Terms of Service

1. Acceptance of Terms

By accessing or using the services provided by Andrew Roberts Advisory (GEMINA GROUP PTY LTD, ABN 54 693 063 197), you agree to be bound by these Terms of Service and all applicable laws and regulations. If you do not agree with these terms, please do not use our services.

2. Services Description

Andrew Roberts Advisory provides independent board-level advisory services specialising in cyber and AI governance oversight, including:

• Governance Readiness Reviews
• Board-level advisory and consulting
• Governance framework design and implementation
• Regulatory compliance guidance
• Risk assessment and mitigation strategies
• Director education and support

Services are provided on a professional consulting basis and may be customised based on client requirements.

3. Engagement Terms

Specific engagements will be governed by:

• A written engagement letter or service agreement
• Agreed scope of work and deliverables
• Fee structure and payment terms
• Timeline and milestones
• Confidentiality provisions

These Terms of Service are supplemented by any specific terms in the engagement agreement.

4. Client Responsibilities

Clients agree to:

• Provide accurate and complete information
• Grant reasonable access to relevant personnel and documentation
• Respond to requests for information in a timely manner
• Pay fees in accordance with agreed payment terms
• Implement recommendations at their own discretion and risk
• Maintain confidentiality of proprietary methodologies and materials

5. Fees and Payment

Unless otherwise specified in an engagement agreement:

• Fees are quoted in Australian Dollars (AUD) and are exclusive of GST
• Payment terms are typically 14 days from invoice date
• Late payments may incur interest at the rate prescribed by the Penalty Interest Rates Act 1983 (Vic)
• Deposits or retainers may be required for certain engagements
• Expenses incurred (travel, accommodation) will be billed separately with prior approval

6. Confidentiality

We maintain strict confidentiality of all client information in accordance with professional standards and applicable law. Client information will not be disclosed to third parties except:

• With client's express written consent
• As required by law or regulatory authority
• To professional advisors bound by confidentiality obligations
• Where information is already in the public domain

7. Intellectual Property

Unless otherwise agreed in writing:

• We retain ownership of our proprietary methodologies, frameworks, and templates
• Deliverables prepared specifically for a client become the client's property upon full payment
• Clients may use deliverables for their internal business purposes only
• Our pre-existing intellectual property remains our property
• Neither party may use the other's trademarks or branding without permission

8. Professional Independence

Our advice is provided on an independent basis. We maintain professional objectivity and do not guarantee specific outcomes. Implementation of recommendations remains the client's decision and responsibility.

9. Limitation of Liability

To the maximum extent permitted by Australian law:

• Our liability is limited to the fees paid for the specific engagement
• We are not liable for indirect, consequential, or punitive damages
• We are not liable for client's implementation decisions or third-party actions
• Nothing in these terms excludes liability that cannot be excluded under the Australian Consumer Law

See our separate Liability Disclaimer for additional information.

10. Termination

Either party may terminate an engagement:

• By mutual written agreement
• By providing 14 days written notice
• Immediately for material breach of these terms
• Immediately if continuing would be unlawful or unethical

Upon termination, client remains liable for fees for work completed and expenses incurred.

11. Dispute Resolution

In the event of a dispute:

• Parties will first attempt to resolve through good faith negotiation
• If unresolved, disputes may be referred to mediation
• These terms are governed by the laws of Victoria, Australia
• Parties submit to the non-exclusive jurisdiction of Victorian courts

12. Website Use

Use of our website is subject to the following:

• Content is provided for general information purposes only
• Content does not constitute professional advice for specific situations
• We reserve the right to modify website content without notice
• Unauthorised use, reproduction, or distribution is prohibited

13. Privacy

Your privacy is important to us. Please refer to our Privacy Policy for information about how we collect, use, and protect your personal information in accordance with the Privacy Act 1988 (Cth).

14. Changes to Terms

We reserve the right to modify these Terms of Service at any time. Changes will be effective immediately upon posting to this page. Continued use of our services after changes constitutes acceptance of the modified terms.

15. Australian Consumer Law

Nothing in these terms excludes, restricts, or modifies any consumer rights under the Australian Consumer Law or other applicable legislation that cannot be excluded, restricted, or modified by agreement.