Agreement to Terms
These Terms of Service ("Terms") constitute a legally binding agreement between you ("Client", "you", "your") and TalkEAccog Pty Ltd (ABN: 12 345 678 901) ("Company", "we", "us", "our") regarding your use of our website and services.
By accessing our website or engaging our services, you acknowledge that you have read, understood, and agree to be bound by these Terms. If you do not agree to these Terms, you must not use our services.
Services Description
TalkEAccog provides artificial intelligence and neural network consulting services, including but not limited to:
- Deep learning implementation and consulting
- Business intelligence AI solutions
- Process automation using neural networks
- AI security and compliance consulting
- Custom AI model development
- Training and support services
Specific services will be detailed in separate Service Agreements or Statements of Work.
Client Responsibilities
As our client, you agree to:
- Provide accurate and complete information required for service delivery
- Cooperate with our team and respond promptly to requests
- Ensure you have authority to engage our services on behalf of your organisation
- Comply with all applicable laws and regulations
- Provide necessary data, access, and resources as outlined in service agreements
- Maintain confidentiality of proprietary methodologies and trade secrets
- Use our services only for lawful business purposes
Payment Terms
Fees and Charges
- Fees are as specified in individual Service Agreements
- All prices are in Australian Dollars (AUD) unless otherwise stated
- GST will be added to all fees where applicable
- Additional expenses (travel, software licenses) may apply as agreed
Payment Schedule
- Invoices are payable within 30 days of date of issue
- Payment methods include bank transfer and approved corporate credit cards
- Late payment may incur interest charges at 1.5% per month
- Work may be suspended for overdue accounts
Intellectual Property
Our Intellectual Property
We retain ownership of:
- Proprietary methodologies, algorithms, and frameworks
- Pre-existing intellectual property and trade secrets
- General knowledge and experience gained during projects
- Tools, templates, and standardised processes
Client Intellectual Property
You retain ownership of:
- Your existing data, content, and intellectual property
- Business-specific models developed using your data
- Customised solutions specifically created for your use
Shared Developments
Intellectual property developed jointly will be subject to separate written agreements outlining ownership, usage rights, and licensing terms.
Confidentiality
Both parties agree to maintain strict confidentiality regarding:
- Business information, data, and trade secrets
- Proprietary technologies and methodologies
- Financial information and commercial terms
- Project details and client-specific solutions
Confidentiality obligations survive termination of this agreement and continue indefinitely unless information becomes publicly available through no breach of this agreement.
Warranties and Disclaimers
Our Warranties
We warrant that:
- Services will be performed with reasonable care and skill
- We have appropriate qualifications and experience
- Services will comply with applicable Australian standards
Disclaimers
EXCEPT AS EXPRESSLY STATED, ALL SERVICES ARE PROVIDED "AS IS" WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED. WE DISCLAIM ALL IMPLIED WARRANTIES INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.
Limitation of Liability
TO THE MAXIMUM EXTENT PERMITTED BY LAW:
- Our total liability is limited to the fees paid for the specific service
- We are not liable for indirect, consequential, or special damages
- We are not liable for loss of profits, data, or business opportunities
- Claims must be made within 12 months of the incident
Termination
Termination Rights
Either party may terminate this agreement:
- With 30 days written notice for convenience
- Immediately for material breach if not remedied within 14 days
- Immediately for insolvency or bankruptcy
Effects of Termination
- Payment obligations for services rendered remain
- Confidentiality and intellectual property provisions survive
- Each party returns or destroys confidential information
- Ongoing support ceases unless separately contracted
Governing Law
These Terms are governed by the laws of New South Wales, Australia. Any disputes will be resolved in the courts of New South Wales, and both parties submit to the jurisdiction of these courts.
Dispute Resolution
- Direct Negotiation: Attempt resolution through good faith discussions
- Mediation: If negotiation fails, participate in mediation
- Arbitration: Binding arbitration under Australian arbitration rules
- Litigation: Court proceedings as last resort
Force Majeure
Neither party is liable for delays or failures due to circumstances beyond reasonable control, including:
- Natural disasters, pandemics, or government actions
- War, terrorism, or civil unrest
- Internet outages, cyber attacks, or system failures
- Strikes, labour disputes, or supplier failures
The affected party must promptly notify the other and take reasonable steps to mitigate the impact.
Modifications
We may update these Terms from time to time. Changes will be posted on our website with an updated effective date. Continued use of our services after changes constitutes acceptance of new Terms.
Material changes affecting existing Service Agreements will require mutual written consent.
General Provisions
Entire Agreement
These Terms, together with any Service Agreements, constitute the entire agreement between the parties and supersede all prior negotiations, representations, or agreements.
Severability
If any provision is found unenforceable, the remainder of the Terms continues in full effect.
Assignment
Neither party may assign rights or obligations without written consent, except we may assign to affiliated companies or in connection with business transfers.
No Waiver
Failure to enforce any provision does not constitute waiver of rights.
Contact Information
For questions about these Terms or to discuss service agreements: