Terms & Conditions

Installation of a Managed Solutions Product

Managed Solutions Pty Ltd guarantee to install the solution as specified in the Managed Solutions. Customer Acceptance document for the installation charges as per our quotation. The Customer Acceptance document will clearly detail the key elements of the solution and will be completed with you after receipt by Managed Solutions Pty Ltd of your purchase order.

Ongoing Support of the provided solution

While our provided systems have an excellent record of reliability, the complex environment in which they operate with connection to different environments and their various services as well as the interaction in some cases with software applications and your data environment, means an annual service agreement represents an investment in your peace of mind.

Managed Solutions has established a service structure to ensure that your system and peripherals operate to their optimum level, efficiently and economically - ensuring downtime is kept to a minimum. We offer a full on-site service agreement to ensure your system and peripherals operate at optimum performance. Service is carried out on-site by fully trained technicians and may include any faulty parts replacement and all labor. Integral to the service agreement is a remote access capability (whenever possible) which means that any system changes you may wish to make are therefore only a phone call away.

If you decide not to enter into a service contract with us, your system will still be covered by our 3 year equipment warranty (dependant upon the warranty selected by you) but you will still be liable for the cost of labour in the unlikely case of any problem. Without a service agreement, Managed Solutions may not be able to respond immediately to your call because our technicians may be already committed to other customer projects. However our customers with service agreements have guaranteed service response times so downtime can be minimized.

Please note that some products will not be sold without an ongoing service agreement.

Conditions of Engagement

Whenever we work on your computers or network, we assume that you have full and complete backups of all data and software on the system.

We are pleased to test and verify your backups prior to the commencement of work if you are in doubt as to their viability but restrict our liability to the actual amount billed for the service. We assume that you have full legal ownership or rights to use any software you have loaded on your system or that you ask us to load or install. We cannot install software from our media and require you to provide originals for installation.

Provision of Internet Service

All internet services are provided subject to our Acceptable Use Policy. Breach of this policy may result in termination of your connection without further advice.

Due to the nature of the Internet, we cannot guarantee continuity or level of service at any time but we always strive to provide the highest possible availability and bandwidth. Our services are designed to be business class services and, as such, have the highest availability we can provide. We constantly strive to improve the quality of our offering and may require to schedule outages for the upgrade or variation of our network. We will always endeavour to advise you in advance of any such outage.

Any provision of internet connectivity is for a period of 12 months unless otherwise contracted at the time of quotation and order or specified as casual. Any cancellation prior to the completion of the contract will incur a charge of the fixed costs of the service for the remaining period of the contract. Fixed costs include such charges as line rentals, monthly fees and service fees but do not include excess data for the period after cancellation.

Installation of services may take up to 21 working days for ADSL and related services. Reconnection of a service cancelled by you is considered a new installation by us for purposes of billing and will incur additional charges.

Terms and Conditions of Payment

Definitions
1. Express Sites shall mean The K & R Harm Family Trust T/A Managed Solutions Pty Ltd and its successors and assigns.
2. Client shall mean the Client or any person acting on behalf of and with the authority of the Client.
3. Guarantor means that person (or persons), or entity who agrees herein to be liable for the debts of the Client on a principal debtor basis.
4. Goods shall mean Goods supplied by Express Sites to the Client (and where the context so permits shall include any supply of Services as hereinafter defined).
5. Services shall mean all services supplied by Express Sites to the Client and includes any advice or recommendations (and where the context so permits shall include any supply of Goods as defined supra).
6. Price shall mean the cost of the Goods as agreed between Express Sites and the Client subject to clause 4 of this contract.

Acceptance
1. Any instructions received by Express Sites from the Client for the supply of Goods and/or the Client.s acceptance of Goods supplied by Express Sites shall constitute acceptance of the terms and conditions contained herein.
2. Where more than one Client has entered into this agreement, the Client.s shall be jointly and severally liable for all payments of the Price.
3. Upon acceptance of these terms and conditions by the Client the terms and conditions are irrevocable and can only be rescinded in accordance with these terms and conditions or with the written consent of the manager of Express Sites.
4. None of Express Sites agents or representatives are authorised to make any representations, statements, conditions or agreements not expressed by the manager of Express Sites in writing nor is Express Sites bound by any such unauthorised statements.
5. The Client undertakes to give Express Sites not less than fourteen (14) days prior written notice of any proposed change in the Client.s name and/or any other change in the Client.s details (including but not limited to, changes in the Client.s address, facsimile number, or business practice).

Goods
1. The Goods are as described on the invoices, quotation, work authorisation or any other work commencement forms as provided by Express Sites to the Client.

Price and Payment
1. At Express Sites sole discretion;
  1. The Price shall be as indicated on invoices provided by Express Sites to the Client in respect of Goods supplied; or
  2. The Price of the Goods shall (subject to clause 4.2) be Express Sites quoted Price which shall be binding upon Express Sites provided that the Client shall accept in writing Express Sites quotation within fourteen (14) days.
2. Any variation from the plan of scheduled works or specifications will be charged for on the basis of Express Sites quotation and will be shown as variations on the invoice. Payment for all variations must be made in full at their time of completion.
3. Time for payment for the Goods shall be of the essence and will be stated on the invoice, quotation or any other order forms. If no time is stated then payment shall be on delivery of the Goods.
4. At Express Sites sole discretion, for certain approved Clients payment will be due seven (7) days following the date of the invoice.
5. Payment will be made by cheque, or by credit card, or by direct credit, or by any other method as agreed to between the Client and Express Sites.
6. At Express Sites sole discretion a deposit may be required. The deposit amount or percentage of the Price will be stipulated at the time of the order of the Goods/Services and shall become immediately due and payable.
7. The Price shall be increased by the amount of any GST and other taxes and duties which may be applicable, except to the extent that such taxes are expressly included in any quotation given by Express Sites.

Delivery Of Goods / Services
1. Delivery of the Goods shall be made to the Client.s address. The Client shall make all arrangements necessary to take delivery of the Goods whenever they are tendered for delivery, or delivery of the Goods shall be made to the Client at Express Sites address.
2. Delivery of the Goods to a carrier, either named by the Client or failing such naming to a carrier at the discretion of Express Sites for the purpose of transmission to the Client, is deemed to be a delivery of the Goods to the Client.
3. Express Sites may deliver the Goods by separate instalments (in accordance with the agreed delivery schedule). Each separate instalment shall be invoiced and paid for in accordance with the provisions in this contract of sale.
4. The Client shall take delivery of the Goods tendered notwithstanding that the quantity so delivered shall be either greater or less than the quantity purchased provided that;
  1. such discrepancy in quantity shall not exceed 5%, and
  2. the Price shall be adjusted pro rata to the discrepancy.
5. The failure of Express Sites to deliver shall not entitle either party to treat this contract as repudiated.
6. Express Sites shall not be liable for any loss or damage whatever due to failure by Express Sites to deliver the Goods (or any of them) promptly or at all.

Risk
1. If Express Sites retains property in the Goods nonetheless, all risk for the Goods passes to the Client on delivery.
2. If any of the Goods are damaged or destroyed prior to property in them passing to the Client, Express Sites is entitled, without prejudice to any of its other rights or remedies under these Terms and Conditions of Trade (including the right to receive payment of the balance of the Price for the Goods), to receive all insurance proceeds payable for the Goods. This applies whether or not the Price has become payable under the Contract. The production of these terms and conditions by Express Sites is sufficient evidence of Express Sites rights to receive the insurance proceeds without the need for any person dealing with Express Sites to make further enquiries.

Client's Disclaimer
1. The Client hereby disclaims any right to rescind, or cancel the contract or to sue for damages or to claim restitution arising out of any misrepresentation made to him by any servant or agent of Express Sites and the Client acknowledges that he buys the Goods relying solely upon his own skill and judgement and that Express Sites shall not be bound by nor responsible for any term, condition, representation or warranty other than the warranty given by the Manufacturer which warranty shall be personal to the Client and shall not be transferable to any subsequent Client.

Defect/Returns
1. The Client shall inspect the Goods on delivery and shall within seven (7) days of delivery notify Express Sites in writing of any alleged defect, shortage in quantity, damage or failure to comply with the description or quote. The Client shall afford Express Sites an opportunity to inspect the Goods within a reasonable time following delivery if the Client believes the Goods are defective in any way. If the Client shall fail to comply with these provisions, the Goods shall be conclusively presumed to be in accordance with the terms and conditions and free from any defect or damage.
2. For defective Goods, which Express Sites has agreed in writing that the Client is entitled to reject, Express Sites liability is limited to either (at Express Sites discretion) replacing the Goods or repairing the Goods provided that:
  1. the Client has complied with the provisions of clause 8.1;
  2. Express Sites will not be liable for Goods which have not been stored or used in a proper manner;,
  3. the Goods are returned in the condition in which they were delivered and with all packaging material, brochures and instruction material in as new condition as is reasonable possible in the circumstances.

Warranty
1. Subject to the conditions of warranty set out in Clause 9.2 Express Sites warrants that if any defect in any workmanship manufactured by Express Sites becomes apparent then Express Sites will (at Express Sites sole discretion) within a time frame as specified in writing by Express Sites, repair the defect or replace the workmanship.
2. The conditions applicable to the warranty given by Clause 9.1 are:
  1. The warranty shall not cover any defect or damage which may be caused or partly caused by or arise through:
    - Failure on the part of the Client to properly maintain any Goods; or
    - Failure on the part of the Client to follow any instructions or guidelines provided by Express Sites; or
    - Any use of any Goods otherwise than for any application specified on a quote or order form; or
    - The continued use of any Goods after any defect becomes apparent or would have become apparent to a reasonably prudent operator or user; or
    - Fair wear and tear, any accident or act of God.
  2. The warranty shall cease and Express Sites shall thereafter in no circumstances be liable under the terms of the warranty if the workmanship is repaired, altered or overhauled without Express Sites consent.
3. For Goods not manufactured by Express Sites the warranty shall be the current warranty provided by the manufacturer of the Goods. Express Sites shall be under no liability whatsoever, except for the express conditions as detailed and stipulated in the manufacturers warranty.
4. In the case of second hand Goods, the Client acknowledges that he has had full opportunity to inspect the same and that he accepts the same with all faults and that no warranty is given by Express Sites as to the quality or suitability for any purpose and any implied warranty, statutory or otherwise, is expressly excluded. Express Sites shall not be responsible for any loss or damage to the Goods, or caused by the Goods, or any part thereof however arising.

The Commonwealth Trade Practices Act 1974 and Fair Trading Acts
1. Nothing in this agreement is intended to have the affect of contracting out of any applicable provisions of the Commonwealth Trade Practices Act 1974 or the Fair Trading Acts in each of the States and Territories of Australia, except to the extent permitted by those Acts where applicable.

Intellectual Property
1. Where Express Sites has designed or drawn Goods for the Client, then the copyright in those designs and drawings shall remain vested in Express Sites, and shall only be used by the Client at Express Sites discretion.
2. Conversely, in such a situation, where the Client has supplied drawings, Express Sites in its sale conditions may look for an indemnity (the specifications and design of the Goods (including the copyright, design right or other intellectual property in them) shall as between the parties be the property of Express Sites).
3. Where any designs or specifications have been supplied by the Client for manufacture, by or to the order of Express Sites then the Client warrants that the use of those designs or specifications for the manufacture, processing, assembly or supply of the Goods shall not infringe the rights of any third party.

Default & Consequences Of Default
1. Interest on overdue invoices shall accrue from the date when payment becomes due daily until the date of payment at a rate of 2.5% per calendar month and shall accrue at such a rate after as well as before any judgement.
2. If the Client defaults in payment of any invoice when due, the Client shall indemnify Express Sites from and against all Express Sites costs and disbursements including on a solicitor and own client basis and in addition all of Express Sites nominees costs of collection.
3. Without prejudice to any other remedies Express Sites may have, if at any time the Client is in breach of any obligation (including those relating to payment), Express Sites may suspend or terminate the supply of Goods to the Client and any of its other obligations under the terms and conditions. Express Sites will not be liable to the Client for any loss or damage the Client suffers because Express Sites exercised its rights under this clause.
4. If any account remains unpaid at the end of the second month after supply of the goods or services the following shall apply: An immediate amount of the greater of $20.00 or 10.00% of the amount overdue shall be levied for administration fees which sum shall become immediately due and payable.
5. In the event that:
  1. any money payable to Express Sites becomes overdue, or in Express Sites opinion the Client will be unable to meet its payments as they fall due; or
  2. the Client becomes insolvent, convenes a meeting with its creditors or proposes or enters into an arrangement with creditors, or makes an assignment for the benefit of its creditors; or
  3. a receiver, manager, liquidator (provisional or otherwise) or similar person is appointed in respect of the Client or any asset of the Client;
    
    Then without prejudice to Express Sites other remedies at law
    - Express Sites shall be entitled to cancel all or any part of any order of the Client which remains unperformed in addition to and without prejudice to any other remedies; and
    - all amounts owing to Express Sites shall, whether or not due for payment, immediately become payable.

Title
1. It is the intention of Express Sites and agreed by the Client that property in the Goods shall not pass until:
  1. The Client has paid all amounts owing for the particular Goods, and
  2. The Client has met all other obligations due by the Client to Express Sites in respect of all contracts between Express Sites and the Client, and that the Goods shall be kept separate until Express Sites shall have received payment and all other obligations of the Client are met.
2. It is further agreed that:
  1. Until such time as ownership of the Goods shall pass from Express Sites to the Client Express Sites may give notice in writing to the Client to return the Goods or any of them to Express Sites. Upon such notice the rights of the Client to obtain ownership or any other interest in the Goods shall cease.
  2. If the Client fails to return the Goods to Express Sites then Express Sites or Express Sites agent may enter upon and into land and premises owned, occupied or used by the Client, or any premises as the invitee of the Client, where the Goods are situated and take possession of the Goods, without being responsible for any damage thereby caused.
  3. The Client is only a bailee of the Goods and until such time as Express Sites has received payment in full for the Goods then the Client shall hold any proceeds from the sale or disposal of the Goods on trust for Express Sites.
  4. The Client shall not deal with the money of Express Sites in any way which may be adverse to Express Sites.
  5. Receipt by Express Sites of any form of payment other than cash shall not be deemed to be payment until that form of payment has been honoured, cleared or recognised and until then Express Sites ownership of rights in respect of the Goods shall continue.
  6. The Client shall not charge the Goods in any way nor grant nor otherwise give any interest in the Goods while they remain the property of Express Sites.
  7. Express Sites may require payment of the Price or the balance of the Price due together with any other amounts due from the Client to Express Sites arising out of these terms and conditions, and Express Sites may take any lawful steps to require payment of the amounts due and the Price.
  8. Express Sites can issue proceedings to recover the Price of the Goods sold notwithstanding that ownership of the Goods may not have passed to the Client.
  9. Until such time the Client has Express Sites authority to convert the goods into other products and if the goods are so converted, the parties agree that Express Sites will be the owner of the end products.

Security and Charge
1. Notwithstanding anything to the contrary contained herein or any other rights which Express Sites may have howsoever:
  1. Where the Client and/or the Guarantor (if any) is the owner of land, realty or any other asset capable of being charged, both the Client and/or the Guarantor agree to mortgage and/or charge all of their joint and/or several interest in the said land, realty or any other asset to Express Sites or Express Sites nominee to secure all amounts and other monetary obligations payable under the terms and conditions. The Client and/or the Guarantor acknowledge and agree that Express Sites (or Express Sites nominee) shall be entitled to lodge where appropriate a caveat, which caveat shall be released once all payments and other monetary obligations payable hereunder have been met.
  2. Should Express Sites elect to proceed in any manner in accordance with this clause and/or its sub-clauses, the Client and/or Guarantor shall indemnify Express Sites from and against all Express Sites costs and disbursements including legal costs on a solicitor and own client basis.
  3. To give effect to the provisions of clause [14.1 (a) and (b)] inclusive hereof the Client and/or the Guarantor (if any) do hereby irrevocably nominate constitute and appoint Express Sites or Express Sites nominee as the Client's and/or Guarantor.s true and lawful attorney to execute mortgages and charges (whether registerable or not) including such other terms and conditions as Express Sites and/or Express Sites nominee shall think fit in his/her/its/their absolute discretion against the joint and/or several interest of the Client and/or the Guarantor in any land, realty or asset in favour of Express Sites and in the Client.s and/or Guarantor.s name as may be necessary to secure the said Client.s and/or Guarantor.s obligations and indebtedness to Express Sites and further to do and perform all necessary and other acts including instituting any necessary legal proceedings, and further to execute all or any documents in Express Sites absolute discretion which may be necessary or advantageous to give effect to the provisions of this clause.

Cancellation
1. Express Sites may cancel these terms and conditions or cancel delivery of Goods at any time before the Goods are delivered by giving written notice. Express Sites shall not be liable for any loss or damage whatever arising from such cancellation.
2. At Express Sites sole discretion the Client may cancel delivery of Goods and/or Services. In the event that the Client cancels delivery of Goods and/or Services the Client shall be liable for any costs incurred by Express Sites up to the time of cancellation.

Privacy Act 1988
1. The Client and/or the Guarantor/s agree for Express Sites to obtain from a credit-reporting agency a credit report containing personal credit information about the Client and Guarantor/s in relation to credit provided by Express Sites.
2. The Client and/or the Guarantor/s agree that Express Sites may exchange information about Client and Guarantor/s with those credit providers named in the Application for Credit account or named in a consumer credit report issued by a reporting agency for the following purposes:
  1. To assess an application by Client;
  2. To notify other credit providers of a default by the Client;
  3. To exchange information with other credit providers as to the status of this credit account, where the Client is in default with other credit providers; and
  4. To assess the credit worthiness of Client and/or Guarantor/s.
3. The Client consents to Express Sites being given a consumer credit report to collect overdue payment on commercial credit (Section 18K(1)(h) Privacy Act 1988).
4. The Client agrees that Personal Data provided may be used and retained by Express Sites for the following purposes and for other purposes as shall be agreed between the Client and Express Sites or required by law from time to time:
  1. provision of Services & Goods;
  2. marketing of Services and or Goods by Express Sites, its agents or distributors in relation to the Services and Goods;
  3. analysing, verifying and/or checking the Client.s credit, payment and/or status in relation to provision of Services/Goods;
  4. processing of any payment instructions, direct debit facilities and/or credit facilities requested by Client; and
  5. enabling the daily operation of Client.s account and/or the collection of amounts outstanding in the Client.s account in relation to the Services and Goods.
5. Express Sites may give, information about the Client to a credit reporting agency for the following purposes:

Unpaid Express Sites Rights To Dispose Of Goods
1. In the event that:
  1. Express Sites retains possession or control of the Goods; and
  2. payment of the Price is due to Express Sites; and
  3. Express Sites has made demand in writing of the Client for payment of the Price in terms of this contract; and
  4. Express Sites has not received the Price of the Goods, then, whether the property in the Goods has passed to the Client or has remained with Express Sites, Express Sites may dispose of the Goods and may claim from the Client the loss to Express Sites on such disposal.

Lien & Stoppage in Transit
1. Where Express Sites has not received or been tendered the whole of the price, or the payment has been dishonoured, Express Sites shall have:
  1. a lien on the goods;
  2. the right to retain them for the price while Express Sites is in possession of them;
  3. a right of stopping the goods in transit whether or not delivery has been made or ownership has passed; and
  4. a right of resale,
  5. the foregoing right of disposal, provided that the lien of Express Sites shall continue despite the commencement of proceedings or judgement for the price having been obtained.

General
1. If any provision of these terms and conditions shall be invalid, void or illegal or unenforceable the validity existence, legality and enforceability of the remaining provisions shall not be affected, prejudiced or impaired.
2. All Goods supplied by Express Sites are subject to the laws of Queensland and Express Sites takes no responsibility for changes in the law which affect the Goods supplied.
3. Express Sites shall be under no liability whatever to the Client for any indirect loss and/or expense (including loss of profit) suffered by the Client arising out of a breach by Express Sites of these terms and conditions.
4. In the event of any breach of this contract by Express Sites the remedies of the Client shall be limited to damages. Under no circumstances shall the liability of Express Sites exceed the Price of the Services.
5. The Client shall not set off against the Price amounts due from Express Sites.
6. Express Sites may license or sub-contract all or any part of its rights and obligations without the Client.s consent.
7. Express Sites reserves the right to review these terms and conditions at any time and from time to time. If, following any such review, there is to be any change in such terms and conditions, that change will take effect from the date on which Express Sites notifies the Client of such change.
8. Neither party shall be liable for any default due to any act of God, war, terrorism, strike, lock out, industrial action, fire, flood, drought, storm or other event beyond the reasonable control of either party.

Return to top