Integration Fox or Platform: The software as a service platform of Integration Fox to share and sync contact details.

User: The entity that enters into a license agreement with Integration Fox with respect to the Integration Fox Platform.

General Terms: These General Terms and Conditions governing the use of the Integration Fox Platform by the User.

Integration Fox - Terms & Conditions

These Terms & Conditions govern the supply of integration services by Integration Fox to its Customers. They apply to all subscriptions, implementations, and support engagements unless otherwise agreed in writing.

1. Subscription Billing

Monthly subscription fees are charged in USD and billed automatically to the credit card registered in the Integration Fox Billing Portal. For New Zealand customers, GST is applied to the monthly fee.

Customers must provide valid credit card details before the UAT (User Acceptance Testing) environment is activated. Subscription billing commences as set out in the UAT Review Period clause below.

2. Subscription Period

Subscriptions are provided on a 12-month minimum term, payable monthly, quarterly, or annually. At the end of the initial term, subscriptions automatically renew on a month-by-month basis unless cancelled in accordance with these terms.

3. Subscription Cancellation

Where a subscription is cancelled prior to the end of the 12-month term, fees remain payable until the end of the subscription period. Alternatively, the remaining balance may be settled via a once-off invoice.

During the month-by-month renewal phase, cancellation requires one full calendar month's written notice. The subscription ends at the close of the calendar month following the month in which notice is received.

4. Monthly Plan Inclusions

The monthly subscription fee includes:

- Platform hosting
- Ongoing supported API maintenance
- 24/7 monitoring of the integration

Ongoing support services are not included in the monthly subscription and are provided separately on a time and materials basis, as set out below.

5. UAT Review Period

Following UAT handover, Customers have a two-week review period. During this period a dedicated engineer is reserved to review test results and apply agreed refinements.

During this period:

- Refinements and adjustments are expected and form part of the implementation process
- Customers are responsible for actively testing the integration and validating outcomes
- The reserved engineer reviews feedback and applies agreed updates

Monthly plan billing commences two weeks after UAT handover. Customers are not required to move the integration to Production ("go live") for billing to begin, and there is no obligation to go live within this period.

6. Customer Responsibilities During UAT

Customers agree to:

- Allocate appropriate internal resources to perform testing
- Test real-world scenarios thoroughly
- Provide timely and structured feedback

Thorough testing during this phase is critical and directly impacts the success and smoothness of the production rollout.

7. Implementation & UAT Support Hours

Implementation and UAT support hours included in the Statement of Work are allocated specifically to the UAT review phase.

- Customers will be notified when a significant portion of allocated hours has been used
- Work beyond the allocated hours is charged at standard hourly rates
- After the UAT review period, support transitions to the Helpdesk model described below

8. Implementation Services Billing

Implementation Services invoices are issued as follows:

- **Australia & New Zealand customers:** billed in local currency. New Zealand customers are billed in NZD plus GST
- **All other customers:** billed in USD

Payment terms:

- 50% payable before commencement of the integration build
- 50% payable upon completion of the UAT review period or UAT sign-off, whichever occurs first

9. Payment Methods

Subscription fees must be paid via credit card through the Integration Fox Billing Portal. Implementation Services invoices may be paid by credit card or by bank transfer.

Where a Customer pays by bank transfer, the Customer is responsible for any applicable international bank transfer fees.

10. Integration Scope

The integration scope is defined based on:

- A formal scoping session with an Integration Architect, or
- A predefined templated integration

All scope must be reviewed and approved prior to development. Any work outside of the agreed scope is treated as a Change Request and may incur additional charges. Scope changes may also result in a review of the monthly subscription amount.

11. Small Change Requests and Minor Work

To reduce administrative overhead and enable faster response times, work estimated at four (4) hours or less may proceed without a formal Change Request quote. This includes Customer-requested changes, small configuration adjustments, and other minor work undertaken by Integration Fox in the course of supporting the integration.

Where this clause applies, Integration Fox will proceed with the work and notify the Customer, with the time worked invoiced at standard hourly rates.

12. Integration Add-Ons

Where custom integration add-ons are developed to support non-standard or unsupported platforms:

- Ongoing maintenance and API support for these add-ons are not included in the standard monthly plan
- Additional support or updates may be chargeable at standard hourly rates

13. Helpdesk & Support Services

Support requests must be submitted via the Helpdesk at helpdesk@integrationfox.com.

Requests are:

- Logged into a queue
- Reviewed and prioritised as part of a weekly sprint planning process

Customers are encouraged to review the Helpdesk Knowledge Base before submitting requests. This includes guidance on sync rules, field mappings, duplicate handling, integration behaviour, and troubleshooting. Many queries can be resolved through these resources without requiring support intervention.

14. Chargeable Support

Support requests that require technical investigation, configuration changes, or development work are chargeable on a time and materials basis at standard hourly rates.

15. Refunds and Acceleration

Implementation Services fees are refundable only where cancellation is requested before any work has commenced.

Work is deemed to have commenced on the earlier of:

- A scoping or design session being held
- Engineering resources being allocated to the build
- A UAT or other environment being provisioned

Once work has commenced, the full Implementation Services fee becomes due and payable. The 50/50 payment schedule set out in clause 8 is a payment timing arrangement and does not affect the Customer's obligation to pay the full fee. If the Customer cancels or otherwise terminates after work has commenced, any unpaid portion of the Implementation Services fee, including the 50% balance due on UAT delivery, becomes immediately payable.

Monthly subscription fees and services already rendered are non-refundable in all cases.

16. Late Payments

- Invoices unpaid after 14 days incur a 5% late fee on the outstanding balance
- Invoices unpaid after 30 days result in account suspension until payment is received in full

17. Currency & Fees

Integration Fox is not responsible for currency conversion fees or foreign transaction fees charged by the Customer's bank or payment provider.

18. Governing Law

These Terms & Conditions are governed by the laws of New Zealand. The parties submit to the exclusive jurisdiction of the New Zealand courts.