1.1 Each party agrees to keep confidential any information supplied to the other party during the course of the project and each party undertakes not to use confidential information for any purpose other than that for which it was disclosed. The confidentiality obligations survive the termination of the project or engagement.
2. Data Protection
2.1 Aptus Business Solutions accpets no liability for the loss, accidental or otherwise, of any data. It is the responsibility of the client to ensure all data is backed up and protected from viruses and other disasters.
3.1 Our costs are made up of fees and disbursements. We charge fees by reference to the time our staff spend on your projects at the hourly rate associated with that project unless specifically agreed otherwise.
3.2 Our rates may change from time to time. New rates will apply from the date notified to you.
3.3 Aptus Business Solutions will not be liable to the client for any delay in providing the services which is caused by an event or circumstances which is not within the reasonable control of Aptus Business Solutions.
3.4 The client must make decisions, provide approvals and obtain all necessary authorisations in a timely manner. The client is responsible for the accuracy and integrity of any accounting or other data provided to Aptus Business Solutions.
4. Telephone / Remote Support
4.1 Telephone support covered by an agreement includes time spent on the telephone with you as well as any work that is required in relation to your query. Any incidental cost associated with the work will be on charged to you.
4.2 Our fees for Telephone support (not covered by an agreement) are charged on an “as required basis”. Telephone support as required is chargeable in 15 minute units. If a support call requireds less than 15 minutes, it will therefore be invoiced at our minimum charge of 15 minutes.
5. Standard of Services
5.1 In providing the services, Aptus Business Solutions will exercise the degree of skill, care and diligence normally exercised by its peers in its industry at the time the services were performed.
6. Invoicing and Payment
6.1 Aptus Business Solutions may submit invoices to the client for payment of fees for on-site implementation, training and support and telephone support at weekly intervals at at the completion of the services. Current consulting rates are used to calculate the invoice amount. Payment of the amount referred to in an invoice is due from the client within 7 days of the date of the invoice.
6.2 Payment for fixed price services is required in advance.
6.3 Payment for data repairs and conversions are payable cash on delivery or by arrangement with Aptus Business Solutions.
6.4 Invoices for software are issued upon the shipment of the software and payment must be made by the client on receipt of the software.
6.5 All amounts to be paid by the client are exclusive of GST. Aptus Business Solutions will provide a valid tax invoice to the client.
6.6 If a client does not pay the amount of the invoice when it is due Aptus Business Solutions may charge interest to the client at the rate of 1.25% of the balance outstanding per month from the date of the invoice until the date of payment in full; and suspend the provision of the services until the date of payment in full.
7. Payment for Software and Hardware
7.1 For new clients and orders greater than $10,000 a deposit of 50% of the total value is required on acceptance of the proposal. Payment for the balance of the software is required 7 days from the invoice which will be issued with the shipment of goods.
7.2 Software will only be ordered on written acceptance of the proposal. Once software has been ordered it forms a binding agreement between the client and the Software vendor in accordance with their EULA (End User Licence Agreement). Returns require a written claim for credit and if approved with incur a fee. We recommend that you read and understand these terms and conditions. Software license codes will not be issued until full payment has been received.
7.3 For all other software purchases, invoices are issued on shipment of goods.
7.4 Freight, where applicable, will be charged. Payment is expected on receipt of goods. Aptus Business Solutions ownership of hardware and software products until paid for in full.
8.1 All software supplied is covered by the original licencor’s warranty. Because of the nature of software, this warranty is usually limited to protecting the user against programming errors. It is in your interest to read carefully the licensing agreement.
9.1 All reasonable costs of travel and accommodation are expected to be met by the client during the installation of a project or the supplier of support services.
10.1 Proposals are valid for 30 days from the proposal date.
11. Project Changes and Cancellation
11.1 Aptus Business Solutions reserves the right to review and negotiate the estimated costs and/or development times given in any proposal before, during or upon completion of a project.
11.2 If the project is indeed cancelled by the client then all fees owing for completed, or partially completed work will still be payable in full.
12. Credit Claims
12.1 All claims for credit need to be lodged in writing within 30 days of the invoice date.
13. Intellectual Property Rights
13.1 All intellectual property rights created or developed by Aptus Business Solutions prior to the provision of the services or in connection with the provision of the services will belong to Aptus Business Solutions.
13.2 No intellectual property owned by Aptus Business Solutions may be disclosed to third parties without Aptus Business Solutions prior written consent.
14.1 Aptus Business Solutions liability to the client whether arising under these terms of engagement or from the performance of any service provided to the client is limited to the fee actually paid to Aptus Business Solutions or, if rectification is possible, the rectification of any service provided at no cost.
14.2 Aptus Business Solutions will not be liable to the client for any claim, liability or demand relating to the loss of revenue or profit or any kind of economic loss, any kind of indirect or consequential loss or damage or any loss or damage which is not a direct result of a breach by Aptus Business Solutions of these terms.
15.1 Either party may terminate the enagement by providing 30 days written notice to the other.
15.2 Either party may terminate if the other materially breaches these terms of engagement and fails to remedy the breach within 7 days of receiving notice from the non-defaulting party.
16.1 These terms of engagement are governed and construed in accordance with the laws of South Australia.