Last updated: 30 April 2026 · Effective: 30 April 2026
1. About these terms
This site is operated by Djamil Scholtens, trading as Northern Edge Software ("NES", "we", "us"), based in Australia. By using this site or engaging us for work, you agree to these terms.
2. Use of this website
- You may view, share, and reference content from this site for non-commercial purposes with attribution.
- You may not scrape, mirror, or republish substantial portions of the site without written consent.
- You may not use the site to attempt unauthorised access, transmit malware, or interfere with its operation.
- The site is provided "as is" with no warranty of availability or fitness for any particular purpose.
3. Engagements & quotes
Pricing shown on the site is indicative. Specific engagements proceed under a written Statement of Work ("SoW") which sets out scope, deliverables, timeline, fees, and acceptance criteria. No engagement is binding until both parties sign the SoW.
Payment terms
- Discovery sprints: 50% on signing, 50% on delivery.
- Full builds: typically 30% on signing, milestone-based thereafter.
- Retainers: monthly in advance.
- Invoices are due within 14 days. Overdue accounts may attract a 1.5% monthly surcharge and pause delivery.
- All amounts are in AUD and exclusive of GST unless stated otherwise.
4. Scope & change orders
Each SoW lists what's in scope. Reasonable clarifications are absorbed during delivery; material additions or changes proceed under a written change order with adjusted timeline and fees. We won't continue beyond agreed scope without your written approval.
5. Intellectual property
Deliverables
On full payment of all fees due under the engagement, you receive a perpetual, worldwide, royalty-free licence to use, modify, and distribute the deliverables produced specifically for your project. You own the source code, designs, and documentation we produce.
Background IP
We retain ownership of (i) any pre-existing tools, libraries, or frameworks we used as building blocks, and (ii) general engineering knowledge and techniques. We grant you a perpetual licence to use these as embedded within the deliverables.
Portfolio rights
We may reference the existence of an engagement in our portfolio and case studies, with reasonable redactions for any sensitive information. We won't publish proprietary code, customer data, or anything covered by an active NDA.
6. Confidentiality
Each party will protect the other's confidential information with the same care it uses for its own (and at minimum, reasonable care). Confidentiality obligations survive termination of the engagement for 5 years.
7. Warranties
We warrant that:
- Deliverables will substantially conform to the SoW for 30 days after acceptance. We will fix conformance defects at no charge during this period.
- Deliverables won't knowingly infringe third-party IP rights.
- We will perform services with reasonable skill, care, and diligence.
Beyond this, deliverables are provided "as is" and we disclaim implied warranties of merchantability, fitness for a particular purpose, and non-infringement to the maximum extent permitted by law.
8. Liability
To the maximum extent permitted by law, our total liability arising out of or relating to any engagement is capped at the fees paid by you under the relevant SoW in the 12 months preceding the claim.
Neither party is liable for indirect, consequential, special, incidental, or punitive damages — including lost profits, lost data, business interruption, or loss of goodwill.
Nothing in these terms limits liability for fraud, wilful misconduct, or anything that cannot be limited under Australian Consumer Law.
9. Indemnity
Each party will indemnify the other for third-party claims arising out of its breach of confidentiality, infringement of third-party IP, or wilful misconduct, subject to the liability cap above.
10. Termination
Either party may terminate an engagement for material breach if the breach is not cured within 14 days of written notice. On termination, you pay for work completed up to the termination date and we deliver work-in-progress in its current state.
11. Independent contractor
We are an independent contractor, not your employee, agent, or partner. Each party is responsible for its own taxes, insurance, and statutory obligations.
12. Governing law
These terms are governed by the laws of New South Wales, Australia. Any dispute will be resolved in the courts of New South Wales, unless we agree in writing to mediation or arbitration.
13. Whole agreement
The signed SoW plus these terms form the whole agreement between us in respect of the engagement, and supersede prior emails, proposals, and discussions.
14. Updates
We may update these terms occasionally. Engagements signed before an update remain governed by the version in effect at signing.
15. Contact
Questions about these terms? Email [email protected].