Terms of Service

    Last updated: December 2024

    These Terms and Conditions ("Agreement") govern the provision of business consulting, coaching, strategic planning, and related professional services ("Services") by ClarityPath Consulting Pty Ltd (ACN: [To be inserted], ABN: [To be inserted]) ("ClarityPath", "we", "us", or "our") to our clients ("Client", "you", "your"). By engaging our Services, booking a consultation, or accepting a proposal, you agree to be legally bound by these Terms.

    1. Definitions and Interpretation

    "Australian Consumer Law" means the consumer protection provisions in the Competition and Consumer Act 2010 (Cth).

    "Confidential Information" means all non-public, proprietary information disclosed by either party.

    "Deliverables" means reports, analyses, recommendations, templates, and other materials created specifically for the Client.

    "Intellectual Property" means all copyrights, trademarks, trade secrets, know-how, and other intellectual property rights.

    "Privacy Act" means the Privacy Act 1988 (Cth) and applicable privacy legislation.

    2. Services Description

    ClarityPath provides the following professional services to Australian businesses:

    • Strategic Business Consulting: Business strategy development, market analysis, competitive positioning
    • Operational Optimization: Process improvement, efficiency analysis, systems implementation
    • Executive Coaching: Leadership development, performance coaching, team management guidance
    • Financial Planning Support: Cash flow analysis, budgeting assistance, growth forecasting
    • Digital Transformation: Technology strategy, software solutions, digital systems implementation
    • AI Solutions: ClarityAI implementation, automated business processes, AI strategy development

    All Services are provided in accordance with professional industry standards and are subject to the scope defined in individual service agreements.

    3. Engagement Process

    • Services commence upon: (a) acceptance of a written proposal or quote, (b) completion of online booking with payment, or (c) execution of a service agreement
    • Each engagement includes a detailed scope of work, timeline, deliverables, and fee structure
    • Changes to scope require written agreement and may result in additional fees
    • Client onboarding includes completion of intake forms and establishment of communication protocols
    • We reserve the right to decline engagements that fall outside our expertise or ethical guidelines

    4. Fees, GST, and Payment Terms

    4.1 Fees and GST:

    • All fees are in Australian Dollars (AUD) and exclude GST unless otherwise stated
    • GST at the applicable rate will be added to all taxable supplies
    • We will provide valid tax invoices for all GST-inclusive transactions
    • Fees are based on time and materials, fixed project rates, or package pricing as agreed

    4.2 Payment Terms:

    • Payment terms are 14 days from invoice date unless otherwise agreed
    • Accepted payment methods: bank transfer, credit card via Stripe, PayPal
    • Overdue payments incur interest at 10% per annum calculated daily
    • We reserve the right to suspend services for overdue accounts exceeding 30 days
    • Package services require 50% payment upfront, balance due before completion

    5. Cancellation and Rescheduling Policy

    • Discovery Calls: Can be cancelled or rescheduled without charge up to 24 hours before scheduled time
    • Paid Sessions: Require 48 hours notice for changes; less notice may result in full session charge
    • Multi-session Packages: Unused sessions expire 12 months from purchase date
    • Project Work: Cancellation after commencement incurs costs for work completed plus 25% of remaining project value
    • Emergency Rescheduling: Genuine emergencies (medical, family) will be accommodated with documentation
    • Repeated cancellations (3+ within 30 days) may result in engagement termination

    6. Client Obligations and Responsibilities

    • Information Accuracy: Provide complete, accurate, and current business information
    • Cooperation: Participate actively in sessions and provide requested documentation promptly
    • Decision Authority: Ensure authorized representatives participate in strategic discussions
    • Implementation: You retain full responsibility for implementing our recommendations
    • Compliance: Ensure all business activities comply with applicable laws and regulations
    • Feedback: Provide timely feedback on deliverables and recommendations
    • Confidentiality: Maintain confidentiality of our methodologies and proprietary processes

    7. Professional Standards and Disclaimers

    7.1 Service Standards:

    • All services are provided with professional care and skill
    • We maintain professional indemnity insurance of AUD $2,000,000
    • Our consultants hold relevant qualifications and undergo continuous professional development

    7.2 Important Disclaimers:

    • Not Professional Advice: Our services do not constitute legal, tax, accounting, or financial advice
    • Results Not Guaranteed: Business outcomes depend on multiple factors beyond our control
    • Independent Advice: Seek qualified professional advice for legal, tax, and regulatory matters
    • Market Conditions: Recommendations are based on current market conditions which may change

    8. Intellectual Property Rights

    8.1 ClarityPath IP:

    • All methodologies, frameworks, templates, and tools remain our intellectual property
    • Client receives non-exclusive license to use provided materials for internal business purposes only
    • No right to reproduce, distribute, or commercialize our intellectual property
    • ClarityAI technology and related algorithms are proprietary and protected

    8.2 Client IP:

    • Client retains ownership of all pre-existing intellectual property
    • Custom deliverables created specifically for Client become Client property upon full payment
    • We retain right to use general insights and learnings (anonymized) for service improvement

    9. Privacy and Data Protection

    9.1 Privacy Compliance:

    • We comply with the Australian Privacy Act 1988 and applicable privacy principles
    • Personal information is collected, used, and stored in accordance with our Privacy Policy
    • Client data is stored on secure Australian or approved offshore servers
    • We implement appropriate technical and organizational security measures

    9.2 Data Retention and Destruction:

    • Client data retained for 7 years from engagement completion (Australian legal requirement)
    • Secure destruction of data upon expiration of retention period
    • Client may request data return or destruction subject to legal obligations

    10. Confidentiality and Non-Disclosure

    • Mutual Obligations: Both parties maintain strict confidentiality of all proprietary information
    • Permitted Disclosures: Only with written consent or as required by law
    • Employee Obligations: All ClarityPath personnel bound by confidentiality agreements
    • Survival: Confidentiality obligations survive engagement termination indefinitely
    • Case Studies: We may create anonymized case studies with prior written consent
    • Testimonials: Client feedback may be used for marketing with permission

    11. Liability and Insurance

    11.1 Limitation of Liability (Subject to Australian Consumer Law):

    • Total liability limited to fees paid for the specific service giving rise to the claim
    • No liability for indirect, consequential, or punitive damages
    • No liability for business interruption, lost profits, or lost opportunities
    • Claims must be made within 12 months of service completion

    11.2 Australian Consumer Law:

    • Nothing excludes or limits rights under Australian Consumer Law
    • Consumer guarantees apply where services are acquired for personal, domestic, or household use
    • For business clients, liability is limited to re-supply of services or payment of re-supply costs

    12. Force Majeure

    • Neither party liable for delays caused by events beyond reasonable control
    • Force Majeure includes: natural disasters, pandemics, government actions, labor disputes, technology failures
    • Affected party must promptly notify the other and use reasonable efforts to mitigate impact
    • Services will resume as soon as reasonably practicable
    • If Force Majeure continues beyond 60 days, either party may terminate with written notice

    13. Termination

    13.1 Termination for Convenience:

    • Either party may terminate with 14 days written notice
    • Client responsible for fees for work completed to termination date
    • Unused portions of prepaid packages may be refunded at our discretion

    13.2 Termination for Cause:

    • Immediate termination for material breach, insolvency, or illegal activities
    • Failure to pay overdue amounts exceeding AUD $5,000 after 30 days notice
    • Breach of confidentiality or intellectual property obligations

    14. Dispute Resolution

    • Good Faith Negotiation: Parties must first attempt resolution through direct negotiation
    • Mediation: If negotiation fails, disputes must be mediated through IAMA (Institute of Arbitrators & Mediators Australia)
    • Arbitration: Unresolved disputes will be arbitrated under IAMA rules
    • Court Proceedings: Only as last resort and subject to Queensland jurisdiction
    • Costs: Each party bears own costs unless otherwise awarded

    15. Subcontracting and Third Parties

    • We may engage qualified subcontractors with client consent
    • All subcontractors bound by equivalent confidentiality and quality standards
    • We remain fully responsible for subcontracted work
    • Third-party software licenses are Client's responsibility unless otherwise agreed

    16. Electronic Communications and Records

    • Electronic communications (email, platform messages) are legally binding
    • Digital signatures and electronic acceptance constitute valid agreement
    • Session recordings may be made with consent for quality and training purposes
    • Electronic invoices and receipts satisfy Australian legal requirements

    17. Compliance and Professional Standards

    • We comply with all applicable Australian business, tax, and employment laws
    • Anti-discrimination policy: Equal treatment regardless of race, gender, religion, age, or disability
    • Work Health and Safety: All parties responsible for maintaining safe working environments
    • Professional conduct standards maintained in accordance with industry best practices

    18. Governing Law and Jurisdiction

    • This Agreement is governed by the laws of Queensland, Australia
    • Australian Consumer Law applies to all consumer transactions
    • Queensland courts have non-exclusive jurisdiction over disputes
    • If any provision is invalid, the remainder continues in full effect

    19. Amendments and Updates

    19.1 Changes to Terms:

    • We may update these Terms to reflect legal, regulatory, or business changes
    • Existing clients will be notified 30 days before changes take effect
    • Continued use of services constitutes acceptance of updated Terms
    • Material changes affecting existing engagements require written agreement

    19.2 Individual Variations:

    • Variations must be in writing and signed by both parties
    • Individual service agreements may contain additional specific terms

    20. Entire Agreement

    These Terms, together with any individual service agreement, privacy policy, and engagement-specific documentation, constitute the entire agreement between parties. They supersede all prior negotiations, representations, or agreements relating to the subject matter.

    Contact Us

    If you have any questions about these Terms, please contact us at: hello@claritypath.coach