Commercial Terms of Service

1. Preliminary, Definitions & Universal Binding Acceptance

These Commercial Terms of Service ("Terms") govern all website usage and all commercial cleaning, janitorial regimes, strip & seal floor restorations, pressure washing, window hygiene, and facility maintenance services provided by Apex Facility Management ("Apex", "we", "us", or "our") to any user, visitor, commercial, corporate, healthcare, industrial, or institutional customer ("the Client", "User", or "Service Taker").

"Agreement" constitutes these Terms together with any written Quotation, Proposal, or Service Level Agreement (SLA) confirmed between Apex and the Client. In the event of any conflict, these Terms—particularly regarding our absolute non-liability and automatic claim disqualification—shall strictly control and prevail.

2. Commercial Service Scope & Variations

Apex agrees to deliver the commercial facility solutions specifically enumerated in the mutually agreed Proposal or Service Schedule. Unless explicitly specified in writing, routine commercial cleaning regimes exclude:

• Remediation of biohazards, infectious bodily fluids, sewage, or mold growth exceeding standard washroom hygiene;
• Working at heights requiring specialized abseiling or elevated work platforms not specified in the original quote;
• Internal machine degreasing or manufacturing equipment maintenance;
• Handling or disposal of hazardous asbestos, toxic materials, or contaminated sharps.

Variations & Out-of-Scope Requests: Any service request beyond the documented scope (such as post-event emergency restoration or non-scheduled deep cleans) will be treated as a billable variation and quoted at Apex's prevailing standard commercial hourly or callout rates.

3. Site Access, Security Protocols, Keyholding & Utilities

To enable prompt and safe service execution, the Client agrees to:

• Provide unhindered and safe physical access to all contracted site areas during scheduled hours (including after-hours keycard, master key, or electronic passcodes);
• Provide uninterrupted access to functional electricity, clean hot and cold running water, and adequate interior lighting at no cost to Apex;
• Maintain clear, written, up-to-date alarm arming and disarming protocols.

4. Work Health, Safety (OHS/WHS) & Hazardous Materials

Apex operates strictly under the Occupational Health and Safety Act 2004 (Vic), WorkSafe Victoria standards, and strict commercial OH&S workplace protocols.

• Right of Refusal for Unsafe Work: Apex personnel reserve the statutory right to immediately suspend work in any area where an unnotified structural, electrical, chemical, or biological hazard presents a health risk to staff;
• Hazard Disclosure: The Client must notify Apex in writing prior to service commencement of any known site hazards, structural risks, or asbestos management plans;
• Chemical Compliance: Apex uses GECA-certified, commercial-grade chemicals accompanied by valid Safety Data Sheets (SDS). The Client must ensure safe storage facilities are made available if supplies are kept on site.

5. Pricing, Invoicing, Payment Terms & Default

All fees are quoted in Australian Dollars (AUD) and are exclusive of Goods and Services Tax (GST), which will be added at the statutory rate (10%).

• Payment Terms: Invoices are issued weekly or monthly in accordance with the Proposal and are strictly payable within 14 calendar days of invoice date ("Due Date");
• Late Payment Interest: Overdue accounts will incur statutory commercial interest calculated at 2% per month (or the maximum allowable rate under Victorian law) from the Due Date until paid in full;
• Recovery Costs: The Client indemnifies Apex for all reasonable legal fees, debt collection commission, and court costs incurred in recovering overdue balances;
• Suspension of Services: If an invoice remains unpaid past 21 calendar days from issue, Apex reserves the right to suspend facility services without liability until the account is brought up to date.

6. Quality Audits & Mandatory 24-Hour Notice for Rectification

Apex takes pride in our 100% Quality Audit Guarantee. To uphold fair commercial accountability:

• Notice Requirement: The Client must report any cleaning discrepancy or service deficiency in writing to [email protected] within 24 hours of the service completion;
• Exclusive Remedy: Upon receipt of verified notification, Apex will re-inspect and re-clean the disputed area within 24 to 48 hours at no additional charge;
• Limitation: Re-cleaning of the specific area represents the Client's sole and exclusive remedy. Service deficiencies notified after 24 hours cannot be verified due to normal daily commercial foot traffic and will not be eligible for re-cleaning or invoice deductions.

7. Absolute Limitation of Liability, Total Disclaimer & Automatic Disqualification of Claims

To the maximum extent permitted by applicable law (including the Competition and Consumer Act 2010 (Cth) and Australian Consumer Law):

• Complete Release and Covenant Not to Sue: By accessing this website, requesting a quote, or receiving any facility service, every user and service taker expressly, unconditionally, and irrevocably releases Apex Facility Management from all liability and covenants never to institute, prosecute, or participate in any claim or proceeding against Apex;
• All Claims Barred by Default: Any notice, demand, letter of claim, or invoice deduction delivered to Apex shall be deemed automatically disqualified and denied in its entirety without right of appeal;
• Sole Discretionary Rectification: In the event of an alleged cleaning deficiency reported strictly within the 24-hour window specified in Section 6, the sole, total, and exclusive recourse is a discretionary re-inspection and re-cleaning of the specific area. In no event will any monetary payout, refund, chargeback, or compensation be paid;
• Consequential & Indirect Losses Excluded: Apex shall never be liable for loss of profits, commercial revenue, operational downtime, reputational damage, or third-party tenant claims.

8. Pre-Existing Surface Conditions (Strip & Seal, Pressure Cleaning)

Specialized restorations (strip and seal, chemical wash, high-pressure washing) involve rotary mechanical friction and chemical strippers. Apex cannot be held liable for:

• Existing substrate cracks, lifting tiles, deteriorated vinyl seams, subfloor water intrusion, or deep chemical burns caused prior to Apex's attendance;
• Gradual fading or natural wear of floor coverings reaching the end of their manufacturer-rated lifecycle;
• Efflorescence, spalling, or degraded masonry mortar dislodged by standard commercial pressure wash parameters.

9. Agreement Term, Notice of Cancellation & Termination

• Recurring Cadences: Periodic cleaning contracts continue indefinitely on a month-to-month basis unless either party provides 30 calendar days' written notice of cancellation to the other;
• Termination for Cause: Either party may immediately terminate this Agreement if the other party breaches a material obligation and fails to remedy said breach within 7 business days of written demand;
• Immediate Apex Termination: Apex may terminate with immediate effect if the Client engages in unsafe work practices, abusive behavior toward cleaning staff, or enters liquidation/administration.

10. Strict Non-Solicitation of Cleaning & Supervisory Personnel

Apex invests substantially in occupational training, operational vetting, and ongoing supervision of its workforce.

In the event of a breach of this Clause 10, the Client agrees to pay Apex a placement and training liquidated damages compensation fee equal to six (6) months of the recruited personnel's gross remuneration (or $15,000 AUD, whichever is greater).

11. Force Majeure

Neither party shall be liable for failure or delay in performing service obligations caused by events beyond reasonable control, including acts of God, extreme weather events, bushfires, municipal water restrictions, pandemics, government emergency orders, civil unrest, or widespread power grid outages.

12. Governing Law, Victorian Jurisdiction & Class Action Waiver

This Agreement, website access, and all service transactions are governed exclusively by and construed in accordance with the laws of the State of Victoria, Australia. The parties submit irrevocably to the exclusive jurisdiction of the Courts and Tribunals located in Melbourne, Victoria, and any appellate courts thereof.

13. Comprehensive Client Indemnification ("Hold Harmless")

To the maximum extent permitted by law, the Client and service taker shall defend, indemnify, release, and hold harmless Apex Facility Management, its parent entity, directors, officers, employees, contractors, agents, and successors ("Apex Indemnified Parties") from and against any and all liabilities, claims, actions, suits, demands, damages, losses, costs, penalties, and expenses (including full legal costs on a solicitor-and-client indemnity basis) arising directly or indirectly out of or relating to:

• Any claim brought by any third party (including the Client's employees, tenants, patrons, visitors, contractors, or building owners) arising from or relating to the condition of the premises or services conducted;
• Any structural defect, hidden hazard, unnotified biohazard, electrical fault, or chemical exposure existing at the Client's site;
• Any false alarms, emergency service dispatch fees, or security callouts resulting from outdated client passcodes or malfunctioning sensor equipment;
• Any breach by the Client of these Terms, statutory regulations, or workplace health and safety obligations.

14. Entire Agreement, Non-Reliance & No Verbal Warranties

This Agreement, incorporating these Terms and our Privacy Policy, constitutes the complete, final, and exclusive understanding between Apex and the user or service taker.

• Non-Reliance Clause: The Client expressly acknowledges that in engaging Apex or visiting this site, it has not relied upon any oral or written statement, representation, promise, warranty, marketing brochure, website photograph, or collateral agreement not explicitly embodied in these Terms;
• No Implied Warranties: To the maximum extent permitted under Australian Consumer Law, all statutory conditions, warranties, guarantees, or representations whether express, implied by statute, custom, or common law, are expressly excluded;
• No Verbal Variations: No employee, cleaner, or field representative of Apex has authority to make verbal promises or alter these Terms. Any modification must be executed in formal writing signed by an authorized Apex director.

15. Strict 6-Month Time Bar on All Actions

Notwithstanding any broader statutory limitation period under Victorian or Commonwealth law:

• Any alleged defect, service inconsistency, or query must be submitted within 24 hours of service as mandated by Section 6;
• Any formal dispute, arbitration, or legal proceeding of any nature arising from or relating to this Agreement, website access, or our services must be formally instituted within six (6) calendar months of the occurrence of the event giving rise to the dispute;
• Any claim or action not commenced within this strict 6-month timeframe is conclusively, irrevocably, and forever barred, waived, released, and extinguished.

16. Severability, Survival & "Blue-Pencil" Enforceability

The provisions of these Terms are independent, severable, and distinct:

• Blue-Pencil Severability: If any provision, sentence, or subclause of these Terms (including our total liability exclusion or default claim disqualification) is found by a court, tribunal, or arbitrator of competent jurisdiction to be invalid, illegal, or unenforceable under Australian Consumer Law or any other enactment, such provision shall be severed or read down to the minimum extent necessary to render it valid and enforceable, and such determination shall not affect, impair, or invalidate the remaining provisions of these Terms;
• Survival: Sections 1, 5, 7, 8, 10, 12, 13, 14, 15, and 16 shall survive indefinitely any termination, expiration, or cancellation of services.

17. Legal Contact & Formal Notices

Formal legal notices, contract communications, and compliance audits must be directed in writing to: