29 APRIL NEW ZEALAND GAZETTE 1387

overcharged the Service Operator in the invoice as a result of the Manifest Error. The
remainder of the amounts charged in the invoice will be paid by the Service Operator on or
before the Due Date in the normal manner. The amount withheld may be withheld until such
time as the Telecom ROC and the Service Operator have settled between them in
accordance with the disputes procedure set out in Clause 6.9, whether or not there is a
Manifest Error in the invoice and, if there is, the amount of it. If as a result of the disputes
procedure, it is found that there was a Manifest Error in the invoice, then:

6.6.1 the amount by which the Service Operator was overcharged in the invoice as a result
of the Manifest Error is less than the amount withheld by the Service Operator, the Service
Operator shall forthwith refund to that Telecom ROC the amount of the difference, and shall
pay to the Telecom ROC interest at the Bill Rate (as at the day after the Due Date of the
invoice) plus 1 percent per annum on that refunded amount for the period from and including
the day after the Due Date to and including the date of payment of the refunded amount,
such interest to be paid contemporaneously with the refunded amount;

6.6.2 the amount by which the Service Operator was overcharged in the invoice as a result
of the Manifest Error is equal to the amount withheld by the Service Operator, the Service
Operator shall retain the amount withheld;

6.6.3 the amount by which the Service Operator was overcharged in the invoice as a result
of the Manifest Error is greater than the amount withheld by the Service Operator, then that
Telecom ROC shall forthwith refund to the Service Operator the amount of the difference and
shall pay to the Service Operator interest at the Bill Rate (as at the date on which the
overpayment was made by the Service Operator) plus 1 percent per annum on that refunded
amount for the period from and including the date on which the overpayment was made by
the Service Operator to and including the date of payment of the refunded amount, such
interest to be paid contemporaneously with the payment of the refunded amount.

6.7 If as a result of the disputes procedure it is found that there was not a Manifest Error in
the relevant invoice, then the Service Operator shall forthwith refund in full the amount
withheld and shall pay to that Telecom ROC interest at the Bill Rate (as at the date of the
invoice) plus 1 percent per annum for the period from and including the date of the invoice to
and including the date of payment of the refunded amount, such interest to be paid
contemporaneously with the refunded amount. Nothing in this Clause 6.7 shall prevent the
Service Operator from claiming an amount in accordance with Clause 6.8, if the Service
Operator has reasonable cause to believe that the invoice contains a billing error which is not a
Manifest Error.

6.8 If the Service Operator has a claim in respect of the accuracy or correctness of an
invoice issued by a Telecom ROC (other than any claim in respect of a Manifest Error which
has been made under Clause 6.6), the Service Operator shall no later than 12 months after
the Due Date of the invoice which it disputes, serve notice on that Telecom ROC setting out
details of the relevant invoice, the disputed amount and the grounds for the dispute together
with supporting evidence. All disputes under this Clause 6.8 must be bona fide disputes for
which the Service Operator has reasonable cause to believe that there has been a billing
error.

6.9 The Telecom ROC and the Service Operator will use their reasonable endeavours to
promptly settle any claim of a Manifest Error under Clause 6.6 and any claim of which a
Telecom ROC is notified under Clause 6.8. Failing resolution:

6.9.1 in the case of claims under Clause 6.6, within 60 days from the Due Date of the
invoice; and

6.9.2 in the case of claims under Clause 6.8, within 60 days of the date of the service of the
notice under Clause 6.8; either party may serve notice on the other that it wishes the dispute
to be arbitrated and the dispute shall be referred to arbitration in accordance with Clause 30.3
on the expiry of 10 days from the date of service of such notice. The terms of reference of
such an arbitration shall be agreed between the parties but in no event shall relate to matters
other than the accuracy or correctness of the invoice.