Reseller Code of Conduct

DRAFT for Cheena's editorial review — 2026-06-26. This Code of Conduct is published in support of Section 24 of the Teletrack Software and Hardware Licence Agreement and binds every authorised Teletrack reseller. Capitalised terms used but not defined below take their meaning from that Agreement.

1. Purpose and Scope

1.1 Purpose: This Code of Conduct sets out the standards Teletrack expects of every party authorised in writing under Section 24.2 of the Teletrack Software and Hardware Licence Agreement to on-sell, sub-licence, or otherwise make the Services, Software, or Hardware available to an End Beneficial Owner (each a "Reseller").

1.2 Binding effect: Compliance with this Code is a condition of the Reseller's written authorisation. A failure to comply that is not rectified within 14 days of Teletrack's written notice is grounds for Teletrack to exercise its takeover right under Section 24.4 and, if appropriate, terminate the Reseller's authorisation under Section 24.5.

1.3 Updates: Teletrack maintains and updates this Code from time to time. The current version is the version published on the Teletrack website. Material changes will be notified to active Resellers in writing not less than 30 days before they take effect, except where a change is required by law or to address a serious risk to End Beneficial Owners, in which case it takes effect immediately on notification.

2. Authorisation

2.1 Written authorisation: No party may represent itself as a Teletrack Reseller, hold itself out as endorsed by Teletrack, or on-sell the Services, Software, or Hardware to an End Beneficial Owner without Teletrack's prior written authorisation. The authorisation specifies the geographic scope, the product set, the duration, and any commercial conditions that apply.

2.2 No onward authorisation: A Reseller may not appoint sub-resellers, agents, or other intermediaries to perform any part of its obligations without Teletrack's separate written consent under Section 23.4 of the Agreement.

2.3 Identification: A Reseller must, on first contact with a prospective End Beneficial Owner, identify itself as an authorised Teletrack Reseller and disclose that the Services, Software, and Hardware are provided by Teletrack Pty Ltd. The Reseller must not imply that it is the developer, manufacturer, licensor, or operator of the Teletrack platform.

3. Response Times

3.1 First response: A Reseller must acknowledge each End Beneficial Owner support request within one (1) Business Day of receipt and provide a first substantive response within two (2) Business Days.

3.2 Critical incidents: Where an End Beneficial Owner reports a Critical Incident — defined as a complete platform outage affecting the End Beneficial Owner's account, a safety-critical failure of PROSTART® immobilisation, a confirmed data-loss event, or a failure of a Tracking Device to report for more than 24 hours where the device is otherwise operational — the Reseller must acknowledge the incident within four (4) hours and escalate to Teletrack within the same Business Day, regardless of the Reseller's own working hours.

3.3 Escalation path: Where the Reseller cannot resolve a support request within five (5) Business Days, the Reseller must escalate the request to Teletrack with a complete summary of the End Beneficial Owner's issue, the steps taken, and the assistance required.

3.4 After-hours coverage: A Reseller is not required to provide 24/7 support unless the Reseller's authorisation expressly provides for it. Where after-hours cover is included in the Reseller's offering to the End Beneficial Owner, the Reseller is responsible for delivering it.

4. Technical Knowledge

4.1 Minimum competency: A Reseller must, at all times during the period of authorisation, maintain at least one nominated technical contact who has:

• completed Teletrack's Reseller Onboarding programme (delivered remotely; typically 6–8 hours of training); and
• completed Teletrack's annual Reseller Refresher programme; and
• working knowledge of the platform's core capabilities — asset register management, alert configuration, integrations, reporting, and where applicable, PROSTART® setup and operator load.

4.2 Hardware competency: A Reseller that handles Tracking Device installation, dispatch, or activation must hold the relevant install documentation for each Tracking Device it supplies and must be familiar with Teletrack's hardware compatibility matrix. The Reseller must not represent unsupported hardware configurations as supported.

4.3 Reseller portal: Each Reseller is granted access to a dedicated Reseller portal containing the install documentation, integration guides, marketing collateral approved for co-branding, and any pricing materials made available under the Reseller's commercial arrangement. The Reseller must use these materials in preference to materials created independently where the two cover the same subject matter.

5. Representation of the Services

5.1 Accurate scope: A Reseller must represent the Services, Software, and Hardware accurately, including:

• the actual feature set of each subscription tier;
• the hosting location, data sovereignty, and applicable Australian privacy law alignment;
• the realistic scope and limits of the platform — including where capability is on the published Roadmap rather than shipping today;
• the commercial terms (per-asset price, hardware cost, install cost, contract term, and any minimum commitment); and
• the support arrangements that apply to the End Beneficial Owner (whether support is provided by the Reseller, by Teletrack, or jointly).

5.2 No false claims: A Reseller must not make any representation about the Services, Software, or Hardware that is materially false, misleading, or likely to deceive a reasonable prospective End Beneficial Owner. This includes representations about performance figures, compliance with regulatory schemes, integration breadth, accreditations held by Teletrack, or future capability that is not on the published Roadmap.

5.3 Trade marks and brand use: A Reseller may use the Teletrack name and approved logo solely to identify the Services, Software, and Hardware. Use must follow the brand guidelines published in the Reseller portal. The Reseller must not use the Teletrack name or logo in a way that suggests the Reseller is part of Teletrack, is a subsidiary of Teletrack, or has a degree of endorsement Teletrack has not granted in writing.

5.4 Whitelabel offerings: Where the Reseller's arrangement with Teletrack includes a whitelabel deployment, the Reseller may present the Services under its own brand to the extent permitted by that arrangement. The obligations in this Section 5 continue to apply in respect of the underlying Services, Software, and Hardware regardless of the brand they are presented under.

6. Disclosure to the End Beneficial Owner

6.1 Underlying provider: Before an End Beneficial Owner commits to the Services, the Reseller must disclose in writing that:

• the Services, Software, and Hardware are provided by Teletrack Pty Ltd;
• the End Beneficial Owner's account, data, and Tracking Devices remain subject to the Teletrack Software and Hardware Licence Agreement (a copy or link to which the Reseller must provide); and
• Teletrack retains the right under Section 24.4 of that Agreement to take over the End Beneficial Owner's account directly in defined circumstances.

6.2 Commercial transparency: The Reseller must provide the End Beneficial Owner with clear written pricing covering the per-asset subscription, hardware cost, install cost, contract term, and any additional fees. Bundled, opaque, or rolled-up pricing that prevents the End Beneficial Owner from understanding the actual cost of the Teletrack Services is prohibited.

6.3 Privacy notice: Where the Reseller collects personal information from the End Beneficial Owner or their personnel in connection with the Services, the Reseller must provide a privacy notice that complies with the Australian Privacy Principles and that identifies Teletrack as a recipient of any personal information disclosed to it.

7. End Beneficial Owner Authority

7.1 Account control: The Reseller acknowledges and agrees that the End Beneficial Owner is the decision-maker in respect of its own account, the Tracking Devices installed on its Assets, and the data generated by those Tracking Devices.

7.2 Conflicting instructions: Where the Reseller and the End Beneficial Owner give Teletrack conflicting instructions in respect of an End Beneficial Owner account, Teletrack will act on the instructions of the End Beneficial Owner. The Reseller must not penalise the End Beneficial Owner for instructions given directly to Teletrack and must not use commercial leverage to override End Beneficial Owner decisions in respect of its own account.

7.3 Data and access: The Reseller may access an End Beneficial Owner account only to the extent the End Beneficial Owner has authorised, and only for the purpose of delivering the Services to that End Beneficial Owner. The Reseller must not retain End Beneficial Owner data, accounts, or operator credentials beyond the period necessary to deliver the Services, and must not disclose End Beneficial Owner data to any third party without the End Beneficial Owner's consent.

8. Conflicts and Fair Dealing

8.1 Conflicts of interest: The Reseller must disclose to Teletrack any actual or potential conflict of interest that may affect its ability to comply with this Code — including any distribution relationship with a competing telematics provider, any common ownership with a competing reseller, or any financial arrangement with an End Beneficial Owner that may compromise the Reseller's independence.

8.2 No tied selling: The Reseller must not condition the sale, install, or activation of the Services on the End Beneficial Owner purchasing unrelated goods or services from the Reseller, unless the bundle is disclosed in writing and the End Beneficial Owner has the option to purchase the Services on a standalone basis at the published per-asset rate.

8.3 Anti-bribery: The Reseller must not offer, give, request, or accept any bribe, kickback, or improper inducement in connection with the Services. The Reseller must comply with all applicable anti-bribery and anti-corruption laws.

9. Reviews and Reporting

9.1 Annual review: Each authorised Reseller is subject to an annual compliance review covering response times, technical competency, accuracy of representations, End Beneficial Owner satisfaction, and commercial transparency. The review is conducted by Teletrack at the Reseller's nominated business hours, and the Reseller must provide reasonable cooperation.

9.2 Sample review: Teletrack may, at any time and with reasonable notice, sample-review the Reseller's representations, pricing materials, customer correspondence, and support ticket history in respect of Teletrack Services. The Reseller must produce the requested records within ten (10) Business Days.

9.3 Reporting obligations: The Reseller must report to Teletrack:

• each Critical Incident, immediately on confirmation (Section 3.2);
• each instance of an End Beneficial Owner notifying the Reseller of a data-protection or privacy concern, within two (2) Business Days; and
• each instance of the Reseller becoming aware of a material misrepresentation it has made about the Services, within two (2) Business Days of becoming aware.

10. Breach, Rectification, and Termination

10.1 Notice of breach: Where Teletrack reasonably considers that the Reseller is in breach of this Code, Teletrack will issue written notice to the Reseller specifying the breach and the steps required to rectify it.

10.2 Rectification period: The Reseller has 14 days from receipt of the notice to rectify the breach, unless the notice specifies a shorter period because the breach poses a continuing risk to an End Beneficial Owner, in which case the shorter period applies.

10.3 Failure to rectify: If the Reseller fails to rectify the breach within the rectification period, Teletrack may, in addition to any other right under the Agreement:

• exercise its takeover right under Section 24.4 in respect of any End Beneficial Owner account affected by the breach;
• suspend the Reseller's authorisation pending further review; and / or
• terminate the Reseller's authorisation in accordance with Section 24.5.

10.4 No double recovery: Action taken under this Code does not limit any right Teletrack has under the Agreement or at law, but Teletrack will not pursue the same loss twice.

11. Governing Law and Disputes

11.1 Governing law: This Code is governed by the law of New South Wales, Australia.

11.2 Disputes: A dispute about the interpretation or application of this Code is dealt with under the dispute resolution provisions of the Agreement.

12. Contact

Operational questions about this Code, or notifications required under Sections 9.3 or 10.1, should be directed to the Teletrack Reseller team via the contact details in the Reseller portal or by email to the address Teletrack notifies to active Resellers from time to time.

This Code of Conduct is published at /reseller-code-of-conduct/ on the Teletrack website. The current version supersedes any prior published version on the date identified at the foot of the page.