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STANDARD TERMS AND CONDITIONS   

Ashfords BizTech Pty Ltd (The Contractor)  

 

These are the Contractor (“we” or “our”) standard Terms and Conditions which will apply to every contract when you as the Customer engage the Contractor to perform its services.  When providing our services, we may also need to supply product/s.  The Contractor reserves the right to amend these Terms and Conditions from time to time at their discretion. 

 

ENGAGEMENT  

 

  • The Contractor represents and warrants that the Contractor has all the necessary skills, knowledge, experience and expertise to perform the services and will perform the service in a proper and competent manner.  

  • Where there are any applicable industry standards and codes, they will always be complied with by the Contractor.  The Contractor and all the Contractor’s employees and permitted sub-contractors are properly qualified, experienced, licensed (where applicable) and competent to properly perform and will perform the service to the required standards and codes.  

  • If an event occurs that is beyond the reasonable control of the Contractor which prevents the Contractor from performing the service on or by any date agreed, the Contractor will immediately notify the Customer and give an estimate of the time for completion of the service.  

  • The Contractor will provide all equipment and all materials as may be necessary to perform the service properly and efficiently.  Unless otherwise agreed in writing all materials including products supplied will be new and of  high quality fit for their purpose.  All Contractor equipment will be safe for use, be properly maintained and capable of being used to carry out the service.  

  • If the Customer requires a variation to the service, the Contractor will provide a quotation for performing the service as varied which additional sum will be added to the price if accepted by the Customer.  If the Customer does not accept the quotation, the Contractor is not obliged to carry out the variation. Nothing in this agreement means the Contractor is required to provide a quote or enter any additional services beyond any written scope.  

  • The Contractor may use sub-contractors to provide any of the services.  In such circumstances, the Contractor will ensure that:  

  • the sub-contractors so engaged are suitably qualified, hold all necessary licenses and are otherwise able to perform the service in a proper and workmanlike manner;  

  • the sub-contractors so engaged do not by act or omission do or not do anything that would if done or not done by the Contractor be a breach any of these terms;   

  • the sub-contractors so engaged have current or necessary insurances.  

  

  • The Contractor is solely responsible for all fees payable to sub-contractors.  

  • The Customer accepts that any engagement with the Contractor is to assist the Customer to implement the software or systems they have chosen. Nothing in this agreement constitutes an outsource. Where the Customer makes a choice not recommended by the Contractor, additional time, and charges beyond that first outlined may occur.
     

ACCEPTANCE OF THESE TERMS  

  • Any act by the Customer or those legally acting on behalf of the customer which requests the Contractor to begin performing any services or providing any materials will be deemed as acceptance to these Terms and Conditions.  

  • Once these Terms and Conditions are accepted, they are irrevocable and cannot be amended without the written consent of the Contractor.  

  • In the event there is more than one party as a Customer to these Terms and Conditions, all Customers will be jointly liable for these Terms and Conditions.  

  • Should the Customer cancel the engagement of the Contractor after it has been accepted, the Customer agrees they may be held liable for any costs incurred by the Contractor in relation to the provision of the services and/or provision of products up to the point of cancellation.  

 

QUOTES, INVOICES, AND PAYMENT  

  • A quote provided by the Contractor will remain valid for fourteen days.  On the expiry of that period, if the Customer wishes to proceed a new quote will need to be provided prior to the Contractor undertaking the service.  

  • The Customer will pay the Contractor’s fee as detailed on the approved final quotation.  The price will detail any applicable taxes and is the full amount which the Customer will pay for the service.  

  • The Contractor will issue a tax invoice for the service setting out the service performed, including any variation and the date the service was performed.  The tax invoice will also separately identify all expenses and any GST payable. This tax invoice will include the final price for the services performed and any goods provided, this price may vary from the quoted price at the discretion of the Contractor.  

  • Payment of the Contractor’s tax invoice should be made in the following manner: cheque, electronic transfer to the Contractor’s bank account or Cash.  

  • Where the Customer fails to pay any tax invoice on or before the due date, the Customer agrees that the Contractor will add interest to the total outstanding amount at the rate of 3% interest per calendar month and that the Customer will be liable to pay an accrued interest in addition to the outstanding amount.  

  • In the event the Customer defaults in payment of an invoice, the customer shall indemnify the Contractor from any costs incurred by the Contractor in recovering the outstanding amount, including but not limited to solicitor’s fees.  

  • In the event, the Customer does not respond to requests for information in a timely manner, or the customer requests changes which create unforeseen delays to the deliverables, the contractor will be entitled to charge the customer, at contingency rates for additional time reasonably incurred for such customer created delays.  

  • The Customer is not entitled to deduct any invoiced amount from any amounts owing to the Customer by the Contractor.  

  

OCCUPATIONAL HEALTH AND SAFETY/WORKPLACE HEALTH AND SAFETY   

The Customer will ensure that, if the service is to be performed on the Customer’s property, the Customer is authorised to occupy those premises and obtain the service.  

  • The Customer will ensure that if the service is to be performed on the Customer’s property, that always the property is safe and that all facilities provided by the Customer for the purposes of enabling the service to be performed are also safe.  

  • The Customer will ensure that the Contractor will have unencumbered and unobstructed access to the area/s of the premises requiring the service.  

  • The Contractor will ensure that always in performing the service it uses safe and proper procedures and practices and that all its employees are properly trained and supervised and observe all proper safety practices.  Where protective equipment, materials or clothing are required these will be provided by the Contractor and the Contractor will ensure that these are used at all relevant times.  

  • The Customer will always treat the Contractor, its employees, agents and subcontractors with professional courtesy and respect common in normal commercial practice. Failure to comply with this cause will allow the Contractor to immediately terminate the agreement and the customer agrees they will pay any expenses and fees up to the time of termination.  

   

LIMITATION ON WARRANTY  

  • All software and services are supplied or licensed “as-is.” You bear the risk of using them. The Contractor gives no express warranties, guarantees, or conditions. You may have additional consumer rights under your local laws which this agreement cannot change. To the extent permitted under your local laws, The Contractor excludes the implied warranties of merchantability, fitness for a particular purpose and non-infringement.  

  • All statutory warranties that can be lawfully excluded are hereby expressly excluded.  

  • To the extent permitted by law, the Contractor is not liable for negligence or otherwise to any person including the Customer for any loss or damage including consequential loss suffered or incurred in relation to the Contractor’s service or products supplied.  

  • Where the service is not of the kind ordinarily required for personal, domestic, or household use or consumption then the liability of the Contractor is limited pursuant to s.64A of the Competition and Consumer Act 2010 (Cth) to, at the discretion of the Contractor: the supplying of the service again; or (b) the payment of the cost/s of having the service supplied again.  

 

JURISDICTION  

  • It is agreed by the Parties that these Terms and Conditions will be construed in accordance with the Law of Queensland and each Party covenants that it submits to the authority of the Courts of Victoria for the resolution of any dispute under the Agreement.  

 

FORCE MAJEURE  

  • Neither the Contractor nor the Customer shall be held liable for any breach of these terms where the breach arises from an act of God, war, natural disaster, terrorism, or any other event beyond the reasonable control of either party.  

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PRICING  

We reserve the right to modify the price or content or withdraw, temporarily or permanently some or all our Services at the end of the above agreement. We also reserve the right to amend, add, remove, or change the terms and conditions of any existing, previous and new service. All prices quoted exclude GST at current rates unless otherwise stated. We reserve the right to amend or withdraw any quoted price for any service.  

 

CANCELLATION  

You may cancel this agreement with 30 days’ notice. All outstanding payments due during this time must be made in full.  Without prejudice to our rights or to any other rights we have under the terms of these Conditions, we reserve the right to terminate the provision of the Services to you at any time.  

 

PERSONAL INFORMATION  

We may need to collect certain Personal Information to provide you with Support and Services. This Personal Information will form part of a record of your dealings with us. When you contact us, we may ask for certain Personal Information to be able to check your identity and may make a note of this contact if it is relevant. We will keep Personal Information given to us by you or others during your relationship with us and other companies in associated with Ashfords BizTech Pty Ltd. This includes details you give us on order forms or during communications with you, and you agree that we may use and update this information to provide you with other services, to recover debts, to prevent and detect fraud, to update our records, to prevent money laundering and to check your identity. We may use your Personal Information for research and statistical analysis to develop and improve our products and services. When assessing an application, we may use automated decision-making systems. Your Personal Information is confidential and, although we may freely disclose it to other companies associated with Ashfords BizTech Pty Ltd, we will only disclose it outside these companies when you give us your consent, it is needed by certain reputable third parties involved in running accounts and/or providing services for us (e.g. credit reference agencies), it is needed in order to obtain professional advice, it is needed to investigate or prevent crime (e.g. to fraud prevention agencies), the law permits or requires it, or any regulatory or governmental body requires it, even without your consent or there is a duty to the public to reveal the Personal Information. We may administer your account and provide services from countries outside Australia that may not have the same data protection laws as Australia. However, we will have contracts or other legal mechanisms in place to ensure your Personal Information is adequately protected, and we remain bound by our obligations under the Privacy Act even when your Personal Information is processed outside mainland Australia. We may monitor, record, store and use any telephone, email, or other electronic communications with you for training purposes, to check any instructions given to us and to improve the quality of our customer service. Where we process sensitive personal data about you, we will employ appropriate security measures.  

 

PROVISION OF SERVICES  

Our Services are provided on a commercially reasonable basis and although Ashfords BizTech will provide the Services with reasonable skill and care, we make no warranty that the Services will meet your exact requirements or that all the features of the Services will always be available. We shall not be liable where we are unable (using reasonable effort) to provide the Services as a result of any event outside our reasonable control. Our liability shall not, in any event, include losses related to any business of a customer such as lost data, lost profits, or business interruption. We will not be liable for any loss or damage caused by us in circumstances where there is no breach of a legal duty of care owed to you by us and/or such loss or damage is not reasonably foreseeable. We will not be liable for any loss or damage caused wholly or mainly by your breach of these Conditions. If either of us cannot do what we have promised because of something beyond our reasonable control such as lightning, flood, exceptionally severe weather, fire, explosion, war, civil disorder, industrial disputes, acts or omissions of persons for whom we are not responsible, or acts of local or central government or other competent authorities, such party will not be liable for this. You must have valid software licenses for all the software you request support or assistance with, and all the hardware should be legally purchased or obtained. We will provide our Services to the best of our abilities. We may not be able to advise on all issues or solve all problems that you ask us to but, to the extent that we cannot advise on an issue or solve a problem, we will ensure appropriate advice is provided to obtain further support from associated manufacturers or developers as applicable. In these instances, we are unable to provide part or full refunds for our services to the extent of providing a solution (in part) is valid and chargeable as per the conditions of our service agreement(s).   


3RD PARTY PRODUCTS  

We will not be responsible to you for any third-party products, application and/or operating systems, their compatibility, reliability, or respective warranty agreements.   


SERVICE HOURS  

Our standard opening hours are 9am to 5pm Monday to Friday Australian Eastern Standard Time.  

PRIVACY ACT 

We may collect personal information about your representatives, your clients, and others when we provide services to you. If we do, you agree to work with us to ensure that we both meet the obligations that we each may have under the Privacy Act 1988 (Cth) (as amended) (Privacy Act). The obligations may include notifying the relevant person to whom the personal information relates who we are and how we propose to use their personal information. Where you have collected personal information, you confirm that you have collected the personal information in accordance with the Privacy Act, that you are entitled to provide this personal information to us and that we may use and disclose the personal information for the purpose/s we provide our services to you. We will handle personal information in accordance with the Privacy Act.  

 

 

OUR OBLIGATION TO COMPLY WITH THE LAW 

We have a duty to act in your best interests. However, the duty to act in your best interests is subject to an overriding obligation to comply with the law even if that may require us to act in a manner that may be contrary to your interests. For example, we could not lodge an Income Tax Return for you that we knew to be false in a material respect. 

 

We also have an obligation to ensure that we manage conflicts of interest as they arise. In this regard, we have arrangements in place to ensure that we manage potential or actual conflicts of interest. The effective operations of these arrangements depend, in part, on you complying with your obligation to disclose any potential conflicts of interest to us (as mentioned previously). 

Our advice and/or services will be based on Australian Taxation Laws in force at the date of the provision of the advice and/or services. It is your responsibility to seek updated advice if you intend to rely on our advice at a later stage. We note that Australian Taxation Laws are often subject to frequent change and our advice will not be updated unless specifically requested by you at the time of the change in law or announced change in law. 

 

 

INVOLVEMENT OF OTHERS 

Where, as part of this engagement, the services of an external consultant or expert are required, an estimated cost and timeframe and involvement will be provided to you for your approval.