Terms and Conditions

1. Agreement to Terms

These Terms and Conditions ("Terms") constitute a legally binding agreement between you ("User," "you," or "your") and BAPT-PAY LTD, trading as Business Health Check (NZBN: 9429052724053) ("Company," "we," "us," or "our").

By accessing our website at businesshealthcheck.com or using our services, you acknowledge that you have read, understood, and agree to be bound by these Terms. If you do not agree to these Terms, you must immediately discontinue use of our website and services.

PLEASE READ THESE TERMS CAREFULLY BEFORE USING OUR SERVICES.

2. Description of Services

Business Health Check provides comprehensive operational intelligence and business health diagnostics services, including but not limited to:

• Operational efficiency analysis and assessment
• Revenue leakage identification and reporting
• Cost optimization recommendations
• Compliance gap analysis
• Business process optimization consulting

Business Health Check operates as an analytical overlay only. We do not process payments, handle funds, or provide financial, legal, or tax advice.

3. Eligibility

By using our services, you represent and warrant that:

• You are at least 18 years of age
• You have the legal authority to enter into binding contracts
• If acting on behalf of a business entity, you have authority to bind that entity
• Your use of services will not violate any applicable laws or regulations

4. User Responsibilities

You agree to:

• Provide accurate, current, and complete information
• Maintain the confidentiality of any account credentials
• Notify us immediately of any unauthorized access
• Use our services only for lawful purposes
• Not attempt to gain unauthorized access to our systems
• Not interfere with or disrupt our services
• Not use our services to harm others or engage in fraudulent activity

5. Intellectual Property

All content on our website and in our services, including but not limited to text, graphics, logos, images, software, methodologies, and reports, is the property of BAPT-PAY LTD or its licensors and is protected by intellectual property laws.

You may not:

• Copy, reproduce, or distribute our content without permission
• Modify, adapt, or create derivative works
• Use our trademarks or branding without authorization
• Reverse engineer or attempt to extract source code
• Remove copyright or proprietary notices

6. Payment Terms

For paid services:

• Fees are as quoted or as set forth in a separate agreement
• Payment is due according to agreed terms
• All fees are non-refundable unless otherwise specified
• We reserve the right to modify pricing with reasonable notice
• Late payments may incur interest at the maximum legal rate

7. Disclaimers

IMPORTANT: PLEASE READ THIS SECTION CAREFULLY.

7.1 No Professional Advice

Our services provide analytical information and recommendations only. We do not provide legal, financial, tax, accounting, or investment advice. You should consult qualified professionals before making any business decisions based on our analysis.

7.2 No Guarantees

We make no guarantees regarding:

• The amount of cost savings or revenue recovery you may achieve
• The accuracy of projections or estimates
• The suitability of recommendations for your specific situation
• Results from implementing our recommendations

7.3 "As Is" Basis

OUR SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO:

• IMPLIED WARRANTIES OF MERCHANTABILITY
• FITNESS FOR A PARTICULAR PURPOSE
• NON-INFRINGEMENT
• ACCURACY, RELIABILITY, OR COMPLETENESS OF INFORMATION
• UNINTERRUPTED OR ERROR-FREE SERVICE

7.4 Industry Data

Statistics, benchmarks, and industry data presented are based on aggregated information and may not reflect your specific circumstances. Actual results may vary significantly.

8. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW:

8.1 Exclusion of Damages

IN NO EVENT SHALL BAPT-PAY LTD, ITS DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, OR AFFILIATES BE LIABLE FOR ANY:

• INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES
• LOSS OF PROFITS, REVENUE, DATA, OR BUSINESS OPPORTUNITIES
• COST OF SUBSTITUTE SERVICES
• DAMAGES ARISING FROM RELIANCE ON OUR RECOMMENDATIONS
• DAMAGES RESULTING FROM UNAUTHORIZED ACCESS OR DATA BREACHES

8.2 Maximum Liability

OUR TOTAL LIABILITY FOR ANY CLAIMS ARISING FROM OR RELATED TO THESE TERMS OR OUR SERVICES SHALL NOT EXCEED THE GREATER OF:

• THE AMOUNT YOU PAID US IN THE TWELVE (12) MONTHS PRECEDING THE CLAIM, OR
• ONE HUNDRED NEW ZEALAND DOLLARS (NZD $100)

8.3 Essential Basis

These limitations apply regardless of the theory of liability (contract, tort, negligence, strict liability, or otherwise) and even if we have been advised of the possibility of such damages. Some jurisdictions do not allow certain limitations, so some of these limitations may not apply to you.

9. Indemnification

You agree to indemnify, defend, and hold harmless BAPT-PAY LTD and its directors, officers, employees, agents, and affiliates from and against any and all claims, damages, losses, costs, and expenses (including reasonable legal fees) arising from:

• Your use of our services
• Your violation of these Terms
• Your violation of any third-party rights
• Any content or data you provide to us
• Your implementation of our recommendations

10. Confidentiality

Both parties agree to maintain the confidentiality of any proprietary or confidential information disclosed during the engagement. This includes:

• Business data and financial information
• Analysis results and recommendations
• Proprietary methodologies and processes
• Trade secrets and intellectual property

Confidentiality obligations survive termination of these Terms for a period of three (3) years.

11. Termination

We may terminate or suspend your access to our services immediately, without prior notice, for any reason, including:

• Violation of these Terms
• Non-payment of fees
• Fraudulent or illegal activity
• At our sole discretion for any reason

Upon termination, your right to use our services ceases immediately. Provisions that by their nature should survive termination shall survive.

12. Dispute Resolution

12.1 Informal Resolution

Before initiating formal proceedings, you agree to first contact us at info@bapt-pay.com to attempt to resolve any dispute informally within 30 days.

12.2 Arbitration

Any dispute that cannot be resolved informally shall be resolved by binding arbitration in accordance with the Arbitration Act 1996 (New Zealand). The arbitration shall be conducted in Auckland, New Zealand, in English.

12.3 Class Action Waiver

YOU AGREE THAT ANY CLAIMS MUST BE BROUGHT IN YOUR INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING.

13. Governing Law

These Terms shall be governed by and construed in accordance with the laws of New Zealand, without regard to conflict of law principles. You consent to the exclusive jurisdiction of the courts of New Zealand for any disputes arising from these Terms.

14. Force Majeure

We shall not be liable for any failure or delay in performing our obligations where such failure or delay results from circumstances beyond our reasonable control, including but not limited to acts of God, natural disasters, war, terrorism, riots, embargoes, acts of civil or military authorities, fire, floods, accidents, strikes, or shortages of transportation, facilities, fuel, energy, labor, or materials.

15. Severability

If any provision of these Terms is found to be unenforceable or invalid, that provision shall be limited or eliminated to the minimum extent necessary so that these Terms shall otherwise remain in full force and effect.

16. Entire Agreement

These Terms, together with our Privacy Policy and any separate service agreements, constitute the entire agreement between you and BAPT-PAY LTD regarding our services and supersede all prior agreements and understandings.

17. Modifications

We reserve the right to modify these Terms at any time. We will provide notice of material changes by posting the updated Terms on our website with a new "Last Updated" date. Your continued use of our services after modifications constitutes acceptance of the updated Terms.

18. Contact Information

For questions about these Terms and Conditions, contact us at: