1. ACCEPTANCE OF TERMS

By engaging our services, accessing our website, or entering into any contract with MYSCALE SOLUTIONS PTY LTD ("Company", "we", "us", "our"), you ("Client", "you", "your") acknowledge that you have read, understood, and agree to be bound by these Terms and Conditions. These terms form an integral part of any service agreement and are incorporated by reference into all contracts.

2. SERVICES

2.1 The Company provides HubSpot consulting, implementation, and related digital marketing services as a HubSpot Platinum Partner.

2.2 Service specifications will be detailed in individual service agreements or statements of work.

2.3 We reserve the right to modify our services, pricing, and these terms at any time with reasonable notice.

2.4 Additional Work: Any work requested that falls outside the agreed scope of services will be considered additional work and will be priced separately. An additional invoice will be raised for such out-of-scope work, which must be approved and paid according to our standard payment terms.

3. HUBSPOT RELATIONSHIP AND INDEPENDENCE

3.1 Independent Entity: MYSCALE SOLUTIONS PTY LTD is an independent company and HubSpot Partner. We are not an employee, agent, or subsidiary of HubSpot, Inc.

3.2 No HubSpot Liability: The Company is not liable for any compensation, damages, or fees related to HubSpot's platform, services, or policies. This includes but is not limited to:

• HubSpot subscription fees or changes to pricing

• HubSpot platform downtime or technical issues

• Changes to HubSpot's features, functionality, or terms of service

• Any disputes between the Client and HubSpot

3.3 Client Responsibility: Clients are solely responsible for their direct relationship with HubSpot, including all fees, subscriptions, and compliance with HubSpot's terms of service.

3.4 No Fee Payment: The Company will not pay any fees on behalf of the Client to HubSpot or any other third-party service providers unless explicitly agreed to in writing and pre-funded by the Client.

4. PAYMENT AND REFUND POLICY

4.1 NO REFUNDS: All services are non-refundable once the contract has been engaged and work has commenced. This policy applies regardless of project completion status, client satisfaction, or any other circumstances.

4.2 Payment terms are as specified in individual contracts and are due according to the agreed schedule.

4.3 Late payments may incur additional charges and may result in suspension of services.

4.4 All fees are exclusive of applicable taxes, which will be added where required by law.

5. LIMITATION OF LIABILITY

5.1 MAXIMUM LIABILITY: The Company's total liability to the Client for any and all claims arising from or related to our services shall not exceed the total amount paid by the Client for the specific services giving rise to the claim.

5.2 EXCLUSION OF DAMAGES: In no event shall the Company be liable for any:

• Indirect, incidental, special, consequential, or punitive damages

• Loss of profits, revenue, data, or business opportunities

• Business interruption or downtime

• Third-party claims or damages

5.3 NO WARRANTIES: Services are provided "as is" without warranties of any kind, whether express or implied, including but not limited to warranties of merchantability, fitness for a particular purpose, or non-infringement.

6. ISSUE RESOLUTION

6.1 RECTIFICATION PRIORITY: Should any issues arise with our services, our primary obligation is to attempt to rectify the problem through reasonable efforts.

6.2 NO REFUND OBLIGATION: Regardless of our ability to resolve issues, no refunds will be provided. Our commitment is limited to making reasonable efforts to address legitimate concerns.

6.3 TIME LIMITATIONS: Issues must be reported within 30 days of discovery, and we will have a reasonable time period to attempt resolution.

7. INTELLECTUAL PROPERTY

7.1 All intellectual property created by the Company remains our property unless explicitly transferred in writing.

7.2 Clients grant us a license to use their trademarks, logos, and content solely for the provision of services.

7.3 Any pre-existing intellectual property remains with its respective owner.

8. CONFIDENTIALITY

8.1 Both parties agree to maintain confidentiality of proprietary information disclosed during the engagement.

8.2 This obligation survives termination of the service relationship.

9. TERMINATION

9.1 Either party may terminate services with written notice as specified in individual contracts.

9.2 Termination does not entitle the Client to any refund of fees paid.

9.3 Upon termination, each party must return or destroy confidential information of the other party.

10. FORCE MAJEURE

10.1 Neither party shall be liable for delays or failures in performance due to circumstances beyond their reasonable control, including but not limited to acts of God, government actions, natural disasters, or technical failures.

11. INDEMNIFICATION

11.1 The Client agrees to indemnify and hold harmless the Company from any claims, damages, or expenses arising from:

• Client's breach of these terms

• Client's use of our services

• Third-party claims related to Client's business operations

12. GOVERNING LAW AND JURISDICTION

12.1 These Terms and Conditions are governed by the laws of New South Wales, Australia.

12.2 Any disputes shall be subject to the exclusive jurisdiction of the courts of New South Wales.

12.3 The parties agree to attempt resolution through mediation before pursuing litigation.

13. DATA PROTECTION AND PRIVACY

13.1 We handle personal information in accordance with the Australian Privacy Principles and applicable privacy laws.

13.2 By engaging our services, you consent to our collection, use, and disclosure of personal information as necessary for service delivery.

14. GENERAL PROVISIONS

14.1 Entire Agreement: These terms, together with any service agreements, constitute the entire agreement between the parties.

14.2 Severability: If any provision is found unenforceable, the remainder of these terms shall remain in effect.

14.3 Assignment: We may assign our rights and obligations without consent. Clients may not assign without our written consent.

14.4 Waiver: Failure to enforce any provision does not constitute a waiver of our rights.

14.5 Amendments: These terms may only be modified in writing and signed by both parties.

15. CONTACT INFORMATION

For questions regarding these Terms and Conditions, please contact:

MYSCALE SOLUTIONS PTY LTD
1102/251 Oxford Street
Bondi Junction, NSW 2022
Email: legal@myscalesolutions.co

ACKNOWLEDGMENT: By proceeding with our services or accepting any contract, you acknowledge that you have read, understood, and agree to be bound by these Terms and Conditions.

Last Updated: 15th June 2025