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Databox Solutions Standard Terms

1. Definitions & Interpretation

1.1 In this document:

  • Acceptable Use Policy means our acceptable use policy (as modified from time to time) which may be found on our website.
  • Accrued Charges means all charges and fees incurred by you to the date on which you cancel a Fixed Term IT Service.
  • ACL means the Australian Consumer Law in the Competition and Consumer Act (2010).
  • Ad-hoc IT Services are non-recurring IT Services supplied for a particular purpose or as necessarily required by you.
  • Agreement means the agreement between you and us for the supply of Equipment and the provision of Services such agreement being comprised of:
    • the Service Agreement;
    • an Order (once accepted); and
    • these Standard Terms
  • Carrier means a supplier from which we secure Telco Services which are on-supplied to you under this Agreement.
  • Charges are together the Service Charges and the Equipment Charges.
  • Design, Implementation and Consulting Services means:
    • IT consulting and strategy services;
    • LAN and WAN design services;
    • Software installation and configuration services;
    • physical or virtual hardware installation; and
    • Network modification;
  • Early Termination Charges means the total of all Charges which would have been paid by you for the Minimum Term for but for termination of the Agreement.
  • Equipment means any items of equipment supplied to you under an Order including items:
    • we sell to you; or
    • we rent to you (Data Box Equipment); or
    • are rented to you by others including Suppliers (Supplier Equipment).
  • Equipment Charges means the payments to be made under Supply Arrangements.
  • Excluded IT Services means:
    • Maintenance Services for Third-party Equipment;
    • major Software upgrades;
    • major data recovery; and
    • IT Services supplied after Normal Hours; and
    • major project work or system upgrade.
  • Fixed Term IT Services are IT Services provided on an ongoing basis for a Minimum Term.
  • Guarantor means the person described as a Guarantor in you the Details.
  • Initial Order means your first Order for Equipment and/or Services described in Schedule 1 of the Service Agreement.
  • Insolvency Event means:
    • bankruptcy proceedings are commenced against you, or you are declared bankrupt;
    • any step that is taken to enter into any scheme of arrangement between you and your creditors;
    • any step that is taken by a mortgagee to enter into possession or dispose of the whole or any part of your assets or business;
    • any step that is taken to appoint a receiver, a receiver and manager, a trustee in bankruptcy, a liquidator, a provisional liquidator, an administrator or other like person to you or to the whole or any part of your assets or business;
    • you suspend payment of your debts generally; or
    • you are, or become, unable to pay your debts when they are due, or you are, or are presumed to be, insolvent for the purposes of any provision of the Corporations Act 2001 (Cth).
  • IT Services means each of (and if the context dictates, all or any combination of):
    • Design, Implementation and Consulting Services;
    • Maintenance Services;
    • Managed Services;
    • Monitoring Services;
    • Network Services;
    • Support Services; and

    (but excluding the Excluded IT Services) as described in an Order to be supplied by us to you.

  • Loss means any loss, cost, liability or damage, including reasonable legal costs.
  • Maintenance Services means services required to maintain Equipment in the condition in which it was supplied (fair wear and tear excepted) including each of:
    • server patching;
    • workstation patching;
    • onsite inspections; and
    • remote server inspections;

    but excluding any Excluded IT Services.

  • Managed Services includes:
    • virtualisation and disaster recovery services;
    • cloud based solution implementation; and
    • on-demand subscription services.
  • Minimum Term means the period of time for which you have agreed for:
    • a Fixed Term IT Service; or
    • a Telco Service; or
    • to rent Equipment).

    The Minimum Term begins on the Start Date and runs for the period of time stated in the Order, unless otherwise set out in the Order.

  • Monitoring Services means each of:
    • Network monitoring;
    • workstation monitoring;
    • server monitoring;
    • application monitoring;
    • anti-virus monitoring;
    • back-up monitoring; and
    • user administration; and
    • production of monitoring reports.
  • Network means any interconnected telecommunications equipment, facilities, or cabling.
  • Normal Hours means 08:30-16:30 AEST Monday to Friday (excluding Public Holidays)
  • Order means an order made by you for the supply of Equipment or provision of Services in the form contained the Service Agreement. Once accepted by us, the Order sets out the Minimum Term, the description of the Service (and applicable Pricing Plan, if any), the description of Equipment and Equipment Charges, any other fees which may be payable by you.
  • Party means a party to the Agreement.
  • Personal Information means information about you from which your identity is apparent or can reasonably be ascertained. Personal information includes your name, address and other details (including, for example, numbers called, time of call and location of call) and your personal or commercial credit rating.
  • Personnel of a person means that person’s officers, employees, agents, contractors or other representatives and, in the case of Data Box, includes the employees, agents, contractors or other representatives of any Data Box Group Company.
  • Premises means locations:
    • at which Data Box supply a Service, and/or
    • to which Data Box needs to have access to supply a Service.
  • Pricing Plan means the terms and conditions and prices of the plan for a Fixed Term IT Service or a Telco Service.
  • Related Corporation of a company means another company that is related to that entity in any of the ways specified in section 50 of the Corporations Act 2001 (Cth).
  • Roaming means the ability to use the Network of overseas mobile carriers when traveling overseas.
  • Services means Telco Services and/or IT Services or as the context requires any one or combination of them.
  • Service Charges are our charges for a Service described in an Order or otherwise payable by you under this Agreement.
  • SLA means the availability of and service levels for a Service published on our website from time to time.
  • Software means computer systems, programs and data to be installed on Equipment.
  • Start Date:
    • for Fixed Term IT Services or Telco Services means the date on which we start supplying that Service to you as nominated in an Order or such other date that we advise you the Service will start; and
    • for Supply Arrangements means the date on which the Equipment is supplied to you for installation or such later date that we (or the Supplier) advise you.
  • Supply Arrangements means the arrangements under which you rent Data Box Equipment from us or Supplier Equipment from a Supplier.
  • Supplier means any supplier of Equipment or services (including Carriers and suppliers of interconnection services) which are used directly or indirectly by us to supply a Service to you.
  • Support Services means:
    • Help desk support (by telephone and online) during Normal Hours;
    • remote support services (within Normal Hours)
    • (if provided for under the SLA) attendance at Premises during Normal Hours,

    but excludes any Excluded Services.

  • Tax means any value-added or goods and services tax, withholding tax, charge (and associated penalty or interest), rate, duty or impost imposed by any authority at any time but does not include any taxes on income or capital gains.
  • Telecommunications Legislation means the Telecommunications Act 1997 (Cth), the Telecommunications (Consumer Protection and Service Standards) Act 1999 (Cth) and Part XIB, Part XIC and related provision of the Competition and Consumer Act (2010).
  • Third-party Equipment means any items of equipment not supplied by Data Box under an Order.
  • Unusually High Use means high usage of a Service on a short-term basis that is not consistent with your normal pattern of use, or a sustained high usage which exceeds the general average usage of customers on a similar Pricing Plan
  1. Payment Obligations
    1. You must pay us:
      • any deposit described in an Order before any Service is provided;
      • the Service Charges for Ad-hoc IT Services once those Services are provided; and
      • the Service Charges for Fixed Term IT Services or Telco Services we provide once those Services are provided; and
      • the Equipment Charges for the Data Box Equipment we supply,

      for the Minimum Term (if applicable) and for any period of holding over until the Agreement is terminated in accordance with its terms.

    2. You must pay all Service Charges for a Fixed Term IT Service or a Telco Service even if you did not authorise its use.
    3. You must pay the Service Charges for Fixed Term IT Services or Telco Services even if a Fixed Term IT Service or Telco Service is unavailable or if you are unable to access the Service. However, you may be entitled to a refund or a rebate as stated in the Order or under the law.
    4. You must pay the Equipment Charges even if the Equipment doesn’t operate for any reason.
    5. We may charge you administration fees and other similar charges including suspension fees, cancellation fees, late payment fees, payment dishonour fees or reconnection or reactivation fees (Fees). A description of the Fees which may be payable are on our website.
    6. We will invoice you:
      • for Ad-hoc IT Services within 7 days of supply of the Service;
      • for Equipment sold to you by Data Box within 7 days of delivery;
      • for rented Equipment, Fixed Term IT Services or Telco Services , on a regular basis (either in advance or in arrears), unless otherwise set out in the Order.
    7. Some Service Charges are subject to variation such as charges relating to:
      • international services or roaming; and
      • content or premium services.
    8. You should inform us before using any Telco Service from outside Australia.
    9. We calculate Charges for Telco Services (and some Managed Services) on billing information generated or received by us which will be prima facie evidence of you use of a Service and the fees and charges incurred.
    10. You must pay the entire amount invoiced by the due date specified in your invoice or as otherwise notified by us.
    11. If you do not pay the invoice by the date the payment is due, we may:
      • charge you Fees;
      • require you to provide reasonable security to secure the payment of future amounts due under this Agreement;
      • suspend or cancel a Service;
      • engage an agent to recover the money owed (and charge a fee);
      • institute legal proceedings to recover the money owed and our legal costs; and/or
      • on-sell any unpaid amounts to a third party.
    12. Unless otherwise indicated, the Service Charges and Equipment Charges set out in an Order exclude Tax. Where Tax is payable by us in relation to, or on any supply under or in connection with the Agreement, we will increase the charges by an additional amount on account of the Tax. You must pay the additional amount at the same time you pay the Service Charges and the Equipment Charges.
  1. Equipment
    1. You are solely responsible for the security of your Network and the Equipment (including Third-party Equipment).
    2. You must ensure that the Network and the Equipment is used only in your general business operations and only for the purposes for which they were designed, complying at all times with all laws relating to the Equipment and their use and with all instructions and recommendations issued by the supplier or manufacturer of the Equipment.
    3. Unless we say so in writing, any replacement of, alteration or addition to any accessories, tools or other goods supplied with, installed in, or attached to, the Equipment during the period that it is in your possession will be considered part of the Equipment for the purposes of this Agreement.
    4. Data Box Equipment is owned by Data Box and remains Data Box’s property. Title in the Data Box Equipment does not pass to you in any circumstances unless we say so in writing.
    5. Supplier Equipment is owned by the Supplier and remains the Supplier’s Property.
    6. You are responsible for all Equipment from the time you receive it.
    7. You must keep the Equipment in good order and condition at your cost.
    8. You will only allow repairs to be carried out by qualified personal as appointed by us.
    9. You must not mortgage or grant a charge, lien or encumbrance over any Equipment other than Equipment we have sold you.
    10. You must provide an adequate and environment and, power supply and for all Equipment used in connection with a Service and located on the Premises.
    11. Unless otherwise agreed you must allow our Personnel (and no other person) to service, modify, repair or replace any Data Box Equipment.
    12. You are responsible for the replacement of any lost, stolen or damaged Data Box Equipment and must pay the Equipment Charges for any lost or stolen Data Box Equipment for the Minimum Term.
    13. You must hand over the Data Box Equipment to us when the Supply Arrangements end in the same condition it was originally supplied to you (fair wear and tear excepted).
    14. You will be charged a fee for any item of Data Box Equipment not handed over in accordance with clause 13.
    15. Without prejudice to any other rights we have, if the Agreement is terminated for any reason you irrevocably authorise us to enter your Premises to retake possession of the Data Box Equipment.
  1. Insurance
    1. You must, at your cost, effect and keep current throughout the Term with a reputable and solvent insurer:
    • insurance in respect of the Equipment for their full insurable value against all loss or damage of any kind whatever and however caused;
    • insurance for such amount of cover as is reasonably required by us (or if not specifically required by us, for such amount as a prudent owner of the Equipment would obtain cover) having regard to the nature and intended use of the Equipment, against any loss, damage or injury of any kind whatever and however caused to any person or property arising out of the Equipment or their use, under a policy covering all such risks, including claims by third parties; and
    • insurance against any other loss, damage, injury or risk which we may reasonably require from time to time.
  1. Network maintenance, fault reporting and rectification
    1. We may conduct maintenance on our network and a Supplier may conduct maintenance on a Supplier’s network used to supply a Service from time to time.
    2. We will endeavour to conduct scheduled maintenance outside normal business hours.
    3. We will provide a fault reporting service for you to report faults. Before you report a fault, you must take all reasonable steps to ensure that it is not caused by any Equipment that is Data Box Equipment.
    4. You must provide all reasonable assistance to enable us or our Personnel (or where necessary a Supplier or Supplier’s Personnel, to investigate and where applicable repair a fault including providing them with adequate and timely access to the Premises.
    5. We will repair faults in Data Box Equipment. We will not repair faults in Supplier Equipment or to Services provided by a Supplier.
    6. Without limiting clause 5 we are not responsible for repairing any fault in a Telco Service or a Managed Service where the fault arises in or is caused by:
      • a Supplier’s Network;
      • Equipment that is not Data Box Equipment.
    7. Where:
      • a fault arises in or is caused by a Supplier’s Network; and
      • we become aware of the fault; and
      • we are not responsible for the repair of that fault,

      we will notify the Supplier of the fault and request that the fault be corrected promptly, but we will not bear any further liability or responsibility.

    8. Where a fault arises in or is caused by Equipment that is not Data Box Equipment, we are not responsible for the repair of that fault. Despite that:
      • if you ask us to investigate a fault or ask us to request a Supplier to investigate a fault, we will give you an estimate of the probable cost of such investigation and obtain your agreement to accept those costs before undertaking or arranging an investigation; and
      • if you request us to repair the fault and we agree, we will give you an estimate of the probable cost of repairing the fault and obtain your approval before carrying out the repair.
  1. Complaints and disputes
    1. If you have any complaints in connection with a Service you may complain in writing or by calling us.
    2. We will handle all complaints in accordance with our complaints procedure which is available from our website.
    3. We will use its best endeavours to resolve all complaints, however if we are not able to resolve a complaint to your satisfaction, you may take other action, such as informing the Telecommunications Industry Ombudsman, the Department of Fair Trading or Department of Consumer Affairs in the relevant state or territory.
    4. Where your complaint is about a fee or charge for the use of the Service, we may suspend your payment obligations, for that fee or charge only, until the complaint has been investigated and resolved. All other fees and charges that are not in dispute remain due and payable.
    5. Where your complaint is about a significant and sustained loss of access to, or use of, a Service which is not reasonably attributable to you or Equipment that is not Data Box Equipment you may be entitled on request to a refund or a rebate of any access should refer your complaint to the Supplier of the Service or the Equipment.
  1. Our Right to terminate
    1. We may terminate this Agreement if:
      • (Failure to pay) you fail to pay a Service Charge or Equipment Charge when due;
      • (Repudiation) You breach any other essential provision of this Agreement or otherwise repudiate your obligations under this Agreement;
      • (non-compliance with rectification notice) You fail to observe any other obligation under this Agreement after first being given a written notice by us which requires such failure to be rectified within a period of at least seven days after service of the notice, that notice being deemed to stipulate the time for rectification to be of the essence;
      • (misrepresentation) We (acting reasonably) ascertain that any representation, warranty or statement made by the you or a Guarantor in, or in connection with, this Agreement is untrue or misleading (whether by omission or otherwise) in any material respect;
      • (insolvency) An Insolvency Event occurs (for you or a Guarantor);
      • (jeopardy) We ascertain in our reasonable opinion that there is a serious risk of loss or damage to Data Box Equipment for any reason.
      • (Acceptable use) We reasonably consider that you have breached our Acceptable Use Policy. We may also suspend or limit your use of a Telco Service if you breach our Acceptable Use Policy.
    2. Without limiting the essentiality of any other term of this Agreement, your obligation to pay the Charges on time, to maintain and insure the Equipment, to keep the Equipment in your personal control and to remain solvent are essential terms of this Agreement. You will be taken to have repudiated your obligations under this Agreement if you do not comply with any of the essential terms of this Agreement.
    3. If we terminate this Agreement under clause 1 you must pay to us on demand:
      • all Accrued Charges; and
      • any other amount which remain outstanding.
  1. Your Right to Terminate
    1. You may terminate this Agreement upon ninety (90) days written notice if Data Box:
      • fails to fulfil any material obligation under this Agreement and does not resolve any failures within the period specified in the SLA;
      • breaches any material term or condition of this Agreement and fails to remedy such breach within thirty (30) days of receipt of such written notice; or
      • terminates or suspends its business operations, unless it is succeeded by a permitted, agreed upon assignee under this Agreement.
  1. Termination of Agreement without cause
    1. Either party may terminate this Agreement without cause by providing the other party with no less than 90 days notice in writing.
    2. If the Agreement is terminated under clause 1 we will assist you in the orderly termination of Services, including timely transfer of the Services to another provider.
    3. However, if you terminate the Agreement under clause 2 you must pay us:
      • all Accrued Charges; and
      • the Early Termination Charges; and
      • any other amount which remain outstanding.
  1. General Provisions
    1. Acceptable Use Our Acceptable Use Policy applies to some Services.
    2. Assignment Subject only to your rights under this Agreement, we may assign, transfer or otherwise deal with the Equipment or all or any part of our rights or obligations under this Agreement without your consent. You must not assign, transfer or otherwise deal with any of your rights under this Agreement without our prior written consent which shall not be unreasonably withheld.
    3. Equipment Location You must notify us of the usual location of the Data Box Equipment from time to time and agree not to use them outside the State or Territory in which they are first delivered to you without our consent.
    4. Rights Termination of this Agreement, howsoever arising, will be without prejudice to our rights, powers and remedies with respect to any antecedent breach by you under this Agreement. All rights of ours under this Agreement are in addition to our rights under the general law.
    5. Evidence A certificate signed by any officer or manager of ours containing statements as to an amount due by you under this Agreement, the occurrence of any event or the existence of any fact, will be sufficient evidence of same unless you prove them to be false.
    6. Product Information You request us to provide you from time to time with information on our or other third-party products or services.
    7. Financial Information You must provide us with any financial or other information relating to the financial condition, business, assets and affairs of yourself and any of your Related Corporations as and when requested by us.
    8. Notices Any notice or demand to be given by us under this Agreement may be served on you by being left at or sent by pre-paid mail or transmitted by email to your address set out in the Schedule or otherwise as notified in writing to us. The notice or demand will be treated as having been given and received:
      • if delivered, on the day of delivery;
      • (if sent by pre-paid mail, on the next delivery day; and
      • if transmitted by email, on the day the sender’s email system confirms the notice has been delivered.
    9. Authority to Complete Schedule You authorise us to complete and amend any blank, incomplete or inaccurate particular appearing in the Schedules and to otherwise complete all necessary formalities to render this Agreement complete and enforceable.
    10. We May Act on Your Omissions If you neglect to pay any money or take any other action required by this Agreement, we may pay that money or take that other action and recover the costs from you. We may enter and remain upon any land or premises of yours for this purpose.
    11. Set-Off You irrevocably authorise us to set off without any notice any money held by us on any account of yours against any money owing by you to us or any Related Corporation. You must not exercise any right of set off on any account.
  1. Trust Provisions
    1. If you enter into this Agreement as a trustee, you acknowledge, warrant and agree that:
      • this Agreement binds you personally and in your capacity as trustee;
      • you enter into this Agreement for a proper purpose of the trust
      • you have power and authority under the trust to enter into this Agreement:
      • and you have the right to be indemnified fully out of the trust property before the trusts’ beneficiaries for all liabilities you incur under this Agreement.
    2. The trustee must not so far as it is able to do so, without the prior written consent of Data Box permit any of the following:
      • Any variation, replacement or limitation of the terms of the deed of constitution to the trust.
      • Any removal as trustee or the appointment of another trustee as a trustee of the trust whether or not in conjunction with the trustee.
      • Any distribution, transfer or setting aside of any part of the income or capital of the trust.
    3. Governing Law This Agreement is governed by the law of Australia and the parties submit to the jurisdiction of the Courts in that Commonwealth.
    4. Authority to Sign Where this Agreement is executed by a person on your behalf, that person warrants that he or she has the authority and delegated power to execute this Agreement on your behalf.
  1. Personal Property Securities Act 2009 (PPSA)
    1. Capitalised words not otherwise defined in this clause have the meaning given to them in the PPSA.
    2. You acknowledge that this contract creates a Security Interest in the Data Box Equipment, and that this Security Interest is registrable on the Personal Property Securities Register.
    3. You must sign and deliver any documents that we (or the Owner) requires to ensure that we (or the Owner has a perfected first ranking Security Interest in the Data Box Equipment under the PPSA;
    4. You indemnify us (and the Owner) for any costs incurred in registering or maintaining that Security Interest and/or (if relevant) exercising rights under Chapter 4 (Enforcement) of the PPSA;
    5. You waive any right to receive a copy of a Verification Statement verifying the registration of a Financing Statement or a Financing Change Statement.
  1. Privacy
    1. We may collect, use and disclose personal information about you to decide whether to start, stop or limit supply to you of personal credit, a Service or the products and services of other Data Box Group Companies.
    2. We may collect, use and disclose personal information about you for purposes related to the supply of a Service (or for purposes which would be reasonably expected) including invoicing and account management, business planning and product development, and to provide you with information about promotions, as well as the products and services of Data Box Group Companies and other organisations.
    3. We may collect, use and disclose personal information about you for the purposes in clauses 1 and 13.2 above to or from:
      • a credit reporting agency or credit provider;
      • another Data Box Group Company;
      • third parties who are not related to;
      • our agents, dealers, contractors, franchisees and debt recovery or mercantile agents;
      • suppliers who need access to your personal information to provide us with services to allow supply of a Service; and
      • joint venture partners of Data Box Group Companies.
    4. We may be permitted or required by applicable laws to collect, use or disclose personal information about you, including to:
      • (a) the operator of the Integrated Public Number Database, which is an industry wide database of all listed and unlisted public numbers in Australia;
      • (b) emergency services organisations; and
      • (c) to law enforcement agencies and government agencies for purposes relating to the enforcement of criminal and other laws.
    5. Where we will be (or will under the Privacy Act 1988 (Cth) be) considered to be a credit provider to you in relation to the Agreement, the following provisions will apply:
    6. We may give information about you to a credit reporting agency for the following purposes:
      • to obtain a consumer credit report about you; and/or
      • to allow the credit reporting agency to create or maintain a credit information file containing information about you,
      • such information is limited to:
        • identity particulars such as your name, sex, address (and the previous two addresses), date of birth, name of employer and driver’s licence number;
        • your application for credit or commercial credit and the fact that you have applied for credit and the amount;
        • the fact that we are a current credit provider to you;
        • loan repayments which are overdue by more than sixty (60) days and for which debt collection action has started;
        • advice that your loan repayments are no longer overdue in respect of any default that has been listed;
        • information that, in our opinion, you have committed a serious credit infringement (that is, acted fraudulently or shown an intention not to comply with your credit obligations); and
        • dishonoured cheques – cheques drawn by you for $100 or more which have been dishonoured more than once.
    7. You agree that:
      • we may obtain information about you from a business which provides information about the commercial credit worthiness of persons for the purpose of assessing your application for credit;
      • we may obtain a consumer credit report containing information about you from a credit reporting agency for the purpose of assessing your application for commercial credit;
      • we may exchange information about you with those credit providers named in a credit report issued by a credit reporting agency for the following purposes:
        • to assess an application by you for credit;
        • to notify other credit providers of a default by you;
        • to exchange information with other credit providers as to the status of the loan where you are in default with other credit providers; and/or
        • to assess your credit worthiness; and
        • such the information exchanged may include anything about your credit worthiness, credit standing, credit history or credit capacity that credit providers are allowed to exchange under the Privacy Act 1988 (Cth).
    8. If you wish to only receive communications that are account-related or legally required, you may request not to receive other communications by submitting a written request to us.
    9. If you are an individual, you are entitled to:
      • gain access to your personal information held by us, unless we are permitted or required by any applicable law to refuse such access; and
      • correct any personal information held by us.
    10. If you do not provide part or all of the personal information requested by us then we may refuse to supply, or limit the supply to you of, personal credit or a Service.
    11. By providing your personal information to us and accepting a Service, you acknowledge and consent to the collection, use and disclosure of your personal information as set out in this clause 16 and in accordance with our privacy policy a copy of which will be made available by us on request or may be viewed on our website.
    12. If you have authorised us to give or accept verbal instructions or other communication to or from you in connection with a Service and you have informed us of a password to be used for our verification purposes when such verbal instructions or other communication is given or received, you agree:
      • to keep the password confidential;
      • that we may assume that any person who quotes the password is authorised by you to accept or give verbal instructions or other communication from or to us in connection with the Service on behalf of you;
      • that you will not hold us liable in any way if any information relating to your account or any of your personal information is inadvertently disclosed to any person not authorised by you to receive such information who quotes your password to us; and
      • that all calls made to or from our customer service centre(s) may be recorded for customer training, improvement programs and verification purposes.
    13. The reference to “you” in this clause 10 includes a reference to and is applicable to our collection, use and disclosure of the personal information of any of your Personnel who completes or signs an Order on your behalf.

14. Charge over property – You and Guarantor

14.1 To secure payment of all monies which are or may become payable by you to Data Box under this Agreement, you and the Guarantor (or where you or the Guarantor is comprised of two or more persons then each person jointly and severally) (Chargor) hereby charges with the due payment of all of those monies all of interests in real property wherever located both present and future and the Chargor consents to Data Box lodging a caveat or caveats over such property to protect its interest.

14.2 Upon demand by Data Box, the Chargor agrees to immediately execute a mortgage or other instrument in terms satisfactory to Data Box to further secure the Chargor’s indebtedness to Data Box.

14.3 Should the Chargor fail within a reasonable time of such demand to execute such mortgage or other instrument then the Chargor appoints irrevocably the credit manager or a duly authorised officer of Data Box to be the Chargor’s lawful attorney to execute any such mortgage or other instrument.