These terms govern your use of our website and our services. By engaging us, you agree to them. Where we have signed a separate written services agreement or accepted a purchase order with you, that document takes precedence over these terms to the extent of any inconsistency.

1. Who we are

Visionex Solutions Pty Ltd (ABN 55 672 030 661, ACN 672 030 661), trading as Visionex Solutions. "We", "us", "our". "You" means the business engaging us, and the person accepting these terms on its behalf confirms they are authorised to do so. We are registered for GST.

2. What we do, and what we do not do

We provide precontracts services: tender identification and access, bid or no bid advice, methodology development, programmes and scheduling, written responses, document design and graphics, compliance and returnables management, proposal production, and submission coordination.

We may lodge a submission through a procurement portal on your behalf where you have asked us to and given us the access to do so. Where you lodge it yourself, lodgement and everything that depends on it remains your responsibility.

We do not provide legal, work health and safety, environmental, engineering, financial or insurance advice. Where a tender requires a certified system, a licensed professional or a qualified sign off, that is yours to obtain. Nothing we produce is a substitute for it.

We are not a certification body and we do not certify your compliance with any standard.

3. Scope, and what happens when it changes

Each engagement has a scope, a fee and a timeline, set out in our proposal or fee agreement. If the tender scope changes, the closing date moves, the buyer issues addenda that materially change the requirements, or you ask for work beyond what we quoted, we will tell you and agree a variation before doing it.

Addenda are a normal part of tendering. Minor addenda are absorbed. Addenda that materially change the response requirements are a variation.

4. What we need from you

Our work depends almost entirely on the quality and timeliness of what you give us. You agree to:

Provide accurate and complete information, documents and instructions
Make the right people available, in particular the project manager or site supervisor for methodology workshops
Meet the internal deadlines in our bid programme
Give us pricing, referees, licences, insurances and certificates when we ask for them
Review and approve the submission before lodgement
Hold the licences, registrations and insurances the tender requires

We are not responsible for a poor result, a late submission or a non-conforming submission caused by information you gave us late, incomplete or wrong. We will always tell you in writing when a deadline is at risk.

5. Fees and payment

Fees are quoted in writing before work starts, as a fixed fee, a retainer, a win based arrangement, or a combination. Our quote states what is included.

Fixed fee engagements

Fixed fee engagements are paid in two equal instalments:

50 per cent before we start work
50 per cent before your submission is released to you or lodged

We issue the second invoice at least five business days before the closing date. We are not obliged to release the submission, lodge it, or hand over the final files until that invoice is paid in full. We will remind you in writing as the deadline approaches, but if the invoice is unpaid the submission does not go in. Please treat that second payment as part of your bid programme, not as an afterthought.

Retainers

Retainers are invoiced monthly in advance and require 30 days written notice to end.

Win based fees

Where we have agreed a win fee, it becomes payable when you receive written notification from the buyer that you have been awarded the contract, or that you have been selected as the preferred or successful tenderer. It is not contingent on the contract being executed, and it is capped at the amount stated in your fee agreement.

If the buyer subsequently cancels or withdraws the award before the contract is executed, for reasons that are not your fault, we will credit the win fee against your next engagement with us or refund it at your election.

Other

Third party costs we incur on your behalf, such as portal fees, printing or specialist sub-consultants, are passed on at cost, and we tell you before we commit to them
GST is added to every invoice. All quoted fees are exclusive of GST
We may suspend work on an overdue account, and we will give you notice before we do
Fees are refundable only in accordance with our guarantee in clause 7

6. Ownership of your submission until you have paid

Everything we produce for a specific engagement, including the written submission, methodology, programme, schedules, graphics and supporting documents, remains our property until we have been paid in full for that engagement.

Until we are paid in full you have no right to use, lodge, copy, adapt or disclose that material to anyone.

On payment in full, ownership of those deliverables passes to you, and you may use and reuse them for your own business purposes, including in future tenders, without further payment to us.

What does not pass to you, at any point, is our underlying intellectual property: our methodologies, templates, frameworks, tools, checklists, question libraries and know how. Those remain ours and we reuse them across our practice.

Material you gave us, and the facts about your own business, always remain yours.

If you claim a refund under clause 7, we return the fees and ownership of the deliverables reverts to us. You cannot keep both the fee and the work. Where the submission has already been lodged we accept that cannot be undone, and we will not ask you to withdraw it, but you agree not to reuse that material in any future submission.

7. Our guarantee

If you are not satisfied with the work we produce, we will refund the fees you have paid us for that engagement in full.

To claim, email info@visionexsolutions.com.au with a short written explanation of what fell short. It does not need to be formal. We do not assess whether your reasons are sufficient. The refund is yours either way.

You can claim any time before your submission is lodged, or within 14 days after lodgement
Retainer clients can claim for any month, before the end of that month
The refund covers fees paid to us. It does not extend to money we have already paid to third parties on your behalf, because that money is no longer ours
The refund is of fees. It is not compensation for a tender you did not win, or for any other loss
Refunds are processed within five business days of your email
If you claim a refund, ownership of the deliverables reverts to us under clause 6. You get the money or the work, not both

This guarantee is in addition to, and does not limit, your rights under the Australian Consumer Law. Full terms are on our Guarantee page.

8. No guarantee of a tender outcome

We do not guarantee that you will win, be shortlisted, be prequalified, or be appointed to a panel. Those decisions are made by the buyer's evaluation panel, applying criteria and weightings we do not control and in a process we are not party to.

Any win rate, strike rate or success figure we publish describes our past work across many clients. It is not a prediction about your tender.

9. Intellectual property

Ownership of the deliverables is dealt with in clause 6. In summary: they remain ours until you have paid in full, then they are yours.

Separately from that, our methodologies, templates, frameworks, tools, checklists, question libraries and know how always remain ours, and we reuse them across our practice.

You may use and reuse the deliverables for your own business purposes, including in future tenders. You may not resell them, licence them to others, or pass them to a competitor of ours or of yours.

Material you give us, and the factual content of your business, remains yours.

Where we want to use your project as a case study or name you as a client, we ask you first and you can say no.

10. Liability

To the maximum extent permitted by law:

We are not liable for indirect, incidental or consequential loss, including loss of profit, loss of a contract, loss of opportunity, or loss of anticipated savings
Our total liability for all claims arising from an engagement is limited to the fees you have paid us for that engagement
We are not liable for loss caused by information you supplied, by a procurement portal failure outside our control, by a buyer's decision, or by a change in law or procurement policy

Australian Consumer Law

Nothing in these terms excludes, restricts or modifies any guarantee, right or remedy you have under the Australian Consumer Law that cannot lawfully be excluded. Where we are permitted to limit our liability for a breach of a consumer guarantee, our liability is limited to supplying the services again or paying the cost of having them supplied again.

11. Confidentiality

Each of us will keep the other's confidential information confidential, and use it only for the engagement. This includes your pricing, your methodology, your commercial position and the tender documents.

We work for multiple contractors, sometimes in the same trade. If we are approached about a tender you are already bidding, we will tell you, and we will not act for both bidders on the same tender.

These obligations continue after the engagement ends.

12. Free resources on our website

Our guides, templates, blog articles, tender cost estimator, bid or no bid checker and downloadable documents are general information only. They are not advice, they are not tailored to your business or to any particular tender, and they may not reflect current law or procurement practice.

The cost estimator produces an indicative range. It is not a quote and not an offer.

Full terms are on our disclaimer page.

13. Term and termination

Either of us can end an engagement in writing.

If you terminate, you pay for work completed to that date, subject to clause 7
If you terminate mid tender, we hand over what we have produced once that payment is made. Until then clause 6 applies and the work remains ours
We may terminate for non payment, for a breach of these terms, if you ask us to do something unlawful or misleading, or if a conflict of interest arises that we cannot manage
Retainers require 30 days written notice
Clauses 6, 9, 10, 11 and 14 survive termination

14. General

Governing law and jurisdiction: these terms are governed by the laws of Victoria, Australia, and the parties submit to the non exclusive jurisdiction of the courts of Victoria
Disputes: we will both try to resolve a dispute by discussion first, and neither of us will start proceedings until we have genuinely tried, except to seek urgent relief
Force majeure: neither of us is liable for a failure caused by something genuinely outside our reasonable control
Changes: we may update these terms. The version that applies to your engagement is the one in force when we agreed it. Changes do not apply retrospectively
Subcontracting: we may use subcontractors, and we remain responsible for their work
Severability: if a clause is unenforceable, the rest stands
Entire agreement: these terms, plus our proposal or fee agreement, are the whole agreement

15. Contact

Visionex Solutions Pty Ltd, ABN 55 672 030 661
Ground Floor, 470 St Kilda Road, Melbourne VIC 3004
info@visionexsolutions.com.au
0418 726 076