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Terms of Service — Grace

  • Provider: Michael Egan (ABN 37 317 577 102), trading as Strategic Worlds — referred to in these Terms as "Strategic Worlds", "we" or "us"
  • Service: Grace, the ISO 9001 / ISO 27001 compliance platform at grace.strategicworlds.com.au
  • Effective date: 6 October 2026
  • Contact: contact@strategicworlds.com.au

These Terms of Service (the "Terms") govern access to and use of Grace. By creating an account, accessing or using the Service, you agree to these Terms. If you accept these Terms on behalf of an organisation, you confirm you are authorised to bind that organisation ("Customer", "you").

1. Definitions

  • Service — the Grace software-as-a-service platform, including its subdomains, features and documentation.
  • Customer Data — all data, content and records that you or your Users submit to or create in the Service, including any personal information contained in it.
  • User — an individual you authorise to use the Service under your workspace (for example your staff or contractors).
  • Order — the subscription quote or order document agreed in writing between us, setting out the plan, entitlements, term and fees applicable to your workspace.

2. The Service and access

We grant you a non-exclusive, non-transferable, revocable right to access and use the Service during the Term for your internal business purposes, subject to these Terms and your Order. We may update, improve or modify the Service from time to time; we will not materially reduce the core functionality of your subscription during a paid term without notice.

3. Accounts, workspaces and security

You are responsible for your workspace, your Users, and all activity under your account. You must keep credentials secure, ensure your Users comply with these Terms and the Acceptable Use Policy, and promptly notify us of any unauthorised use. Administrators control User access and roles within the workspace.

4. Fees and billing

Fees, billing frequency and payment terms are as set out in your Order. Unless the Order states otherwise, fees are in Australian dollars and exclusive of GST, which will be added where applicable. Invoices are payable within the period stated in the Order. Overdue amounts may accrue interest at the rate stated in the Order, and may result in suspension under section 10.

5. Customer Data

Ownership. As between the parties, you own all right, title and interest in your Customer Data. We claim no ownership of it.

Licence to us. You grant us a limited licence to host, copy, process, transmit and display Customer Data solely to provide, secure and support the Service, and as described in our Privacy Policy and the Data Processing Addendum.

Your responsibilities. You are responsible for the accuracy, quality and legality of Customer Data, for having the rights and consents needed to provide it to us, and for your own privacy notices to individuals whose personal information you include.

Export and deletion. During the Term you can export your Customer Data through the Service, at any time and without asking us. On termination, we will retain your Customer Data for 90 days so that you can export it, after which it will be permanently deleted — subject to the Data Processing Addendum and to any retention we are required by law to apply.

6. Intellectual property

We (and our licensors) own all right, title and interest in the Service, including its software, content, and the reference and framework material we provide (which paraphrases third-party standards under their licences). Except for the rights expressly granted in these Terms, no rights are granted to you. Feedback you give us may be used by us without restriction or obligation.

7. Confidentiality

Each party may receive confidential information of the other. The receiving party will protect it with reasonable care, use it only to perform under these Terms, and not disclose it except to personnel who need it and are bound by confidentiality. This does not apply to information that is public, independently developed, or required to be disclosed by law.

8. Warranties and disclaimers

We will provide the Service with reasonable care and skill. Except as expressly stated in these Terms and to the extent permitted by law, the Service is provided "as is" and we exclude all other warranties. We do not warrant that the Service will be uninterrupted or error-free, or that it will make you compliant with any standard — Grace is a tool to help you manage compliance, not a guarantee of certification or of any regulatory outcome.

Australian Consumer Law. Nothing in these Terms excludes, restricts or modifies any guarantee, right or remedy you have under the Australian Consumer Law or any other law that cannot lawfully be excluded. Where we are permitted to limit our liability for breach of a non-excludable guarantee, our liability is limited, at our option, to re-supplying the affected Service or paying the cost of having it re-supplied.

9. Limitation of liability

To the maximum extent permitted by law, and subject to section 8:

  • Neither party is liable for indirect, incidental, special or consequential loss, or for loss of profits, revenue, goodwill, or data (except as required by law); and
  • Each party's total aggregate liability arising out of or in connection with these Terms is capped at the fees paid by you for the Service in the 12 months immediately before the event giving rise to the liability.

Nothing in this section limits liability that cannot be limited by law, including under the Australian Consumer Law, or for death or personal injury caused by negligence, or for fraud.

10. Suspension

We may suspend access where reasonably necessary to protect the Service or other customers — for example a security threat, a breach of the Acceptable Use Policy, or non-payment — and will restore access promptly once the issue is resolved.

11. Term and termination

These Terms apply from when you first access the Service and continue for the term set out in your Order. Renewal, non-renewal and notice periods are as set out in the Order.

Either party may terminate for material breach that is not remedied within 30 days of written notice describing the breach. On termination, your right to use the Service ends and the export and deletion provisions in section 5 apply. Sections that by their nature should survive termination do so, including sections 5 to 9 and 12 to 14.

12. Indemnity

You will indemnify us against third-party claims arising from your Customer Data, or from your use of the Service in breach of these Terms or of any law.

We will indemnify you against third-party claims that the Service, as provided by us, infringes that party's intellectual property rights.

Each indemnity is subject to the indemnified party giving prompt notice of the claim, allowing the indemnifying party to conduct the defence and any settlement, and providing reasonable assistance. Each party will take reasonable steps to mitigate its loss.

13. Changes to these Terms

We may update these Terms. The current version is published at grace.strategicworlds.com.au/terms, and for material changes affecting a paid subscription we will give you reasonable notice before the change takes effect. Continued use of the Service after a change takes effect means you accept it.

14. General

  • Governing law and jurisdiction: New South Wales, Australia. The parties submit to the non-exclusive jurisdiction of its courts.
  • Assignment: you may not assign these Terms without our consent; we may assign to an affiliate or successor.
  • Force majeure: neither party is liable for delay or failure caused by events beyond its reasonable control.
  • Notices: notices to us go to contact@strategicworlds.com.au; notices to you go to the email or address on your account.
  • Entire agreement: these Terms, your Order, the Privacy Policy, the Data Processing Addendum and the Acceptable Use Policy are the entire agreement between us and supersede any prior discussions.
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