Terms of Service

These Terms of Service ("Terms") govern your access to and use of ZimriTech services, websites and dashboards (collectively, the "Services"). By using the Services you agree to these Terms.

1. Services and Engagements

We provide AI consultancy and automation solutions, including AI chatbots, AI receptionists, workflow automations and custom dashboards. Specific deliverables, scope, timeline and fees may be set out in a separate proposal, statement of work (SOW) or order form (collectively, an "Order"). If there is any inconsistency, the Order prevails over these Terms to the extent of the inconsistency.

2. Your Responsibilities

• Provide accurate information and timely access to systems and data needed for delivery
• Maintain appropriate consents and notices for any personal information you supply
• Use the Services in accordance with law and not for unlawful, harmful or abusive purposes

3. Fees and Payment

Fees are as set out in the applicable Order or price schedule. Unless stated otherwise, fees are exclusive of GST. You must pay invoices by the due date shown. Late payments may incur suspension of Services. We may charge interest on overdue amounts at the lesser of 1.5% per month or the maximum permitted by law.

4. Intellectual Property

We retain all intellectual property in our pre‑existing materials, tools, models, frameworks and know‑how ("Background IP"). Upon full payment, you receive a non‑exclusive, non‑transferable licence to use deliverables we create for you for your internal business purposes, subject to any restrictions in the Order. If we incorporate third‑party materials, your rights are subject to those third‑party licences.

5. Confidentiality

Each party must keep confidential information of the other party confidential and use it only for the purpose of performing the Agreement, except as required by law or with prior written consent.

6. Privacy

We handle personal information in accordance with our Privacy Policy. Where you provide personal information, you warrant you have the necessary consents and notices. If applicable, the parties will agree on a data processing addendum for cross‑border transfers.

7. Warranties and Australian Consumer Law

Nothing in these Terms excludes, restricts or modifies any consumer guarantees, rights or remedies under the Australian Consumer Law (ACL) that cannot be excluded. To the extent permitted by law and subject to the ACL, the Services are provided "as is" and we disclaim all other warranties. Where the ACL applies, our liability for breach of a consumer guarantee is limited, at our option, to resupplying the Services or paying the cost of having the Services resupplied.

8. Limitations of Liability

To the maximum extent permitted by law, neither party is liable for any indirect, incidental, special or consequential loss, loss of profits, revenue, data or goodwill, even if advised of the possibility. Our aggregate liability arising out of or related to the Agreement is limited to the amounts paid by you to us for the Services in the 12 months preceding the event giving rise to liability.

9. Security

We implement reasonable security measures appropriate to the nature of the Services. You are responsible for maintaining the confidentiality of your account credentials and for activity under your account.

10. Acceptable Use

• No illegal, infringing, defamatory, or harmful content
• No attempts to bypass security or interfere with the Services
• No use of the Services to create or spread malware, spam or automated abuse

11. Term, Suspension and Termination

These Terms commence when you first use the Services and continue until terminated. Either party may terminate for material breach not remedied within 14 days of notice. We may suspend the Services for non‑payment, security risk, legal obligation or misuse. On termination, you must cease using the Services and pay all amounts due. Clauses intended to survive (including confidentiality, IP, limitations of liability and governing law) will survive.

12. Third‑Party Services

The Services may integrate with third‑party platforms. We are not responsible for third‑party services and they may be subject to their own terms and privacy policies.

13. Changes to the Services or Terms

We may update the Services and these Terms from time to time. Material changes will be posted on our website with an updated effective date. Your continued use after changes take effect constitutes acceptance.

14. Governing Law

These Terms are governed by the laws of Victoria, Australia. Each party submits to the exclusive jurisdiction of the courts of Victoria and the Commonwealth of Australia.

15. Contact

Questions about these Terms can be sent to legal@zimritech.com.