Terms of Service

These Terms of Service ("Terms") constitute a legally binding agreement between you ("Customer", "you", "your") and Black Mountain AI Pty Ltd (trading as BuildForge) (ABN 87 673 936 448), a company registered in the Australian Capital Territory ("BuildForge", "we", "us", "our"). By accessing or using our website, application, or services (collectively, the "Services"), you agree to be bound by these Terms.

If you are using the Services on behalf of an organisation, you represent and warrant that you have authority to bind that organisation to these Terms.

1. Definitions

• "Account" means the user account you create to access the Services.
• "Content" means any data, text, documents, files, images, plans, estimates, schedules, or other materials you upload, submit, or generate through the Services.
• "Organisation" means the business entity associated with your subscription.
• "Subscription" means the paid plan you select to access the Services.
• "Users" means individuals authorised by the Organisation to use the Services under the Organisation's subscription.
• "AI Features" means the artificial intelligence powered functionalities of the Services, including AI estimating, AI agents, and document analysis.

2. Account Registration and Responsibilities

2.1 Account Creation

To use the Services, you must create an Account by providing accurate, current, and complete information. You are responsible for maintaining the accuracy of this information.

2.2 Account Security

You are responsible for maintaining the confidentiality of your login credentials and for all activities that occur under your Account. You must notify us immediately at security@buildforge.com.au if you suspect any unauthorised access.

2.3 User Management

The Organisation administrator is responsible for managing Users, including granting and revoking access, assigning roles, and ensuring Users comply with these Terms.

3. Subscription and Payment

3.1 Free Trial

We offer a 14-day free trial that does not require a credit card. At the end of the trial period, you must select a paid Subscription to continue using the Services. If you do not select a plan, your Account will be downgraded to read-only access.

3.2 Subscription Plans

Subscription plans, pricing, and included features are described on our Pricing page. We reserve the right to modify pricing with 30 days written notice to active subscribers.

3.3 Payment

All payments are processed through Stripe in Australian Dollars (AUD). Prices include GST. Payment is due at the beginning of each billing period (monthly or annual). Failed payments will be retried up to three times. If payment is not received within 14 days, we may suspend your access to the Services.

3.4 GST

All prices displayed on our website include Goods and Services Tax (GST) as required by the A New Tax System (Goods and Services Tax) Act 1999 (Cth). Tax invoices will be provided for each payment and will include our ABN, the GST component, and all required details for BAS reporting.

3.5 Plan Changes

You may upgrade your Subscription at any time; the prorated difference will be charged immediately. You may downgrade your Subscription at the end of your current billing period.

4. Acceptable Use

You agree not to:

• Use the Services for any unlawful purpose or in violation of any applicable law
• Upload Content that infringes any third party's intellectual property rights
• Attempt to gain unauthorised access to the Services, other accounts, or our systems
• Use the Services to transmit malware, viruses, or other harmful code
• Reverse engineer, decompile, or attempt to derive the source code of the Services
• Use automated tools to scrape, crawl, or extract data from the Services without written permission
• Resell, sublicence, or redistribute the Services to third parties without written consent
• Use AI Features to generate Content that is misleading, fraudulent, or violates any applicable law

5. Intellectual Property

5.1 Our Intellectual Property

The Services, including all software, designs, logos, trademarks, documentation, and proprietary technologies, are owned by BuildForge and protected by Australian and international intellectual property laws. These Terms do not grant you any rights to our intellectual property except the limited right to use the Services in accordance with your Subscription.

5.2 Your Content

You retain all ownership rights in your Content. By uploading Content to the Services, you grant us a limited, non-exclusive licence to use, process, store, and display your Content solely to provide the Services. We will not use your Content for any other purpose without your explicit consent.

5.3 AI-Generated Content

Content generated by our AI Features (such as estimates, schedules, and reports) is provided to you under your Subscription. You own the AI-generated Content created from your inputs. However, AI-generated Content is provided "as is" and should be reviewed by a qualified professional before reliance.

6. Data Ownership and Portability

6.1 Your Data

You own your data. We are the custodian, not the owner, of the Content and data you store on our platform.

6.2 Data Export

You may export your data at any time in standard formats (CSV, PDF, JSON) through the platform's export functionality.

6.3 Data Processing

We process your data in accordance with our Privacy Policy and applicable Australian privacy legislation. For AI Features, your Content may be sent to our AI provider (Anthropic) for processing. We have a Data Processing Agreement in place to ensure your data is not used to train AI models.

7. Service Availability and SLA

7.1 Availability

We use commercially reasonable efforts to maintain 99.9% uptime for the Services, excluding scheduled maintenance. Scheduled maintenance will be notified at least 24 hours in advance and will be performed during low-usage periods (typically between 2:00 AM and 6:00 AM AEST).

7.2 Support

Support availability depends on your Subscription plan. Starter plans receive email support during business hours (AEST). Professional and Business plans receive priority email and chat support. Enterprise plans include a dedicated account manager and phone support with guaranteed response times as specified in the Enterprise SLA.

7.3 Modifications

We may modify, update, or discontinue features of the Services. We will provide reasonable notice of material changes. If a change materially reduces the functionality of your Subscription, you may terminate and receive a pro-rata refund.

8. Limitation of Liability

8.1 Exclusion of Certain Damages

To the maximum extent permitted by law, BuildForge will not be liable for any indirect, incidental, special, consequential, or punitive damages, including loss of profits, data, business opportunities, or goodwill, regardless of the cause of action or theory of liability.

8.2 Cap on Liability

Our total aggregate liability under these Terms will not exceed the amount you paid for the Services in the 12 months preceding the event giving rise to the claim.

8.3 AI Disclaimer

AI Features are provided as decision-support tools and should not be relied upon as the sole basis for any construction, financial, safety, or compliance decision. You are responsible for verifying AI-generated Content and seeking appropriate professional advice. BuildForge does not guarantee the accuracy, completeness, or fitness for purpose of AI-generated Content.

8.4 Consumer Guarantees

Nothing in these Terms excludes, restricts, or modifies any consumer guarantee, right, or remedy conferred on you by the Competition and Consumer Act 2010 (Cth) or any other applicable Australian consumer protection law that cannot be excluded, restricted, or modified by agreement.

9. Indemnification

You agree to indemnify and hold harmless BuildForge, its directors, officers, employees, and agents from any claims, damages, losses, liabilities, and expenses (including reasonable legal fees) arising out of:

• Your use of the Services in breach of these Terms
• Your Content, including any claims that it infringes third-party rights
• Your violation of any applicable law or regulation

10. Termination

10.1 Termination by You

You may terminate your Account at any time through your account settings. For monthly subscriptions, termination takes effect at the end of the current billing period. For annual subscriptions, see our Refund Policy.

10.2 Termination by Us

We may suspend or terminate your Account if you breach these Terms, fail to pay fees after notice, or engage in activity that could harm other users or our Services. We will provide reasonable notice where practicable.

10.3 Effect of Termination

Upon termination, your right to use the Services ceases immediately. Your Content will be available for export for 90 days after termination, after which it will be permanently deleted. Provisions that by their nature should survive termination (including intellectual property, limitation of liability, and dispute resolution) will survive.

11. Dispute Resolution

11.1 Informal Resolution

Before commencing formal proceedings, both parties agree to attempt to resolve any dispute informally by contacting legal@buildforge.com.au. We will endeavour to resolve disputes within 30 days.

11.2 Mediation

If informal resolution is unsuccessful, either party may refer the dispute to mediation administered by the Australian Disputes Centre (ADC) in Canberra, ACT.

11.3 Jurisdiction

If the dispute cannot be resolved through mediation, it will be submitted to the exclusive jurisdiction of the courts of the Australian Capital Territory and the Federal Court of Australia.

12. Governing Law

These Terms are governed by and construed in accordance with the laws of the Australian Capital Territory and the Commonwealth of Australia. Both parties submit to the non-exclusive jurisdiction of the courts of the Australian Capital Territory.

13. General Provisions

13.1 Entire Agreement

These Terms, together with our Privacy Policy and Refund Policy, constitute the entire agreement between you and BuildForge regarding the Services.

13.2 Severability

If any provision of these Terms is found to be invalid or unenforceable, the remaining provisions will continue in full force and effect.

13.3 Waiver

The failure to exercise or enforce any right under these Terms does not constitute a waiver of that right.

13.4 Assignment

You may not assign your rights or obligations under these Terms without our prior written consent. We may assign our rights and obligations to an affiliate or successor entity.

13.5 Notices

Notices to BuildForge should be sent to legal@buildforge.com.au or by post to Black Mountain AI Pty Ltd (trading as BuildForge), Canberra ACT 2601, Australia. Notices to you will be sent to the email address associated with your Account.

14. Contact

If you have questions about these Terms, please contact us:

• Email: legal@buildforge.com.au
• Post: Black Mountain AI Pty Ltd (trading as BuildForge), Canberra ACT 2601, Australia
• ABN: XX XXX XXX XXX