Terms & Conditions
These Terms govern your access to and use of orlia products and websites. By using our Services, you agree to these Terms. If you use the Services on behalf of an organisation, you represent that you have authority to bind that organisation.
Last updated: 18 October 2025
1. Agreement & Eligibility
These Terms constitute a binding agreement between you and ORLIA Pty Ltd (ABN 49 595 724 389). You must be at least 16 years old and able to form a legally binding contract to use the Services. If you are accepting on behalf of a company or other entity, you represent that you have authority to bind that entity, and “you” refers to that entity.
2. Definitions
- “Services”
- The orlia software products and websites (including related documentation and support).
- “Customer Data”
- Information submitted to or stored in the Services by you or on your behalf.
- “Authorised Users”
- Your employees, contractors, and agents who are permitted by you to access the Services.
3. Accounts & Responsibilities
- You are responsible for the accuracy of account information and for maintaining the security of login credentials.
- You control your Authorised Users and remain responsible for their compliance with these Terms.
- You must promptly notify us of any unauthorised access or suspected security incident.
4. Permitted Use
You may use the Services for your internal business operations, subject to these Terms and any product‑specific terms.
5. Prohibited Conduct
- Reverse engineering, decompiling, or attempting to derive source code, except to the extent permitted by law.
- Interfering with or disrupting the integrity or performance of the Services.
- Uploading malicious code or content that is unlawful, infringing, or harmful.
- Reselling, sublicensing, or providing the Services to third parties unless expressly permitted.
- Misrepresenting affiliation or accessing the Services without authorisation.
6. Intellectual Property
We and our licensors own all rights, title, and interest in and to the Services, including all related intellectual property. No rights are granted except as expressly set out in these Terms. You retain ownership of your Customer Data.
7. Confidentiality
Each party may access the other party’s confidential information and will protect it using reasonable measures, using it only for the purposes of these Terms. Confidentiality obligations do not apply to information that is public, independently developed, or rightfully received from a third party without duty of confidentiality.
8. Feedback
If you provide feedback or suggestions, you grant us a non‑exclusive, perpetual, irrevocable, royalty‑free licence to use the feedback for any purpose without obligation to you.
9. Third‑Party Services
The Services may interoperate with third‑party products. Your use of those products is governed by your agreements with their providers. We are not responsible for third‑party products or services.
10. Beta / Pre‑Release
We may offer beta or pre‑release features. They are provided “as is,” may be subject to additional terms, and may be changed or discontinued at any time. Your use is at your discretion and risk.
11. Fees, Trials & Taxes
- Paid features, if any, will be described in an order form or in‑product plan. Fees are due as stated.
- Trials are provided solely for evaluation and may be terminated or limited at any time.
- Unless stated otherwise, fees exclude taxes; you are responsible for applicable taxes, excluding our income taxes.
12. Disclaimers
To the maximum extent permitted by law, the Services are provided “as is” and “as available.” We disclaim all warranties, express or implied, including merchantability, fitness for a particular purpose, and non‑infringement. Nothing in these Terms excludes, restricts, or modifies any right or remedy, or any guarantee, warranty, or condition implied or imposed by law (including the Australian Consumer Law) which cannot be lawfully excluded or limited.
13. Limitation of Liability
To the extent permitted by law, neither party will be liable for indirect, incidental, special, consequential, or punitive damages, or loss of profits, revenues, or data, arising out of or related to these Terms or the Services, even if advised of the possibility of such damages. Our aggregate liability for all claims relating to the Services shall not exceed the greater of: (a) the amounts paid by you to us for the 12 months preceding the event giving rise to liability; or (b) AUD $1,000. The foregoing does not limit liability that cannot be limited under applicable law.
14. Indemnity
You will indemnify and hold ORLIA Pty Ltd harmless from and against any claims, losses, and expenses (including reasonable legal fees) arising from your use of the Services, Customer Data, or violation of these Terms.
15. Term & Termination
- Either party may terminate for material breach if not cured within 30 days of notice.
- We may suspend or terminate access immediately for security risks, suspected unlawful use, or harm to others.
- Upon termination, your right to use the Services ceases and we may delete Customer Data after a reasonable period, subject to law.
16. Governing Law & Venue
These Terms are governed by the laws of Queensland, Australia, without regard to conflict of laws principles. The parties submit to the exclusive jurisdiction of the courts located in Queensland, Australia.
17. Changes to these Terms
We may update these Terms from time to time. If changes are material, we will provide reasonable notice (e.g., in‑product or by email). Continued use of the Services after the effective date constitutes acceptance of the updated Terms.
18. Miscellaneous
- Severability. If any provision is unenforceable, the remainder remains in effect.
- Assignment. You may not assign these Terms without our prior written consent. We may assign to an affiliate or in connection with a merger, acquisition, or sale of assets.
- Force Majeure. Neither party is liable for failure due to events beyond reasonable control.
- Entire Agreement. These Terms, together with any product‑specific terms and an order (if applicable), form the entire agreement and supersede prior agreements.
19. Contact
Legal enquiries: terms@orlia.com.au
For privacy matters, see our Privacy Policy.