Terms and Conditions | Everything ICT

1.Introduction and Application

1.1

These Terms and Conditions ("Default Terms") govern the provision of all services, support, consulting, and related work ("Services") by Everything ICT Pty Ltd ("Everything ICT", "we", "us", "our") to any individual, organisation, or entity ("Client", "you", "your") that engages Everything ICT to perform any work or deliver any Services.

1.2

These Default Terms apply in full where a Client does not have a direct, separately executed Managed Services Agreement, Service Agreement, or other written contract in place with Everything ICT ("Direct Agreement").

1.3

Where a Client has a Direct Agreement with Everything ICT, these Default Terms apply as a supplement to that agreement. Any clause, matter, or provision addressed in these Default Terms that is not expressly covered or excluded by the Direct Agreement shall be incorporated into and form part of the overall agreement between the parties.

1.4

In the event of any inconsistency between these Default Terms and a Direct Agreement, the Direct Agreement shall prevail to the extent of that inconsistency. In all other respects, these Default Terms continue to apply.

1.5

By engaging Everything ICT to perform any work — whether verbally, in writing, by email, by signing a quote or proposal, or by any other means of instruction — the Client agrees to be bound by these Default Terms.

2.Definitions

"Services"means any work, support, consulting, project delivery, procurement, installation, configuration, remote assistance, on-site attendance, or other task performed by Everything ICT.

"Remote Work"means Services delivered by Everything ICT personnel without physical attendance at a Client's premises, including support delivered via phone, remote desktop, or other electronic means.

"On-Site Work"means Services delivered by Everything ICT personnel who are physically present at a Client's premises or another nominated location.

"Unauthorised Change"means any modification, configuration change, installation, deletion, or other alteration to a Client's systems, infrastructure, software, or services that is made without the prior written approval of Everything ICT, against the documented recommendation of Everything ICT, or without prior discussion with Everything ICT.

"Business Day"means a day that is not a Saturday, Sunday, or public holiday in Queensland, Australia.

3.Governing Law and Jurisdiction

3.1

These Default Terms and all Services provided by Everything ICT are governed by and construed in accordance with the laws of the State of Queensland, Australia.

3.2

The parties submit to the exclusive jurisdiction of the courts of Queensland, Australia in respect of any dispute, claim, or proceeding arising out of or in connection with these Default Terms or the provision of Services.

3.3

Nothing in these Default Terms limits any rights a Client may have under the Australian Consumer Law (Schedule 2 of the Competition and Consumer Act 2010 (Cth)) or other applicable Commonwealth or Queensland legislation.

4.Scope of Services

4.1

Everything ICT will provide the Services as described in the relevant quote, proposal, work order, service request, or as otherwise agreed in writing.

4.2

Everything ICT reserves the right to determine the most appropriate method of delivering Services, including whether to provide Remote or On-Site support.

4.3

Services not expressly included in a quote, proposal, or Direct Agreement are out of scope and will be subject to additional charges at the applicable rates set out in these Default Terms.

4.4

Everything ICT may engage subcontractors or third-party providers to assist in the delivery of Services. Everything ICT remains responsible for the Services delivered under these Default Terms regardless of subcontracting arrangements.

5.Service Rates and Billing

5.1 Standard Hourly Rates

The following rates apply to all ad hoc, break-fix, project, or out-of-scope work not otherwise covered under a fixed-fee arrangement:

Service Type	Rate (ex GST)	Minimum Billing Increment
Remote Work	$200.00 per hour	15-minute increments
On-Site Work	$240.00 per hour	1-hour minimum, then 15-minute increments

5.2 Billing Increments

(a) Remote Work is billed in 15-minute increments from the commencement of the service request.

(b) On-Site Work is billed at a minimum of one (1) full hour upon arrival at the Client's premises. Thereafter, additional time is billed in 15-minute increments.

(c) Travel time to and from a Client's premises for On-Site Work may be billed at the applicable On-Site rate unless otherwise agreed in writing.

5.3 Rates Subject to Change

Everything ICT reserves the right to review and adjust its standard rates periodically. Clients will be given not less than 30 days' written notice of any change to the rates set out in this clause. Rates applicable at the time a quote or work order is issued will apply to that engagement.

5.4 GST

All rates and fees quoted in these Default Terms are exclusive of Goods and Services Tax (GST). GST will be applied to all invoices in accordance with the A New Tax System (Goods and Services Tax) Act 1999 (Cth).

6.Invoicing and Payment Terms

6.1

Everything ICT will issue tax invoices to the Client on completion of work, at agreed milestones, or on a periodic basis as applicable.

6.2

All invoices are due and payable within fourteen (14) calendar days of the invoice date ("Payment Due Date"), unless otherwise specified in a Direct Agreement or on the invoice.

6.3

Payment must be made by the method specified on the invoice or as otherwise directed by Everything ICT in writing.

6.4

The Client must not withhold payment of an invoice on the basis of a dispute unless the dispute has been raised in writing with Everything ICT prior to the Payment Due Date.

6.5 Late Payment Fees

(a) If an invoice remains unpaid after the Payment Due Date, a late payment fee of $65.00 (ex GST) per calendar month (or part thereof) will be applied to each outstanding invoice until payment is received in full.

(b) Late payment fees are cumulative and will accrue on each outstanding invoice independently.

(c) Everything ICT reserves the right to suspend Services to the Client if any invoice remains unpaid beyond 14 days after the Payment Due Date, without prejudice to Everything ICT's right to recover all outstanding amounts and applicable late fees.

6.6

Everything ICT reserves the right to engage a debt recovery agency or take legal action to recover any amounts outstanding beyond 30 days after the Payment Due Date. Any reasonable costs of debt recovery, including legal costs on a solicitor-client basis, may be recovered from the Client.

7.Authorised Changes and Client Responsibilities

7.1 Authorised Changes

The Client acknowledges and agrees that:

(a) Everything ICT is engaged to manage, maintain, support, and administer the Client's IT environment in accordance with industry best practices and the agreed scope of Services.

(b) The Client must not make, permit, or cause any Unauthorised Change to any system, infrastructure, software, network, cloud service, or device that is within the scope of Services provided by Everything ICT without first obtaining the prior written approval of Everything ICT.

(c) Before making any change to an in-scope system, the Client must consult with Everything ICT to discuss the proposed change, its implications, and the appropriate approach.

7.2 Indemnity for Unauthorised Changes

(a) The Client indemnifies and holds harmless Everything ICT, its directors, employees, agents, and subcontractors from and against any and all losses, damages, costs, expenses (including reasonable legal fees), claims, liabilities, or demands arising directly or indirectly from:

(i) any Unauthorised Change made by the Client, a third party engaged by the Client, or any of the Client's personnel or end users;

(ii) any change made by the Client or a third party against the documented recommendation or written advice of Everything ICT;

(iii) any change made without prior discussion with, or approval from, Everything ICT.

(b) Where an Unauthorised Change results in additional remediation, restoration, or support work being required, that work will be charged at the applicable rates under Clause 5, and any time and costs incurred by Everything ICT in addressing the consequences of the Unauthorised Change will not be subject to any service level commitments.

(c) Nothing in this clause limits Everything ICT's right to recover payment for Services rendered.

8.Limitation of Liability

8.1

To the maximum extent permitted by law, Everything ICT's total aggregate liability to the Client for any loss, damage, claim, or expense arising out of or in connection with the provision of Services under these Default Terms is limited to the total fees paid by the Client to Everything ICT in the three (3) months immediately preceding the event giving rise to the claim.

8.2

To the maximum extent permitted by law, Everything ICT expressly excludes all liability for:

(a) indirect, consequential, incidental, or special loss or damage;

(b) loss of profits, loss of revenue, loss of data, loss of goodwill, or loss of business opportunity;

(c) any loss or damage arising from the Client's failure to maintain adequate backups of data and systems;

(d) any loss or damage arising from third-party hardware, software, or service failures outside Everything ICT's reasonable control.

8.3

Nothing in these Default Terms excludes, restricts, or modifies any right or remedy, or any guarantee, warranty, or other term or condition, that is implied or imposed by the Australian Consumer Law or any other applicable legislation where it would be unlawful to do so.

8.4

For B2B engagements, where the Client is acquiring Services for business purposes and not for personal, domestic, or household use, liability for a breach of any non-excludable guarantee may be limited (at Everything ICT's election) to the resupply of the Services or the payment of the cost of having the Services supplied again.

9.Confidentiality

9.1

Each party agrees to keep confidential all Confidential Information of the other party and not to disclose it to any third party without the prior written consent of the disclosing party, except as required by law or to the extent necessary to deliver the Services.

9.2

"Confidential Information" includes all technical, commercial, financial, and operational information disclosed by one party to the other in connection with the Services, whether disclosed in writing, verbally, or by any other means.

9.3

This obligation of confidentiality survives termination or expiry of these Default Terms or any Direct Agreement.

10.Intellectual Property

10.1

All intellectual property rights in any tools, scripts, methodologies, templates, or know-how developed or used by Everything ICT in the delivery of Services remain the property of Everything ICT unless otherwise expressly agreed in writing.

10.2

Where Everything ICT creates bespoke deliverables specifically for the Client (such as custom scripts, documentation, or configurations), ownership of those deliverables will vest in the Client upon receipt of full payment for the relevant Services, unless otherwise agreed in writing.

10.3

The Client grants Everything ICT a non-exclusive licence to access, use, and interact with the Client's systems, data, and infrastructure to the extent necessary to deliver the Services.

11.Data, Privacy, and Security

11.1

Everything ICT is committed to handling personal information in accordance with the Privacy Act 1988 (Cth) and the Australian Privacy Principles.

11.2

Our Privacy Policy, which forms part of these Default Terms, is available at: https://everythingict.com.au/privacy

11.3

By engaging Everything ICT, the Client consents to the collection, use, and storage of relevant personal and organisational information in accordance with our Privacy Policy.

11.4

The Client is responsible for ensuring that any personal information provided to Everything ICT in connection with the delivery of Services is provided lawfully and with appropriate consents where required.

11.5

Everything ICT will implement reasonable technical and organisational measures to protect Client data from unauthorised access, loss, or disclosure. However, the Client acknowledges that no system is entirely free from risk and Everything ICT does not warrant absolute data security.

11.6

The Client is responsible for maintaining adequate, independent backups of all data and systems. Everything ICT strongly recommends that all Clients maintain a current and tested backup solution. Everything ICT accepts no liability for data loss where the Client has not maintained adequate backups.

12.Force Majeure

12.1

Everything ICT will not be liable for any failure or delay in the performance of its obligations under these Default Terms to the extent that such failure or delay is caused by circumstances beyond Everything ICT's reasonable control, including but not limited to acts of God, natural disasters, pandemics, government actions, power failures, internet or telecommunications outages, third-party service failures, or cyberattacks.

12.2

Everything ICT will notify the Client as soon as reasonably practicable of any force majeure event and will use reasonable endeavours to resume Services as soon as practicable.

13.Third-Party Products and Services

13.1

Everything ICT may recommend, procure, or assist with the implementation of third-party hardware, software, cloud services, or other products on behalf of the Client.

13.2

Third-party products and services are subject to the terms and conditions of the respective third-party vendors or providers. Everything ICT makes no warranty as to the fitness for purpose, reliability, or performance of any third-party product or service.

13.3

Everything ICT accepts no liability for any loss or damage arising from the failure, interruption, or non-performance of any third-party product or service, except to the extent caused by Everything ICT's own negligence.

14.Warranties and Representations

14.1

Everything ICT warrants that it will deliver Services with reasonable care and skill, consistent with industry standards applicable to managed IT service providers in Australia.

14.2

Everything ICT does not warrant that the Services will result in any specific outcome, that any system will be free from vulnerabilities, or that any third-party product or service will perform without interruption.

14.3

The Client warrants that:

(a) it has the authority to grant Everything ICT access to all systems, networks, and data required to deliver the Services;

(b) any information provided to Everything ICT is accurate and complete to the best of the Client's knowledge;

(c) it will comply with all applicable laws and regulations in connection with its use of the Services.

15.Termination and Suspension

15.1

Either party may terminate a Service engagement by providing not less than 30 days' written notice to the other party, unless a different notice period is specified in a Direct Agreement.

15.2

Everything ICT may immediately suspend or terminate Services without notice where:

(a) the Client fails to pay any outstanding invoice within 14 days of the Payment Due Date;

(b) the Client breaches any material term of these Default Terms or a Direct Agreement and fails to remedy the breach within 7 Business Days of written notice;

(c) the Client becomes insolvent, enters administration, or is wound up;

(d) Everything ICT reasonably considers that continuing to provide Services would expose Everything ICT or a third party to legal, regulatory, or reputational risk.

15.3

Upon termination, the Client remains liable for all fees and charges incurred up to and including the date of termination, including any applicable cancellation fees set out in a Direct Agreement.

16.Dispute Resolution

16.1

The parties agree to attempt to resolve any dispute arising under these Default Terms through good faith negotiation in the first instance.

16.2

If the dispute is not resolved within 14 days of written notice of the dispute, either party may refer the matter to mediation conducted by a mutually agreed mediator, or if no agreement can be reached, by a mediator appointed by the Queensland Law Society.

16.3

Nothing in this clause prevents either party from seeking urgent injunctive or other equitable relief from a court of competent jurisdiction.

17.Amendments

17.1

Everything ICT reserves the right to update or amend these Default Terms at any time. The current version of these Default Terms will be published on our website.

17.2

Continued engagement of Everything ICT's Services following notification of any amendment constitutes acceptance of the updated Default Terms.

17.3

Where a Client has a Direct Agreement, amendments to these Default Terms do not affect the terms of the Direct Agreement except to the extent they apply as a supplement under Clause 1.

18.Severability

If any provision of these Default Terms is found to be invalid, unenforceable, or illegal, that provision will be severed from the remainder of these Default Terms, which will continue in full force and effect.

19.Entire Agreement

These Default Terms, together with any Direct Agreement, quote, proposal, or work order issued by Everything ICT, constitute the entire agreement between the parties with respect to the subject matter herein and supersede all prior representations, negotiations, understandings, or agreements, whether written or oral.

20.Contact

For questions regarding these Terms and Conditions, please contact:

Everything ICT Pty Ltd

ABN: 77 626 459 489

Level 3, 196 Wharf Street, Spring Hill QLD 4000

Website: https://everythingict.com.au

These Default Terms and Conditions were last reviewed and updated in April 2026. Everything ICT Pty Ltd recommends that Clients retain a copy of these terms for their records. Nothing in these Default Terms constitutes legal advice. Clients should seek independent legal advice if required.