Version 1.0cl
Last Updates: May 20, 2026
These Terms and Conditions govern the relationship between RegAffairs Service Hub and Clients using the Platform.
1. DEFINITIONS AND INTERPRETATION
In these Terms and Conditions, unless the context otherwise requires, “Platform” means RegAffairs Service Hub; “Client” means any entity requesting Services; “Consultant” means any independent contractor providing Services through the Platform; “Services” means regulatory consulting and associated services; “Service Contract” means the binding agreement formed upon acceptance of a Quote and payment of the Deposit; “Confidential Information” means all non-public information disclosed in any form; and “Intellectual Property Rights” includes all proprietary rights recognised under applicable law.
These Terms and Conditions shall be interpreted fairly and in accordance with their commercial purpose. Headings are for convenience only and do not affect interpretation.
2. PLATFORM STATUS AND ROLE
The Platform operates solely as an intermediary technology marketplace facilitating introductions and transactions between Clients and Consultants. The Platform does not itself provide professional consulting services and shall not be construed as the provider, employer, principal contractor or agent of any Consultant.
Nothing in these Terms and Conditions creates any employment, partnership, fiduciary, agency or joint venture relationship between the Platform and any user. Consultants remain fully independent contractors responsible for their own conduct, taxation, professional standards and legal compliance obligations.
3. FORMATION OF SERVICE CONTRACT
A legally binding Service Contract shall arise directly between the Client and Consultant when the Client accepts a Quote through the Platform and pays the required Deposit Amount.
The Service Contract shall include the accepted Quote, these Standard Service Terms and Conditions, all schedules and any attachments expressly incorporated into the Quote. Payment of the Deposit Amount constitutes irrevocable acceptance of the Service Contract by the Client.
The Platform may store electronic records of acceptance events, Quotes, invoices, payments and communications for administrative, evidentiary and compliance purposes.
4. PAYMENT TERMS
The Client shall pay a Deposit equal to the required deposit amount as defined in the Quote document prior to commencement of Services.
The remaining balance shall become payable upon delivery of Services, milestone completion or any other payment trigger specified in the Quote. Payments shall be processed via third-party payment providers including Stripe.
The Platform may hold payments in a custodial or escrow-like workflow pending review periods, milestone confirmation or dispute procedures. The Consultant may suspend or delay Services where payment obligations remain outstanding.
The Client acknowledges that payment processing services are supplied by third-party providers and the Platform shall not be liable for banking interruptions, transaction failures, payment delays or external system outages.
The commercial settings applicable to deposits, remaining balance payments, review periods, payment processing and related client payment mechanics are set out in Schedule 1, as updated by the Platform from time to time. Any update to Schedule 1 shall apply prospectively only and shall not affect any Service Contract already formed before the effective date of the update, unless expressly agreed by the relevant parties.
The Client acknowledges that the Platform may charge, deduct or retain platform fees, commissions, service fees or transaction charges in connection with Services arranged through the Platform. Unless expressly stated otherwise, such fees are a matter between the Platform and the Consultant and do not alter the Client’s obligation to pay the amounts specified in the accepted Quote.
5. INTELLECTUAL PROPERTY RIGHTS
Each party retains ownership of all Intellectual Property Rights existing prior to commencement of the Service Contract.
Subject to full payment of all amounts due, ownership of final deliverables expressly created for the Client shall transfer to the Client upon completion of payment obligations. Notwithstanding the foregoing, the Consultant retains ownership of all pre-existing methodologies, frameworks, know-how, templates, systems, tools and underlying processes used in performing the Services.
No party shall reproduce, distribute, modify or commercially exploit the other party’s Intellectual Property Rights except as expressly authorised in writing. The Client shall not remove proprietary notices or copyright notices from deliverables without written consent.
6. DATA PROTECTION AND PRIVACY
Each party shall comply with all applicable privacy and data protection legislation including the Privacy Act 1988 (Cth) of Australia.
Personal information shall only be collected, processed, used and disclosed for purposes reasonably connected with performance of the Services or operation of the Platform. Each party shall implement reasonable technical and organisational safeguards designed to protect information against unauthorised access, misuse, alteration, destruction or disclosure.
The Client acknowledges that internet-based services involve inherent cybersecurity risks and the Platform does not guarantee absolute system security or uninterrupted operation.
7. CONFIDENTIALITY
Each party receiving Confidential Information shall maintain the confidentiality of such information using reasonable standards of care and shall not disclose such information except where authorised by the disclosing party or required by law.
Confidential Information shall only be used for purposes directly related to the performance of obligations under the Service Contract. Confidentiality obligations shall survive termination of the Service Contract for a minimum period of five (5) years or longer where required by law or professional obligations.
8. WARRANTIES AND DISCLAIMERS
The Consultant warrants that Services shall be performed with reasonable skill, care and diligence consistent with generally accepted industry standards.
Except as expressly stated in these Terms and Conditions, all warranties, guarantees and representations whether express or implied are excluded to the maximum extent permitted by law. The Client acknowledges that regulatory outcomes, commercial success, approvals and business outcomes cannot be guaranteed.
The Client further acknowledges that Services are based upon information available at the time of performance and may not account for future scientific, regulatory or legislative developments.
9. LIMITATION OF LIABILITY
To the maximum extent permitted by law, the aggregate liability of the Consultant arising out of or in connection with the Service Contract shall not exceed the total fees paid for the relevant Services.
Neither party shall be liable for indirect, consequential, incidental, punitive or special damages including loss of profit, loss of opportunity, loss of reputation or business interruption.
10. INDEMNITY
The Client indemnifies and holds harmless the Consultant and the Platform against all claims, losses, liabilities, damages, costs and expenses arising from inaccurate information supplied by the Client, misuse of deliverables, breach of laws or third-party claims connected with materials supplied by the Client.
Indemnity obligations survive termination of the Service Contract.
11. FORCE MAJEURE
Neither party shall be liable for delays or failures caused by circumstances beyond reasonable control including natural disasters, war, terrorism, cyber incidents, internet outages, labour disputes, utility failures or government actions.
The affected party shall use reasonable efforts to mitigate the impact of the Force Majeure event. If such event continues for more than sixty (60) days either party may terminate the affected Service Contract upon written notice.
12. DISPUTE RESOLUTION AND GOVERNING LAW
These Terms and Conditions and all Service Contracts shall be governed by the laws of New South Wales, Australia.
The parties shall first attempt to resolve disputes through good faith negotiations. If unresolved within thirty (30) days, either party may request mediation. If mediation fails, disputes shall be submitted to the courts of New South Wales.
The Platform shall not be required to participate in litigation between Clients and Consultants.
13. TERMINATION
Either party may terminate the Service Contract for material breach, insolvency or prolonged non-payment.
Termination shall not affect accrued rights, payment obligations or surviving clauses including confidentiality, indemnity and limitation of liability provisions.
The Client shall remain liable for payment of Services performed up to the effective date of termination.
14. NON-CIRCUMVENTION
The Client must not, directly or indirectly, during its use of the Platform and for a period of twelve (12) months following its last Platform-related communication, Quote, engagement or transaction with a Consultant introduced through the Platform, engage, pay, or enter into any arrangement with that Consultant outside the Platform.
A Consultant is deemed introduced through the Platform if the Client became aware of, communicated with, received a Quote from, or received Services from that Consultant through or in connection with the Platform.
The Client must not request, encourage or assist any Consultant to avoid the Platform, accept payment outside the Platform, or otherwise circumvent Platform fees.
If the Client breaches this clause, the Client must pay the Platform the fees, commissions or charges that would have been payable had the engagement occurred through the Platform, together with reasonable enforcement costs. This clause is necessary to protect the Platform’s legitimate commercial interests and survives termination of these Terms.
15. GENERAL PROVISIONS
These Terms and Conditions constitute the entire agreement between the parties concerning their subject matter and supersede prior understandings relating to the Services.
If any provision is held invalid or unenforceable, the remaining provisions shall remain in full force and effect.
Failure to enforce any right shall not constitute waiver of that right. A person who is not a party to these Terms and Conditions shall have no right to enforce any provision of these Terms and Conditions.