1 PROVISION OF SERVICES
1.1. These terms and conditions (“Terms”) shall apply to all contracts for the supply of services by Marketing Broker ABN 90 624 190 209 (Marketing Broker) to any third party (“Customer”).1.2. These Terms prevail over any oral representations between Marketing Broker and the Customer. Waivers or changes to these Terms will only have effect if made in writing by Marketing Broker.1.3. Any purchase order placed with Marketing Broker, orally or in writing, will be confirmation of the Customer’s acceptance of these Terms.1.4. If Marketing Broker offers to provide services to the Customer (whether by providing a written quotation or otherwise), the Customer may accept the offer in writing or by any conduct.1.5. If the Customer offers to purchase services from Marketing Broker (whether by placing an order or otherwise), Marketing Broker may accept the offer in writing or by any overt act of acceptance including, without limitation, by supplying the services to the Customer in accordance with the offer.1.6. Marketing Broker will carry out its work according to good industry practice and at the standard expected from a suitably qualified person with relevant experience.1.7. Where Marketing Broker provides recommendations to direct Customers to third-party service providers you acknowledge that these third-party service providers are not under the control of Marketing Broker and we are not responsible for their performance. Our recommendation should not be seen as an endorsement of any kind. Marketing Broker’s responsibility is limited to connecting the Customer to a provider or recommending free/paid resources.1.8. The Customer acknowledges and agrees that it has relied on its own judgment to evaluate the suitability of the services and any third-party services for the purpose for which it requires the services.
2.1. In consideration of Marketing Broker’s performance of the services, the Customer must pay, to Marketing Broker, the Contract Price.2.2. All prices published or quoted by Marketing Broker are exclusive of GST (unless Marketing Broker advises the Customer otherwise).2.3. The GST-exclusive purchase price payable by the Customer to Marketing Broker for the services is increased by the amount of GST payable by Marketing Broker for the supply of the services to the Customer. Marketing Broker may charge to the Customer the purchase price plus GST by way of tax invoice.2.4. The Customer shall pay interest on any overdue amount at the rate of 15% per annum. Such interest shall accrue on a daily basis from the due date until actual payment of the overdue amount, whether before or after judgment. The Customer shall pay the interest together with the overdue amount.
3 CUSTOMER’S OBLIGATIONS
3.1. To enable the Marketing Broker to perform its obligations the Customer shall:(a) Co-operate with Marketing Broker;(b) Provide Marketing Broker with any information reasonably required by it; and(c) Comply with such other requirements as agreed between the parties.
4.1. The Customer expressly acknowledges and agrees that it has not relied upon, and Marketing Broker is not liable for, any advice given by Marketing Broker, its employees, agents or representatives in relation to the suitability for any purpose of the services.4.2. These Terms do not affect any rights, entitlements and remedies conferred by the Competition and Consumer Act 2010 (Cth) (CCA).4.3. Subject to any condition, warranty or right implied or imposed by the CCA or any other law which cannot be excluded by agreement, or any express provision in these Terms, Marketing Broker gives no warranties regarding any services supplied and all other implied or imposed conditions, warranties and rights are excluded. Where any condition, warranty or right is implied or imposed by law and cannot be excluded, Marketing Broker limits its liability for breach of that implied or imposed condition, warranty, or right, to the fullest extent permitted by law.4.4. Subject to the qualifications in section 64A of Schedule 2 of the CCA or any other law, Marketing Broker’s liability for any breach of any implied or imposed condition, warranty or right in connection with the supply of services is limited to one or more of the following (the choice of which is to be at Marketing Broker’s sole discretion):(a) replacement of the services or supply of services equivalent to the services; or(b) payment of the cost of replacing the services or acquiring services equivalent to the services.4.5. Subject to clauses 4.3 and 4.4 and despite any implication arising from any other provisions of these Terms:(a) Marketing Broker is not liable to the Customer, its servants, agents or contractors, in contract, in tort (including negligence), under any statute (to the fullest extent permitted by law) or otherwise for, or in respect of any indirect or consequential loss or damage including without limitation financial loss or expense including loss of opportunity, loss of profits or loss of goodwill suffered by the Customer or any other person arising directly or indirectly out of, or in anyway attributable to the services, or their delivery, or the process for the sale of the services upon these Terms, even if that loss or damage was in the contemplation of the parties at the time of the supply; and(b) the aggregate liability of Marketing Broker in contract, in tort (including negligence), under statute (to the fullest extent permitted by law) or otherwise for, or in respect of, any loss or damage arising directly or indirectly out of or in anyway attributable to the services, or their delivery, or the process of the sale of the services will not exceed the price paid by the Customer for the services.
5.1. A party (“receiving party”) shall keep in strict confidence all confidential information concerning the disclosing party ’s business, its products and services which the receiving party may obtain (Confidential Information).5.2. The receiving party shall only disclose such Confidential Information to those of its employees, agents and subcontractors who need to know it for the purpose of discharging the receiving party’s obligations, and shall ensure that such employees, agents and subcontractors comply with the obligations set out in this clause.5.3. The receiving party shall not be liable for the disclosure or use of Confidential Information that, the receiving party can demonstrate by competent physical evidence,:a. at the time of disclosure is known to the receiving party or has been published, patented or is otherwise publicly available; orb. after disclosure, becomes publicly available other than through a breach of these Terms; orc. becomes known to the receiving party from a source that legally obtained such information without an obligation of confidentiality or nondisclosure; ord. is disclosed pursuant to law, regulation or lawful order or process.
6.1. These Terms are governed by and are to be construed accordance with the laws applicable in Queensland.6.2. Each party irrevocably and unconditionally submits to the nonexclusive jurisdiction of the courts of Queensland and any courts that have jurisdiction to hear appeals from any of those courts and waives any right to object to any proceedings being brought in those courts.6.3. In these Terms, the following rules of interpretation apply:e. headings are for reference purposes only and in no way define, limit or describe the scope or extent of any provision in these Terms and Conditions;f. these Terms may not be construed adversely against Marketing Broker solely because Marketing Broker prepared them;g. the singular includes the plural and vice-versa;h. a reference to a “person” includes an individual, a firm, a corporation, a body corporate, a partnership, an unincorporated body, an association, a government body or any other entity; andi. the meaning of general words is not limited by specific examples introduced by “including”, “for example”, “in particular” or similar expressions.6.4. Waiver of any power or right under these Terms and Conditions must be in writing signed by the party entitled to the benefit of that power or right and is effective only to the extent set out in that written waiver. Any failure by Eudomia Group to act with respect to a breach by you or others does not waive its right to act with respect to that breach or any subsequent or similar breaches.6.5. The provisions of these Terms are severable and, if any provision of these Terms and Conditions is held to be illegal, invalid or unenforceable under present or future law, such provision may be removed and the remaining provisions shall be enforced.