In the Agreement, unless the context otherwise requires:
Business Day means any day on which banks are open for business in Brisbane, Queensland, excluding 27-31 December.
Business Hours means the hours of 8:30am to 5:30pm (Brisbane time) during a Business Day.
Charge means the charge (exclusive of any taxes or duties) in respect of the Service as set out in the Statement of Work, or for any goods included with the Services.
Confidential Information means any information that concerns the business, operations or affairs of the discloser that is disclosed to, or otherwise acquired by the recipient, at any time in connection with the Agreement or the performance of the Services, and which:
Deliverable means a tangible or intangible item that is produced by Engag3d Pty Ltd in providing the Services.
Force Majeure Event means an event or cause beyond the reasonable control of the party claiming force majeure including, without limitation, acts or omissions of third party network operators or suppliers, fire, flood, earthquake, elements of nature or acts of God, acts of war, terrorism, riots, civil disorders, rebellions or revolutions, strikes or lockouts.
Government Agency means any government or governmental, semi-governmental, administrative, municipal, fiscal or judicial body, department, commission, authority, tribunal, agency or entity.
GST has the meaning given to that term in the GST Act.
GST Act means the A New Tax System (Goods and Services Tax) Act 1999 (Cth).
Insolvency Event means an event where an administrator, liquidator, receiver, manager and receiver or any other administrator is appointed over the assets of the business of the entity, or if the entity enters into any composition with its creditors.
Intellectual Property Rights means any intellectual or industrial property rights (including a patent, copyright, trade mark, design, rights in relation to Confidential Information, rights in relation to circuit layouts and similar rights, in each case whether or not registered) granted under any Laws anywhere in the world, but excluding any non-assignable moral rights and similar non-assignable personal rights of an author.
Personnel means any of a party's officers, employees, agents and representatives involved either directly or indirectly in the provision of the Services; and
Services means the services to be provided by Engag3d Pty Ltd under this Agreement as described in the Statement of Work.
Sub-Contractor means any person engaged by Engag3d Pty Ltd in accordance with clause 15 to perform all or any part of the Services on behalf of Engag3d Pty Ltd.
User Acceptance Test means the user acceptance test stated in the Statement of Work and, depending on the context, includes the user acceptance test plan.