Terms of Engagement

1. About MarkAndo

MarkAndo is a brand operated by Mark Anderson, a sole trader based on the Gold Coast, Queensland, Australia. MarkAndo is not a registered business name; the ABN (61 848 421 364) is held in Mark Anderson's personal name. We provide AI strategy, automation implementation, and education services to Australian businesses.

Contact: info@markando.au • www.markando.au

2. Services

MarkAndo provides the following professional services:

• AI Opportunity Assessment: a structured review of your business identifying AI and automation opportunities, delivered as a written report with prioritised recommendations.
• AI Implementation: design, configuration, and build of automation workflows, AI tools, and integrated systems using platforms including Make, Zapier, n8n, and custom development.
• AI Education Workshop: facilitated team training on AI tools, practical workflows, and AI adoption strategies, delivered in-person or online.

The specific services, deliverables, timeline, and pricing for each engagement are set out in the Proposal issued to you.

3. Fees and Payment

3.1 Fees

All fees are in Australian Dollars (AUD) unless the Proposal states otherwise. Mark Anderson (ABN 61 848 421 364) is ABN registered but not registered for GST. See Section 14 for details.

3.2 Payment Terms

Invoices are due and payable within 14 days of the invoice date. A deposit of up to 50% may be required before commencement, as specified in the Proposal.

3.3 Late Payment

Amounts unpaid past their due date accrue interest at 10% per annum, calculated daily. MarkAndo may suspend active work where an invoice remains unpaid for more than 21 days.

3.4 Disputed Invoices

If you dispute any part of an invoice, notify MarkAndo in writing within 7 days of receipt. Undisputed amounts remain payable on standard terms. Both parties will work in good faith to resolve the dispute within 14 days.

4. Scope of Work and Variations

MarkAndo will perform the services described in the accepted Proposal using reasonable care and skill. Any change to scope (additions, reductions, or changes to deliverables or timeline) requires written agreement from both parties before additional work is performed.

MarkAndo will provide a written variation notice setting out the impact on fees and timeline before proceeding with any out-of-scope work.

5. Client Obligations

To enable MarkAndo to perform the services you agree to:

• provide timely access to systems, accounts, data, and personnel reasonably required;
• appoint a primary contact person with authority to make decisions;
• provide feedback, approvals, and information within agreed timeframes (delays caused by your failure to respond do not reduce payment obligations);
• ensure content or data you provide does not infringe third-party rights; and
• maintain adequate backups of your systems before any automation is implemented.

6. Intellectual Property

Upon receipt of full payment, MarkAndo assigns to you all intellectual property rights in the specific deliverables created for you under that engagement (“Client Deliverables”).

MarkAndo retains ownership of all:

• pre-existing intellectual property, including tools, templates, frameworks, methodologies, and know-how developed prior to or independently of the engagement;
• general knowledge and skills gained during the engagement; and
• third-party software or platforms used to deliver services (subject to their own licence terms).

You grant MarkAndo a limited licence to reference your business name and a brief description of the engagement as a portfolio example, unless you request otherwise in writing.

7. Confidentiality

Each party agrees to keep confidential all non-public information received from the other party in connection with the engagement, and to use it only for the purposes of the engagement. Confidential information may only be disclosed with prior written consent, to advisers bound by equivalent obligations, or as required by law.

This obligation survives termination for 3 years.

8. Limitation of Liability

To the maximum extent permitted by law:

• MarkAndo's total liability for all claims arising from an engagement is limited to the total fees paid by you under that engagement;
• MarkAndo is not liable for any indirect, consequential, incidental, or special loss, including lost profits, lost revenue, lost data, or loss of business opportunity; and
• MarkAndo is not liable for losses arising from your use of automation systems after delivery, third-party platform changes, or errors in automated outputs.

Nothing in these Terms excludes liability that cannot be excluded by law, including under the Australian Consumer Law.

9. Warranties

MarkAndo warrants that services will be performed with reasonable care and skill. MarkAndo does not warrant that automation systems will be error-free, uninterrupted, or produce specific business outcomes, or that third-party platforms will remain available or unchanged.

10. Termination

Either party may terminate an ongoing engagement with 14 days written notice. MarkAndo may terminate immediately if you fail to pay an overdue invoice within 7 days of a written reminder, or materially breach these Terms and fail to remedy the breach within 14 days of notice.

On termination:

• fees for all work completed to the termination date are due within 14 days;
• MarkAndo will deliver completed Client Deliverables on receipt of payment; and
• each party will return or destroy the other's Confidential Information on request.

Sections 6 (IP), 7 (Confidentiality), 8 (Limitation of Liability), and 15 (Governing Law) survive termination.

11. Dispute Resolution

If a dispute arises, the parties will attempt to resolve it by good-faith negotiation within 14 days of written notice. If unresolved, the parties may agree to mediation through the Queensland Law Society or a mutually agreed mediator.

For disputes under $25,000 AUD, either party may refer the matter to the Queensland Civil and Administrative Tribunal (QCAT). Nothing prevents either party from seeking urgent injunctive relief from a court.

12. Privacy

MarkAndo handles personal information in accordance with the Privacy Act 1988 (Cth) and the Australian Privacy Principles. Information collected in connection with an engagement is used to perform the services and communicate with you. Our Privacy Policy is available at markando.au/privacy.

13. Force Majeure

Neither party is liable for delays caused by circumstances beyond their reasonable control (including natural disasters, government actions, power outages, or third-party platform failures), provided prompt written notice is given and reasonable efforts are made to mitigate the impact.

14. GST

Mark Anderson (ABN 61 848 421 364) is not registered for GST. All fees in a Proposal are GST free unless stated otherwise.

15. Governing Law

These Terms are governed by the laws of Queensland, Australia. Both parties submit to the non-exclusive jurisdiction of the courts of Queensland.

16. Electronic Agreements

These Terms and any Proposal may be accepted electronically. Typing your full name into an acceptance field constitutes a legally binding electronic signature under the Electronic Transactions Act 1999 (Cth) and Electronic Transactions (Queensland) Act 2001 (Qld).

MarkAndo records the name provided, the date and time of acceptance, and the IP address of the device used. This constitutes your acceptance record.

17. General

Entire agreement: These Terms and the accepted Proposal are the entire agreement between the parties for each engagement, superseding all prior discussions.

Amendments: MarkAndo may update these Terms by publishing a new version at markando.au/terms. Engagements accepted before the effective date of an update are governed by the Terms in effect at acceptance.

Severability: If any provision is invalid or unenforceable, it will be modified minimally to be enforceable, or severed, without affecting the rest.

No waiver: Failure to exercise any right does not waive that right.

Assignment: You may not assign your rights without MarkAndo's prior written consent.