Terms of service.

These Terms of Service ("Terms") constitute a legally binding agreement between you ("Client", "you") and Tideway Works Pty Ltd (ABN 72 703 762 994), located at 307/147 Pirie St, Adelaide SA 5000 ("Tideway Works", "we", "us", "our"). By accessing our website or engaging our services, you agree to be bound by these Terms. If you do not agree, please do not use our website or services.

Tideway Works provides software development, consulting, and related technology services including but not limited to:

• Web application development (Laravel, PHP)
• Mobile application development (native iOS and Android, React Native, Expo)
• TV application development (Apple TV, Android TV, Google TV, Amazon Fire TV, LG webOS, Samsung Tizen)
• Cloud infrastructure and DevOps consulting
• Technical audits and system architecture
• Digital strategy and consulting

The specific scope, deliverables, timeline, and fees for any engagement will be set out in a separate Statement of Work (SOW) or proposal agreed upon by both parties.

All projects commence upon written acceptance of a proposal or SOW by the Client. Proposals are valid for 30 days from the date of issue unless otherwise stated. We reserve the right to decline any engagement at our discretion.

• Fees are as quoted in the applicable SOW or proposal and are denominated in Australian Dollars (AUD) unless otherwise specified.
• Unless otherwise agreed, invoices are payable within 14 days of issue.
• A deposit may be required before work commences, as specified in the SOW.
• Late payments may incur interest at a rate of 2% per month on the outstanding balance.
• All fees are exclusive of GST unless stated otherwise. GST will be applied where applicable in accordance with the A New Tax System (Goods and Services Tax) Act 1999.

• Client Materials: You retain ownership of all materials, content, and data you provide to us for the purposes of the engagement.
• Deliverables: Upon full payment of all fees, intellectual property rights in the custom deliverables created specifically for you will be assigned to you, unless otherwise agreed in writing.
• Pre-existing IP: We retain ownership of all pre-existing intellectual property, tools, frameworks, libraries, and methodologies used in delivering the services. Where pre-existing IP is incorporated into deliverables, we grant you a non-exclusive, perpetual, royalty-free licence to use it as part of the deliverables.
• Open Source: Deliverables may incorporate open-source software, which remains subject to its respective licence terms.

Both parties agree to keep confidential all proprietary or sensitive information disclosed during the engagement. This obligation does not apply to information that is publicly available, independently developed, or required to be disclosed by law. Confidentiality obligations survive termination of these Terms for a period of two (2) years.

To enable us to deliver services effectively, you agree to:

• Provide timely access to required information, systems, and personnel
• Review and provide feedback on deliverables within agreed timeframes
• Ensure that any materials you provide do not infringe third-party rights
• Maintain current backups of your own systems and data

We warrant that services will be performed with reasonable care and skill in accordance with generally accepted industry standards. However:

• We do not guarantee that deliverables will be free from all defects or errors.
• We provide a defect rectification period of 30 days from delivery, during which we will fix bugs attributable to our work at no additional cost.
• To the maximum extent permitted by law, our total liability for any claim arising from the engagement is limited to the fees paid by you for the specific services giving rise to the claim.
• We are not liable for any indirect, incidental, consequential, or special damages, including loss of revenue, data, or business opportunity.

Nothing in these Terms excludes or limits liability that cannot be excluded or limited under Australian Consumer Law.

• Either party may terminate the engagement by providing 14 days' written notice.
• Either party may terminate immediately if the other party commits a material breach that remains unremedied for 14 days after written notice.
• Upon termination, you are liable for payment of all work completed and expenses incurred up to the date of termination.
• Upon full payment, we will deliver all completed and in-progress work product to you.

You agree to indemnify and hold harmless Tideway Works, its directors, employees, and contractors from any claims, damages, losses, or expenses arising from your breach of these Terms, your use of the deliverables, or any third-party claims related to materials you provided.

Neither party shall be liable for delays or failure to perform obligations due to circumstances beyond their reasonable control, including but not limited to natural disasters, pandemics, government actions, internet outages, or cyberattacks.

In the event of a dispute, both parties agree to first attempt to resolve the matter through good-faith negotiation. If unresolved within 30 days, the dispute will be submitted to mediation administered by the Resolution Institute (or its successor). If mediation is unsuccessful, the dispute may be referred to the courts of South Australia.

These Terms are governed by the laws of South Australia, Australia. Both parties submit to the exclusive jurisdiction of the courts of South Australia.

We reserve the right to update these Terms at any time. Changes will be posted on this page with an updated revision date. Continued use of our website or services after changes are posted constitutes acceptance of the revised Terms.

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

Tideway Works Pty Ltd
307/147 Pirie St, Adelaide SA 5000
contact@tidewayworks.com
+61 450 977 421