This section describes the Terms and Conditions under which the assignment will be undertaken. A request for Plan A personnel to undertake work for the client constitutes acceptance of these terms and conditions, unless agreed otherwise in writing.
Terms and Conditions
- The Client has requested, and Plan A agrees to provide documentation and consulting services on the terms and conditions below. The Client will be added to Plan A’s database and will be sent relevant communications from time to time. The Client may readily opt out of receiving these communications at any stage.
- The Client agrees to pay Plan A the Service Fees in accordance with Plan A’s invoices at agreed rates or estimates, without any deduction or set-off. A deposit may be required prior to commencement of work. Payment may include reimbursement for expenses incurred in providing the Services, provided that the client has agreed to cover those expenses prior to them being incurred. Examples include extraordinary travel expenses and other disbursements.
- For on-going projects, Plan A will invoice the Client on a monthly basis, within the first five business days of the month. Payment is due in cleared funds into Plan A’s bank account by the 20th of the month following invoice date. Payment of the final invoice is normally due immediately (within a maximum of 14 days) on completion. Plan A routinely follows up late payments promptly.
- A discount may be offered (at Plan A’s discretion) for early payment of invoices. If the payment terms above are not met, then any collection costs, plus Late Payment charges may be charged, for both Progress Invoices and Final Invoices. Late payment charges comprise a fixed administration charge of $250 plus 2.5% interest per month (or part thereof) on outstanding amounts. Late payment fees will be due within 14 days of their invoice date.
- Project deliverables may be subject to a Romalpa clause (i.e. the deliverables remain the property of Plan A until paid for in full).
- The Client acknowledges that Plan A may, on occasion, work with other companies in the same industry as the Client. Plan A personnel are not exclusive to any particular client, and may work for any client or project where work needs to be done. On rare occasions when Plan A team members are asked to work for different clients on a competing bid, Plan A takes strict measures to ensure complete separation of sub-teams working on those respective bids; with all relevant bid information kept in isolation and exclusive to each sub-team. Plan A recognises the importance of ensuring that no conflict of interest exists for any team member at any time.
- The Client shall not, during the term of this Agreement or within 12 months of its termination or expiry, directly or indirectly employ or engage any personnel or subcontractor of Plan A unless Plan A consents in writing.
- The Client agrees to provide to Plan A and its personnel access to its premises and such information and equipment as is reasonably necessary to enable Plan A to perform the Services. Where timetables have been agreed for the provision of necessary information to Plan A to enable the project to proceed, the Client will adhere to the timetables.
- Where deadlines are extended by the Client or others (not Plan A) without consideration or amendment to Plan A’s agreed responsibilities at the outset of the project, Plan A will not be held responsible for consequent extensions to its delivery timetable or necessary reductions in the scope of the services it provides.
- If, as the result of missed deadlines or inadequate/ late inputs from clients, Plan A consultants need to work on weekends or more than ten hours per day, then a ‘rush job’ loading of 50% in addition to relevant standard hourly rates may apply.
- Where significant travel time (more than two hours) is required to attend meetings, travel time may be charged. The applicable charge rate is normally 50% of the standard rate.
- Any Intellectual Property owned by a party prior to the commencement of the Term (‘Pre-Existing Intellectual Property’) shall remain the property of that owner.
- The Client and Plan A indemnify each other against all expenses, damages and loss and costs incurred or awarded by or against the other party as a result of any negligent act or omission, to the fullest extent permitted by law.
- The Client takes full responsibility for reviewing and approving the content and form of the deliverables of the contract. The total liability of Plan A under or in any way connected with the Services is limited to the amount of the Service Fee paid to Plan A.
- Both parties agree to keep confidential any information obtained during the course of this assignment which is treated and/ or marked by the other party as confidential, and which relates either directly or indirectly to the business of that party. Note that Plan A’s confidential information includes Plan A’s methodologies and tools.