our terms and conditions
STANDARD TERMS AND CONDITIONS FOR SUPPLY OF PRODUCT AND SERVICES
1 INTERPRETATION In this document the following words shall have the following meanings:
1.1 "Customer" and “Client” means any person or business who purchases products and services from the Supplier;
1.2 "Supplier" means Trisynia Pty Ltd headquartered at 148 Gladstone Street South Melbourne with offices in Sydney.
1.3 "Terms and Conditions" means the terms and conditions of supply set out in this document and any special terms and conditions agreed in writing by the Supplier.
2.1 These Terms and Conditions shall apply to all contracts and agreements for the supply of Services by the Supplier to the Customer and shall prevail over any other documentation or communication from the Customer.
2.2 Any variation to these Terms and Conditions shall be inapplicable unless agreed in writing by the Supplier.
3 PRICE AND PAYMENT
3.1 Payment of the price for the supply of services shall be paid upon invoice with 14 calendar day terms unless otherwise agreed in writing by the Supplier or stated in a contract or Managed Services Agreement.
3.2 Payment of the agreed price for the supply of goods and products shall be invoiced at the time of agreement to purchase by the Customer with full payment due immediately upon delivery. Goods in excess of $500 exclusive of GST will require a deposit of 50% upon order unless agreed otherwise, in writing, by the supplier.
3.3 Payment can be made by credit/debit card or by EFT. The Supplier does not accept cash or cheques.
3.4 Payment in arrears will be by prior agreement only.
3.5 Ownership of products will not pass to the Customer until payment in full is received by the Supplier.
3.6 The cost of freight, insurance and any special delivery requirements will be borne by the Customer.
3.7 The Supplier will send an electronic invoice to the Customer. If any further copies are requested, in any format, there will be an administration charge.
3.8 The Supplier reserves the right to modify, update or run promotions on any service at any time. The Supplier reserves the right to change the price of any service at any time. Once a service has been ordered, the price shall remain fixed for the Customer. Under no circumstances shall the Supplier refund the difference should the price of that service decrease.
4 CUSTOMER'S OBLIGATIONS To enable the Supplier to perform its obligations the Customer shall:
4.1 Pay invoices according to the Supplier’s terms of trade or other terms agreed in advance by the Supplier in writing.
4.2 Co-operate with the Supplier;
4.3 Provide the Supplier with any information reasonably required by the Supplier;
4.4 Keep the supplier notified of their correct name, postal address and any phone, fax or e-mail information.
4.5 Comply with such other requirements as agreed between the parties.
4.6 Comply with all other statutory requirements – particularly in regards to data protection and confidentiality.
5 SUPPLIER'S OBLIGATIONS
5.1 The Supplier shall perform the Services with reasonable skill and care and to a reasonable standard in accordance with recognised standards and codes of practice.
5.2 The Supplier accepts all responsibility for the condition of tools and equipment used in the performance of the Services and shall ensure that any materials supplied shall be free of defects at the point of dispatch.
5.4 Data related to the delivery of a services, collected by the Supplier’s task tracking and accounting systems, may be retained indefinitely. For purposes such as warranty, rectification and repair, data relevant to the provision of a service or product will be retained by the Supplier. Data collected to the Supplier shall not be disclosed to third parties other than as minimally required to provide the requested services and in the supply of products.
5.5 The Supplier may decline to provide a service or withdraw a Customer order offer where acceptance is delayed by more than 7 days, where an upstream supplier of a product is unable to supply or where a supply price changes beyond the control of the Supplier.
6 LIMITATION OF LIABILITY
6.1 Nothing in these Terms and Conditions shall exclude or limit the liability of the Supplier for death or personal injury. However, the Supplier shall not be liable for any direct loss or damage suffered by the Customer howsoever caused, as a result of any negligence, breach of contract or otherwise in excess of the price of the Services.
6.2 The Supplier shall not be liable under any circumstances to the Customer or any third party for any indirect or consequential loss of profit or other economic loss suffered by the Customer howsoever caused, as a result of any negligence, breach of contract, misrepresentation or otherwise.
6.3 The Supplier cannot accept liability for items lost during the delivery process.
7 CANCELLATIONS Returns/refunds policy:
7.1 Once ordered, products cannot be returned to the Supplier unless found to be defective within 7 days of receipt. Standard manufacturer’s warranty applies after 7 days.
7.2 Upon receipt of products, the Customer will immediately inspect the delivery and notify the Supplier of any discrepancy. The Supplier will accept no responsibility for reported delivery discrepancy where the Customer does not immediately inspect the shipment.
8 FORCE MAJEURE Neither party shall be liable for any delay or failure to perform any of its obligations if the delay or failure results from events or circumstances outside its reasonable control, including but not limited to acts of God, strikes, lock outs, accidents, war, fire, breakdown of plant or machinery or shortage or unavailability of raw materials from a natural source of supply, and the party shall be entitled to a reasonable extension of its obligations.
9 TRISYNIA’S INTELLECTUAL PROPERTY The contents of the Trisynia website may not be copied, reproduced, distributed, republished, displayed, posted or transmitted in any form or by any means without the prior express written permission of Trisynia.
10 SEVERANCE If any term or provision of these Terms and Conditions is held invalid, illegal or unenforceable for any reason by any court of competent jurisdiction such provision shall be severed and the remainder of the provisions hereof shall continue in full force and effect as if these Terms and Conditions had been agreed with the invalid, illegal or unenforceable provision eliminated.
11 GOVERNING LAW These Terms and Conditions shall be governed by and construed in accordance with the law of Australia and the parties hereby submit to the exclusive jurisdiction of the Australian courts.
Cloud Hosting Platform
Trisynia provides aggregated cloud hosted business application and service solutions, delivered primarily through our core partners and suppliers. Cloud applications and services are customised and commissioned according to client requirements, and maintained and managed by Trisynia.
Our Cloud Platform terms and conditions relate to customised cloud services provided by Trisynia and are in addition to our standard terms and conditions.
Some cloud applications and services, used or accessed from the Cloud Platform, may be subject to additional terms and conditions specific to that product or service as specified by the original supplier. Trisynia considers the Customer to be bound by the terms of third-party suppliers and assumes that the Client agrees to these terms. Trisynia takes no responsibility for the original supplier’s terms or the Client’s review, awareness, and adherence to these terms.
By accessing the Trisynia Cloud Hosting Platform, you agree to our terms and conditions as well as those of the suppliers of products and services that you will access through the platform.
1. Cloud Services
1.1 These terms and conditions govern the Client access to, and use of, the Cloud Platform. We will deliver the Cloud Platform and applications with the assistance of our Partners and Service Providers. The Client will comply with all laws, regulations, and rules applicable to the use of the Cloud Platform. The Client will also abide by all third-party terms, rules, policies and regulations applicable to the Cloud Platform and any application or service accessed through that platform.
1.2 The Client may access the Cloud Platform in accordance with these terms and conditions. The Client agrees to maintain confidentiality of all usernames, passwords, and other confidential information. The Client is solely responsible for all activities and transactions that occur under any authorised Client logon credentials, including activities by the authorised user, the Client’s employees, and the Client's agents.
1.4 If through accessing third party data, services and applications, the Client causes damage or disruption to the Cloud Platform, we will rectify the damage. Our standard hourly labour rate will apply to this work. The Client is not entitled to any compensation from Trisynia for lost time, financial loss, loss or corruption of Client data or applications, or any other consequential loss arising from disruption to services.
1.5 Applications specific to the Client business may be provided and licensed directly by the Client and installed and managed by Trisynia on the Cloud Platform. The Client is responsible for maintaining a support agreement with the application supplier. At our sole discretion, we may assist the supplier's support team to investigate and resolve application problems. Time spent assisting third party support teams is not included in the monthly subscription charge. We may charge our standard labour rate for time spent assisting third party support teams.
1.6 The Client accepts that the performance of, and access to, the Cloud Platform may be adversely affected by on-premises client services and equipment that are not part of the Cloud Platform. Trisynia accepts no responsibility for performance of the Client’s Internet service or Client owned equipment. Assisted rectification of Client systems, services, and equipment is not covered within the fees charged for provision of the Cloud Platform and may incur an additional support charge.
2. Security and Data Protection
2.2 The Client is solely responsible for the Client’s data stored in or used by the applications on the Cloud Hosting platform. The Client is responsible for protecting access to Client data including access allowed for employees, third parties and agents. Trisynia is responsible for performing routine backups of systems and data. The Client is responsible for ensuring that data backup and retention, beyond that offered by Trisynia, meets business requirements and for taking appropriate steps to ensure that backup and retention is adequate. The Client may request Trisynia to extend backup frequency or retention. We may, at our sole discretion, refuse to comply with such requests on the Cloud Platform. All costs associated with additional backup storage requirements are the sole responsibility of the client and will be recharged by Trisynia.
2.3 The Client is solely responsible for any losses or other consequences arising from your failure to adequately maintain or backup Client data.
3. Acceptable Use.
3.1 The Client is responsible for ensuring that the Cloud Platform is not used for any illegal purposes, including the misuse of confidential data, harassment, or to violate the rights of others.
3.2 The Client agrees not to make any changes to the Cloud Platform other than those approved by Trisynia.
3.3 The Client agrees not to sub-licence the Cloud Platform or divulge any information regarding the service, including but not limited to specifications, design, pricing, performance, or any other detail which Trisynia might reasonably consider to be secret or commercially sensitive.
3.4 The Client agrees that the Cloud Platform is licensed only for the use of the Client and their authorised employees, representatives and agents. The Client agrees not to allow access to the platform to any other party without the written permission of Trisynia.
4. Invoicing and Payment
4.1 Trisynia will invoice the Client monthly. Payments for the service are made in advance and are due 14 days from the date of the invoice. Unless otherwise agreed in writing before the invoice is issued, the Client agrees to pay the invoiced amount, including any agreed or requested variations, within the payment period.
4.2 Payments will be made in Australian dollars using one of the payment methods offered by Trisynia. These methods may vary from time to time.
4.3 From time to time, a core Supplier may vary pricing for supplied services. Trisynia will give the Client one month notice of any changes to the Supplier charges for subscribed services, after which the Client will absorb the changed rate. The Client agrees to accept rate changes imposed by the core Supplier.
4.4 Trisynia may, at our sole discretion, suspend or restrict access to the Cloud Platform if we reasonably determine that payment in full for services has not been received on or before the due date. We will provide no less than one business day notice of intention to limit access or suspend the service.
4.5 Restricted access may result in reduced performance and/or a limitation of the number of permitted users.
4.6 The Client will remain responsible for all fees and charges during and resulting from the period of restricted access or suspension. Restrictions placed upon the service will not be withdrawn until the Client’s account is no longer in arrears.
4.7 During a period of restricted service or suspension, normal subscription fees and charges will continue to accrue.
4.8 Trisynia may, at our sole discretion, terminate the service if amounts owing are not paid in full 30 days after the due date. The Client agrees to remain responsible for fees and charges owing after a service is terminated. Trisynia may, at our sole discretion, seek to recover monies owing through a debt collection service.
4.9 The Client agrees to indemnify Trisynia against any loss arising from restricted access, suspension or termination of the Cloud Platform due to any Client breach of the terms and conditions.
4.10 Following termination, Trisynia will move Client data to a device or a secure online location which is accessible to the Client. A fixed fee, determined as reasonable by us, will be applied for this action. The Client accepts this condition and agrees to pay this fee before data is released.
4.11 The Client may cancel the Cloud Platform service with 30 days’ notice (the effective Cancellation Date). If the service is cancelled within the contract period, an early termination charge, consisting of 25% of the remaining monthly charges that would have been paid from the cancellation date and the end of the contract period, will be applied.
4.12 Upon termination of the service, all equipment supplied by Trisynia as part of the service must be returned, at the Client’s expense, within 5 business days.
Trisynia Pty Ltd (Business IT Solutions)
148 Gladstone Street, South Melbourne
Ph: 03 9690 0095
Suite 102, 46-50 Kent Rd, Mascot
Ph: 02 8004 1468
ACN: 642 710 361