Welcome to Circle. We’re glad you’re here, and we hope you enjoy everything we have to offer.
Please read these Terms carefully because they are a part of the agreement between You and Circle Solutions Group Pty Ltd (ACN 650 687 531) (“Circle” or “We”).
Circle Solutions: Terms and Conditions
Circle Solutions Group Pty Ltd (ABN 34 650 687 531) standard Terms and Conditions for supply of CircleScan applications and any related equipment and services. These Terms and Conditions will apply notwithstanding any provisions to the contrary which may appear on any document or order form issued by any Customer.
For the purpose of these terms and conditions, the following definitions apply:
- “Customer”: you“Circle Solutions”; “Circle”: us
- “CircleScan”; “Circle”; “System(s)”; and/or “Kiosk(s)”: any and all associated hardware, software and accessories provided by Circle Solutions to the Customer under these terms and conditions.
Please note that no orders will be accepted, and no work will be undertaken without the following:
- The signed Circle Proposal;
- The signed Customer Sale and Service Agreement; and
- A non-refundable deposit of 60% of total amount of the order (including GST).
Payment is not considered as received until all funds have cleared. Property of the units shall remain with Circle Solutions until all the Customer’s outstanding accounts have been paid in full.
- Production and Delivery
Commencing from the date of acceptance of order and receipt of deposit, please allow a minimum of 3 weeks before delivery or installation (or start of phased delivery for large orders). Additional development and production time may be necessary for custom CircleScan specifications.
- Prolongation and Termination
Circle Solutions agrees to deliver the CircleScan System(s) in accordance with the agreed project plan schedule. If the project is:
- Cancelled or delayed at the customer’s request, or,
- Delayed by changes in customer specification requirements, or,
- Delayed by late or non-payment by Customer then Circle Solutions will hold the customer liable for any costs incurred due to the delay or cancellation, including maintaining the project resources, additional financing costs, components in store (or an irreversible order), recovery of amortised expenses, unit storage costs and other additional overheads incurred.
- Modifications and Termination
Circle Solutions reserves the right to modify our software at any time, with or without notice to you. For example, we may add or remove functionality or features, and we may suspend or stop a particular feature altogether. We also reserve the right to charge a fee for any of our features at any time. If you don’t like any changes, you can stop using our software at any time.
Should for any reason the customer defaults on all or part of the monies owed in connection with their agreement, Circle Solutions reserves the right to any or all of the following actions:
- Charge an appropriate penalty rate (in line with current bank interest rates) for the outstanding amount.
- Seek legal recovery of monies owed including additional expenses incurred because of this action.
- Apply for action to recover goods and intellectual property deemed the property of Circle Solutions.
- Terms of Business
These Terms and Conditions take precedence over any other terms contained in any other documentation unless specifically agreed in writing by Circle Solutions.
- Rental Terms (in addition to all other terms)
Circle offers the use of the equipment listed within the Customer Sale & Service Agreement, on the understanding that the said equipment will remain the property of Circle Solutions for the duration of the agreed rental period.
The Customer will be responsible for any damage or loss of equipment through fire, theft, or any other means while in possession of the equipment during the rental period. Replacement of equipment due to loss or damage will be payable by the Customer equal to the current recommended retail price of the equipment at the time of the claim.
The Customer agrees to notify Circle of any changes in the business or changes to the management of the above-named Customer venue during the rental period.
- Knowledge Base
Please note that if you register for our Knowledge Base, the personal information (such as name, company information, etc.) that may be collected during the course of registering for Knowledge Base, logging into the Knowledge Base portal, may be used or shared with our group companies or our agents for the purpose of improving quality of our services. If you request information about or access those partners’ products or services, you agree to have your personal information shared with Circle Solutions partners for marketing purposes.
Your first name and last name may be displayed on your Knowledge Base account, which is visible to other members of the Knowledge Base Community. Your account is for your use only and cannot be shared or used by anyone else. You are solely responsible for maintaining the confidentiality of your username and password and are entirely responsible for any and all activities under your log in. You agree to notify Circle immediately of any unauthorised use or any other breach of security involving your username and password or account. Circle or partners will not be liable for any loss incurred as a result of an unauthorised use of a username/password or account.
You acknowledge and agree that the Knowledge Base Community and other similar forums are shared spaces and that your participation in such communities creates no expectation of privacy. Further, you acknowledge that any Content you communicate in a community may be seen and used by others. You understand that our staff, outside contributors, or other users connected with us may participate in communities or other aspects of the Sites and may employ anonymous usernames when doing so. IF YOU CHOOSE TO MAKE ANY OF YOUR PERSONAL INFORMATION OR OTHER CONTENT PUBLICLY AVAILABLE IN A COMMUNITY OR OTHERWISE ON OR THROUGH THE SITES, YOU DO SO AT YOUR OWN RISK.
- Data Security
Circle Solutions provides software and associated hardware and accessories for the collection of data by You.
You are responsible for the security of any data collected and for compliance with any relevant law with respect to data collection, security and data breach notification as may be required by the Privacy Act 1988 (Cth).
- Disclaimer of Liability and Release
Circle Solutions shall have no liability for any claim made by You or by a Third Party arising out of:
- Use of other than the then current unaltered version of Circle Solutions’ CircleScan, Systems and/or Kiosks; or
- Use of any third-party software or accessories; or
- Any compromise of data collected by you using Circle Solutions’ CircleScan, Systems and/or Kiosks.
You release and indemnify Circle Solutions from all liability for any claim or demand made or action commenced by any person against you or for which you are liable in connection with any loss or damage suffered in connection with the subject matter of this clause, including but not limited to any legal costs as between solicitor and client incurred by Circle Solutions or for which Circle Solutions is liable.
- Any representation, warranty, condition or undertaking that would be implied into these Terms and Conditions by legislation, common law or otherwise is excluded to the maximum extent permitted by law. Nothing in these Terms and Conditions excludes, restricts or modifies any condition, warranty, right or remedy conferred on a party by the Competition and Consumer Act 2010 or any other applicable Australian law that cannot be excluded, restricted or modified by agreement.
- Circle Solutions makes no warranty or representation as to the fitness for purpose of the software or hardware provided to the Customer.
- If there is any error or omission in the quotation contract, the Circle Solutions reserves the right to amend the quotation contract price. This clause applies even if the quotation contract has been accepted by the Customer.
- Notwithstanding delivery and/or installation of hardware and accessories, title in any hardware and accessories supplied and/or installed will remain with Circle Solutions until the Customer has paid and discharged any and all indebtedness to the Circle Solutions on any account whatsoever including all applicable sales taxes and other taxes, levies and duties. Any payment made by or on behalf of a Customer that is later avoided by the application of any legislation will be deemed not to discharge the Customer’s indebtedness and in such an event the parties are to be restored to rights each respectively would have had if the payment had not been made.
- The risk in any hardware and accessories supplied and/or installed will pass to the Customer upon delivery (actual or constructive) to the Customer.
- Circle Solutions will not be responsible to the Customer for any indirect or consequential loss or any loss to the Customer for delay or failure to supply where such failure or delay is wholly or partly due to any cause or circumstance outside of the control of Circle Solutions.
- The Customer hereby irrevocably grants to Circle Solutions it’s agents and servants an unrestricted licence, without notice, to enter premises occupied by the customer to identify and remove any of the products the property of the Company or which the Circle Solutions has a Security Interest in, in accordance with these Terms and Conditions of Quotation and Sale without in any way being liable to the customer or any person claiming through the customer. The Circle Solutions will have the right to sell or dispose of any such products removed or otherwise in its sole discretion and will not be liable for any loss occasioned thereby.
- The Customer is responsible for all insurance including public liability and property and goods at the venue.
- Circle Solutions goods and services come with guarantees that cannot be excluded under the Australian Consumer Law. You are entitled to a replacement or refund for a major failure and compensation for any other reasonably foreseeable loss or damage. You are also entitled to have the goods repaired or replaced if the goods fail to be of acceptable quality and the failure does not amount to a major failure. The term “major failure” has a defined meaning under the Australian Consumer Law.
- To the extent that any liability of Circle Solutions under the Australian Consumer Law cannot be excluded, Circle Solutions’ liability is limited to either the supply of the services by Circle Solutions under these provisions again or the payment of the cost of having another person provide again to the Customer similar services as the services supplied by Circle Solutions.
- As security for payment, the Customer (and where applicable each Guarantor) agrees to grant Circle Solutions a Security Interest (as defined in the Personal Property Securities Act 2009 (Cth) (PPSA) in the outstanding payments and all after acquired property and an irrevocable right register this interest against it or its property (as the case may be) on the Personal Property Securities Register established under Chapter 5 of the PPSA (Register) including (without limitation) where applicable, as a purchase money security interest. The Customer grants Circle Solutions an irrevocable right to search the Register from time to time in relation to it or its property. The Customer agrees for the purposes of the PPSA and to the extent permitted by law, Sections 95, 121(4), 128, 129, 130, 132(3)(d), 132(4), 135 and 143 of the PPSA have no application to these arrangements and Circle Solutions is not required to give notice under section 135 of the PPSA. If Circle Solutions receives any notice in relation to the Customer under section 64 of the PPSA, all outstanding payments will become immediately due and payable. The Customer agrees to pass such resolutions, execute and sign any documents or forms, as required from time to time to formalise, affirm or perfect the said Security Interest.
- Additional Details
We may modify these Terms and Conditions at any time. By continuing to use or log in to CircleScan, CircleScan Admin or Circle Reports, after these Terms and Conditions have changed, you indicate your agreement to the revised Terms and Conditions. If you do not agree to the changes, you should stop using or logging in to CircleScan, CircleScan Administration or Circle Reports.
These terms were last updated 20 March 2023.