1. Introduction and Acceptance
These Terms of Service ("Terms") govern access to and use of the PTPivot software-as-a-service platform (the "Service"), provided by PTPivot Pty Ltd (ABN 77 701 804 793) of Hawthorn East, VIC 3123 ("PTPivot", "we", "us", "our"). The Service is made available at ptpivot.au and related domains.
By creating an account, signing an Order Form, or otherwise accessing or using the Service, the entity on whose behalf you act ("Customer", "you", "your") agrees to be bound by these Terms. If you do not agree, do not use the Service. If you are accepting on behalf of a company or other legal entity, you represent that you have authority to bind that entity.
2. Definitions
- "Account" means a Customer's registered tenant environment within the Service.
- "Authorised User" means an individual Customer authorises to access the Service under its Account (e.g. Admin, Project Manager, Design Engineer, Foreman, Construction Manager, Depot roles).
- "Client Data" means all data, drawings, inspection reports, tender and project information, timesheet records, and other content submitted to or generated within the Service by or on behalf of Customer.
- "Order Form" means a signed quote, subscription agreement, or online checkout confirmation that sets out the specific plan, modules, fees and Subscription Term purchased by Customer.
- "Subscription Term" means the period during which Customer is entitled to access the Service, as set out in the applicable Order Form.
2A. The Service
PTPivot is a multi-tenant project management platform built for post-tensioning (PT) subcontractors in the construction industry. Depending on the plan purchased, the Service may include modules covering: tender preparation and costing; project and pour progress tracking; design scope confirmation; drawing transmittal and revision management; inspection report storage; progress claims and invoicing; weekly timesheets and payroll-format exports; and portfolio forecasting.
We may add, change, or discontinue features of the Service from time to time. We will use reasonable efforts to give Customer advance notice of any change that materially reduces core functionality Customer is actively paying for.
3. Eligibility and Registration
Customer must provide accurate registration information and keep it up to date. Customer is responsible for all activity that occurs under its Account, including the actions of its Authorised Users, and must promptly notify us of any unauthorised access or use.
Customer is responsible for provisioning, deactivating and managing the permissions of its own Authorised Users, including ensuring that access is limited to personnel who need it and is revoked promptly when no longer required (e.g. on termination of employment).
4. Subscription, Fees and Payment
Fees for the Service are as set out in the applicable Order Form or as published on our pricing page from time to time. Unless the Order Form states otherwise, fees are quoted in Australian dollars and exclusive of GST, which is payable in addition where applicable.
Fees are invoiced and payable in accordance with the applicable Order Form (e.g. monthly in advance for subscription modules, and per-project or per-pour amounts as they are incurred). Late payments may attract interest and, following notice, may result in suspension of access under clause 15.
We may increase fees for a subsequent Subscription Term by giving Customer at least 30 days' written notice before the new term begins. Continued use of the Service after a fee change takes effect constitutes acceptance of the new fees.
5. Free Trials
We may offer trial access to the Service on a time-limited or scope-limited basis. Trials are provided "as is", without any warranty, and may be modified or terminated by us at any time without liability. Client Data entered during a trial may be retained only if Customer converts to a paid subscription; otherwise it may be deleted at the end of the trial.
6. Client Data — Ownership and Licence
As between the parties, Customer owns all Client Data. Customer grants PTPivot a non-exclusive, worldwide licence to host, store, process, transmit, and display Client Data solely to provide, maintain, secure, and improve the Service, to provide support, and to comply with law.
Customer is solely responsible for the accuracy, quality, and legality of Client Data, and for having all rights and consents necessary to upload it — including any personal information of its own personnel (e.g. names and hours in timesheets) that it enters into the Service. Customer must ensure such personnel have been given any notices, and that any consents, required for that information to be collected, stored and processed via the Service.
Each tenant's Client Data is logically separated from other tenants' data within the platform. We do not access, use, or disclose Client Data except as necessary to provide the Service, as instructed by Customer, or as required by law.
Customer warrants that it has, and will maintain, all rights, licences and permissions necessary to upload and use Client Data in the Service, and that Client Data (including drawings, inspection reports and other documents prepared by third parties such as engineers or designers) and our permitted use of it under these Terms will not infringe the intellectual property or other rights of any third party. Customer must indemnify PTPivot against any loss, liability or cost (including reasonable legal costs) arising from a third-party claim that Client Data, or PTPivot's use of it in accordance with these Terms, infringes that third party's rights, except to the extent caused by PTPivot's breach of these Terms.
We may create and use aggregated or de-identified data derived from use of the Service (for example, usage statistics and anonymised industry benchmarks) to operate, support, secure and improve the Service. Such data will not identify Customer, its Authorised Users or any individual, and we will not disclose it in a form that identifies Customer or reveals Customer's Client Data.
7. Acceptable Use
Customer must not, and must ensure its Authorised Users do not: (a) use the Service to store or transmit unlawful, infringing, or malicious content; (b) attempt to gain unauthorised access to the Service, other tenants' data, or underlying infrastructure; (c) reverse engineer, decompile, or attempt to extract source code from the Service, except to the extent this restriction is not permitted by law; (d) resell, sublicense, or provide the Service to third parties outside Customer's own organisation without our prior written consent; or (e) interfere with or disrupt the integrity or performance of the Service.
8. Intellectual Property
Except for Client Data, all right, title, and interest in and to the Service — including its software, design, templates, calculation logic (e.g. tender costing and man-hour calculations), and documentation — is and remains the property of PTPivot and its licensors. No rights are granted to Customer other than the limited right to access and use the Service during the Subscription Term in accordance with these Terms.
If Customer provides feedback or suggestions about the Service, we may use that feedback without restriction or obligation to Customer.
Each party retains ownership of its names, logos and trade marks. Neither party may use the other's name or logo in marketing materials, customer lists or public statements without the other's prior written consent (which may be given by email), except that PTPivot may include Customer's name and logo on documents prepared specifically for Customer (such as quotes, pricing schedules and presentations). Any permitted use must comply with the owner's reasonable brand guidelines and may be withdrawn on written notice.
9. Third-Party Services and Sub-processors
The Service is built and hosted on third-party cloud hosting and application infrastructure. By using the Service, Customer acknowledges that Client Data is stored and processed on that underlying infrastructure, which may be located outside Australia (see the Privacy Policy for details).
The Service may allow Customer to export data (e.g. claims, purchase orders, or payroll-format timesheet data) for import into third-party systems such as Xero, MYOB, or Cheops. Any such export and import is Customer-initiated; we are not responsible for how Customer or its personnel subsequently use exported data within third-party systems.
10. Confidentiality
Each party must keep confidential the other party's non-public business, technical, and financial information disclosed in connection with these Terms, and use it only to perform its obligations or exercise its rights under these Terms, except where disclosure is required by law.
11. Security and Data Breach
We implement and maintain reasonable technical and organisational measures designed to protect Client Data against unauthorised access, loss, or misuse, including tenant-level data separation. No method of transmission or storage is completely secure, and we cannot guarantee absolute security.
If we become aware of a confirmed or reasonably suspected unauthorised access to, or disclosure or loss of, Client Data (a "Data Breach"), we will: (a) notify Customer without undue delay and in any event within 72 hours of becoming aware, by email to the contact details in the Order Form; (b) provide, as far as then known, a description of the Data Breach, the categories of Client Data affected, the likely consequences, and the steps we have taken or propose to take; (c) take reasonable steps to contain and remediate the Data Breach and prevent recurrence; and (d) provide Customer with the information and reasonable cooperation it needs to assess the Data Breach and meet its own legal obligations, including any notification obligations under Part IIIC of the Privacy Act 1988 (Cth) (the Notifiable Data Breaches scheme).
Customer remains responsible for deciding whether to notify affected individuals or regulators in respect of personal information of its own personnel that it has entered into the Service, and for any such notification, except where we are required by law to notify directly. We will use reasonable efforts to require our hosting and infrastructure providers to notify us of any security incident affecting the Service. Customer must notify us without undue delay if it becomes aware of any compromise of Authorised User credentials or any suspected unauthorised use of the Service. Notification of a Data Breach is not an admission of fault or liability, and our liability in connection with any Data Breach is subject to clause 14.
12. Availability and Support
We will use reasonable efforts to make the Service available and to provide support in accordance with any service levels or support terms set out in the applicable Order Form. Where no specific service level has been agreed, the Service is provided on a reasonable-efforts basis without a guaranteed uptime commitment.
13. Warranties and Disclaimers
To the maximum extent permitted by law, the Service is provided "as is" and "as available" without warranties of any kind, whether express or implied, including any implied warranties of merchantability, fitness for a particular purpose, or non-infringement. Nothing in these Terms excludes, restricts, or modifies any consumer guarantee, right, or remedy conferred on Customer by the Australian Consumer Law or any other law that cannot lawfully be excluded.
14. Limitation of Liability
To the maximum extent permitted by law, neither party's aggregate liability arising out of or in connection with these Terms, whether in contract, tort (including negligence), or otherwise, will exceed the total fees paid by Customer for the Service in the 12 months preceding the event giving rise to the claim.
To the maximum extent permitted by law, neither party is liable for any indirect, special, incidental, or consequential loss, or loss of profits, revenue, data, or goodwill, arising out of or in connection with these Terms, even if advised of the possibility of such loss. This clause does not limit liability for death, personal injury, fraud, or any liability that cannot lawfully be limited or excluded.
15. Term, Suspension and Termination
These Terms commence when Customer first accesses the Service and continue for the Subscription Term, automatically renewing in accordance with the applicable Order Form unless either party gives notice of non-renewal as specified there.
We may suspend Customer's access to the Service if: (a) fees remain unpaid more than 14 days after becoming due, following written notice; (b) Customer materially breaches these Terms and does not remedy the breach within 14 days of notice; or (c) suspension is reasonably necessary to prevent harm to the Service, other tenants, or third parties.
Either party may terminate for the other party's uncured material breach on 30 days' written notice, or immediately if the other party becomes insolvent. On termination or expiry, Customer's right to access the Service ends. We will make Client Data available for export for a period of 30 days following termination, after which it may be permanently deleted, unless a longer retention period is required by law or agreed in writing.
16. Changes to These Terms
We may update these Terms from time to time, for example to reflect new features, legal requirements, or business practices. We will give Customer reasonable notice of material changes (e.g. by email or in-app notice) before they take effect. Continued use of the Service after the effective date of updated Terms constitutes acceptance.
17. General
17.1 Assignment
Neither party may assign or transfer these Terms without the other party's prior written consent, except that either party may assign these Terms in connection with a merger, acquisition, or sale of substantially all of its assets.
17.2 Force Majeure
Neither party is liable for any delay or failure to perform caused by events beyond its reasonable control, including natural disasters, internet or telecommunications failures, or failures of third-party hosting infrastructure.
17.3 Severability
If any provision of these Terms is found unenforceable, the remaining provisions continue in full force and effect.
17.4 Entire Agreement
These Terms, together with any applicable Order Form and our Privacy Policy, constitute the entire agreement between the parties regarding the Service and supersede all prior discussions and agreements on that subject.
17.5 Notices
Notices under these Terms must be given in writing to the contact details set out in an Order Form or to support@ptpivot.au (for notices to PTPivot).
17.6 Governing Law
These Terms are governed by the laws of Victoria, Australia, and each party submits to the non-exclusive jurisdiction of the courts of Victoria.
18. Contact
Questions about these Terms can be directed to support@ptpivot.au.