The terms that govern your use of the RTOFlow platform.
Version 4.0 - 27 March 2026
These Standard SaaS Terms form part of a separate commercial agreement, order form, strategic agreement, service order or other binding arrangement between the Licensor and the Customer. If there is any inconsistency between the Commercial Agreement and these Terms, the Commercial Agreement prevails to the extent of the inconsistency.
In these Standard SaaS Terms, unless the context otherwise requires:
| Defined term | Meaning |
|---|---|
| Background IP | all intellectual property rights owned, controlled or licensed by the Licensor independently of the Commercial Agreement, including the Platform, source code, architecture, algorithms, workflows, prompt systems, AI model integrations, routing logic, template engines, quality assurance logic, branding, documentation frameworks, reusable structural outputs, evaluation models, and the full codebase of any version of the Platform. |
| Business Day | a day other than a Saturday, Sunday or public holiday in Brisbane, Queensland. |
| Claim | any claim, demand, action, proceeding, investigation, judgment, award, damage, loss, cost, expense, liability, penalty, fine or regulatory action, however arising, whether in contract, tort (including negligence), equity, under statute or otherwise. |
| Commercial Agreement | the separate commercial agreement, order form, service order, strategic agreement or other binding commercial arrangement between the Licensor and the Customer that incorporates these Terms. |
| Confidential Information | any information that is non-public, commercially sensitive or reasonably understood to be confidential, including pricing, methodologies, platform design, software methods, model configurations, training data insights, client data, commercial terms, and information expressly identified as confidential. |
| Customer | the party entering into the Commercial Agreement with the Licensor for access to and use of the Platform, including its authorised Users. |
| Customer Data | the Input Data and any Customer-Specific Generated Content, together with any other data, files, prompts, records or information submitted to or stored in the Platform by or on behalf of the Customer. |
| Customer-Specific Generated Content | Generated Content produced through the Platform specifically for the Customer using the Customer's Inputs, configuration choices or instructions, but does not include the Platform, source code, templates, prompts, workflow logic, model configurations, reusable structures, system architecture or other Background IP of the Licensor. |
| Generated Content | training and assessment resources, learning materials, assessment tools, reports and related content produced using the Platform by authorised Users. |
| Input Data | data entered into, uploaded to or otherwise provided to the Platform by or on behalf of the Customer or its Users, including unit details, learner information, configuration settings, prompts, instructions and other customer-provided information. |
| Insolvency Event | a party is insolvent, ceases to carry on business, is under administration, liquidation, provisional liquidation, receivership or other external administration, enters into an arrangement with creditors, or is otherwise unable to pay its debts as and when they fall due. |
| Licensor | the party identified as licensor in the Commercial Agreement and, if no separate legal entity is identified there, means Rene Seib, ABN 61 451 007 505, founder of RTOFlow, as creator and owner of the Platform and the underlying intellectual property. |
| Loss | any loss, damage, liability, cost or expense, including reasonable legal and professional costs. |
| OCR Credit | one page of document processing through the Platform’s optical character recognition function, consumed when an uploaded document is processed to extract structured content for use in a generation workflow. OCR Credits are tracked separately from Run Credits. |
| Personal Information | has the meaning given in the Privacy Act. |
| Platform | the RTOFlow software system including all features, components, workflows, AI integrations, user interfaces, prompt systems, quality logic, configurations and related infrastructure, as developed, licensed and maintained by the Licensor. |
| Privacy Act | the Privacy Act 1988 (Cth). |
| Privacy Policy | the Licensor’s then current privacy policy, as updated from time to time in accordance with applicable law. |
| Run Credit | one generation event for one unit of competency within the Platform, including any regeneration, rerun or revision of the same unit. Each generation event consumes one Run Credit regardless of whether it is the first generation or a subsequent rerun, and regardless of the output type produced. If a generation run fails or is cancelled before completion, reserved Run Credits are returned to the Customer’s balance automatically. Run Credits do not expire during the Term except as expressly stated in the Commercial Agreement. |
| Security Incident | any actual unauthorised access to, unauthorised disclosure of, loss of, or material compromise of Customer Data in the Licensor’s possession or control, or any other incident reasonably likely to materially affect the confidentiality, integrity or availability of Customer Data. |
| Support Schedule | any separate support schedule or service level schedule agreed in writing between the parties. |
| Term | the duration of the Commercial Agreement, including any renewal or extension. |
| Users | the Customer’s employees and individual contractors authorised by the Customer to access the Platform under the Commercial Agreement. |
2.1 Subject to the Commercial Agreement and these Terms, the Licensor grants the Customer a limited, non-exclusive, non-transferable, non-sublicensable licence during the Term to access and use the Platform for the Customer’s internal business operations and other permitted purposes expressly stated in the Commercial Agreement.
2.2 The Customer may authorise multiple Users to access the Platform, subject to any seat limits, usage limits or other restrictions stated in the Commercial Agreement. Each User must have individual login credentials. The Customer is responsible for all acts, omissions and use of the Platform by its Users as if they were acts, omissions and use of the Customer, and must ensure that all Users comply with these Terms.
2.3 The Platform is a cloud-based software system designed to assist the Customer to generate training and assessment resources and related material using automated workflows and artificial intelligence.
2.4 Access to the Platform requires: (a) a stable internet connection; (b) a modern supported web browser; (c) systems and devices reasonably capable of accessing a web application; and (d) compliance with these Terms and the Commercial Agreement.
2.5 The Customer is responsible for maintaining the confidentiality of User credentials, for promptly disabling access for personnel who no longer require it, and for implementing reasonable internal access controls appropriate to the Customer’s environment.
2.6 The Licensor may update, modify, patch, enhance, suspend or replace features of the Platform from time to time where reasonably necessary for maintenance, security, legal compliance, service integrity, third-party provider changes or product improvement, provided that during a current paid term the Licensor will not materially reduce the Customer’s paid-for core functionality without reasonable prior notice unless immediate action is reasonably required for security, legal compliance or urgent operational protection. If a material reduction is not required for those reasons and materially adversely affects the Customer’s paid-for use during the current term, the Customer may terminate the affected Commercial Agreement on written notice before the change takes effect.
3.1 The Customer and all Users must comply with this clause and any written acceptable use policy notified by the Licensor from time to time, but only to the extent reasonably necessary for security, legal compliance, abuse prevention, service integrity or operational protection. The Licensor will give the Customer reasonable prior notice of any material change to such a policy, except where immediate changes are reasonably required for security, legal compliance, abuse prevention or urgent operational protection. No such policy change will materially reduce the Customer’s paid-for rights during a current term unless the Customer may terminate the affected Commercial Agreement on written notice before the change takes effect.
3.2 The Customer must not, and must ensure its Users do not:
3.3 The Licensor may suspend access for any User or for the Customer if this clause is breached, with prior notice where practicable. Suspension may remain in effect until the relevant issue has been remedied to the Licensor’s reasonable satisfaction.
3.4 The Customer must use the Platform in a manner consistent with the Commercial Agreement, normal business use and any documented usage limits notified by the Licensor. The Licensor may implement reasonable fair-use monitoring on generation activity to detect anomalous or excessive patterns. If use materially exceeds the inclusions expressly stated in the Commercial Agreement, the Licensor may address the matter in accordance with clause 3.5.
3.5 If the Customer’s usage materially exceeds the capacity, inclusions or usage assumptions expressly stated in the Commercial Agreement, the Licensor may propose a revised commercial arrangement supported by reasonable usage information. The Customer is not required to accept that revised arrangement. If the parties do not agree within 30 days after the proposal, either party may terminate the affected Commercial Agreement on 30 days written notice, without affecting accrued rights and payment obligations.
4.1 All fees and charges are specified in the Commercial Agreement. These Terms do not contain specific pricing unless the Commercial Agreement expressly incorporates a schedule setting pricing out.
4.2 Unless expressly stated otherwise, all amounts payable under the Commercial Agreement are exclusive of GST. If GST is payable on a taxable supply made under or in connection with the Commercial Agreement, the recipient must pay the supplier an additional amount equal to the GST payable, subject to receipt of a valid tax invoice.
4.3 The Licensor will invoice the Customer according to the payment schedule stated in the Commercial Agreement. Unless the Commercial Agreement states otherwise, payment terms are 14 days from the date of invoice.
4.4 If the Customer fails to pay any undisputed invoice by the due date, the Customer must pay interest on the overdue amount at the rate of 8% per annum, or the maximum rate permitted by law if lower, calculated daily from the due date until payment in full.
4.5 If the Customer fails to pay any undisputed amount by the due date, the Licensor may apply the following staged payment failure process, subject to prior written notice for each stage: (a) automated payment retry attempts over a 7-day period; (b) if payment remains outstanding after the 7-day period and the subscription enters past_due status, new Run Credit consumption (generation) may be restricted while existing approved content remains accessible; (c) if the subscription is not remedied and moves to a cancelled or suspended status, all platform access may be suspended until the outstanding undisputed amount and any applicable interest are paid in full.
4.6 The Customer should notify the Licensor of any genuine billing dispute within 14 days after receiving an invoice, or within any longer period required by the Commercial Agreement. The parties will work in good faith to resolve any genuine billing dispute promptly. The Customer must still pay any undisputed portion of an invoice by the due date.
4.7 Platform usage records, generation logs, account activity logs and similar system records maintained by the Licensor are prima facie evidence for billing and service administration purposes. If the Customer raises a genuine billing dispute, the Customer may reasonably request supporting usage information and the Licensor will provide reasonable supporting data to the extent available and legally permitted.
4.8 The Customer must pay amounts due under the Commercial Agreement without set-off, counterclaim or deduction, except to the extent required by law or to the extent an amount is the subject of a genuine billing dispute raised in accordance with clause 4.6.
5.1 The Licensor will use commercially reasonable efforts to maintain Platform availability during the Term.
5.2 Unless a separate Support Schedule states otherwise, the Licensor will provide reasonable technical support to the Customer via email during standard Australian Eastern business hours, Monday to Friday, excluding public holidays.
5.3 Scheduled maintenance will be performed outside standard Australian Eastern business hours where practicable, with reasonable prior notice to the Customer.
5.4 The Licensor will use commercially reasonable efforts to resolve material unscheduled downtime promptly. In the event of unscheduled downtime exceeding 48 consecutive hours (excluding Force Majeure events), the Customer may request a pro-rata fee credit for the affected period, which the Licensor will consider in good faith and apply where it is reasonable to do so.
5.5 Formal response times, escalation paths, support tiers and service level commitments may be agreed in a separate Support Schedule if required by the Commercial Agreement.
6.1 The Customer retains ownership of all Customer Data. The Customer grants the Licensor a limited, non-exclusive licence to access, use and process Customer Data to the extent reasonably necessary to host, operate, maintain, back up, troubleshoot, quality-assure, secure and improve the Platform. This licence does not permit the Licensor to use Customer Data for any purpose unrelated to the provision of the Platform or these Terms, or to disclose Customer Data to any third party except as permitted by these Terms, the Commercial Agreement or as required by law.
6.2 The Licensor will implement and maintain reasonable technical and organisational security measures to protect Customer Data against unauthorised access, loss, corruption or destruction, including encrypted data transmission (TLS in transit) and secure data storage. The Licensor will review and update those measures from time to time as reasonably appropriate to address emerging threats and changes in good-practice standards.
6.3 The Customer must ensure that all Input Data submitted to the Platform complies with applicable laws and does not infringe any third-party rights. The Customer is responsible for the accuracy, legality and fitness of the Input Data for the Customer’s intended purposes.
6.4 Each party must comply with the Privacy Act and any applicable Australian Privacy Principles to the extent they apply to Personal Information handled under the Commercial Agreement and these Terms. The Licensor will handle Personal Information in accordance with applicable law, the Privacy Policy and any applicable data processing schedule or customer-specific privacy terms.
6.5 The Customer authorises the Licensor to use subprocessors, hosting providers, infrastructure providers, analytics tools, support providers and AI model providers reasonably required to deliver the Platform, provided the Licensor remains responsible for managing those providers to the extent required by law and by these Terms. Where Customer Data is disclosed or made accessible outside Australia, the Licensor will take reasonable steps to ensure the recipient is subject to confidentiality and data protection obligations substantially consistent with the protections in these Terms. Details or categories of current subprocessors and likely overseas processing locations will be made available in the Licensor’s Privacy Policy, any data processing schedule, or on reasonable request.
6.6 The Licensor will notify the Customer without undue delay, and where practicable within 72 hours after becoming aware of a Security Incident, and will provide reasonable cooperation, information and assistance to enable the Customer to assess the incident, respond to affected individuals, deal with regulator enquiries and comply with applicable law.
6.7 The Customer is responsible for providing any notices and obtaining any consents or other lawful bases required from its personnel, learners or other individuals whose Personal Information is uploaded to or processed through the Platform, unless the Commercial Agreement expressly provides otherwise.
6.8 The Licensor may retain secure backup copies of Customer Data for up to 90 days after deletion from active systems. The Licensor may retain such backup copies for a longer period only where and for so long as reasonably necessary to comply with law, legitimate archival processes, disaster recovery procedures or legal hold obligations, after which the Licensor will securely destroy or de-identify the retained data unless further retention is required by law.
6.9 On termination of the Commercial Agreement, the Licensor will, at the Customer’s election: (a) provide the Customer with a copy of Customer Data in a standard, machine-readable format within 30 days; or (b) securely destroy such data and provide written confirmation, in each case subject to clause 6.8 and any legal retention requirement.
6.10 The Licensor will not use Customer Input Data or Customer-Specific Generated Content for marketing disclosures or publication to third parties except with the Customer’s consent or as required by law.
6.11 Each party must keep the other party’s Confidential Information confidential and must not disclose, copy or use that Confidential Information except as permitted by these Terms, the Commercial Agreement or with the other party’s prior written consent.
6.12 Each party may use the other party’s Confidential Information only to the extent reasonably necessary to exercise its rights or perform its obligations under these Terms or the Commercial Agreement.
6.13 A party may disclose Confidential Information to its employees, officers, professional advisers, auditors, insurers, financing parties and approved subcontractors or subprocessors who need to know that information for the purposes of these Terms or the Commercial Agreement, provided they are bound by confidentiality obligations no less protective than those in these Terms. A party may also disclose Confidential Information where required by law, regulation, court order or regulator request, provided it gives prior notice to the other party where legally permitted and reasonably practicable.
7.1 The Licensor owns all intellectual property rights in the Platform, including all source code, object code, architecture, algorithms, workflows, AI model integrations, prompt systems, templates, user interface design, documentation, reusable structural outputs, evaluation models and all improvements, modifications, derivative works and updates.
7.2 The Customer owns all intellectual property in its Input Data. No right, title or interest in or to the Platform or any Background IP is transferred to the Customer.
7.3 Unless the Commercial Agreement expressly allows otherwise, the Customer must not:
7.4 Any feedback, suggestions, test results or ideas provided by the Customer or its Users regarding the Platform may be incorporated by the Licensor without payment or further approval, and any resulting improvements remain the sole property of the Licensor.
7.5 Except for the limited rights expressly granted in these Terms and the Commercial Agreement, no licence or other right is granted by implication, estoppel or otherwise.
8.1 The Platform and all Background IP remain the sole property of the Licensor.
8.2 Subject to payment in full of the applicable fees under the Commercial Agreement, Customer-Specific Generated Content vests in the Customer upon payment. Title to Customer-Specific Generated Content, including copyright, transfers to and vests in the Customer only once the applicable fees have been paid in full. Until payment, the Licensor retains title.
8.3 The Customer owns the copyright in its Customer-Specific Generated Content and may use, reproduce, adapt and distribute it for the Customer’s own internal operations and other permitted purposes stated in the Commercial Agreement.
8.4 The Customer’s ownership of Customer-Specific Generated Content does not include any ownership of or rights in:
8.5 Unless the Commercial Agreement expressly allows otherwise, the Customer must not:
8.6 Any feedback, suggestions, test results or ideas provided by the Customer or its Users regarding the Platform may be incorporated by the Licensor without payment or further approval, and any resulting improvements remain the sole property of the Licensor.
8.7 Except for the limited rights expressly granted in these Terms and the Commercial Agreement, no licence or other right is granted by implication, estoppel or otherwise.
9.1 The Licensor warrants that the Platform will be provided with reasonable skill and care and will perform substantially in accordance with any written specifications expressly provided to the Customer in the Commercial Agreement or agreed documentation.
9.2 The Licensor warrants that, to the best of the Licensor’s knowledge, the Platform as supplied by the Licensor does not infringe the intellectual property rights of any third party.
9.3 Except as expressly stated in these Terms and the Commercial Agreement, and to the maximum extent permitted by law, the Licensor excludes all other representations, warranties, guarantees and conditions, whether express, implied, statutory or otherwise, including implied warranties or guarantees of merchantability, fitness for a particular purpose, non-infringement, accuracy, completeness, reliability and currency.
9.4 The Licensor does not warrant that the Platform will be uninterrupted, error-free, entirely secure or free from all bugs. The operation of the Platform may be affected by internet conditions, third-party AI model provider performance, infrastructure provider availability and other factors outside the Licensor’s reasonable control.
9.5 Nothing in these Terms excludes, restricts or modifies any statutory consumer guarantee or other right under the Australian Consumer Law or any other law to the extent that it cannot lawfully be excluded, restricted or modified.
9.6 The Customer acknowledges that the Platform uses artificial intelligence, automated workflows and third-party model providers to generate content. Generated Content may contain errors, omissions, outdated references, incorrect contextualisation, inaccurate information, structural inconsistencies or content that does not accurately reflect current training package requirements, industry standards, legislation or workplace conditions. Generated Content is AI-assisted draft material only and is not a substitute for qualified human review, subject matter expertise, instructional design, technical verification or professional judgment.
9.7 The Customer acknowledges and agrees that the Platform is a decision-support and content-generation tool and is not a substitute for qualified human judgment, subject matter expertise, instructional design, technical verification or professional judgment.
9.8 The Customer must not rely on the Platform or any Generated Content as the sole basis for any activity where an error, omission, outdated reference, incorrect contextualisation or inaccurate instruction could directly or indirectly cause or contribute to: (a) personal injury, illness or death; (b) property damage; (c) unsafe work practices or workplace health and safety breaches; (d) regulatory, audit or compliance failures; or (e) any other material adverse outcome. The Customer must ensure all Generated Content is independently reviewed, verified and approved by qualified personnel before operational use.
9.9 The Customer remains responsible for the final review, approval, adaptation and implementation of Generated Content, including confirmation of technical accuracy, industry contextualisation, alignment with current training package requirements, site-specific conditions, equipment specifications, legislation and applicable codes of practice. The Licensor accepts no liability for errors, omissions, harms, Claims, Losses or adverse outcomes arising from unverified use of Generated Content.
10.1 To the maximum extent permitted by law, neither party will be liable to the other for any indirect, incidental, special, exemplary, consequential or punitive loss, or for any loss of profits, revenue, data, anticipated savings, goodwill or business opportunity, arising from or in connection with these Terms or the Commercial Agreement, even if advised of the possibility of such loss.
10.2 Subject to clauses 10.3 and 10.4, the Licensor’s total aggregate liability arising out of or in connection with the Commercial Agreement and these Terms will not exceed the total fees actually paid by the Customer to the Licensor in the twelve (12) months immediately preceding the event giving rise to the liability.
10.3 Nothing in these Terms limits or excludes: (a) either party’s liability for fraud, wilful misconduct, or death or personal injury caused by negligence; (b) any liability that cannot lawfully be excluded or limited under the Australian Consumer Law or other applicable law; or (c) either party’s indemnity obligations under clause 11.
10.4 To the maximum extent permitted by law, and subject to clause 10.3, the Licensor is not liable to the extent that any loss, damage, claim, injury, death, cost or expense arises from or is increased by: (a) the Customer’s failure to independently review, verify and validate Generated Content before operational use as required by clause 9; (b) the Customer’s use of the Platform or Generated Content for safety-critical, compliance-critical, health-related, operational or other high-risk purposes without adequate independent human review and qualified professional oversight; or (c) Input Data or instructions provided by the Customer that are incomplete, inaccurate, unlawful or unsuitable for the Customer’s intended purpose.
10.5 Each party must take reasonable steps to mitigate any Loss it suffers or incurs in connection with the Commercial Agreement or these Terms.
11.1 The Licensor will defend, indemnify and hold harmless the Customer from and against any third-party Claim that the Platform (as provided by the Licensor and used in accordance with the Commercial Agreement and these Terms) infringes the intellectual property rights of a third party, provided that: (a) the Customer promptly notifies the Licensor of the Claim; (b) the Customer gives the Licensor sole control of the defence and settlement; and (c) the Customer provides reasonable assistance at the Licensor’s cost.
11.2 This indemnity does not apply to the extent a Claim arises from: (a) modifications made to the Platform or Generated Content by the Customer or at the Customer’s direction; (b) the Customer’s Input Data or materials; (c) use of the Platform outside the scope permitted by the Commercial Agreement; or (d) combination of the Platform with third-party products or services not provided by the Licensor.
11.3 If an intellectual property infringement Claim is made or the Licensor reasonably believes one may be made, the Licensor may at its option: (a) obtain a licence for the Customer’s continued use; (b) modify the Platform to be non-infringing; or (c) terminate the Commercial Agreement and refund any pre-paid unused fees.
11.4 The Customer will indemnify the Licensor against any Claim, Loss or damage arising from: (a) the Customer’s use of the Platform or Generated Content beyond the rights granted under the Commercial Agreement; (b) the Customer’s breach of the confidentiality provisions in these Terms; (c) any misrepresentation by the Customer regarding its ownership of or rights in the Customer’s Input Data; (d) the Customer’s failure to independently review, verify and approve Generated Content before use as required by clause 9; or (e) the Customer’s use of Generated Content for safety-critical, compliance-critical, health-related or other high-risk purposes without adequate independent review.
12.1 The Licensor may suspend the Customer’s access to the Platform if:
12.2 Where reasonably practicable, the Licensor will provide written notice of suspension and a reasonable opportunity to remedy the breach before suspending access. In cases of security risk or legal requirement, the Licensor may suspend immediately with notice given as soon as practicable.
12.3 Termination of the Commercial Agreement will occur according to the terms specified in the Commercial Agreement. On termination:
12.4 Either party may terminate the Commercial Agreement immediately by written notice if the other party suffers an Insolvency Event.
12.5 If the Licensor terminates the Commercial Agreement for Customer default, the Customer remains liable for all fees that would have been payable for the remainder of the then-current term, unless the Commercial Agreement provides otherwise.
12.6 If the Customer terminates the Commercial Agreement for Licensor default, the Licensor will refund any pre-paid unused fees on a pro-rata basis from the date of termination.
13.1 Neither party will be liable for any delay or failure to perform its obligations under the Commercial Agreement or these Terms to the extent caused by an event beyond its reasonable control, including natural disaster, pandemic, government action, war, terrorism, power outage, internet outage or failure of third-party services, including artificial intelligence model provider outages.
13.2 The affected party must: (a) promptly notify the other party of the relevant event; (b) take reasonable steps to mitigate its impact; and (c) resume performance as soon as reasonably practicable.
13.3 If a force majeure event continues for more than 60 consecutive days, either party may terminate the affected Commercial Agreement by written notice. Any accrued payment obligations arising before termination remain payable.
14.1 Amendment. No amendment to these Terms or the Commercial Agreement is valid unless made in writing and signed by or on behalf of both parties.
14.2 Customer assignment. The Customer may not assign, novate or transfer its rights or obligations under the Commercial Agreement or these Terms without the Licensor’s prior written consent.
14.3 Licensor assignment and change of control. The Licensor may assign or transfer the Commercial Agreement and these Terms to any entity controlled by the Licensor without the Customer’s consent, provided the transferee assumes all relevant obligations in writing. If the Licensor proposes to transfer to an unrelated third party, the Licensor must give the Customer reasonable prior written notice and the transferee must agree in writing to be bound by the relevant obligations before the transfer takes effect. The Customer’s consent to such a transfer is required but must not be unreasonably withheld where the transferee has the operational and financial capacity to perform and has assumed the relevant obligations in writing. Any transfer does not vary the Commercial Agreement unless separately amended in writing by both parties.
14.4 Waiver. Failure by either party to exercise a right or remedy does not constitute a waiver of that right or any other right.
14.5 Severability. If any provision of these Terms is invalid, illegal or unenforceable, it will be read down to the minimum extent necessary to make it valid and enforceable, and if that is not possible it will be severed, without affecting the validity or enforceability of the remaining provisions.
14.6 Entire agreement. The Commercial Agreement, these Terms and any schedules or documents expressly incorporated into them constitute the entire agreement between the parties regarding the provision and use of the Platform and supersede all prior discussions, understandings and agreements on that subject matter.
14.7 Notices. Any notice given under these Terms may be given using the notice details and notice method stated in the Commercial Agreement and, if the Commercial Agreement permits email notice, by email in accordance with that notice clause.
14.8 Relationship. Nothing in these Terms creates a partnership, joint venture, fiduciary relationship, employment relationship or agency between the parties.
14.9 Counterparts and electronic execution. The Commercial Agreement and any amendment to these Terms may be executed in counterparts and by electronic signature to the extent permitted by law. Each counterpart constitutes an original and all counterparts together constitute one instrument.
14.10 Governing law. These Terms and the Commercial Agreement are governed by the laws of Queensland, Australia. The parties submit to the non-exclusive jurisdiction of the courts of Queensland and courts competent to hear appeals from them.
This annexure records current operational settings supplied for this issue. Unless expressly stated otherwise, these settings are descriptive and operational targets rather than absolute service guarantees. The Commercial Agreement may vary them for a particular Customer.
| Role or control area | Current setting or position |
|---|---|
| User roles | Current role design may include Superadmin, Organisation Admin, Compliance Manager, Content Creator and Viewer, with additional or different roles as the Platform evolves. |
| Permission model | Current access control design may include base role permissions, feature-level overrides and organisation-level toggles. The Licensor may adjust these controls from time to time. |
| Session and account controls | Current operations may include session-based authentication, session versioning, credential invalidation and multi-provider OAuth. |
| Application and network protections | Current controls may include rate limiting, CSRF protection, security headers, logging, and content security policy settings. |
| Audit and integrity controls | Current operations may include superadmin audit logging, content history, soft deletion, terms acceptance tracking and multi-tenant isolation. |
| Setting | Current operational position |
|---|---|
| Backup layers | Current operations may include platform checkpoints, code repository backups, and S3 automated database and file backups. |
| Operational targets | Current internal targets may include an RPO of approximately 1 hour and an RTO of approximately 4 hours, subject to operational conditions. |
| Backup rotation | Current practices may include daily, weekly and monthly rotations, subject to operational requirements and capacity. |
| Primary backup region | Current operations may include Australian-hosted backup infrastructure in the AWS ap-southeast-2 (Sydney) region where used. |
| Category | Current or default setting |
|---|---|
| Active user and organisation data | Retained while the account remains active, then ordinarily for up to 90 days after termination or deletion, subject to clause 6.8. |
| Audit logs | May be retained on a rolling basis for approximately 24 months, subject to legal and regulatory requirements. |
| Billing and financial records | May be retained for up to 7 years where required or reasonably justified by taxation law, financial reporting obligations or regulatory requirements. |
| Backups | Retained in accordance with backup rotation policies and then aged out in the ordinary course. |
| Soft deletion and purge cycle | Deleted active records may remain in soft-delete state for approximately 30 days before hard deletion, unless longer retention is required by law or the Commercial Agreement. |
| Superseded approved content | May be archived with integrity checks, including checksum controls, and retained for as long as reasonably required. |
Annexure A - Interpretation: If there is any inconsistency between this annexure and the operative clauses of these Terms or the Commercial Agreement, the operative clauses prevail. The Licensor may change internal technical measures, providers, controls and operating procedures from time to time where reasonably required for security, legal compliance, service integrity, continuity, resilience, cost management or product improvement, provided any such change does not materially reduce the Customer’s core paid-for rights during the then current term except as permitted by the Commercial Agreement or applicable law.
For related information, please see:
For all commercial terms, fees, support levels, service-specific commitments and Customer details, refer to the separate Commercial Agreement signed by both parties.
For questions regarding these Standard SaaS Terms, please contact:
Rene Seib
ABN 61 451 007 505
Trading as RTOFlow