Terms of Service

We make the Service available as a hosted, multi-tenant SaaS platform for managing compliance documentation, including policy storage, sign-off tracking, training records, audit-evidence generation, and AI-assisted features. The specific features available depend on the Customer's Subscription plan.

The Service is software, not professional advice. Nothing the Service produces (including AI-assisted output, compliance certificates, gap analyses, or any other content) constitutes legal, regulatory, medical, financial, or other professional advice. The Customer is solely responsible for the lawful and accurate operation of its compliance programme; the Service is a tool to support that operation, not a substitute for it.

We may from time to time make features available on a beta or preview basis. Such features are clearly marked. Beta features are provided "as is", may change or be removed without notice, and are not subject to any service-level commitments.

You agree to provide accurate, current, and complete information when registering, and to keep it up to date. You are responsible for maintaining the confidentiality of your credentials and for all activity that occurs under your account.

The Customer is responsible for the actions of its Authorised Users. The Customer must ensure that its Authorised Users comply with these Terms and the AUP.

Fees and plan inclusions are as identified in the Customer's account at the time of subscription. Fees are payable in advance, in Australian dollars, and exclusive of GST unless otherwise stated.

We may offer free trials. Trials are subject to the same Terms (including the AUP). At the end of a trial, the trial account converts to a paid subscription only if the Customer chooses to do so; otherwise the trial account is suspended and may be deleted in accordance with our published data-retention timelines.

Paid Subscriptions auto-renew at the end of each billing period at the then-current fees and on the then-current Terms, unless the Customer cancels before the end of the period. The Customer may cancel renewal at any time through the Service or by contacting us.

The Customer may upgrade or downgrade plans through the Service or by contacting us. Where the Customer's usage exceeds the limits of the current plan (for example, more active users than the plan includes), additional usage is billed as a per-seat overage at the rate stated in the Customer's account.

If a payment fails, we may attempt to retry the charge in accordance with our payment processor's standard practices. If payment remains unpaid, we may suspend access to the Service after reasonable notice. Suspended accounts that remain unpaid may be terminated, with Customer Data retained and exportable for the period stated in our Privacy Policy and DPA.

Fees are non-refundable except where required by applicable law or where we choose to provide a refund at our discretion.

The Customer is responsible for any taxes (including GST) applicable to its use of the Service, except for taxes on our income.

As between the parties, the Customer retains all rights in and to Customer Data. We do not claim ownership.

The Customer grants us a non-exclusive, worldwide, royalty-free licence to host, copy, transmit, display, and process Customer Data solely as necessary to provide the Service to the Customer, comply with applicable law, and exercise our rights under these Terms. This licence ends when the Customer Data is deleted in accordance with the Privacy Policy and DPA, except that we may retain copies as required by applicable law.

The Service is not certified or designed for clinical record-keeping, financial system-of-record use, or other regulated data systems. The Customer must not use the Service as the primary system for such data. We are not liable for any loss arising from the Customer's use of the Service for unsupported purposes.

We will use commercially reasonable efforts to maintain availability of the Service. However, we do not guarantee uninterrupted or error-free operation, and we make no specific uptime commitment under these Terms.

We may perform scheduled maintenance from time to time. Where scheduled maintenance is likely to result in significant downtime during business hours, we will provide reasonable advance notice. Emergency maintenance may be performed without notice where necessary to protect the security or integrity of the Service.

We may add, change, or remove features of the Service from time to time. Where we remove a feature that materially diminishes the value of the Service, we will provide reasonable advance notice and the Customer may terminate the Subscription on a pro-rata basis.

A specific service-level agreement, if any, must be agreed separately in writing between the parties. In the absence of such an agreement, no service-level commitments apply.

We retain all rights, title, and interest in and to the Service, including all software, content, designs, trademarks, and other materials (excluding Customer Data). No rights are granted to the Customer except as expressly set out in these Terms. The Customer must not copy, modify, reverse-engineer, decompile, or attempt to derive the source code of the Service.

The Customer retains all rights in and to its trademarks, branding, and other intellectual property. Where the Customer uploads its own logos or branding to the Service for display within its tenant, the Customer grants us a non-exclusive licence to display them within the Service for the duration of the Subscription.

If the Customer or any Authorised User provides feedback, suggestions, or ideas about the Service, we may use them without restriction or compensation. Feedback is provided on a non-confidential basis.

Each party may receive non-public information from the other in connection with the Service ("Confidential Information"). Confidential Information includes, on our side, technical details of the Service and our security practices, and on the Customer's side, Customer Data.

The above obligations do not apply to information that is publicly available without breach of these Terms, was known to the receiving party before disclosure, is independently developed without use of the disclosing party's Confidential Information, or is required to be disclosed by law (in which case the receiving party will give reasonable notice where lawful and practicable).

We warrant that we will provide the Service with reasonable care and skill.

Nothing in these Terms excludes, restricts, or modifies any right or remedy that cannot lawfully be excluded, restricted, or modified, including any guarantee, right, or remedy under the Australian Consumer Law (Schedule 2 to the Competition and Consumer Act 2010 (Cth)). Where the Australian Consumer Law applies and we are entitled to limit our liability, our liability is limited (at our option) to:

We will defend the Customer against any third-party claim that the Service, in the form supplied by us and used by the Customer in accordance with these Terms, infringes that third party's intellectual property rights, and we will pay damages finally awarded against the Customer in such a claim. This obligation does not apply to claims arising from Customer Data, the Customer's modifications to the Service, or the Customer's combination of the Service with other products or services not authorised by us. If the Service becomes subject to such a claim, we may at our option (a) procure for the Customer the right to continue using the Service, (b) modify the Service to be non-infringing, or (c) terminate the Subscription and refund any pre-paid fees for the unused portion of the Subscription term.

The party seeking indemnification must (a) promptly notify the other in writing, (b) give the other sole control of the defence and settlement (subject to consent for any settlement requiring an admission or non-monetary obligation), and (c) provide reasonable co-operation at the indemnifying party's expense.

To the maximum extent permitted by law, our total aggregate liability to the Customer arising out of or in connection with these Terms or the Service, whether in contract, tort (including negligence), under statute, or otherwise, will not exceed the fees paid by the Customer to us in the twelve (12) months preceding the event giving rise to the liability.

The Customer acknowledges that the Service is a software tool and that the Customer is solely responsible for its compliance programme, including the design, content, accuracy, and operation of its policies and procedures, and the conduct of its compliance reviews and audits. We are not responsible for any audit failure, regulatory penalty, professional sanction, or similar consequence arising from the Customer's compliance programme.

This Section 14 does not limit any liability that cannot lawfully be limited, including under the Australian Consumer Law.

These Terms apply from the date the Customer first accesses the Service and continue until the Subscription ends.

The Customer may cancel the Subscription at any time through the Service or by contacting us. Cancellation takes effect at the end of the then-current billing period. Pre-paid fees are not refundable except as stated in Section 4.6 or required by law.

We may give notices to the Customer by email to the address associated with the Customer's account, by notice within the Service, or by posting on our website. Notices given by email or in-Service are deemed received when sent, except where the sender has reason to know they were not received.

The Customer may give notices to us by email to info@accorda.com.au.

We may update these Terms from time to time. Where changes are material, we will provide reasonable advance notice (typically 30 days) by email or in-Service notice. The Customer's continued use of the Service after the effective date of the updated Terms constitutes acceptance. If the Customer does not agree, the Customer may cancel the Subscription before the changes take effect.

These Terms are governed by the laws of New South Wales, Australia. The parties submit to the non-exclusive jurisdiction of the courts of New South Wales for any disputes arising from these Terms.

These Terms, together with the AUP, the Privacy Policy, and the DPA, constitute the entire agreement between the parties relating to the Service and supersede all prior agreements, representations, and understandings on the subject.

If any provision of these Terms is held unenforceable, the remaining provisions remain in full force and effect.

A failure or delay by either party in exercising any right does not constitute a waiver of that right.

The Customer may not assign these Terms or any rights under them without our prior written consent (such consent not to be unreasonably withheld). We may assign these Terms in connection with a merger, acquisition, sale of assets, or by operation of law.

Neither party is liable for any failure or delay in performance to the extent caused by events beyond the party's reasonable control, including acts of God, natural disasters, pandemic, war, civil unrest, government action, internet outages, or third-party vendor failures.

The parties are independent contractors. Nothing in these Terms creates a partnership, joint venture, agency, employment, or fiduciary relationship.

These Terms are for the benefit of the parties only. No third party has any right to enforce them, except as expressly stated.

These Terms may be accepted electronically and in counterparts.