Terms & Conditions

Payment Terms

The Consultant shall be entitled to render invoices at any time. Such invoices shall be paid by the Client within fourteen (14) days of the date shown on the invoice. The Consultant shall be entitled to interest at the same rate as the maximum overdraft rate fixed by the Commonwealth Bank of Australia of all due and not paid within fourteen (14) days of the date shown on the invoice.

Intellectual Property

The Consultant has a general lien over any documents / property at any time held for the Client, as security for payment of invoices the Consultant issued or are to issue. That lien continues even if the Consultant is no longer providing services for the Client. The Consultant furthermore requires that reports/advice or any other information provided by the to the Client must not be relied upon and remain the property of the Consultant, until such time as the Consultants Fees and any outstanding tax invoices for provision of such reports/advice or any other information provided to the Client have been paid for in full.

Client Requirements

The Client shall supply free of charge and on a timely basis to the Consultant:

  • Instructions / documents specifically required to deliver the Scope of Work;
  • Access to the Client's personnel; and
  • All other information pertinent to the Scope of Work and/or set out in the Project documentation necessary for completion of the Services.

Services Not Included

The following Services will not be provided (unless expressly provided for and factored into the Scope of Work and Fee):

  1. Travel to (including flights and accommodation) and attendance at meetings;
  2. Any work arising after issue of the final report;
  3. Implementation (where this type of work does not form part of the services).

Where the above items are required but have not been provided for by the Scope of Work can be provided at standard rates.

Funding Applications

In the event that the Consultant prepares or assists to prepare a Funding Application on behalf of the Client of any type which is successful, the Consultant will automatically be the sole supplier of consulting and related services to be delivered under the Funding Agreement and this will be not less than 75% of the amount funded unless otherwise agreed in the Scope of Work. If not stated in the Scope of Works, it is assumed that 100% of the Funding Application will be directed to the Consultant to deliver the full Scope.

Copyright & Intellectual Property

Copyright in all reports, specifications, designs, plans, methodologies and other documents prepared by the Consultant in connection with the Project shall remain the property of the Consultant. The Client shall have a licence to use the documents for the purpose of completing the Project, but the Client shall not use, or make copies of, such documents for use with any other project. Any intellectual property:

  1. Which is created by the Consultant for the use of Client, unless otherwise stated, remains the express Property of the Consultant for future use;
  2. Not specifically designed and paid for by the Client shall not be the property of the Client nor can it be adapted, reproduced, sold or in any way used by the Client outside of the context of the Scope of Work set out in the specific Engagement which the Consultant is delivering for the Client; and
  3. Which is owned by the Client prior to the commencement of the Engagement or other information of explicitly confidential nature will be kept confidential and not be disclosed by the Consultant except as needed to perform the Services or required by law.

Dispute Resolution & Termination

If at any time the Client wishes to discuss how the Services can be improved or to make a complaint, the Consultant's authorised representative can be contacted by phone or email provided in the Project documentation. The Consultant will investigate any complaint promptly to endeavour to resolve the issue.

Privacy

The Consultant may seek, receive and collect from a Client or third party personal information (namely information about an identifiable individual and includes information or an opinion obtained from any source at any point in time) about the Client for any of these purposes:

  1. To provide the Services;
  2. A purpose disclosed to / authorised by the Client; or
  3. A purpose required or authorised by law.

That information may be both personal and sensitive. Sensitive information includes information about a criminal record, health, racial or ethnic origin, religious beliefs, sexual preferences or practices and professional, trade or political memberships. The Consultant will take reasonable steps to make sure that personal information about a Client it collects, uses or discloses is accurate, complete and up-to-date. A Client may access their personal information held by the Consultant by request made to the Director responsible for the Client's project/s on hi@vishaal.co, subject to the Privacy Act 1988.

Liability & Indemnity

The Consultant accepts no liability to anyone other than to the Client. The benefit of the Consultant's Services may not be assigned, held on trust or otherwise transferred by the Client.

The Consultant will be liable to the Client for net losses, damages, costs or expenses (losses) caused by the Consultant's willful default, except:

  1. The Consultant will not be liable if such losses are due to the provision of false, misleading, incorrect or incomplete information or documentation by the Client, the Consultant's reliance on instructions provided by the Client, or due to any acts or omissions of any person other than the Consultant;
  2. The Consultant will not be liable to the Client for accidental, incidental, indirect, special, punitive or consequential damages or for loss of profits or savings, even if the Consultant has been advised of, knew or should have known of the possibility of such damage or loss;
  3. The Consultant will have no liability for any statements, representations, guarantees, conditions or warranties (together representations) arising from communications (oral or written) which are not expressly contained in this Agreement. All representations to exercise reasonable care or render the Consultant's Services with due care and skill which may otherwise be implied by statute, common law or custom are expressly excluded; and
  4. The aggregate liability of the Consultant, whether to the Client or any third party, of whatever nature, whether in contract, tort or otherwise, for any losses (including interest) whatsoever and howsoever caused arising from or in any way connected with this Engagement shall not exceed 100% of the Fees invoiced under this Engagement. The Client agrees to release the Consultant from all claims arising in connection with the Services to the extent that the Consultant's liability in respect of such claims would exceed this amount.

The Client agrees that all claims against the Consultant, whether in contract, tort, negligence, equity or otherwise, must be formally commenced within two years after the termination or expiry of the Services or the Agreement, whichever is earlier.

For any questions regarding these terms and conditions, please contact us at hi@vishaal.co.