Terms and conditions
These standard terms and conditions apply to the provision of consultancy services (“Services”) and reports, letters, information, advice or other deliverables (“Deliverables”) by Mabi Group Pty Ltd ABN 34154581512 (“Mabi”, “us”, “we” or “our”) to any third party (“Client”, “you” or “your”). The standard terms supplement any engagement letter that we agree with you. The engagement letter, if any, and these standard terms and conditions together form “this agreement”. If the two documents are inconsistent, the terms in the engagement letter overrule these standard terms and conditions.
Prior to engagement of our services you should read and understand the following important information. The information contained within the standard terms and conditions will assist your understanding of what is involved in a property inspection/report including difficulties that may arise for the inspector and why it is not possible to guarantee that a property is free of defects, hidden or otherwise.
Our obligations
Mabi must use all reasonable commercial efforts to complete the Services within the time agreed with you. We will perform the Services with due care, competence and diligence; however the quality of the Services will depend on input from you.
Your obligations
You must instruct us fully and, in a timely fashion, give us each of the following, as reasonably required to perform the Services:
- information – we are entitled to rely on the accuracy of that information without independently verifying it, regardless of whether the information is provided by you, your representatives, or your advisers;
- access – to files, records and information technology systems, to premises and to people, whether management or staff, with relevant skills and experiences; and
- resources – you must provide, and designate to the assignment, all resources that are reasonably necessary to ensure timely approval, development and sign-off of all project plans, specifications, accounts and Deliverables.
You agree that any commercial decisions that you make are not within the scope of our duty of care and in making such decisions you should take into account the restrictions on the scope of our work and other factors, commercial and otherwise, of which you and your other advisers are, or should be, aware from sources other than our work.
Delays
Mabi will not be liable for any failure or delay in performing the Services if that failure or delay arises from anything beyond its control, including the untimely performance by you of your obligations, in which case, Mabi is entitled to review its fees and, if the delay is substantial, terminate this agreement.
Payment
You agree to pay fees and expenses within 14 days of the billing date. We reserve the right to perform no further work for you until all outstanding accounts are paid in full. Accounts may be paid by electronic funds transfer, internet banking or cheque. Credit card payments are not accepted. Mabi Services respectfully requests pricing issued remains confidential for the recipients only.
We will issue our invoices for fees and any expenses relating to the Services to you or as you may direct. In the event that you direct us to issue an invoice to another party, you will remain responsible for payment until our invoice is paid in full.
Confidentiality
If you disclose confidential information to us in connection with the provision of the Services, we will treat the information as confidential and not disclose the information to any third party unless we have your approval in writing or are required to do so by any law or court order (in which case, we will give you prior written notice). The confidentiality obligation in this clause does not apply to information that is in or falls into the public domain other than through a breach of this agreement.
Intellectual property rights
Mabi retains all intellectual property rights in anything it develops in the course of performing the Services. Mabi grants you an irrevocable non-exclusive licence of the intellectual property rights for the purpose of you implementing the Services and using the Deliverables within your own organisation.
You grant us an irrevocable non-exclusive licence to any intellectual property rights in any material you provide us for the purpose of inclusion of any material in the Deliverables or use in the performance of the Services. As part of this licence, you consent to our insertion of your logos or trade marks on Deliverables where appropriate unless you notify us to the contrary.
Indemnity for liability to third parties
You agree to indemnify Mabi against all liabilities, claims, costs and expenses (“Loss”) incurred by Mabi in respect of any claim by a third party which is related to, arises out of, or is in any way associated with the Services or this engagement including any breach of this agreement or any negligent, wrongful or wilful act or omission by you. However, the indemnity does not apply to any Loss in respect of any matters which are finally determined to have resulted from Mabi’s negligent, wrongful or wilful acts or omissions.