Terms & Conditions

These Terms and Conditions ("Terms") govern your use of the Novaguard Technology Group website (novaguard.com.au) and any services provided by Novaguard Technology Group Pty Ltd (ABN 46 678 787 829) ("Novaguard", "the Company", "we", "us", "our"). By using our website or engaging our services, you agree to these Terms.

General

1. Definitions and interpretation

In these Terms, the following definitions apply:

• "Business Hours" means 8:30am to 5:00pm Monday to Friday, excluding public holidays in Queensland.
• "After Hours" means 5:00pm to 8:30am weekdays, and all hours on weekends and public holidays.
• "Client" means the person, company, or entity engaging Novaguard's services.
• "Services" means all IT, security, consulting, and related services provided by Novaguard.
• "Goods" means any hardware, software, or physical products supplied by Novaguard.
• "Plan" means a managed service plan as agreed in a service agreement.
• "GST" has the meaning given by the A New Tax System (Goods and Services Tax) Act 1999 (Cth).

All dollar amounts are in Australian currency. All times reference Australian Eastern Standard Time (AEST) unless otherwise stated.

2. Application of these conditions

These conditions apply to all quotes, orders, and service arrangements between Novaguard and the Client unless otherwise agreed in writing. In the event of a conflict between these Terms and any specific service agreement, the service agreement prevails.

3. Commitment term

Service agreements commence on the first day of the month following execution. After the initial committed term expires, arrangements continue indefinitely on a month-to-month basis unless terminated per the cancellation clause below.

4. Termination

Either party may terminate a service agreement by providing 90 days' written notice. A Client may terminate with immediate effect if the Company fails to fulfil material obligations or breaches material terms without remedying within 30 days of written notice. The Company may likewise terminate with immediate effect for material breach. Both parties will provide reasonable assistance during orderly service transfers at prevailing rates.

5. Representations

No employee, agent, or representative of the Company has authority to make representations beyond those contained in these Terms and any applicable service agreement.

6. Notices

All written notices must be sent via email to the last address provided by the receiving party.

7. Governing law

These Terms are governed by the laws of Queensland, Australia. Both parties accept the non-exclusive jurisdiction of the courts of Queensland.

8. Assignment

The Client may not assign their rights or obligations under these Terms without the prior written consent of the Company.

9. Variation of terms

The Company reserves the right to modify these Terms by publishing updates on its website. Continued use of services after publication constitutes acceptance of modified Terms.

Goods and services

10. Quotes

Quotes are valid for 7 days unless otherwise specified and constitute invitations to order, not binding contracts. Once confirmed as final, quoted prices are locked unless products become unavailable or pricing fluctuates outside the Company's control. The Company may alter quotes before final confirmation. Minimum quote response time is typically 24 hours.

Special promotions cannot be combined with other offers. For non-stocked items, pricing is confirmed only upon order conversion. Expired quotes may be cancelled without notice. ETA information reflects vendor estimates only. Freight charges apply unless stated otherwise. Restocking fees may apply to returns depending on distributor policies. Items are covered by manufacturer's warranty (parts and labour, return-to-depot) unless otherwise specified.

11. Orders

Orders require completed forms or electronic approval via email or web systems, including customer details, address, and ABN/ACN numbers. Electronic submissions are treated as signed authorisation. Orders require written acceptance and full payment in cleared funds before delivery. No obligation to deliver exists until payment is received. Customers consent to credit reference checks. Orders cannot be cancelled without the Company's agreement. Customers must follow the Company's procedures and processes.

12. Pricing and rates

All quoted rates exclude GST and government charges. Services are billed per the applicable Rate Schedule or Plan. The Company reserves the right to adjust rates. Call-out fees may apply based on service location.

Return and cancellation fees cover administrative processing costs and may be deducted from refunds. Out-of-pocket expenses (travel, accommodation, tolls, etc.) are billed additionally with prior written authorisation. Time-based charges apply to full increments even if work occupies partial periods. Pre-paid service blocks are non-refundable and non-transferable across periods.

13. Services and plans

The Company may modify, withdraw, or add services at its discretion. Current Rate Schedules are provided upon request.

14. Contracting

The Company may subcontract services but retains prime responsibility for service delivery.

15. Delivery, title and risk

The Company uses reasonable endeavours for timely despatch but accepts no liability for delays beyond its control. Clients must be available for delivery during Business Hours. Risk passes upon delivery to the nominated address. Clients must insure goods after delivery.

Title in goods remains with the Company until full payment is received in cleared funds. Until title passes, the Client holds goods as fiduciary and must hold sale proceeds in trust. The Company may repossess goods without notice where payment is overdue, and Clients authorise entry onto premises for this purpose.

16. Returns and claims

Clients accept manufacturer return policies and must indemnify the Company for manufacturer defaults. Customised, special-order, overseas, or non-returnable goods cannot be returned.

Clients must inspect goods within 7 days of delivery and notify the Company of any issues in writing. Failure to do so constitutes acceptance without further claim. Returned goods must be unopened in original condition unless defects are apparent. Clients pay return shipping costs unless the manufacturer covers them.

17. Computer utility, functionality and fitness for purpose

IT services may involve trial and error in novel circumstances. The Client acknowledges that services may not achieve desired outcomes in all cases. Payment is due regardless of outcome where the Company has acted in good faith. Clients bear sole responsibility for purchasing decisions, customisation goals, and fitness-for-purpose assessments despite Company recommendations.

Reasonable assistance under Plans is limited to the Company's discretion, typically work during Business Hours within estimated timeframes.

18. Force majeure

The Company is not liable for supply failures due to circumstances beyond reasonable control, including third-party failures, strikes, natural disasters, pandemics, wars, or acts of government.

19. Product specifications

The Company may supply alternate goods with minor specification variations or substitute goods of equal or superior quality at the quoted price if original items become unavailable.

20. Warranties

Clients rely on manufacturer warranties and deal directly with manufacturers for warranty claims. The Company is indemnified from manufacturer performance failures and related damages.

21. Liability

To the maximum extent permitted by law, all implied terms regarding quality, fitness for purpose, and performance are excluded. Clients indemnify the Company for program and data loss. Backing up data is the Client's sole responsibility.

Indirect and consequential losses, including lost profits or goodwill, are excluded. Where legislation implies non-excludable conditions, liability is limited to replacement, repair, or cost recovery at the Company's election. Nothing in these Terms excludes rights under Australian Consumer Law that cannot be excluded.

22. Errors and omissions

The Company may rescind contracts containing pricing errors by written notice. Liability in such cases is limited to refunding payments already made.

Our responsibilities

23. Privacy

Personal information is collected for the purpose of providing quotes, orders, and service delivery. The Company may disclose information to service providers, suppliers, and verification sources as required. Otherwise, disclosure requires Client consent unless legally authorised. Clients may request access to or correction of their personal information at any time. See our Privacy Policy for full details.

24. Our website

The Company makes no representations or warranties regarding website information completeness, accuracy, continuous availability, or freedom from delays, viruses, or hardware failures. No endorsement of linked sites is implied.

25. Insurance coverage

The Company maintains:

• Professional Indemnity insurance of not less than $1,000,000 per claim
• Public and Products Liability insurance of not less than $10,000,000 per occurrence

Certificates of currency are available upon request.

Your responsibilities

26. Lodging service requests

Service requests must be lodged via the approved channels outlined in your service agreement. Requests must not be lodged directly with individual technicians. After-hours requests require phone submission and may incur additional charges; otherwise they will be reviewed the next Business Day.

27. Access to systems, sites and people

Clients must provide access to equipment, personnel, and sites as required for service delivery. Clients agree to allow the Company to install remote monitoring and management software enabling technicians to view system status, access desktops, and manage PCs. Devices may need to remain powered on outside Business Hours for maintenance.

28. Third-party authorisations

Clients are responsible for authorising the Company to liaise with their third-party providers (e.g., internet service providers, software vendors) as required to deliver services.

29. Payment, late payment and default

Invoices are due per stated terms via bank transfer, credit card, or direct deposit. If payment is 7 days overdue, the Company may suspend or discontinue services without notice. Recovery costs are added to amounts due.

Defaulted invoices trigger immediate payment of all outstanding amounts. Daily interest accrues at the maximum legal rate from the due date. Payments are applied first to costs and expenses, second to interest, and third to debts in order of age. The Company may require security or collateral for ongoing services.

30. Non-solicitation

Clients agree not to directly hire Company employees during the engagement or for 2 years thereafter (or the maximum period allowed by applicable courts). Breach results in payment of 100% of the employee's annual salary as liquidated damages and permits the Company to terminate the agreement without further notice or liability.

31. Software

Software licences are the Client's responsibility. Clients must maintain and store all licence documentation. Clients indemnify the Company for any unauthorised use, licence breaches, or installation of unlicensed software. Copyright in custom software developed by the Company remains the Company's exclusive property unless otherwise agreed in a separate written agreement.

32. Copyright and confidentiality

All intellectual property in work created during service delivery is the Company's exclusive property unless otherwise agreed in writing. The Company treats all Client information as confidential. Both parties agree to take commercially reasonable steps to prevent disclosure without written permission, except as required by law.

Contact

If you have questions about these Terms, contact us at:

Novaguard Technology Group Pty Ltd
Email: hello@novaguard.com.au
Phone: +61 7 5606 2146
Support: support@novaguard.com.au
ABN: 46 678 787 829