The legal stuff.
1.0 Definitions and Interpretations
1.1 "You" or "Customer" means the person, firm or company ordering Goods or Services from IT Squad.
1.2 "Goods" means all products and other Goods (including any software) supplied by IT Squad to the Customer. Where the context permits "Goods" may also include the supply of any Services as defined in clause 1.3.
1.3 "Services" means all Services supplied by IT Squad to the Customer and includes any advice or recommendations. Where the context permits "Services" may also include the supply of Goods as defined in clause 1.2.
1.4 "Business Hours" means Monday to Friday 9am to 5pm.
2.0 Contract Formation
2.1 All Services and products supplied by IT Squad shall be subject to the following terms and conditions. By using our Services and/or ordering a product from us- via phone, email, in person or verbally shall be deemed an acceptance of these terms and conditions by the Customer. The terms and conditions are binding and apply to every contract for the sale of Goods and Services, unless otherwise agreed in writing by an IT Squad manager.
2.2 Any quotation provided to the Customer by IT Squad is valid for 30 days from the date stated on the written quotation, or the date on which it was verbally communicated. After those 30 days IT Squad reserves the right to amend the quote in regards to any changes in prices for Goods, Services or taxes.
2.3 No representative or agent acting on behalf of IT Squad are authorised to make any representations, statements, conditions or agreements not expressed by an IT Squad manager writing. If any such unauthorised representations are made, IT Squad is not bound, nor takes responsibility for any outcomes of these unauthorised statements, conditions or agreements.
2.4 The Customer must be aware of the inherent risks of damage to media or equipment that is involved when undergoing data recovery or computer repairs, including without limitation, risks due to destruction or damage to the media or equipment and/or data stored and inability to recover data, or inaccurate or incomplete data recovery, including those that may result from the negligence of IT Squad. The customer agrees not to hold IT Squad responsible for any damage or loss of equipment or media or data loss. In case of any damage or loss to the original media or equipment, the liability of IT Squad shall be limited to providing the customer with similar media or equipment of comparable price or capacity.
2.5 While in accordance with clause 2.4 it is the Customer's responsibility to backup all desired files prior to IT Squad carrying out any works. Should the Customer request IT Squad perform data back-up, this will appear on the invoice at the price in accordance with IT Squad's price list.
2.6 IT Squad shall;
- a) not be liable for any claims regarding the physical functioning of the equipment/media or the condition or existence of data stored on the media supplied before, during or after Services;
- b) In no event will IT Squad be liable for any loss of revenue, profits or productivity before, during or after the Services are provided even if IT Squad has been advised of the possibility of damages or loss to persons or property.
3.0 Prices, charges and payments
3.1 Payment to IT Squad for any Goods and Services can be made by cash or cheque or bank cheque, or credit card or any other method agreed in advance with an IT Squad manager, prior to or upon the delivery of the Goods and Services by IT Squad.
3.2 The Customer agrees that payment for Services/labour is neither non-refundable nor valid for discounts unless agreed in writing by an IT Squad manager.
3.3 IT Squad reserves the right to request a deposit for any Goods or Services. The deposit amount or percentage of the price will be specified at the time the deposit is requested and will then be payable immediately.
3.4 IT Squad will provide the Customer with all invoices on return of the Goods or Services, at which point the total amount is immediately payable.
3.5 Where IT Squad has agreed in writing with a Customer that an account can be commenced invoices will be provided to the Customer on the return of Goods or Services and are payable within 7 days from the date stated, or as stipulated otherwise on any individual invoice. IT Squad reserves the right to deem invoices on Customer accounts to be payable immediately.
3.6 The IT Squad reserves the right to charge a $15.00 late payment fee and if implemented a revised invoice will be sent to the Customer.
3.7 All IT Squad visits to Customer sites are chargeable and are charged in 15 minute units after the first half hour. Any part thereof is chargeable at the same rate as a full 15 minutes.
3.8 Any Goods supplied by IT Squad to the Customer are chargeable separately from any Services received.
3.9 IT Squad may vary the quoted price for any Goods or Services where there is any change in the costs incurred by IT Squad, without giving notice to the Customer.
3.9.1 Surcharges may be applied on emergency and/or outside business hours Services, including weekends, evenings and public holidays.
3.9.2 All repairs benefit from a no-fix no-fee policy. If It Squad is unable to fix the problem the Customer will not be charged for IT Squad's services. If IT Squad is unable to fix the original reported problem but where the fix is possible by replacement of a faulty part or parts and the Customer does not agree to the replacement of the faulty part(s), IT Squad reserves the right to charge the Customer the full quoted price for labour. The price will cover the time spent on fault diagnosis and re-assembly of the Goods and cost of collection and return of the Goods if applicable. The return of the Goods will be subject to prior payment in full and carriage if applicable.
4.0 Payment Default
4.1 If any payments are overdue the Customer may be placed on credit hold and no further Goods or Services will be delivered or made available to the Customer until all payments due to IT Squad have been received in cleared funds. IT Squad will not be liable to the Customer for any loss or damage the Customer suffers, including loss of productivity because It Squad implemented its rights under this clause.
4.2 If the total of any invoice remains unpaid at the end of the second month after the initial invoice date, an immediate amount of either $20.00 or 10.00%, whichever is greater up to the value of $400.00, of the unpaid amount shall be added to the invoice for administration fees The new total amount will be payable immediately.
4.3 If the Customer defaults in payment of any invoice when due, the Customer shall indemnify the IT Squad from and against all the IT Squad's costs and disbursements including on a solicitor and own customer basis and in addition all of the IT Squad's nominees costs of collection (including debt collection commission and fees, legal costs on a full indemnity basis and dishonoured cheque fees).
4.4 Each detail in clause 4.0 can be relied upon;
a) where the Customer is an individual, he or she becomes bankrupt or enters into any scheme of arrangement or any assignment or composition with or for the benefit of his or her creditors or any class of his or her creditors generally; or
b) where the Customer is a corporation, it enters into any scheme of arrangement or any assignment or composition with or for the benefit of its creditors or any class of its creditors generally, or has a liquidator, provisional liquidator, administrator, receiver or receiver and manager appointed, or any action is taken for, or with the view to, the liquidation (including provisional liquidation), winding up or dissolution without winding up of the Customer.
5.0 Passing of property ownership
5.1 IT Squad will deliver all Goods and Services to the Customer address. The Customer shall make any and all necessary arrangements to be able to receive the Goods and Services in the time frame agreed in writing or verbally with IT Squad. Should the Customer request for any Goods to be held at IT Squad's premises they shall remain there until the Customer collects the Goods or an alternative delivery time to the Customer's premises is agreed with IT Squad.
5.2 On the written request of the Customer Goods can be delivered using a third party carrier/courier named either by the Customer or at the discretion of IT Squad. Delivery to the carrier/courier is deemed as delivery to the Customer and IT Squad holds no liability for any loss or damage of Goods while in the carrier's/courier's possession. Any costs incurred on the Customer's request of use of a carrier/courier shall be payable by the Customer along with the Goods and Services invoiced.
5.3 On the written request of the Customer Goods and Services can be delivered to a third party nominated by the Customer. Delivery to the third party is deemed as delivery to the Customer and payment is required prior to, or on, receiving the invoiced Goods or Services. IT Squad holds no liability for any loss or damage of Goods while in the third party's possession.
5.4 IT Squad holds all ownership and title of all Goods until full payment has been received from the Customer in cleared funds.
5.5 In the case that full payment in cleared funds is not received within the payment terms IT Squad reserves the right to enter the Customer's premises and remove any Goods provided by IT Squad, without prior notice to the Customer. In accordance and agreement with these terms and conditions the Customer indemnifies IT Squad from and against all costs, claims, demands or actions by any party arising from such action.
5.6 The risk and responsibility for theft, damage or otherwise in respect of the Goods passes to the Customer immediately upon delivery of the Goods to the premises nominated by the Customer regardless of the having been paid or otherwise to IT Squad.
6.0 IT Squad's Contractual Obligations
6.1 All appointments made with IT Squad will be given a time range for the estimated arrival of IT Squad, where they are requested on-site. While IT Squad will endeavour to meet any estimated dates for delivery of any Goods or Services, stated dates and times are given as an estimate and IT Squad is not bound by any contractual commitment to the Customer.
7.1 It is the Customer's responsibility to check any Goods received on delivery. If any faults or defects are discovered the Customer shall notify IT Squad, and arrange for the goods to be returned to IT Squad (either by delivery by the Customer, pick-up by IT Squad, or courier payable by the Customer) within 2 days of delivery. The Customer shall allow IT Squad an opportunity to inspect the Goods within a reasonable time following delivery if the Customer believes the Goods are faulty/defective in any way.
7.2 It is the Customer's responsibility to notify IT Squad of any shortage in quantity of Goods or failure to comply with the description or quote within 3 days of delivery. If the Customer fails to comply with these conditions, the Goods shall be conclusively presumed to be in accordance with the description and quote, and free from any defect or damage.
7.2 Where it arises that Goods are defective and IT Squad are notified within 2 days of the Customer receiving the Goods, IT Squad shall either repair or replace the Goods on the condition that
- a) the Customer has complied with clause 7.1;
- b) IT Squad receives the Goods within (2) days of the delivery date, either by delivery at the responsibility of the Customer, or pick-up by IT Squad as agreed on individual contracts;
- c) IT Squad will not be liable for defects/faults of Goods that have not been stored or used in a proper manner;
- d) the Goods are returned in the condition in which they were delivered.
8.0 Warranties and Support
8.1 Under the 'no-fix, no-fee' policy if IT Squad is not able to diagnose the cause of any hardware or software problem, then no charge will apply to the Customer. IT Squad does not warrant that it will be able to fix all problems that it diagnoses.
8.2 Under the 30 day service warranty if any defect in any workmanship of the IT Squad becomes apparent and is reported to the IT Squad within 30 days of the date of Services being received (time being of the essence) then IT Squad will either (at the IT Squad's sole discretion) repair the defect or remedy the workmanship.
8.3 Relating to clause 8.2 the warranty shall not cover any Goods or Services where;
- a) the Customer fails to properly maintain any Goods;
- b) the Customer fails to follow any instructions provided by IT Squad;
- c) the Customer continues to use Goods after any defect has become apparent;
- d) the Goods have been tampered with or used in any application other than originally specified by the Customer at point of quote and sale.
- e) damage is sued to fair wear and tear, accident or acts of God.
8.4 In the instance that the Customer carries out, or orders a third party to carry out, any modifications or workmanship, the warranty shall cease and the IT Squad therefore loses all liability where the workmanship has been repaired, altered or overhauled by any party other than the IT Squad (including the Customer and any third party instructed to do so or otherwise).
8.5 IT Squad shall not be liable to compensate the Customer for any delay in either replacing or repairing the workmanship or Goods, or in properly assessing the Customer's claim.
8.6 For Goods not manufactured by IT Squad, the warranty shall be the current warranty provided by the manufacturer of the Goods. IT Squad shall neither be bound by nor responsible for any term, condition, representation or warranty given by the manufacturer of the Goods.
8.7 Nothing in this clause 8 is intended by the parties to be, and shall not be construed or interpreted to be, a representation, term, warranty or condition that the operation, use or functionality of any Goods or products supplied by IT Squad (including any software) will be uninterrupted or error free. The Customer understands and accepts that all such Goods and products (and information technology and communications products generally), may have errors (or "bugs") and may encounter unexpected problems, and accordingly the Customer may experience downtime and errors in the use of the Goods and products. Without limiting the obligations set out in clause 8, the Customer will put in place reasonable internal procedures and processes to enable it to minimise any inconvenience and any adverse impact of any such downtime or error.
9.1 Both the Customer and IT Squad will treat as confidential all information obtained from the other that is specifically designated as confidential or proprietary and shall not divulge such information to any person (except to such party's own employees and then only to those employees who need to know the same) without the other party's prior written consent.
10.0 Intellectual Property
10.1 All Intellectual Property Rights in or relation to the Goods and Services (including any manuals and operating documentation relating thereto) or in any materials (including Software) created by IT Squad during the course of providing the Goods and Services shall vest in IT Squad, or its suppliers as the case may be and the Customer shall have no title to or interest in any such Intellectual Property Rights except to the extent specifically agreed by IT Squad.
10.2 In the scenario where IT Squad has designed or drawn Goods for the Customer, the copyright for the designs and drawings shall remain with IT Squad, and shall only be used by the Customer at IT Squad's discretion. Where no further goods or services are requested from IT Squad by the Customer following a design or quote being provided, IT Squad holds no liability, warranty or responsibility for any further action being carried out using IT Squad's quote or designs.
11.1 IT Squad reserves the right to modify these terms and conditions. Any such modification will apply on the effective date specified in the said notice to all Services and products provided by IT Squad.
12.1 All Contracts shall be governed by, and construed in accordance with, Australian law and the parties submit to the exclusive jurisdiction of the Australian courts in the state in which provision of Goods and Services is carried out.