Terms & Conditions

Effective Date: 1 January 2026

1. Definitions and Interpretation

In these Terms and Conditions:

• "Company" means J West (Aust) Pty Ltd, ABN 87 696 753 349, ACN 696 753 349, incorporated in Western Australia.
• "Client" means the person or entity engaging the Company's services.
• "Services" means the professional services and consulting provided by the Company as described on this website or agreed in writing.
• "Website" means jwestaustpty.site.
• "Agreement" means these Terms and Conditions together with any service agreement or proposal executed between the Company and the Client.

2. Application of Terms

These Terms and Conditions apply to all engagements of the Company's Services unless otherwise agreed in writing. By engaging the Company, the Client accepts these Terms and Conditions in their entirety. The Company may update these terms from time to time, and the current version will always be available on the Website.

3. Australian Consumer Law

Nothing in these Terms and Conditions excludes, restricts, or modifies any rights the Client may have under the Australian Consumer Law (Schedule 2 to the Competition and Consumer Act 2010 (Cth)) or any other applicable legislation that cannot be excluded or modified by agreement.

Where the Company provides Services to a Client who acquires the Services for personal, domestic, or household use or consumption, the Client is entitled to the guarantees under the Australian Consumer Law, including that the Services will be rendered with due care and skill and are reasonably fit for the purpose for which they are supplied.

4. Scope of Services

The scope of Services to be provided by the Company will be set out in a written proposal, service agreement, or statement of work. The Company will use reasonable skill and care in providing the Services, but does not guarantee any specific outcome unless expressly stated in writing.

5. Client Obligations

The Client agrees to:

• provide the Company with timely access to all information, materials, and personnel reasonably required for the provision of the Services;
• ensure that all information provided to the Company is accurate and complete;
• comply with all applicable laws and regulations in connection with the engagement; and
• make payments in accordance with the agreed terms.

6. Fees and Payment

Fees for the Services will be as agreed in the relevant service agreement or proposal. Unless otherwise agreed:

• invoices are payable within 30 days of the date of invoice;
• the Company reserves the right to charge interest on overdue amounts at a rate of 2% per annum above the Reserve Bank of Australia cash rate;
• all fees are quoted in Australian dollars (AUD) and are exclusive of GST unless otherwise stated.

7. Limitation of Liability

To the fullest extent permitted by law, and subject to any non-excludable rights under the Australian Consumer Law:

• the Company's total aggregate liability arising out of or in connection with the Agreement, whether in contract, tort (including negligence), statute, or otherwise, is limited to the lesser of: (a) the total fees paid or payable by the Client under the relevant engagement; and (b) the amount of $100,000.00 (one hundred thousand Australian dollars);
• the Company is not liable for any indirect, incidental, special, consequential, or punitive losses, including but not limited to loss of profits, loss of revenue, loss of data, loss of opportunity, or loss of business, arising out of or in connection with the Agreement; and
• the Company is not liable for any loss or damage arising from any delay or failure to perform its obligations where such delay or failure is caused by events beyond its reasonable control.

8. Intellectual Property

8.1 All intellectual property rights in any materials, methodologies, tools, frameworks, or know-how owned by the Company prior to the commencement of the engagement ("Background IP") remain the property of the Company.

8.2 Subject to payment of all fees in full, the Client is granted a non-exclusive, non-transferable licence to use any deliverables produced by the Company under the engagement ("Foreground IP") for the purpose for which they were intended. Unless otherwise agreed in writing, ownership of the Foreground IP transfers to the Client upon full payment of all outstanding fees.

8.3 The Client must not reproduce, modify, distribute, or commercially exploit any Background IP without the Company's prior written consent.

8.4 The Client retains ownership of all intellectual property in materials provided to the Company for the purpose of the engagement ("Client IP"). The Client grants the Company a non-exclusive licence to use the Client IP solely for the purpose of providing the Services.

9. Confidentiality

Each party agrees to keep confidential all confidential information received from the other party in connection with the Agreement, and will not disclose such information to any third party without the prior written consent of the disclosing party, except as required by law or as necessary for the performance of the Agreement.

10. Termination

10.1 Either party may terminate the Agreement immediately by written notice if the other party:

• commits a material breach of the Agreement that is not capable of remedy;
• commits a material breach that is capable of remedy and fails to remedy that breach within 14 days of receiving notice requiring it to be remedied;
• becomes insolvent, enters into any arrangement with creditors, or has a receiver, liquidator, or administrator appointed; or
• ceases to carry on business.

10.2 Either party may terminate the Agreement for convenience by providing 30 days' written notice to the other party.

10.3 Upon termination:

• the Client must pay the Company for all Services rendered and expenses incurred up to the date of termination;
• each party must return or destroy the other party's confidential information in its possession; and
• any accrued rights or remedies of either party will not be affected.

11. Dispute Resolution

If a dispute arises out of or in connection with the Agreement, the parties will endeavour to resolve it by good faith negotiation. If the dispute is not resolved within 30 days of one party giving written notice of the dispute to the other, either party may refer the dispute to mediation administered by a mediator agreed by the parties, or in the absence of agreement, a mediator nominated by the Law Society of Western Australia.

12. Governing Law

The Agreement is governed by and must be construed in accordance with the laws of the State of Western Australia. Each party submits to the exclusive jurisdiction of the courts of Western Australia and the Commonwealth of Australia in respect of any proceedings arising out of or in connection with the Agreement.

13. Severability

If any provision of these Terms and Conditions is held to be invalid, illegal, or unenforceable, the remaining provisions will continue in full force and effect. The invalid provision will be read down to the extent necessary to make it valid, or if it cannot be read down, will be severed from these terms.

14. Waiver

A failure or delay by either party in exercising any right under the Agreement does not constitute a waiver of that right. A waiver of any breach of the Agreement will not constitute a waiver of any subsequent breach.

15. Entire Agreement

These Terms and Conditions, together with any service agreement or proposal executed between the parties, constitute the entire agreement between the parties and supersede all prior negotiations, representations, and agreements relating to the subject matter.

16. Contact

For questions about these Terms and Conditions, please contact:

J West (Aust) Pty Ltd
ABN 87 696 753 349
ACN 696 753 349
Western Australia 6107
Email: [email protected]
Website: jwestaustpty.site