Terms and Conditions of Service

These Terms and Conditions (“Terms”) govern the use of the AI advisory and implementation platform operated by Roar AU Pty. Ltd, trading as Apex AI Advisory, with its principal place of business at Suite 302, 13-15 Wentworth Ave, Sydney NSW 2000, Australia (“Apex AI Advisory”, “we”, “us”, or “our”). Apex AI Advisory operates as a marketplace and platform that connects businesses with specialist AI Consultants and engineers for the purpose of AI strategy, automation, and implementation services.

By purchasing a block of service hours through our onboarding process, you (the “Client”) confirm that you have read, understood, and agree to be bound by these Terms. If you do not agree, do not proceed with any purchase.

These Terms apply to all Clients regardless of geographic location. Apex AI Advisory serves clients internationally and these Terms are intended to be read and enforceable accordingly.

• “Services”means the AI automation consultancy and implementation services provided by Apex AI Advisory to the Client, delivered by Apex AI Advisory’s team of AI specialists and engineers.
• “Hour Block” means a prepaid bundle of service hours purchased by the Client upfront, with a minimum of 20 hours per purchase, as set out on the Apex AI Advisory website or onboarding form at the time of purchase.
• “Consultant” or “Resource” means the Apex AI Advisory team member or specialist assigned to deliver the Services to the Client.
• “Discovery Call”means the initial complimentary consultation conducted prior to purchase, for the purpose of scoping the Client’s requirements.
• “Onboarding” means the process by which the Client completes the onboarding form, accepts these Terms, and makes payment to activate the engagement.
• “Effective Date”means the date on which the Client’s payment is confirmed and the engagement is activated.

3.1  Apex AI Advisory provides AI automation consultancy, strategy, and implementation services. The specific scope of work will be discussed and agreed during the Discovery Call and confirmed at the time of onboarding.

3.2  Services are delivered on an hours-consumed basis. The Client purchases a minimum block of 20 hours upfront and the assigned Consultant draws down against that block as work is completed.

3.3  All work is tracked and reported through Apex AI Advisory’s internal project management system. The Client will have visibility into hours used and remaining through this system.

3.4  Apex AI Advisory will assign a suitable Consultant or team based on the Client’s requirements and resource availability. Apex AI Advisory reserves the right to reassign resources where necessary, without reducing the quality of service.

3.5  Apex AI Advisory will provide AI tokens and API access for development purposes, including but not limited to Claude (Anthropic) and Gemini (Google). All other tools, platforms, software licences, hosting environments, GitHub access, and third-party services required for delivery of the Services must be provided, provisioned, and maintained by the Client at the Client’s own cost. Access to all such tools must be granted to Apex AI Advisory using Apex AI Advisory-issued email addresses.

3.6  Apex AI Advisory will provide its own AI tooling to its Consultants. No additional token or AI usage costs will be charged to the Client for these tools. All other tool costs remain the Client’s responsibility as set out in clause 3.5.

3.7  All communication and coordination time is billable and will be drawn from the Client’s Hour Block. This includes but is not limited to: calls and video meetings, responding to Slack messages and emails, setting up access and scheduling sessions, reviewing briefs, and any other time spent by the Consultant in connection with the Client’s engagement. Clients are encouraged to consolidate communication to make the most effective use of their hours.

3.8  Any scope changes or additional requirements outside the original agreed scope will be discussed transparently and will draw from the Client’s remaining Hour Block or require a new purchase.

4.1  Engagements are generally conducted on a fully prepaid basis with a minimum purchase of 20 hours. Apex AI Advisory’s standard terms do not include post-delivery invoicing or credit arrangements.

4.2  The Client selects an Hour Block at the time of onboarding. Hour Block options and applicable rates are published on the Apex AI Advisory website and may be updated from time to time.

4.3  Payment is accepted via Stripe (credit/debit card) or direct bank transfer. Payment details will be provided during the onboarding process.

4.4  The engagement will not commence until payment has been received and confirmed in full.

4.5  Work will pause automatically once the purchased Hour Block is exhausted. The Client will be notified in advance when hours are running low. To continue, the Client must purchase a further Hour Block (minimum 20 hours).

4.6  All prices are exclusive of any applicable taxes unless stated otherwise.

5.1  All payments made to Apex AI Advisory are non-refundable. Once an Hour Block has been purchased, no refunds will be issued for unused hours, regardless of the reason.

5.2  Unused hours do not carry a cash value and cannot be transferred to another client or entity.

5.3  In the event that Apex AI Advisory is unable to deliver the Services through no fault of the Client, Apex AI Advisory will, at its sole discretion, either arrange an alternative Consultant or credit the unused hours for future use. This does not constitute a refund obligation.

5.4  Clients are encouraged to review all scope and requirements carefully prior to purchase. Apex AI Advisory’s Discovery Call process is designed to ensure suitability and alignment before any commitment is made.

6.1  Purchased hours must be utilised within three (3) years of the Effective Date, in accordance with applicable Australian consumer law requirements governing prepaid services. Hours not utilised within this period will expire and will not be refunded or credited.

6.2  Apex AI Advisory will make reasonable efforts to notify the Client of approaching expiry dates.

7.1  Upon onboarding, Apex AI Advisory will establish a dedicated Slack channel for the engagement. This will serve as the primary working and communication channel between the Client, the assigned Consultant, and Apex AI Advisory’s operations team.

7.2  All access credentials, files, and project-related materials shared by the Client must be provided to Apex AI Advisory using Apex AI Advisory-issued email addresses. Personal email addresses will not be used for the receipt of sensitive access or credentials.

7.3  The Client is responsible for ensuring that all necessary access, information, and approvals required for the delivery of Services are provided to Apex AI Advisory in a timely manner. Delays caused by the Client’s failure to provide required inputs may result in hours being logged against the Client’s block.

7.4  Apex AI Advisory will provide regular progress updates through the agreed Slack channel and through the project management system.

8.1  Subject to full payment of the applicable Hour Block, all deliverables specifically created for the Client under the engagement (“Client Deliverables”) shall vest in the Client upon completion.

8.2  Apex AI Advisory retains all right, title, and interest in its pre-existing materials, methodologies, frameworks, tools, templates, processes, and proprietary know-how (“Background IP”), including any general learnings derived from the engagement.

8.3  Where Background IP is incorporated into Client Deliverables, Apex AI Advisory grants the Client a non-exclusive, perpetual, royalty-free licence to use such Background IP solely for the Client’s internal business purposes.

8.4  Apex AI Advisory may use anonymised, non-identifiable learnings and experience from the engagement for internal development, product improvement, and other client engagements, provided that no Client confidential information is disclosed.

9.1  The Client acknowledges that all Consultants and team members delivering the Services are engaged by or contracted to Apex AI Advisory.

9.2  During the term of the engagement and for a period of twelve (12) months following its conclusion, the Client shall not, directly or indirectly, engage, employ, contract with, or otherwise retain any Apex AI Advisory Consultant or team member outside of or bypassing Apex AI Advisory, without Apex AI Advisory’s prior written consent.

9.3  A breach of this clause will entitle Apex AI Advisory to claim liquidated damages equivalent to twelve (12) months of the Consultant’s projected engagement value, without prejudice to any other legal remedies available to Apex AI Advisory.

10.1  Each party agrees to keep strictly confidential all non-public, proprietary, or sensitive information received from the other party in connection with the engagement (“Confidential Information”), and to use such information solely for the purpose of performing its obligations under these Terms.

10.2  Confidential Information does not include information that: (a) is or becomes publicly available other than through breach of these Terms; (b) was already in the receiving party’s possession prior to disclosure; (c) is independently developed without reference to the Confidential Information; or (d) is required to be disclosed by law or regulatory authority.

10.3  This confidentiality obligation survives termination of the engagement for a period of two (2) years.

11.1  Apex AI Advisory operates as a platform connecting clients with specialist AI Consultants. While Apex AI Advisory takes reasonable steps to ensure the quality and suitability of its Consultants, it does not guarantee specific outcomes, results, or deliverable quality beyond reasonable professional standards.

11.2  The Client acknowledges that the Services involve strategic advice, technical implementation, and forward-looking recommendations. Outcomes depend on factors outside Apex AI Advisory’s control, including the Client’s own implementation, internal processes, third-party systems, and market conditions.

11.3  Apex AI Advisory shall not be liable to indemnify the Client for any loss, damage, cost, or liability arising from or in connection with the Services, the conduct of any Consultant, or the Client’s reliance on any deliverable or recommendation. The Client assumes full responsibility for all decisions made and actions taken based on the Services.

11.4  To the maximum extent permitted by applicable law: Apex AI Advisory shall not be liable for any indirect, consequential, incidental, special, or economic loss, including loss of profits, revenue, business opportunity, or data. Apex AI Advisory’s total aggregate liability arising from or in connection with any engagement shall not exceed the total amount paid by the Client for the Hour Block in relation to which the claim arises.

11.5  Nothing in these Terms excludes or limits liability for fraud or wilful misconduct.

12.1  The Client warrants that: (a) it has the authority to enter into this engagement; (b) all information provided to Apex AI Advisory is accurate and complete; and (c) it has all necessary rights to share any materials, data, or access credentials provided to Apex AI Advisory.

12.2  The Client is solely responsible for all business decisions, implementation activities, and operational changes arising from the Services.

12.3  The Client must ensure that all tools, platforms, and access required for the delivery of Services are available and functional. Apex AI Advisory will not be responsible for delays caused by inaccessible or non-functioning client systems.

Apex AI Advisory operates as a platform and marketplace that connects clients with specialist AI Consultants and engineers. Apex AI Advisory’s role is to facilitate these engagements, coordinate delivery, and provide operational oversight. It does not act as a direct employer of its Consultants in relation to the Client, nor does it act as the Client’s agent, partner, or fiduciary. All Consultants remain engaged by or contracted to Apex AI Advisory at all times and are not employees or agents of the Client.

14.1  Apex AI Advisory reserves the right to suspend or terminate the delivery of Services immediately in the event that: (a) the Client breaches any material provision of these Terms; (b) the Client engages in conduct that Apex AI Advisory reasonably considers harmful, unethical, or in violation of applicable law; or (c) the Client’s Hour Block is exhausted and no Top-Up is made within a reasonable time following notification.

14.2  The Client may discontinue use of the Services at any time. No refund will be issued for unused hours in such circumstances, in accordance with Clause 05.

14.3  Termination does not affect any accrued rights or obligations of either party.

15.1  These Terms are governed by the laws of New South Wales, Australia. The parties agree that any dispute arising from or in connection with these Terms shall be subject to the exclusive jurisdiction of the courts of New South Wales, Australia.

15.2  Apex AI Advisory serves clients internationally. Where the Client is located outside Australia, the Client acknowledges that these Terms and any disputes will nonetheless be governed by and resolved in accordance with Australian law and jurisdiction.

16.1  These Terms constitute the entire agreement between Apex AI Advisory and the Client with respect to the subject matter herein, and supersede all prior discussions, representations, and agreements.

16.2  Apex AI Advisory reserves the right to update these Terms from time to time. The version in effect at the time of the Client’s purchase will apply to that engagement. Continued use of Apex AI Advisory’s services following any update constitutes acceptance of the revised Terms.

16.3  If any provision of these Terms is found to be invalid or unenforceable, the remaining provisions shall continue in full force and effect.

16.4  No waiver of any provision of these Terms shall be effective unless in writing. Failure to enforce any provision shall not constitute a waiver of future enforcement.

16.5  The Client may not assign or transfer any rights or obligations under these Terms without Apex AI Advisory’s prior written consent.

16.6  Force majeure: neither party shall be liable for failure or delay in performance caused by events beyond their reasonable control, excluding payment obligations.

For any questions regarding these Terms, please contact Apex AI Advisory at:

Roar AU Pty. Ltd
Suite 302, 13-15 Wentworth Ave, Sydney NSW 2000, Australia
Email: hello@meetapex.ai