Last updated: 21 May 2026
These terms set out how April9 works with our clients. They apply to every engagement we undertake — every project, every support arrangement, every piece of work that begins with "can you help us with…". By engaging us, accepting a quote, or signing a Statement of Work, you're agreeing to these terms.
We've kept these terms short and readable, because contracts no-one reads aren't really agreements.
These terms cover
- What you can expect from us, and what we expect from you
- How we handle fees, intellectual property, confidentiality, and data
- What happens if things go wrong
- Definitions for the technical terms
If a specific arrangement needs its own document — a Support Agreement for hosting and managed services, a Stack9 Licence for our platform, or a Statement of Work for a project — that document sits underneath these terms. Where the more specific document says something different, it wins for its subject matter.
Who we are
April9 Digital Consulting Pty Ltd (ABN 78 611 304 664) is an Australian technology consultancy based in Brisbane. We design, build, and operate software for our clients. We hold ISO 27001 certification for information security and maintain it for the duration of every engagement.
When we say "April9", "we", "us", or "our", we mean April9 Digital Consulting Pty Ltd. When we say "you" or "your", we mean the entity we're doing business with.
1. How these terms apply
These terms apply to all services April9 provides — including software development, advisory work, design, testing, hosting, managed services, and use of our Stack9 platform.
You accept these terms when you do any of the following:
- Engage April9 to perform services for you;
- Accept a quote, Statement of Work, or Engagement Order issued by us;
- Approve an Engagement Order through our delivery portal, which constitutes a binding electronic signature under the Electronic Transactions Act 1999 (Cth) and the Electronic Transactions (Queensland) Act 2001; or
- Continue to use services we've already started providing.
Where we agree specific commercial terms in a Statement of Work, Engagement Order, Support Agreement, or Stack9 Licence Agreement, those documents incorporate these terms by default.
2. What you can expect from us
We will perform our services with reasonable care and skill, using suitably qualified people, in accordance with the scope, timeline, and acceptance criteria set out in the relevant Engagement Order.
We will:
- Maintain ISO 27001 certification for the duration of every engagement;
- Protect your information consistently with our information security management system; and
- Where we deploy code changes to a production environment, provide a 90-day delivery warranty. If a defect in our deployed code is a regression from the build we shipped, and it isn't caused by your changes or third-party platform behaviour, we'll remediate it at no additional cost provided you report it within 90 days of deployment.
We may use subcontractors to perform parts of the services. When we do, they're bound by confidentiality, security, and data-handling obligations no less protective than these terms — and we remain responsible to you for their work as if we'd done it ourselves.
We don't promise that services or deliverables will be uninterrupted, error-free, or fit for any purpose you haven't told us about. The commitments above are the warranties we make — anything else implied at law is excluded to the extent we're allowed to exclude it.
3. What we expect from you
Our work depends on you. To get the best from us, you'll need to:
- Give us timely access to the systems, people, environments, and information we need;
- Respond to approvals, decisions, and questions within reasonable timeframes;
- Nominate a contact who has authority to make decisions on your behalf;
- Provide accurate instructions and let us know promptly if anything changes; and
- Ensure you have the right to share with us any materials, data, or credentials you provide.
If you delay or change direction, we'll do our best to accommodate it — but if that increases scope, time, or cost, we'll raise a change request, and no change is effective until we've both agreed it (including via our delivery portal).
You also agree not to use our services or any deliverables to:
- Breach the law or anyone's rights;
- Attempt to access systems or environments you're not authorised to use; or
- Reverse engineer, decompile, or attempt to derive the source code of our software, including Stack9.
4. Fees and payment
Fees are set out in the applicable Engagement Order or Support Agreement, in Australian dollars and exclusive of GST. Unless we've agreed otherwise:
- We invoice at the cadence set out in your engagement (typically monthly in arrears or on milestone completion).
- Payment is due 14 days from the invoice date.
- Overdue amounts attract interest at 2% above the Reserve Bank of Australia cash rate, calculated daily until paid.
- If an invoice remains unpaid for more than 30 days, we may suspend work on written notice until payment is received. We're not liable for any loss that suspension causes.
- You must raise invoice disputes in writing within 7 days of receipt. Disputed amounts aside, you can't withhold payment of the rest.
We review and may adjust our standard rates annually, with at least 60 days' written notice before any increase takes effect.
5. Intellectual property
What you bring stays yours. You keep all rights in the materials, data, and systems you provide to us. You grant us a non-exclusive, royalty-free licence to use them solely for performing the services.
What we bring stays ours. We keep all rights in our pre-existing methodologies, frameworks, tools, templates, know-how, and the Stack9 platform (together, April9 IP). Nothing in these terms transfers ownership of April9 IP to you.
What we build for you transfers on payment. Subject to full payment of all fees for the relevant engagement, we assign to you all rights in the deliverables we create specifically for you under that engagement — except for any April9 IP embedded in or underlying those deliverables. Where our IP is embedded in deliverables, we grant you a non-exclusive, perpetual, royalty-free licence to use it as part of those deliverables for your internal business purposes.
You warrant that the materials you provide to us don't infringe anyone's rights, and you'll indemnify us against any claim that they do.
We may identify you as a client of April9 and describe the general nature of the work we've done together, unless you ask us in writing not to.
6. Confidentiality
We take confidentiality seriously, and we expect you to as well. Each of us agrees to:
- Keep the other's Confidential Information in confidence;
- Use it only for the purposes of these terms;
- Share it only with people who need to know and who are bound by similar obligations of confidence; and
- Protect it with reasonable security measures.
This obligation applies from the moment we begin discussing a potential engagement — including discovery sessions, scoping conversations, and solution architecture discussions — and continues for three years after our relationship ends. Trade secrets remain protected for as long as they qualify as trade secrets.
The usual carve-outs apply: information that's already public, that you or we knew independently, that's developed without reference to the disclosing party's information, or that we're required to disclose by law (in which case we'll let the other party know first, where we can).
Either of us can seek urgent injunctive relief if the other breaches this clause, because money damages may not be enough.
7. Privacy and data
Where we handle Personal Information on your behalf in the course of providing services, we'll do so consistently with the Privacy Act 1988 (Cth), the Australian Privacy Principles, and our ISO 27001 certified information security management system.
For engagements that involve significant or ongoing processing of Personal Information, we'll execute a separate Data Processing Agreement with you. That agreement covers data location, sub-processor approvals, breach notification, and audit rights in detail.
You're responsible for ensuring you have the lawful basis to share Personal Information with us.
8. Liability
Both of us take responsibility for our own conduct. To make that workable, we've agreed limits on what either of us can claim from the other.
Cap on liability. Our total aggregate liability to you under or in connection with these terms — whether in contract, tort (including negligence), under statute, or otherwise — is limited to the total fees you paid us in the 12 months before the event giving rise to the claim. Government, healthcare, and certain enterprise clients may agree a different cap with us in their Engagement Order.
Excluded losses. Neither of us is liable to the other for indirect, incidental, consequential, or punitive damages, including loss of profit, revenue, data, goodwill, business opportunity, or wasted expenditure — even if we knew that loss was possible.
What can't be excluded. Nothing in these terms limits liability for:
- Death or personal injury caused by negligence;
- Fraud or fraudulent misrepresentation;
- Breach of confidentiality;
- A party's indemnification obligations; or
- Anything that can't be limited at law, including consumer guarantees under the Australian Consumer Law.
9. Non-solicitation
We invest a lot in our people. While we're working with you, and for 12 months after our last engagement ends, you agree not to directly or indirectly solicit, recruit, or hire any April9 employee or contractor who has worked on your engagement. The same applies to former April9 personnel within 6 months of their departure.
If this is breached, you agree to pay us liquidated damages equal to 12 months of the relevant person's average monthly fees to April9 — the parties agree this is a genuine pre-estimate of our loss and not a penalty. This doesn't prevent us from seeking injunctive relief or additional actual damages where the liquidated amount is insufficient.
10. Suspension and termination
Either of us may end our relationship under these terms — or any individual engagement — by written notice if the other:
- Materially breaches these terms and doesn't fix it within 14 days of being notified; or
- Becomes insolvent, enters administration or liquidation, or ceases to carry on business.
We may also suspend services on written notice if you fail to pay an undisputed invoice within 30 days of the due date (see clause 4).
When things end:
- You'll pay for services we've performed up to that point;
- Each of us will return or destroy the other's Confidential Information on request; and
- Clauses that by their nature should survive — intellectual property, confidentiality, liability, non-solicitation, and governing law — continue to apply.
You're always free to stop using our services. We'll be sorry to see you go, but we won't hold you to a relationship you don't want.
11. If something goes wrong
If a dispute arises, we'd like to fix it directly. Before either of us starts legal proceedings, we'll attempt to resolve the matter through good-faith discussion.
If we can't resolve it within 21 days of one of us giving the other written notice of the dispute, either of us can refer it to mediation through the Resolution Institute or another mediator we agree on. The costs of mediation are shared equally.
If mediation doesn't resolve it, either of us can commence court proceedings. This process doesn't apply to debt recovery for unpaid undisputed invoices, and nothing here prevents either of us from seeking urgent injunctive relief from a court.
These terms are governed by the laws of Queensland, Australia. We each agree to the non-exclusive jurisdiction of the Queensland courts.
12. About these terms
Hierarchy. Where you've signed more than one document with us and they conflict, the more specific document wins for its subject matter:
- A Statement of Work or Engagement Order prevails for that specific engagement;
- A Support Agreement prevails for support, hosting, and managed services;
- A Stack9 Software Licence Agreement prevails for Stack9 platform matters; and
- These terms govern everything else.
Changes. We may update these terms from time to time. The current version always lives at april9.com.au/terms. If we make material changes that affect existing engagements, we'll give reasonable notice. Where you've signed a Statement of Work, Engagement Order, or Support Agreement, the version of these terms in force when you signed it governs that engagement unless we agree otherwise.
Other bits.
- Each of us is an independent contractor. Nothing in these terms creates a partnership, employment, or agency relationship.
- Neither of us is liable for delays caused by events beyond reasonable control, provided we give prompt notice and make reasonable efforts to mitigate.
- These terms — together with any Engagement Orders, Support Agreements, or other documents we've signed — are the entire agreement between us on their subject matter and supersede earlier discussions.
- If any provision is unenforceable, the rest still applies.
- A failure to enforce a right isn't a waiver of that right.
- Variations to these terms in a specific engagement must be in writing and signed by authorised representatives of both of us.
- Notices to April9 should be sent to info@april9.com.au.
Definitions
Confidential Information means non-public information disclosed by one of us to the other in connection with the services, whether disclosed in writing, orally, or otherwise, that's marked confidential or should reasonably be understood to be confidential. It doesn't include information that's publicly known (other than through breach), was already known to the receiving party, was independently developed, or is required to be disclosed by law.
Deliverables means the work product, software, documentation, designs, or other materials we create for you under an Engagement Order.
Engagement Order means a scoped document (sometimes called a Proposal or Statement of Work) that sets out the specific services, deliverables, timeline, and fees for a particular engagement.
Personal Information has the meaning given in the Privacy Act 1988 (Cth).
Services means the professional services we provide to you under an Engagement Order — including software development, business analysis, design, testing, hosting, infrastructure management, and support.
Stack9 means April9's proprietary software platform, licensed under a separate Stack9 Software Licence Agreement.
April9 Digital Consulting Pty Ltd
ABN 78 611 304 664
Level 4, South Tower, 339 Coronation Drive, Milton QLD 4064
info@april9.com.au · april9.com.au
