Terms of Service
Effective from December 13th 2021
"Tradiecore" enables users to run a job management tool that will include features such as quoting, scheduling, invoicing, CRM, billing and payment integration functions and the underlying infrastructure hardware, software, network storage and related technology required to run the service (the Service).
PartiesIn this Agreement, “we” “our” and “Tradiecore” refer to Ninety Nine Pty Limited, ACN 156 042 232, of Level 10, 255 Pitt Street, Sydney, NSW 2000.
The terms “you” and “your” refer to you. If you are creating an account in order to use the Services on behalf of your organisation, then you are agreeing to this Agreement for that organisation and confirming that you have the authority to bind that organisation to this Agreement.
RegistrationYou must register for and maintain an account with us to use the Service. When registering, you must provide accurate and complete information and promptly update this information if it changes. If you provide any information that is or becomes inaccurate or incomplete, or we have reason to believe that the information is or becomes inaccurate or incomplete, we may suspend or terminate your account and your use of the Service.
Only authorised users may use your account to use the Service and conduct other activities with us. You are responsible for all activities that occur through your account. To protect your account from unauthorised use, keep your user identification and password secure and ensure your authorised users do the same. You need to notify us immediately of any unauthorised use of your account or any other breach of security. If there is unauthorised use by anyone who obtained access to the Service directly or indirectly through you, you will take all steps reasonably necessary to terminate the unauthorised use.
You will cooperate and assist with any actions taken by Tradiecore to prevent or terminate unauthorised use of the Service.
LicenseSubject to the terms and conditions of this Agreement, Tradiecore grants you a limited, worldwide, non-exclusive, non-transferable, non-sublicensable right during the term of this Agreement for the use of the Service by you and your authorised users solely in connection with your internal business operations.
Service AvailabilityWhilst Tradiecore intends that the Service should be available 24 hours a day, seven days a week, it is possible that on occasion the Service or platform may be unavailable to permit maintenance or other development activity to take place, or for reasons outside our control.
If for any reason we have to interrupt the Services for longer periods than we would normally expect, we will use reasonable endeavours to publish in advance details of such activity, typically by email.
FeedbackWe welcome your feedback regarding your experience using the Service, including feedback on its functionality and features, any errors, bugs, or other problems or difficulties you encounter in using the Service and any suggestions for improvement of the Software.
You agree that Tradiecore will own all feedback provided by you including all intellectual property rights in such feedback and that Tradiecore can use, or not use, such feedback at its absolute discretion. Where Tradiecore does use such feedback, you agree that Tradiecore can share, reproduce, distribute and/or commercialise such feedback without any further reference or payment to you.
Beta Versions or Trial VersionsFrom time to time Tradiecore may offer you access to an alpha, beta, or limited release version of the Service for a period of time to be determined by Tradiecore (Trial Version).
You may choose to use the Trial Version at your absolute discretion. If you choose to use the Trial Version, in addition to the other terms of this Agreement you further acknowledge and agree that:
- the Trial Version is still under development, is not yet ready for commercial release and may contain errors, flaws or other problems;
- the Trial Version is provided on an “as is” and “as available” basis and, in return for allowing you to use the Software without payment of a licence fee, Tradiecore excludes all liability in connection with the use of the Trial Version by you or any other party; and
- except as required by applicable laws, Tradiecore excludes all warranties, express or implied, concerning the Trial Version, its performance, and its suitability for any particular purpose.
By agreeing to use the Trial Version, you are under no obligation to continue to use the Services at the end of the trial period, or to acquire a paid version of the Service.
You may terminate your access to the Trial Version at any time via email to Tradiecore at firstname.lastname@example.org or call 1300 762 862 indicating that you wish to terminate access to the Trial Version.
We may terminate your access to the Trial Version at any time upon 30 days’ prior written notice.
Fees and PaymentYou agree to pay fees in accordance with the then-current applicable rates for the Service and/or subscription selected by you. You authorise Tradiecore (either directly or through its third party payment processor) to charge the credit card identified by you (which you represent and warrant that you are authorised to use) for all applicable fees for your Service and/or subscription, including all applicable taxes.
You agree that you are responsible to ensure that your account has a sufficient positive balance to cover all fees due. If Tradiecore does not receive payment from your credit card provider you agree to pay all amounts due upon demand, and Tradiecore may suspend your access to the Service until this has been done.
All sales are final and Tradiecore will not issue refunds except as expressly provided in this Agreement. You will promptly reimburse Tradiecore for any costs incurred in connection with collection of past-due amounts, including any applicable legal fees, and Tradiecore may, as a result of late payment, among other remedies available to it, discontinue its provision of the Service to you in accordance with this Agreement.
TermThis Agreement comes into effect from the time you use the Service, or enter into any paid Service subscription, as appropriate. This Agreement will remain in effect unless and until terminated by either party in accordance with the terms of this Agreement.
Paid Service SubscriptionsPaid Service subscriptions: are six monthly or annual unless otherwise agreed (Initial Term). The term of your Service subscription, including the obligation to pay the applicable Service subscription fees, will automatically renew for additional successive terms of 12 months (Renewed Term) unless terminated as specified in this Agreement or the terms of your Service subscription, as appropriate.
Cooling off periodDuring the seven days commencing on the first day of your Initial Term, and seven days commencing on the first day of each Renewed Term of this Agreement (each a Cooling-off Period), you may cancel this Agreement by providing notice to us and we will refund you any fees you have paid in respect of the corresponding Term of the Agreement.
However, if you use the Service during a Cooling-off Period, you acknowledge that you waive your right to cancel the Agreement during that Cooling-off Period and will not be entitled to any refund of fees you have paid in respect of that Term of the Agreement.
Automatic renewal, suspension, and terminationThis Agreement is ongoing and will continue for the Initial Term and any subsequent Renewed Terms (each a Term of the Agreement) unless terminated as specified in this Agreement. Unless you give us notice of cancellation before the end of the current Term, the Agreement will be automatically renewed at the end of that Term for a further 12 months, being the Renewed Term. You acknowledge that a Renewed Term may be longer than the Initial Term. Service subscription charges for the Renewed Term will be deducted from your nominated credit or debit card. We will send to you at least one reminder of the automatic renewal of the Agreement at least two weeks before it occurs, which will contain the terms and conditions that will apply to the Renewed Term (Auto-Renewal Notice). You acknowledge that you will be bound by the terms and conditions contained in the Auto-Renewal Notice unless you give us notice of cancellation prior to the date of renewal, being the end of the current Term. You may provide to us notice to cancel auto-renewal at any time during a Term of the Agreement by contacting us via email to Tradiecore at email@example.com or call 1300 762 862 indicating that you wish to cancel auto-renewal of the Agreement.
Your right to terminateYou may not terminate, or purport to terminate the Agreement prior to the expiration of the current Term unless:
- we have materially breached any term or condition of the Agreement and failed to rectify the breach after being given a reasonable opportunity to do so (unless the breach is not capable of rectification); or
- you validly cancel the Agreement during a Cooling-off Period.
Our right to terminateWe may immediately, without notice, suspend or terminate your access to the Service and terminate this Agreement for any of the following reasons:
- you seek to hack the security mechanisms of the Service or we otherwise determine that your use of the Service poses a security risk to us or to another user of the Service;
- you introduce a malicious program into the network or a virtual machine instance;
- you cause network interference that affects Service performance for other customers;
- you use the Service in a way that we determine, in our sole discretion, is abusive or disrupts or threatens the performance or availability of the Service;
- we receive notice or we otherwise determine, in our sole discretion, that you may be using the Service for an illegal purpose or in a way that violates the law or violates, infringes, or misappropriates the rights of any third party;
- you provide any information that is or becomes inaccurate or incomplete, or we have reason to believe that the information is or becomes inaccurate or incomplete; or
- we consider that your use of the Service may adversely affect our reputation or the reputation of the Service in our sole discretion.
In addition to our immediate right of suspension or termination set out above, if, in our reasonable opinion, we consider that you have breached any term or condition of the Agreement, or failed to pay any amount in accordance with this Agreement (or payment is declined), we:
- must provide you with a reasonable opportunity to rectify the breach (unless the breach is not capable of rectification). You acknowledge that we retain sole discretion to determine what constitutes appropriate rectification of any breach and whether or not a breach is capable of rectification;
- if the breach is capable of being rectified, may suspend the provision of our Service to you under the Agreement until all breaches have been rectified; and
- if the breach is not capable of being rectified or has not been rectified to our reasonable satisfaction following a reasonable opportunity to do so, may terminate the Agreement with you if a breach has not been appropriately rectified or is not capable of rectification.
Our suspension of the provision of the Service to you under the Agreement, or our termination of the Agreement, in these circumstances will not relieve you of any of your obligations to us under this Agreement, including your obligation to pay all fees and charges otherwise due to us.
Tradiecore may also terminate this Agreement at any time upon 30 days’ prior written notice if it decides to suspend or cease providing the Service and will refund to you a pro-rata portion of any unused, prepaid fees.
Effect of terminationOn termination of the Agreement by us, or any early termination by you except where you are entitled to terminate in accordance with this Agreement due to our material breach or during the Cooling-off Period, you agree to pay to us an early termination fee equal to all amounts that would otherwise be payable by you to us under the Agreement, including any monthly subscription or use fees, for the balance of the current Term of the Agreement. This early termination fee is immediately due and payable by you to us.
If this Agreement is terminated for any reason:
- (a) you will pay to Tradiecore any fees or other amounts that have accrued prior to the effective date of the termination and/or any early termination fees if appropriate;
- (b) any and all rights and liabilities accrued prior to the effective date of the termination will survive; and
- (c) the following sections will survive: Confidentiality, Privacy and Limitation of Liability.
Following termination and upon your request and subject to any specific restrictions applicable to you or your data, Tradiecore will make reasonable efforts to export and provide to you in electronic format the information you have uploaded to the Service (service fees may apply), but Tradiecore is not obligated to retain that information following any termination and makes no representation to the integrity, completeness or timeliness of any data so exported.
You must comply with all applicable laws, including privacy laws, when using the Service;
For the avoidance of doubt, you will be responsible for notifying parties that telephone calls are being recorded, to the extent required.
Except as may be expressly permitted by applicable law or authorised by us in writing, you will not, and will not permit anyone else to: (a) modify or reverse engineer any portion of the Service; (b) rent, lease, or otherwise permit any third party to use any portion of the Service; (c) circumvent or disable any security or other technological features or measures of any portion of the Service; (d) use the Service in a manner that threatens the integrity, performance, or availability of the Service; nor (e) remove, alter, or obscure any proprietary notices (including copyright notices) on any portion of the Service.
OwnershipExcept for the rights to access the Service expressly granted to you in this Agreement, we retain all right, title, and interest in and to the Service, including all related intellectual property rights. The Service is protected by applicable intellectual property laws.
Your consent to disclosure shall be deemed given in the event that you access Tradiecore or your Tradiecore data through a third party application, solely with respect to disclosure in connection with your use of such third party application. If Tradiecore is required by law to disclose any of that information or material, Tradiecore will make reasonable efforts to provide you prompt written notice of that requirement prior to disclosure. Further, if you register for the Service through a referral or other promotional partner or through an industry or trade group with whom we have a commercial relationship, we may disclose information about your account to that referral partner or industry group in connection with that commercial relationship. For the avoidance of doubt, however, Except as permitted under this Agreement, Tradiecore will not directly contact your customers or make personally identifying or contact data regarding your customers available to any third party without your consent. Such consent will be deemed given, however, in the event that you access Tradiecore or your Tradiecore data through a third party application, solely with respect to disclosure in connection with your use of such third party application.
Limitation of Liability
Under the Australian Consumer Law, you are entitled to certain guarantees in relation to our supply of services to you under this Agreement which cannot be excluded, restricted or modified (Consumer Guarantees). To the extent permitted by law, our liability for failure to comply with a Consumer Guarantee is limited to, at our option, the supply of the services again or the payment of the cost of having the services supplied again.
To the extent permitted by law, we have and are under no liability (howsoever arising, and whether at law, in equity, under statute or otherwise) to you for any consequential or indirect loss (including loss of profits, loss of revenue or loss of opportunity) in connection with our breach of this Agreement except to the extent caused by our gross negligence or wilful default, or that of one of our officers, employees, agents or representatives.
In no event will Tradiecore’s aggregate liability to you arising out of or related to the Service or this Agreement exceed the amounts paid or payable by you for the Services giving rise to the liability during the period of twelve (12) months preceding the first incident out of which the liability arose.
You agree to defend, indemnify and hold harmless Tradiecore and its related bodies corporate, agents, licensors, managers, and other affiliated companies, and their employees, contractors, agents, officers and directors, from and against any and all claims, damages, obligations, losses, liabilities, costs or debt, and expenses (including but not limited to legal fees) arising from: (i) your use of and access to the Service, including any data or content transmitted or received by you; (ii) your violation of any term of this Agreement (iii) your violation of any third-party right, including without limitation any right of privacy, publicity, or intellectual property rights; (iv) your violation of any applicable law, rule, or regulation; (v) any claim or damages that arise as a result of any information that is submitted via your account; or (vi) any other party’s access and use of the Service with your unique username, password, or other appropriate security code.
DisputesYou will notify us in writing at firstname.lastname@example.org in event that you dispute any fees or other charges paid or payable by you under this Agreement or have any other dispute under this Agreement.
Changes to these termsWe may vary these written Terms from time to time. Any variation to these written Terms made during a term of the Agreement shall apply to any subsequent Renewed Term of the Agreement and we will provide you with a copy of or link to the written terms, as varied, in any Auto-Renewal Notice.
These written Terms apply to you if your registration for the Service, and therefore your Agreement, commenced on or after December 13th 2021.
Written terms applicable to users of the Service before December 13th 2021 can be found below