Terms & Conditions

This is a general website terms and conditions document provided for information only. It is not legal advice. If you need advice specific to your situation, please consult a qualified Australian lawyer.

Acceptance of terms

By accessing or using the Peritus Digital website at peritusdigital.com.au ("this site", "our site"), you agree to be bound by these terms and conditions ("Terms"). If you do not agree, please do not use this site. We may update these Terms from time to time; continued use of the site after any change constitutes your acceptance of the updated Terms.

Permitted use

You may access and use this site for lawful personal or business information purposes. You must not:

• Use this site in any way that is unlawful, harmful, fraudulent, or that infringes the rights of any person.
• Attempt to gain unauthorised access to any part of the site, its servers, or any systems connected to it.
• Introduce malware, viruses, or other harmful code.
• Scrape, crawl, or systematically extract content from the site for commercial purposes without our prior written consent.
• Impersonate Peritus Digital or any of our personnel.

Intellectual property & copyright

All content on this site — including text, graphics, logos, tool code, layout and design — is owned by or licensed to Peritus Digital and is protected by Australian copyright law. Nothing in these Terms grants you any right to reproduce, distribute, modify or commercially exploit any content from this site without our express written permission.

You may share links to pages on this site and quote brief excerpts for non-commercial purposes (such as news reporting or education) provided you attribute Peritus Digital and link back to the original page.

Free tools and calculators

This site provides a number of free online tools and calculators (including subnet calculators, cost estimators, health scorecards, quizzes and similar utilities). These tools are provided"as is", without warranty of any kind, express or implied.

The outputs of these tools are for general information purposes only and do not constitute professional IT, cyber security, financial, legal or any other form of advice. Every business situation is unique. You should not rely solely on any tool output when making decisions — seek qualified professional advice before acting. Peritus Digital accepts no liability for any loss or damage arising from your use of or reliance on these tools.

Third-party links

This site may contain links to external websites operated by third parties. We provide these links for convenience only. We do not endorse, control, or accept responsibility for the content, privacy practices or availability of any linked site. Accessing a linked site is at your own risk.

Limitation of liability

To the maximum extent permitted by law, Peritus Digital and its directors, employees and contractors will not be liable for any direct, indirect, incidental, special or consequential loss or damage arising out of or in connection with your use of, or inability to use, this site or its content — including any loss of data, profits or business opportunity.

Nothing in these Terms excludes, restricts or modifies any right or remedy you may have under the Australian Consumer Law or any other legislation that cannot lawfully be excluded.

Indemnity

You agree to indemnify and hold harmless Peritus Digital and its directors, employees and contractors from and against any claims, losses, costs and expenses (including reasonable legal fees) arising from your breach of these Terms or your use of this site in a manner that infringes any third-party rights.

Privacy

Your privacy matters to us. Our collection, use and storage of personal information is governed by our Privacy Policy. Our use of cookies is explained in our Cookie Policy.

Changes to these terms

We may update these Terms at any time by posting a revised version on this page with an updated "last updated" date. Your continued use of the site after any change constitutes your acceptance of the revised Terms. We encourage you to review this page periodically.

Governing law

These Terms are governed by the laws of New South Wales, Australia. You submit to the exclusive jurisdiction of the courts of New South Wales for any disputes arising under or in connection with these Terms.

Terms of Trade — Professional Services, Hardware & Software

The following are the standard Terms and Conditions of Trade on which Peritus Digital Pty Ltd (ABN 58 675 347 716), trading as Peritus Digital, supplies professional services, support, hardware and software to its customers. They are separate from the website terms above and apply to the supply of Products and Services. A printable copy is available to download:

Download the Terms of Trade (PDF)

1. Supply of Services and Products. Peritus Digital Pty Ltd (ABN 58 675 347 716) trading as Peritus Digital, agrees to supply professional services support and break-fix support ("Support"), services ("Services") and/or goods ("Products") to the Customer on these standard Terms and Conditions of Trade. Only these Terms and Conditions of Trade will apply to any relationship between Peritus Digital and the Customer.
2. Quotations. Peritus Digital will provide a quotation for the supply of all Products and Services. These quotations are valid for acceptance only for 28 days from their issue date.
3. Payment. Payment terms are strictly 30 days from the date of invoice. Products will be invoiced on delivery. Support and Hardware Maintenance agreements will be invoiced at the commencement of each Support agreement. Services will be invoiced at the end of each month and on completion or as otherwise prescribed in the documents describing the Services to be supplied. Quoted prices based on a stated exchange rate will be adjusted on invoicing to take account of any exchange rate fluctuations. Adjustments will be based on the exchange rate quoted by the Commonwealth Bank at the close of business on the day before the date of invoice. Any discount which Peritus Digital may have granted to Customer is forfeited by Customer if payment is not made to Peritus Digital by the due date. Payment must not be withheld pending the settlement of any claims or disputes.
4. Signed Contract. Unless quotation or a purchase order issued in respect of this quotation specifies that it is subject to a separate contract signed by the parties, then these terms and conditions apply to this quotation and any purchase order issued in respect of it.
5. Supply. Peritus Digital Pty Ltd (ABN 58 675 347 716) ("Peritus Digital") agrees to supply goods ("Products") and/or services ("Services") to the Customer on these standard terms and conditions ("Terms").
6. Purchase Orders. Purchase orders for Products or Services constitute an offer by the Customer and may only be accepted by Peritus Digital in writing. Any amendments to purchase orders for Products or Services must be approved by Peritus Digital in writing to be effective. Only these Terms (no other terms and conditions which may be attached to or incorporated in a purchase order) form part of the agreement between the parties. Acceptance of a purchase order will not be acceptance of any such terms or conditions.
7. Warranty. Peritus Digital makes no warranty in relation to the Products or Services other than as contained in these Terms or as prescribed by a law which cannot be excluded or in the case of Products, as provided by the Products' respective manufacturers as made known to the Customer in the documents supplied by Peritus Digital or the manufacturer or as otherwise published or made known to the Customer. Defects in Services reported to Peritus Digital within 14 days of delivery of the Service will be rectified by Peritus Digital at no charge to the Customer. Peritus Digital will not provide claimed warranty services for defects or deficiencies in Products or Services which are caused by:
   • (a) external causes including natural disaster, fire, accident, neglect, misuse, vandalism, water, lightning, power surge or spike;
   • (b) the use of a Product for other than its intended purpose;
   • (c) the use with or connection of a Product to items not approved by Peritus Digital;
   • (d) the performance of maintenance or attempted repair by persons other than Peritus Digital or as authorised by Peritus Digital;
   • (e) changes made to the deliverables created by performance of the Services or to the operating environment;
   • (f) the relocation of Products by the Customer; or
   • (g) any configuration or reconfiguration by the Customer of the Products or other equipment with which the Products interface.
8. Interest. Any amount not paid on the due date for payment will carry interest from that date until payment is made in full at the rate being 2 percentage points above the overdraft rate charged on overdraft accounts over $100,000 by the Commonwealth Bank of Australia.
9. Delivery. Peritus Digital will use its reasonable endeavours to deliver Products or Services to the Customer by the date agreed but will not be liable for any delays in delivery caused by matters beyond its control. Freight charges incurred by Peritus Digital in delivering Products to the Customer will be invoiced to the Customer at cost unless quoted otherwise.
10. Acceptance. Unless the Customer gives Peritus Digital written notice of any aspect of a deliverable which is alleged by the Customer to be otherwise than in accordance with these Terms or any applicable specifications, within 7 days of the date of delivery of that deliverable, the Customer is deemed to have accepted that deliverable on delivery. Where the Customer puts a deliverable to commercial use, it is deemed to have accepted that deliverable on the first day of such use, whether or not a notice of the kind contemplated by this clause is given to Peritus Digital as required.
11. Returns. Products returned will only be credited to the Customer's account if the return is authorised by Peritus Digital and the Products are in the same condition as delivered by Peritus Digital and only if received by Peritus Digital within 14 days of delivery. Peritus Digital reserves the right to charge the Customer for any costs or losses incurred by Peritus Digital if Products which are not faulty are returned or returned without authorisation, returned later than 14 days from delivery or in a different condition to the condition the Products were in when delivered by Peritus Digital. Peritus Digital will use its best endeavours to minimise such costs and losses.
12. Risk. Risk of loss, theft, damage, deterioration or destruction of Products passes to the Customer upon the earlier of: (a) delivery to the Customer; (b) the taking of possession by the Customer; and (c) the delivery to any carrier contracted to the Customer for delivery to the Customer.
13. Title. Until the Products have been paid for in full, they remain the property of Peritus Digital. If the Customer fails to pay any moneys to Peritus Digital when due, Peritus Digital may immediately without notice or demand enter upon the Customer's premises and take possession of the Products. This right is without prejudice to any other rights that Peritus Digital may have.
14. Intellectual Property. The Customer acknowledges that, unless otherwise agreed in writing, all intellectual property rights attaching to the Products or arising out of the provision of Services are and will remain the property of Peritus Digital (or its supplier, where such rights are owned by that supplier). Any rights to be conferred on Customer will only commence on payment of all charges payable in connection with those rights.
15. Confidentiality. Peritus Digital and the Customer agree that they will keep at all times as strictly confidential any confidential information that is disclosed or provided by one party to the other. In this clause, "confidential information" means information in any form but does not include information that is already in the public domain at the time that it is disclosed or becomes part of the public domain otherwise than as a result of an unauthorised disclosure by Peritus Digital or the Customer.
16. Termination. Where the Customer:
    • (a) makes default in any payment or breaches any of these Terms;
    • (b) becomes unable to pay its debts as and when they fall due; or
    • (c) commits an act of bankruptcy or, being a company, enters into liquidation or provisional liquidation whether compulsory or voluntary or compounds with its creditors generally or has a receiver or receiver manager or administrator appointed over all or part of its assets or passes a resolution for winding-up or a petition is presented for its winding-up,
    Peritus Digital may without prejudice to any of its rights or remedies under these Terms or otherwise by notice to the Customer:
    • (a) suspend further supply and require payment in advance for future supply;
    • (b) recover possession of any Product for which payment has not been made;
    • (c) terminate all or any purchase orders for Products or Services which have been accepted by Peritus Digital;
    • (d) claim immediate payment of all moneys due by the Customer in respect of all Products and/or Services which will then be immediately due and payable notwithstanding the due date or dates for payment, or any terms agreed by Peritus Digital; and/or
    • (e) continue to enforce its rights and recover from the Customer such payments and any other amounts owing as and when they fall due.
17. No Representations. The Customer acknowledges that Peritus Digital has not made any warranty or representation, express or implied, in relation to the Products or the Services, including whether they are suitable for a particular purpose (whether such purpose was made known to Peritus Digital or not), unless provided in writing.
18. Variation. Any variation to these Terms must be in writing. Variations to any of the Services agreed to be supplied will be charged by Peritus Digital at its then current rates for those additional services, unless otherwise agreed in writing.
19. Taxes and GST. The amount payable to Peritus Digital ("the Price") is inclusive of existing taxes, duties and government charges imposed or levied in Australia in connection with the supply of the Products and Services. The Customer is liable for any new or varied taxes, duties or charges imposed subsequent to Peritus Digital quotation or proposal or to this agreement in respect of the supply of the Products and Services. Peritus Digital will issue a valid tax invoice where GST is to be recovered.
20. Limitation of Liability. To the maximum extent permitted by law, and subject to the clause below headed "Australian Consumer Law", the total aggregate liability of Peritus Digital to the Customer arising out of or in connection with the supply of the Products and Services or these Terms, whether in contract, tort (including negligence), under statute or otherwise, is limited to the total fees paid by the Customer to Peritus Digital for the relevant Products or Services in the twelve (12) months immediately preceding the event giving rise to the liability. To the maximum extent permitted by law, Peritus Digital will not be liable for any indirect, incidental, special or consequential loss or damage, or for any loss of profit, revenue, goodwill, anticipated savings, business opportunity, or loss of or corruption of data, howsoever arising. Peritus Digital is not liable for any loss or damage to the extent it is caused or contributed to by the Customer, by a third party, or by any product, service, network or system not supplied or controlled by Peritus Digital.
21. Data, Backups and Security. The Customer acknowledges and agrees that: (a) no product, service or security measure can guarantee the prevention of all cyber threats, intrusions, data loss or downtime, and Peritus Digital does not warrant that the Products or Services will be uninterrupted, error-free, or that they will prevent all unauthorised access, malware or security incidents; (b) the Customer is responsible for maintaining its own current backups of its data unless a backup or disaster-recovery service has been expressly agreed in writing and is being paid for; (c) Peritus Digital is not liable for any loss, corruption or unauthorised access to data except to the extent directly caused by Peritus Digital's gross negligence or wilful misconduct; and (d) the Customer is responsible for holding its own insurance, including cyber insurance, appropriate to its business and risk profile. Security services provided by Peritus Digital are intended to reduce, not eliminate, risk.
22. Declined or Deferred Recommendations. Where Peritus Digital recommends a product, service, upgrade, security control or course of action (including, for example, data backup or disaster-recovery arrangements, security measures, patching, hardware or software replacement, or redundancy) and the Customer declines, defers, or elects not to proceed with that recommendation, the Customer does so at its own risk and accepts responsibility for the consequences of that decision. To the maximum extent permitted by law, Peritus Digital is not liable for any loss, damage, downtime, data loss or cost arising from, or that would have been prevented or mitigated by, a recommendation the Customer did not accept or implement. Peritus Digital is under no obligation to record such declined recommendations in writing, but where it does so (including by email or in a quotation, report or file note) that record is evidence of the recommendation and its non-acceptance.
23. Australian Consumer Law. Nothing in these Terms excludes, restricts or modifies any consumer guarantee, right or remedy conferred on the Customer by the Competition and Consumer Act 2010 (Cth) (including the Australian Consumer Law) or any other applicable law that cannot lawfully be excluded, restricted or modified ("Non-Excludable Rights"). To the maximum extent permitted by law, where Peritus Digital is liable for a failure to comply with a Non-Excludable Right in respect of goods or services not ordinarily acquired for personal, domestic or household use or consumption, Peritus Digital's liability is limited, at Peritus Digital's option, to: (a) in the case of goods, the replacement or repair of the goods, the supply of equivalent goods, or the cost of doing so; and (b) in the case of services, the resupply of the services or the cost of resupplying the services.
24. Retention of Title and Security Interest (PPSA). Until the Customer has paid all amounts owing to Peritus Digital in full, title in the Products does not pass to the Customer, as further described in the clause headed "Title". The Customer acknowledges that these Terms constitute a security agreement and give rise to a security interest in favour of Peritus Digital in the Products (and their proceeds) for the purposes of the Personal Property Securities Act 2009 (Cth) ("PPSA"). The Customer agrees to do anything reasonably required by Peritus Digital to enable Peritus Digital to register and maintain a perfected security interest under the PPSA, and waives its right to receive any notice or statement under the PPSA to the extent that the notice or statement may lawfully be waived or excluded.
25. Customer Responsibilities. The Customer must, at its own cost: (a) provide Peritus Digital with timely, safe access to its premises, personnel, systems, networks and information reasonably required to supply the Products and Services; (b) provide accurate and complete information and promptly notify Peritus Digital of any changes; (c) nominate an authorised contact to give instructions and approvals; (d) maintain valid licences and subscriptions for its own software and systems where these are not supplied by Peritus Digital; and (e) comply with all reasonable directions of Peritus Digital relevant to the Services. Peritus Digital is not liable for any delay, failure, cost or loss to the extent caused by the Customer's failure to meet these responsibilities, and may charge for any resulting additional work or delay at its then-current rates.
26. Third-Party Products, Cloud and Software. Some Products and Services incorporate or rely on hardware, software, cloud platforms, carriage or services supplied by third parties. These are provided subject to the relevant third party's own terms, licences (including end-user licence agreements), warranties and service levels, which are passed through to the Customer and are not expanded by Peritus Digital. Peritus Digital is not liable for the acts, omissions, outages, defects, discontinuation, price changes or security incidents of any third-party product or provider, and any remedy for such matters lies against that third party in accordance with its terms.
27. Term, Suspension and Termination of Ongoing Services. Recurring or subscription Services (including support, managed services and hosted services) continue for the minimum term specified in the relevant quotation, order or service description and thereafter until terminated by either party giving not less than thirty (30) days' written notice, unless otherwise agreed in writing. Peritus Digital may suspend the supply of Products or Services, without liability, where any invoice remains unpaid after its due date or where the Customer is in breach of these Terms. On termination or expiry, the Customer must pay all amounts owing up to and including the effective date of termination; and Peritus Digital will, on request and where its fees are paid, provide reasonable transition assistance and make available or return the Customer's data before securely deleting it in accordance with its ordinary practices.
28. Force Majeure. Peritus Digital is not liable for any delay in, or failure of, performance of its obligations (other than an obligation to pay money) to the extent caused by any event or circumstance beyond its reasonable control, including acts of God, natural disaster, fire, flood, pandemic or epidemic, war, terrorism, industrial action, failure or interruption of power, telecommunications, internet or third-party services, cyber-attack, or governmental action. The affected obligations are suspended for the duration of the event.
29. Dispute Resolution. Before commencing any court proceedings (other than for urgent interlocutory relief), a party with a dispute arising out of or in connection with these Terms must give written notice of the dispute to the other party, and the parties must first attempt in good faith to resolve the dispute through discussions between their senior representatives and, failing resolution within twenty (20) business days, through mediation administered by a body agreed between the parties or, failing agreement, by the Australian Disputes Centre.
30. Assignment and Subcontracting. The Customer must not assign or novate any of its rights or obligations under these Terms without Peritus Digital's prior written consent. Peritus Digital may assign, novate or subcontract any of its rights or obligations, provided that where it subcontracts, Peritus Digital remains responsible for the performance of the subcontracted obligations.
31. Non-Solicitation of Personnel. During the supply of the Services and for six (6) months afterwards, the Customer must not, without Peritus Digital's prior written consent, solicit or induce (or attempt to solicit or induce) any employee or contractor of Peritus Digital who was engaged in providing the Services to leave their engagement or to provide services directly to the Customer, other than through a general advertisement not specifically targeted at Peritus Digital's personnel.
32. Privacy and Data Protection. Each party must comply with the Privacy Act 1988 (Cth) and the Australian Privacy Principles in respect of personal information handled in connection with these Terms. Where Peritus Digital handles personal information on the Customer's behalf, it will do so only as reasonably necessary to supply the Services. The parties will cooperate reasonably and promptly in relation to any actual or suspected eligible data breach, including as required under the Notifiable Data Breaches scheme. Peritus Digital's handling of personal information is otherwise described in its Privacy Policy.
33. Notices. A notice under these Terms must be in writing and sent to the relevant party's last-notified email or postal address, and is taken to be received when delivered or, in the case of email, when sent (provided no delivery-failure notification is received).
34. Entire Agreement. These Terms, together with any quotation, order or service description accepted in accordance with them, constitute the entire agreement between the parties in relation to their subject matter and supersede all prior representations, understandings and agreements.
35. Severability. If any provision of these Terms is or becomes invalid, illegal or unenforceable, it is to be read down to the minimum extent necessary or, if it cannot be read down, severed, without affecting the validity or enforceability of the remaining provisions.
36. Waiver. A failure or delay by Peritus Digital to exercise any right under these Terms does not operate as a waiver of that right, and a single or partial exercise of a right does not preclude any other or further exercise of it.
37. Governing Law and Jurisdiction. These Terms are governed by the laws of New South Wales, Australia, and the parties submit to the exclusive jurisdiction of the courts of that State and courts hearing appeals from them.

Contact us

If you have any questions about these Terms, please contact us:

• Email: contact@peritusdigital.com.au
• Phone: 02 4081 9500
• Post: 59 Mitchell Rd, Cardiff NSW 2285