Important information (please read)
We want these terms to work for both of us. If there is something you would like to change before placing an Order, we are happy to consider reasonable amendments, just let us know.
Your agreement with us will usually continue automatically unless one of us takes steps to end it. If your Order includes an initial or minimum term, the agreement will renew for further 12‑month periods unless either you or we give at least 90 days’ written notice before the end of the then current term.
From time to time, we may also increase our fees but only once per year, starting from the first anniversary of the commencement date. For 36-month terms, any increase will be limited to the greater of 10% and CPI and we will give you at least 30 days’ written notice. For 12-month terms and all other arrangements, we may increase fees by any amount by giving you at least 120 days’ written notice. If you do not accept an increase for a 12-month term, you may terminate the Agreement effective on the next anniversary of the commencement date by giving us at least 90 days’ written notice before that anniversary.
1. Our Agreements with you
1.1 These Terms of Service apply whenever we supply our products or services to you under a signed Order. Each time you submit an Order to us and we accept it, a separate Agreement is formed but all Agreements are governed by these same Terms of Service.
1.2 Each Agreement is made up of:
(a) these Terms of Service;
(b) the applicable Order (including any schedules or attachments we include with it); and
(c) any applicable Service Schedules for the specific products or services you have ordered.
2. How long does an Agreement last?
2.1 Commencement date
Each Agreement commences on the commencement date.
2.2 Go live date
Each ordered product and ordered service will be made available for use from its go live date. Any target go live date set out in an Order or Service Schedule is an estimate only. The actual go live date for an ordered product or ordered service will be confirmed on our invoices.
2.3 Fixed-term agreements
(a) If your Order includes a set minimum contract term for an ordered product or an ordered service, the initial term for that ordered product or ordered service commences on its go live date and continues for the set minimum contract term specified in the Order (for that ordered product or ordered service, the initial term). At the end of the initial term, the term for that ordered product or ordered service will automatically renew for successive 12-month periods (for that ordered product or ordered service, the renewal term) unless either party gives the other at least 90 days’ written notice before the end of the initial term or then current renewal term that they want to terminate the ordered product or ordered service (as applicable). If that notice is given, the relevant ordered product or ordered service terminates at the end of the then current term. If an Order specifies a different renewal period or notice period, the Order prevails to the extent of any inconsistency. If all ordered products and ordered services under an Agreement terminate, the Agreement terminates at the same time.
(b) If your Order or Service Schedule allows you to add users, licences, seats or other quantities (additional subscription) during the initial term or a renewal term, those additional subscriptions will be aligned to the same expiry date as the applicable initial term or renewal term and charged for the remainder of that term, unless the Order or relevant Service Schedule provides otherwise.
2.4 Month-to-month agreements
If your Order specifies a month-to-month arrangement for an ordered product or an ordered service, the term for that ordered product or ordered service continues for successive 1-month periods unless either party gives the other at least 30 days’ written notice before the end of the then current monthly period that they want to terminate the relevant ordered product or ordered service. If that notice is given, the relevant ordered product or ordered service terminates on the last day of the next monthly period after the notice is given, unless the Order specifies a later end date.
3. Delivering our products and services
3.1 Ordered products and services
3.2 We will supply the products and services listed in your Order (each an ordered product or ordered service and collectively, ordered products and services) in line with the agreed specifications. We are only obliged to deliver what is expressly set out in your Order. If something is not listed there, it is not part of what we have agreed to provide.
3.3 What we need from you
(a) To deliver effectively, we will need your active cooperation. This includes:
(i) providing us with the access, information, system logins and permissions we need to do our work;
(ii) arranging safe and timely access to your premises and equipment where required for installation, setup or support;
(iii) obtaining any necessary consents from your staff and end users; and
(iv) ensuring your building cabling and your premises meet relevant Australian industry standards.
(b) Support and maintenance are only included in an Agreement if your Order specifically says so. This means that, if a device, ordered product or ordered service is not expressly identified in the Order as a managed device or managed service, it is not supported by us. Please check your Order carefully if you are expecting those services.
3.4 Installation and go live dates
Any dates we give you for installation, implementation or target go live are estimates only. We will use reasonable efforts to meet them, but delays can occur, including due to third-party suppliers, your dependencies, or matters outside our reasonable control. If you delay or fail to provide required cooperation, access, information or dependencies, our timeframes are extended accordingly, and we are not liable for any resulting delay, suspension or service impact. Unless otherwise stated in your Order, we may invoice for ordered products and services from the date they are provisioned, made available, delivered, shipped or otherwise ready for use, even if you have not yet commenced using them.
4. Service performance and availability of ordered products and services
4.1 We warrant that the ordered products and services will perform materially in accordance with their specifications when used in accordance with the relevant Agreement, documentation and our reasonable instructions. You acknowledge that the ordered products and services are not guaranteed to meet requirements, expectations or use cases that are not expressly set out in your Order or a Service Schedule. To the extent permitted by law, you are not entitled to cancel or terminate an Agreement only because the ordered products or services do not include, or do not operate in accordance with, features or functionality that you expected but that we did not expressly agree to provide.
4.2 That said, we cannot guarantee that the ordered services will be completely uninterrupted, totally error-free, or entirely immune to external interference. Nor can we guarantee they will meet every specific requirement you have unless we have expressly agreed to that in writing in your Order or a Service Schedule. Except for the express warranty in clause 3.5 and your rights under the Australian Consumer Law, we do not make and disclaim all other warranties, representations and conditions whether express, implied or statutory.
4.3 Availability may also be affected by factors outside our control, such as internet congestion, network downtime, and bandwidth or throughput limitations. These constraints are set out in the relevant specifications and documentation.
4.4 We may update, modify, suspend or replace the underlying technology, software, infrastructure or third-party components we use to deliver services from time to time, provided we use reasonable efforts to avoid a material adverse reduction in the core functionality of the relevant ordered services.
5. Equipment
5.1 Your equipment stays yours, and our equipment stays ours. An Agreement does not transfer ownership of any equipment in either direction, unless we have specifically agreed to that in writing in your Order or a Service Schedule.
5.2 You must, at your cost, return to us all hardware equipment provided by us to you under an Agreement (ordered hardware) upon termination of the Agreement, unless:
(a) otherwise specified in the relevant Order; or
(b) you upgrade or replace the ordered hardware by entering into a new Agreement with us for new ordered hardware, in which case we will collect, or arrange for the collection of, the old ordered hardware as part of that transition.
Where you are required to return ordered hardware to us, the returned hardware must be in good working order, except for fair wear and tear and must be properly packaged and protected so that it is not damaged in transit. The return process will be outlined in the documentation.
5.3 While our equipment and the ordered hardware are on your premises or being used as part of the ordered service, you must not allow any security interest (such as a loan charge or lien) to be placed over it without our written permission. If any of your equipment in our possession becomes subject to a security interest, please notify us promptly. You will also need to cover us for any losses we suffer as a result.
6. Your Data
6.1 Ownership
Your data is yours. As between you and us, you own all data that is entered into, uploaded to, or generated through the ordered products and services. An Agreement does not transfer any intellectual property rights in your data to us.
6.2 Data protection
You must comply with all applicable privacy and data protection laws. You agree to obtain all necessary consents and authorisations from any individuals before providing us with their personal information for us to collect, use, process and disclose in accordance with our Privacy Policy at https://boabit.com.au/privacy-policy/. We will handle your data in accordance with applicable privacy and data protection laws and our Privacy Policy. You acknowledge that we may use your data to provide, administer, secure, support, maintain and improve the ordered products and services, to create de-identified analytics, and to comply with our legal obligations.
6.3 Your responsibilities around your data
You also have some important obligations. You must:
(a) make sure you are legally entitled to share with us any data you provide or give us access to;
(b) only give us the data we actually need to deliver the ordered products or ordered services;
(c) ensure that any personal information you provide to us is accurate, current and complete;
(d) obtain all necessary consents from your end users for us (and our subcontractors) to collect, use and process their information as part of delivering the ordered services; and
(e) remain responsible for your own backup, retention, recovery and disaster recovery arrangements for your data unless your Order expressly states that we will provide those services; and
(f) handle any notifiable data breach obligations under applicable law, except to the extent caused by our breach of applicable privacy law or our failure to comply with an express obligation under the relevant Agreement.
7. Intellectual property
7.1 Our IP
As between you and us, we own the intellectual property rights in the ordered products, the ordered services and the outputs they generate. This includes software, source code, databases and any reports or results produced by our tools with the important exception of your data, which (as noted above) always remains yours.
7.2 What you must not do
You must not claim ownership of our intellectual property rights, and you must not do anything that would undermine, challenge or put at risk our intellectual property rights or those of our licensors.
7.3 Feedback and improvement suggestions
If you or your staff share ideas, comments or suggestions about how we could improve the ordered products or ordered services, we genuinely value that input. By sharing such suggestions, you assign the intellectual property rights in them to us so that we can act on them freely. We will ask you to ensure your staff provide their written consent to this arrangement as well.
8. Software updates and new versions
8.1 We want to be clear about what is included in your Agreement when it comes to software development.
8.2 You are not automatically entitled to receive new versions, new modules or major new features of our software unless we have specifically committed to providing them in your Order. New versions and major releases are typically offered as separate products or upgrades.
8.3 However, we may periodically release smaller updates, called maintenance releases, that fix bugs, improve stability or add minor enhancements. These are not new versions. For cloud-based and SaaS products, we may apply these updates automatically. All such updates are covered by the same terms as the original ordered product.
8.4 You are responsible for following the update, patching and maintenance requirements set out in the documentation, prompted by the relevant software, or otherwise reasonably instructed by our technical team. If you report an error, defect or issue, you must give us the information we reasonably need to investigate it.
9. Confidentiality
9.1 What is confidential information
In the course of working together, each of us may share confidential information with the other.
9.2 What you and us must do
We both must treat that information with appropriate care. As the receiving party, each of us agrees not to use or disclose the other’s confidential information without prior written consent other than to carry out our obligations under an Agreement or to comply with the law. Where we are required under a contract with one of our third-party providers to share your confidential information with them in order to deliver a service, we may do so.
9.3 What is not confidential
Information will not be treated as confidential if it:
(a) was already in the public domain (and not because of any breach by either party);
(b) was already known to the receiving party before it was shared;
(c) was independently developed or obtained by the receiving party without any breach of confidence; or
(d) is required to be disclosed under stock exchange rules.
10. Acceptable use
10.1 Responsible use
We ask that you and any authorised users use the ordered products and services responsibly, in accordance with the relevant Agreement, all applicable laws and our policies. Misuse, interference, or unlawful activity is not permitted.
10.2 End user responsibilities
If your Order specifies particular people who may access the ordered services (end users), you are responsible for ensuring they comply with the relevant Agreement. In particular, end users must:
(a) use the ordered services only for their permitted purpose, in accordance with the relevant Agreement, our documentation and our reasonable directions and policies;
(b) keep their login credentials private and not share them with anyone else;
(c) report any suspected unauthorised access or security breach to us immediately;
(d) use reasonable security measures when accessing the ordered services; and
(e) cooperate with us by providing access to data, equipment and assistance when needed.
10.3 Prohibited uses
You must not, and must ensure end users do not, use the ordered services to:
(a) copy, reverse engineer, resell, tamper with or create derivative works from our software or services;
(b) breach any law or infringe the rights (including privacy rights) of any person;
(c) sublicense, transfer or provide access to the ordered products or ordered services to third parties without our written consent;
(d) introduce malware, viruses or other harmful code into our systems or networks;
(e) engage in phishing, identity theft or fraudulent offers of goods or services;
(f) carry out cyberattacks, network sniffing or interception of data not intended for you; or
(g) circumvent authentication or security measures on our systems or those of our customers or suppliers.
10.4 Your infrastructure responsibilities
You are also responsible for maintaining a reliable internet connection (where we have not provided one), keeping your premises and cabling in good working order, and not doing anything that interferes with the proper functioning of the ordered services.
11. Fees
11.1 Payment terms
You must pay the fees set out in your Order in accordance with the payment terms specified in your Order, without set-off, counterclaim or deduction except as required by law.
11.2 Invoicing and payment
Unless your Order says otherwise, our invoices are due and payable in advance within 7 days of the invoice date. All fees are exclusive of GST, which will be added to your invoice and is payable at the same time.
11.3 Order pricing validity
Pricing provided by us in an Order is valid for 30 days from the date of the Order. If the Order is not signed or otherwise accepted by you within that period, the pricing lapses unless we agree otherwise in writing. If we provide revised pricing, that revised pricing will apply.
11.4 Direct debit for recurring fees
Monthly recurring fees must be paid by direct debit. You will need to have Direct Debit set up before the relevant Agreement starts. Managed devices (such as printers, workstations and laptops) may be billed by us or by one of our finance partners. Your Order will specify which applies, and the relevant Service Schedule will provide further information about the applicable billing arrangement.
11.5 Annual price increases
Once per year, starting from the first anniversary of the commencement date, we may increase our fees as follows:
(a) for a 36-month term, by the greater of 10% and CPI, provided we give you at least 30 days’ written notice before the increase takes effect; and
(b) for a 12-month term, by any amount, provided we give you at least 120 days’ written notice before the increase takes effect. If you do not accept the increase, you may terminate the Agreement effective on the anniversary of the commencement date by giving us at least 90 days’ written notice before that anniversary; and
(c) in all other cases, by any amount, provided we give you at least 120 days’ written notice before the increase takes effect.
11.6 Late payment
If you do not pay any undisputed amount by its due date, we may:
(a) suspend provision of, or your access to, the affected ordered products and/or ordered services, provided that we have given you at least 7 days’ prior written notice of the suspension and the overdue amount remains unpaid at the expiry of that notice period;
(b) charge interest which will accrue on overdue amounts from the due date at the rate permitted by applicable law, calculated daily until paid in full;
(c) notify a credit reporting body or agency of the default; and/or
(d) commence debt recovery action and recover from you all reasonable costs involved, including legal costs and debt collector fees.
We would always prefer to resolve payment issues directly, so please contact us promptly if you are experiencing difficulties.
12. Liability
12.1 Our and your liability is limited in a few different ways and we want to be transparent about how liability works under each Agreement.
12.2 Our services are not professional advice
The outputs generated by the ordered products and services are not financial, legal or regulatory advice.
12.3 No liability for the other party’s failures
Neither of us is liable to the other for failures that were caused by the other party or their personnel.
12.4 Excluded losses
Subject to what the law requires, neither party is liable to the other for lost profits, lost revenue (other than loss of revenue caused by your failure to pay the fees), lost business opportunity, loss of anticipated savings, or any other consequential or indirect loss regardless of whether such loss was foreseeable. To the extent permitted by law, the liability limits and remedies in this clause 12 are your sole and exclusive remedies against us in respect of our performance under an Agreement.
12.5 Consumer law rights
Nothing in an Agreement removes rights you may have under the Australian Consumer Law. Where we are permitted to limit our liability under those provisions, our liability is limited, at our option, to:
(a) for goods, the replacement or repair of the goods, or the payment of the cost of replacing or repairing the goods; and
(b) for services, the resupply of the services, or the payment of the cost of having the services supplied again.
12.6 Liability cap
Subject to clauses 12.3 – 12.5, except as otherwise set out in your Order and to the extent permitted by law, our total aggregate liability to you for all claims under an Agreement is capped as follows:
(a) if the affected ordered product or ordered service is supplied to you by us for a fee, an amount equal to the fees paid by you under that Agreement for the affected ordered product or ordered service in the 12 months before the event giving rise to the claim, whether those fees were paid to us or to one of our finance partners; or
(b) if the affected ordered product or ordered service is supplied to you by us free of charge, an amount equal to 10% of the value of that free ordered product or ordered service as set out in the Order.
If a claim relates to more than one affected ordered product or ordered service, the cap is calculated by reference only to the fees paid for those affected ordered products or ordered services supplied for a fee and, where any affected ordered product or ordered service is supplied free of charge, 10% of the value of that free ordered product or ordered service as set out in the Order. Your total aggregate liability to us for all claims under an Agreement is capped at the same amount, except that this cap does not apply to your liability for fees, your breach of clause 7, clause 9 or clause 10, loss of or damage to our equipment, your infringement or misappropriation of our intellectual property rights or your indemnity obligations under clause 12.7.
12.7 Indemnity
You must indemnify us and our personnel against any loss, damage, claim, cost or expense (including reasonable legal costs) arising from or in connection with: (a) your use or misuse of the ordered products or services, including by end users; (b) any claim that your data or your use of the ordered products or services infringes a third party’s rights; or (c) your failure to comply with applicable privacy or data protection laws, except to the extent directly caused by our breach of applicable privacy law or our failure to comply with an express obligation under the relevant Agreement.
13. Events outside our or your control (Force Majeure)
13.1 Neither of us will be in breach of an Agreement if we are unable to perform our obligations because of something outside our reasonable control. This includes events such as natural disasters, pandemics, war, government action, or widespread industrial action.
13.2 If such an event continues to prevent the performance of material obligations for more than 45 consecutive days, either party may terminate the affected Agreement by written notice to the other while the event is ongoing. We would expect both parties to communicate openly and work together to find a practical path forward in any such situation before resorting to termination.
14. Terminating an Agreement
14.1 There are several ways an Agreement can come to an end, each with different implications.
14.2 Termination for breach
Either party can terminate an Agreement by written notice if the other party commits a material breach that either cannot be remedied, or can be remedied but has not been remedied within 14 days of receiving written notice to do so. We may also terminate an Agreement immediately on notice if you fail to pay undisputed fees when due and that failure continues for 7 days after we notify you, or if you repeatedly breach the relevant Agreement.
14.3 Termination due to a third-party supplier
If any of our third-party providers stops providing hardware, software or services that we rely on to deliver the ordered products or ordered services, or materially changes the terms on which they do so, and that is not due to our material breach of our agreement with them, we may suspend, vary, substitute, or terminate the whole or affected part of the Agreement. Where we substitute an affected ordered product or ordered service with an alternative product or service that is substantially similar or materially the same, you must accept that substitution and are not entitled to terminate the Agreement merely because the substitute does not include every feature or item of functionality of the original ordered product or ordered service. We will give you as much notice as reasonably practicable in the circumstances.
14.4 Termination for insolvency
Either party may terminate an Agreement by written notice if the other suffers an insolvency event, subject to the requirements of the Corporations Act 2001 (Cth).
14.5 What happens when an Agreement ends
On termination for any reason:
(a) each party must promptly return or destroy the other’s confidential information;
(b) you must return all hardware equipment provided by us to you under an Agreement upon termination of the Agreement in accordance with clause 2;
(c) we will stop supplying the ordered products and services under that Agreement;
(d) provisions intended to survive termination – including confidentiality, IP, liability and dispute resolution – continue to apply; and
(e) you remain liable to pay all fees due under the Agreement, and any fees paid in advance are not refundable except as required by law.
15. How you and us may send notices
15.1 Any formal notice under an Agreement must be in writing. Notices must be delivered by email:
(a) to us at accounts@boabit.com.au; and
(b) to you at the email address in your Order,
effective when a read receipt or delivery confirmation is received, or when a reply is sent, whichever is earlier.
15.2 Either party can update their contact details by providing written notice in accordance with this clause 15.
16. Resolving disputes
16.1 If a dispute arises, we would always prefer to resolve it collaboratively rather than through litigation. Before either party can commence formal court proceedings (other than for urgent injunctive or equitable relief), the following process must be followed:
(a) Step 1 – Written notice of dispute: The party raising the issue sends a written notice of dispute to the other, setting out the nature of the problem.
(b) Step 2 – Senior-level discussion: Senior representatives from both sides meet, in person, by phone or video call, to try to resolve the matter promptly after the notice is received.
(c) Step 3 – Mediation: If the dispute is not resolved, or the parties have not agreed on a plan for resolution of the dispute, within 30 days of the notice, either party may refer it to the Resolution Institute (ACN 008 651 232; infoaus@resolution.institute; (02) 9251 3366) for mediation under their Mediation Rules. Both parties agree to cooperate in good faith.
16.2 Each party bears their own costs throughout this process. Nothing here prevents either party from seeking urgent court relief where genuinely necessary.
17. Non-solicitation of staff
17.1 During the term of an Agreement and for six months after it ends, neither party may actively solicit, recruit or induce the other’s employees who were involved in performing that Agreement to leave and join them without the other party’s prior written consent.
17.2 This is a mutual obligation designed to protect both parties’ investment in their teams. It does not apply where someone independently applies for a role in response to a general public advertisement, for example, a listing on a job board or in a newspaper.
18. General provisions
18.1 Assignment: Neither party can transfer their rights or hand off their obligations under an Agreement to anyone else without the other’s prior written consent. Neither of us will unreasonably withhold or delay that consent.
18.2 Severability: If any part of an Agreement is deemed invalid by a court of competent jurisdiction, the remainder of the Agreement is still enforceable.
18.3 Non-exclusive relationship: Our relationship is non-exclusive. We are free to provide services to other clients, and you are free to engage other suppliers, unless your Order specifically restricts this.
18.4 Independent contractor: We are an independent contractor. No employment, joint venture or partnership relationship is formed between you and us by an Agreement.
18.5 Entire agreement: Each Agreement (comprising the documents listed in clause 1) is the entire agreement between you and us about its subject matter and supersede all other proposals, arrangements, representations and agreements between you and us about its subject matter. Any purchase orders or standard terms and conditions you issue to us do not form part of the Agreement and are not binding on us.
18.6 Amendments: We may amend these Terms of Service or any Service Schedule by giving you notice by email at least 30 days before the amendment takes effect. If an amendment materially and adversely affects your rights or obligations under an Agreement, you may terminate the affected Agreement by giving us written notice before the amendment takes effect. If you do not terminate the affected Agreement before the amendment takes effect, you are deemed to have accepted the amendment. Any amendment that does not materially and adversely affect your rights or obligations under an Agreement will take effect on the date specified in our notice.
18.7 Electronic execution: An Agreement can be signed in counterparts, whether in hard copy or electronically (for example, via DocuSign or a similar platform). An electronic signature carries the same binding effect as a physical one.
18.8 Governing law and jurisdiction: All Agreements are governed by the laws of New South Wales. Both parties submit to the non-exclusive jurisdiction of the courts of New South Wales for any disputes arising from an Agreement.
19. Definitions and interpretation
19.1 The following terms have specific meanings throughout these Terms of Service and any Agreement entered into under them:
(a) Australian Consumer Law: Schedule 2 of the Competition and Consumer Act 2010 (Cth).
(b) Agreement: Each individual contract formed when you submit an Order to us, comprising the documents described in clause 2.
(c) applicable law: Any legislation, common law, equity, judicial order, or government direction that applies in any relevant jurisdiction, including data protection laws.
(d) business day: Monday to Friday, excluding public holidays in New South Wales.
(e) business hours: 8:00am to 6:00pm on business days.
(f) commencement date: The date on which an Agreement is executed by you and returned to us.
(g) CPI: The Consumer Price Index (All Groups CPI, Australia, annual movement) published by the Australian Bureau of Statistics, or any replacement measure the ABS publishes.
(h) data protection laws: All applicable data protection and privacy laws, including the Privacy Act 1988 (Cth).
(i) documentation: User manuals, technical instructions, compatibility requirements and other documentation we provide for the ordered products and services.
(j) end user: A person specified in an Order as being authorised to access and use the ordered products and services.
(k)fees: The fees and charges set out in an Order or any attachment to it.
(l) go live date: for an ordered product or an ordered service, the date we notify you in writing that the ordered product or ordered service has been provisioned, made available, delivered, shipped, activated or provisions by a third-party provider or is otherwise ready for use by you, whether or not you have commenced using it.
(m) GST: Has the meaning given by the A New Tax System (Goods and Services Tax) Act 1999 (Cth).
(n) insolvency event: When a party is unable to pay its debts as they fall due, has a receiver, liquidator or administrator appointed, commences or has commenced against it any winding-up proceedings, or experiences anything of substantially similar effect under applicable law.
(o) intellectual property rights: All copyright, trademark rights, patent rights, and design rights, whether registered or unregistered, and all other rights to intellectual property as defined under article 2 of the Convention establishing the World Intellectual Property Organization, and all rights to enforce any of the foregoing rights.
(p) maintenance release: A software update that corrects faults, adds minor functionality or otherwise improves the software, but which does not constitute a new version.
(q) moral rights: Has the meaning given in the Copyright Act 1968 (Cth).
(r) order: The document or email issued by us to you and entitled “Order” which incorporates or refers to these Terms of Service and sets out the ordered products and/or ordered services, fees and any applicable commercial terms. An Order may be accepted by you signing and returning it to us, confirming acceptance in writing, paying any deposit or other amount specified in it, or otherwise indicating your acceptance by conduct. Once accepted, the Order forms part of the relevant Agreement.
(s) ordered product: Has the meaning given in clause 3.2.
(t) ordered products and services: Has the meaning given in clause 3.2.
(u) ordered service: Has the meaning given in clause 3.2.
(v) our equipment: Equipment, systems, software, networks, servers, hardware, cabling and other tools owned or operated by us.
(w) output: Reports and other results generated by the ordered products and services.
(x) permitted purpose: The internal business purpose for which the relevant ordered products and/or ordered services are supplied, as specified in the applicable Order, and not for resale, service bureau, timesharing or other commercial exploitation unless expressly stated in the Order.
(y) personal information: Personal information as defined in the Privacy Act 1988 (Cth) that we collect, hold, use or disclose in performing our obligations under an Agreement.
(z) personnel: A party’s employees, agents, officers and subcontractors. We are not your personnel and you are not our personnel.
(aa) PPSA: Personal Property Securities Act 2009 (Cth), as amended.
(bb) provisioning: Setting up and making a service available for use by end users.
(cc) security interest: Has the meaning given in the PPSA.
(dd) Service Schedule: A document with that title provided by us to you.
(ee) source code: Human-readable computer code.
(ff) specifications: The technical, functional and non-functional specifications for the ordered products and services, as set out in or attached to an Order.
(gg) term: The duration of an Agreement, as determined under clause 2.
(hh) third party provider: Any third-party supplier, vendor, subcontractor or provider whose goods or services we rely on, supply or resupply as part of our ordered products and services.
(ii) we / us / our: Boab IT Pty Ltd (ACN 163 343 208).
(jj) you / your: The customer who has entered into an Agreement with us, as named in the applicable Order.
(kk) your data: Data in any form that is entered into, uploaded to or generated through the ordered products and services.
(ll) your equipment: Systems, software, hardware, servers and other tools owned or operated by you (not including our equipment).
(mm) your premises: Premises owned, controlled or occupied by you, as specified in an Order.
19.2 Interpretation
Unless the context requires otherwise, references to legislation include amendments and replacements, the singular includes the plural and vice versa, references to a person include any legal entity, references to writing include email and other electronic communications, references to dollars are references to Australian dollars, and examples introduced by words such as “including” or “for example” are illustrative only and do not limit the meaning of the relevant provision.