By engaging The Urban Network Group Pty Ltd ("we", "us", "TUN") for any service — including through our website, a signed service agreement, or verbal instruction — you ("Client") agree to be bound by these Terms of Service. These terms are governed by the laws of New South Wales, Australia.
1. Services
TUN provides managed IT services, cybersecurity solutions, physical security installation, compliance support, device endpoint management, and security training ("Services") as specified in a Statement of Work (SOW), Service Agreement, or written proposal accepted by the Client.
All Services are subject to these Terms unless a separate written agreement expressly overrides them. In the event of conflict, the signed Service Agreement takes precedence.
2. Engagement and acceptance
An engagement begins when the Client accepts a proposal, signs a Service Agreement, or instructs TUN to commence work in writing (including by email). A free IT audit does not constitute a binding engagement and carries no obligation on either party.
3. Client responsibilities
The Client agrees to:
- Provide TUN with timely access to systems, premises, credentials, and personnel necessary to deliver the Services
- Maintain appropriate authorisation and rights over all systems and data TUN is asked to work on
- Notify TUN promptly of any changes to the environment that may affect service delivery
- Keep all account credentials, access tokens, and remote access tools provided by TUN secure and confidential
- Ensure staff participate in required onboarding and security training sessions as part of managed service agreements
- Maintain appropriate cyber insurance where recommended by TUN
4. Fees, invoicing, and payment
Managed services: Billed monthly in advance via agreed method. Fees are fixed for the contracted term unless a change in scope is agreed in writing.
Project work: Quoted and invoiced per project milestones or on completion, as specified in the SOW.
Ad-hoc work: Billed at our current standard hourly rates plus GST, invoiced monthly in arrears.
Payment terms: Invoices are due within 14 days of issue. Overdue amounts attract interest at 10% per annum. TUN reserves the right to suspend services for accounts more than 30 days overdue after providing written notice.
All fees are quoted in Australian Dollars (AUD) exclusive of GST unless otherwise stated.
5. Service levels (SLA)
For active managed service clients, TUN targets the following response times:
- Critical (business-wide outage): Initial response within 1 hour; resolution efforts begin immediately
- High (significant impact, workaround available): Initial response within 2 hours
- Standard (general issues): Initial response within 4 business hours
- Low (minor issues, queries): Response within 1 business day
SLAs apply during business hours (8am–6pm AEST/AEDT, Monday to Friday) unless an out-of-hours support arrangement is in place. TUN is not liable for SLA breaches caused by factors outside its reasonable control.
6. Intellectual property
All intellectual property created or developed by TUN in the course of delivering Services ("Deliverables") remains the property of TUN unless the parties agree otherwise in writing. Upon full payment, TUN grants the Client a non-exclusive, perpetual licence to use the Deliverables for their internal business purposes.
The Client retains ownership of all pre-existing intellectual property provided to TUN. The Client grants TUN a limited licence to use Client materials solely to the extent necessary to perform the Services.
7. Confidentiality
Both parties agree to keep the other party's confidential information strictly confidential and not to disclose it to third parties without prior written consent, except as required by law. This obligation survives termination of the engagement for a period of three (3) years.
TUN will not disclose Client data or system information to third parties except as necessary to deliver contracted Services or comply with applicable law.
8. Limitation of liability
To the maximum extent permitted by law:
- TUN's total liability to the Client for any claim arising out of or in connection with the Services is limited to the total fees paid by the Client in the three (3) months preceding the event giving rise to the claim
- TUN is not liable for indirect, incidental, consequential, or special damages, including loss of profits, loss of data, or business interruption
- TUN is not liable for losses arising from the Client's failure to maintain adequate backups, failure to implement recommended security measures, or actions of third parties outside TUN's control
Nothing in these Terms excludes, restricts, or modifies any consumer guarantee, right, or remedy under the Australian Consumer Law (Schedule 2 of the Competition and Consumer Act 2010 (Cth)) that cannot lawfully be excluded.
9. Termination
By the Client: Managed service agreements may be terminated with 30 days' written notice after any minimum contract term. Project work may be terminated with 14 days' notice; fees for work completed to date remain payable.
By TUN: TUN may terminate immediately if the Client materially breaches these Terms and fails to remedy the breach within 7 days of written notice, or if the Client becomes insolvent.
Upon termination, TUN will provide reasonable assistance to facilitate transition to another provider and return or securely delete Client data within 30 days, subject to any legal retention obligations.
10. Force majeure
Neither party is liable for failure or delay in performance caused by circumstances beyond their reasonable control, including natural disasters, pandemics, government actions, cyberattacks by third parties, or telecommunications failures.
11. Governing law and disputes
These Terms are governed by the laws of New South Wales, Australia. The parties agree to submit to the exclusive jurisdiction of the courts of New South Wales. Before commencing any legal proceedings, the parties agree to attempt to resolve disputes through good-faith negotiation for a period of 30 days.
12. Changes to these terms
TUN may update these Terms from time to time. Clients will be notified of material changes by email at least 30 days before they take effect. Continued use of Services after that date constitutes acceptance of the updated Terms.