Terms & Conditions

Last updated: 01/02/2020

The Project Lab provides Cyber Risk Monitoring Services where it scans Client’s IT systems for susceptibilities and vulnerabilities via the internet and related services (Services). Such Services are further described in an Order Form. A Client may purchase the Services by submitting to The Project Lab a completed order in a form substantially similar to the Order Form. The Order Form, once signed by both parties, together with these Services Terms and Conditions, form the Agreement, which constitutes the complete agreement between the parties regarding transactions under this Agreement. The Agreement commences from the date the Order Form is signed by The Project Lab until it is terminated in accordance with this Agreement.

Services

The Services will commence from the date mutually agreed by the parties in writing and continue until completed or terminated in accordance with this Agreement.

The Client acknowledges that the Services are not an end-to-end cyber security service, and while the Services are aimed at increasing the Client’s cyber security resilience, as there are many factors that may come into play, The Project Lab makes no representation that the Services will result in enhancement of the Client’s cyber security resilience.

Client may order any services related to, but not expressly included within the scope of, the ordered services (asset out in the Order Form) for additional charges in accordance with the Rate Card set out in the Order Form. When Client requests such additional services, those additional services will be subject to these Services Terms and Conditions.

We’re here with you every step of the way

From the moment we begin our journey together, we’ll be available during regular office hours via email or on the phone. If you would like to book a meeting in person, please send an email to cyber@theprojectlab.com. Once again, instead of just being an outsourced service provider, think of us as a strategic partner who's here to help you achieve your business goals through benchmark and industry leading cyber risk practices.

Client Responsibilities

We’re here to work in collaboration with Client to help Client’s business thrive. However, in order to do so, we also need Client’s cooperation. Accordingly, our performance of the Services is subject to:

  • Client responsiveness and cooperation for the duration of the services;
  • For assistance with remediation, Client will be providing any required access in a timely manner, including but not limited to website back-end and hosting portals; and
  • Client providing accurate data and relevant information requested by The Project Lab.

Intellectual Property

The Project Lab grants to the Client a non-exclusive license to use the intellectual property rights in and in relation to the Services (including any deliverables in connection with the Services) solely for its internal business purpose. The Project Lab retains all intellectual property rights in and in relation to the Services (including any deliverables in connection with the Services), and modifications thereof. Nothing in this Agreement assigns or transfers any such intellectual property rights to the Client.

Client Data

In the event that performance of the Services requires access to Client’s data, the Client hereby grants The Project Lab and its contractors with the right to access and use Client’s data solely for the purpose of providing the Services. The Client is responsible for obtaining all necessary rights and permissions to enable and grants such rights and permissions to The Project Lab and its contractors to use, provide, store or otherwise process Client’s data. This includes Client providing required information, making necessary disclosures and obtaining consent, if required, before providing individual’s information, including personal or other regulated data.

Client is responsible for adequate back-up of Client’s data, and The Project Lab will not be liable for any damage or loss arising from or in connection with damage to or loss of Client’s data.

Termination

Either party may terminate this Agreement at any time for any reason, by giving 10 Business Days’ (being any day which is not a Saturday, Sunday or public holiday in the place where The Project Lab is located) written notice to the other party. The termination will be effective from the date stated in the notice.

If this Agreement is terminated by The Project Lab, the Client will only be liable for payment for the charges for Services that have been performed or provided in accordance with this Agreement up to the date of termination.

In the event that an engagement is terminated by The Project Lab after the acceptance of the Order Form by The Project Lab, any fees paid will be refunded within 7 days of the termination date.

Payment Terms

The fees are payable via direct debit either from a CC or bank account. We will issue an invoice on the first of the month, then within the following 5 business days take the funds from the nominated account.

Late fees will be applied to overdue amounts. Such late fees will be 5% of the overdue amount for every month the amount is overdue, calculated pro-rata from the date it is due until the amount is paid.

Outstanding amounts which are more than 30 days overdue may be referred to a debt collection agency, with all legal fees and recovery costs payable by the Client, unless alternate arrangements have been made in writing prior to the account falling 30 days in arrears.

Liability

The Project Lab relinquishes entire liability for all claims in aggregate under or related to the Agreement will not exceed the amount of any actual direct damages incurred by Client up to the amounts paid (if recurring charges, up to 6 months’ charges apply) for the product or service that is the subject of the claim, regardless of the basis of the claim (for example, whether based in contract, tort (including negligence), under statute or otherwise). This cap does not apply to damages that cannot be limited under any applicable law.

While The Project Lab will use reasonable care, skill and diligence in performing the Services, it does not warrant uninterrupted or error-free operation of the Services, and the Services (including any deliverables produced in connection with such Services) are provided ‘as is’ without warranty of any kind.

Nothing in these Services Terms and Conditions is intended to exclude, restrict or modify any consumer rights under Schedule 2 – the Australian Consumer Law of the Competition and Consumer Act 2010 (Cth) (“ACL”) or any other legislation which may not be excluded, restricted or modified by agreement. If the ACL or any other legislation implies a condition, warranty or term into these Services Terms and Conditions or provides statutory guarantees in connection with these Services Terms and Conditions, in respect of goods or services supplied (if any), The Project Lab’s liability for breach of a such a condition, warranty, other term or guarantee is limited (at The Project Lab’s election) to the extent it is able to do so: (1) in the case of supplying goods, The Project Lab doing any one or more of the following: (a) replacing the goods or supplying equivalent goods (b) repairing the goods (c) paying the cost of replacing the goods or of acquiring equivalent goods; and/or (d) paying the cost of having the goods repaired; or (2) in the case of supply of services, The Project Lab doing either or both of the following: (a) supplying the services again; and/or (b) paying the cost of having the services supplied again.

The Project Lab will not be liable to the Client, or any third-party for any special, incidental, exemplary, indirect or consequential damages, or for any lost business, profits, savings or goodwill, any third-party claims or for any loss, damage or corruption of data.

Governing Law

This agreement shall be governed and construed in accordance with the laws of Australia, and the parties hereby submit to the non-exclusive jurisdiction of the courts of New South Wales.

Other Matters

The Project Lab may engage subcontractors to perform any or all of its obligations under the Agreement. The Project Lab will remain responsible for all of its obligations under this Agreement with respect to the scope of the Services which are to be performed by such subcontractors.

The Client acknowledges that no representations and warranties about the subject matter of this Agreement have been made by or on behalf of The Project Lab, except as expressly set out in this Agreement, and that the Client has not relied on any representations or warranties about the subject matter of this Agreement given by or on behalf of The Project Lab except as expressly provided in this Agreement.