Terms of Service

1. Agreement to Terms

These Terms of Service ("Terms") constitute a legally binding agreement between you ("Client", "you", "your") and JI Solutions ("JI Solutions", "we", "our", "us") governing your use of our website and software development and consultancy services. By accessing our website or engaging our services, you agree to be bound by these Terms. If you do not agree, please do not use our services.

2. Services

JI Solutions provides software development and consultancy services, including but not limited to:

• Landing page design and development
• Web application development
• Complex system architecture and development
• Automation solutions
• Technical consultation
• Ongoing maintenance and support

The specific scope, deliverables, timeline, and fees for any project will be set out in a separate Statement of Work (SOW) or project proposal agreed upon by both parties.

3. Client Obligations

You agree to:

• Provide accurate and complete information required for the project
• Respond to requests for information, feedback, or approvals in a timely manner
• Provide access to necessary systems, accounts, or resources
• Pay all fees as agreed in the Statement of Work
• Not use our services for any unlawful purpose
• Comply with all applicable Australian laws and regulations

4. Fees and Payment

4.1 Quotes and Estimates: All quotes are valid for 30 days unless otherwise stated. Estimates are provided in good faith but may vary based on actual work required.

4.2 Payment Terms: Payment terms will be specified in the Statement of Work. Unless otherwise agreed, invoices are due within 14 days of issue. We accept payment via bank transfer, credit card, or other methods as agreed.

4.3 GST: All fees are exclusive of GST unless otherwise stated. GST will be added to invoices in accordance with Australian tax law.

4.4 Late Payment: We reserve the right to charge interest on overdue amounts at the rate of 2% per month, and to suspend work until outstanding payments are received.

5. Intellectual Property

5.1 Client Materials: You retain ownership of all materials, content, and intellectual property you provide to us for the project.

5.2 Deliverables: Upon full payment, you will own all intellectual property rights in the custom work specifically created for your project, as specified in the Statement of Work.

5.3 JI Solutions Materials: We retain ownership of all pre-existing materials, tools, frameworks, and methodologies that we bring to the project. We grant you a non-exclusive, royalty-free licence to use such materials as part of the deliverables.

5.4 Third-Party Materials: Any third-party software, libraries, or materials incorporated into the project are subject to their respective licences.

6. Confidentiality

Both parties agree to keep confidential all non-public information disclosed during the engagement. This obligation continues for 3 years after the termination of our relationship. Confidential information does not include information that is publicly available, independently developed, or lawfully obtained from third parties.

7. Warranties and Disclaimers

7.1 Our Warranty: We warrant that our services will be performed with reasonable care and skill in accordance with industry standards.

7.2 Bug Fixes: We will fix any defects in our deliverables that are reported within 30 days of delivery, provided the defect is not caused by modifications made by you or third parties, or by circumstances beyond our control.

7.3 Australian Consumer Law: Nothing in these Terms excludes, restricts, or modifies any consumer guarantee, right, or remedy conferred on you by the Australian Consumer Law (Schedule 2 of the Competition and Consumer Act 2010 (Cth)) or any other applicable law that cannot be excluded, restricted, or modified by agreement.

8. Limitation of Liability

8.1 To the maximum extent permitted by law, our total liability for any claim arising out of or in connection with these Terms or our services is limited to the fees paid by you for the specific services giving rise to the claim.

8.2 We are not liable for any indirect, incidental, special, consequential, or punitive damages, including loss of profits, revenue, data, or business opportunities.

8.3 These limitations do not apply to liability that cannot be excluded under applicable law, including liability under the Australian Consumer Law.

9. Indemnification

You agree to indemnify and hold harmless JI Solutions and its officers, directors, employees, and agents from any claims, damages, losses, or expenses (including legal fees) arising out of your breach of these Terms, your use of our services, or any content or materials you provide to us.

10. Termination

10.1 By Either Party: Either party may terminate the engagement by providing 14 days written notice to the other party.

10.2 For Cause: Either party may terminate immediately if the other party materially breaches these Terms and fails to remedy the breach within 14 days of written notice.

10.3 Effect of Termination: Upon termination, you must pay for all work completed up to the termination date. We will deliver all completed work and return any materials you provided. Clauses relating to confidentiality, intellectual property, limitation of liability, and governing law survive termination.

11. Force Majeure

Neither party is liable for any delay or failure to perform due to circumstances beyond its reasonable control, including natural disasters, pandemics, war, terrorism, strikes, or government actions.

12. Dispute Resolution

12.1 Negotiation: If a dispute arises, the parties will first attempt to resolve it through good faith negotiation.

12.2 Mediation: If negotiation fails, the parties agree to attempt mediation before commencing legal proceedings. The mediation will be conducted in accordance with the Resolution Institute Mediation Rules.

13. Governing Law

These Terms are governed by the laws of the State of New South Wales, Australia. Both parties submit to the exclusive jurisdiction of the courts of New South Wales and any courts that may hear appeals from those courts.

14. General Provisions

14.1 Entire Agreement: These Terms, together with any Statement of Work, constitute the entire agreement between the parties and supersede all prior agreements and understandings.

14.2 Amendments: We may update these Terms from time to time. Changes will be effective upon posting to our website. Continued use of our services constitutes acceptance of the updated Terms.

14.3 Severability: If any provision of these Terms is found to be invalid or unenforceable, the remaining provisions will continue in full force and effect.

14.4 Assignment: You may not assign your rights or obligations under these Terms without our prior written consent. We may assign our rights and obligations to a successor or affiliate.

15. Contact Us

If you have any questions about these Terms of Service, please contact us: