Master Services Agreement
5th August 2026 (Rev1.01)
Commercial Terms & Conditions
These Commercial Terms & Conditions ("Terms") govern the supply of Products and Services by Tandem Analytic (ABN 94 071 076 807) (“Supplier”) to any person or entity ("Client") that purchases or uses those Products or Services. By accepting a Proposal, signing a Statement of Work, purchasing a Product or Service, or paying an invoice issued by The Supplier, the Client agrees to be bound by these Terms.
Services
The Supplier provides Digital Operations Management services, including professional consulting, project delivery, implementation services, operational support, and management of digital business platforms.
Unless expressly stated otherwise, the Supplier does not develop or sell proprietary software. Where appropriate, the Supplier procures, configures, manages and supports third-party cloud software and technology platforms on the Client's behalf.
Fees
The Client agrees to purchase the Products and Services described within the issued invoices.
Fees may comprise one or more of the following:
- Services
- Implementation Services
- Consultations
- User Training
- Technical Support
- Subscriptions
- Operational Support Subscription
- Digital Platform Subscription
Services are charged at the agreed hourly rate in minimum 15-minute increments unless otherwise agreed in writing. Subscriptions are a fixed recurring monthly charge.
Price Adjustments
SERVICES & OPERATIONAL SUPPORT SUBSCRIPTION
The Supplier may change the price of Services and Operational Support Subscription no more than once per calendar year. The Supplier agrees any price alterations must align with global inflation or market conditions.
DIGITAL PLATFORM SUBSCRIPTION
The fees payable for the Digital Platform Subscription are based on the cost of the third-party software platforms, licences and related services procured and managed by the Supplier on the Client's behalf.
Where a third-party software vendor changes its pricing, licensing model, subscription terms, or other charges that affect the cost of providing the Digital Platform Subscription, the Supplier may adjust the applicable Digital Platform Subscription fee to reasonably reflect those changes.
Tandem Analytic will provide the Client with written notice of any proposed price adjustment as soon as reasonably practicable after becoming aware of the change, and wherever possible before the adjusted fee takes effect. The notice will include the effective date of the revised subscription fee.
Price adjustments under this clause are limited to changes reasonably required to reflect increases or decreases in the underlying costs of providing the Digital Platform Subscription.
Digital Platform Subscription
The Digital Platform Subscription includes the procurement, licensing, administration and ongoing management of approved third-party software platforms required to deliver the agreed services.
The Client acknowledges that:
- The Supplier may procure software subscriptions in its own name, or in the Client’s name, on the Client's behalf.
- Subscription pricing may include procurement, administration and platform management costs.
- The Supplier may replace equivalent software platforms where reasonably necessary to improve service delivery or where software vendors discontinue or materially alter their products.
Expenses
Where travel, accommodation, third-party purchases or other agreed expenses are reasonably incurred in delivering the Services, the Supplier may invoice the Client for reimbursement.
No significant expense will be incurred without prior Client approval unless otherwise agreed.
Taxes
Unless otherwise stated, all prices are exclusive of applicable taxes.
The Client is responsible for any taxes, duties, withholding taxes or similar government charges applicable within its jurisdiction.
Where applicable, Australian GST will be applied in accordance with Australian taxation legislation.
Billing & Payment
Implementation Services and Professional Services will be invoiced in advance of works being carried out or delivered. Operational Support Subscription and Digital Platform Subscription are invoiced monthly in advance.
Payment is due within seven (7) days unless otherwise agreed.
Payments are to be made in the invoiced currency, using the payment methods provided on each invoice.
Recurring subscription services may be charged automatically using the payment method authorised by the Client.
Late Payment
The Supplier will make all reasonable efforts to collect payments before the Due Date.
If payment remains outstanding beyond the due date, the Supplier may:
- suspend access to managed services;
- suspend operational support;
- suspend software administration;
- suspend implementation activities; and/or
- terminate this agreement upon written notice.
The Client remains liable for all fees incurred prior to suspension or termination.
Changes to Services
The Client may request additional work outside the agreed scope. Additional work will be quoted separately or charged as Professional Services, on a Fixed Price or Time & Materials basis.
Termination
The Client may email info@tandemanalytic.com to provide notice of termination.
Either party may terminate this agreement by providing thirty (30) days written notice unless otherwise agreed in writing.
Termination does not affect payment obligations for:
- completed Professional Services;
- active subscriptions already procured;
- committed third-party software licences; or
- outstanding invoices.
Upon termination, the Supplier will reasonably assist with transition of Client-owned systems, provided all outstanding invoices have been paid.
Client Data
All Client business data remains the property of the Client.
Where the Supplier administers third-party software platforms, the Client retains ownership of its business records, documents and operational information.
Confidentiality
Each party agrees to keep confidential all commercial, financial and technical information received from the other party except where disclosure is:
- required by law;
- necessary for delivery of the Services; or
- authorised in writing.
This obligation survives termination of this agreement.
Limitation of Services
The Supplier provides management, implementation and administration of digital business systems.
The Supplier does not warrant or guarantee the availability, performance or functionality of third-party software vendors or internet service providers.
The Client acknowledges that outages, defects, pricing changes and service interruptions originating from third-party vendors remain outside the Supplier's reasonable control.
Our Commitment
Tandem Analytic is committed to maintaining a positive and productive relationship with our Clients, we consider our Clients as partners and wish to see success in their businesses and in their lives. We look forward to working with our Clients every day.
