Terms of Service
Effective date: 22 February 2024
When you use any Tability products or services, you are agreeing to these latest Terms of Service (“Terms”). Violation of these terms may, at our discretion, result in us terminating your account.
We may update these Terms of Service at any time. If we make significant changes, we will refresh the date at the top of this page and notify users who have signed up.
A. Definitions
“Company”, “Tability”, “we”, “our”, or “us” in any of our policies or terms, refers to Tability Pty Ltd ABN 72 646 800 053.
“Services” refers to the cloud-based software and services built by Tability and hosted at https://tability.app, and any related product created and maintained by Tability, whether delivered within a web browser, desktop application, mobile application, or another format.
“Customer”, “you” or “your” refers to the people or organisations that own a workspace with one or more of our Services.
“Authorised User” means an individual employee, workspace administrator, agent or contractor of Customer for whom subscriptions to Services have been purchased, and who has been supplied user credentials for the Services by Customer (or by Tability at Customer’s request).
“Disclosing Party” means the party disclosing Confidential Information to the Receiving Party.
“Liability” means any expense, cost, liability, loss, damage, claim, notice, entitlement, investigation, demand, proceeding or judgement (whether under statute, contract, equity, tort (including negligence), indemnity or otherwise), howsoever arising, whether direct or indirect and/or whether present, unascertained, future or contingent and whether involving a third party or a party to these Terms or otherwise.
“Personnel” means in respect of a Party, any of its employees, consultants, suppliers, subcontractors or agents, but in respect of you, does not include us.
B. User Accounts
You are required to create an account to access the Services. You may sign up through any of our Services, through a third party provider, such as Google or Slack, or by using an invitation link to our Services.
You are responsible for maintaining the security of your account and password and for ensuring that any of your users do the same. The Company cannot and will not be liable for any loss or damage from your failure to comply with this security obligation. We recommend all users set up two-factor authentication for added security. In some of our Services, we may require it.
You agree to comply with our Acceptable Use Policy, and your users must also comply with our Acceptable Use Policy.
You must be a human. Accounts registered by “bots” or other automated methods are not permitted.
C. Workspaces
When you sign up and create a Tability workspace, the person who originally signed up for the workspace is designated as the primary administrator of the workspace ("Workspace Owner"), but the role can be reassigned.
Workspaces are owned by the organisation detailed during signup, if this is a legal entity.
If the organisation is unincorporated, the workspace is owned by the individual who signed up for the account.
Individuals and organisations can own multiple workspaces, by repeating the workspace creation process.
Each workspace is considered a separate entity with a separate subscription.
D. Your Data
You own all data, information or content you and your users upload into the Services (“Customer Data”). Note that Customer Data does not include the Service Analytics (as described below).
You agree that you are solely responsible for all of Customer Data that you and your users make available on or through the Services.
We may monitor, analyse and compile statistical and performance information based on and/or related to your use of the Services, in an aggregated and anonymised format ("Service Analytics"). You acknowledge and agree that we own all rights in the Service Analytics, and that we may use the Service Analytics for our own internal business purposes, provided that the Service Analytics do not contain any identifying information.
You give us a limited licence to use the content posted by you and your users in order to provide the Services to you, but we claim no ownership rights over those materials. All materials you submit to the Services remain yours.
The Company or its licensors own all right, title, and interest in and to the Services, including all intellectual property rights therein, and you obtain no ownership rights in the Services as a result of your use. You may not duplicate, copy, or reuse any portion of the HTML, CSS, JavaScript, or visual design elements without express written permission from the Company.
You agree not to reproduce, duplicate, copy, sell, resell or exploit any portion of the Services, use of the Services, or access to the Services without the express written permission of the Company.
We do not sell Customer Data.
E. Corporate Terms
We may enter into written agreements with customers in relation to access to the Services. These agreements may take the form of a Master Services Agreement, Enterprise Terms of Service or any other similar agreement (“Corporate Terms”). All Corporate Terms must be mutually agreed with Tability in writing.
If you are a customer and have mutually agreed Corporate Terms in effect with Tability, then the Corporate Terms will prevail in case of inconsistency between these Terms and Corporate Terms.
F. Payments, Refunds, and Subscription changes
For paid Services that offer a free trial, we explain the length of trial when you sign up. After the trial period, you need to pay in advance to keep using the Service. If you do not pay, your account will be inaccessible until you make payment.
If you are upgrading from a free plan to a paid plan, we will charge your card immediately and your billing cycle starts on the day of upgrade. For other upgrades or downgrades in plan level, a prorated rate will be charged immediately.
If you are unsatisfied with your experience for any reason, we offer refunds up to 30 days of payment.
G. Cancellation and Termination
You are solely responsible for properly cancelling your account.
An email or phone request to cancel your account is not automatically considered cancellation. If you need help cancelling your account, you can always contact our Support team.
If you cancel the Service before the end of your current paid up month, your cancellation will take effect immediately, and you will not be charged again. We do not automatically prorate unused time in the last billing cycle.
Verbal, physical, written or other abuse (including threats of abuse or retribution) of a Company employee or officer will result in immediate account termination.
H. Modifications to the Services and Prices
Sometimes, it becomes technically impossible to continue a feature or we need to redesign our Services to improve the benefits and user experience. We reserve the right at any time to modify or discontinue, temporarily or permanently, any part of our Services with or without notice.
Sometimes we change the pricing structure for our products. When we do that, we tend to exempt existing customers from those changes. However, we may choose to change the prices for existing customers. If we do so, we will give at least 30 days notice and will notify you via the email address on record. We may also post a notice about changes on our websites or the affected Services themselves.
I. Security and Privacy
Your use of the Services is at your sole risk. We provide these Services on an “as is” and “as available” basis. We do not offer service-level agreements, but do take uptime of our applications seriously. Visit https://statuspage.tability.io to see the status of our Services.
We reserve the right to temporarily disable your account if your usage significantly exceeds the average usage of other customers of the Services. We’ll reach out to the account owner before taking any action except in rare cases where the level of use may negatively impact the performance of the Service for other customers.
We take many measures to protect and secure your data through backups, redundancies, and encryption. We enforce encryption for data transmission from the public Internet.
You agree that Tability may process your data as described in our Privacy Policy and for no other purpose. On rare occasion, our staff may access your data for the following reasons:
To help you with support requests you make. We’ll ask for express consent before accessing your account.
On the rare occasions when an error occurs that stops an automated process partway through. We get automated alerts when such errors occur. When we can fix the issue and restart automated processing without looking at any personal data, we do. In rare cases, we have to look at a minimum amount of personal data to fix the issue.
To safeguard Tability. We’ll look at logs and metadata as part of our work to ensure the security of your data and the Services as a whole. If necessary, we may also access accounts as part of an abuse report investigation.
J. API Terms
As part of provision of its Services, Tability may provide you with access to one or more application program interfaces (“API(s)”). Tability may, in its sole discretion, set and enforce limits on the use of the API and users agree to adhere to such limits.
K. Warranties
You represent, warrant and agree that:
you will not use our Services, including our intellectual property, in any way that competes with our business;
there are no legal restrictions preventing you from entering into these Terms;
all information and documentation that you provide to us in connection with these Terms is true, correct and complete; and
you have not relied on any representations or warranties made by us in relation to the Services (including as to whether the Service is or will be fit or suitable for your particular purposes), unless expressly stipulated in these Terms;
you are not and have not been insolvent;
L. Australian Consumer Law
Certain legislation, including the Australian Consumer Law ("ACL") in the Competition and Consumer Act 2010 (Cth), and similar consumer protection laws and regulations, may confer you with rights, warranties, guarantees and remedies relating to the provision of the Services by us to you which cannot be excluded, restricted or modified (Consumer Law Rights).
If the ACL applies to you as a consumer, nothing in these Terms excludes your Consumer Law Rights as a consumer under the ACL. You agree that our Liability for the Services provided to an entity defined as a consumer under the ACL is governed solely by the ACL and these Terms.
Subject to your Consumer Law Rights, we exclude all express and implied warranties, and all material, work and services (including the Services) are provided to you without warranties of any kind, either express or implied, whether in statute, at law or on any other basis.
M. Limitations of Liability
TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, EXCEPT AS OTHERWISE PROVIDED IN THIS SECTION M: (a) IN NO EVENT SHALL EITHER PARTY, ITS AFFILIATES OR THEIR EMPLOYEES, AGENTS, CONTRACTORS, OFFICERS OR DIRECTORS BE LIABLE FOR ANY INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, INCLUDING WITHOUT LIMITATION DAMAGES FOR BUSINESS INTERRUPTION, LOSS OF PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES ARISING OUT OF OR RELATING TO THIS AGREEMENT; AND (b) IN NO EVENT SHALL EITHER PARTY’S CUMULATIVE AND AGGREGATE LIABILITY UNDER THIS AGREEMENT EXCEED THE FEES PAID TO TABILITY BY CUSTOMER UNDER THE APPLICABLE ORDER(S), INCLUDING PRIOR ORDERS FOR THE SAME SERVICES, IN THE 12 MONTHS PRECEDING THE EVENT GIVING RISE TO THE LIABILITY. THE LIMITATIONS IN THIS SECTION M.1 APPLY WHETHER THE ALLEGED LIABILITY IS BASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY OR ANY OTHER BASIS, EVEN IF THE NON-BREACHING PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGE. THE PROVISIONS OF THIS SECTION M.1 ALLOCATE THE RISKS UNDER THIS AGREEMENT BETWEEN THE PARTIES, AND THE PARTIES HAVE RELIED ON THE EXCLUSIONS IN DETERMINING TO ENTER INTO THIS AGREEMENT AND THE PRICING FOR THE SERVICES.
NOTWITHSTANDING SECTION M.1 ABOVE OR ANYTHING ELSE TO THE CONTRARY IN THIS AGREEMENT, TABILITY'S AGGREGATE LIABILITY FOR ANY FREE TRIALS OR BETA PRODUCTS SHALL NOT EXCEED $100.
If you are a California resident, you hereby waive California Civil Code §1542, which says: “A general release does not extend to claims which the creditor does not know or suspect to exist in his favour at the time of executing the release, which if known by him or her must have materially affected his or her settlement with the debtor.” This release includes the criminal acts of others. You hereby waive any similar provision in law, regulation, or code that has the same intent or effect as the aforementioned provisions, including without limitation the New Jersey Truth In Consumer Contract, Warranty, and Notice Act.
N. General
Assignment: Subject to the below clause, a Party must not assign or deal with the whole or any part of its rights or obligations under these Terms without the prior written consent of the other Party (such consent is not to be unreasonably withheld).
Assignment of Debt: You agree that we may assign or transfer any debt owed by you to us, arising under or in connection with these Terms, to a debt collector, debt collection agency, or other third party.
Confidentiality: Each receiving Party agrees to (and agrees to ensure that its Personnel do) keep confidential and not use or permit any unauthorised use of all Confidential Information of a Disclosing Party. This clause does not apply where the information is already in the public domain, the Receiving Party has the prior written consent of the Disclosing Party, the disclosure if required by law, the disclosure is required in order for the Receiving Party to comply with its obligation under these Terms or the disclosure is to a professional adviser in order to obtain advice in relation to matters arising in connection with these Terms and provided the Receiving Party ensures the adviser complies with the terms of this clause. This clause will survive the termination or expiry of your Subscription.
Disputes: A Party may not commence court proceedings relating to a dispute without first meeting with the other Party to seek (in good faith) to resolve the dispute, failing which the Parties agree to engage a mediator to attempt to resolve the dispute. The costs of the mediation will be shared equally between the Parties. Nothing in this clause will operate to prevent a Party from seeking urgent injunctive or equitable relief from a court of appropriate jurisdiction.
Entire Terms: Subject to your Consumer Law Rights, these Terms (together with any Corporate Terms) contains the entire understanding between the Parties and the Parties agree that no representation or statement has been made to, or relied upon by, either of the Parties, except as expressly stipulated in these Terms, and these Terms supersedes all previous discussions, communications, negotiations, understandings, representations, warranties, commitments and agreements, in respect of its subject matter.
Force Majeure: To the maximum extent permitted by law, we shall have no Liability for any event or circumstance outside of our reasonable control.
Governing law: These Terms are governed by the laws of New South Wales, Australia. Each Party irrevocably and unconditionally submits to the exclusive jurisdiction of the courts operating in New South Wales, Australia and any courts entitled to hear appeals from those courts and waives any right to object to proceedings being brought in those courts.
Notices: Any notice given under these Terms must be in writing addressed to us at the details set out below or to you at the details provided in your Account. Any notice may be sent by standard post or email, and will be deemed to have been served on the expiry of 48 hours in the case of post, or at the time of transmission in the case of transmission by email.
Privacy: Each Party agrees to comply with the legal requirements of the Australian Privacy Principles as set out in the Privacy Act 1988 (Cth) and any other applicable legislation or privacy guidelines.
Severance: If a provision of these Terms is held to be void, invalid, illegal or unenforceable, that provision is to be read down as narrowly as necessary to allow it to be valid or enforceable, failing which, that provision (or that part of that provision) will be severed from these Terms without affecting the validity or enforceability of the remainder of that provision or the other provisions in these Terms.
Third party sites: The Platform may contain links to websites operated by third parties. Unless we tell you otherwise, we do not control, endorse or approve, and are not responsible for, the content on those websites. We recommend that you make your own investigations with respect to the suitability of those websites. If you purchase goods or services from a third party website linked from the Services, such third party provides the goods and services to you, not us. We may receive a benefit (which may include a referral fee or a commission) should you visit certain third-party websites via a link on the Services (Affiliate Link) or for featuring certain products or services. We will make it clear by notice to you which (if any) products or services we receive a benefit to feature on the Services, or which (if any) third party links are Affiliate Links.
Please note that Tability does not accept red lines or changes to our Terms of Service by customers.
Redline requests will only be considered for Enterprise subscriptions and subject to minimum annual contract value limits.
Please contact a Tability sales representative for further information.
For any questions or notices, please contact us at:
Tability Pty Ltd ABN 72 646 800 053 Email: support@tability.io
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