1. This Agreement
1.1 Accepting this Agreement
(a) By using Cyberturity, you agree to comply with and be bound by the terms and conditions of this Agreement, together with any additional terms applicable to your Account type. These terms govern your access to and use of the Website and the Service.
(b) If you do not agree to these terms, you have no right to obtain information or otherwise continue using the Website or the Service.
(c) These terms are binding on any use of the Website and apply from the time you first access the Website.
(d) It is your obligation to ensure that you have read, understood and agree to the most recent terms available on Website.
(e) By using the Service you acknowledge that you have read and understood this document and have the authority to act on behalf of any person for whom you are using the Service. You are deemed to have agreed to this agreement on behalf of any entity for whom you use the Service.
(f) We may amend this Agreement at any time by posting with 30 days notice the new terms and conditions on the Website, unless otherwise stated in this Agreement.
1.2 Contacting us
Please contact us via the contact form located on our website if you have any questions relating to these terms and conditions.
Unless the terms and conditions of the Agreement explicitly state otherwise, expressions used in the Agreement have the following meanings:
Account means a membership account to use the Service.
Agreement means this document and any additional policies available on the Website.
Data means any material including documents, information or data provided by you to us by way of the Software.
Feature means any functionality option within the paid Account dashboard.
Intellectual Property Right means all present and future rights conferred by statute, common law or equity (and all moral rights) in, or in relation to, business names, circuit layouts, computer software, confidential information, copyright, designs, domain names, formulas, inventions, knowhow, patents, plant varieties, recipes, trade marks, and other results of intellectual activity in the industrial, commercial, scientific, literary or artistic field, the benefit of any application to register such a right and the benefit of any renewal or extension of such a right.
Non Excludable Condition means any guarantee, condition or warranty (such as the consumer guarantees implied by the Competition and Consumer Act 2010 (Cth)), which cannot by law be excluded.
Privacy Law means:
(a) the Privacy Act 1988 (Cth); and
(b) any code registered under the Privacy Act or Australian Privacy Principles.
Posted Content means all information, graphics, HTML, text, software and materials which are uploaded by you to the Website or in connection with the Service.
Service means any service provided by Cyberturity to you concerning cyber security including but not limited to your cyber security maturity assessment reports, training, management platforms and dashboards.
Subscription Period means the payment period and method for a paid Account.
Term means the period of time that you hold an active Account.
You means a person or entity using the Services.
Website means the website located at www.cyberturity.com.
3.1 Information Purposes Only
(a) All information available on the Website is for informational purposes only, and is to be used or relied on at your own risk. Further we make no warranty or representations as to the accuracy of the information.
(b) Unless expressly stated otherwise in writing by us, the information we provide in a report or assessment does not take into account the full individual circumstances of you or of any third party and is based on standardised methodology. It is your responsibility to assess the suitability of the Service for your own individual circumstances. We recommend that if you are in any doubt or in any way unsure, you should take professional advice before taking any action that may affect your financial or legal standing.
4. User Account
4.1 Accessing the Services
You acknowledge and agree that to receive the benefit of the Services, you may be required to:
(a) Provide us with Personal Information; and/or
(b) create an Account with us.
4.2 Account Types
If you require an Account, you acknowledge that we offer various account types, and it is your responsibility to review and evaluate your individual situation to determine which account type is appropriate for you.
The Term for an Account begins when you sign up to use the Service and continues until:
(a) you cancel your Account; or
(b) in the case of paid Accounts, at the expiry of a Subscription Period;
4.4 Provision of information by End User
You agree to provide any information reasonably requested by us for the purpose of setting up your Account and operating the Service. You warrant that:
(a) all of the information that you provide to us is accurate and complete in all respects; and
(b) you will inform us by updating your Account details whenever any such information changes.
(c) you will not providing false or misleading information with the purpose of altering your account plan and pricing;
4.5 Declining Your Account
(a) We reserve the right to reject any new Account in our absolute discretion.
(b) If we decline a paid Account after a payment for the paid Account has been processed, we will refund the payment in full.
4.6 Security Responsibilities
You are solely responsible for:
(a) keeping any usernames and passwords associated with your Account for the Services secure; and
(b) the use of your Account, irrespective of who is using it, even if it is used without your permission.
If your Account type is a paid Account, you agree to comply with this clause 5.
5.1 Selecting A Subscription Period
(a) To access our paid services, you must select your Subscription Period payment at the time of registration.
(b) We reserve the right to vary any aspect of the Subscription Period, including adding or removing a payment method by providing you with 30 (thirty) days notice.
(a) Unless your Paid Subscription has been purchased as a pre-paid subscription, your Subscription to the Services will automatically renew at the end of the subscription period, unless you cancel your paid Subscription through your Account before the end of the current subscription period.
(b) The cancellation will take effect the day after the last day of the current Subscription Period unless at the time of your request, you request an immediate cancellation.
If your payment option is declined, we reserve the right to suspend or limit access to the Services until such time as you have paid any amounts in arrears.
5.4 Change in Pricing
(a) We reserve the right to vary the prices for access to the Services from time to time (New Price);
(i) If you have a paid Account, we will provide you with 30 days notice of the New Price. The New Price will only be applicable for periods for which you have not yet paid. The price will not be varied retrospectively.
(ii) If you do not have a paid Account, we may vary the price shown on the website at any time without notice to you.
(b) The New Price will be effective from your next payment date and deemed accepted by you, unless you cancel your paid Account before the end of the Subscription Period.
(a) You agree that you will only use the Features as they are designed to be used.
(b) Use of a Feature is at your risk and you agree that we are not liable for any damage suffered by you, either directly, or indirectly, as a result of your usage of any Feature.
(c) We reserve the right to modify, change, amend, add or remove a Feature at any time without notice to you.
6.2 Submitted Content
(a) In respect of Submitted Content, you warrant that you will not upload content:
(i) in breach of the Intellectual Property Rights of any third party;
(ii) in breach of any law under the Privacy Act 1988 (Cth);
(iii) affected by any computer virus or malicious code;
(iv) connected with "spam" or the process of "spamming";
(v) which is false, defamatory, misleading or otherwise deceptive in any way;
(vi) which is financial, legal, medical or other professional advice;
(vii) that is likely to offend, insult or humiliate based on race, religion, ethnicity, gender, age, sexual orientation; or
(viii) in breach of any other clause of this Agreement.
(b) You agree that any comments or opinions that you express will be fair, accurate and genuinely held at the time of communication.
6.3 Responsible for Submitted Content
We make no warranties as to the accuracy of any Submitted Content, and will accept no liability for errors or omissions in general.
6.4 Services not locally available
You acknowledge and agree that the Service will only be accessible using the Internet (or other connection to our third party servers), and will not be available "locally" from your own servers.
6.5 Parts of the services controlled by third parties
You acknowledge and agree that the Service is hosted on servers owned and controlled by a third party. As such, you acknowledge that certain functions are out of our control, including:
(a) cloud services for servers; and
(b) data storage and backup.
6.6 Cyberturity can Change Services at Discretion
We reserve the right to upgrade, maintain, tune, backup, amend, add to or remove items from, redesign, improve or otherwise alter the Services at our sole and absolute discretion.
6.7 Unintentional inaccessibility
From time to time, without notice, access to all or part of the Services may be disrupted or limited. During such an interruption, we will use reasonable endeavours to restore access to the Services as soon as practicable.
6.8 Intentional inaccessibility
We reserve the right to make some or all of the Services inaccessible from time to time as is required for upgrades, maintenance and updates. We will use reasonable endeavours to provide you with advance notice of any inaccessible period but you accept that this may not always be possible and we are not liable for any harm or damage you may suffer during an interruption.
(a) You acknowledge and agree that there may be technical or administrative errors in the information about the Services, including but not limited to errors with respect to product description and pricing.
(b) We reserve the right to do any of the following, at our absolute discretion, without notice:
(i) change any price;
(ii) correct any errors on the Website; or
(iii) update the Website or Service;
6.10 Security Responsibilities
We will take reasonable steps to ensure that the Service is secure from unauthorised access consistent with generally accepted industry standards in our industry.
6.11 Third party links
The Website may contain hyperlinks and other pointers to websites operated by third parties. We do not control these third-party websites and are therefore not responsible for the content of any third-party website or any hyperlink contained in a third-party website. We provide the hyperlinks for your convenience only and do not indicate, expressly or implicitly, any endorsement, sponsorship or approval by us of a third-party website or the products or services offered at a third-party website. Your visit to a third-party website is entirely at your own risk.
6.12 Delivery of support and maintenance
We will provide you with support and maintenance in respect of the Services via email only, as determined at our sole and absolute discretion.
7. Lawful use of service
7.1 Lawful Use
(a) not to upload, store or access any data on the Services if such access or storage would:
(i) breach any third-party’s Intellectual Property Right;
(ii) breach any Privacy Law; or
(iii) breach any other law or applicable code (including any common law, statute, delegated legislation, rule or ordinance of the Commonwealth, or a State or Territory).
7.2 Prohibited conduct
You must not:
(b) use the Website to post or transmit any material which interferes with other users or defames, harasses, threatens, menaces, offends or restricts any person or which inhibits any user from using the Website or the Internet;
(c) in any way tamper with, hinder or modify the Website;
(d) knowingly transmit any viruses or other disabling features to the Website or via the Website;
(e) intentionally disable or circumvent any protection or disabling mechanism related to the Website;
(f) install or store any software applications, code or scripts on or through the Website;
(g) use the Services in any way which could be reasonably expected to interfere with or damage our network, any other operator's network, or another user's enjoyment of the Service;
(h) attempt any of the above acts or facilitate or assist another person to do any of the above acts.
7.3 Cyberturity’s right to suspend
We reserve the right to:
(a) limit or suspend your access to the Services; and
(b) remove data or content uploaded to the Services by you,
if in our reasonable opinion, you are in breach of any of the obligations or undertakings in this Agreement.
8.2 No Privacy Warranty
We make no warranty as to whether your use of the Services will comply with your obligations under Privacy Law or with any foreign privacy laws. It is your responsibility to determine whether the Services are appropriate for your circumstances.
9.1 Data storage with third party
We may subcontract the storage of any Data to a third party (or multiple third parties) without notification to or consent from you.
(a) We make no warranties or guarantees, implied or express, in respect of the retention of or continued accessibility of any backups in connection with the Services.
(b) You acknowledge that we have recommended that you take reasonable steps to back up your Data separately from the Services.
10. Intellectual Property
10.1 Our Intellectual Property Rights
(a) All title, ownership, rights and intellectual property rights, including copyright, in the Services is owned or used under licence by us.
(b) By posting or uploading any content to or on the Services, you grant an irrevocable, perpetual, transferrable, sub-licensable, non-exclusive, royalty free licence to us to deal with the uploaded content for any purpose.
(c) Otherwise, without our express written permission, you will not or permit any person over whom it has effective control to do so:
(i) replicate all or part of the Services in any way, including for private and domestic use;
(ii) incorporate all or part of the Services in any other webpage, site, application or other digital or non-digital format; or
(iii) copy, alter, use or otherwise deal in our trade marks (whether they are registered trade marks or not) without our prior written consent.
10.2 Undertakings regarding intellectual property
You warrant that you will not do any of the following, or permit any person over whom it has effective control to do so:
(a) copy or reproduce, or create an adaptation or translation of, all or part of the Service in any way, except to the extent that reproduction occurs automatically through the ordinary use of the Services in accordance with the Agreement;
(b) (subject to other rights explicitly granted under the Agreement) sell, license, sublicense, lease, rent, distribute, disclose, permit access to, or transfer to any third party, whether for profit or without charge, any portion of the Services on any medium; or
(c) directly or indirectly copy, recreate, decompile, reverse engineer or otherwise obtain, modify or use any source or object code, architecture, or algorithms contained in the Services or any documentation associated with them.
We make no warranties or guarantees:
(a) that the Services are of acceptable quality and fitness for a particular purpose;
(b) or make any representation regarding your access to, or the results of your access to, the Website including its correctness, accuracy, timeliness, completeness, reliability or otherwise.
12. Limitation of Liability
12.1 Implied Conditions
We exclude all implied guarantees, conditions and warranties from this Agreement and except any Non Excludable Condition.
12.2 Limitation of Liability
We exclude all other liability for any costs, including consequential loss, suffered or incurred directly or indirectly by you in connection with this Agreement, including in connection with:
(c) the Service being inaccessible for any reason;
(d) incorrect or corrupt data, lost data, or any inputs or outputs of the Website;
(e) computer virus, trojan and other malware in connection with the Service;
(f) security vulnerabilities in the Service or any breach of security that results in unauthorised access to, or corruption of data;
(g) your participation in any experiments, beta software or pilots;
(h) any unauthorised activity in relation to the Service;
(i) your breach of this Agreement; or
(j) any act or omission by you, your personnel or any related body corporate under or in relation to this agreement.
12.3 Non Excludable Condition
Where a Non Excludable Condition is deemed to apply, to the fullest extent possible under the law, we limit our liability for any breach to:
(a) in the case of goods:
(i) the re-supply of the goods or payment of the cost of the re-supply of the goods; or
(ii) the replacement or repair of the goods or payment of the cost of replacement or repair of the goods; and
(b) in the case of services:
(i) the resupply of the services; or
(ii) the payment of the cost of having the services resupplied.
(a) On cancellation of your Account:
(i) this Agreement will come to an end (that is, it terminates);
(ii) your access to the Services will stop.
(b) We may keep your Data after you cancel your Account, but are not obliged to, and it is your responsibility to obtain your Data prior to terminating the Agreement.
(c) For the avoidance of doubt, the obligations pursuant to clause 8, Privacy, will survive while we hold any Data in connection with your Account.
14. General and interpretation
(a) A notice under this Agreement must be given by email and is deemed to be received when the email is capable of being retrieved by the addressee at an email address designated by the addressee.
(b) Our designated email address is email@example.com, or any other designated email address notified to you from time to time.
(c) Your designated email address is the one provided by you at the time of downloading the report or creation of an Account.
We may assign, encumber, declare a trust over or otherwise create an interest in its rights under this document without your consent, and may disclose to any potential holder of the right or interest any information relating to this document or any party to it.
14.3 Liability for expenses
Each party must pay its own expenses incurred in negotiating, executing, stamping and registering this document.
14.4 Giving effect to this document
Each party must do anything (including execute any document), and must ensure that it’s employees and agents do anything (including execute any document), that the other party may reasonably require to give full effect to this document.
14.5 Waiver of rights
A right may only be waived in writing, signed by the party giving the waiver, and:
(a) no other conduct of a party (including a failure to exercise, or delay in exercising, the right) operates as a waiver of the right or otherwise prevents the exercise of the right;
(b) a waiver of a right on one or more occasions does not operate as a waiver of that right if it arises again; and
(c) the exercise of a right does not prevent any further exercise of that right or of any other right.
Nothing in this Agreement is intended to create or be construed as creating a relationship of agency, joint venture or partnership between any of the parties. Unless expressly stated in this Agreement, no party may act as agent of, or in any way bind, another party to any obligation.
14.7 Multiple Parties
If a party to this Agreement is made up of more than one person, or a term is used in this Agreement to refer to more than one party:
(a) an obligation of those persons is joint and several;
(b) a right of those persons is held by each of them severally; and
(c) any other reference to that party or term is a reference to each of those persons separately, so that (for example) a representation, warranty or undertaking is given by each of them separately.
14.8 Operation of this document
(a) This document contains the entire agreement between the parties about its subject matter. Any previous understanding, agreement, representation or warranty relating to that subject matter is replaced by this document and has no further effect.
(b) Any right that a person may have under this document is in addition to, and does not replace or limit, any other right that the person may have.
(c) Any provision of this document which is unenforceable or partly unenforceable is, where possible, to be severed to the extent necessary to make this document enforceable, unless this would materially change the intended effect of this document.
14.9 Inconsistency with other documents
If this document is inconsistent with any other document or agreement between the parties, this document prevails to the extent of the inconsistency.
Neither party has entered into any contract under this Agreement in reliance on or as a result of any representation, promise, statement, conduct or inducement by the other otherwise than as set out in this Agreement.
14.11 Governing law
The laws of Queensland, Australia govern this Agreement. The parties submit to the non exclusive jurisdiction of courts exercising jurisdiction there.
Unless the terms and conditions of the Agreement explicitly state otherwise, the Agreement will be interpreted as follows:
(a) a reference to a party includes that party's permitted assigns, administrators, successors, executors, legal representatives and any novated party;
(b) any reference to a trustee includes any substituted or additional trustee;
(c) unless used for the usual grammatical purpose, inverted commas around a term indicate industry jargon that will be interpreted according to how that term would be understood by an individual with expertise in the relevant industry;
(d) "including", "includes" or any derivation of those words does not limit the matter in question to the things specifically mentioned in the applicable context;
(e) where a term is defined, other grammatical forms of that term will be taken to have the same meaning;
(f) headings are for convenience and will not affect interpretation;
(g) words in the singular will be taken to include the plural and also the opposite;
(h) a reference to a document will be to that document as updated, varied or amended;
(i) a document referenced by the Agreement will not take precedence over the referencing document;
(j) when any kind of legislative instrument is referenced, the reference will be taken to be that instrument as updated or substituted for by the legislative body in any way;
(k) where a "URL" is mentioned, the non-operation of the "URL" will not render the rights and obligations associated with it invalid;
(l) any referenced digital resource may be replaced with another digital resource that is a "copy" of the original resource;
(m) a reference to a party's conduct includes omissions as well as acts;
(n) if a party is described as having discretion in a matter, the discretion in that matter will be interpreted as sole and absolute; and
(o) where a party is required to do "anything necessary", this includes executing agreements and other legal instruments.