Our General Terms and Conditions guide

This guide summarises General Terms and Conditions v3.6. The agreement page has also linked a PDF labelled v3.7; confirm the versions and variations incorporated into your Service Agreement. Read each summary with the complete clause, applicable Schedule and rights that cannot lawfully be excluded.

Key facts

Clause 1: definitions and key terms

Clause 1 defines the capitalised terms that carry weight elsewhere. Business Hours are 0700 to 1900 AEST/AEDT on a Business Day; the general 36-month Minimum Service Period is subject to the Professional Services exclusion and any different period in the Service Description or Service Order; the Service Commencement Date is the earliest of our ready-for-use notice, first customer use, or an agreed date; Written Notice means "a Service Order executed and authorised by the Customer". A Service Level is only what is written under the heading "Service Level" in a Service Description. Customer Data and Customer Records are distinct, and co-location data is excluded from both. Recovery Point Objective is defined; Restore Time Objective is used in clause 3.17 but not defined. Fees and the Service Agreement itself are our Confidential Information.

Clause 2: how a Service Agreement is formed and which document prevails

A Service Agreement is the Service Order plus the General Terms and Conditions, the Acceptable Use Policy and the relevant Schedule, in the versions posted on our website at the time. Where they conflict the first listed prevails: Service Order, then general terms, then Schedules, then Acceptable Use Policy. Variations must be in writing and signed by both parties, subject to express exceptions, including renewal or variation under clause 2.10 by email, fax or continued use in its specified circumstances, Acceptable Use Policy changes (we may post an update at our discretion), Service Description updates and shared services changes. Both parties agree to act in good faith, but we reserve the right to act without reference to that obligation wherever the terms say "in its discretion".

Clause 2: service term, renewal and Minimum Service Period

Services other than Professional Services have a default initial 36-month Minimum Service Period from the Service Commencement Date, unless the Service Description or Service Order states otherwise. Before the period ends the customer gives Written Notice to renew (in further 36 month periods unless we advise otherwise) or not. If no notice is given and any Service is still used, every Service on that agreement extends for three months, Service Levels do not apply, and Fees revert to full list price; the Service Period then ends unless a Variation extends it. Early-termination payments depend on the termination ground, applicable Schedule and agreed variations; they should not be assumed to apply identically to every early exit.

Clause 3: service delivery and service levels

We must perform "with due skill and care" and within any agreed timescales, keep our Personnel properly qualified, and replace an individual at our own cost if the customer is dissatisfied after escalation. We "must meet or exceed any Service Level" except to the extent a failure is contributed to by a Reasonable Excuse. Service Levels are measured with our tools and the results are "final and binding on Customer". Service-specific credits and remedies should be checked in the applicable Schedule. The General Terms also provide remedies, including a pro-rata prepaid-fee refund under clause 3.28 for a qualifying termination following a material Service Description change; clause 27.8 addresses cumulative rights and remedies. Moves, adds and changes are for an additional Fee.

Clause 1 and 3: Reasonable Excuse exclusions

Reasonable Excuse is the principal carve-out. It covers failures arising from the customer's own scripts, data, equipment, testing or monitoring agents; outages the customer requested; acts or omissions of the customer's personnel; third party software we use; Emergencies; customer system administration; the customer failing to follow advice or to respond to incidents; third party acts including damage to networks; and anything a Schedule or Service Order adds. The test is "contributed to by", not "caused by", so a partial customer-side contribution engages it to that extent.

Clause 3: scheduled maintenance and emergencies

Clause 3.10 requires best efforts to perform Scheduled Maintenance within the relevant Schedule's windows or at other times with at least 3 Business Days' prior notice, and with minimum disruption. An Emergency is any event which in our reasonable opinion threatens or causes major disruption requiring immediate action; we give as much notice as is practical, the Service may be unavailable, and we use best efforts to restore service. An Emergency is a Reasonable Excuse only to the extent it causes or contributes to the failure. The standard maintenance windows themselves are in the applicable service schedules.

Clause 3: backup and disaster recovery obligations

Where a Schedule expressly includes backups, our duty is to run the backup software at the agreed intervals and re-run any backup the software reports as failed after fixing the root cause; a restore returns only the version that existed at backup time, corrupted or not. Where backups are not included, the customer must take its own regular and complete backups and keep duplicate copies of everything given to us. DRaaS (emPOWER IT Continuity Services) is limited to restoring Customer Data and Software to the agreed Restore Time Objective and Recovery Point Objective in the Schedule. Antivirus on customer equipment is the customer's responsibility unless a Service Description says otherwise.

Clause 3 and 13: third party software and licensor terms

Where a Service embeds third party technology, we use best efforts to supply the vendor's terms at signing, but the customer must comply with them "whether or not they have been brought to the attention of Customer". If the customer breaches them the vendor may require us to terminate that part of the Service without liability. Software the customer installs on our managed equipment must be properly licensed, with licence evidence available within 5 Business Days of request. Clause 12.5 permits us to vary the relevant Fees "by the same proportion" from the date the third party changes its charges; it does not automatically change every fee.

Clause 3: Service Description variation and customer remedies

We may update a Service Description at our discretion, effective 30 days after notice (which may be a website posting). If the update would deprive the customer of "more than an insubstantial benefit", the customer may object within 7 days. If no alternative is agreed within 14 days and we do not withdraw the update within 21 days, the customer may continue or terminate the affected Service only, by Written Notice before day 30, with the clause's pro-rata refund of prepaid Fees as its stated remedy, subject to applicable rights that cannot lawfully be excluded. All windows run from our original notice date.

Clause 3: service suspension and cancellation

Separately from breach, we may suspend or cancel a Service, without Fees accruing during suspension, where its upstream contractor suspends or cancels it, where a feature is replaced by newer technology or reaches end of life, where provision becomes impractical for legal or regulatory reasons, or where we reasonably suspect a security compromise. Notice is "as much as is reasonably possible" with no fixed minimum, and both parties must use best efforts to limit the effect. The terms do not say whether an Early Termination Payment is waived or a refund paid if we cancel mid-term. We may also charge to rectify faults caused by the customer ignoring written advice.

Clause 4: reporting, review and audit rights

Within 5 Business Days of each month end we provide standard reports on performance against key metrics including Service Levels. Each party appoints an Account Representative; the parties meet every 6 months to review the Services. We keep Records for the Term and 7 years afterwards. The customer or its auditors may audit those Records on 5 Business Days notice, or 1 Business Day where a regulator requires it, with access to premises and the opportunity to interview personnel. Discuss the scope and cost of a general audit with our team before arranging it.

Clause 5: shared services and infrastructure control

Where a Service runs on a shared blueAPACHE Environment, we may at our discretion and without consent install updates or new releases that change functions or features, with the Service Description amended automatically, and may replace components with similar or superior ones, with the clause's stated liability exclusion, subject to applicable non-excludable rights. The customer is responsible for its own devices, links and browsers. We retain sole control of our Environment, Facility and Premises, with physical access restricted by clause 5.3. Co-location access rights and the separate audit-access rights in clause 4.14 must also be considered. Clause 5.1 is a separate change mechanism listed in clause 2.5 and provides for automatic Service Description amendment. Confirm which mechanism governs the proposed change rather than treating it as a waiver of all notice or other obligations.

Clause 6: prohibited actions

The customer must not copy, adapt or reverse engineer the software behind the Services, sub-license or transfer any part of the Service, breach the Acceptable Use Policy, access or monitor the Service with any robot, spider, scraper or automated process, bypass access controls, frame or mirror the Service, remove our marks, or allow any part of the Service to become subject to a charge or security interest. If you intend to use automated availability monitoring, agree a permitted method in writing; do not assume the clause grants permission for independent probes. Breach is a termination trigger after a 20 Business Day cure period.

Clause 7: customer obligations

The customer must provide 24 x 7 remote access to all relevant components, keep Customer Software at the current or previous release, keep it properly licensed with licences that permit blueAPACHE to use it, give blueAPACHE direct telephone access to its vendors' support lines, follow the Operations Manual and our directions, maintain its domain registrations, supply complete and accurate information, make knowledgeable personnel available and decisions promptly, and speak with one authorised voice across stakeholders. Where a change of scope, customer failure, negligence, change of law, customer direction, false assumption, third party act or Force Majeure Event costs blueAPACHE more than $500 per event, we may charge the increase and the customer must not unreasonably withhold approval of the Variation.

Clauses 8 and 9: transition in and disengagement

Immediately following the Service Commencement Date, clause 8.1 requires us to confirm the start date, run due diligence, configure monitoring where applicable, provide support documentation, agree a meeting and reporting schedule and advise when Services are ready; the customer promptly supplies access details and approves documentation. At the end of a Service Period blueAPACHE, at no cost, returns customer equipment, removes its own and deletes Customer Data and Software from its Environment. The customer "is solely responsible for ensuring it has taken a copy of all Customer Data" first; clause 9 does not itself promise a post-exit retrieval grace period or included export assistance. Confirm any agreed retention, export format and timing separately. Additional Disengagement Services are quoted separately.

Clause 10: APRA regulated customers

Where the customer is an APRA regulated entity and the Services are a material business activity under Prudential Standard CPS 231, the customer warrants it has met APRA's requirements in appointing blueAPACHE and will keep meeting its ongoing obligations. We will comply with an APRA Request within APRA's statutory authority and promptly notify the customer. The audit-publicity restriction has an exception for coordination with other APRA-regulated institutions that are also service customers. Where the customer requires a BCP under clause 15, clause 10.4 specifies ten minimum elements, review and update when the customer notifies us of changes to its plan, joint tests every 6 months or when reasonably requested, and results within 7 days of the test's end. The customer may require a joint technical review of security measures. Clauses 10.5 and 10.7 allocate the costs of the clause 10.4 BCP work and clause 10.6 review respectively to the customer at the specified rates as Professional Services. The technical-review right has disclosure limits. The terms reference CPS 231 rather than CPS 230.

Clause 11: consumer guarantees and warranty against defects

Where the Australian Consumer Law applies, our warranty against defects operates alongside your statutory rights. Claim periods and remedies vary by product and service. Contact our team promptly about a defect and check the warranty provisions in your applicable agreement. We can clarify the claim process and the details relevant to your purchase.

Clause 12: fees, payment and invoicing

Unless the Service Order states otherwise, fixed Fee Services are monthly in advance from the Service Commencement Date. Usage-based billing applies where specified in the Service Order and is monthly in arrears subject to Minimum Spend; clause 12.2 permits rounding up usage, for example 1.4GB to 2GB. Direct debit on the due date is the default; EFT or cheque within 14 days needs our written agreement and credit approval. Invoices for advance amounts are issued at least 15 days before the due date. The non-cancellation, non-refund and no-set-off provisions apply to the extent permitted by law, alongside specific contractual refund rights and non-excludable statutory remedies. GST is added. Clause 12.5 permits proportionate changes to relevant Fees from the date a third party varies its charges. Clause 12.6 is separate: where the Service Order uses an Agreed Rate, an exchange-rate variation may take effect from the end of the month in which the rate changed. Check the conditions for each mechanism.

Clause 12: late payment and invoice disputes

We may charge late-payment interest at 4 per cent over the Reserve Bank of Australia Cash Rate, calculated daily from the overdue date to receipt. A disputed invoice must still be paid in full by the due date; the customer then has 60 Business Days from the invoice date to notify the error in writing with calculations and evidence. If we agree, an error in the customer's favour is credited to the next invoice (or paid if it was the final period); an error in our favour is invoiced and payable within 14 days. Disputing our determination requires a Dispute Notice within 10 Business Days. Missing either window "irrevocably waives" the right to a correction, except for fraud.

Clause 13: intellectual property rights

Each party keeps its pre-existing IP. The customer owns Customer Data, Customer Records and co-location data and grants blueAPACHE a limited licence to use them only to perform the Services during the Service Period. The Operations Manual, Performance Tools and Service Software may incorporate intellectual property belonging to us or our licensors. The agreement distinguishes these rights from customer-owned materials; it does not say we own everything used to deliver the Services. Deliverables from Professional Services are licensed, not assigned: once paid for, a worldwide, royalty-free, non-exclusive licence for internal use "during the Service Period", which does not obviously survive exit. Each party may reference the relationship in marketing, but using the other's logos needs written consent.

Clause 14: take down notices and Customer Data

We are not responsible for the content or accuracy of Customer Data and will not access, delete or vary it except as the Service Order specifies or the law requires, naming the Telecommunications Act 1997 and the Telecommunications (Interception and Access) Act 1979. The customer must promptly notify us of any ACMA take-down notice or Telecommunications Industry Ombudsman direction and comply with it. We may intercept, remove or block Customer Data we believe breaches the agreement, and may remove without notice anything we believe in our absolute discretion may breach the agreement or expose blueAPACHE to harm or liability; provided we act in good faith the customer may not dispute the action.

Clause 15: business continuity management

Integration of our Services into a customer's business continuity plan is on request, not automatic; blueAPACHE "will not unreasonably refuse". The resulting Action Plan is created, maintained and updated at the customer's cost, and any work we perform when the plan is activated is charged at the Action Plan's rates, the Service Order's Time and Materials Rates, or our then current rates, as a Professional Service. This is distinct from DRaaS, which is a contracted Service with defined recovery objectives. APRA regulated customers have the additional clause 10.4 content and testing requirements.

Clause 16: confidentiality

The regime is mutual. Confidential Information is anything marked confidential, identified orally and confirmed in writing within 30 days, or reasonably understood to be confidential. Our Confidential Information expressly includes the Service Agreement and the Fees, so disclosure of pricing is subject to the clause's permitted-disclosure provisions and exceptions; the customer's includes Customer Data, Customer Records and Customer Software. Disclosure is permitted to personnel and affiliates under equivalent written obligations on a need-to-know basis, and to lawyers, bankers, auditors, accountants and insurers. Standard exceptions apply, including compelled disclosure with prompt notice. Breach is capped at $1 million per event or series of connected events and $2 million aggregate, and is a termination trigger.

Clause 17: information security obligations

The customer is solely responsible for the content and lawfulness of Customer Data and for its own record-keeping compliance. We must take all reasonable steps to prevent unauthorised physical or electronic access to Customer Records or Customer Data, implement practices to protect Customer Records against loss, corruption and malicious or accidental deletion, and implement the security features in the relevant Schedule. We must provide Customer Records within 10 Business Days of request, back up Customer Data only to the extent the Service Order says, and never use Customer Data for marketing or profiling or encumber it. The customer must follow our security directions and report suspected compromises promptly. The cap is $1 million per event or series of connected events, $2 million aggregate.

Clause 18: data protection and privacy

Each party complies with the Privacy Act 1988 (Cth) "as though it were bound" by it, uses Personal Information only for the agreement and its administration, and limits onward disclosure. For an eligible data breach involving Personal Information provided by the other party, clause 18.4 requires immediate notice to that party and within 24 hours of discovery of the eligible breach, with required OAIC and/or affected-individual information and cooperation. Third-party disclosure requires prior written approval unless the non-breaching party fails to make a legally required notification and the breaching party is itself legally required to notify. Statutory reporting duties and deadlines still apply. Overseas transfer is prohibited without consent, but the customer gives a standing consent covering the US, any EU Member State, the UK, any country we or our contractors provide Services from, and any country in our privacy policy, where necessary or convenient to meet our service obligations. The customer warrants it has individual consents and that it will not give blueAPACHE GDPR-regulated personal data.

Clause 19: liability and indemnity

Subject to the full clause and rights that cannot lawfully be excluded, clause 19 excludes indirect and consequential loss, loss of profits, revenue, savings, data (except as clause 19.4 allows), business interruption and goodwill. The general cap per single claim is the greater of amounts paid in the three months before the claim arose or $25,000. Sub-caps: data loss is excluded unless we had and breached a backup or DR obligation, in which case liability is the cost of restoring to the last Recovery Point Objective; co-location data loss is excluded; death, injury and tangible property damage from our negligence are capped at $5 million per event or series of connected events and $10 million aggregate; breaches of confidentiality, security, privacy and the IP indemnity at $1 million per event or series of connected events and $2 million aggregate. The customer gives an uncapped indemnity for security breaches, licence misuse (including retrospective licence fees), Customer Data content claims, wilful or negligent acts, and injury or property damage, except to the extent the loss was caused solely by our breach of the Service Agreement or the negligence of blueAPACHE or its Personnel. These summaries remain subject to applicable law.

Clause 20: intellectual property indemnity

We indemnify the customer against claims that use of a Deliverable or Service in accordance with the agreement infringes an Intellectual Property Right enforceable in Australia, provided the customer notifies promptly, makes no admissions, gives blueAPACHE sole conduct of the defence and provides assistance. It does not apply to use outside the agreement, combinations with other products, third party modifications, or continued use after a fix is offered. We may procure a right to continue, replace or modify the item, or, if neither is commercially reasonable in our discretion, terminate the item and pay up to the Fees paid for the Deliverable or 12 months of Fees for the Service. The clause describes this as the sole contractual IP-infringement remedy, with clause 19.4(e)'s $1 million per event or series of connected events and $2 million aggregate limits; applicable non-excludable rights still need to be considered.

Clause 21: risk, title, PPSR and insurance

Title to the blueAPACHE Environment never passes to the customer; the customer keeps title and risk in its own equipment, software and data and must insure them for full replacement value against all risks including malicious code. Allocated IP addresses may only be used for the relevant Service and may be re-assigned when it ends. The customer must not register a PPSR security interest against us, on pain of termination. We maintain public liability cover of at least $10 million per occurrence and in the annual aggregate, professional indemnity of at least $1 million, workers' compensation, and any cover named on the Service Order, with evidence on request. The general insurance list does not itself specify cyber cover. Confirm any additional insurance required by the Service Order and request the relevant evidence.

Clause 22: non-solicitation restraint

For 12 months after the last day of performance neither party may, without written consent, employ, contract or otherwise engage, directly or indirectly, or cause anyone else to engage, the other party's employees who provided Services or dealt with the other party in the previous 12 months, or the other party's contractors where the work is the same or similar. It covers indirect arrangements through recruiters and people who merely "dealt with" the other side. Customers planning to bring managed services staff in-house at exit should address this on the Service Order.

Clause 23: force majeure

Neither party is liable for delay or failure caused by a Force Majeure Event, which includes weather and natural disasters, pandemic, terrorism and war, telecommunications failures outside the blueAPACHE Environment, malicious code that current antivirus could not have prevented, industrial and government action, insolvency of a material subcontractor, and anything beyond reasonable control. Performance is suspended to that extent. If the delay exceeds 20 Business Days the other party may terminate immediately by written notice, and the customer must then pay for Services to the termination date and the Early Termination Payment under the Schedule, whichever party terminated and whichever was affected.

Clause 24: termination rights

The customer may terminate immediately by Written Notice if blueAPACHE breaches any provision and does not remedy it within 20 Business Days of notice, ceases business, or becomes Insolvent. We may terminate or suspend part or all of the agreement if the customer fails to pay within 5 Business Days of notice, breaches clauses 6, 13.6 to 13.13, 14.2, 16, 18, 21.4 or 27.4 without remedy in 20 Business Days, ceases business, becomes Insolvent, or undergoes a change of control, which includes a change of a majority of the board. During a suspension for breach, Fees continue and reinstatement Fees may apply. Note that customer termination requires Written Notice, meaning an executed Service Order.

Clause 25: consequences of termination

Clause 25 preserves amounts payable and accrued liabilities and does not itself create a refund entitlement. Read it alongside specific refund rights, agreed variations and non-excludable legal rights. At the end of the agreement the customer must immediately pay any unmet Minimum Service Period or Minimum Spend amounts, return our property or be charged full replacement value, and delete or return all Deliverables and blueAPACHE IP, whose licence terminates immediately. Each party returns or certifies destruction of the other's Confidential Information, Customer Records and Personal Information, save copies retained by law. Customer Data extraction is governed by clause 9, not clause 25.

Clause 26: dispute resolution

Before court proceedings a party must issue a Dispute Notice; representatives meet within 3 Business Days; if unresolved after 10 Business Days each party refers the dispute within 3 Business Days to a senior representative not devoted to the agreement day to day; the senior representatives meet within a further 10 Business Days; and only if still unresolved 10 Business Days after that meeting may either party sue. The clause contains separate deadlines and permits agreed extensions; do not replace them with a single assumed minimum duration. Urgent equitable relief and disputes about whether the agreement was validly terminated are excluded from the process. There is no arbitration clause; Victorian law and courts apply.

Clause 27: general provisions and governing law

Clause 27.1 generally requires signed written notices delivered by hand or post to the agreement address and permits blueAPACHE to email the customer. Specific mechanisms, including clause 2.10's renewal/variation provisions, must be considered separately. Post is deemed received 3 Business Days after posting, blueAPACHE email within 1 Business Day. Clause 27.6 generally requires waivers, amendments and modifications to be in writing and signed by both parties, subject to clause 12.14. The agreement also contains express variation mechanisms, including the exceptions in clause 2.5 and renewal by email, fax or continued use under clause 2.10. Severability, cumulative remedies and no-partnership provisions are standard. The entire agreement clause supersedes prior negotiations and expressly excludes the customer's purchase order terms, so ensure relied-on commitments are recorded in the incorporated agreement documents or an effective agreed variation. Electronic execution including DocuSign is permitted. Governing law is Victoria with exclusive jurisdiction in its courts.

Clause 27: subcontracting and assignment

The customer may not transfer, assign or novate the agreement without our prior written consent. Clause 27.4 permits us to transfer, assign, novate or subcontract without the customer's prior written consent. Clause 27.5 keeps us liable for subcontractors as for our own employees. These clauses do not create a blanket waiver of notification duties elsewhere in the agreement or law. Confirm any supplier identity, location and change-notification requirements because clause 18.3 addresses overseas transfers to countries from which we or our contractors provide Services. Regulated customers with fourth-party obligations should negotiate a notification right.

Overview: how the terms can change

Three mechanisms differ in formality. A Variation generally requires both signatures, subject to express contractual mechanisms such as clause 2.10 and the specified pricing and service-change provisions. The Acceptable Use Policy changes when we post a new version. A Service Description changes 30 days after notice with a limited objection right, and shared environment changes under clause 5.1 amend the Service Description automatically. The issue date of v3.6 itself is recorded as 16 June 2025 on the cover and 26 June 2025 in the footer.

Related

• Service Agreement
• Terms of Use
• Privacy Policy
• How to work with us
• Support and service levels
• Data sovereignty and privacy
• Glossary

What is the liability cap in our agreement?

For a single claim, the greater of the amounts paid under the Service Agreement in the three months before the claim arose or $25,000. Separate caps apply: $5 million per event or series of connected events and $10 million aggregate for negligent injury or property damage, and $1 million per event or series of connected events and $2 million aggregate for breaches of confidentiality, information security, privacy and the IP indemnity.

Are you liable if my data is lost?

Clause 19 restricts data-loss liability and specifies restoration-cost liability where a contracted backup or DR obligation was breached. It separately excludes co-location data-loss liability. Read these provisions with the applicable agreement and non-excludable legal rights rather than treating the summary as an absolute exclusion in every circumstance.

How quickly must a data breach be reported?

For an eligible breach involving Personal Information provided by the other party, notice to that party is immediate and within 24 hours of discovery of the eligible breach, with information required for OAIC and/or affected-individual notification. The duty is mutual within that scope. Third-party disclosure requires prior written approval unless the other party fails to make a legally required notification and the breaching party is itself legally required to notify. Statutory duties and deadlines still apply.

Can blueAPACHE change the service without my agreement?

Yes, in three ways: by posting a new Acceptable Use Policy; by updating a Service Description on 30 days notice, subject to a 7 day objection window if the change removes more than an insubstantial benefit; and by updating or replacing shared environment components under clause 5.1 without prior customer consent, with its stated liability exclusion. Confirm which mechanism and other obligations apply, including any non-excludable rights.

What do I need to do to terminate?

Give Written Notice, which the terms define as a Service Order executed and authorised by the Customer, after a breach that we have not remedied within 20 Business Days of your notice, or if we cease business or become Insolvent. Any Early Termination Payment depends on the termination ground, applicable Schedule and agreed variations.

Can blueAPACHE terminate if my company is sold?

Yes. A change of control, defined as an entity acquiring 50 per cent or more of voting shares, equity or assets, a change of a majority of the board, or any other effective change of control, is a ground on which we may immediately terminate or suspend. Assignment of the agreement by the customer also needs our consent.

What happens if I pay late?

We may charge late-payment interest at 4 per cent over the RBA Cash Rate, calculated daily, and we may terminate or suspend the agreement if payment is not made within 5 Business Days of a written notice. Fees continue during a suspension for non-payment, and a reinstatement Fee may apply.

Can I dispute an invoice without paying it?

No. The invoice must be paid in full by the due date, then the dispute notified in writing within 60 Business Days of the invoice date with your calculation and evidence. If you then disagree with our determination you must issue a Dispute Notice within 10 Business Days, or clause 12.15's waiver applies, subject to its fraud exception and applicable non-excludable rights.

Who owns the documents you produce for us?

blueAPACHE. Deliverables are licensed, not assigned, once paid for: a worldwide, royalty-free, non-exclusive licence for internal use during the Service Period. At the end of the agreement the licence terminates and copies must be deleted or returned, so negotiate a surviving licence on the Service Order if you need to keep runbooks or designs.

Where would a dispute be heard?

In the courts of the State of Victoria, which have exclusive jurisdiction under Victorian law, but only after the clause 26 escalation process: Dispute Notice, representative meeting within 3 Business Days, senior representative referral and meeting, and a further 10 Business Days, with the specific deadlines and any agreed extensions applied at each stage. Urgent equitable relief and termination-validity disputes bypass the process.