CryspIQ® Professional Services Terms
Crysp Intelligence Pty Ltd ACN 613 501 143 Level 13, 109 St Georges Terrace, Perth WA 6000
Version 1.0 · Effective 19 September 2026
Permanent link: https://cryspiq.com/docs/legals/services/
What these terms cover
These terms govern consulting, assessment, advisory, design and remediation services supplied by Crysp Intelligence Pty Ltd — including the Master Data Health Check, Master Data Assessment, Governance Design and Remediation engagements.
They do not cover licensing of the CryspIQ® software platform or its cloud services. Those are governed by the separate CryspIQ® Software Licence Terms.
Professional Services are supplied independently of any software licence. Nothing in these terms or in an Order for Professional Services obliges you to acquire a licence to the CryspIQ® Product, and nothing here grants such a licence. Where an Order covers both, these terms apply to the services component and the Software Licence Terms apply to the licence and cloud components.
You enter into an agreement with us by accepting an Order — a quote, order form, proposal or Statement of Work issued by us and accepted by you, whether by signature, electronic signature, online acceptance, or issuing a purchase order referencing it. Each accepted Order forms a separate agreement incorporating these terms as in force on the date of acceptance.
Order of precedence. Where there is inconsistency, the following order applies, highest first: (1) a separately negotiated and executed agreement that expressly overrides these terms; (2) the Statement of Work; (3) the Order; (4) these terms.
1. Interpretation
In these terms, unless the context otherwise requires:
a. Headings, clause headings and underlining have been inserted for guidance only and do not form part of the context of these terms. b. Alternative grammatical forms of defined words or expressions have corresponding meanings. c. Words denoting the singular number include the plural and vice versa, and words denoting a given gender include all genders. d. The expression "person" includes an individual, body corporate, a business or an unincorporated association. e. The words "including" or "includes" mean "including, but not limited to" or "includes, without limitation" respectively. f. An agreement includes any undertaking, representation, deed, agreement or legally enforceable arrangement or understanding whether written or not. g. A reference to any legislation or legislative provision includes any statutory modification or re-enactment of, or legislative provision substituted for, and any subordinate legislation issued under, that legislation or legislative provision. h. A reference to a clause or schedule is to a clause or schedule of or to these terms. i. A reference to any deed or document is to that deed or document (and, where applicable, any of its provisions) as amended, novated, supplemented or replaced from time to time. j. A reference to "dollars" or "$" is to Australian currency. k. These terms bind each party's legal personal representatives, successors and lawful assignees. l. Where a party comprises two or more persons, the rights and obligations of those persons inure to the benefit of and bind all of them jointly and each of them severally.
2. Definitions
Agreement means these terms together with an accepted Order and any Statement of Work forming part of it.
Business Day means any day that is not a Saturday, Sunday or public holiday in the State of Western Australia.
Change in Control means the acquisition by any person, either alone or together with an associate party, of:
a. where the party is a company, a beneficial interest in more than 50% of the issued shares in the party; or b. where the party is the trustee of a unit trust, a beneficial interest in more than 50% of the issued units in that trust.
Claims means all claims, disputes, losses, damages, differences, allegations, complaints, demands, notices, suits, actions, proceedings, expenses and liabilities of whatever nature and however arising, whether presently known or unknown, and whether past, present or future, including without limitation claims for interlocutory relief, costs, damages and interest.
Client Data means all data, records, extracts, documents and materials provided by or on behalf of the Client to the Service Provider, or to which the Service Provider is given access, for the purposes of an Order, together with any outputs derived from that data.
Commencement Date means the date on which an Order is accepted.
Confidential Information means, in relation to a party (Discloser), all ideas, know-how, show-how, trade secrets, concepts, designs, specifications, drawings, methodologies, processes, sales projections, sales figures, financial and business information, formulae, technical information, developments, modifications, improvements and discoveries, all other commercially valuable information, and any other information of any kind and in any form (including written, photographic, electronic, and any other form in which information may be stored) concerning or in any way connected with the Discloser and its business, and in the case of the Service Provider its Service Provider Materials and Intellectual Property Rights, and in the case of the Client, Client Data.
Deliverables means the reports, documents, designs, registers, data outputs and other materials specified in a Statement of Work as deliverables of the Professional Services.
Fees means the fees payable by the Client under an Order for the Professional Services.
Insolvency Event means:
a. a receiver, manager, receiver and manager, trustee, administrator, liquidator or provisional liquidator, controller or similar officer is appointed in respect of a person or any asset of a person who is a party to the Agreement; b. any application (not being an application withdrawn or dismissed within 21 days) is made to a court for an order, or an order is made, or a meeting is convened, or a resolution is passed, for the purpose of appointing a person referred to in the preceding paragraph, winding up a corporation, or proposing or implementing a scheme of arrangement; c. any event or conduct occurs which would enable a court to grant a petition, or an order is made, for the bankruptcy of an individual or their estate under any law relating to insolvency, sequestration, liquidation or bankruptcy, and any provision of any deed, arrangement or scheme, formal or informal, relating to the administration of any of the assets of any person; d. a moratorium of any debts of a person, or an official assignment, or a composition, or an arrangement (formal or informal) with a person's creditors, or any similar proceeding or arrangement by which the assets of a person are subjected conditionally or unconditionally to the control of that person's creditors or a trustee, is ordered, declared, or agreed to, or is applied for and the application is not withdrawn or dismissed within 21 days; e. a person becomes, or admits in writing that it is, is declared to be, or is deemed under any applicable law to be, insolvent or unable to pay its debts; or f. any writ of execution, garnishee order, mareva injunction or similar order, attachment, distress or other process is made, levied or issued against or in relation to any asset of a person.
Intellectual Property Rights means all registered and unregistered intellectual property rights of any kind anywhere in the world, including rights in or in relation to copyright, trade marks, patents, designs, applications and Confidential Information, excluding Moral Rights.
Milestone means a stage of the Professional Services identified as a milestone in a Statement of Work.
Moral Rights means the rights set out in Part IX of the Copyright Act 1968 (Cth) as conferred on the author and creator of Intellectual Property.
Order means a quote, order form, proposal or Statement of Work issued by the Service Provider and accepted by the Client.
Party means a party to the Agreement and Parties has a corresponding meaning.
Professional Services means the consulting, assessment, advisory, design, remediation or other services specified in an Order.
Scope Parameters means the quantitative limits stated in a Statement of Work that bound the Fees, including the number of source systems, master data entities, records, dimensions and workshops in scope.
Service Provider Materials means the Service Provider's methodologies, frameworks, templates, rule libraries, match configurations, tooling, software and know-how, including any of those things embedded in or used to produce a Deliverable.
Statement of Work or SOW means a document issued by the Service Provider specifying the scope, Deliverables, acceptance criteria, Milestones, assumptions, exclusions, client dependencies, Scope Parameters, timeframes and Fees for the Professional Services.
Taxes means taxes, duties, fees, rates, charges and imposts of all kinds assessed, levied or imposed by the Australian Taxation Office or any other tax office worldwide, and includes capital gains tax, fringe benefits tax, income tax, superannuation guarantee charges, PAYG withholding, GST, any payroll tax assessed, levied or imposed by the Office of State Revenue, interest on all tax payments and additional tax by way of penalty.
Term means, in relation to an Order, the term commencing on its Commencement Date until the Agreement formed by that Order is completed or terminated in accordance with clause 18.
3. Formation and Orders
3.1 Each Order accepted by the Client forms a separate Agreement incorporating these terms as in force on the date of acceptance.
3.2 A quote issued by the Service Provider is an offer capable of acceptance for the validity period stated in it, and lapses at the end of that period unless withdrawn earlier by written notice.
3.3 Where the Client issues a purchase order, any terms printed on or referenced by that purchase order have no effect, and the purchase order operates only as the Client's acceptance of the Order and authorisation to invoice.
3.4 Where the Client accepts an Order online, the Service Provider will retain a record of the acceptance, the version of these terms accepted, and the date and time of acceptance, and will make that record available to the Client on request.
4. Commencement and Term
The Agreement commences on the Commencement Date and remains in force for the duration of the Term.
5. Scope and Deliverables
5.1 The Service Provider will perform the Professional Services and provide the Deliverables described in the Statement of Work, with due care and skill, using appropriately qualified personnel.
5.2 The Statement of Work specifies the Scope Parameters that bound the Fees. Where the actual position exceeds the stated Scope Parameters, the Service Provider may issue a variation under clause 8 before continuing, and is not obliged to perform work beyond the Scope Parameters until that variation is agreed.
5.3 Services, deliverables or activities not expressly included in the Statement of Work are excluded.
5.4 Where a Statement of Work states conditions of commencement, the Professional Services do not commence, and no timeframe begins to run, until those conditions are satisfied.
6. Client dependencies and delay
6.1 The Client must perform the dependencies specified in the Statement of Work, including providing data extracts, system access, approvals, decisions and personnel within the timeframes stated.
6.2 Where the Client does not perform a dependency within the stated timeframe, the affected Milestone timeframe extends on a day-for-day basis, and the Service Provider is not liable for the resulting delay.
6.3 Where cumulative delay attributable to the Client exceeds the period stated in the Statement of Work, the Service Provider may by written notice propose a revised schedule, a reduced scope within the same Fees, or a revised quotation. The Client may accept the revised position or terminate the affected Order under clause 18.
6.4 Where the Service Provider is prevented from performing by a delay attributable to the Client that exceeds 20 Business Days, the Service Provider may invoice for Professional Services performed to that date.
7. Acceptance
7.1 Each Deliverable or Milestone is assessed against the acceptance criteria stated in the Statement of Work, and not against any other standard.
7.2 The Client has the period stated in the Statement of Work from submission of a Deliverable or Milestone to accept it, or to give written notice of specific non-conformance identifying the acceptance criteria not met.
7.3 Where the Client gives notice of non-conformance, the Service Provider will remedy it within the period stated in the Statement of Work at no additional cost, and resubmit for acceptance.
7.4 Where the Client does not respond within the acceptance period, the Service Provider will issue a written reminder. The Deliverable or Milestone is taken to be accepted 5 Business Days after that reminder unless the Client gives notice of non-conformance within that period. Acceptance does not occur by silence alone without that reminder having been issued.
7.5 Use of a Deliverable by the Client for its intended business purpose constitutes acceptance of it.
8. Variations and change control
8.1 Either party may request a variation to the Statement of Work in writing.
8.2 The Service Provider will provide a written variation setting out the change in scope, Fees and timeframe. No variation takes effect until accepted in writing by both parties.
8.3 The Service Provider is not obliged to perform work outside the Statement of Work, and is not liable for any delay arising from the time taken to agree a variation.
9. Fees and payment
9.1 Payment of Fees
a. The Client must pay the Service Provider the Fees in accordance with the Order and this clause. b. The Fees are exclusive of any GST that may be charged by the Service Provider to the Client, and if GST is applicable the Service Provider is entitled to add GST. c. Where the Statement of Work provides for Milestone invoicing, Fees for each Milestone are invoiced on acceptance of that Milestone under clause 7, other than any Fees stated to be payable on signature. d. Any further work or services requested by the Client beyond the Statement of Work is subject to clause 8 and may incur additional charges. e. Travel and accommodation, where requested by the Client, are charged at cost with the Client's prior written approval.
9.2 Invoices
a. The Service Provider will provide the Client with a tax invoice in respect of Fees payable. b. Payment of any tax invoice must be made by the Client without set-off, deduction or withholding, within 14 days after receiving the invoice or as otherwise stated on the invoice or in the Order. c. If the Client does not make payment of any amount due by the date stated in an invoice, and fails to remedy that non-payment within 10 Business Days of written notice, the Service Provider may do any or all of the following: i. charge interest on the outstanding amount at the rate of 6% per annum accruing daily; ii. require the Client to pay, in advance, for any Professional Services not yet performed; and iii. suspend performance of the Professional Services.
9.3 Disputed invoices
If the Client disputes the whole or any portion of an amount claimed in an invoice, the Client must:
a. pay the portion of the amount that is not in dispute in accordance with the terms of payment; and b. notify the Service Provider in writing within 10 Business Days of receipt of the invoice of the reasons for disputing the remainder.
If the Client does not give a notice under paragraph (b), the Client is taken to have accepted the invoice without objection. This clause does not limit any right the Client has under the Australian Consumer Law.
10. Outcome-based fees
10.1 Where the Statement of Work provides for a portion of the Fees to be conditional on achievement of measured targets, those targets, the measurement method, the measurement dates and the data on which measurement is based must be agreed in writing before the relevant work commences.
10.2 The conditional portion becomes payable on verification that the measured targets have been met.
10.3 Where a target cannot be assessed, or is not met, because the Client has not performed a dependency, has withheld a decision or approval, or has directed a change in approach, that target is set aside by written agreement and the corresponding portion of the Fees becomes payable.
10.4 Failure to meet a measured target does not of itself constitute a breach of the Agreement, and the forfeiture of the conditional portion of the Fees is the Client's sole remedy in respect of that failure, subject to clause 17.1.
11. Client Data
11.1 As between the parties, the Client owns all Client Data. The Service Provider acquires no right, title or interest in Client Data other than the right to use it for the purposes of performing the Professional Services.
11.2 The Client is responsible for the accuracy, completeness and lawfulness of Client Data provided to the Service Provider, and warrants that it is entitled to provide it for the purposes of the Order.
11.3 The Service Provider's findings, Deliverables and recommendations are based on the Client Data provided. The Service Provider is not liable for findings that are incorrect or incomplete as a result of Client Data that is incomplete, filtered, or not representative of the source system, where the Service Provider has performed the data validation steps stated in the Statement of Work.
11.4 Where the Statement of Work specifies a data handling protocol for particular data, including any protocol governing personal information or the attributes required for record matching, that protocol applies in addition to clause 13.
12. Confidentiality
12.1 Each party must keep the other party's Confidential Information confidential, use it only for the purposes of the Agreement, and not disclose it to any third party without the other party's prior written consent.
12.2 A party may disclose the other's Confidential Information to its officers, employees, contractors and professional advisers who need to know it for the purposes of the Agreement, provided that party ensures they observe obligations of confidentiality equivalent to those in this clause.
12.3 This clause does not apply to information that is or becomes public through no breach of the Agreement, was lawfully known to the recipient before disclosure, is independently developed without reference to the Confidential Information, or is required to be disclosed by law, a regulator or a court, provided the disclosing party gives prior notice where lawful to do so.
12.4 The Service Provider must not disclose the identity of the Client, or any finding relating to the Client, in any marketing, case study or reference material without the Client's prior written consent.
12.5 This clause survives termination or expiry of the Agreement.
13. Data protection and privacy
13.1 The Service Provider will handle Client Data in accordance with the Privacy Act 1988 (Cth) and the Australian Privacy Principles where that Act applies to it, and in accordance with any data handling protocol specified in the Statement of Work.
13.2 Unless the Statement of Work specifies otherwise, the Service Provider will hold Client Data within Australia.
13.3 The Service Provider will apply reasonable technical and organisational measures to protect Client Data against unauthorised access, use, disclosure, alteration or destruction, and will restrict access to the personnel engaged in performing the Professional Services.
13.4 The Service Provider will notify the Client without undue delay on becoming aware of any unauthorised access to or disclosure of Client Data, and will cooperate with the Client in relation to any obligation either party has under the Notifiable Data Breaches scheme.
13.5 On completion or termination of the Agreement, or on the Client's written request, the Service Provider will return or securely destroy Client Data within the period stated in the Statement of Work, and will provide written certification of destruction where the Statement of Work requires it.
13.6 Where the Statement of Work offers an option for the Service Provider's rule sets to be executed within the Client's own environment rather than Client Data being transferred, that option operates as specified in the Statement of Work.
14. Intellectual Property
14.1 Intellectual Property Rights in the Deliverables vest in the Client on payment in full of the Fees payable under the relevant Order.
14.2 The Service Provider retains all Intellectual Property Rights in the Service Provider Materials, and nothing in clause 14.1 transfers them, including where they are embedded in or were used to produce a Deliverable.
14.3 The Service Provider grants the Client a perpetual, non-exclusive, royalty-free, non-transferable licence to use the Service Provider Materials to the extent necessary to use the Deliverables for the Client's internal business purposes.
14.4 The Client must not use the Service Provider Materials to provide services to third parties, or make them available to any provider of competing services, without the Service Provider's prior written consent.
14.5 Nothing in this clause limits the Service Provider's right to use the skills, knowledge and experience acquired in performing the Professional Services.
14.6 The Client grants the Service Provider a non-exclusive licence to use Client Data and any Client materials to the extent necessary to perform the Professional Services.
15. Personnel
15.1 Where a Statement of Work names personnel, the Service Provider will not substitute them without proposing a replacement of equivalent seniority for the Client's approval, which must not be unreasonably withheld or delayed.
15.2 Neither party may, during the Term and for 6 months after it, solicit for employment any personnel of the other party engaged in the Professional Services, without the other party's written consent. This does not prevent general recruitment advertising, or the employment of a person who responds to it.
15.3 The Service Provider is responsible for the acts and omissions of its personnel and subcontractors in performing the Professional Services.
16. Changes to Client systems and data
16.1 Where the Professional Services involve modifying Client Data or writing to Client systems, the Service Provider will not make any such change without the Client's prior written authorisation specifying the change and the change window.
16.2 A rollback position must be established and verified before any change is applied. Responsibility for establishing that rollback position rests with the Client unless the Statement of Work expressly allocates it to the Service Provider.
16.3 The Service Provider is not liable for loss arising from a change applied in accordance with the Client's written authorisation, other than loss caused by the Service Provider's failure to perform with due care and skill.
16.4 Where the Statement of Work provides for the Client to execute changes itself using rule sets or instructions supplied by the Service Provider, the Client is responsible for that execution and the Service Provider's responsibility is limited to the correctness of the rule sets and instructions supplied.
17. Warranties and limitation of liability
17.1 Australian Consumer Law. Nothing in the Agreement excludes, restricts or modifies any guarantee, right or remedy conferred on the Client by the Competition and Consumer Act 2010 (Cth), including the Australian Consumer Law, which cannot lawfully be excluded, restricted or modified. Where the Australian Consumer Law applies and permits the Service Provider to limit its liability for a failure to comply with a consumer guarantee in respect of services, that liability is limited, at the Service Provider's election, to supplying the services again or paying the cost of having the services supplied again. All other clauses in the Agreement are read subject to this clause.
17.2 The Service Provider warrants that the Professional Services will be performed with due care and skill by appropriately qualified personnel.
17.3 The Deliverables comprise findings, assessments and recommendations. Decisions taken by the Client in reliance on them remain the Client's decisions, and the Service Provider is not liable for the commercial outcome of those decisions. This clause does not limit clause 17.2 or clause 17.1.
17.4 Limitation of liability. Except in the case of death or personal injury caused by the Service Provider's negligence, and subject to clause 17.1, the liability of the Service Provider under or in connection with the Agreement, whether arising in contract, tort, negligence, breach of statutory duty or otherwise, must not exceed the Fees paid by the Client to the Service Provider under the Order to which the liability relates.
17.5 Neither party is liable to the other for any indirect or consequential loss, or for loss of profit, revenue, anticipated savings, goodwill or business opportunity, however arising. This clause does not limit the Client's obligation to pay Fees, or either party's liability for breach of confidentiality or for a party's own fraud or wilful misconduct.
17.6 The Client indemnifies the Service Provider against Claims arising from the Client's breach of clause 11.2 (entitlement to provide Client Data) or clause 14.4 (restricted use of Service Provider Materials).
18. Suspension and termination
18.1 The Service Provider may, by notice in writing, terminate the Agreement with immediate effect where:
a. the Client fails to pay any Fees when due and does not remedy that failure within 10 Business Days of written notice; b. the Client commits a material breach and does not remedy it within 20 Business Days of written notice; or c. an Insolvency Event occurs in relation to the Client.
18.2 The Client may terminate the Agreement by giving 14 days' written notice if the Service Provider commits a material breach and fails to remedy it within 30 days of receipt of written notice requiring it to do so.
18.3 The Client may terminate an Order for Professional Services for convenience on 20 Business Days' written notice. The Service Provider may not terminate an Order for Professional Services for convenience once the Professional Services have commenced, and may terminate only under clause 18.1.
18.4 Where an Order is terminated before completion for any reason other than the Service Provider's material breach:
a. the Client must pay for all Professional Services performed and all Milestones accepted up to the date of termination, and a proportionate amount for any Milestone in progress reflecting the work performed; b. the Client must pay the Service Provider's reasonable committed third party costs incurred and not recoverable; and c. the Service Provider will deliver work in progress in its then-current state, and Intellectual Property Rights in that work in progress vest in the Client under clause 14.1 on payment.
18.5 Where an Order is terminated as a result of the Service Provider's material breach, the Client is liable only for Milestones accepted before termination, and the Service Provider will refund any Fees paid in advance for Professional Services not performed.
18.6 Termination of the Agreement for any reason does not affect the accrued rights of the parties, and is without prejudice to the rights of the terminating party to seek damages for any breach by the other party.
18.7 On termination or completion, clause 13.5 applies to Client Data, and clauses 12, 14, 15.2 and 17 survive.
19. Dispute resolution
19.1 If a dispute arises in connection with the Agreement, a party may give the other party notice specifying the dispute and requiring its resolution under this clause (Notice of Dispute).
19.2 If the dispute is not resolved within 14 days after the Notice of Dispute is given, the parties must refer the matter to mediation. The mediation must be conducted in Perth, Western Australia. The Resolution Institute Mediation Rules (as at the date of the Order) apply as amended by this clause, except where they conflict with this clause, in which case this clause prevails.
19.3 If the parties cannot agree upon the mediator and the mediator's remuneration within 5 Business Days after referral to mediation, the Resolution Institute (Principal Appointer) or its nominee, acting on the request of any party, will appoint a mediator and determine the rate.
19.4 The mediator's remuneration is borne by the parties in equal shares. Each party must pay its own costs of the mediation.
19.5 If the dispute is not resolved within 10 Business Days after the appointment of the mediator, a party may commence court proceedings in relation to the dispute.
19.6 Nothing in this clause prevents a party from, at any time, commencing court proceedings where that party seeks urgent interlocutory relief or solely payment of liquidated damages.
19.7 This clause applies even where the Agreement is otherwise void or voidable.
20. Notices
20.1 Notices to the Service Provider are duly given if sent by regular post or email to:
Crysp Intelligence Pty Ltd Level 13, 109 St Georges Terrace, Perth WA 6000 contracts@crysp.com.au
or such other person or address as the Service Provider may nominate in writing.
20.2 Notices to the Client are duly given if sent by regular post or email to the address and email specified in the Order, or such other person or address as the Client may nominate in writing.
20.3 A notice, demand, consent or authority is deemed given or made:
a. if by post, on the second Business Day following the date of posting; or b. if by email, upon successful transmission.
20.4 A notice, demand, consent or authority may be signed by a director, secretary or authorised officer of the party giving it, or by a solicitor or other agent of that party.
21. Assignment and succession
21.1 The Client must not assign, transfer or otherwise dispose of any of its rights, title or interest under the Agreement without first obtaining the written consent of the Service Provider, which consent must not be unreasonably withheld.
21.2 The Service Provider may assign all or any of its rights or obligations under the Agreement, provided the assignee assumes the Service Provider's obligations.
21.3 For the purposes of this clause, a Change in Control is a deemed assignment.
22. General
22.1 Relationship of parties. Nothing in the Agreement constitutes the parties as partners, or creates the relationship of employer and employee or principal and agent. Neither party has authority, express or implied, to act as agent of the other for any purpose.
22.2 No waiver. No failure, delay, relaxation or indulgence by a party in exercising any power or right conferred by the Agreement operates as a waiver of that power or right, nor does any single or partial exercise of it preclude any other or future exercise of that or any other power or right.
22.3 Entire agreement. The Agreement constitutes the entire agreement between the parties in relation to its subject matter. No provision may be amended, modified or supplemented except by a written instrument executed by the parties, or in accordance with clause 23. The parties acknowledge that in entering into the Agreement they have not relied on any promise, representation, warranty or undertaking other than those expressly contained in it. This clause does not exclude liability for fraud or for misleading or deceptive conduct.
22.4 Severability. If any provision of the Agreement is held by a court to be unlawful, invalid, unenforceable or in conflict with any rule of law, statute, ordinance or regulation, the validity and enforceability of the remaining provisions is not affected.
22.5 Trustees. If a party (Trustee) enters into the Agreement in the capacity of trustee of any trust (Trust) under any trust deed, deed of settlement or other instrument (Trust Deed), and whether or not the other party has notice of the Trust, the Trustee:
a. enters into the Agreement as trustee of the Trust as well as personally; and b. represents and warrants that: i. it has power under the Trust Deed and, in the case of a corporation, under its constitution, to enter into and execute the Agreement and to perform its obligations as trustee; ii. all necessary resolutions have been passed as required by the Trust Deed and, in the case of a corporation, by its constitution, to make the Agreement fully binding on the Trustee; iii. execution of the Agreement is for the benefit of the Trust; iv. the Trustee is not in default under the Trust Deed; v. there is no, and the Trustee will not do anything creating any, restriction or limitation on the Trustee's right to be indemnified out of the assets of the Trust; and vi. there is no material fact or circumstance relating to the assets, matters or affairs of the Trust that might, if disclosed, be expected to affect the other party's decision, acting reasonably, to enter into the Agreement.
22.6 Further assurances. Each party must do, sign and execute all deeds, acts, documents and things reasonably required by the other to carry out and give effect to the terms and intentions of the Agreement.
22.7 Counterparts and electronic signatures.
a. The Agreement may consist of a number of counterparts which, taken together, constitute one and the same instrument. A copy of a counterpart sent by email as a PDF must be treated as an original counterpart, is sufficient evidence of execution of the original, and may be produced in evidence for all purposes in place of the original. b. Counterparts may be executed and delivered by electronic signature or an electronic signing system, and the receiving party may rely on receipt of a counterpart so executed and delivered as valid, enforceable and admissible. c. Where an Order is accepted online, acceptance by the Client clicking or selecting a control indicating acceptance constitutes execution of the Agreement by the Client for all purposes, including for the Electronic Transactions Act 1999 (Cth) and its State equivalents.
22.8 Governing law. The Agreement is governed by and must be construed in accordance with the laws of Western Australia. Each party irrevocably and unconditionally submits to the non-exclusive jurisdiction of the courts of Western Australia and all courts which have jurisdiction to hear appeals from those courts, and waives any right to object to proceedings being brought in those courts.
23. Changes to these terms
23.1 The Service Provider may amend these terms from time to time by publishing an amended version at https://cryspiq.com/docs/legals/services/.
23.2 An amendment does not apply to any Order accepted before the amendment's effective date. Each Order is governed by the version of these terms in force when that Order was accepted, and an engagement in progress is never affected by a later version.
Version history
| Version | Effective | Summary of changes |
|---|---|---|
| 1.0 | 19 September 2026 | First published version. General machinery derived from the Crysp Intelligence Supply Agreement (2024); services provisions new. |
Acceptance record
Where these terms are accepted online, Crysp Intelligence records the accepting person, organisation, version accepted, and date and time of acceptance, and will provide that record to the Client on request. A PDF of the version accepted is attached to the Order confirmation.
Related terms: CryspIQ® Software Licence Terms