PBT Terms & Conditions of Service – Business Systems

(Please print this webpage and return signed to us)

1. Introduction

At Progressive Business Technologies (PBT) we strive for great client relationships. To assist with this it is important for us to outline the terms and conditions that we provide our services on.

With both parties understanding these terms & conditions possible misunderstandings and confusion can be avoided.

By signing this terms and conditions document both the client and PBT agree to be bound by the terms and clauses contained within.

PBT reserves the right to review these terms and conditions from time to time, and will provide notice to our clients that the terms and conditions have change via our website. Clients can review the terms and conditions at any time as they are available publicly on our website www.pbtostendo.net.au.

2. Support & Consulting Services

2.1. Service Charges & Terms

2.1.1. The Client recognizes that support issues are not always easy to resolve. It may be necessary to investigate or attempt more than one resolution, especially if the issue is caused by a software bug. Under certain circumstances it may not be possible to resolve a specific issue totally. Wherever possible, PBT will suggest alternative approaches to work around problems that arise that cannot be fully resolved. Provided PBT acted in a reasonable manner, time spent in these circumstances is chargeable by the PBT.

2.1.2. Progressive Business Technologies service rates vary depending on the product and service being provided. If you wish to confirm rates and travel charges for your products and services, please contact us on 1300 720 767.

2.1.3. Unless otherwise advised Progressive Business Technologies provides its services on a time & materials basis at the current applicable rate.

2.1.4. Services provided outside of business hours (Monday to Friday 8.00am – 6pm) are charged at 1.5 times the applicable rate.

2.1.5. Progressive Business Technologies reserves the right to review and change its rates.

2.1.6. All clients require a support contract with PBT to become a customer. This entitles our client to Support up to 15 mins per case at no additional charge. The type of support available through the support agreement is subject to the Support Definition Document. Please review this document to understand exactly what services are covered under the support agreement. Please note you can also use this time to speak to our experienced team about improvements in the way you use your software, or concepts of ideas you have to make your business more efficient. It does not have to be used purely for a support matter.
2.1.7. PBT classifies it support into 4 separate categories:

2.1.7.1. Telephone & Email
2.1.7.2. Remote Access
2.1.7.3. In Office Support
2.1.7.4. Onsite Support

2.2. Telephone & Email Support

2.2.1. Clients can call PBT on 1300 720 767 or email support@pbt.net.au with support cases. The first 15 minutes of these support cases will be covered under the support agreement.
2.2.2. If the issue requires investigation further than the initial 15 mins, then PBT we charge the client at the appropriate hourly rate in 5 minute increments for anytime after the initial 15 mins. PBT staff will endeavour to notify our client when time spent on a support issue reaches 1 hour, however by signing this agreement, the client agrees that they have been duly notified of how PBT will charge support and consulting services and agrees to accept these charges.

2.3. Remote Access Support

2.3.1. We can use a variety of technologies to gain remote access to a clients site. The most common methods are Remote Desktop, Team viewer and Go to Meeting. Remote access support is charged at the current applicable rate in 5 minute increments. The time charged may include preliminary investigation before, during and until the issue has been resolved.

2.4. In Office Support

2.4.1. In Office Support is where PBT provides support services from within it’s Office.

2.4.2. In Office Support is charged in 5 minute increments at the current applicable rate.

2.5. Onsite Support

2.5.1. Where onsite support is provided, PBT will charge Travel Time to and from the clients site at the appropriate hourly rate. Depending on the location of the client, travel charges may vary. To confirm the travel charges to your site please contact us on 1300 720 767.

2.5.2. In addition to the travel charge, support is charged at the applicable rate in 5 minute Increments with a minimum 1 hour charge.

2.6. Inclusions in Support Services

2.6.1. In all of the above cases of support, the client understands that time spent on support matters may not simply be the time spent with you on the phone, or the time to respond to an email. Consultants & Support personnel need to record details of the support request, including the resolution of the issue, liaise with the software vendor via phone or email and in many cases may need to investigate the issue more thoroughly in a test database or copy of the clients data. The client accepts that these activities are chargeable.

2.7. Authorised Re-seller

2.7.1. Unless otherwise specified, the Products sold & supported by PBT are not developed by PBT. We support them as an authorized reseller and are an independent company to the software development Company.
2.8. Support Services pertaining to Software Bugs

2.8.1. Unless otherwise notified PBT is not responsible for any defects found in the Products, and has no direct access to the software to make software changes to fix software issues found.

2.8.2. The Client recognizes that support issues are not always easy to resolve. It may occasionally be necessary to investigate or attempt more than one resolution, especially if the issue is caused by the software.

2.8.3. Under certain circumstances it may not be possible to resolve a specific issue totally. Wherever possible, PBT will suggest alternative approaches to work around problems that arise that cannot be fully resolved. Provided PBT has acted in a reasonable manner, time spent in these circumstances is chargeable by PBT and the client accepts these charges.

2.8.4. The Client recognizes that all software can contain defects, and that it is the responsibility of the manufacturer of the software to fix these defects in the normal course of business. PBT will report any defects discovered in the Products to the manufacturer(s), but cannot provide any assurance regarding whether the manufacturer(s) will fix the defect, or what period this will occur in.

2.8.5. Provided PBT has acted in a reasonable manner, time spent in circumstances investigating a defect and liaising with the vendor to have the defect resolved is chargeable by the PBT and the client accepts these charges.
2.9. Responsibility for Financial Data

2.9.1. PBT is not responsible for any Client accounting, financial or other business data. PBT will assist with transfer of data to new systems, data fixes and similar activities where required, but ultimate responsibility for financial accuracy rests with the Client to ensure accuracy and correctness. The client is responsible for meeting all audit and compliance requirements within their data. The client is responsible for retaining historical data and the backup processes of this data.
2.10. Data Fixes

2.10.1. From time to time a client may request, or it may be necessary to fix a data related issue, directly via the database. Data Fixes can be complex, and while PBT will provide best endeavours to resolve the data issue, the onus resides with the client to test the data fix in an appropriate time frame, provide feedback to PBT, and validate the data fix has provided the correct result. PBT is not liable for any issues relating from data fixes.

3. Software Sales

3.1. Suitability of Products

3.1.1. PBT will conduct demonstrations of some or all of the Products to the Client, and answer questions raised by the Client regarding the Products. However, a detailed analysis of the Client’s requirements and a corresponding solution design will not yet have been carried out at the time of sale. This will be done as part of the project services. Accordingly, PBT makes no warranty that the Products will satisfy the requirements of the Client, and the Client acknowledges that it has gained sufficient information to satisfy itself as to the suitability of the Products.

3.2. A sales proposal will be presented to the client where the client is purchasing new business software.

3.3. Where the client is ordering additional modules or users for an existing system, an email quote is provided, but the client acknowledges clause 3.11, that it has gained sufficient knowledge to satisfy itself that the software is suitable for its requirements.

3.4. The Products ordered in the terms of the Sales Proposal or email, or part of the Products, may not be returned once ordered and / or the order may not be cancelled, without the approval of PBT in writing which it may do at its sole discretion. The Client is responsible for any charges that may be levied on PBT by its suppliers of the Products.

3.5. Unless otherwise specified, the Products are not developed by PBT, and PBT is providing them as an authorized reseller and independent company. PBT is not responsible for any defects in the Products.

3.6. Use of the Products is regulated by the standard “license to use Products” as specified by the manufacturer(s) of the Products, which includes the terms and conditions of use as well as applicable warranty and limitation of liability information. These are available for inspection upon request. As PBT is not the manufacturer of the products it makes no warranty whatsoever regarding the good order of the Products or of their fitness for use.

4. Software Implementations

4.1. The project services detailed in the Sales Proposal constitute an estimate only. The actual services and related costs may vary from the estimate. On occasion the variance may be material. There are many reasons for this, including but not limited to:

4.1.1. Decisions taken during the project regarding allocation of tasks to PBT or Client.

4.1.2. Changes to the planned solution that arise as a result of more information becoming available over time as the project progresses.

4.1.3. Problems that may arise with existing business data and reconciliations during the project.

4.1.4. Availability of and involvement in the project by the Client’s resources.

4.1.5. Circumstances that cannot reasonably be anticipated at the time the Sales Proposal is signed.

4.2. Where there are defects in the Products, PBT will make all reasonable efforts to get these defects corrected by the manufacturer of the Products. PBT will also assist the Client in finding ways of using the Products that compensate for or bypass the defects. It will also assist the Client in correcting any data affected by a defect, and provide related services. In these situation all services provided and disbursements incurred in accordance with this clause are billable.
4.3. PBT will act in good faith and will make every effort to carry out its responsibilities in a professional manner. PBT makes no warranty with regard to the provision of Project Services other than as specified in the Sales Proposal.

4.4. PBT is not responsible for any accounting, financial or other business data. It will assist with transfer of data to new systems, but ultimate responsibility rests with the Client to ensure accuracy and correctness.

4.5. Any intellectual property (“IP”) created by PBT as part of providing any Services to the Client remains the property of PBT, with no restrictions on the use of the IP by PBT. The definition of the IP includes but is not limited to custom reports, macros, automated procedures, software programs, operating / procedure manuals, checklists and other user documentation. The Client is entitled to unrestricted use of the IP for their company or group of companies, and , subject to any other specific terms and conditions that may be agreed to elsewhere in the sales proposal, but may not sell it or in any other manner provide it for use by any other party.

5. Direct Debit Authority

For monthly recurring software fees or services, the client agrees to complete a direct debit authority form or Recurring Credit Card form to allow PBT to direct debit any monthly recurring amounts owing to PBT.

6. Custom Reports

6.1. Where a client requests a custom report, it is important that a process is followed to ensure the customer requirements are met. Each Custom Report requested will be quoted separately.

7. Custom Development

7.1. Where a client requests a custom application it is important that a development process is followed to ensure the customer requirements are met. Each Custom Development requested will be quoted separately and be subject to it’s own terms and conditions in a custom development proposal provided by PBT before proceeding.

8. Cloud Hosting Services & Products

Where a client utilizes any of PBT’s cloud hosting products and services, these services will be subject to their own agreement.

9. Backing Up of Data

9.1. PBT is not responsible for taking backups of data on the Client’s system(s) while services are being provided or thereafter. The Client must ensure that regular backups are taken of data, consistent with accepted industry practices. This includes data that PBT is working with while providing services (other than data on a consultant’s own computer, or in the PBT Office for which the consultant is responsible for backing up).

10. Employee Solicitation/Hiring

10.1. Neither party will directly or indirectly solicit or offer employment to or hire any employee, former employee, subcontractor or former subcontractor of the other. The terms “former employee” and “former subcontractor” will include only those employees or subcontractors of either party who were employed or utilized by that party within twelve (12) months immediately prior to the alleged violation.

In the event that this clause is breached by either party, the breaching party agrees to pay the other party a monetary sum equal to that of 6 months of the employee’s annual base salary as recorded in the last 12 months that the employee was employed by the non-violating party. This clause is enforceable by either party even after the business relationship has been terminated for a period of 1 year.

11. Hardware and Hardware Related Software Sales

11.1. Where PBT sells Hardware & Hardware Related Software (Operating Systems, MS Office, Backup Software, Anti-Virus Software), it does so on a COD basis only.

11.2. PBT will notify the client in advance of the date of delivery and payment is required to be made on the day of delivery.

11.3. If Hardware & Hardware Related Software is being financed externally, PBT must be advised in advance, and contact details of the financing provided on request. Goods and services will be provided on receipt of the approved financial documentation.

12. Limitation of Liability

12.1. Neither party will be liable to the other for special, indirect or consequential damages incurred or suffered by the other arising as a result of or related to the performance of either party, whether in contract, tort or otherwise, even if the other has been advised of the possibility of such loss or damages. Client will indemnify and hold PBT harmless against any claims incurred by PBT arising out of or in conjunction with the Client. PBT’s total liability under this agreement with respect to the Work, regardless of cause or theory of recovery, will not exceed the total amount of fees paid by Client for the service provided.