Customer Terms and Conditions

ABN 36 651 581 396 | ACN 651 581 396
contact@rightomation.com.au
rightomation.com.au
Version date: 3 August 2026
Effective date: 3 August 2026

Background

Rightomation Pty Ltd (Rightomation, we, us, or our) provides B2B software platforms, process automation solutions, and administrative operational tools, including FormSight, PrimalAudit, TruckSight, and related workflow automation products, accessible via rightomation.com.au and associated subdomains and product URLs (collectively, the Platform).

These Customer Terms and Conditions (Agreement) govern the Customer's access to and use of the Platform and any associated services (Services) provided by Rightomation.

By registering for an account, clicking "I agree" or an equivalent acceptance mechanism, or otherwise accessing or using the Platform, the Customer agrees to be bound by this Agreement. If the Customer does not agree, they must not access or use the Platform.

This Agreement is distinct from Rightomation's Website Terms of Use (available at https://rightomation.com.au/terms-of-use.html), which governs general website visitors only.

Definitions

In this Agreement, unless the context otherwise requires:

• ACL means the Australian Consumer Law as set out in Schedule 2 of the Competition and Consumer Act 2010 (Cth);
• Agreement means these Customer Terms and Conditions, together with any Order Form, Statement of Work, or other document incorporated by reference;
• ABA File means an Australian Banking Association file or similar payment instruction file generated by the Platform from Customer-supplied input data;
• Authorised Users means the Customer's employees, contractors, or agents who are authorised by the Customer to access the Platform under the Customer's account;
• Confidential Information means any non-public information disclosed by one party to the other that is designated as confidential or that reasonably should be understood to be confidential given the nature of the information and the circumstances of disclosure, but excludes information that: (i) is or becomes publicly available other than through a breach of this Agreement; (ii) was already known to the receiving party at the time of disclosure; (iii) is independently developed by the receiving party without reference to the Confidential Information; or (iv) is received from a third party not under any obligation of confidentiality with respect to that information;
• Customer means the business entity or individual that has registered for or is accessing the Platform and has agreed to this Agreement;
• Customer Data means all data, content, and information uploaded, submitted, or processed by the Customer or its Authorised Users through the Platform;
• Documentation means any user guides, technical specifications, help materials, and other documentation made available by Rightomation in connection with the Platform;
• Fees means the subscription fees, usage-based charges, or other amounts payable by the Customer as set out in the applicable Order Form or pricing schedule;
• Intellectual Property Rights means all present and future rights in and to patents, trade marks, service marks, copyright, design rights, database rights, trade secrets, know-how, algorithms, source code, object code, platform architecture, design system tokens, and all other intellectual or industrial property rights, whether registered or unregistered, anywhere in the world;
• Major Failure has the meaning given to it under the ACL;
• Order Form means a written or electronic order, subscription confirmation, or pricing schedule agreed between the parties that sets out the specific Services, subscription tier, and Fees;
• Platform means all Rightomation software platforms and products made available to the Customer under this Agreement, including FormSight, PrimalAudit, TruckSight, and any other workflow automation or administrative operational tools, together with all updates, upgrades, and modifications thereto, and any product-specific features described in an Order Form or product annex;
• Services means the software-as-a-service access, support, and related services provided by Rightomation under this Agreement;
• Subscription Period means the period for which the Customer has paid Fees for access to the Platform, as specified in the Order Form; and
• Term means the period commencing on the date the Customer first accesses the Platform and continuing until this Agreement is terminated in accordance with clause 10.

Licence Grant and Restrictions

Licence grant. Subject to the Customer's compliance with this Agreement and timely payment of all applicable Fees, Rightomation grants the Customer a non-exclusive, non-transferable, revocable, limited licence during the Subscription Period to:

• access and use the Platform solely for the Customer's internal business operations; and
• permit Authorised Users to access and use the Platform on the Customer's behalf, subject to the restrictions in this Agreement.
• Restrictions. The Customer must not, and must ensure that Authorised Users do not:
• sublicense, resell, transfer, assign, or otherwise make the Platform available to any third party other than Authorised Users;
• copy, modify, adapt, translate, reverse engineer, decompile, disassemble, or create derivative works based on the Platform or any part of it;
• use the Platform to develop a competing product or service;
• remove, obscure, or alter any proprietary notices, trade marks, or branding on the Platform;
• use the Platform in any manner that violates applicable law or regulation; or
• attempt to gain unauthorised access to any part of the Platform, its related systems, or networks.

Platform updates. Rightomation reserves the right to update, modify, or discontinue features of the Platform at any time. Rightomation will use reasonable endeavours to give the Customer reasonable prior notice of any material changes that adversely affect the Customer's use of the Platform.

Critical Product Disclaimer - Platform Tools and Automation Products

Nature of the Platform. The Platform comprises administrative file-generation and workflow automation utilities. The function of each product is to convert Customer-supplied input data into structured output files, workflow records, and operational aids. By way of example only:

• FormSight converts Customer-supplied input data into structured output files including ABA payment files, invoices, payslips, and similar administrative documents;
• PrimalAudit is a software tool and operational aid for organising and managing audit-readiness evidence and related workflow records; and

TruckSight is a software tool and operational aid for transport and logistics workflow management.

Each product is a software utility only. No product constitutes or provides professional legal, compliance certification, accounting, payroll, tax, or transport regulatory advice.

What the Platform does not do. The Platform does not perform, and is not designed or intended to perform, any of the following functions:

• payroll management, payroll processing, or payroll compliance as a payroll system;
• financial auditing or financial reporting;
• tax reporting, tax advice, or tax compliance;
• accounting, bookkeeping, or financial statement preparation;
• legal compliance assessment or legal advice of any kind; or
• transport regulatory advice or compliance certification.

Public description. Rightomation does not describe FormSight or any other Platform product as "managing" or "running" payroll, and the Customer must not represent to third parties that the Platform performs any function beyond those described in clause 3.1.

Customer responsibility for verification. The Customer is solely and entirely responsible for:

• verifying the accuracy and completeness of all input data entered into the Platform before processing;
• reviewing and verifying all output files, calculated figures, and generated documents (including ABA payment files) produced by the Platform before use, submission, or execution;
• ensuring that any ABA payment file or other payment instruction generated by the Platform is accurate and authorised before uploading it to any financial institution or initiating any payment;
• ensuring that the Customer's use of the Platform and all outputs comply with all applicable laws, regulations, awards, and industrial instruments, including (without limitation) the Fair Work Act 2009 (Cth), applicable Modern Awards, and the Superannuation Guarantee (Administration) Act 1992 (Cth); and
• all operational and compliance decisions made in connection with the Customer's use of PrimalAudit, TruckSight, or any other Platform product.
• Disclaimer of liability for Platform outputs. To the maximum extent permitted by law, Rightomation expressly disclaims all liability for:
• bank fees, dishonour fees, or charges imposed by any financial institution arising from the submission of ABA files or other payment instructions generated by the Platform;
• incorrect payouts, underpayments, overpayments, or payroll disputes arising from Customer-supplied input data or unverified generated files;
• tax penalties, interest, or assessments arising from the Customer's failure to verify or correctly apply tax obligations;
• financial losses of any kind arising from the Customer's reliance on Platform outputs without independent verification;
• any regulatory penalties or compliance failures arising from the Customer's use of Platform outputs; and
• any operational, transport regulatory, or compliance consequences arising from the Customer's use of PrimalAudit, TruckSight, or related tools.

The Customer acknowledges that it has been expressly informed of the nature and limitations of the Platform as set out in this clause 3 and has not relied on any representation by Rightomation that the Platform performs any function beyond those described in clause 3.1.

Customer Data, Intellectual Property, and Security

Customer Data ownership. As between the parties, the Customer retains full ownership of all Customer Data. The Customer grants Rightomation a non-exclusive, royalty-free licence to access, process, store, and use Customer Data solely to the extent necessary to provide the Services and fulfil Rightomation's obligations under this Agreement.

Rightomation Intellectual Property. As between the parties, Rightomation retains exclusive ownership of all Intellectual Property Rights in and to:

• the Platform, including all software code (source and object), algorithms, architecture, and platform design;
• design system tokens, user interface components, and visual design elements;
• Documentation, training materials, and help content;
• all improvements, enhancements, and modifications to the Platform, whether or not developed in response to Customer feedback; and
• all aggregated, anonymised, or de-identified data derived from the use of the Platform that does not constitute Customer Data.

Nothing in this Agreement transfers any Intellectual Property Rights in the Platform to the Customer. The Customer's rights are limited to the licence granted in clause 2.1.

No sale of Customer Data. Rightomation will not sell, rent, or disclose Customer Data to third parties except:

• as necessary to provide the Services (including to sub-processors such as hosting and infrastructure providers engaged under confidentiality obligations consistent with this Agreement);
• as required by applicable law or a lawful order of a court or regulatory authority; or
• with the Customer's prior written consent.

Security. Rightomation implements and maintains reasonable technical and organisational security measures informed by recognised industry frameworks, including controls commonly associated with SOC 2 and ISO 27001. These measures include, at a high level, encryption of data in transit and at rest, access controls, monitoring, and incident response procedures. Rightomation does not warrant that its security measures are equivalent to or certified under any particular standard unless a current certification is separately confirmed in writing.

Privacy. Rightomation's collection and handling of personal information is governed by its Privacy Policy, available at https://rightomation.com.au/privacy-policy.html, which forms part of this Agreement.

Subscriptions, Billing, and Cancellation

Fees. The Customer agrees to pay the Fees set out in the applicable Order Form in accordance with this clause 5. All Fees are stated in Australian dollars and are exclusive of GST unless otherwise stated.

GST. Where GST applies to any supply made under this Agreement, the Customer must pay an additional amount equal to the GST payable on that supply, subject to receipt of a valid tax invoice.

Billing cycle. Fees are billed in advance on a monthly or annual basis, as selected by the Customer in the Order Form. Rightomation may also offer pay-per-use or usage-based pricing as specified in the Order Form.

Payment. The Customer authorises Rightomation (or its payment processor) to charge the Customer's nominated payment method for all Fees as they fall due. The Customer is responsible for ensuring that valid payment details are maintained on the account at all times.

Late payment. If any Fees remain unpaid after the due date, Rightomation may:

• charge interest on the overdue amount at the rate of 10% per annum, calculated daily from the due date until the date of payment; and
• after providing not less than 7 days' written notice to the Customer, suspend the Customer's access to the Platform until all outstanding Fees are paid in full.

Cancellation by Customer. The Customer may cancel its subscription at any time by providing written notice to Rightomation. Cancellation takes effect at the end of the then-current Subscription Period (monthly or annual, as applicable), unless otherwise agreed in writing.

Effect of cancellation. Upon cancellation or expiry of the Subscription Period:

• the Customer's access to the Platform will cease at the end of the Subscription Period;
• the Customer may export its Customer Data prior to the end of the Subscription Period; and

Rightomation will delete or anonymise Customer Data in accordance with its data retention policy, subject to any legal obligations to retain data.

Refund Policy and Unconsumed Balance Limitation

Unconsumed balance only. Subject to clauses 6.3 and 6.4, any refund, credit, or fee adjustment upon subscription cancellation, early termination, or service discontinuation is strictly limited to the unconsumed, prepaid, and unused portion of subscription fees or usage credits that relate to a future period that has not yet commenced or been accessed as at the effective date of cancellation or termination.

No refund for consumed services. To the maximum extent permitted by law, any portion of a Subscription Period, API allowance, computational processing, storage allocation, or service access that has already elapsed, been accessed, or been consumed by the Customer is non-refundable. This applies regardless of:

• the extent to which the Customer actually used the Platform during the consumed period;
• whether the Customer's use was less than anticipated; or
• any change in the Customer's business circumstances or requirements.

Australian Consumer Law safeguard. Nothing in this clause 6 excludes, restricts, or modifies any right or remedy the Customer may have under the ACL that cannot be excluded by agreement, including any consumer guarantee under Part 3-2 of the ACL. Where the Customer is entitled to a remedy under the ACL for a Major Failure in the supply of services, Rightomation will provide that remedy in accordance with the ACL. For the avoidance of doubt:

• the non-refundability provisions in clause 6.2 apply to the maximum extent permitted by law and do not purport to exclude ACL rights that cannot lawfully be excluded; and
• blanket or retrospective refunds for consumed software usage, where no Major Failure has occurred, are excluded to the maximum extent permitted by law.

Refund requests. Any request for a refund or credit must be submitted in writing to contact@rightomation.com.au within 30 days of the event giving rise to the request. Rightomation will assess refund requests in good faith and respond within 5 business days.

Limitation of Liability and Indemnity

Aggregate liability cap. To the maximum extent permitted by law, Rightomation's aggregate liability to the Customer for all claims arising under or in connection with this Agreement (whether in contract, tort including negligence, statute, or otherwise) is limited to the total Fees actually paid by the Customer to Rightomation in the 12 months immediately preceding the event giving rise to the claim, or AUD $100, whichever is greater.

Exclusion of consequential loss. To the maximum extent permitted by law, Rightomation excludes all liability for:

• loss of profits, revenue, or anticipated savings;
• loss of data or corruption of data;
• loss of business, contracts, or opportunities;
• business interruption;
• reputational damage or loss of goodwill; and
• any indirect, special, incidental, punitive, or consequential loss or damage of any kind,
• whether or not Rightomation was advised of the possibility of such loss or damage.

ACL preservation. Nothing in this clause 7 excludes, restricts, or modifies any liability that cannot be excluded under the ACL or any other applicable law. Where Rightomation's liability cannot be excluded but can be limited, Rightomation's liability is limited to, at Rightomation's election:

• in the case of services: re-supplying the services or paying the cost of having the services re-supplied; and
• in the case of goods: replacing the goods, supplying equivalent goods, repairing the goods, or paying the cost of doing any of those things.

Customer indemnity. The Customer agrees to indemnify, defend, and hold harmless Rightomation and its officers, directors, employees, and agents from and against any third-party claims, losses, damages, costs, and expenses (including reasonable legal fees) arising out of or in connection with:

• the Customer's misconfiguration of the Platform or incorrect input of data;
• the Customer's failure to verify output files (including ABA payment files) prior to submission or execution;
• the Customer's use of Platform outputs in breach of clause 3.4;
• the Customer's breach of this Agreement; or
• any claim by a third party (including employees, contractors, or financial institutions) arising from the Customer's use of generated files or outputs.

Mutual mitigation. Each party must take reasonable steps to mitigate any loss or damage it suffers in connection with this Agreement.

Confidentiality

Each party agrees to keep the other party's Confidential Information confidential and not to disclose it to any third party without the prior written consent of the disclosing party, except:

• to its employees, contractors, or advisers who need to know the information for the purposes of this Agreement and who are bound by equivalent confidentiality obligations; or
• as required by applicable law, a court order, or a regulatory authority, provided that the receiving party gives the disclosing party prompt written notice (to the extent permitted by law) and cooperates with any request to seek a protective order.

The confidentiality obligations in this clause 8 survive termination or expiry of this Agreement for a period of 3 years.

Warranties and Disclaimers

Rightomation warranties. Rightomation warrants that:

• it has the right and authority to enter into this Agreement and to grant the licences set out herein;
• it will provide the Services with reasonable care and skill; and
• it will use commercially reasonable endeavours to maintain the availability of the Platform, subject to scheduled maintenance, emergency maintenance, and circumstances beyond Rightomation's reasonable control.
• Customer warranties. The Customer warrants and represents that:
• it has the authority to enter into this Agreement and to bind the entity it represents;
• all information provided to Rightomation in connection with this Agreement is accurate and complete;
• it will use the Platform only for lawful purposes and in accordance with this Agreement; and
• it will ensure that all Authorised Users comply with this Agreement.
• Disclaimer. To the maximum extent permitted by law, Rightomation makes no warranty that:
• the Platform will be uninterrupted, error-free, or free from viruses or other harmful components;
• the Platform will meet the Customer's specific requirements beyond those described in the Documentation; or
• any output generated by the Platform is accurate, complete, or fit for any particular purpose beyond the administrative file-generation and workflow automation functions described in clause 3.1.

Term and Termination

Term. This Agreement commences on the date the Customer first accesses the Platform and continues until terminated in accordance with this clause 10.

Termination for convenience. Either party may terminate this Agreement by providing not less than 30 days' written notice to the other party. In the case of an annual subscription, termination for convenience by the Customer takes effect at the end of the then-current annual Subscription Period, unless otherwise agreed in writing.

Termination for cause. Either party may terminate this Agreement immediately upon written notice if:

• the other party commits a material breach of this Agreement and fails to remedy that breach within 14 days of receiving written notice specifying the breach and requiring it to be remedied; or
• the other party becomes insolvent, is placed into administration, receivership, or liquidation, or makes an assignment for the benefit of creditors.

Termination for non-payment. Rightomation may terminate this Agreement upon not less than 14 days' written notice to the Customer if any Fees remain unpaid after the due date and the Customer has not remedied the non-payment within that notice period.

Effect of termination. Upon termination or expiry of this Agreement:

• all licences granted under this Agreement immediately cease;
• each party must promptly return or destroy the other party's Confidential Information, subject to any legal obligation to retain records;
• the Customer must pay all outstanding Fees accrued up to the date of termination; and
• clauses 3, 4.2, 4.3, 6, 7, 8, 10.5, 11, and 12 survive termination or expiry.

Refunds on termination. Any refund or credit upon termination is subject to clause 6.

Dispute Resolution

Good-faith negotiation. If a dispute arises out of or in connection with this Agreement (including any question regarding its existence, validity, or termination) (Dispute), the parties must first attempt to resolve the Dispute by good-faith negotiation. Either party may initiate this process by delivering written notice to the other party describing the Dispute in reasonable detail (Dispute Notice).

Escalation to mediation. If the Dispute is not resolved within 20 business days of the Dispute Notice (or such longer period as the parties agree in writing), either party may refer the Dispute to mediation administered by the Resolution Institute (or such other mediation body as the parties agree) in Melbourne, Victoria.

Mediation conduct. The parties must participate in mediation in good faith. The costs of the mediator are to be shared equally between the parties unless the mediator determines otherwise. Each party bears its own legal costs in connection with the mediation.

Litigation. If the Dispute is not resolved within 30 days of the commencement of mediation (or such longer period as the parties agree), either party may commence legal proceedings in the courts of Victoria, Australia, or the Federal Court of Australia.

Urgent relief. Nothing in this clause 11 prevents either party from seeking urgent interlocutory or injunctive relief from a court of competent jurisdiction where necessary to protect its rights.

General

Governing law. This Agreement is governed by the laws of Victoria, Australia. Each party irrevocably submits to the non-exclusive jurisdiction of the courts of Victoria and the Federal Court of Australia.

Entire agreement. This Agreement, together with any Order Form and the Privacy Policy (available at https://rightomation.com.au/privacy-policy.html), constitutes the entire agreement between the parties with respect to its subject matter and supersedes all prior agreements, representations, and understandings.

Amendments.

Rightomation may amend this Agreement from time to time by providing not less than 30 days' prior written notice to the Customer (by email to the Customer's registered account address and/or by in-product notice) and posting the updated Agreement at https://rightomation.com.au/customer-terms.html.

If an amendment materially and adversely affects the Customer's rights or obligations under this Agreement (other than a change required by applicable law), the Customer may terminate this Agreement by written notice to Rightomation before the amendment effective date, without penalty. On such termination, Rightomation will refund or credit any unconsumed, prepaid Fees for the unused portion of the Subscription Period after the termination date, consistent with clause 6.

Non-material changes, changes required by applicable law, and changes that expand the Customer's rights may take effect on notice without giving rise to a Customer exit right under clause 12.3(b).

The Customer's continued use of the Platform after the amendment effective date constitutes acceptance of the amended Agreement, except where the Customer has exercised its exit right under clause 12.3(b).

Severability. If any provision of this Agreement is held to be invalid, illegal, or unenforceable, that provision is severed and the remaining provisions continue in full force and effect.

Waiver. A party's failure or delay in exercising any right under this Agreement does not constitute a waiver of that right. A waiver is only effective if given in writing.

Assignment. The Customer must not assign or transfer any of its rights or obligations under this Agreement without Rightomation's prior written consent. Rightomation may assign this Agreement to a related body corporate or in connection with a merger, acquisition, or sale of all or substantially all of its assets, upon written notice to the Customer.

Force majeure. Neither party is liable for any failure or delay in performing its obligations under this Agreement to the extent caused by circumstances beyond its reasonable control, including acts of God, natural disasters, pandemic, government action, or failure of third-party infrastructure providers, provided that the affected party gives prompt written notice and uses reasonable endeavours to resume performance as soon as practicable.

Notices. Notices under this Agreement must be in writing and delivered by email (with read receipt or acknowledgement) or by post. Legal and contractual notices to Rightomation must be sent to contact@rightomation.com.au. Product-specific operational support enquiries may be directed to the relevant product support channel (for example, support@formsight.com.au for FormSight operational queries), but such channels do not constitute valid addresses for legal or contractual notices under this Agreement.

Relationship of parties. The parties are independent contractors. Nothing in this Agreement creates a partnership, joint venture, agency, employment, or fiduciary relationship between the parties.

Counterparts. This Agreement may be executed in counterparts, each of which is an original and all of which together constitute one instrument.

Acceptance

Clickwrap acceptance. For online sign-up, the Customer accepts this Agreement by clicking "I agree", "Accept", or an equivalent acceptance mechanism during the account registration process. This constitutes a binding agreement between the Customer and Rightomation from the date of acceptance.

Enterprise execution. For enterprise or custom arrangements where the parties require a signed agreement, the parties may execute this Agreement (or an Order Form incorporating it) in the manner set out below. Execution is not required for online sign-up customers.

Execution (Enterprise / Custom Arrangements Only)

RIGHTOMATION PTY LTD (ABN 36 651 581 396) - Authorised Signatory

Signature

Full name

Title / Position

Date

[CUSTOMER ENTITY NAME] - Authorised Signatory

Signature

Full name

Title / Position

Date