Client Terms — the frank report

Frank Consulting Pty Ltd · ABN 84 700 244 748 · Version 1.0, 2nd October 2026

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1.    Definitions
Benchmarking means the Client’s Results compared against another organisation’s results. 
Client means the organisation that engages Frank and includes the individual at that organisation who initiates the engagement or creates an account or runs a survey.
Confidential Information means information disclosed by one party to the other under or in connection with these Terms that: (a) is designated by the disclosing party as proprietary or confidential at any time, or (b) should be reasonably understood to be proprietary or confidential due to its nature and the circumstances of its disclosure.
Frank means Frank Consulting Pty Ltd (ABN 84 700 244 748).
Level means the tier of Services performed by Frank as defined in clause 3.
Other Agreement means any other contract, written or verbal agreement agreed by Frank, other than these Client Terms.
Referral Partners means an individual or organisation who sign up to our referral program to recommend the frank diagnostic application to others. A referral partner may or may not be a Client.
Results means the scores, analysis, themes and reports that frank produces from the 
Services means all works performed by Frank including the frank diagnostic application.
Survey Respondents means the persons at the Client organisation who are invited to answer or respond to a survey. 
Survey Responses means any score, comments, descriptions submitted by the Survey Respondents for the purposes of Frank undertaking the Services.

2.    General Terms
2.1.    The Client Terms (“the Terms”) is between the Client and Frank Consulting Pty Ltd trading as Frank (“Frank”). 
2.2.    If you (the person accepting the Terms) are accepting this Client Terms on behalf of your employer or another entity, you warrant and represent that:
2.2.1.    you have full legal authority to bind your employer or such entity to these Terms;
2.2.2.    you agree to these Terms on behalf of your employer or such entity.
2.3.    By creating an account, launching a survey or paying for results, you accept these Terms unamended.
2.4.    If we have signed a separate Other Agreement, the terms of that Other Agreement shall prevail over these Terms to the extent of any errors, omissions or inconsistencies.
2.5.    Each party must comply with all Laws applicable to it in its performance of obligations or exercise of rights under these Terms.
2.6.    The Client may not assign or transfer any of its rights or obligations under these Terms without Frank’s prior written consent, which it may withheld in its absolute discretion. Any attempt by the Client to transfer or assign these Terms, except as expressly authorised, will be null and void.
2.7.    Frank may assign its rights and obligations under these Terms (in whole or in part) without the Client’s consent.
2.8.    Notices under the Agreement must be in writing and are deemed given on:
2.8.1.    personal delivery;
2.8.2.    when received by the addressee if sent by a recognised overnight courier with receipt request;
2.8.3.    the third business day after mailing; or 
2.8.4.    in the case of electronic delivery, one hour after the electronic transfer of data.
2.9.    In these Terms, headings are for convenience only and “including” and similar terms are to be construed without limitation.

3.    The Services
3.1.    Frank will invite two groups in the Client’s organisation:
3.1.1.    the data, analytics and AI functional team; and
3.1.2.    other individuals selected by the Client,
to answer the same questions, then report the comparison of the Results for each group.
3.2.    The Client will be able to select one or more of two Levels of analysis and reporting:
3.2.1.    frank Measure: item-level scores and spread for every question including the breakdowns by role level and function; and
3.2.2.    frank Diagnose: as per frank Measure, plus the themes from the open questions, the alignment score for each of them, a summary of the shared and divergent themes, the detailed theme analysis with de-identified examples, and prioritised recommendations.
3.3.    Subject to clause 3.8, the Client acknowledges that what is included at each level is described on Frank’s official website and may be amended, upgraded or improved at any time, in Frank’s absolute discretion, provided that Frank will not materially reduce or remove the Services the Client has already paid for.
3.4.    The Client acknowledges that only where there are enough participating organisations, the Results may include benchmarks showing how the Client’s Results compare against other organisations. Such comparisons are carried out against de-identified companies and are used solely to provide benchmarking of results against companies in a similar industry. Details of the organisations used for comparisons will not be disclosed or provided under any circumstances.
3.5.    The Client acknowledges that Frank makes no promises, representation and guarantee on when (or if) Benchmarking results will be available.
3.6.    The Client acknowledges that frank Measure and frank Diagnose results may take up to several hours to produce the results.
3.7.    Frank reserves all rights to change, improve or discontinue existing features at any time. If Frank discontinues the Service altogether, the Client must accept a refund of any fees paid for any part of the Services not yet delivered.
3.8.    The Client acknowledges that no order is binding until Frank provides its acceptance, including by sending a confirmation email, providing access to the Services, or making licence or access keys available to the Client.
3.9.    The Client grants Frank a perpetual, irrevocable, royalty-free licence to use de-identified data for the purposes of operating and improving the Frank diagnostic, producing benchmarks and cross-organisation insights, and research and publication about data and AI practices generally.
3.10.    The Client grants Frank a perpetual, irrevocable, royalty-free licence to use aggregated, de-identified statistics in marketing and publications.
3.11.    The Client accepts that Frank may identify the Client’s organisation by name and logo on its website and in marketing as an organisation that has used the Services.
3.12.    Frank grants the Client the right to access, use, copy and adapt any Results for the following purposes only:
3.12.1.    to support the Client’s and its Survey Respondents use of the Services and prevent or address service or technical problems; and
3.12.2.    to monitor for security.
3.13.    The Client acknowledges and agrees that Frank will use best endeavours to perform the Services as described and in a timely fashion, however, and to the extent permitted by law, Frank is not to be liable for:
3.13.1.    loss of use, loss of data, loss of production, loss of revenue, loss of income, loss of business or loss of contract, 
3.13.2.    damage to goodwill, reputation or share price;
3.13.3.    financing costs or for any other economic or financial loss or damage;
3.13.4.    customer losses or increase in operating costs;
3.13.5.    loss or damage arising from any delay;
3.13.6.    any loss not arising naturally according to the usual course of things, being loss that does not fall within the first limb of Hadley v Baxendale; or
3.13.7.    any special, indirect and consequential loss or damage,
arising out of or in connection with this engagement or any services provided by us under this engagement (whether in tort, under statute, in contract (including breach of contract), or on any other basis whatsoever). 
3.14.    To the extent permitted by law, our aggregate liability for all claims directly or indirectly arising from or connected with this engagement including any services provided (whether such claims are for negligence, breach of contract or statute, or otherwise, and whether our liability is to you or any other person) is limited to the fees charged by us for that engagement.

4.    Client Responsibilities and Obligations
4.1.    The Client is responsible for any of the Survey Respondent’s and its employees conduct and compliance with these Terms.
4.2.    The Client accepts that all activities of the Survey Respondents and its employees, including third party-products they enable, and how Survey Respondent’s access and use the Services is the responsibility of the Client.
4.3.    The Client must ensure that each Survey Respondent keeps its login credentials confidential and must promptly notify Frank if it becomes aware of any unauthorised access to any credentials or other unauthorised access to or use of the Services.
4.4.    The Client must ensure it has made all disclosures and obtained all rights and consents necessary for Frank to use the Client’s data for the purposes of performing the Services.
4.5.    The Client must not:
4.5.1.    use the Services or any part of it unlawfully, or in a way that breaches any person’s privacy or other rights;
4.5.2.    upload material that is unlawful, misleading, or harmful;
4.5.3.    attempt to access another Client’s data, or interfere with, or test the security of the Services without written consent from Frank; and
4.5.4.    use the Service, or the Results, to build a competing product.
4.6.    The Client accepts that Frank may not be able to produce or publish any Results in instances where five or less Survey Responses are collected. It is the Client’s responsibility to ensure that sufficient Survey Respondents are nominated for Frank to perform its Services.

5.    Fees, Billings and Payment
5.1.    All fees are in Australian Dollars and exclude GST.
5.2.    The Schedule of fees as at September 2026 are:
Level of Service    Fee (AUD, excluding GST)

frank Measure: $4,500
frank Diagnose: $8,500

Upgrade frank Measure to frank Diagnose: $4,000
 

5.3.    The Client accepts that frank Measure and frank Diagnose results will only be produced upon payment being received in full.
5.4.    The Client may upgrade the Level of Service at any time after the survey is closed and will be entitled to the greater Level of Service upon payment of the additional fee as set out in the table at Clause 5.2.
5.5.    The Client accepts that the upgraded Level of Service will only be provided using the existing collection of Survey Responses.
5.6.    All payment is to be made via credit or debit card through Frank’s nominated payment provider and platform.
5.7.    The Client may request for a tax invoice to enable payment.
5.8.    The Client acknowledges that Frank may vary the fees at any time. Frank confirms that this will not affect a survey that has already been purchases or launched.
5.9.    The above fees do not include any consulting, workshops, presentations or readout sessions. These works are to be quoted separately upon request.

6.    GST
All fees and expenses will be increased by any applicable goods and services tax (GST) or similar tax. If services treated as GST-free are later found to have been taxable, you must pay us the amount of the GST as well as any penalties or interest resulting from failure to pay the GST.

7.    Refund Policy
7.1.    Except as set out in clause 3.8, or as required by law, all fees are non-refundable.
7.2.    The Client accepts that refunds will not be granted under any circumstances because of unsatisfactory Results.
7.3.    Any refund is at the sole and absolute discretion of Frank.

8.    Intellectual Property
8.1.    Frank retains all copyright, intellectual property and other rights in the Services and materials provided including frank diagnostic applications, deliverables and related source code, its questions, scoring, methodology, theme taxonomy, benchmarks, templates, formats, dashboards, including any modifications or improvements and all intellectual property in them. 
8.2.    Nothing in these Terms transfer any part of the intellectual property to the Client.
8.3.    The Client must not remove or destroy and will take all commercially reasonable steps to prevent the removal or destruction of any Frank or third-party copyright, trade secret, other proprietary rights notice or restricted use from the Services.
8.4.    Where you provide Frank with any material for use or review in connection with our engagement, you warrant that our use of such material you provide to us will not infringe any other person’s intellectual property rights.

9.    Confidentiality
9.1.     Unless expressly permitted by the disclosing party in writing, the receiving party must:
9.1.1.    hold the disclosing party’s Confidential Information in confidence and not disclose it to third parties except as permitted in these Terms; and 
9.1.2.    only use such Confidential Information to fulfill its obligations and exercise its rights in these Terms.
9.1.3.    Unauthorised use or disclosure of Confidential Information may cause substantial harm for which damages alone are an insufficient remedy. Each party may seek appropriate equitable relief, in addition to other available remedies, for breach or anticipated breach of this Section 9.
9.2.    Frank will keep the Client’s information confidential and use it only for the purposes of the Services and will not disclose them to any third-party except as described in the Privacy Policy, or as required by law.

10.    Availability and Support
10.1.    Frank will use best endeavours to keep the Services available but do not guarantee uninterrupted access. 
10.2.    The Client acknowledges that there may be downtime due to maintenance operations and updates.
10.3.    Frank will not be responsible for failures caused by the Client’s devices, systems, operating system and third-party Services outside of Frank’s control.
 
11.    Privacy
11.1.    Each Party must, when it collects, receives, uses, discloses, processes, transfers or otherwise handles personal information in the course of performing its obligations or exercising its rights under these Terms must comply with the Privacy Act as though it were bound by the Privacy Act and any subordinate legislative instruments or regulations.

12.    Jurisdiction 
The laws of New South Wales applies to these terms and any non-contractual obligations arising out of or in connection with this engagement.