Terms and Conditions

This document defines the terms and conditions of our working relationship. Unless otherwise agreed to in writing by both the parties, the terms of this Agreement will commence on the date specified.

All services that Metro Utility Worx may be contracted to produce or provide to our client (referred to as CLIENT) will be subject to the following:

As used herein and throughout this Agreement:

“Agreement” means the entire content of this Terms and Conditions document, the Written Proposal document(s) (if any), Schedule(s) (if any), together with any other Supplements.

“Content” means all materials, information, photography, writings and other creative content.

“Copyrights” means the property rights in original works of authorship, expressed in a tangible medium of expression, as defined and enforceable under Australian and International Copyright Law.

“Deliverables” means the services and work product specified in the Written Proposal (if any) to be delivered by Metro Utility Worx to the Client, in the form and media specified in the written Proposal (if any).

“Services” means all services and the work product to be provided to Client by Metro Utility Worx as described and otherwise further defined in the Written Proposal (if any).

“Trademarks” means trade names, words, symbols, designs, logos or other devices or designs used in the Final Deliverables.

“Open Source Software” (if relevant) means computer software that is available in source code form for which the source code and certain other rights normally reserved for copyright holders are provided under a software license that permits users to study, change, and improve the software.

“Ongoing Management” means the ongoing work we are engaged to undertake. 

1. Authorisation

The CLIENT authorises Metro Utility Worx to perform the services outlined in this agreement on the CLIENTS’ behalf.

2. Agreement Scope and Period

Services supplied, costs and rates are limited to what is specifically set forth in this agreement. Any additional services will require an additional agreement. We reserve the right to adjust our service and rates after this period.

3. Costs and Fees

Changes and additions outside of the scope of this document will be quoted and invoiced to the CLIENT. The CLIENT will be advised of all costs, changes and additions before commencement of the additional work. Fees for professional services do not include outside purchases. Expenses are itemised on each invoice. Expenses are subject to GST.

4. Production/Delivery Schedules

Production/Delivery schedules will be established and adhered to by both the CLIENT and Metro Utility Worx. Where production/delivery schedules are not adhered to by the CLIENT, final delivery date or dates will be adjusted accordingly. Additional costs may be charged for CLIENT delays, if the delays result in an increase in time to manage or deliver the services.

5. Overtime

Estimates are based on a reasonable time schedule, and may be revised to take into consideration the CLIENT’s requested “Priority Scheduling”. Requested priority schedules that require overtime and weekend work will be subject to 60% markup at an hourly rate. Overtime is defined as between 6.00pm – 9.00am Monday to Friday, all day Saturday, Sunday and public holidays, unless otherwise agreed.

6. Payment

6.1 The CLIENT agrees to pay Metro Utility Worx in accordance with the terms specified in each proposal/estimate. Unless otherwise specified, all balances due are payable upon completion of key stages of the project.

6.2 If the CLIENT fails to pay any invoice, Metro Utility Worx reserves the right to withdraw from the project along with any associated materials or refuse completion and/or delivery of work until past due balances are paid. All materials or property belonging to the CLIENT, as well as work performed, may be retained as security until all just claims against the CLIENT are satisfied. Metro Utility Worx will charge a late payment fee of 5% per month on the outstanding amount. The CLIENT is responsible for any debt collection fees which may come due.

6.3 In the event of cancellation of the project prior to completion, the CLIENT must pay Metro Utility Worx a fee for work completed, based on the contract price and the expenses already incurred.

7. Confidentiality

Metro Utility Worx will not disclose to any third party or use, other than for the purposes of this agreement, any knowledge or information imparted to or obtained by it during or in connection with the fulfilment of this agreement, which is of a secret or confidential nature relating to the business, equipment, processes, products, services or business strategies offered or employed by the CLIENT.

This obligation of confidence will cease to apply in relation to information that Metro Utility Worx is required to disclose by any law, or which becomes part of the public domain other than as the result of a breach by Metro Utility Worx of its obligations of confidence under this Agreement.

8. Subcontractors

Metro Utility Worx reserves the right to assign subcontractors or external suppliers. Any subcontractors or external suppliers will be bound to the terms of this agreement.

9. Promotion

Metro Utility Worx is confident that the CLIENT’s expectations will be exceeded and as such is notifying the CLIENT that Metro Utility Worx reserves the right to use the CLIENT’s job as point of reference in is advertising. 

10. Force Majeure

Metro Utility Worx shall not be deemed in breach of this Agreement if Metro Utility Worx is unable to complete the Services or any portion thereof by reason of fire, earthquake, labor dispute, act of God, death, illness or incapacity of Metro Utility Worx or any local, state, federal, national or international law, governmental order or regulation or any other event beyond Metro Utility Worx’s control (collectively, “Force Majeure Event”). Upon occurrence of any Force Majeure Event, Metro Utility Worx shall give notice to the CLIENT of its inability to perform or of delay in completing the Services and shall propose revisions to the schedule for completion of the Services.

11. Limitation of Liability

The services and the work product of Metro Utility Worx are sold “as is.” In all circumstances, the maximum liability of its Directors, Officers, Employees, Design Agents and Affiliates (“Metro Utility Worx parties”), to the CLIENT for damages for any and all causes whatsoever, and the CLIENT’s maximum remedy, regardless of the form of action, whether in contract, tort or otherwise, shall be limited to the net cost of this project as specified in this Agreement. In no event shall Metro Utility Worx be liable for any lost data or content, lost profits, business interruption or for any indirect, incidental, special, consequential, exemplary or punitive damages arising out of or relating to the materials or the services provided by Metro Utility Worx even if Metro Utility Worx has been advised of the possibility of such damages, and notwithstanding the failure of essential purpose of any limited remedy.

12. Termination

Either party may terminate this Agreement by giving 30 days written notice to the other of such termination. In the event that work is postponed or terminated at the request of the CLIENT, Metro Utility Worx shall have the right to bill pro rata for work completed through to the date of that request, while reserving all rights under this Agreement.

If additional payment is due, this shall be payable within fourteen days of the CLIENT’s written notification to stop work. In the event of termination, the CLIENT shall also pay any expenses incurred by Metro Utility Worx and Metro Utility Worx shall own all rights to the work. The CLIENT shall assume responsibility for collection of all legal fees necessitated by default in payment.