The following are Deppro’s terms and conditions (Terms and Conditions) for the provision of Services (Services) to the Property Owner. Please read these terms and conditions carefully. It is a condition of the provision of the Services that that the Property Owner comply with these terms and conditions.
1.1 Any reference in this Agreement to:
described under this Agreement;
2.3 The Property Owner acknowledges that Deppro does not in the provision of the Services provide any form of legal or tax advice. The Property Owner is responsible for obtaining its own advice.
2.4 The Property Owner agrees to act reasonably and cooperate with Deppro in connection with the provision of the Services including allowing Deppro reasonable access to the Property to conduct a physical inspection of the Property (as required).
2.5 The Property Owner agrees to promptly provide Deppro with the Property Owner Information to enable Deppro to perform the Services;
2.6 The Property Owner acknowledges that Deppro will act in reliance on the Property Owner Information and the Services supplied by Deppro will be undertaken with reference to the Property Owner Information.
2.7 The Property Owner acknowledges that failure to promptly provide the Property Owner Information may restrict Deppro’s ability to provide the Services or may delay the provision of the Services to the Property Owner. Deppro will not be liable in such circumstances for any delays in the provision of the Services as a result of delay by the Property Owner to provide the Property Owner Information.
3. ADDITIONAL SERVICES
Services, the Property Owner may require Deppro to perform additional professional services (Additional Services).
3.2 Any Additional Services will be provided by Deppro:
4.1 The Property Owner must pay the Fee set out in the Order Form to Deppro prior to commencement of provision of the Services or as otherwise agreed between Deppro and the Property Owner in writing.
4.2 The Fee is payable by way of cheque, money order or credit card.
4.3 Should a payment be declined at the time of processing payment of the Fee, further reasonable attempts to process the transaction will be made by Deppro. Should the Property Owner payment continue to be declined, Deppro will contact the Property Owner in relation to payment processing.
4.4 If Deppro has not received payment as required in accordance with this Agreement, in addition to any other rights and remedies of Deppro:
4.5 All amounts and fees stated or referred to in this Agreement:
4.6 The Property Owner agrees that in the event of any action being taken by Deppro to recover any overdue amount due and owing under this Agreement any costs incurred by Deppro in recovering the debt (including without limitation any legal expenses on a solicitor/client basis, collection agency charges (if permissible by law) or any other reasonable associated costs) are payable by the Property Owner to Deppro and shall be recoverable by Deppro as a separate debt.
5.1 For the purpose of this clause the following definitions apply:
5.2 Words used in this clause that are defined in the GST Law have the meaning given in that legislation.
5.3 Unless otherwise specified, all amounts payable under this Agreement are exclusive of GST and must be calculated without regard to GST.
5.4 If a supply made under this Agreement is a taxable supply, the recipient of that taxable supply (Recipient) must, in addition to any other consideration, pay to the party making the taxable supply (Supplier) the amount of GST in respect of the supply.
5.5 The Recipient will only be required to pay an amount of GST to the Supplier if and when the Supplier provides a valid tax invoice to the Recipient in respect of the taxable supply.
5.6 If there is an adjustment to a taxable supply made under this Agreement then the
Supplier must provide an adjustment note to the Recipient.
5.7 The amount of a party’s entitlement under this Agreement to recovery or
compensation for any of its costs, expenses or liabilities is reduced by the input tax credits to which that party is entitled in respect of those costs, expenses or liabilities.
6. WARRANTIES AND DISCLAIMERS
6.1 The Property Owner warrants that:
Information, provide access to the Property and comply with the other the requirements set out in this Agreement; and
6.2 To the extent permitted by law, if Deppro does make any warranties of any kind, either express or implied, statutory or otherwise, relating in any way to the subject matter of this Agreement, including, but not limited to, warranties of merchantability or fitness for purpose, all such warranties are hereby excluded.
6.3 Deppro agrees to use all reasonable efforts to provide the Services. The Property Owner acknowledges and agrees that nothing in this Agreement shall constitute by Deppro an express or implied warranty or guarantee:
7. COMPETITION AND CONSUMER ACT 2010 (CTH) (CCA)
7.2 The Sellers liability for a breach of a condition or warranty implied by Pt 3–2 Div 1 of the CCA is limited to:
7.3 Subject to the Seller’s statutory obligations under the CCA and except as provided in these Terms & Conditions, all express and implied warranties, guarantees and conditions under statute or general law as to merchantability, description, quality, suitability or fitness of goods for any purpose or as to design, assembly, installation, materials or workmanship or otherwise are expressly excluded.
7.4 To the extent permitted by law and regardless of any other provision in this Agreement, Deppro will not be liable for:
8.1 The Property Owner indemnifies and shall hold Deppro harmless from any and all claims, demands, liabilities, losses damages, judgements or settlements, including all reasonable legal costs and expenses which may arise directly or indirectly as a result of any promise, representation, warranty, act, omission or obligation of Deppro in respect of:
9. INTELLECTUAL PROPERTY
9.1 For the purpose of this clause Intellectual Property means:
9.2 The Property Owner agrees that Property Owner shall have no right, title, claim or interest in or to the Intellectual Property.
9.3 The Property Owner may not copy, modify or translate any of the Intellectual Property or related documentation, or decompile, disassemble or reverse engineer any of the Intellectual Property to use it other than in connection with the Services or grant any other person or entity the right to do so.
9.4 The Property Owner acknowledges and agrees to grant to Deppro a non-revocable, royalty-free and worldwide non-exclusive license to use the data obtained from the Services.
10. VARIATION OF AGREEMENT
11.1 In addition to any other rights under this Agreement Deppro may terminate this Agreement and cease providing the Services to the Property Owner:
11.2 In addition, Deppro is responsible for providing the Services only. If the Property Owner (notwithstanding that the Property Owner has paid any or all of the Fees) does not, within a reasonable period of time of request by Deppro:
11.3 In addition to any other obligation under this Agreement, upon termination of this Agreement for any reason whatsoever, the Property Owner must immediately:
13. FORCE MAJEURE
2.1 Any reference in this Agreement to:
15.5 Each party must promptly execute all documents and do every thing necessary or desirable to give full effect to the arrangements contained in this Agreement.