Terms & Conditions
Last updated: 29 July 2026
1. Agreement
All transactions between Kode-1 and the Client are subject to these standard terms and conditions together with the accompanying Proposal Letter, which together form the complete Contract between the parties.
2. Definitions
- ACL means the Australian Consumer Law as set out in the Competition and Consumer Act 2010 (Cth).
- Client / You means the party purchasing goods or services from Kode-1.
- Kode-1 / We / Us means Kode-1 Pty Ltd trading as Kode-1 (ABN 42 653 469 544).
- Services means the scope of services specified in the Proposal, or as modified in accordance with these terms.
3. Payment terms
Payment terms are strictly 14 days from the date of invoice. Amounts are payable without set-off or deduction of any kind.
4. Late payment
Overdue balances incur a service charge of 0.05% per day until paid in full.
5. Default costs
Where legal action is necessary to recover amounts owing, Kode-1 may recover its solicitor fees and associated costs on a client–solicitor basis.
6. Governing law
The Contract is governed by the law of the place in which the Contract is signed.
7. Joint and several liability
Where more than one party signs the Contract, each signatory is jointly and severally liable as a debtor for the amounts owed.
8. Information and access
The Client must promptly provide the information, system access, and resources reasonably required for the performance of the Services. Failure to do so may result in additional fees. The Client must notify Kode-1 of any change that renders previously provided information inaccurate or misleading.
9. Entire agreement
These terms and conditions, together with the Proposal, constitute the entire agreement between the parties, and may only be amended in writing signed by both parties.
10. No waiver
A failure by Kode-1 to enforce any right under the Contract does not constitute a waiver or modification of that right.
11. Recommendations
Recommendations made in the course of the Services are made in good faith and without accepted responsibility. The Client must conduct its own independent due diligence before acting on any recommendation.
12. Prior arrangements
These terms supersede and exclude all prior discussions, representations, and arrangements relating to the Services.
13. Liability
To the extent permitted by law, Kode-1 shall not be responsible in tort or in contract for any loss or damage arising from defects in, or the negligent provision of, the Services. The Client indemnifies Kode-1 against claims by third parties arising from or in connection with the Services. Nothing in these terms excludes rights that cannot be excluded under the ACL.
14. Force majeure
Kode-1 is not liable for any failure or delay caused by events beyond its reasonable control, including natural disasters and labour disputes.
15. Intellectual property
Kode-1 retains all right, title, and interest in and to intellectual property rights arising from the provision of the Services, including software and application development, unless the Proposal expressly provides otherwise. We own the copyright and all other intellectual property rights in everything we create during the provision of the Services.
16. GST
The Client must pay or reimburse Kode-1 for any applicable Goods and Services Tax on the Services.
17. Conflicts
Where the Client’s interests conflict with those of another Kode-1 client, Kode-1 will address the conflict through appropriate protective arrangements or terminate the engagement immediately without liability.
18. Confidentiality
Neither party may disclose the other’s confidential information without consent, except as required by law or regulation, for the performance of the Services, for internal disclosure, or to professional advisers and insurers. The Client authorises Kode-1 to publicise the engagement unless that authorisation is withdrawn in writing.
Contact
Kode-1 Pty Ltd (ABN 42 653 469 544)
Level 2, 161 Collins Street, Melbourne VIC 3000, Australia
partner@kode-1.com