These terms apply to services provided by Navjot Navjot Pty Ltd, trading as hfub ("we", "us"), to you or the entity you represent ("you", "the client").
1. These terms and your proposal
Every engagement is governed by these terms together with the written proposal or statement of work we issue for that project. Where the proposal and these terms conflict, the proposal prevails for that engagement.
Work begins when you accept a proposal in writing and pay any deposit specified in it.
2. Quotes, discovery and scope
Discovery sessions. A discovery session is a paid engagement in which we examine your requirements and produce a written plan, indicative timeline and fixed quote. The fee is payable in advance. The written output is yours to keep and use, whether or not you proceed with us. Where you do proceed, the discovery fee is credited against the first invoice for that project.
Quotes. Quotes are valid for 30 days and cover only the work described in them. Anything not expressly listed in a proposal is out of scope.
Estimates. Where a proposal gives a timeline, it is an estimate made in good faith based on the information available and on you meeting your responsibilities under clause 5. Timelines are not guarantees unless the proposal expressly says otherwise.
3. Fees and payment
- Projects are quoted at a fixed price and delivered in phases, each invoiced separately as set out in the proposal.
- Unless the proposal says otherwise, a deposit of 50% of the first phase is payable before work begins.
- Invoices are payable within 7 days of issue.
- Prices are in Australian dollars. Where GST applies, it will be shown separately on the invoice.
- Recurring support plans are billed monthly in advance and may be cancelled with 30 days' written notice.
- We may pause work on overdue accounts after giving you written notice, and may charge interest on overdue amounts at 2% above the RBA cash rate.
- Third-party costs — hosting, domains, licences, app store fees, API usage — are your responsibility and are not included in a quote unless expressly stated.
4. Changes to scope
If you ask for work outside the agreed scope, we will tell you before proceeding and give you a written variation with the additional cost and any effect on the timeline. We will not carry out additional chargeable work without your written approval.
5. Your responsibilities
Delivering on time depends on you as well as us. You agree to:
- Provide content, credentials, system access and information we reasonably need, within the timeframes agreed
- Nominate one person authorised to approve work and make decisions
- Review and respond to deliverables within the review periods set in the proposal
- Ensure you own or are licensed to use any content, data or materials you give us
- Maintain your own backups of any data you provide
Where delays are caused by outstanding items on your side, timelines shift accordingly and we may re-schedule the work. If a project is inactive on your side for more than 60 days, we may invoice for work completed to that point and release the booked time.
6. Intellectual property
What transfers to you. On full payment for a phase, ownership of the custom code, designs and documentation produced specifically for you in that phase transfers to you.
What stays with us. We retain ownership of our pre-existing tools, libraries, frameworks, templates and general know-how, including anything developed before the engagement or applicable across clients. Where these are embedded in your deliverable, we grant you a perpetual, non-exclusive, royalty-free licence to use them as part of that deliverable.
Before payment. Until an invoice is paid in full, we retain ownership of the work delivered under it and you have no licence to use it in production.
Your materials. You retain ownership of everything you supply — content, data, trade marks and existing systems.
7. Third-party services
Projects commonly rely on third-party platforms such as hosting providers, payment processors, AI model providers, app stores and APIs. We will tell you which are required. Those services are supplied under their own terms, which you accept directly, and we are not responsible for their availability, pricing changes, policy changes or discontinuation.
Where a project involves app store submission, approval is at the store operator's discretion. We will make reasonable efforts to meet their guidelines but cannot guarantee acceptance.
8. Acceptance, warranty and support
Each phase is deemed accepted when you approve it, or 10 business days after delivery if you have not raised written issues in that time.
We warrant that for 30 days after acceptance of the final phase, the delivered software will operate substantially as described in the proposal. We will fix defects reported in that period at no charge.
The warranty does not cover: changes made by you or a third party; faults in third-party services; changes in your environment, data or requirements; or new functionality. Work of that kind is quoted separately or covered by a support plan.
9. Confidentiality
Each of us agrees to keep the other's confidential information confidential, to use it only for the purposes of the engagement, and not to disclose it without consent, except where disclosure is required by law. This obligation continues after the engagement ends.
We handle personal information in accordance with our Privacy Policy.
10. Consumer guarantees and liability
Australian Consumer Law. Our services come with guarantees that cannot be excluded under the Australian Consumer Law. Nothing in these terms excludes, restricts or modifies those rights. Where we are permitted to limit our liability for a breach of a consumer guarantee, our liability is limited to resupplying the services or paying the cost of having them resupplied.
Liability cap. Subject to the paragraph above, our total aggregate liability arising out of an engagement, whether in contract, tort (including negligence) or otherwise, is limited to the total fees you have paid us under that engagement in the 12 months before the claim arose.
Excluded loss. Subject to the Australian Consumer Law paragraph above, neither party is liable for indirect or consequential loss, loss of profit, loss of revenue, loss of anticipated savings, loss of business opportunity, or loss or corruption of data.
AI-assisted output. Where a deliverable includes AI features, those systems produce probabilistic output and can be wrong. We will implement the guardrails, validation and human review steps agreed in the proposal. You are responsible for how the output is used in your business, and for any decision made on the basis of it.
11. Cancellation and termination
- Either party may terminate an engagement by giving 14 days' written notice.
- On termination, you pay for all work completed and any non-recoverable third-party costs committed on your behalf.
- Deposits are non-refundable once work on the relevant phase has begun.
- Either party may terminate immediately if the other commits a material breach that is not remedied within 14 days of written notice, or becomes insolvent.
- On termination for any reason, we will hand over the work you have paid for in full.
12. Portfolio use
We may describe the work in general terms and display non-confidential visuals of it in our portfolio and marketing. We will not disclose your confidential information, your customers' data, or anything you have asked in writing to keep private. If you would prefer we not reference the work at all, tell us and we will not.
13. General
Subcontractors. We may engage subcontractors, and remain responsible for their work.
Non-solicitation. During an engagement and for 12 months after, neither party will directly solicit the other's staff or contractors involved in the project.
Force majeure. Neither party is liable for delay or failure caused by events beyond its reasonable control.
Entire agreement. These terms and the accepted proposal are the whole agreement and replace any earlier discussion or representation.
Governing law. These terms are governed by the laws of Victoria, Australia, and each party submits to the non-exclusive jurisdiction of its courts.
Changes. We may update these terms for future engagements. The terms that apply to a project are those in force when you accept its proposal.
14. Contact
Navjot Navjot Pty Ltd, trading as hfub
Melbourne, Victoria, Australia
Contact: team@hfub.com