Terms and Conditions
Version 1.0
Effective Date: 25 March 2026
These Terms are between AI Core CRM Pty Ltd (ACN 670 376 879), trading as Effica, of Unit 2, 59 Pennington Terrace, North Adelaide SA 5006 (“Effica”, “Provider”, “Licensor”, “we”, or “our”) and you, either individually, or on behalf of your employer or any other entity which you represent (“Client”, “Customer”, “Licensee”, or “you”). In case you represent your employer or any other entity, you hereby represent that (i) you have full legal authority to bind your employer or such entity (as applicable) to these Terms; and (ii) after reading and understanding these Terms, you agree to these Terms on behalf of your employer or the respective entity (as applicable), and these Terms shall bind your employer or such entity (as the case may be).
TERMS AND CONDITIONS
The parties agree as follows:
1. Purpose
Effica provides a cloud-based CRM and compliance management platform (“Software”) designed for disability and community service providers to manage rostering, billing, service delivery, compliance, and reporting. This Agreement governs the Client’s access to and use of Effica’s Software and related services.
2. Licence and Access Rights
2.1 Grant of Licence
Effica grants the Client a non-exclusive, non-transferable, revocable licence to use the Software for internal business operations related to disability and community services management.
2.2 User Access
Access is provided on a per-user basis. Each user must have their own credentials. Sharing or sub-licensing access is prohibited.
2.3 Restrictions
The Client must not:
- Copy, reproduce, or modify any part of the Software;
- Reverse engineer, decompile, or attempt to access the source code;
- Circumvent user limits, interfere with performance, or misuse the system;
- Develop competing software using or referencing Effica’s platform.
2.4 Updates and Enhancements
Effica may release updates, new features, or patches. These may be automatically deployed. Continued use of the Software constitutes acceptance of updates.
3. Implementation and Onboarding
3.1 Scope
Effica will provide implementation and onboarding support, which may include:
- System configuration and initial setup
- User creation and permission setup
- Data import assistance
- Online training for administrators and users
- Standard integrations (e.g. Xero, MYOB, QuickBooks)
3.2 Timeline
Implementation generally occurs within 4–8 weeks from the effective date. Timelines may vary based on Client responsiveness and data readiness.
3.3 Client Responsibilities
The Client must:
- Nominate a primary contact for coordination;
- Provide accurate and complete information for setup;
- Ensure staff attend scheduled training and cooperate during onboarding.
3.4 Completion and Acceptance
Effica will notify the Client upon “Go-Live”. Continued use after Go-Live constitutes acceptance of successful implementation.
3.5 Additional Training and Consulting
The implementation includes standard online training for administrators and users as outlined in Section 3.1.
Additional training sessions, refresher training, custom consultations, or meetings beyond the initial onboarding are available upon request and will be billed separately to the Client.
Additional training and consulting services must be requested in writing and will be invoiced separately according to Effica’s then-current rates.
4. Support and Maintenance
4.1 Support Channels
Effica provides support via email and in-app chat from 9:00 am – 5:00 pm AEST, Monday to Friday (excluding public holidays).
4.2 Service Levels
- Critical issues (platform unavailable): response within 4 hours
- High priority (major functionality impact): response within 1 business day
- General inquiries: response within 2 business days
Uptime and response times are targets only and not service guarantees.
4.3 Exclusions
Support excludes issues caused by Client hardware, network, or unauthorised modifications.
5. Fees and Payment Terms
5.1 Subscription Fees
The Client must pay subscription fees based on their chosen plan, as outlined in the applicable Quote or Service Order.
5.2 Add-On Modules and AI Usage
Optional modules and AI credit usage are charged separately as set out in the applicable Quote or Service Order.
5.3 Invoicing and Payment
Invoices are issued monthly in advance (except AI usage, billed in arrears). Payments must be made by direct debit, EFT, or credit card within 14 days.
5.4 Failure to Pay
Effica may suspend access if payment is overdue by 14 days. Access will be restored once full payment is received. Suspension does not relieve the Client of its obligation to pay outstanding fees.
5.5 Price Adjustments
Effica may review pricing annually, giving 30 days’ written notice. Clients may terminate without penalty if the price increase exceeds 10%.
5.6 Non-Refundable Fees
All fees are non-refundable except as required by law.
5.7 GST and Currency
All prices are in Australian Dollars (AUD) and exclusive of GST unless otherwise stated. GST (10%) applies to all invoices.
6. Data Ownership, Privacy, and Security
6.1 Data Ownership
All data uploaded by the Client (“Client Data”) remains the Client’s property. Effica has no ownership rights over Client Data. Effica will host Client Data in data centres located in Australia.
6.2 Data Use
Effica may process Client Data only to deliver and improve the Services. Aggregated or anonymised data may be used for analytics and benchmarking.
6.3 Privacy Compliance
Effica complies with the Privacy Act 1988 (Cth), including the Australian Privacy Principles and the Notifiable Data Breaches Scheme. The Client is responsible for its own obligations as a data controller under applicable privacy laws.
6.4 Data Security
Effica implements and maintains appropriate technical and organisational measures to protect Client Data against unauthorised access, loss, or misuse.
6.5 Data Breach Notification
Effica will notify the Client within 72 hours of any confirmed data breach impacting Client Data and will provide details of actions taken to mitigate it.
6.6 Data Retention and Deletion
Upon termination, Client Data will remain accessible for 30 days for export. After 30 days, Effica may permanently delete the data unless otherwise agreed in writing.
7. Intellectual Property
7.1 Ownership
All intellectual property in the Software, documentation, and related materials remains the property of Effica (AI Core CRM Pty Ltd) and its licensors.
The Client must not use any Effica IP to build or support competing software or services.
7.2 Client Content Licence
The Client grants Effica a limited, non-exclusive licence to host, process, and transmit Client Data solely for providing the Services.
7.3 Protection
The Client must not remove or obscure copyright notices, logos, or proprietary marks from the Software.
8. Warranties and Disclaimers
8.1 Effica Warranties
Effica warrants that:
- It has full rights to provide the Software;
- The Software will perform substantially in accordance with its documentation.
8.2 Disclaimer
Effica provides the Software “as is” and excludes all implied warranties to the extent permitted by law. Effica does not guarantee uninterrupted or error-free operation and is not responsible for performance issues caused by third-party systems, connectivity problems, or Client misuse.
8.3 Performance and Efficiency Disclaimer
Any efficiency improvement rates, time-savings percentages, or performance metrics referenced on Effica’s website, marketing materials, or demonstrations are illustrative only. Actual results may vary from company to company depending on operational practices, data quality, and system usage. The rates displayed on Effica’s website are based on results reported by service providers that trialled Effica and are not guarantees of future performance.
9. Limitation of Liability
To the maximum extent permitted by law:
- Effica’s total aggregate liability, whether arising in contract, tort, or otherwise, is limited to the total amount paid by the Client in the preceding 6 months;
- Effica is not liable for any indirect, consequential, or special damages, including loss of data, revenue, or profit;
- Effica is not responsible for the accuracy or completeness of data provided by the Client.
Effica’s liability is limited, at its option, to resupplying the services or paying the cost of resupply.
10. Indemnity
The Client indemnifies Effica against all claims, losses, or liabilities arising from:
- Misuse of the Software;
- Breach of this Agreement;
- Violation of law or third-party rights by the Client or its users;
- Claims by third parties relating to Client Data or content uploaded.
11. Termination
11.1 Termination for Convenience
Either party may terminate this Agreement with 30 days’ written notice.
11.2 Termination for Cause
Either party may terminate immediately if the other:
- Fails to remedy a material breach within 14 days of written notice; or
- Becomes insolvent or ceases to trade.
11.3 Effect of Termination
Upon termination:
- Access to the Software ceases immediately;
- Outstanding fees remain payable;
- Effica will provide data export support for 30 days post-termination.
Prepaid fees are non-refundable on early termination.
12. Confidentiality
Both parties must keep confidential all business, technical, and operational information obtained through this Agreement and not disclose it without prior written consent, unless required by law. Each party must ensure its employees, agents, and contractors comply with this clause.
13. Dispute Resolution
The parties will attempt to resolve disputes through good-faith negotiation.
If unresolved within 14 days, either party may refer the matter to mediation under the ADRoIT Principles or a comparable scheme in their State or Territory.
If mediation fails, either party may initiate court proceedings.
14. Governing Law
This Agreement is governed by and construed in accordance with the laws of the Commonwealth of Australia and the State or Territory where the Client’s principal place of business is located. Each party submits to the non-exclusive jurisdiction of the courts of that State or Territory and the Commonwealth of Australia.
15. General Provisions
Entire Agreement: This Agreement constitutes the entire understanding between the parties and supersedes all prior discussions.
Variation: Changes must be in writing and signed by both parties.
Assignment: The Client may not assign or transfer this Agreement without Effica’s written consent.
Force Majeure: Neither party is liable for delays caused by circumstances beyond reasonable control. If a Force Majeure event continues for more than 60 days, either party may terminate without penalty.
Severability: If any clause is invalid, the remainder remains effective.
Electronic Execution: This Agreement is a binding offer by Effica to provide the Services under these Terms. This Agreement is executed and becomes legally effective immediately upon the Client’s electronic signature. The parties agree that Effica’s acceptance is evidenced by the provision of this document to the Client, and no counter-signature by Effica is required to create a binding contract. This Agreement may be signed in counterparts, and an electronic signature shall have the same legal force and effect as a handwritten signature.
© 2026 AI Core CRM Pty Ltd, trading as Effica. All rights reserved.
Unit 2, 59 Pennington Terrace, North Adelaide SA 5006 | support@effica.com.au | effica.com.au