Terms and Conditions

Last Update: December 24, 2024

1. Introduction

Welcome to Seadev (“Company”, “we”, “our”, “us”). These Terms and Conditions (“Terms”) govern your access to and use of our services provided through our website located at https://seadev.com.au (the “Service”). By engaging with our Service, you acknowledge that you have read, understood, and agree to be bound by these Terms. If you do not agree with any part of these Terms, you should not use our Service.

2. Services Provided

Seadev is a consulting agency based in Indonesia. We provide high-quality software engineering services by hiring local Indonesian developers and offering their expertise to small and medium-sized businesses in Australia and the United States.

3. Engagement Terms

Minimum Engagement Duration: Clients must engage our engineering services for a minimum period of one (1) month per engineer.

Payment Terms: All fees must be paid upfront before the commencement of services. Pricing varies based on the client's requirements and the scope of engineering services needed.

Non-Solicitation and Poaching:

  • Clients are prohibited from directly hiring or soliciting any of our engineers for employment or freelance work during the engagement and for a period of one (1) year after the termination of services without our prior written consent.
  • If a client wishes to hire one of our engineers directly, it must be through mutual agreement, and a finder's fee will be applicable, the amount of which will be negotiated at that time.

4. Operating Hours

Our standard operating hours are from 7:00 AM to 7:00 PM Australian Eastern Standard Time (AEST). Support and services will be provided during these hours unless otherwise agreed upon in writing.

5. Client Responsibilities

Project Requirements: Clients must provide clear and detailed project requirements, specifications, and any necessary resources to facilitate the successful delivery of services.

Timely Communication: Clients should maintain timely communication to address queries, provide feedback, and make decisions that are critical to the project timeline.

6. Intellectual Property

Work Product Ownership: Upon full payment of all fees, the client will own the rights to the final deliverables created by Seadev specifically for the client. Seadev retains the right to use any general skills, know-how, and expertise acquired during the course of the engagement.

Company IP: All pre-existing intellectual property, including but not limited to methodologies, processes, software, and tools owned by Seadev prior to the engagement, remain the sole property of Seadev.

7. Confidentiality

Confidential Information: Both parties agree to keep confidential any proprietary or sensitive information disclosed during the course of the engagement.

Non-Disclosure: Neither party will disclose the other party's confidential information to any third party without prior written consent, except as required by law.

8. Limitation of Liability

In no event shall Seadev, its directors, employees, agents, or affiliates be liable for any indirect, incidental, special, consequential, or punitive damages arising out of or related to the use of our services. Seadev's total liability shall not exceed the total fees paid by the client for the specific service in question.

9. Disclaimer of Warranties

Seadev provides services on an “AS IS” and “AS AVAILABLE” basis. We make no warranties, either express or implied, about the completeness, reliability, or suitability of our services for any particular purpose.

10. Indemnification

Clients agree to indemnify and hold harmless Seadev, its employees, and affiliates from any claims, damages, liabilities, losses, or expenses (including attorneys' fees) arising out of or in connection with:

  • The client's use of our services.
  • Violation of these Terms by the client.
  • Infringement of any intellectual property or other right of any person or entity by the client.

11. Termination

Termination by Seadev: We reserve the right to terminate the engagement at any time if the client breaches any terms herein or engages in conduct that could harm our reputation.

Termination by Client: Clients may terminate the engagement by providing a written notice thirty (30) days prior to the desired termination date. No refunds will be issued for services already paid for and/or rendered.

12. Governing Law

These Terms shall be governed and construed in accordance with the laws of Indonesia, without regard to its conflict of law provisions.

13. Dispute Resolution

Negotiation: In the event of any dispute arising out of these Terms, both parties agree to first attempt to resolve the dispute through friendly negotiations.

Arbitration: If the dispute cannot be resolved amicably within thirty (30) days, it shall be settled by arbitration in accordance with the Indonesian National Board of Arbitration (BANI) rules. The arbitration shall be conducted in Jakarta, Indonesia, and the proceedings shall be in English.

14. Changes to Terms

We reserve the right, at our sole discretion, to modify or replace these Terms at any time. We will provide at least thirty (30) days' notice before any new terms take effect, either via email or by placing a prominent notice on our website. Continued use of our services after the changes take effect constitutes acceptance of the new Terms.

15. Force Majeure

Neither party shall be liable for any failure or delay in performing obligations under these Terms if such failure or delay is due to circumstances beyond reasonable control, including but not limited to acts of God, war, pandemic, terrorism, governmental regulations, or natural disasters.

16. Severability

If any provision of these Terms is held to be invalid or unenforceable, such provision shall be modified to the minimum extent necessary to make it valid and enforceable, and the remaining provisions shall remain in full force and effect.

17. Entire Agreement

These Terms constitute the entire agreement between Seadev and the client regarding the services provided and supersede all prior agreements and understandings, whether written or oral.

18. Export Control Compliance

Compliance with Export Laws

These Terms constitute the entire agreement between Seadev and the client regarding the services provided and supersede all prior agreements and understandings, whether written or oral.

Client Responsibilities

  • Licensing Requirements: Clients are responsible for obtaining all necessary export licenses or permits required for the import, export, or transfer of services and any associated technologies or information.
  • Use of Services: Clients agree not to use Seadev's services for any purposes that are prohibited under applicable export control laws, including but not limited to activities related to military, defense, or dual-use technologies without proper authorization.
  • Restricted Parties: Clients must ensure they are not engaging in business with individuals or entities listed on any restricted or denied parties lists issued by relevant government authorities (e.g., the U.S. Department of Commerce's Entity List).

Seadev's Obligations

  • Assistance with Compliance: Seadev will assist clients by providing necessary information related to the services rendered to facilitate compliance with export control laws, provided that such assistance does not involve disclosing controlled technical data without proper authorization.
  • Change in Regulations: Seadev reserves the right to modify, suspend, or terminate services if required by changes in export control laws or if compliance with such laws becomes untenable.

Indemnification for Export Control Violations

Clients agree to indemnify, defend, and hold harmless Seadev, its officers, directors, employees, and agents from and against any and all claims, damages, losses, liabilities, costs, and expenses (including reasonable attorneys' fees) arising out of or related to:

  • Any breach of the Export Control Compliance section.
  • Unauthorized export, re-export, or transfer of services, technologies, or information provided by Seadev.

Acknowledgment of Responsibility

By engaging Seadev's services, clients acknowledge their understanding of and commitment to comply with all relevant export control laws and regulations. Failure to comply may result in termination of services and potential legal consequences.

19. Contact Us

If you have any questions or concerns about these Terms or our services, please contact us:

Email: support@seadev.com.au

Website: https://seadev.com.au

Schedule a free consultation

Let’s talk about how Seadev can help your team scale — with startup-friendly pricing, seamless integration, and engineers you can rely on.

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