Terms of Service

Automation Builders Pty Ltd

1. Introduction

1.1 Who we are

Hello, we are Business Automation Builders Pty Ltd, an Australian company registered in Victoria with ACN 690308242. We provide business process automation, integration, and workflow optimisation services, along with related software.

1.2 These Terms

(a) These Terms govern your use of our services. Additional terms may apply to specific projects or consulting agreements.

(b) By using our Services, you agree to be bound by these Terms, which form a legally binding agreement between you and us.

1.3 Other applicable terms

(a) Our Privacy Policy, which complies with the Privacy Act 1988 (Cth) and the Australian Privacy Principles (APPs), sets out how we collect, use, store, and disclose your personal information. By using our Services, you consent to such collection and use.

1.4 Changes to these Terms

(a) We may update these Terms at any time by giving you at least 14 days’ notice (by email). If you disagree with the updated Terms, you may terminate your agreement with us. Continued use of our Services after the notice period will constitute acceptance of the updated Terms.

(b) If there is any inconsistency between these Terms and any signed proposal or agreement, the terms of that signed agreement will prevail to the extent of the inconsistency.

2. Scope of Services

2.1 We provide automation design, system integration, consulting, software implementation, and related business technology services.

2.2 Unless expressly agreed in writing, we provide services on a consultancy and implementation basis only. We do not operate as your agent, employee, or partner.

2.3 Any third-party software, tools, or APIs we recommend or implement remain subject to the terms of the relevant third-party provider. We are not responsible for their performance, availability, or long-term continuation.

2.4 Our Services may incorporate emerging technologies, including AI. These technologies evolve rapidly, and we make no guarantees regarding their accuracy, reliability, or continued availability.

3. Your Obligations

3.1 Information and cooperation

You agree to provide accurate, complete, and timely information as reasonably required for us to deliver the Services. Delays in providing such information may pause our obligations.

3.2 Lawful use

You may only use our Services for lawful purposes and in compliance with Australian law. You must not:

• engage in unlawful, fraudulent, or misleading conduct when using our Services;
• introduce malware, viruses, or harmful code.

3.3 Account security

If we provide you with access credentials to any of our platforms or systems, you are responsible for maintaining their confidentiality and for all use under your account.

3.4 Data ownership and backups

You remain the owner of all data you supply. You are responsible for maintaining appropriate backups of your data. We are not responsible for any data loss, corruption, or unavailability in third-party systems or tools.

3.5 Client warranties

You warrant that:

(a) you have the rights to provide all data, content, and materials used in connection with the Services;

(b) your requested automations or integrations do not infringe third-party rights or breach any laws; and

(c) your use of our Services will not expose us to liability from third-party claims.

4. Our Obligations

4.1 We will provide the Services with due care, skill, and diligence in accordance with Australian Consumer Law (ACL) guarantees.

4.2 To the extent reasonably practicable, we will take steps to ensure our software, integrations, and automations are free from known defects and malicious code.

4.3 We may make updates, modifications, or improvements to our Services from time to time without prior notice.

4.4 We will take reasonable steps to maintain the security of integrations and automations we deliver, but you are responsible for securing your own systems, accounts, and third-party tools.

5. Fees and Payment

5.1 You must pay the fees specified in our proposal, invoice, or written agreement. Unless stated otherwise, all fees are quoted exclusive of GST (10%), which will be added where applicable.

5.2 Invoices are payable within 30 days of issue. Late payments may incur interest at 2% per month.

5.3 Except as required under the ACL, all fees are non-refundable.

5.4 Change requests or out-of-scope work (e.g. modifications, new integrations, or additional consulting outside agreed deliverables) will be billed separately at our standard rates unless otherwise agreed.

5.5 Usage limits – Where Services involve ongoing use (e.g., automation runs, support hours, or processing limits), fair use policies apply. Excessive or unreasonable usage beyond agreed limits may incur additional fees or restrictions.

5.6 Ongoing automation run costs – Any automations we build that continue to run on external platforms (such as Make, Zapier, AWS, Google Cloud, or similar providers) may be billed either (a) directly or indirectly based on the usage charges set by those platforms, or (b) according to an agreed-upon amount between you and us. We use the reporting and tracking functions of those platforms to measure total usage. You acknowledge that such costs are variable, outside of our control, and remain your responsibility to pay. We are not liable for increases to third-party platform costs.

5A. Maintenance and Support

5A.1 We provide maintenance and support for automations in accordance with the maintenance priority level selected and paid for under your agreement or contract with us.

5A.2 We will use reasonable efforts to fix, restore, or otherwise address issues within the response and resolution timeframes specified for your maintenance priority level.

5A.3 Our maintenance obligations apply only to issues arising directly from automations or integrations we have delivered. We are not responsible for issues caused by:

(a) third-party software, tools, or APIs outside of our control;

(b) changes made by you or third parties without our approval, provided that if maintenance has been purchased, we may (at our discretion) attempt to fix such issues without additional cost depending on the magnitude of the change. However, we cannot guarantee that such issues can always be fixed within the timeframes specified for your maintenance level; or

(c) circumstances beyond our reasonable control.

5A.4 If no maintenance level has been set, we reserve the right to determine whether to fix or restore any automation. Where we do agree to fix an automation without an active maintenance plan, this will incur additional costs charged at an agreed rate, which may differ from our standard rates or from the rates you are otherwise paying under your agreement.

6. Intellectual Property

6.1 Unless otherwise agreed, all intellectual property rights in the deliverables we create specifically for you will transfer to you upon full payment.

6.2 We retain all rights in our pre-existing materials, methodologies, templates, and know-how, which we may reuse for other projects.

6.3 You must not resell, sublicense, or commercially exploit deliverables created by us without our prior written consent.

6.4 You grant us a licence to use your business name, logo, and project outcomes for marketing and case study purposes, unless you notify us in writing that you do not consent.

7. Limitation of Liability

7.1 Nothing in these terms excludes any rights you may have under the Competition and Consumer Act 2010 (Cth) or other non-excludable laws.

7.2 To the maximum extent permitted by law:

(a) we exclude all implied warranties, guarantees, or conditions not expressly set out in these terms;

(b) our liability for failure to comply with consumer guarantees is limited (at our option) to resupplying the services or paying the cost of having the services resupplied;

(c) we are not liable for any indirect, incidental, or consequential loss (including loss of profits, data, or business opportunities); and

(d) our total liability in connection with the services is limited to the total fees paid by you for the Services in the 12 months preceding the claim.

7A. Artificial Intelligence Outputs

7A.1 Some of our Services may rely on or incorporate artificial intelligence (AI) systems provided by third-party model providers.

7A.2 You acknowledge that AI systems, like other software tools, may occasionally generate outputs that are inaccurate, incomplete, or not aligned with expectations.

7A.3 To the maximum extent permitted by law:

(a) we are not responsible or liable for any unintended AI-generated outputs;

(b) responsibility for the functioning of the AI models rests with the provider of the AI system; and

(c) you should verify AI-generated content before relying on it for important business or operational decisions.

8. Indemnity

You agree to indemnify and hold us harmless against any claims, losses, damages, or expenses arising out of your:

• breach of these terms;
• misuse of the Services;
• reliance on third-party software, APIs, or AI outputs; or
• violation of applicable laws.

9. Termination

9.1 Either party may terminate these Terms with 15 days’ written notice.

9.2 We may suspend or terminate your access immediately if you:

• fail to pay fees when due;
• breach these terms; or
• misuse our Services.

9.3 Termination does not affect any accrued rights or obligations.

9.4 Survival – Clauses relating to confidentiality, intellectual property, limitation of liability, indemnity, warranties, data ownership, and AI outputs will survive termination.

10. General

10.1 Force Majeure - We are not liable for failure to perform due to events beyond our reasonable control (e.g., natural disasters, strikes, pandemics, government actions). Our obligations will be suspended for the duration of the Force Majeure event, and we will use reasonable efforts to resume performance as soon as practicable.

10.2 Service availability – We will use reasonable efforts to keep our Services available but do not guarantee uninterrupted access. Outages of third-party services are outside our control.

10.3 Governing law – These Terms are governed by the laws of the State of Victoria, Australia. You agree to the exclusive jurisdiction of the courts of that State.

10.4 Assignment – You may not assign your rights without our consent. We may assign our rights upon notice to you.

10.5 Severance – If any part of these Terms is invalid, the remainder continues in force.

10.6 Waiver – A waiver is only effective if in writing.

10.7 Dispute resolution – Before commencing court proceedings, both parties agree to attempt to resolve disputes in good faith, including through negotiation and, if necessary, mediation.

10.8 Non-solicitation – You must not, for 12 months after termination of these Terms, solicit, employ, or engage our employees, contractors, or consultants who were involved in delivering the Services, without our prior written consent.

10.9 Export controls – If you are located outside Australia, you agree to comply with all applicable local laws, including data protection, export, and import restrictions, in connection with your use of the Services.

10.10 Notices – Notices must be given by email or as otherwise agreed.

11. Confidentiality

11.1 We will not disclose your confidential information except:

(a) as required to deliver the Services;

(b) with your consent; or

(c) where required by law.

11.2 You must also maintain the confidentiality of any proprietary methods, code, or processes we disclose to you.

12. Definitions

• ACL means the Australian Consumer Law set out in Schedule 2 of the Competition and Consumer Act 2010 (Cth).
• GST means goods and services tax as defined in the A New Tax System (Goods and Services Tax) Act 1999 (Cth).
• Services means the business automation, integration, software, and consulting services we provide from time to time.