1.1 These terms and conditions (Terms and Conditions) apply to all goods and services supplied by Productivity Matters Pty Ltd ACN 162 300 601 (Productivity Matters). Unless otherwise agreed in writing, the prospective purchaser or purchaser (Client) of the Services agrees to be bound by and accept the Services in accordance with these Terms and Conditions. The Client acknowledges that these Terms and Conditions will incorporate and be read in conjunction with the terms contained in any letter of engagement, proposal or quotation (Proposal) and, to the extent of any inconsistency, the terms of the Proposal will prevail to the extent of the inconsistency.
1.2 All quotations, including delivery dates or completion times, are estimates only and Productivity Matters will not be liable for any failure to deliver the Services in accordance with the quotation. Quotations for Services are valid for 30 days from the date of the quotation unless otherwise stated in writing by Productivity Matters.
For projects over $5, 000 and under $20, 000 Productivity Matters will invoice 50% of the total proposed at project onset and 50% at project completion.
For projects $20, 001 and above Productivity Matters will invoice monthly until the project is complete.
2.1 The Services provided by Productivity Matters may include goods, services and/or materials, and will be provided in accordance with a Proposal as accepted by both parties (Services).
2.2 All quotations, including delivery dates or completion times, are estimates only and Productivity Matters will not be liable for any failure to deliver the Services in accordance with the quotation. Quotations for Services are valid for 30 days from the date of the quotation, unless otherwise stated in writing by Productivity Matters.
2.3 If Productivity Matters provides the Services to the Client in the absence of any Proposal, the Client agrees that Productivity Matters will provide the Services in accordance with Productivity Matters’ usual procedures and practices as applicable from time to time, or as Productivity Matters determines to be reasonable and appropriate in the circumstances.
2.4 Productivity Matters may, in its sole discretion, delegate, assign or authorise a third party to assist or deliver the Services. The Client agrees that Productivity Matters may disclose any relevant information which is reasonably required by the third party to deliver the Services.
2.5 The Client acknowledges that any advice, audit, report or other service is based on the information available to Productivity Matters. The Client is responsible for providing all relevant information to Productivity Matters prior to it providing the Services. The Services are provided for the sole purpose for which it was commissioned and for no other purpose.
3. Client’s Obligations
3.1 The Client must:
(a) provide Productivity Matters and its representatives with appropriate and timely instructions and all information which could be relevant or necessary for Productivity Matters to provide the Services in accordance with these Terms and Conditions;
(b) ensure that its employees, contractors, staff or any other person on the Services site diligently co-operates with, and not delay, Productivity Matters’ representatives in performing the Services;
(c) ensure Productivity Matters has all necessary access to any sites, workplaces or areas which are subject to the Services, including removing any obstructions or permitting access to other areas to allow necessary equipment or personnel to access to the sites, workplaces or areas;
(d) comply with all relevant laws as applicable from time to time;
(e) ensure the site is safe, secure and complies with all health and safety laws;
(f) provide Productivity Matters and its representatives with any special equipment and/or resources (including personnel) necessary for Productivity Matters to deliver the Services; and
(g) ensure that it maintains all necessary and appropriate public liability insurance policies.
4. Productivity Matters’ Obligations
4.1 Productivity Matters agrees that:
(a) it will provide the Services using the necessary skill, care and diligence; and
(b) the Services will be reasonably fit for their intended purpose having regard to the proper performance by the Client, its contractors and employees of their obligations under these Terms and Conditions.
5.1 Productivity Matters will invoice the Client for the Services and the Client agrees to pay the fees and the applicable GST in full, without set-off, deduction, counterclaim or conditions within 14 days of the date of the invoice or within a timeframe as otherwise agreed in writing between the parties (Fees). Productivity Matters may request the Client provide Productivity Matters with a director’s guarantee or other guarantee prior to or during the delivery of the Services.
5.2 Payments will be made by cash, cheque, direct debit or any other method agreed by the parties. Payment will be deemed to have been received once payment is cleared and released (as appropriate) to Productivity Matters by any relevant financial institution.
5.3 The Client acknowledges that the Fees and any other charges may differ from a particular quotation as a result of changes to the Services, circumstances, Client directions or variations in costs of materials, goods or services.
5.4 The Client must provide seven days advance notice to Productivity Matters of any changes to scope or variation to these terms. Productivity Matters reserves the right to invoice the Client for all work agreed leading up to this change in scope.
6.1 Unless otherwise stated, the Fees and all other charges, rates or consideration for any supply made under these Terms and Conditions are exclusive of GST and will be increased by the amount of GST and any other taxes and duties which may be applicable.
6.2 All GST must be paid at the time any payment to which it relates is payable (provided a tax invoice has been issued for the supply).
7. Limitation of Liability and Indemnities
7.1 To the extent permitted by law, Productivity Matters excludes all liability in relation to the provision of the Services whether in contract, tort or otherwise, including all liability for any indirect or consequential loss or damage (including loss of profits) suffered by the client. Subject to clause 7.2, nothing in this clause has the effect of excluding, restricting or modifying any statutory guarantee, warranty or condition implied in any applicable legislation.
7.2 To the extent permitted by law, the Client acknowledges that Productivity Matters’ liability for any breach of any statutory guarantees, wa