Terms of Service

These Terms of Service (“Terms”) govern your access to and use of the services provided by Krytek Pty Ltd (“Krytek”, “we”, “us”, “our”), a company incorporated in Australia with its registered office in Hobart, Tasmania.

By creating an account, accessing the Platform, or using any of our Services, you (“Customer”, “you”) agree to be bound by these Terms. If you are entering into these Terms on behalf of an organisation, you represent that you have authority to bind that organisation.

If you do not agree to these Terms, you must not access or use the Services.

1. Definitions

In these Terms, the following definitions apply:

2. Scope of Services

2.1 What is included

Subject to these Terms and payment of applicable fees, Krytek grants you a limited, non-exclusive, non-transferable right to access and use the Platform for your internal business purposes during the Subscription term.

The Services include:

• Access to the Platform features and functionality described in the Documentation
• Ingestion, storage, and visualisation of sensor telemetry from connected Krytek devices
• Access to the Krytek API subject to applicable rate limits
• Standard support as specified in your Subscription plan

2.2 What is not included

Unless separately agreed in a Statement of Work, the Services do not include:

• Custom software development or bespoke feature development
• Hardware supply, installation, or physical maintenance (governed by separate hardware terms)
• Integration with third-party systems beyond standard API access
• Support for sensors or devices not manufactured or approved by Krytek

2.3 Changes to the Services

We may update, modify, or discontinue features of the Platform from time to time. We will provide reasonable notice of material changes that negatively affect your use of the Services. We will not materially reduce the core functionality of your Subscription during a paid billing period without your consent.

3. Account Registration and Security

3.1 Account creation

To access the Platform, you must register an account and provide accurate, current, and complete information. You are responsible for maintaining the accuracy of your account information.

3.2 Credentials

You are responsible for maintaining the confidentiality of your login credentials and for all activity that occurs under your account. You must notify us immediately at support@krytek.com.au if you suspect unauthorised access to your account.

3.3 Organisational accounts

If you register on behalf of an organisation, you may invite Users to access the Platform under your account. You are responsible for ensuring your Users comply with these Terms and for any acts or omissions of your Users.

3.4 Minimum age

You must be at least 18 years of age to create an account and use the Services.

4. Acceptable Use

4.1 Permitted use

You may use the Services only for lawful purposes and in accordance with these Terms. You agree to use the Services in a manner consistent with all applicable laws and regulations in Australia and any jurisdiction from which you access the Services.

4.2 Prohibited conduct

You must not:

• Use the Services for any unlawful, fraudulent, or malicious purpose
• Attempt to gain unauthorised access to the Platform, other accounts, or related systems
• Reverse engineer, decompile, disassemble, or attempt to derive the source code of the Platform or firmware
• Resell, sublicense, or otherwise make the Services available to third parties without our prior written consent
• Scrape, harvest, or systematically extract data from the Platform
• Introduce malware, viruses, or other harmful code into the Platform
• Use the Services in a way that impairs, disrupts, or overloads our infrastructure
• Remove or alter any proprietary notices, labels, or branding on the Platform
• Use the Services to build a competing product or service

4.3 Consequences of breach

We may suspend or terminate your access to the Services immediately if we reasonably believe you have breached this section, without limiting any other remedies available to us.

5. Subscriptions and Payment

5.1 Subscription plans

Access to the Platform is provided on a Subscription basis. Details of available plans, features, and pricing are published on our website at krytek.com.au. We reserve the right to change our pricing with no less than 30 days' written notice. Price changes will take effect at the next renewal of your Subscription.

5.2 Billing and payment

Subscription fees are billed in advance on the applicable billing cycle (monthly or annually). Payment is processed by our third-party payment provider. By providing payment details, you authorise us to charge the applicable fees on each renewal date.

5.3 Auto-renewal

Subscriptions renew automatically at the end of each billing period unless you cancel before the renewal date. You may cancel your Subscription at any time through your account settings or by contacting us at support@krytek.com.au.

5.4 Late payment

If a payment fails or is overdue, we may suspend your access to the Services after providing 7 days' written notice. We reserve the right to charge interest on overdue amounts at the rate of 2% per month, compounding monthly, from the due date until the date of payment.

5.5 Taxes

All fees are exclusive of GST and any other applicable taxes unless otherwise stated. Where GST applies, it will be added to the invoice at the prevailing rate.

5.6 Refunds

Subscription fees are non-refundable except where required by the Australian Consumer Law or as otherwise agreed in writing. If you cancel a Subscription during a billing period, you will retain access until the end of that period and will not receive a pro-rata refund.

6. Free Trials and Beta Access

6.1 Free trials

We may offer a free trial period for new customers. During a free trial, you have access to the Platform on an “as is” basis. At the end of the trial, continued access requires a paid Subscription. We reserve the right to modify or discontinue free trial offers at any time.

6.2 Beta features

We may make certain features or functionality available as “beta” or “preview” releases. Beta features are provided for evaluation purposes only, without warranty, and without any service level commitments. We may modify or withdraw beta features at any time without notice.

6.3 Pilot deployments

Where we engage with you under a pilot, proof-of-concept, or evaluation arrangement, the terms of that engagement will be set out in a separate written agreement or Statement of Work. To the extent of any inconsistency, that agreement will prevail over these Terms in respect of the pilot.

7. Intellectual Property

7.1 Krytek IP

Krytek retains all right, title, and interest in and to the Krytek IP, including the Platform, firmware, software, APIs, algorithms, designs, trademarks, and Documentation. These Terms do not transfer any ownership of Krytek IP to you. The licence granted in clause 2.1 is the full extent of your rights in the Krytek IP.

7.2 Customer Data ownership

As between the parties, you retain all right, title, and interest in and to your Customer Data. These Terms do not transfer ownership of Customer Data to Krytek.

7.3 Licence to Customer Data

You grant Krytek a limited, non-exclusive, royalty-free licence to access, store, process, and use your Customer Data solely to:

• Provide and maintain the Services
• Respond to support requests
• Comply with legal obligations
• As otherwise authorised by you

7.4 Aggregated Data

Notwithstanding clauses 7.2 and 7.3, you acknowledge and agree that Krytek may generate and use Aggregated Data for the purposes of improving the Platform, conducting research and analytics, developing new products and services, and operating a data marketplace. Aggregated Data does not identify you or any individual and remains the property of Krytek. We will not sell or disclose Aggregated Data in a form that identifies you without your prior written consent.

7.5 Feedback

If you provide feedback, suggestions, or ideas about the Services (“Feedback”), you grant Krytek a perpetual, irrevocable, worldwide, royalty-free licence to use that Feedback for any purpose without obligation or compensation to you.

7.6 IP infringement indemnity

Krytek will defend you against any third-party claim that the Platform, as provided by Krytek and used in accordance with these Terms, infringes any Australian intellectual property right. This obligation does not apply where the claim arises from your modification of the Platform, your combination of the Platform with third-party products, or your use of the Platform in breach of these Terms.

8. Data Handling and Privacy

8.1 Privacy Policy

Our collection and handling of personal information is governed by our Privacy Policy, which is incorporated into these Terms by reference.

8.2 Security

We implement reasonable technical and organisational measures to protect Customer Data from unauthorised access, loss, or disclosure, as described in our Privacy Policy. You acknowledge that no system is completely secure and that we do not guarantee the absolute security of Customer Data.

8.3 Your security obligations

You are responsible for the security of your account credentials, your Users' access, and any devices or networks through which you access the Platform. You must promptly notify us of any actual or suspected security incident affecting your account.

8.4 Data breach notification

In the event of an eligible data breach affecting your Customer Data, we will notify you as soon as practicable and will comply with our obligations under the Notifiable Data Breaches scheme.

8.5 Data export and portability

During the term of your Subscription, you may export your Customer Data through the Platform's export functionality. We will provide reasonable assistance with data export requests.

8.6 Data retention on termination

Following termination or expiry of your Subscription, we will retain your Customer Data for 30 days to allow you to export it. After this period, we will delete or de-identify your Customer Data in accordance with our data retention practices, unless we are required by law to retain it for longer.

9. Hardware

These Terms govern your use of the Platform and Services only. The sale, supply, warranty, and support of Krytek hardware (including bridge devices and sensors) are governed by separate hardware terms and any applicable product documentation. In the event of a conflict between these Terms and the hardware terms in relation to hardware matters, the hardware terms prevail.

For the avoidance of doubt, Krytek provides no warranty under these Terms in relation to the physical performance, durability, or fitness for purpose of any hardware device.

10. Warranties and Disclaimers

10.1 Krytek warranties

Krytek warrants that:

• It has the right to provide the Services under these Terms
• The Services will be performed with reasonable care and skill
• It will take reasonable steps to maintain the security and availability of the Platform

10.2 Disclaimer

Subject to clause 10.3 and applicable law, the Services are provided “as is” and “as available”. To the maximum extent permitted by law, Krytek makes no warranty that:

• The Services will be uninterrupted, error-free, or free from vulnerabilities
• The Services will meet your specific requirements or expectations
• Sensor data will be accurate, complete, or fit for any particular purpose
• Any defect will be corrected within a particular timeframe

10.3 Australian Consumer Law

Nothing in these Terms excludes, restricts, or modifies any consumer guarantee, right, or remedy conferred by the Australian Consumer Law that cannot be excluded, restricted, or modified by agreement. Where the ACL permits us to limit our liability for a failure to comply with a consumer guarantee in relation to services not ordinarily acquired for personal, domestic, or household use, our liability is limited, at our election, to the supply of the services again or the payment of the cost of having the services supplied again.

11. Limitation of Liability

11.1 Cap on liability

Subject to clauses 11.3 and 10.3, the aggregate liability of either party to the other under or in connection with these Terms, whether in contract, tort (including negligence), or otherwise, is limited to the total fees paid or payable by you to Krytek in the 12 months immediately preceding the event giving rise to the claim.

11.2 Exclusion of consequential loss

Subject to clauses 11.3 and 10.3, neither party will be liable to the other for any indirect, incidental, special, consequential, or punitive loss or damage, including loss of profit, loss of revenue, loss of data, loss of goodwill, or business interruption, however caused and whether arising in contract, tort, or otherwise, even if advised of the possibility of such loss.

11.3 Exceptions

Nothing in these Terms limits or excludes either party's liability for:

• Death or personal injury caused by negligence
• Fraud or fraudulent misrepresentation
• Wilful misconduct or gross negligence
• Any liability that cannot be excluded or limited under applicable law

11.4 Mitigation

Each party has a duty to take reasonable steps to mitigate any loss it suffers in connection with these Terms.

12. Indemnity

12.1 Customer indemnity

You will indemnify, defend, and hold harmless Krytek and its officers, directors, employees, and contractors from and against any claims, losses, damages, liabilities, costs, and expenses (including reasonable legal fees) arising out of or related to:

• Your breach of these Terms
• Your use of the Services in a manner not authorised by these Terms
• Any claim by a third party arising from your Customer Data or the deployment of Krytek hardware by you
• Your violation of any applicable law or third-party right

12.2 Krytek indemnity

Krytek will indemnify, defend, and hold harmless you and your officers and employees from and against any third-party claim that the Platform, as provided by Krytek and used in accordance with these Terms, infringes any Australian intellectual property right, subject to the exclusions in clause 7.6.

12.3 Indemnity procedure

The indemnified party must: promptly notify the indemnifying party of any claim; give the indemnifying party sole control of the defence and settlement of the claim; and provide reasonable cooperation and assistance at the indemnifying party's cost. The indemnifying party must not settle any claim in a way that admits liability on behalf of the indemnified party without prior written consent.

13. Term and Termination

13.1 Term

These Terms commence when you first access the Services or accept these Terms (whichever is earlier) and continue until terminated in accordance with this section.

13.2 Termination by you

You may terminate these Terms at any time by cancelling your Subscription and ceasing to use the Services. Cancellation will take effect at the end of your current billing period.

13.3 Termination by Krytek

We may terminate these Terms or suspend your access to the Services immediately on written notice if:

• You breach these Terms and fail to remedy the breach within 14 days of written notice
• You become insolvent, enter administration, or are wound up
• We are required to do so by law

We may also terminate these Terms for convenience on 30 days' written notice. In that case, we will provide a pro-rata refund of prepaid fees for the unused portion of your Subscription term.

13.4 Effect of termination

On termination of these Terms:

• Your right to access and use the Services ceases immediately
• All outstanding fees become immediately due and payable
• The data retention provisions in clause 8.6 apply
• Clauses that by their nature survive termination (including clauses 7.1, 7.4, 11, 12, 14, and 15) will continue in full force

14. Confidentiality

14.1 Obligations

Each party (“Receiving Party”) agrees to keep confidential all non-public information disclosed by the other party (“Disclosing Party”) that is marked as confidential or that ought reasonably to be treated as confidential given the circumstances of disclosure (“Confidential Information”). The Receiving Party will not disclose Confidential Information to any third party without the Disclosing Party's prior written consent, and will use it only for the purposes of these Terms.

14.2 Exceptions

Confidentiality obligations do not apply to information that:

• Is or becomes publicly available other than through the Receiving Party's breach
• Was known to the Receiving Party before disclosure
• Is independently developed by the Receiving Party without use of the Confidential Information
• Is required to be disclosed by law or a court order, provided the Receiving Party gives reasonable prior notice to the Disclosing Party where permitted

14.3 Customer Data

Customer Data is the Customer's Confidential Information. Krytek's obligations with respect to Customer Data are governed by clause 8 and the Privacy Policy.

15. General

15.1 Governing law

These Terms are governed by the laws of Tasmania, Australia. Each party submits to the non-exclusive jurisdiction of the courts of Tasmania and the Federal Court of Australia.

15.2 Dispute resolution

If a dispute arises in connection with these Terms, the parties agree to attempt to resolve it through good faith negotiation before commencing formal proceedings. Either party may escalate to the relevant court or tribunal if the dispute is not resolved within 30 days of written notice.

15.3 Entire agreement

These Terms, together with the Privacy Policy and any executed Statement of Work or Order Form, constitute the entire agreement between the parties with respect to the Services and supersede all prior agreements, representations, and understandings.

15.4 Amendments

We may update these Terms from time to time. We will provide at least 30 days' notice of material changes via email or a notice on the Platform. Your continued use of the Services after the effective date of the updated Terms constitutes acceptance. If you do not agree to the updated Terms, you may terminate your Subscription before the effective date.

15.5 Assignment

You may not assign or transfer any of your rights or obligations under these Terms without our prior written consent. Krytek may assign these Terms in connection with a merger, acquisition, or sale of all or substantially all of its assets, provided the assignee assumes all obligations under these Terms.

15.6 Severability

If any provision of these Terms is found to be invalid, illegal, or unenforceable, that provision will be modified to the minimum extent necessary to make it enforceable, and the remaining provisions will continue in full force.

15.7 Waiver

A failure or delay by either party to exercise any right or remedy under these Terms does not constitute a waiver of that right or remedy. A waiver must be in writing to be effective.

15.8 Force majeure

Neither party is liable for any delay or failure to perform its obligations under these Terms to the extent caused by circumstances beyond its reasonable control, including natural disasters, acts of government, power failures, or internet outages, provided that the affected party takes reasonable steps to mitigate the impact and notifies the other party promptly.

15.9 Relationship of parties

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

15.10 Notices

Notices under these Terms must be in writing and delivered by email to the addresses specified in the relevant account or as otherwise notified. Notices to Krytek must be sent to legal@krytek.com.au. Notices are deemed received on the next business day after sending.

16. Contact

For questions about these Terms, please contact: