These terms apply to services provided by Synverra Pty Ltd (ACN 686 665 038) trading as Logic Weave (we, us, our) to a customer (you) for engagements not governed by a signed Master Services Agreement.
These terms apply to each engagement unless we agree a separate signed agreement for it. You accept them when you accept our proposal or quote, instruct us to start, issue a purchase order, or pay a deposit or invoice, whichever happens first. If a proposal conflicts with these terms, the proposal prevails for that engagement only. Any purchase order you issue is for billing administration only; its printed terms do not apply unless we agree to them in writing.
We will provide the services described in the accepted proposal or scope of work (Services) with reasonable care and skill. We may determine how and by whom the Services are performed and may provide them remotely or on-site.
We do not guarantee any particular outcome. In particular, we do not warrant that the Services will achieve certification, pass an audit, satisfy a regulator, identify every vulnerability, or prevent a security incident. You remain responsible for your own business, implementation, remediation and risk decisions.
You must give us the cooperation, access, information, approvals and resources we reasonably need, on time. You warrant that information you provide is accurate, and you are responsible for your own systems, backups and business continuity. If you cause delay, our timeframes extend accordingly, and we may charge reasonable additional costs.
Where the Services include a third-party product (for example endpoint protection, compliance tooling or training platforms), we may contract with the vendor in our own name and resell, administer or support that product. Your use of it is subject to the vendor's terms. We are not the manufacturer and are not responsible for a vendor's outage, defect, price change, licence change or withdrawal, except to the extent caused by our breach. Vendor price changes may be passed through, and you are not entitled to a refund except to the extent the vendor refunds us. If a vendor materially increases the price of, withdraws, materially reduces the functionality of, or materially changes the terms of a third-party product, you may terminate the affected product or the affected part of the engagement on written notice, but remain liable for fees and non-cancellable third-party commitments incurred up to termination.
Where the Services include penetration testing or other security testing, you authorise us to test the systems identified in the proposal, confirm that you own or control those systems (or have authority to permit testing), and must keep current backups before testing starts. Testing may affect systems; we are not liable for disruption caused by testing that is within scope and performed with reasonable care and skill. Vulnerability information and test results are confidential.
7.1 You must pay our fees as stated in the proposal. Unless stated otherwise, amounts exclude GST, which you must pay in addition on a valid tax invoice.
7.2 Where the proposal requires a deposit, it is payable before we start and is non-refundable once we start the Services, except to the extent the law requires otherwise.
7.3 You must pay each invoice within 7 days of its date unless the proposal states otherwise, and you must pay for Services we perform whether or not a particular outcome is achieved.
7.4 We may charge interest on overdue amounts and suspend the Services if an undisputed amount remains unpaid 7 days after we request payment in writing.
You may use the reports, policies and other deliverables we prepare for you for your own business, compliance, audit, security, insurance and operational purposes, once you have paid in full. We retain all rights to our pre-existing materials, including our templates, methodologies, know-how, scripts, frameworks, and delivery platform. You must not resell or reverse-engineer our materials or use them to build a competing service.
Each party must keep the other's confidential information confidential, use it only for the engagement, and disclose it only to people who need it and are bound by confidentiality obligations, or where required by law. This clause continues after the engagement ends.
Each party must comply with the privacy laws that apply to it. You are responsible for having the consents and authority needed to give us data. We use your data only to provide the Services and meet our legal obligations, and we will notify you without undue delay if we become aware of unauthorised access to your data or security-sensitive information in our control.
11.1 Subject to clause 11.4, our total liability for all claims connected with an engagement is limited to the greater of (a) the fees you have paid us for that engagement and (b) $25,000, and in any event does not exceed $1,000,000.
11.2 For breach of confidentiality, privacy or security-sensitive information obligations, our total liability is limited to the greater of (a) two times the fees you have paid us for that engagement and (b) $50,000, and in any event does not exceed $1,000,000.
11.3 We are not liable for any indirect or consequential loss, or for loss of profit, revenue, data, goodwill or business. We are liable for loss only to the extent it is caused by our negligence or breach.
11.4 Nothing excludes a right or guarantee under the Australian Consumer Law that cannot be excluded; where the law allows, our liability for breach of such a guarantee is limited to re-supplying the Services or paying the cost of re-supply.
Either party may end an engagement on reasonable written notice, unless the proposal states a fixed term or a different termination right, or immediately if the other materially breaches and does not fix it within 10 business days. On termination you must pay for all Services performed, approved expenses, and non-cancellable third-party commitments we have incurred. Clauses that by their nature should continue (confidentiality, IP, payment, liability) survive.
13.1 We are an independent contractor; nothing here creates employment, partnership or agency.
13.2 We may use subcontractors or personnel outside Australia (including through a contracted company) to help provide the Services, and remain responsible for their work; we ensure they are bound by confidentiality and data-handling obligations consistent with these terms.
13.3 These terms are governed by the law of Victoria, and each party submits to the non-exclusive jurisdiction of its courts.
13.4 We may update these terms; the version in force when you accept an engagement applies to that engagement.
13.5 Notices and enquiries must be in writing to info@logicweave.io or to Suite 1s, 349-351 Bluff Road, Hampton VIC 3188.
Last updated: 16 July 2026.