PAYMENT Terms and Conditions

1. Supply

The ScaleUp (ABN 49 963 512 121) and its subsidiaries, agree to supply goods (“Products”) and/or services (“Services”) to the Customer on these standard terms and conditions (“Terms”).

2. Purchase Orders

Purchase orders for Products or Services will constitute an offer by the Customer and may only be accepted by ScaleUp in writing. Any amendments to purchase orders for Products or Services must be approved by ScaleUp in writing to be effective.

3. Payment (Fair Payment Policy)

ScaleUp adopts a pay on receipt policy for all small business accounts. A small business is defined as a business that has an Australian Business Number (ABN) and an active GST role with turnover less than $2 million per annum (p.a.); or employs less than 20 people. Payment terms for businesses deemed larger than the small business definition are paid strictly within 7 days from the date of invoice in accordance with the individual terms of each contract.

4. Confidentiality

ScaleUp and the Customer agree that they will keep at all times as strictly confidential any confidential information that is disclosed or provided by one party to the other. In this clause, “confidential information” means information in any form but does not include information that is already in the public domain at the time that it is disclosed or becomes part of the public domain otherwise than as a result of an unauthorised disclosure by ScaleUp or the Customer.

5. Intellectual Property

The Customer acknowledges that, unless otherwise agreed in writing, all intellectual property rights attaching to the Products or arising out of the provision of Services are and will remain the property of ScaleUp (or its supplier where such rights are owned by that supplier). Materials will be licensed to the Customer on the terms of the relevant license agreement provided with the service or as otherwise agreed between ScaleUpVic and the Customer in writing. Any rights to be conferred on Customer will only commence on payment of all charges payable in connection with those rights.

6. Taxes and GST

The amount payable to ScaleUp (“the Price”) is exclusive of existing taxes, duties and government charges imposed or levied in Australia in connection with the supply of the Products and Services. The Customer shall be liable for any new or varied taxes, duties or charges imposed subsequent to ScaleUp’s quotation or proposal or to this agreement in respect of the supply of the Products and Services. ScaleUp will issue a valid tax invoice where GST is to be recovered.

ScaleUp is a proud supporter of the Supplier Payment Code. To find out more go to www.supplierpaymentcode.org.au