1. Introduction
These terms of service ("Terms") apply to all services provided by Certwerx Pty Ltd (ABN 73 702 778 854) ("Certwerx", "we", "us" or "our") to you, the client ("you" or "your"). By engaging our services, requesting a quote, or using our website at https://certwerx.online, you agree to be bound by these Terms. If you do not agree with any part of these Terms, please do not engage our services.
2. Our Services
Certwerx Pty Ltd provides professional business and consulting services. The specific scope, deliverables, timelines and fees for any engagement will be set out in a written proposal, statement of work or engagement letter provided to you before commencement. Any variation to the agreed scope must be agreed in writing by both parties and may affect fees and timelines.
3. Quotes and Fees
- All quotes are provided in Australian dollars (AUD) and are valid for thirty (30) days unless otherwise stated.
- Quotes are based on the information you provide at the time of the request. If the scope changes, we may issue a revised quote.
- Fees are payable in accordance with the payment terms set out in your engagement letter or invoice.
- Invoices are payable within fourteen (14) days of the invoice date unless otherwise agreed in writing.
- We may charge interest on overdue amounts at a rate of two per cent (2%) per month, calculated daily.
- You are responsible for any government charges, taxes or duties applicable to the services, including GST where applicable.
4. Client Responsibilities
To enable us to deliver our services effectively, you agree to:
- provide accurate, complete and timely information, documents and access as reasonably required;
- respond to requests for feedback, approvals and decisions within a reasonable timeframe;
- ensure that any information or materials you provide do not infringe the rights of any third party;
- comply with all laws applicable to your business and use of our services; and
- notify us promptly of any change to your contact details or circumstances that may affect the engagement.
Delays caused by a failure to meet these responsibilities may affect delivery timelines and may result in additional fees.
5. Confidentiality and Privacy
Both parties agree to keep confidential all non-public information disclosed by the other party in connection with an engagement, and to use such information only for the purpose of providing or receiving the services. This obligation survives the completion of the engagement. We handle personal information in accordance with our Privacy Policy and the Privacy Act 1988 (Cth).
6. Intellectual Property
All pre-existing intellectual property remains the property of the party that owned it before the engagement. Upon full payment of all fees due, you receive a licence to use the deliverables created specifically for you under the engagement for your internal business purposes. We retain the right to reuse general methodologies, tools, frameworks and know-how developed in the course of providing services.
7. Limitation of Liability
- To the maximum extent permitted by law, our total liability arising out of or in connection with the services is limited to the fees paid by you for the services giving rise to the claim.
- We are not liable for indirect, incidental, special or consequential loss or damage, including loss of profits, revenue, data or business opportunity.
- Our advice and deliverables are provided for your internal business purposes only and are based on information you supply. We are not responsible for decisions you make based on our services, nor for outcomes arising from incomplete or inaccurate information provided by you.
Nothing in these Terms excludes, restricts or modifies any consumer guarantee, right or remedy you may have under the Australian Consumer Law set out in Schedule 2 of the Competition and Consumer Act 2010 (Cth), or any other applicable law that cannot be excluded. Our services also come with guarantees that cannot be excluded under the Australian Consumer Law. For minor failures, our liability is limited, at our option, to re-supplying the services or paying the cost of re-supply. For major failures, you are entitled to cancel the engagement and obtain a refund for the unused portion of the fees.
8. Termination
Either party may terminate an engagement by giving fourteen (14) days' written notice. You remain liable for all fees for work performed up to the date of termination, plus any costs incurred on your behalf. Clauses relating to confidentiality, intellectual property, limitation of liability and governing law survive termination.
9. Force Majeure
We are not liable for delays or failures in performance caused by events beyond our reasonable control, including natural disasters, industrial action, government restrictions, power or telecommunications failures, or other events of force majeure.
10. Third-Party Materials
Where our services incorporate third-party software, data or content, your use of those materials may be subject to the relevant third party's licence terms, which we will draw to your attention where applicable.
11. Dispute Resolution
If a dispute arises in connection with these Terms or our services, both parties agree to first attempt to resolve the matter in good faith through direct negotiation. If the dispute is not resolved within thirty (30) days, either party may refer the matter to mediation in Melbourne, Victoria, before commencing court proceedings, except where urgent injunctive relief is required.
12. Governing Law
These Terms are governed by the laws of Victoria, Australia, and the parties submit to the jurisdiction of the courts of Victoria and the Commonwealth of Australia.
13. Amendments
We may update these Terms from time to time. The current version published on this website applies to any engagement commenced after the date of publication. Material changes affecting an existing engagement will be communicated to you in writing.
14. Contact
If you have any questions about these Terms, please contact Certwerx Pty Ltd by email at ceo@certwerx.online.