Terms of Service

1. Introduction

These Terms of Service (“Terms”) govern the provision of services by Metrix (“Metrix”, “we”, “us”, “our”) to any individual, organisation, or representative (“you”, “your”, “Customer”).

By purchasing, accessing, or using any Metrix services, you acknowledge that you have read, understood, and agree to be bound by these Terms.

These Terms apply to all Metrix services unless expressly varied in writing by Metrix.

2. Service Model

Metrix provides services on an ongoing subscription, milestone-based, or fixed-scope basis, as outlined in the applicable proposal, statement of work, or agreement.

Where services are delivered on a subscription basis:

You acknowledge that uninterrupted service delivery is dependent on timely payment and reasonable cooperation.

3. Payment Terms

By purchasing any Metrix service, you agree to the following:

3.1 Fees

All fees are agreed in advance and documented in the applicable proposal, agreement, or invoice.

3.2 Non-Refundable Payments

All fees, including fixed fees, subscription fees, onboarding fees, and milestone payments, are non-refundable, including where:

3.3 Discovery & Preliminary Work

Discovery, strategy, and preliminary work is billed either:

3.4 Payment Schedules

Where a payment schedule applies, payments are due strictly at the agreed milestone or invoice due date.

4. Subscription Billing & Overdue Accounts

4.1 Due Dates

Subscription invoices are due on the invoice due date.

A grace period of three (3) calendar days applies.

4.2 Administrative Fees

If payment is not received within the grace period, Metrix may, to the extent permitted by law, apply administrative fees of $189.00 AUD excluding GST per occurrence to cover time and operational costs associated with managing overdue accounts, including payment follow-ups, internal reconciliation, and account management.

Administrative fees:

4.3 Service Suspension

Without limiting any other rights, Metrix may suspend or hold all services, deliverables, and work in progress while any invoice remains unpaid.

4.4 Service Disruption

If payment remains outstanding for fourteen (14) calendar days or more, Metrix may, at its discretion:

Service disruption does not relieve you of your obligation to pay outstanding amounts.

4.5 Recovery & Collections

If payment remains outstanding for thirty (30) calendar days or more from the invoice due date:

a) Metrix may escalate the recovery process and engage a third-party debt recovery or collection provider.

b) Metrix will provide at least forty-eight (48) hours’ written notice prior to initiating collection action. This notice constitutes the final payment request.

c) Upon escalation:

5. Payment Authorisation

You agree to provide a valid credit card or other payment method acceptable to Metrix.

By providing payment details, you authorise Metrix to charge:

6. Changes to Scope & Fees

Fees are calculated based on your initial requirements.

If you change, expand, or add requirements at any time:

No refunds apply to work completed or services delivered at your request.

7. Changes to Services or Terms

Metrix may update its services or these Terms to reflect:

No change will materially deprive you of the core benefit of the services.

Updated Terms take effect thirty (30) days after written notice, unless stated otherwise.

8. System Requirements & Cooperation

You are responsible for maintaining all systems, software, access, and credentials required for service delivery.

You agree to:

9. Software & Use Restrictions

You must not:

You are responsible for all activity occurring under your accounts.

10. Third-Party Services

Metrix services may integrate with third-party platforms or APIs (“Third-Party Services”).

You are solely responsible for:

Metrix makes no warranties regarding Third-Party Services and is not responsible for outages, changes, or failures caused by them.

11. Users

You are responsible for:

You indemnify Metrix against any loss arising from user actions or omissions.

12. Intellectual Property

All intellectual property relating to Metrix services, systems, software, frameworks, and methodologies remains the exclusive property of Metrix.

You are granted a limited, non-exclusive, non-transferable, revocable licence to use deliverables solely for internal business purposes.

No ownership rights are transferred unless expressly granted in writing in the applicable proposal or statement of work.

13. Customer Content & Indemnity

You retain ownership of content you provide and warrant that you have all necessary rights.

You indemnify Metrix against any claims arising from:

14. Metrix Indemnity

Metrix will indemnify you against third-party intellectual property claims arising directly from the services, except where claims result from:

15. OneView Starter – Service Overview

OneView Starter is Metrix’s foundational analytics and performance visibility service.

It typically includes:

OneView Starter is a foundational service and may be expanded, upgraded, or transitioned into ongoing services as agreed.

Specific inclusions, timelines, and pricing are defined in the applicable proposal.

16. Precedence

If there is any inconsistency:

17. General

These Terms constitute the entire agreement between you and Metrix and supersede all prior discussions.

If any provision is unenforceable, the remainder remains in full force.

This Agreement is governed by the laws of Australia, without regard to conflict of laws principles.