Call us on our Australia Tollfree Number: 1800 592 331 / 1800 518 069

Terms of Service

  1. Terms of Trade
    • These terms and conditions (Terms of Trade) are the standard terms and conditions for the supply of Products and Services by Zeefa Technologies Pty Ltd (ABN 11 644 309 919) (Zeefa, we or us) to its customers (Customer, you or your).
    • You are bound by these Terms of Trade when you obtain a quote from us, when you submit an order to us in person or via our Website, when we supply Products and Services to you, and when we give you an invoice.
    • By agreeing to be bound by these Terms of Trade, you also agree to our Website Terms & Conditions, our Refund Policy and our Privacy Policy (all of which are available on our Website at, and which are incorporated herein by reference.
  2. Accuracy, Completeness and Timeliness of Information
    • To the extent that information provided on our Website is in relation to third party Products and Services (for which we are a reseller), we are not responsible if that information is not accurate, complete or current. Information provided on our Website is provided as general information only and should not be relied upon or used as the sole basis for making decisions. Any reliance on the material on our Website is at your own risk.
    • Our Website may contain links to websites operated by third parties. Those links are provided for convenience and may not remain current or be maintained. Unless expressly stated otherwise, we do not endorse and are not responsible for the content on those linked websites and have no control over or rights in those linked websites. 
    • We reserve the right to:
      • modify the contents of our Website at any time, but we have no obligation to update any information on our Website and you agree that it is your responsibility to monitor changes to our Website
      • limit the sales of Products or Services to any person, geographic region or jurisdiction
      • limit the quantities of any Products or Services that we offer
      • to change descriptions of Products or Services or pricing of those Products or Services at any time without notice, at our sole discretion and
      • Discontinue the supply of any Product or Service at any time.
    • You may request a quote for Products and Services via our Website or by contacting us.
    • Quotes are based upon the information you supply to us and the cost of Products, Services, labour and materials available at the time of preparation of the quote and assume that you will provide accurate and timely information when we request it and will follow our reasonable instructions in a timely manner.
    • A quote is for information purposes only and we are not legally bound to supply the Products and Services which are the subject of that quote until your order for those Products and Services has been accepted by us in accordance with these Terms of Trade.
    • If a quote includes a time frame for the delivery or provision of the Products or Services, that timeframe is an estimate only and is not a fixed time frame.




  1. Orders
    • Each order that you submit is an offer from you to purchase the applicable Products and Services from us. We may, in our discretion, accept or reject an order or accept an order subject to conditions. We will notify you as to whether we accept, conditionally accept or reject your order.
    • If we conditionally accept your order (for example, because we amend the estimated delivery date, quantity, price or other conditions), this is a counter-offer from us to supply the applicable Products and Services to you on the conditions set out by us. You may accept our counter-offer by letting us know. We may withdraw our counter-offer at any time prior to your acceptance. If our counter-offer is not accepted within 20 business days, it will automatically be withdrawn.
    • Each order which we accept and each counter offer which you accept is a legally binding contract for the supply of Products and Services by us to you and will be subject to and incorporate these Terms of Trade and any conditions included by us in that order. All references to a “order” in the remainder of these Terms or Trade is a reference to an order that has been accepted in accordance with these Terms of Trade.
    • Any costs incurred by us in reliance on incorrect or inadequate information provided by you in an order may result in the imposition of additional charges.
  2. Order Variation & Cancellation
    • An order, once accepted by us in accordance with these Terms of Trade, cannot be cancelled or delivery rescheduled by you without our prior written consent.
    • You may ask us to vary an order. Any varied order will not be binding on either party until both parties have agreed to it. If we do not agree to vary your order, the original order will remain unchanged.
  3. Supply of Products and Services
    • For each order accepted in accordance with these Terms of Trade, we will supply the Products and Services to you in accordance with these Terms of Trade. Products and Services will be described in the order and any additional documents which are referenced in or are attached to the order by us. These additional documents are incorporated into and form part of the order. 
    • Services will be provided during the service hours and at the locations specified by us or if not specified, will be provided during our normal business hours and from our business premises.
    • We may refuse to provide or suspend provision of Products or Services where:
      • Products are unavailable from a third party reseller
      • any payment due by you or any of your related entities to us is overdue.
    • Any failure or delay by us to perform our obligations will be excused if the failure was caused by:
      • any act or omission by you, your end customer or your employees, agents or contractors
      • a Force Majeure Event
      • the reasonable reliance by us on your instructions, authorisations, approvals or other information, or
      • any act or omission of a third party not under our control, and

we shall be entitled to an extension of time that is reasonable in the circumstances and payment of our reasonable, substantiated additional costs arising from the foregoing.

  1. Third Party Products and Services
    • If we are supplying Products and Services to you as a reseller of a third party’s goods and services, then those Products and Services are supplied subject to the third party manufacturer or supplier’s standard terms and conditions, a copy of which are available on request to us. We will pass through to you the benefit of any warranties provided by the manufacturer or supplier and our liability to you in respect of those Products and Services shall be no greater than the liability accepted by the manufacturer or supplier under its standard terms and conditions.


  1. Title and risk
    • Risk in Products passes to you upon delivery and on and from delivery, you:
      • bear the risk of loss or damage to the Products; and
      • assume all risks and liabilities arising from the use and possession of the Products.
    • Title in Products passes to you upon us receiving payment in full for those Products.
    • Where Products are delivered to you and until we have received payment in full for those Products, you acknowledge that you:
      • are a bailee of the Products and our title to the Products is not affected by the fact that they are in your or a third party’s possession or that they have become fixtures in any premises
      • must promptly remit to us the proceeds of any sale of the Products, up to the value of the outstanding payment you owe to us for the Products
      • must hold insurance for theft and damage, for the full replacement value of the Products
      • must be able to separately identify the Products from other goods that you own
      • irrevocably appoint us as your attorney to do all acts and things necessary to ensure our retention of title in the Products including the registration of a security interest (as that term is defined in the PPS Law) in the Products in our favour on the Personal Property Securities Register and you will not and will not assist any other person to register a security interest in the Products and
      • Irrevocably authorise us or our agent at any time, to enter any premises where the Products are stored to inspect them and if you have breached any of these conditions or failed to pay monies due for the Products by the due date, we may reclaim possession of the Products. If we enter those premises for the purpose of inspecting or reclaiming possession of the Products and we incur any liability to any person in connection with the entry, inspection or reclamation, you indemnify us against that liability.
  1. Professional Services
    • The scope, specifications, Deliverables and schedule for delivery of the Professional Services will be agreed by the parties in the order and as may be further detailed by us.
    • We will use commercially reasonable efforts to perform the Professional Services in accordance with any time periods specified by us. Unless otherwise expressly stated in the order, any time specified in the order is intended for planning and estimating purposes only and is not a “time of the essence” provision. If we become aware that we will not be able to meet any time stated in the order, we will promptly notify you and advise you of the delay, the cause of the delay and our estimate of the extension of time required. 
    • Our ability to deliver Professional Services will depend on you performing all of your obligations specified in the order, reasonable and timely cooperation and the accuracy and completeness of any information which you provide on our request. If information provided by you is inaccurate or incomplete, or if you fail to perform obligations under the order, you agree to negotiate reasonable changes to the impacted order.
    • You warrant that you have obtained all necessary approvals, licences, authorisations, consents and permits to enable us to:
      • reasonably access your sites, systems and personnel, and
      • use, access, maintain and modify software and hardware, and other materials provided or made available by you to us, to the extent necessary to provide the Professional Services.
    • When providing the Professional Services, we will comply with all laws and regulations applicable to our business. Where you require us to comply with laws, regulations, standards or policies and procedures which are not generally applicable to our business, you are responsible for ensuring that such requirement is included in the applicable order. If there is any change to any law, regulation, standard, policy or procedure, such change will be treated as a variation in accordance with these Terms of Trade.
    • You shall procure that all work site(s) attended by our personnel or subcontractors are safe and comply with all relevant occupational health and safety laws and regulations. We may suspend or refuse service, without penalty, if conditions at the site are, in our reasonable opinion, unsafe or hazardous.
  2. Professional Services warranty
    • We warrant that: 
      • the Professional Services will be provided with reasonable skill and care, to the standards generally observed in the industry for similar services and
      • the Professional Services will be provided in accordance with all laws generally applicable to our business and
      • for a period of 5 business days from the date of acceptance (Warranty Period), each Deliverable will substantially comply with its specification in the order. If you notify us of a non-conformity during the Warranty Period, we will remedy or replace the affected Deliverable.
    • We do not warrant that Deliverables will be error-free or operate without interruption or that the Deliverables will operate in hardware and software combinations other than as authorised by us in the order. We do not provide any warranty with respect to third party components incorporated in any deliverable. The warranty (if any) with respect to third party components will be as set forth in the third party’s then-current terms and conditions.
  3. Acceptance of Products and Services
    • You are responsible for inspecting Products on delivery and notifying us of any obvious defects or errors in the number or types of Products delivered (Non-Compliance). If you fail to advise us in writing of any Non-Compliance within twenty-four (24) hours of delivery, you will be deemed to have accepted the Products. Nothing in this paragraph affects your rights under the Australian Consumer Law guarantees.
    • Deliverables provided as part of Professional Services will be accepted by you when the acceptance criteria and acceptance procedure, if any, specified in the order, have been met, or when you use the Deliverables in a production environment, whichever occurs first. If you fail to complete acceptance testing within the period specified in the acceptance procedure or where no acceptance criteria or procedure are specified in the order, Deliverables will be deemed accepted upon the date of delivery to you.
  4. Intellectual Property Rights
    • We, you and any third party shall continue to own their pre-existing Intellectual Property Rights, whether or not incorporated into a Product, Service or Deliverable. 
    • We shall own all Intellectual Property Rights in all materials created by us as a result of supplying the Products and performing the Services, including in any Deliverables.
    • To the extent that we are the owner of Intellectual Property Rights in any Products, Services or Deliverables, your rights and obligations in relation to those Intellectual Property Rights are set out in clause 13.
    • To the extent one or more of our Suppliers is the owner of Intellectual Property Rights in any Products, Services or Deliverables, unless otherwise specified in the applicable order, your rights and obligations in relation to those Intellectual Property Rights shall be governed by the Supplier’s End User Licence.
    • We will have the perpetual right to use any know-how we acquire or generate in the supply of any Products or performance of any Services.
  5. Zeefa IP
    • If any of our Intellectual Property Rights are made available to you in connection with any Products, Services or Deliverables (Zeefa IP), we grant you, during the term specified in the applicable order, a personal, non-exclusive, non-transferable licence to: 
      • use the Zeefa IP for your internal business purposes and
      • make a reasonable number of backup copies of the Zeefa IP as may be required for back up, archive, test and development. All copies of Zeefa IP must be stored securely and marked with any proprietary notices required by us.
    • Your rights in the Zeefa IP will be limited to those expressly granted under the relevant order and these Terms of Trade. We reserve all right, title and interest in and to the Zeefa IP.
    • Except as expressly authorised in the order, you must:
      • ensure that Zeefa IP is not modified or made available to any third party through any means including but not limited to uploading the Zeefa IP to a network or file-sharing service or through any cloud service
      • not commercialise or use the Zeefa IP to process the business of any third party
      • not disassemble, decompile or reverse engineer the Zeefa IP or use any other methods to gain access to source code of the Zeefa IP or any trade secrets embodied in the Zeefa IP or for any other purpose, except to the extent such restrictions are prohibited by law.
    • Upon termination or expiry of the licence term for the Zeefa IP, it will be deactivated, except when licensed to you on a perpetual basis and you will return to us all copies of the Zeefa IP.
    • Notwithstanding the foregoing, you are not required to return Zeefa IP to us where it is are embedded in and not separable from any Deliverables forming part of the Services. In these circumstances, we grant to you a perpetual, personal, non-exclusive and non-transferable license to use the Zeefa IP that is embedded in the Deliverables for your own internal business purposes. You shall not unbundle any embedded Zeefa IP and shall not use such Zeefa IP in any manner other than as integral components of the Deliverables.
  6. Invoicing and payment
    • For each order which has been accepted in accordance with these Terms of Trade, in consideration for our supply to you of the Products, Services and Deliverables specified in that order, you will pay to us the Price for those Products, Services and Deliverables.
    • We will invoice you in the manner specified in the order and if not specified, we may invoice you in advance, in instalments or in arrears, as we choose.
    • If you provide us with your credit card details, you authorise us to charge the Price to your credit card and you accept all responsibility for ensuring full payment to us. You confirm that you are an authorised signatory to the identified credit card and have authority to authorise this payment.  If the Price includes recurring payments, you authorise us to charge all recurring payments to your credit card.  You may cancel this authorisation by providing a written request to us at least 10 business days prior to the effective date of cancellation.
    • Unless otherwise specified in an order, all Prices are expressed as a GST exclusive amount. Where a party makes a taxable supply (supplier) to another party (recipient), the recipient must pay to the supplier an additional amount equal to the GST, payable at the same time as the payment for the supply, subject to the recipient receiving a tax invoice. Terms used in this paragraph have the meanings given to them in the A New Tax System (Products and Services Tax) Act 1999and any other applicable legislation governing GST.
    • You may not deduct from amounts due to us any amount payable by you on account of withholding tax.
    • Unless otherwise specified in the applicable order, you must pay our invoices upon receipt.
    • If any invoice is due but unpaid, we may withhold the provision of any further Products or Services until overdue amounts are paid in full.
    • We may apply any payment received from you to any amount owing by you to us under any order or other agreement.
    • If you believe we are in breach of these Terms of Trade or have supplied you with defective Products or Services, you are entitled to notify us in accordance with the dispute resolution provision herein. You are not entitled to withhold any money owing to us in such circumstances. Nothing in this paragraph affects your rights under the Australian Consumer Law guarantees.
    • We may charge you interest at the rate specified in your invoice on all overdue amounts owed by you to us, calculated and compounded daily.
    • All costs and expenses incurred by us in collecting overdue amounts, including (but not limited to) legal fees and internal costs and expenses, are a debt due and payable by you on demand by us.    
  7. Additional Charges
    • We may require you to pay additional charges in respect of costs incurred by us as a result of reliance on inadequate or incorrect information or material provided by you or information or material supplied later than required by us in order for us to provide the Products or Services within the estimated time frame (if any).
    • The imposition of additional charges may also occur as a result of:
      • an order variation
      • performance failures or delays for which we are not responsible
      • storage costs for Products not collected from us in a timely manner
      • Courier, or handling charges not included in the Price or
      • delivery and associated costs of re-delivery of Products which we were unable to deliver to you due to events outside our reasonable control.
  1. Termination
    • Either Party may terminate an order immediately by notice in writing if the other Party is in breach of its obligations (including payment obligations) under these Terms of Trade and such a breach is not remedied within 10 business days of being notified of the breach by that Party. 
    • Either Party may immediately terminate this Agreement by providing the other Party written notice, if that other Party:
      • becomes, threatens or resolves to become, or is in jeopardy of becoming subject to any form of insolvency administration or bankruptcy or
      • ceases or threatens to cease conducting its business in a normal manner.
    • In addition to our rights under clause 17.1, where you have failed to remedy a breach within 10 business days, we may do any or all of the following:
      • terminate, suspend or withdraw any or all quotes issued to you
      • terminate or suspend any or all orders and credit arrangements (if any) with you
      • suspend or terminate delivery of Products or provision of further Services and
      • repossess and re-sell any Products delivered to you, the payment for which has not been received.
    • On the occurrence of an event of default all invoices will become immediately due and payable.
  2. Australian Consumer Law
    • If the Products or Services which you acquire from us constitute a consumer good or service for the purposes of the Australian Consumer Law, then: 
      • the consumer guarantees apply to those Products and Services and nothing in these Terms of Trade or any quote or order is intended to exclude or modify your rights in respect of those guarantees
      • subject to clause 2, if we breach the consumer guarantees under the Australian Consumer Law you are entitled to the following remedies:
        • for major failure of a Product, at your election, we will refund or replace the Product
        • for major failure of a Service, at your election, you may cancel the Service and we will refund any monies paid for the unused portion of the Service, or you may continue with the Service, and we will compensate you for its reduced value and
        • if failure of a Product or Service does not amount to a major failure, at our election, we will repair or replace the Product or resupply the Service within a reasonable time. If this is not done you are entitled to a refund for the Product and to cancel the Service and we will refund any unused portion of the Service and
        • you are also entitled to be compensated for any other reasonably foreseeable loss or damage from a failure in the Products or Services; and
      • During the process of repair of Products, some or all of your stored data may be lost. You must ensure that data has been saved elsewhere prior to repair. Products presented for repair may be replaced by refurbished goods of the same type rather than being repaired. Refurbished parts may be used to repair the goods.
    • To the extent that Products or Services are consumer goods under the Australian Consumer Law but are not of a kind ordinarily acquired for personal, domestic or household use or consumption, our liability for breach of the consumer guarantees (other than those in Sections 51, 52 and 53 of the Australian Consumer Law) is limited:
      • in the case of Products, to any one of the following as determined by us:
        • the replacement of the Products or the supply of equivalent goods
        • the repair of the Products
        • the payment of the cost of replacing the Products or of acquiring equivalent goods or
        • the payment of the cost of having the Products repaired and
      • in the case of Services, to any one of the following as determined by us:
        • the supplying of the Services again or
        • the payment of the cost of having the Services supplied again.
  1. Performance Limitations
    • We are excused from any failure to perform our obligations and will not be liable for any claims in respect of Products and Services supplied to you to the extent that our failure to perform or our liability arises as a result of:
      • your failure to comply with your obligations under these Terms of Trade
      • Products being damaged after delivery by an external source regardless of its nature, including but not limited to, environmental or electrical disturbances, transportation, fire or water damage not caused by us
      • Products or Services being used improperly or modified, maintained or repaired by anyone other than us or our authorised service provider
      • Products or Services which fail or are limited in their functionality by any part of your environment which is outside of our control or
      • Products or Services which are impacted by malware (e.g. virus, worm etc.) not introduced by us or any person under our control.
  1. Exclusion and Limitation of Liability
    • You acknowledge that: 
      • where we provide third-party Products or Services, we act as a reseller of those Products and Services and are not the original manufacturer or supplier of those Products and Services
      • where we resell third-party Products to you, those Products are sold by us with the standard warranty and other terms and conditions of the manufacturer or original supplier of those Products and we do not provide any additional representation, or guarantee in respect of those Products and Services and
      • where we provide any proprietary Products to you, those Products come with the warranties and terms and conditions set out in these Terms of Trade.
    • You expressly agree that use of the Products and Services is at your risk. All information, specifications and samples provided by us in relation to the Products or Services are approximations only and, subject to any guarantees under the Australian Consumer Law, small deviations or slight variations from them which do not substantially affect your use of the Products or Services will not entitle you to reject the Products or Services, or to make any claim in respect of them.
    • If Products or Services are damaged or not of acceptable quality, you may have legal rights and remedies in Australia under the Australian Consumer Law and other rights under other consumer laws applying to each Australian State and Territory. However, if the Products and Services are assessed by us to have been damaged by misuse or accident or where your rights under the Australian Consumer Law or any manufacturer’s warranty do not apply, you may be required to pay labour, assessment and/or freight fees to rectify such damage, such fees will be agreed by us in advance. 
    • Any recommendation given by us in relation to Products or Services or both, is based on information available to us at the time the recommendation is given. However, you are responsible for determining the suitability of the Products and Services to meet your requirements and subject to any obligations we owe to you under the Australian Consumer Law, we do not accept any liability or responsibility for any loss suffered as a result of your reliance on our recommendation. 
    • To the maximum extent permitted by law and except as expressly provided in these Terms of Trade, we make no representation or warranty, express or implied by statute, common law, trade usage or otherwise including without limitation, warranty of fitness for a particular purpose, merchantability and non-infringement. Nothing in this clause is intended to limit your non-excludable rights under the Australian Consumer Law.
    • In no event shall either party be liable for any incidental, special or consequential damages or any lost profits, savings, revenue or goodwill, or loss data, inconvenience or loss of use arising under or in connection with these Terms of Trade or any quote or order and whether arising in contract, tort (including negligence), statute, equity or otherwise.  
    • Each quote is non-binding and to the maximum extent permitted by law, neither party shall have any direct or indirect liability to the other under or in connection with any quote we provide to you, whether such liability arises in contract, tort (including negligence), statute or otherwise.
    • The aggregate liability of a party in respect of each order, whether arising in contract, tort (including negligence), statute, equity or otherwise is limited, in aggregate, to the total amounts paid and payable by you under the applicable order (Aggregate Cap), except in relation to:
      • liability for fraud or wilful misconduct of a party
      • liability for death, personal injury or tangible property damage caused by the negligence of a party and
      • your liability to pay any amounts due to us in respect of that order.
    • The liability of each party arising under or in connection with these Terms of Trade and any order or quote shall be reduced proportionately to the extent that the other party’s acts or omissions cause or contribute to the loss or damage for which the first party is liable.
  2. Force majeure
    • Except for payment obligations, neither party will be liable for performance delays nor for non-performance due to causes beyond its reasonable control and without fault, including but not limited to, fire, flood, earthquake, elements of nature, acts of God, riot, civil disorder, rebellion, revolution, industrial disputes, health epidemics or change in government regulation (Force Majeure Event).
    • A party seeking to rely on a Force Majeure Event must provide written notice of the event to the other party, including the impact of the event on performance of its obligations, the steps it is taking to mitigate those effects and the expected duration of the event. If a Force Majeure Event is ongoing for more than 60 business days, either party may terminate the affected order without penalty, except that Customer shall be liable for all accrued payment obligations.
  3. Dispute resolution
    • Neither party shall commence any court or arbitration proceedings to resolve a dispute under this Agreement (Dispute) unless the parties have complied with this clause. A party claiming a Dispute has arisen must give written notice (Notice) to the other party specifying the nature of the Dispute. Within 10 business days of receipt of the Notice (or such further period as agreed in writing by them) senior management of each party shall meet to discuss the Dispute and seek resolution. If a resolution is not reached within 14 days of such meeting, the parties shall, within 30 business days of receipt of the Notice (or such further period agreed in writing by them), mediate the Dispute in accordance with mediation administered by the Resolution Institute. Nothing in this clause shall prevent a party from seeking urgent interlocutory or equitable relief before an appropriate court. 
    • The parties must hold confidential, unless otherwise required by law or at the direction of a court of competent jurisdiction, all information relating to the subject matter of the Dispute that is disclosed during or for the purposes of dispute resolution. The parties acknowledge that the purpose of any exchange of information or documents or the making of any offer of settlement pursuant to this procedure is to attempt to settle the Dispute. No party may use any information or documents obtained through the dispute resolution process for any purpose other than an attempt to settle the Dispute.
  4. General
    • These Terms of Trade together with the applicable quote and/or order constitute the entire agreement between the parties with respect to the subject matter of that quote or order and supersedes all prior representations, agreements, statements and understandings, whether verbal or in writing.
    • No right under these Terms of Trade or any quote or order will be deemed to be waived except with written notice signed by each party. Any failure by a party to enforce any provision of these Terms of Trade or any quote or order, or any forbearance, delay or indulgence granted by a party will not be construed as a waiver of that party’s rights under these Terms of Trade or any quote or order. A waiver by a party will not prejudice its rights in respect of any subsequent breach of these Terms of Trade or any quote or order by the other party.
    • The provisions of these Terms of Trade and each quote and order will not be varied, except by agreement in writing signed by both the parties.
    • The provisions of these Terms of Trade which are capable of having effect after the expiration or termination of a quote or order will remain in full force and effect following such expiration or termination.
    • These Terms of Trade and each quote and order will be governed by and construed according to the law of Victoria, Australia. The parties submit to the non-exclusive jurisdiction of the Victorian Courts.
    • Notices under these Terms of Trade may be delivered by hand, by mail, or by electronic mail to the addresses specified for each party in an order (or as notified by each party to the other party in writing from time to time). If a notice is sent by hand or mail, a copy must be sent to the recipient’s email address. Notice will be deemed given:
      • in the case of hand delivery, on written acknowledgment of receipt by the receiving party or an officer or other duly authorised employee, agent or representative of the receiving party
      • in the case of posting by mail, three (3) business days after dispatch
      • in the case of electronic communication, it is to be treated as given when sent to the recipient’s email address, provided that the sender does not receive a delivery failure message.
  1. Definitions
    • In these Terms of Trade, unless the context otherwise requires, the following terms have the following meanings:

Confidential Information means all information of a Party which is disclosed to or otherwise comes to be known by the other Party, whether before or after the date of these Terms of Trade, which is in fact or which is reasonably regarded by the disclosing Party as confidential to that Party. This includes but is not limited to Intellectual Property Rights of the disclosing Party and information relating to technology, processes, products, specifications, inventions or designs used or developed by the disclosing Party, trade secrets and know-how and information of a commercially sensitive nature, confidential information and Intellectual Property Rights of the disclosing Party’s customers, suppliers and licensors, and the existence and terms of any contractual agreement between the Parties.

Deliverable means a tangible work product developed for and delivered to you, as specified in the applicable order. By way of example, a Deliverable may consist of, amongst other things, a plan, a report, a design, a software module, or an integrated combination of hardware and software.

End User Licence means, in respect of any third party Intellectual Property Rights incorporated in a Product, Service or Deliverable, the third party’s standard terms and conditions governing an end user’s rights and obligations in respect of those Intellectual Property Rights;

GST means the tax imposed by the A New Tax System (Goods and Services Tax) Act 1999 (Cth).

Intellectual Property Rights means:

  1. a) Inventions, discoveries and novel designs, whether registered or registrable as patents or designs, including developments or improvements of equipment, products, technology, processes, methods or techniques
  2. b) copyright (including future copyright) throughout the world in all literary works, artistic works, computer software, and any other works or subject matter in which copyright subsists and may in the future subsist
  3. c) Confidential Information and trade secrets
  4. d) domain names and trade and service marks (whether registered or unregistered) and
  5. e) any other rights resulting from intellectual activity in the industrial, commercial, scientific, literary or artistic fields which subsist or may hereafter subsist.

Order means an order for Products and Services, which may be made by you to us in writing, verbally or via our Website.

PPS Act means the Personal Property Securities Act 2009 (Cth);

PPS Law means:

  1. a) the PPS Act and any regulation made at any time under the PPS Act (each as amended from time to time); and
  2. b) any amendment made at any time to any other legislation as a consequence of the foregoing PPS Act and regulations.

Price means the amount payable by you for Products, Services and Deliverables to be supplied by us:

  1. a) as specified in an order that has been accepted in accordance with these Terms of Trade or
  2. b) where no price is specified in the order, our current prices for the Products and Services; and

unless otherwise expressly stated in the applicable order, the price does not include delivery or installation of the Products or Deliverables.

Products mean goods which we make available for sale to our customers and in respect of a quote or order, means the goods specified in the applicable quote or order.

Professional Services means work performed by us to install, configure and customise Products, as specified in an order.

Quote means the estimated Price given by us to you, in writing or verbally, for information purposes only.

Services mean services which we make available for supply to our customers and in respect of a quote or order, the services specified in the applicable quote or order and in the case of Professional Services, includes any Deliverables.

Supplier means a third party that supplies Products or Services to us for distribution or resale.

Website means the Zeefa website at