Hardware Product Terms

Parties

In these Hardware Product Terms (“ Terms”)

  1. “ Sensor Global”, “ we”, “ us” and “ our” mean Sensor Global Pty Ltd ACN 653 273 628, Sensor Pty Ltd ACN 642 017 767, Sensor Global (Wholesale) Pty Ltd ACN 658555036 any other entity trading under the ‘Sensor’ brand and the Related Bodies Corporate, Officers, employees, agents, and contractors of such entities.
  2. “ You” means the customer purchasing Products identified on an Order accepted by Sensor Global.

 

Each a “ Party”, and collectively, the “ Parties”.

Background

In placing an Order for Products, You give Your express agreement to the provisions of these Hardware Product Terms. If you do not agree to the provisions of these Hardware Product Terms, do not place an Order for Products.

If this is your first Order for Products, you will be required to be provided with an Account Number. If you have placed Orders for Products before, please quote Your Customer Account Number in the Order form.

The consideration You will receive by placing an Order is the value of the Products.

Sensor Global acknowledges that consideration Sensor Global will receive from receiving your Order is the price for the Products.

Terms and Conditions of Purchase
  1. 1. Electronic Formation of Contract:

1.1. These Terms may be formed electronically without the need for physical (wet) ink. You accept that Your completion of an Order for Products constitutes an offer, and Sensor Global’s acceptance of the Order constitutes acceptance of Your Order binding You to the provisions of these Terms for the valuable consideration described in the Order. Sensor Global may accept or reject any Order, or accept an Order in part.

1.2. Should Sensor Global require physical (wet) signature, You will accommodate such request and physically sign and email a scan of these Terms to Sensor Global.

 

  1. 2. Term:

2.1. These Terms shall come into effect upon the date of submission by You to Sensor Global of Your Order for Products.

2.2. These Terms continue in force indefinitely, until the date on which Your Customer Account is terminated by Sensor Global, which may occur as a result of a determination made by Sensor Global in its discretion.

  1. 3. Your Account:

3.1. All Orders will be placed by You via your Account with Sensor Global. You agree that You will include your Account details on all Orders.

3.2. Sensor Global may in its discretion agree to offer You a discount.

3.3. Sensor Global may in its discretion agree to offer You credit terms.

3.4. Sensor Global may terminate your Account in its discretion at any time and for any reason.

  1. 4. Orders and Handling Fees:

4.1. A form of Order is attached. You agree to complete an Order for each and every Order you make on Sensor Global.

4.2. These Terms are incorporated into each and every Order placed by You for Products.

4.3. Where the order value is less than $100.00 (inclusive of GST), Sensor Global may apply a handling fee of $10.00 (inclusive of GST). Even where acceptance of an Order has been communicated to You, Sensor Global may in its complete discretion refuse to supply the Products (or such part of the Products) to You at any time. Without limiting any other provision of these Terms, Sensor Global is not liable for any loss or claim suffered by You as a consequence of Sensor Global taking such action.

  1. 5. Delivery:

5.1. Sensor Global will arrange for the Delivery of the Products to You to the address specified in the Order.

5.2. Risk of loss passes to You on Delivery of the Products by Sensor Global to a carrier for the purpose of Delivering the Products to You or third party site nominated by You. Delivery of Products to You will be to a single site, unless otherwise agreed in writing by You and Sensor Global. Requests for proof of delivery may only be made within 30 days of the invoice date. If a request is not made within this time, Products are deemed Delivered.

  1. 6. Pricing:

6.1. Prices for Products are as set out in Sensor Global’s then current price list, less any available discount.

6.2. Sensor Global may charge You delivery fees and storage fees for Products.

  1. 7. Payment:

7.1. You must pay for all Products supplied by Sensor Global in accordance with the Payment Plan specified on the Order. All amounts are due within 30 days after the end of the month in respect of which the invoice relating to the Products is dated or any longer period approved by Sensor Global to You. You may not withhold, set-off or otherwise resist payment on any basis.

7.2. Payment may be via Sensor Global’s approved third party gateway provider. Sensor Global is not responsible for the processing of payments via a third party gateway provider, including the compliance by such third party gateway provider with handling of credit card data and PCIDSS. Payment by credit card will incur a transaction fee. You acknowledge that where the Sensor Platform or website of Sensor Global contains links to other sites (including a third party gateway provider, banner advertisements and sponsored links) and resources provided by third parties, these links are provided for the Your information and consumption only. Such links should not be interpreted as approval by Sensor Global of those linked websites or information that You may obtain from them. Sensor Global has no control over the contents of those sites or resources, and Your accesses of third party websites is entirely at their own risk and subject to the terms and conditions of use for those websites.

  1. 8. Interest:

Sensor Global is entitled to charge You interest on amounts not paid within the specified credit period in an amount equal to 2% of the amount outstanding, calculated monthly from the invoice date until payment of the debt in full.

  1. 9. Discounts:

In addition to all other rights of Sensor Global, if You are in breach of any of Your obligations under these Terms, any discounts provided to You by Sensor Global are automatically revoked and the prices for Products will be adjusted upwards accordingly.

  1. 10. GST:

Each amount payable by You under these Terms in respect of a Taxable Supply by Sensor Global is a GST exclusive amount and You are liable, in addition to that amount and at the same time, pay the GST payable in respect of that supply.

  1. 11. Withdrawal or Variation of Credit:

Sensor Global may, at any time, without any obligation including to provide a reason, notify You of an increase, decrease or withdraw any credit facilities granted to You.

  1. 12. Ownership:

12.1. Title to and ownership of the Products does not pass until You have paid all moneys owing to Sensor Global on any account in full. Until payment of all such moneys, You hold the Products as fiduciary bailee and agent for Sensor Global and must keep the Products physically separate from Your other goods, and clearly identified as owned by Sensor Global.

12.2. If an Event of Default occurs, then without prejudice to Sensor Global’s other rights, Sensor Global may on providing reasonable notice to You, enter any premises occupied by You or any other place where the Products may be, and recover possession of them. If the Products are on a third party site, You must procure access rights for Sensor Global from the controller of the third party site such that Sensor Global may enter onto the site and recover and retake possession of the Products on reasonable notice.

12.3. If You sell any of the Products while money is owed to Sensor Global, You hold the proceeds on trust for Sensor Global. Such proceeds shall be deemed to equal in dollar terms such corresponding part of the amount owed by You to Sensor Global at the time of receipt.

12.4. If You use the Products in some manufacturing or construction process of its own or of some third party, then You shall hold such part of the proceeds of such manufacturing or construction process as relates to such Products in trust for Sensor Global. Such proceeds shall be deemed to equal in dollar terms the corresponding amount owing by You to Sensor Global at the time of receipt.

12.5. Until payment of all moneys owing on any account to Sensor Global, any proceeds referred to above received by You must be held in a separate account and not mixed with any other funds. Sensor Global’s under this clause 12 do not limit or exclude any other rights of Sensor Global against You.

  1. 13. Charge over Your Property:

As security for payment of all moneys payable to Sensor Global by You, You charge in favour of Sensor Global the whole of Your undertaking, property and assets (including, without limitation, all of Your interests both legal and beneficial in freehold and leasehold land) both current and later acquired.

  1. 14. Security Interests:

14.1. You agree and acknowledge that, for the purposes of the PPSA, Sensor Global has a security interest in the Products and in any right in relation to or derived from the Products and such other undertaking, property and Your assets.

14.2. Sensor Global may register its security interests in the Products under clauses 11, 12 and 13, and You waive the right to receive a verification statement under the PPSA.

14.3. You agree that, if Chapter 4 of the PPSA applies to the enforcement of Sensor Global’s security interests, the following provisions of the PPSA will not apply to that enforcement: section 95, to the extent that it requires Sensor Global to give a notice to You; section 96; section 130, to the extent that it requires Sensor Global to give a notice to You; subsection 132(3); subsection 132(4); section 135; section 142 and section 143.

14.4. Subject to subsection 275(7) of the PPSA, neither party may disclose information of the kind referred to in subsection 275(1) of the PPSA.

  1. 15. Suspension or Ceasing of Supply:

Sensor Global may in its complete discretion and without incurring any liability to You, cease or suspend supply of Products to You if an order is part fulfilled. If an Event of Default occurs Sensor Global may, without prejudice to its other rights, call up moneys owed to it by You, retain all moneys paid on account, or cease further deliveries and recover from You all loss of profits arising from all Orders for Products and/or enter onto any premises where Products are located and with Your full cooperation and assistance and retake possession of any Products. Where the Products are located on a third party site, You must procure access for Sensor Global or its representatives.

  1. 16. Intellectual Property :

If You are granted a login and password to the Sensor Global Platform, Sensor Global will grants to You from the date of Delivery of the Products, a personal, limited revocable, non-exclusive, royalty-free, non-transferrable, licence without any right to sub-licence, to use any operating software embedded in the Product(s). The terms of this licence are as more fully described in Sensor Global’s User License Agreement. Unless otherwise agreed in writing, these Terms grant no rights to You in respect of Sensor Global’s Intellectual Property, nor to the Sensor Platform, nor do they create any liability to You for any infringement or unauthorised use of Intellectual Property Rights.

  1. 17. Liability of Sensor Global – Australian Consumer Law:

17.1. You may have rights to implied Consumer Guarantees and warranties under Australian Consumer Law, including that the Products and Consumer Services are of acceptable quality, rights for defective Products and Consumer Services, and rights to compensation for damage and loss. All such implied guarantees and warranties are incorporated, and none excluded. The liability of Sensor Global however caused, suffered or incurred by the You because of a failure to comply with Australian Consumer Law is limited, at Sensor Global’s option, to replacement of the Product or supply of equivalent Product; repair of the Product; payment of the cost of replacing the Product or acquiring equivalent Product; or payment of the cost of having the Product repaired; or at Sensor Global’s option, to supplying the Consumer Services again or payment of the cost of having the Consumer Services supplied again.

17.2. Subject to sub-clause 17.1 above, Sensor Global will not be liable for any loss or damage whatsoever suffered by You as a result of any act, omission or statement made by Sensor Global, its employees, Officers, contractors or agents whether negligent or not, except that nothing in these Terms limits any liability imposed by any statute unless or to the extent that it is lawful to do so. Sensor Global accepts no liability for SaaS Services under these Terms. Without limiting the foregoing, any works, including rectification works are at Your sole cost and expense.

17.3. Nothing in this Agreement will:

  1. limit or exclude any liability for death or personal injury resulting from negligence;
  2. limit or exclude any liability for fraud or fraudulent misrepresentation;
  3. limit any liabilities in any way that is not permitted under applicable law; or
  4. exclude any liabilities that may not be excluded under applicable law, and,
  5. if a Party is a consumer, that Party’s statutory rights will not be excluded or limited by this Agreement, except to the extent permitted by law.

17.4. Sensor Global will not be liable to You in respect of any losses arising out of a Force Majeure Event.

  1. 18. Representations and Warranties:

18.1. Save for Your rights under Australian Consumer Law, You acknowledge that You have not relied on any representation made by Sensor Global which has not been expressly stated in these Terms.

18.2. You acknowledge that it is Your responsibility to satisfy Yourself as to the appropriate use or application of the Products and that the Products are suitable for any particular purpose. Any description of Sensor Global’s Products including any specifications, diagrams, samples or drawings are approximate and are given by way of identification only. The use of any description does not constitute a sale by description and does not form part of these Terms.

18.3. Save for Your rights under Australian Consumer Law, Sensor Global’s sole obligation and Your sole remedy during the Warranty Period shall be limited to the repair or replacement of any part of the Product which is found to be defective in materials or workmanship under normal use and service. No employee, Officer, agent, dealer or other person is authorised to alter, modify, expand or reduce the terms of this warranty or to make any other warranty on behalf of Sensor Global. Sensor Global makes no other warranty to You whether express or implied, including any warranties of merchantability or fitness for a particular purpose.

18.4. Sensor Global shall not be obligated to repair or replace units which are found to be in need of repair because of damage, unreasonable use, modifications, or alterations occurring after the date of Delivery. In no case shall Sensor Global be liable for any consequential or incidental damages for breach of this or any other warranty expressed or implied, including loss of profits, loss of revenues, loss of income, or anticipated savings or loss of business opportunities even if the loss or damage is caused by Sensor Global’s negligence or fault. Sensor Global makes no warranty with respect to the batteries, expressed or implied, written or oral, including that of merchantability or fitness for any particular purpose.

18.5. Save for Your rights under Australian Consumer Law, You indemnify Sensor Global against all loss, cost, expense, demand, claim or liability suffered or sustained by Sensor Global in connection with Your acts or omissions, including but not limited to Your negligence or any unauthorised representation made or warranty given by You in connection with the Products.

18.6. Save for Your rights under Australian Consumer Law, You acknowledge that You will have no claim for defects in respect of any Products apparent on inspection unless a written complaint is received by Sensor Global within 7 days of Delivery of the Products by You, which complaint identifies the defect and includes Your proof of purchase. Sensor Global will, at its option, accept the return of, or give a credit for Products where: You have complied with this sub-clause 18.6; Sensor Global is satisfied as to Your claim; in the case of Products You have requested be specifically sourced, the supplier of such Products will accept return of the Products for credit; and, if Sensor Global elects to have the Products returned, the Products are returned to Sensor Global in the same condition as when first delivered to You with the relevant invoice number and date of order. Sensor Global will not accept the return of or give credit for Products supplied fabricated to Your specifications or requirements. Sensor Global may, at its sole discretion, accept the return of, or give credit for, Products that are not damaged or defective if You request. All Products returned are subject to a minimum handling charge of 20% of the invoiced price except in the case of defective Products or Products incorrectly supplied. In the case of buy-ins against Your orders, credit will only be allowed if the original manufacturer/supplier also accepts the return.

  1. 19. Disclaimers – Sensor Global’s Instruction Manuals

19.1. You acknowledge that:

19.2. Products may only be used for the purposes described in Sensor Global’s instruction manuals;

19.3. all electrical work in respect of the Products must be carried out by a qualified electrician and conform to Australian Standards (240V);

19.4. all Products must be used in accordance with Sensor Global’s and the manufacturer’s instructions; and

19.5. all Products must be used in accordance with the Building Code Australia (BCA), wiring rules and regulations.

19.6. You are responsible for ensuring that all Products are in working condition prior to installation, and installation is effected using optimal equipment and accords with the recommendations in Sensor Global’s manuals with respect to location selection within the particular building or dwelling, including compliance with local requirements, and the number of products for each building or dwelling.

19.7. You are responsible for testing of all Products to ensure they remain in working condition for their recommended lifecycle.

19.8. Sensor Global accepts no liability for installation of Products which do not accord with Sensor Global’s instruction manuals.

19.9. Sensor Global accepts no liability for claims by Trade Suppliers contracted by you in respect of Products.

19.10. You are responsible for disposal of all Products in an environmentally safe manner upon the Product reaching the end of their recommended lifecycle.

19.11. Due to Sensor Global’s continual Product development, Sensor Global reserves the right to amend its instruction manuals and specifications without notice to You.

  1. 20. Termination

20.1. Sensor Global may terminate these Terms in the event of a breach of any of the provisions of these Terms by You, or without the need to specify a cause immediately. Sensor Global may communicate termination by disabling Your Account which may occur as a result of a determination made by Sensor Global in its discretion or in accordance with an applicable SaaS Agreement.

  1. 21. Effects of Termination

21.1. Upon the termination of this User Licence Agreement, all of the provisions of these Terms shall cease to have effect, save that the following provisions of these Terms shall survive and continue to have effect (in accordance with their express terms or otherwise indefinitely):

 

Section Subject
1 Electronic Formation of Contract
2 Term
3 Your Account
4 Orders and Handling Fees
7 Payment
8 Interest
9 Discounts
10 GST
12 Ownership
13 Charge over Your Property
14 Security Interests
15 Suspension or Ceasing of Supply
16 Intellectual Property
17 Liability of Sensor Global – Australian Consumer Law
18 Representations and Warranties
19 Disclaimers – Sensor Global’s Instruction Manuals
20 Termination
21 Effects of Termination

21.2. Except to the extent that this User Licence Agreement expressly provides otherwise, the termination of this User Licence Agreement shall not affect the accrued rights of either Party.

  1. 22. Sensor Global’s SaaS Services

Sensor Global’s SaaS Agreement sets forth the terms and conditions for the provision of SaaS Services provided by Sensor Global in respect of the Sensor Hub.

  1. 23. Certification:

A statement signed by an Officer certifying the amount of any moneys payable by You or identifying any Products as “unpaid for” is, in the absence of manifest error, conclusive and binding on You. A text or electronic mail message from Sensor Global to You constitutes a statement by an Officer for the purposes of this clause.

  1. 24. Notification of Change of Details:

You will notify Sensor Global of any change in its ownership, structure or management, including any change of director, shareholder or beneficiaries, or any change in partnership or trusteeship within 7 days of the date of change.

  1. 25. Provision of Financial Information:

You will supply, promptly on request of Sensor Global and, in any event no later than 5 days after such a request is made, certified copies of Your most recent financial statements (including management accounts, if required), tax returns and any other financial information requested by Sensor Global.

  1. 26. Effect of Other Terms:

These Terms supersede all previous terms and conditions between You and Sensor Global. No terms of Yours apply to any agreement between You and Sensor Global.

  1. 27. Related Bodies Corporate

You acknowledge that:

  1. Sensor Global enters these Terms on its own behalf and for the benefit of each of the Sensor Global Group the context permits or requires;
  1. the benefit of these Terms is held by Sensor Global on its own behalf and on trust for each Sensor Global Group member;
  2. Sensor Global may enforce and recover under these Terms for and on behalf of any Sensor Global Group member; and
  3. Sensor Global is free to make any amendments to these Terms without reference to any Sensor Global Group member.
  1. 28. Amendment to Terms:

Sensor Global may amend these Terms from time to time without reference to You and such Terms, as amended, will apply from such date. The current Terms are available on the Sensor Global’s website at www.sensorglobal.com. You agree that any Orders placed with Sensor Global are subject to the Terms displayed on the website as at the date the Order is accepted by Sensor Global.

  1. 29. Expenses:

You must pay to Sensor Global any costs, charges and expenses (including all stamp duty and legal fees calculated on a full indemnity basis) incurred by Sensor Global in connection with the entry into these Terms, the exercise or attempted exercise of any power, right or remedy under these Terms, and the Your failure to comply with these Terms.

  1. 30. Trusts:

These Terms bind You both personally and as trustee of any trusts of which You are trustee.

  1. 31. Severance:

Each clause and sub-clause of these Terms is separate and independent. If any clause or sub-clause is found to be invalid or ineffective, the other clauses or sub-clauses or parts will not be adversely affected.

  1. 32. Application of Laws:

The Parties submit to the non-exclusive jurisdiction of the courts of New South Wales and agree that the law applying to the state of New South Wales is the proper law governing these Terms.

  1. 33. Anti Corruption

You hereby undertakes that at the date of entering into these Terms, that You, Your directors, officers or employees have not offered, promised, given, authorised, solicited or accepted any undue pecuniary or other advantage of any kind (or implied that they will or might do any such thing at any time in the future) in any way connected with these Terms, and that You have taken reasonable measures to prevent subcontractors, agents or any other third parties, subject to its control and determining influence, from doing so. You agree that, at all times and in connection with and throughout the course of these Terms and thereafter, You will comply with and that it will take reasonable measures to ensure that Your subcontractors, agents or other third parties, subject to their control or determining influence, will comply with all applicable laws and regulations preventing bribery and corruption.

  1. 34. Set-Off:

Sensor Global may set-off amounts owing by Sensor Global to You or Your Related Bodies Corporate against moneys owing by You to Sensor Global on any account. Sensor Global’s right of set-off does not exclude or limit Your obligations (including to pay) in any way. You have no right of set-off.

  1. 35. Assignment:

Sensor Global may assign these Terms without the Your prior written consent or knowledge. You must not assign, transfer, or otherwise deal with your contractual rights or subcontract or delegate your obligations under these Terms without Sensor Global’s prior written consent.

  1. 36. Publicity

No public announcement or communication relating to the negotiations of the Parties or the subject matter or terms of these Terms will be made without the written approval of all Parties.

  1. 37. Definitions:

In these Hardware Product Terms unless the context requires otherwise:

“ Account” means Your account with Sensor Global for placing Orders for Products;

“ Australian Consumer Law” means Schedule 2 of the Competition and Consumer Act 2010 (Cth) and the corresponding provisions of the relevant State Fair Trading Acts;

“ Consumer” has the meaning given to it in the Australian Consumer Law;

“ Consumer Goods” means goods of a kind ordinarily acquired for personal, household or domestic use or consumption, as that expression is used in the Australian Consumer Law;

“ Consumer Guarantee” means the guarantees provided in Chapter 3, Division 1 of the Australian Consumer Law;

“ Consumer Services” means services of a kind ordinarily acquired for personal, household or domestic use or consumption, as that expression is used in the Australian Consumer Law;

“ Delivery“ means EXW “ex works” INCOTERMS;

“ Event of Default” means any of the following events:

    1. Your failure to pay for the Products;
  1. Your breach of these Terms;
  2. if You are a company: You suffer an Insolvency Event;
  3. if You are a natural person, an order is made for Your bankruptcy, or You die or becomes mentally or physically incapable of managing his or her affairs or an order is applied for or made to place the assets and Your affairs under administration;
  4. You cease or threatens to cease carrying on business; and
  5. Sensor Global forms an opinion, on a reasonable basis, that any of the foregoing are likely to occur;

“ Force Majeure Event” means an act, event, or circumstance that is beyond our reasonable control, including but not limited to any of the following:

(i) acts of God, lightning, earthquakes, cyclones, floods, landslides, storms, explosions, drought, fires, and any other natural disaster

(ii) epidemic, pandemic, or any other public health and safety emergency

(iii) any action taken or ordered by a Regulatory Authority

(iv) acts of war, threat of or preparation for war, armed conflict, imposition of sanctions, embargo, blockade or breaking off of public relations, acts of public enemies, terrorism, public disorder, riots, civil commotion, malicious damage, vandalism, sabotage, and revolution

(v) explosions and nuclear, chemical, or biological contamination

(vi) maritime, aviation, or space industry or space object disaster

(vii) strikes, labour disputes, and other industrial disturbances

(viii) any road closure or congestion of roads

(ix) any quarantine or customs restriction

(x) any interruption of power supply or scarcity of fuel

(xi) accident, collision, or breakdown of vehicle, machinery, or equipment

(xii) failures of the internet or any public telecommunications network

(xiii) hacker attacks, denial of service attacks, virus, or other malicious software attacks or infections

(xiv) power failures

(xv) changes to the law;

 

“ GST“ and “ Taxable Supply” each have the meaning in Tax System (Goods and Services) Act 1999 (Cth).

“ Insolvency Event” means any of the following events in relation to a Party:

(i) the Party informs the other in writing or informs creditors generally or passes a resolution to the effect that it is insolvent or is likely to become insolvent or the Party is deemed to be insolvent under any legislation;

(ii) the Party enters, attempts or proposes to enter a scheme of arrangement or any other form of court sanctioned corporate reconstruction (other than if the Party can demonstrate to the satisfaction of the other that it is to carry out a reconstruction or amalgamation while solvent);

(iii) the Party enters, attempts to enter or proposes to enter a compromise or other arrangement with creditors or any class of its creditors;

(iv) the Party has a liquidator, provisional liquidator, administrator, insolvency officer or any other similar official appointed to it or its property;

(v) the Party takes any steps to obtain, or is granted, protection from creditors under any Applicable Law;

(vi) any charge, mortgage or encumbrance is enforced or exercised against any material asset of the Party;

(vii) the Party has an application made to the court for its winding up and such application is not withdrawn or dismissed within fourteen (14) days;

(viii) the Party ceases to carry on its business or a material part of it, or threatens to do either of those things without the prior written consent of the other Party (which consent may not be unreasonably withheld);

(ix) the Party has a winding up order made against it, is deregistered, dissolved or has any steps taken against it to enforce a judgement of a court or an arbitral award; or

(x) the Party has something having substantially similar effect to any of the events specified above occur in any jurisdiction;

“ Intellectual Property” means any and all present and future intellectual property rights of whatever nature, whether registered or otherwise (including but not limited to moral rights, worldwide patents, trademarks, database rights and current and future copyright works, circuit layouts, and all modifications and enhancements to them);

“ Officer” means each director, secretary, manager and authorised representative of Sensor Global;

“ PPSA” means Personal Property Securities Act 2009 (Cth);

“ Products” means all goods and/or related services supplied or to be supplied by Sensor Global to You as specified on a Product Order form, whether manufactured by a third party or otherwise;

“ Regulatory Authority“ means any government or any public, statutory, governmental (including local authority), semi-governmental, local governmental, administrative, monetary, fiscal, regulatory, or judicial body, department, commission, authority, tribunal, agency or entity in any part of the world (including any successor entity or authority to any such entity or authority);

“ Related Bodies Corporate” has the same meaning as in Section 50 of the Corporations Act 2001 (Cth);

“ SaaS Services” means Sensor Global’s SaaS Services in respect of the Sensor Platform provided to a SaaS Customer in accordance with a SaaS Agreement;

“ Sensor Global” means Sensor Global Pty Ltd ACN 653 273 628, Sensor Global (Wholesale) Pty Ltd ACN 658 555 036 and its Related Bodies Corporate, or any one or more of them as the context permits or requires;

“ Sensor Global Group” means Sensor Global and its Related Bodies Corporate;

“Sensor Platform“ means Sensor Global’s cloud-based platform (including Sensor Global’s applications, and database software, system and server software and computer hardware which provides an ecosystem of cloud connectivity with integrated smart IoT devices enabling a real time vision of the compliance status of connected IoT devices (such as smoke alarms, water leak detectors and gas alarms) allowing the User to manage by exception and improve the customer experience;

“Trade Supplier” means a third party engaged by you to instal Products; and

“ Warranty Period” The warranty period is 1 year from date of Delivery; or 18 months from the date of manufacture, whichever is the lesser period.