Terms and Conditions

(a) Welcome to Numbat.ai (Website). The Website provides an AI-powered legal information assistant to help make legal information more accessible to individuals (Services).

(d) The Website is operated by Australian AI Company (ACN 677136604). Access to and use of the Website or any of its associated Products or Services is provided by Australian AI Company. Please read these terms and conditions (Terms) carefully.

(e) Australian AI Company reserves the right to review and change any of the Terms by updating this page at its sole discretion. When Australian AI Company updates the Terms, it will use reasonable endeavours to provide you with notice of updates to the Terms. Any changes to the Terms take immediate effect from the date of their publication.

Australian AI Company is an Australian proprietary company limited by shares registered in New South Wales, Australia.

Our registered office is located in Sydney, New South Wales 2000, Australia.

Our Australian Company Number (ACN) is 677136604, and our Australian Business Number (ABN) is provided upon request.

We operate under the registered business name, Numbat.ai.

We develop AI-powered legal information tools to help make legal information more accessible to individuals and organizations, with a focus on providing reliable, accurate and relevant legal resources.

You cannot access, use or purchase our Services unless you are at least 18 years of age or are the minimum age required to consent to use our Services in your location, whichever is higher.

(a) In order to access the Services, you must first register for an account through the Website (Account).

(b) As part of the registration process, or as part of your continued use of the Services, you may be required to provide personal information about yourself (such as identification or contact details), including:

• Email address
• Preferred username
• Telephone number
• Password

(c) You warrant that any information you give to Australian AI Company in the course of completing the registration process will always be accurate, correct and up to date.

(d) Once you have completed the registration process, you will be a registered member of the Website (Member) and agree to be bound by the Terms.

(e) You may not use the Services and may not accept the Terms if:

• you are not of legal age to form a binding contract with Australian AI Company; or
• you are a person barred from receiving the Services under the laws of Australia or other countries including the country in which you are resident or from which you use the Services.

(a) To access certain Services, you may be required to create an Account.

(b) You agree to provide correct and complete Account information and to keep your Account information up to date. Account information includes but is not limited to your email address, password, full name, billing information and any other information requested during the registration process.

(c) You are fully responsible for maintaining the confidentiality and security of your Account, which includes keeping your password and Account login credentials safe.

(d) You are liable for all activity occurring under your Account to the extent you are directly or indirectly responsible for such activity, including as a result of your failure to maintain the confidentiality and security of your Account.

(e) If you become aware of or suspect any breach of the security of your Account, loss or compromise of your password or Account login credentials, or any unauthorized access to your Account, you must notify us as soon as reasonably practicable by contacting us through the Website.

(f) Provided all incurred fees have been paid in full and no payments are outstanding, you may close your Account at any time at your sole discretion by contacting Australian AI Company. If any payments are outstanding, you must pay them before your Account can be closed.

As a Member, you agree to comply with the following:

(a) you will use the Services only for purposes that are permitted by:

• the Terms; and
• any applicable law, regulation or generally accepted practices or guidelines in the relevant jurisdictions;

(b) you have the sole responsibility for protecting the confidentiality of your password and/or email address. Use of your password by any other person may result in the immediate cancellation of the Services;

(c) any use of your registration information by any other person, or third parties, is strictly prohibited. You agree to immediately notify Australian AI Company of any unauthorised use of your password or email address or any breach of security of which you have become aware;

(d) access and use of the Website is limited, non-transferable and allows for the sole use of the Website by you for the purposes of Australian AI Company providing the Services;

(e) you will not use the Services or the Website in connection with any commercial endeavours except those that are specifically endorsed or approved by the management of Australian AI Company;

(f) you will not use the Services or Website for any illegal and/or unauthorised use which includes collecting email addresses of Members by electronic or other means for the purpose of sending unsolicited email or unauthorised framing of or linking to the Website;

(g) you agree that commercial advertisements, affiliate links, and other forms of solicitation may be removed from the Website without notice and may result in termination of the Services. Appropriate legal action will be taken by Australian AI Company for any illegal or unauthorised use of the Website;

(h) you acknowledge and agree that any automated use of the Website or its Services is prohibited.

(a) All payments made in the course of your use of the Services are made using Stripe. In using the Website, the Services or when making any payment in relation to your use of the Services, you warrant that you have read, understood and agree to be bound by the Stripe terms and conditions which are available on their website.

(b) You acknowledge and agree that where a request for the payment of the Services Fee is returned or denied, for whatever reason, by your financial institution or is unpaid by you for any other reason, then you are liable for any costs, including banking fees and charges, associated with the Services Fee.

(c) You agree and acknowledge that Australian AI Company can vary the Services Fee at any time.

(a) Australian AI Company will only provide you with a refund of the Services Fee in the event they are unable to continue to provide the Services or if the manager of Australian AI Company makes a decision, at its absolute discretion, that it is reasonable to do so under the circumstances (Refund).

(b) Any benefits set out in this Terms and Conditions may apply in addition to consumer's rights under the Australian Consumer Law.

(a) The Website, the Services and all of the related products of Australian AI Company are subject to copyright. The material on the Website is protected by copyright under the laws of Australia and through international treaties. Unless otherwise indicated, all rights (including copyright) in the Services and compilation of the Website (including but not limited to text, graphics, logos, button icons, video images, audio clips, Website code, scripts, design elements and interactive features) or the Services are owned or controlled for these purposes, and are reserved by Australian AI Company or its contributors.

(c) All trademarks, service marks and trade names are owned, registered and/or licensed by Australian AI Company, who grants to you a worldwide, non-exclusive, royalty-free, revocable license whilst you are a Member to:

• use the Website pursuant to the Terms;
• copy and store the Website and the material contained in the Website in your device's cache memory; and
• print pages from the Website for your own personal and non-commercial use.

Australian AI Company does not grant you any other rights whatsoever in relation to the Website or the Services. All other rights are expressly reserved by Australian AI Company.

(d) The AI's retrieval and presentation of legal information constitutes fair dealing for the purposes of research or study under Australian copyright law. Users acknowledge that:

• Legal information provided through the Service is subject to the copyright policies of the original sources;
• Government legislative materials and court judgments may be subject to specific copyright provisions;
• Users must respect the copyright of all materials accessed through the Service and comply with the copyright notices and license terms provided by original sources.

(e) Australian AI Company retains all rights, title and interest in and to the Website and all related Services. Nothing you do on or in relation to the Website will transfer any:

• business name, trading name, domain name, trade mark, industrial design, patent, registered design or copyright, or
• a right to use or exploit a business name, trading name, domain name, trade mark or industrial design, or
• a thing, system or process that is the subject of a patent, registered design or copyright (or an adaptation or modification of such a thing, system or process).

(f) You may not, without the prior written permission of Australian AI Company and the permission of any other relevant rights owners: broadcast, republish, up-load to a third party, transmit, post, distribute, show or play in public, adapt or change in any way the Services or third party Services for any purpose, unless otherwise provided by these Terms. This prohibition does not extend to materials on the Website, which are freely available for re-use or are in the public domain.

(a) In the course of interacting with our artificial intelligence and machine learning models, algorithms, systems, tools, applications, technologies and other AI-powered products and services (the "AI Services"), you may provide inputs to such AI Services ("Inputs") that, in response, provide you with generated outputs ("Outputs") (Inputs and Outputs collectively being "Materials").

(b) You represent and warrant to us that you have the rights, licenses and permissions that are necessary for us to process your Inputs under these Terms and to provide our Services to you, including for example, to integrate with third-party services and to share Materials with others at your direction.

(c) You also represent and warrant that your Inputs will not violate our Terms or any applicable laws, regulations or policies.

(d) As between you and Australian AI Company, and to the extent permitted by applicable law, you retain any right, title, and interest that you have in your Inputs. Subject to your compliance with our Terms, we assign to you all of our right, title, and interest, if any, in Outputs generated in response to your Inputs.

(e) Our AI Services are new technologies that are continuously improving in accuracy, reliability and safety. You acknowledge and agree that:

• Outputs may not always be accurate and may contain material inaccuracies even if they appear to be accurate because of their level of detail or specificity;
• You should not rely on any Outputs without independently confirming their accuracy;
• Your reliance on Outputs is strictly at your own risk, and we disclaim all liability for decisions made based on, in any way, our Outputs;
• The Services and any Outputs may not reflect correct, current, or complete information;
• Outputs may contain content that is inconsistent with Australian AI Company's views; and
• Outputs do not constitute and are not a substitute for legal advice and legal counsel.

(f) We may use Materials to provide, maintain, and improve the Services and to develop other products and services. For example, we may collect anonymous, non-identifiable statistics about the types or themes of or patterns in Inputs we receive and Outputs we generate.

(g) We will not train our models on any Materials that are not publicly available, except in the following circumstances:

• If you provide Feedback to us (through the Services or otherwise) regarding any Materials, we may use that Feedback in accordance with these Terms.
• If you otherwise consent to such use of Materials.

We value your feedback and are always looking to improve our Services. When you share comments, ideas, or feedback ("Feedback"), including rating Outputs or Services, for example, by using rating buttons or feedback forms, you agree that we're free to use such Feedback without any restriction or compensation to you.

You agree that none of our Services constitute nor are a substitute for legal advice or legal counsel. No attorney-client relationship is created between you and Australian AI Company or any of its employees, contractors, or affiliates.

(a) Nothing in the Terms limits or excludes any guarantees, warranties, representations or conditions implied or imposed by law, including the Australian Consumer Law (or any liability under them) which by law may not be limited or excluded.

(b) Subject to this clause, and to the extent permitted by law:

• all terms, guarantees, warranties, representations or conditions which are not expressly stated in the Terms are excluded; and
• Australian AI Company will not be liable for any special, indirect or consequential loss or damage (unless such loss or damage is reasonably foreseeable resulting from our failure to meet an applicable Consumer Guarantee), loss of profit or opportunity, or damage to goodwill arising out of or in connection with the Services or these Terms.

(c) Use of the Website and the Services is at your own risk. Everything on the Website and the Services is provided to you "as is" and "as available" without warranty or condition of any kind. None of the affiliates, directors, officers, employees, agents, contributors and licensors of Australian AI Company make any express or implied representation or warranty about the Services or any products or Services referred to on the Website.

(a) Australian AI Company's total liability arising out of or in connection with the Services or these Terms, however arising, including under contract, tort (including negligence), in equity, under statute or otherwise, will not exceed the resupply of the Services to you.

(b) You expressly understand and agree that Australian AI Company, its affiliates, employees, agents, contributors and licensors shall not be liable to you for any direct, indirect, incidental, special consequential or exemplary damages which may be incurred by you, however caused and under any theory of liability.

(a) The Terms will continue to apply until terminated by either you or by Australian AI Company as set out below.

(b) If you want to terminate the Terms, you may do so by:

• providing Australian AI Company with 7 days' notice of your intention to terminate; and
• closing your accounts for all of the services which you use, where Australian AI Company has made this option available to you.

(c) Australian AI Company may at any time, terminate the Terms with you if:

• you have breached any provision of the Terms or intend to breach any provision;
• Australian AI Company is required to do so by law;
• the provision of the Services to you by Australian AI Company is, in the opinion of Australian AI Company, no longer commercially viable.

You agree to indemnify Australian AI Company, its affiliates, employees, agents, contributors, third party content providers and licensors from and against:

(a) all actions, suits, claims, demands, liabilities, costs, expenses, loss and damage (including legal fees on a full indemnity basis) incurred, suffered or arising out of or in connection with your content;

(b) any direct or indirect consequences of you accessing, using or transacting on the Website or attempts to do so; and/or

(c) any breach of the Terms.

14.1. Compulsory Process:

If a dispute arises out of or relates to the Terms, either party may not commence any Tribunal or Court proceedings in relation to the dispute, unless the following clauses have been complied with (except where urgent interlocutory relief is sought).

14.2. Notice Requirements:

A party to the Terms claiming a dispute has arisen under the Terms, must give written notice to the other party detailing:

• The nature of the dispute with specific details;
• The desired outcome or remedy sought;
• Any actions or steps the other party is requested to take to resolve the dispute; and
• A timeframe for resolution.

Such notice must be sent via email to the contact details provided by Australian AI Company on the Website or via registered post to the company's registered address in Sydney, Australia.

14.3. Resolution Process:

On receipt of that notice, the parties to the Terms must:

• Make reasonable efforts to resolve the dispute expeditiously through direct negotiation;
• Meet (either in person in Sydney or virtually) within 14 days of the notice being provided to discuss the dispute in good faith;
• Consider engaging a neutral third party to assist in facilitating resolution if the dispute is not resolved through direct negotiation within 30 days.

14.4. Mediation:

If the parties are unable to resolve the dispute through negotiation within 30 days of the notice:

• The parties agree to refer the dispute to mediation administered by the Australian Disputes Centre (ADC) in Sydney;
• The mediation will be conducted in accordance with the ADC Guidelines for Commercial Mediation operating at the time the dispute is referred to ADC;
• The costs of mediation shall be shared equally between the parties; and
• Both parties agree to participate in the mediation process in good faith and undertake to be bound by any settlement agreement reached.

14.5. Legal Proceedings:

If the dispute is not resolved within 60 days of referral to mediation (or such other period as agreed between the parties):

• Either party may initiate legal proceedings in the appropriate courts or tribunals of New South Wales, Australia;
• Nothing in this dispute resolution procedure prevents either party from seeking urgent injunctive relief from an appropriate court; and
• Despite the existence of a dispute, both parties must continue to perform their obligations under the Terms to the extent practicable, unless the nature of the dispute renders performance impossible.

14.6. Confidentiality:

All communications made by the parties arising out of this dispute resolution process, including any settlement offers, shall be confidential and without prejudice to the rights and obligations of the parties if legal proceedings should follow, unless otherwise admissible or discoverable in legal proceedings.

(a) You agree that our ability to provide our Services to you is subject to compliance with applicable sanctions that restrict or prohibit who or from where our Services can be accessed. By using the Services, you represent and warrant that you:

• Are not located or residing in any country or territory subject to comprehensive sanctions;
• Are not listed on any list of prohibited or restricted parties, such as those maintained by Australian government authorities, the United States, or other relevant jurisdictions, or otherwise subject to sanctions that would prohibit your access to or use of our Services; and
• Shall not use or allow access by anyone to the Services in any manner that may cause Australian AI Company to violate applicable export controls and sanctions.

(b) We reserve the right to restrict or block your access to the Services and to terminate the Agreement at any time without notice if we determine, at our sole discretion, that such access may cause a violation or create unacceptable risk to us under export controls or sanctions.

These Terms, together with all of the terms, policies and notices available on the Website, including our Privacy Policy, or any other binding documents we provide, or agreements provided or executed by us, constitute the entire agreement between us, and supersede all previous negotiations, proposals, commitments, writings, oral statements and understandings of any nature whatsoever.