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Terms

Code Chisel Terms & ConditionsIntroduction1. Definitions2. Scope of Services3. Engagement and Acceptance4. Fees and Payment Terms5. Client Responsibilities6. Confidentiality7. Intellectual Property8. Warranties and Disclaimers9. Limitation of Liability10. Indemnification11. Termination12. Force Majeure13. Dispute Resolution14. Governing Law15. Amendments16. Entire Agreement17. Severability18. Waiver19. Notices20. Contact Information

Code Chisel Terms & Conditions

Last updated: 12th November 2024

Introduction

Welcome to Code Chisel ("we," "us," or "our"). These Terms and Conditions ("Terms") govern your use of our website located at www.codechisel.com.au ("Website") and the services we offer ("Services"). By accessing our Website or engaging our Services, you agree to comply with and be bound by these Terms.

Please read these Terms carefully. If you do not agree with any part of these Terms, you must not use our Website or Services.

1. Definitions

  • Client: Any individual or entity that engages Code Chisel for Services.
  • Services: Consulting, web development, ERP implementation, system integration, automation, custom software development, training, support, and any other services offered by Code Chisel.
  • Agreement: The contract between Code Chisel and the Client for the provision of Services, incorporating these Terms.

2. Scope of Services

2.1 Service Description

Code Chisel provides a range of services including but not limited to:

  • Web Development
  • ERP Implementation (Odoo)
  • System Integration and Simplification
  • Automation and AI Solutions
  • Custom Software Development
  • Training and Support
  • Ongoing Support Packages
  • Project-Based Consulting
  • Ad-Hoc Consulting

2.2 Custom Proposals

For project-based and retainer services, a detailed proposal outlining the scope, deliverables, timelines, and fees will be provided and agreed upon prior to commencement.

3. Engagement and Acceptance

3.1 Quotations and Proposals

All quotations and proposals are valid for 30 days from the date of issue unless otherwise specified. Acceptance of a quotation or proposal constitutes acceptance of these Terms.

3.2 Commencement of Work

Work will commence upon receipt of written acceptance (email acceptable) of the proposal and any required upfront payments as specified.

4. Fees and Payment Terms

Note. All fees exclude GST

4.1 Ad-Hoc Consulting

  • Rate: AUD $180 per hour.
  • Billing: Minimum 1-hour per consult, billed in 15-minute increments thereafter.
  • Payment: Invoiced upon completion of each session; payment due within 14 days of invoice date.

4.2 Retainer Packages

  • Essential Package: AUD $700/month for up to 5 hours.
  • Professional Package: AUD $1,250/month for up to 10 hours.
  • Premium Package: AUD $1,650/month for up to 15 hours.
  • Rollover: Unused hours do not roll over to the following month.
  • Overages: Additional hours billed at the standard hourly rate unless otherwise agreed.
  • Payment: Invoiced monthly in advance; payment due within 14 days of invoice date.

4.3 Project-Based Consulting

  • Fees: As outlined in the agreed proposal.
  • Payment Schedule: Typically includes an upfront deposit with milestone or progress payments as specified.
  • Final Payment: Due upon project completion and before final deliverables are handed over.

4.4 Expenses

All reasonable and necessary expenses incurred during the provision of Services (e.g., travel, accommodation) will be billed to the Client with prior approval.

4.5 Late Payments

Late payments may incur a late fee of 2% per month on the outstanding balance. Code Chisel reserves the right to suspend Services until full payment is received.

5. Client Responsibilities

  • Access and Information: The Client shall provide timely access to necessary information, resources, and personnel to facilitate the provision of Services.
  • Approvals and Feedback: The Client agrees to provide prompt feedback and approvals to avoid project delays.
  • Legal Compliance: The Client is responsible for ensuring that all content and materials provided to Code Chisel comply with applicable laws and regulations.

6. Confidentiality

6.1 Confidential Information

Both parties agree to keep confidential any proprietary or sensitive information disclosed during the course of the engagement.

6.2 Exceptions

Confidential information does not include information that is publicly available or already known to the receiving party prior to disclosure.

7. Intellectual Property

7.1 Ownership

  • Client Materials: All materials provided by the Client remain the property of the Client.
  • Deliverables: Upon full payment, the Client obtains ownership of the final deliverables specifically created for the Client, excluding any pre-existing intellectual property.

7.2 License

Code Chisel retains a non-exclusive, royalty-free license to use the deliverables for portfolio and marketing purposes unless otherwise agreed in writing.

8. Warranties and Disclaimers

8.1 Standard of Care

Code Chisel will perform Services with due care, skill, and diligence, in accordance with industry standards.

8.2 No Guarantee

While Code Chisel strives for excellence, we do not guarantee specific results or outcomes from the Services provided.

9. Limitation of Liability

To the maximum extent permitted by law, Code Chisel's liability for any claim arising under these Terms or in relation to the Services is limited to the amount paid by the Client for the Services in question.

10. Indemnification

The Client agrees to indemnify and hold harmless Code Chisel, its employees, and agents from any claims, losses, or damages arising out of or in connection with the Services provided, except to the extent caused by Code Chisel's negligence or misconduct.

11. Termination

11.1 By Either Party

Either party may terminate the Agreement with 14 days' written notice if the other party breaches a material term and fails to remedy it within 14 days of notice.

11.2 Effects of Termination

Upon termination, the Client shall pay for all Services rendered up to the termination date, including any work in progress.

12. Force Majeure

Code Chisel shall not be liable for any delays or failures in performance resulting from events beyond its reasonable control, including but not limited to natural disasters, acts of government, or labor disputes.

13. Dispute Resolution

13.1 Negotiation

Parties agree to first attempt to resolve disputes through good faith negotiations.

13.2 Mediation

If unresolved, disputes shall be referred to mediation before commencing litigation.

14. Governing Law

These Terms are governed by and construed in accordance with the laws of the State of Queensland, Australia. Any legal actions arising out of or relating to these Terms shall be filed in the courts of Queensland.

15. Amendments

Code Chisel reserves the right to amend these Terms from time to time. Clients will be notified of any significant changes. Continued use of Services constitutes acceptance of the updated Terms.

16. Entire Agreement

These Terms, along with any proposals or agreements, constitute the entire agreement between Code Chisel and the Client, superseding all prior understandings.

17. Severability

If any provision of these Terms is found to be unenforceable, the remaining provisions shall remain in full force and effect.

18. Waiver

Failure to enforce any right or provision in these Terms shall not constitute a waiver of such rights.

19. Notices

All notices required under these Terms shall be in writing and deemed delivered when sent via email with confirmation of receipt.

20. Contact Information

Michael Yates T/A Code Chisel - ABN 75 759 128 404

Address: Toowong QLD 4066

Email: hello@codechisel.com.au • Phone: 1800 958 5002