Thank you for using XGameDev. These T&C's will govern the Services provided by us to you. Importantly, it outlines both your responsibilities and ours while providing the Services.
By agreeing to use our Services, you agree that you have read, understand and agree to be bound by the terms outlined in these T&C's. If you are using our Services on behalf of an organisation, you agree to the terms outlined in these T&C’s, on behalf of such organization.
In these T&C’s unless the context indicates otherwise, the following words have the following meanings.
Cancellation Date means the date of cancellation of the Services and/or cancellation of engagement of XGameDev by the Customer or by XGameDev.
Claims means all demands, claims, proceedings, penalties, fines and liability (whether criminal or civil, in contract, tort or otherwise).
Commencement Date means the date on which XGameDev (and all its employees, sub-contractors or agents) shall commence the Services.
Completion Date means the date on which XGameDev is to complete performing the Services or such other date as the Parties may agree.
Customer means you and/or, if you acting on behalf of a company, that company.
Facilities means working space, computer equipment, access to the internet and the Customer's computer network and telecommunications systems and similar. It includes access to such resources but also use of them to the extent required by XGameDev in order to perform the Services.
Fees refers to the amount as set out in the Specification or other such fees as the Parties may agree.
GST Law means the same as in the A New Tax System (Goods and Services Tax) Act 1999 (Cth).
Intellectual Property includes trademarks, patents, copyrights, processes, know-how, registered designs or other like rights or any right to apply for registration of any of the former.
Losses means all losses including financial losses, damages, legal costs and other expenses of any nature whatsoever.
Parties means XGameDev and the Customer, and Party means either one of them.
Related Body Corporate has the meaning given in section 50 of the Corporations Act 2001 (Cth).
Services means the services to be provided by XGameDev under these T&C’s in accordance with XGameDev’s Specification or as otherwise agreed between the parties.
Specification means any statement of works, quote or other similar document supplied to the Customer describing the services to be provided by XGameDev.
XGameDev Personnel means any person or persons that XGameDev designates to perform the Services on XGameDev's behalf.
XGameDev will provide the Services in places and locations as XGameDev considers appropriate to the type and nature of the requirements of the Customer.
XGameDev is entitled to vary the daily or hourly rates (where applicable) during the term of these T&C’s with written notice to the Customer of 7 days prior to the change being implemented.
The Customer is liable to pay XGameDev’s reasonable travel costs and expenses in the event XGameDev’s personnel is required to visit the Customer or attend any of the Customer’s offices.
If the Customer does not make a payment by the date stated in an invoice or as otherwise provided for in these T&C’s, XGameDev is entitled to do any or all of the following:
During performance of the Services the Customer will:
XGameDev must comply with legislation applicable to XGameDev' employees and agents.
Throughout the engagement of XGameDev, the Customer must comply at the Customer's own cost and expense with all acts, ordinances, rules, regulations, other delegated legislation, codes and the requirements of any Commonwealth, State and Local Government departments, bodies, and public authorities or other authority. This requirement applies to the Customer or to the Services. The Customer must indemnify XGameDev from and against all actions, costs, charges, claims and demands in respect thereof.
XGameDev provides no warranty that any result or objective can or will be achieved or attained at all or by a given completion date / the Completion Date or any other date, whether stated in these T&C’s, the Services, the Specifications or elsewhere.
The Customer must indemnify and hold XGameDev harmless from and against all Claims and Losses arising from loss, damage, liability, injury to XGameDev, its employees and third parties, infringement of third party Intellectual Property, or third party losses by reason of or arising out of any information supplied to XGameDev by the Customer, its employees, or supplied to XGameDev by the Customer within or without the scope of these T&C’s.
Each of the Parties acknowledges that, in entering into these T&C’s, it does not do so in reliance on any representation, warranty or other provision except as expressly provided in these T&C’s. Any conditions, warranties or other terms implied by statute or common law are excluded from these T&C’s to the fullest extent permitted by law.
XGameDev warrants that XGameDev will not incur any liability on behalf of the Customer or in any way pledge or purport to pledge the Customer's credit or accept any other or make any contract binding upon the Customer without prior approval being given by the Customer.
The obligations accepted by XGameDev and the Customer under this clause 8 survive cancellation of the Services or expiry of these T&C’s.
Either Party may cancel the Services upon the happening of any of the following events:
Neither Party has any liability under or may be deemed to be in breach of these T&C’s for any delays or failures in performance of these T&C’s which result from circumstances beyond the reasonable control of that Party.
XGameDev reserves the right to amend these T&C’s from time to time without notice. However, the latest version of these T&C’s can be found on the XGameDev website. If any amendment meaningfully alters these T&C’s, during the provision of the Services, XGameDev will notify the Customer.
The Parties confirm that they have not entered into these T&C’s on the basis of any representation that is not expressly incorporated into these T&C’s.
If any provision of these T&C’s is prohibited by law or judged by a court to be unlawful, void or unenforceable, the provision will, to the extent required, be severed from these T&C’s and rendered ineffective as far as possible without modifying the remaining provisions of these T&C’s, and will not in any way affect any other circumstances of or the validity or enforcement of these T&C’s.
A notice or other communication connected with these T&C’s has no legal effect unless it is in writing.
These T&C’s takes effect, is governed by, and will be construed in accordance with the laws from time to time in force in Victoria, Australia. The Parties submit to the non-exclusive jurisdiction of the courts of Victoria.
The Customer shall give XGameDev not less than fourteen (14) days’ written notice of any change, or proposed change, of ownership of the Customer or any change in the Customer’s name or details.