STANDARD TERMS

1.      Interpretation

This agreement is governed by the laws of New South Wales and the Parties agree that any proceedings shall be filed in the Sydney Registry and shall be heard in the Sydney courts of NSW.

In the interpretation of this agreement:

a)  The Consultants, means BeBusiness, Accounts Maven, and related entities;
b)  The Client (‘you’ or ‘your’) means the party accepting the Service Proposal;
c)  The Parties means the Consultants and the Client;
d)  Services means the services set out in the Service Proposal;
e)  Agreement means the Service Proposal and these Standard Terms.
f)  Confidential Information shall mean all information, in whatever form, concerning the business of either of the Parties or any related entity that is likely to damage the business of the Parties or related entity if disclosed to a third party, but does not include information that is in the public domain or was known to the third party.

2.      Commencement and termination

a   This Contract commences on the commencement date stated in the Service Proposal or the date on which the Consultants commence performing the Services, whichever is earlier.
b)  This agreement may be terminated by either party by giving at least 30 days written notice.
c)  On termination, all fees and expenses up to and including the date of termination will become immediately due. 
d)  The Consultants may terminate this agreement without notice where there has been a breach of any condition of this agreement and where this breach has not been rectified within 20 business days of notice being given.
e)  The accrued rights of the Parties under this agreement shall survive termination.

3.      Performance of the services

a)  The scope of the Services is limited to the work specified in the Service Proposal. Any changes to the Services must be in writing.
b)  The Consultants will use reasonable commercial efforts to provide the Services in an efficient and timely manner using all reasonable skill and expertise.
c)  In the course of providing the Services, the Consultants may provide oral or draft comments or conclusions. You may only rely on the final report from the Consultants.
d)  The veracity or accuracy of the information you provide in relation to providing the services to you, will not be verified by the Consultants, unless this is part of the agreed Services.
e)  The Services provided to you will be based on the prevailing law and interpretation.  The Consultants accept no responsibility to inform you of any legislative or regulatory changes.
f)  The Services provided to you is solely for your use and no other parties. You indemnify and continue to hold indemnified, the Consultants against any claim by other party or entity in this respect.

4.      Your obligations

a)  In order for the Consultants to provide timely performance of their obligations, your cooperation is required in providing all relevant information and records pertinent to the Services.
b)  The Consultants reserve the right to charge for any additional work incurred as a result of any delays in this regard.
c)  You agree to:

i.  Provide all information and access to the relevant systems and records as agreed in the Service Proposal, to enable the Consultants to perform their obligations in terms of this agreement;                           
ii.  Respond to questions and requests for information from the Consultants;                         
iii.  Promptly provide the Consultants with decisions relevant to the performance of the Services;
iv.  Advise the Consultants of any amendments or errors in the information provided;                           
v.  Pay the Consultants fees promptly within trading terms set out in the Service Proposal.

d)  You acknowledge that the information and documentation provided to you in the fulfilment of the Services, is for your use only and is not to be disclosed to any third party without our express permission, except as may be required by law.

5.      Financial returns

a)  Any documents lodged with the Australian Taxation Office ("ATO") may subject to audit by the ATO.
b)  It is your responsibility to ensure that all documents and records to support ATO lodgements are available to verify any item in documents lodged with the ATO.
c)  The preparation of any document lodged with the ATO will be based on your information and the onus is on you to ensure the accuracy of all information provided to us.

6.      Confidentiality

a)  The Parties agree to keep confidential any confidential information and not disclose to any, except as required by law or an order of a court.
b)  This obligation shall survive the termination or expiry of this agreement.

7.      Intellectual Property

a)  You agree to respect all copyrights and trademarks on all tools, templates and all other intellectual property supplied directly or indirectly to you by the Consultants, its coaches, consultants, advisors and employees. You agree to not distribute any the Consultants intellectual property to any third parties for any commercial or non-commercial purposes without specific written permission and approval from the Consultants.
b)  This clause survives the termination of this agreement.

8.      Non-solicitation

a)  You agree that the Consultants invest heavily in the selection and training of its employees and associates.
b)  During the term of this agreement and for twelve (12) after its termination or expiry, if you wish to make an offer of employment to the Consultants employee or associate, or engage the Consultants employee directly, you must seek the written consent of the Consultants before an offer is made to the staff member or consultant.
c)  Where the Consultants agree to release a staff member or consultant to accept an offer of employment or engagement from you, the Consultants require a fee of 25% of the employee’s offered annual salary or consultant’s first year fee.

9.      Indemnity

a)  You acknowledge and agree that the Consultants, any of their directors, coaches, representatives, trainers, consultants or advisors are not liable for any loss or liability incurred by you arising directly or indirectly from the provision of information or services under this agreement.
b)  You release the Consultants and any of their directors, coaches, representatives, trainers, consultants or advisors from all sums of money, accounts, claims, actions, proceedings, demands and expenses which you at any time had or has against the Consultants  in relation to the provision of information or services under this agreement.
c)  You agree to pay our reasonable professional costs and expenses, including legal costs on a Solicitor/Client basis, if the Consultants is required to attend to any legally enforceable notice or demand issued by any third party, including but not limited to a Statutory Authority, Regulator or judicial tribunal or court, arising out of the performance of their obligations in terms of this Agreement.

10.  Warranty

You warrant that all information provided to the Consultants for the preparation of accounts, Business Activity Statement or any other document or return, is true and accurate.

11.  Dispute resolution

a)  The Parties agree that in the event of a dispute, they will attempt to resolve the issue firstly by negotiation.
b)  If the Parties fail to resolve the matter by negotiation, the Parties agree to attempt to settle the matter by mediation.
c)  The Parties agree that only when negotiation and mediation have failed to resolve the matter, they may commence proceedings.
d)  Provided that the dispute does not prevent performance, the Parties agree that the Consultants will continue to provide the services and under this agreement pending resolution of the dispute.

12.  Relationship of the Parties

The Parties acknowledge that this agreement is intended as a contract of service and not any other relationship and, in particular, not the relationship of employer and employee, Client and agent or the relationship of partnership.

13.  General

a)  Force Majeure. Neither party shall be liable for any loss, damage, or penalty arising from delay due to causes beyond its reasonable control.
b)  Entire Agreement. This document represents the agreement between the Parties in its entirety.  All prior representations, statements or understandings, whether written or verbal, are superseded by this agreement.
c)  Severability. In the event of any clause or term of this agreement being found to be unenforceable or invalid, the remainder of this agreement will remain enforceable and valid.
d)  Counterparts. This agreement may be executed in any number of counterparts each of which will be an original but such counterparts together will constitute one and the same instrument and the date of the agreement will be the date on which it is executed by the last party.
e)  Waiver. A waiver by any Party under this agreement does not affect any other clause of this agreement.  All amendments to this agreement are to be in writing.

 

Last updated: 24/11/2016. These Terms & Conditions are subject to change.