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Fair Work Terms

Provider is the owner of proprietary computer software known as “Management Information System” that is used to conduct procurement, sales, tracking inventory and other financial transactions that aid in the day to day operations (hereinafter the ‘Software’).

  1. Provider provides and sells subscriptions to subscribers to access and use the software via any website notified to the subscribers. (hereinafter the ‘Services’)
  2. Client desires to use the services for Clients internal business purposes and is the only authorized user of the software.
  3. Both parties acknowledge and agree that this agreement shall be effective and binding once signed.
  4. Provider grants to Client a limited, non-exclusive, non-transferable right to access and use the services solely for clients internal business use. The services shall not be used by Client on behalf of third parties that are not authorized. Client acknowledges that it’s right to use the Services shall only be web based.
  5. Intellectual Property Rights
    1. Client acknowledges that all right, title and interest in and to the Services as a Software, together with its codes, sequences, derivative works, organization, structure, interfaces, any documentation, date, trade names, trademarks etc. (collectively the ‘Provider’s IP’) shall remain the sole and exclusive property of the Provider.
    2. Client shall not attempt to copy, modify or duplicate any portion of the software in any form.
  6. The amount does not include any Customization of new module (s) other than described in the contract as decided with the service provider.
  7. All payments made to SA Systems are non-refundable
  8. All payments including implementations charges and subscriptions fee is payable in advance.
  9. Customer is not asked to pay any additional charges regarding system maintenance and up gradation.
  10. Client can use this solution with unlimited time period
  11. Provider shall use commercially reasonable efforts to make the Services available on twenty-four hours per day, seven days per week during the Term, except for:
    1. Scheduled system back-up or other on-going maintenance as required and scheduled in advance by Provider, or
    2. For any unforeseen cause beyond Provider's reasonable control, including but not limited to internet service provider or communications network failures, denial of service attacks or similar attacks, or any force majeure events.
  12. Provider shall maintain the Software and/or Services and provide patches and fixes to the same at no additional cost. Provided, however, said maintenance shall not include any major releases of new versions of software, additional functionality, or custom programming.
  13. Provider shall not disclose any client’s confidential information to any third party.
  14. For the purposes of this Agreement, Confidential Information means any data or proprietary information of the Client that is not generally known to the public or has not yet been revealed, whether in tangible or intangible form, whenever and however disclosed, including, but not limited to
    1. Any scientific or technical information, invention, design, process, procedure, formula, improvement, technology or method;
    2. Any concepts, samples, reports, data, know-how, works-in-progress, designs, drawings, photographs, development tools, specifications, software programs, source code, object code, flow charts, and databases;
    3. Any marketing strategies, plans, financial information, or projections, operations, sales estimates, business plans and performance results relating to the Discloser’s past, present or future business activities, or those of its affiliates, subsidiaries and affiliated companies;
    4. trade secrets; plans for products or services, and customer or supplier lists;
    5. Any other information that should reasonably be recognized as Confidential Information by the Discloser.
  15. Provider shall promptly return or destroy all copies (in whatever form reproduced or stored), including all company’s data stored on provider’s server after clearing all outstanding invoices and balances. The Client may request to remove and return his/her data.
    1. The completion of the contract.
    2. Or on the termination of this Agreement;
    3. Or after a specific period e.g. 6 month after termination of the contract.

Client shall be in default of the agreement if Client fails to make any payment when due and fails to cure said default within five days after receipt of notice from Provider.