These Terms of Service ("Terms") apply to all users, or all potential users, of the SupplyChain Assist platform operated by SupplyChain Assist AI Pty Ltd (ABN 97 699 029 046) ("we, us, our"). These Terms, together with any other terms, conditions and policies we publish or link to on our website or app, form a binding agreement between you and us ("Agreement"). "You" means any user who accesses or uses the Software, whether on a free trial or paid Subscription.
THE SOFTWARE WE PROVIDE
By purchasing a Subscription to our platform, you are entitled to use the SupplyChain Assist software ("Software") and related support services. The Software is an AI-powered agentic assistant that responds to queries from enterprise business users regarding supply chain software troubleshooting, operational guidance, and process support. Access to the Software is login-protected and available via our platform at https://supplychainassist.com.au/. Where we make mobile applications available in future, access may also be provided through the SupplyChain Assist app.
BEFORE PURCHASE
Things you must do before purchasing a Subscription
The Software requires you to subscribe to obtain full access to all features. The Subscription will be charged to your nominated payment method directly through our platform for your elected Subscription Period.
Trial Period
We offer a 7-day free trial of the Software ("Trial Period"). At the end of the Trial Period, your Subscription will automatically commence and fees will begin to be charged unless you cancel your account before the Trial Period expires. You may only use one Trial Period per account.
Acknowledgements you make before purchasing a Subscription
You acknowledge and agree that there may be:
• occasional errors or omissions in Subscription descriptions, pricing, availability and promotions;
• limits on access to certain regions, organisations, or groups of people; and
• technical problems and inherent risks associated with using the Software and any AI Technologies it incorporates (see AI Use and Risk Acknowledgement below).
You further acknowledge and agree that it is your sole responsibility to ensure that the Subscription and Software meets your requirements, is appropriate for your intended use, and that you use the Software in compliance with all applicable laws and regulations in your jurisdiction.
Except as required by law, we cannot guarantee the accuracy of information about our Subscriptions or the ongoing availability of the Software.
AI USE AND RISK ACKNOWLEDGEMENT
The Software incorporates artificial intelligence technologies, including large language models and agentic AI components (collectively, "AI Technologies"), to generate responses to queries relating to supply chain software, processes, and operations. The nature of AI means that outputs are probabilistic, not deterministic. You must read and understand this section before using the Software.
AI outputs are informational only --- not professional advice
All responses, suggestions, guidance, troubleshooting steps, recommendations, and other content generated by the Software ("AI Outputs") are provided for general informational purposes only. They do not constitute, and must not be treated as:
• technical, engineering, or IT professional advice;
• legal, regulatory, or compliance advice;
• operational, logistics, or supply chain management advice; or
• any other form of professional advice or recommendation.
AI Outputs are generated by automated systems without human review. They reflect patterns in training data and the information you provide and are not the product of professional judgment applied to your specific circumstances. You must independently assess all AI Outputs before acting on them.
No guarantee of accuracy, completeness or currency
We cannot guarantee that any AI Output will be accurate, complete, current, or appropriate for your specific query, system, organisation, or environment. In particular, you acknowledge that:
• Hallucinations. AI Technologies may generate responses that are plausible-sounding but factually incorrect, fabricated, or based on non-existent sources, procedures, or system features. This is an inherent characteristic of large language models, not a defect that we can fully eliminate.
• Outdated information. The AI Technologies underlying the Software are trained on data with a knowledge cutoff date. They may not reflect the most recent software versions, patches, regulatory changes, or industry practices. Always verify that AI Outputs are consistent with the current version of your software and your current regulatory environment.
• Context limitations. The Software does not have direct access to your systems, databases, configurations, or organisational data unless you expressly provide that information in your query. AI Outputs are generated based only on the information you supply and training data. Outputs based on incomplete or incorrectly described system states may be significantly misleading.
• Variable outputs. AI Technologies may generate different responses to similar queries at different times, or may produce inconsistent advice across a session. You must not rely on consistency of AI Outputs as confirmation of their accuracy.
Prohibition on use in critical and live systems without verification
You must not act on AI Outputs in relation to live, production, or critical systems, infrastructure, or processes without first obtaining independent verification from a qualified professional.
Without limiting the above, you must not use AI Outputs as the sole or primary basis for:
• executing changes, updates, configurations, or commands in live or production supply chain software environments;
• making decisions that could result in operational disruption, data loss, system failure, or financial loss;
• actions affecting third-party systems, contracts, or compliance obligations;
• decisions with regulatory, safety, or legal consequences; or
• any other action where an error in the AI Output could result in material harm to your organisation or any third party.
We expressly disclaim all liability for any loss, cost, damage, disruption, regulatory consequence, or other harm arising from your failure to comply with this requirement. The responsibility for verifying the suitability of any AI Output before acting on it rests entirely with you.
User-provided information
The quality of AI Outputs is directly dependent on the accuracy and completeness of the information you provide. You are responsible for ensuring that all information you input into the Software is accurate, current, and sufficiently detailed to enable a meaningful response. We are not liable for AI Outputs that are inaccurate or unsuitable as a result of incomplete, ambiguous, or incorrect information provided by you.
You must not input into the Software any information that is:
• confidential or proprietary to a third party unless you are duly authorised to do so;
• subject to legal professional privilege or other protected status; or
• classified, restricted, or sensitive in a manner that would prohibit its disclosure to an AI processing system under applicable law or your organisation's internal policies.
No independent judgment or verification by the Software
The Software does not independently verify the accuracy or completeness of information you provide. It does not detect logical errors, inconsistencies, or gaps in your query. It does not know what it does not know, and it will not automatically flag uncertainty in all cases. You must apply your own professional judgment to evaluate AI Outputs critically.
Evolving AI technology
The AI Technologies underlying the Software are subject to ongoing development, update, and change. Model behaviour, output quality, and the scope of topics the Software addresses may change over time without notice. We are not liable for any change in AI Outputs resulting from updates to the underlying AI models, changes to third-party AI providers, or improvements to the Software.
By using the Software, you confirm
By accessing or using the Software, you confirm that you have read and understood this AI Use and Risk Acknowledgement in full, that you accept the limitations and risks described above, and that you will use AI Outputs responsibly, critically, and in conjunction with independent professional assessment where the nature of the decision warrants it.
PAYMENTS
The Subscription Fee is automatically deducted from your nominated payment method at the start of each Subscription Period unless you or we cancel your Subscription in accordance with the cancellation or termination terms below.
Where your Subscription Period is 12 months (annual), we will endeavour to send you a reminder to your nominated email address a reasonable period before each automatic renewal. It remains your responsibility to cancel within the timeframe set out below if you do not wish to renew.
You authorise us to:
• deduct the Fee and all other accrued and owing amounts from your nominated payment method; and
• deduct any applicable currency conversion fees or financial service provider fees where relevant.
You must ensure that sufficient funds are available in your nominated account to meet any withdrawals on their scheduled due dates. Where payment is defaulted or not received, you authorise us to debit any outstanding amounts without prior notice.
Promotional coupons or discount codes must be applied at the time of purchase and cannot be applied retrospectively.
All Fees are stated in Australian dollars and are inclusive of GST unless otherwise stated. Where any supply made under this Agreement is subject to GST or any other tax, duty, or government charge, you are responsible for paying that amount in addition to the Fee, and we will issue a valid tax invoice where required. Terms used in this clause have the meaning given in the A New Tax System (Goods and Services Tax) Act 1999 (Cth).
INTELLECTUAL PROPERTY
All Intellectual Property Rights in the Software, including any AI models, training outputs, interfaces, content, data structures, and associated materials ("Materials"), are owned by or licensed to us. We grant you a non-exclusive, non-transferable, revocable, limited licence to use the Software and Materials solely for your internal business purposes during the period of your active Subscription.
This licence terminates automatically at the end of your Subscription Period. You must not:
• modify, adapt, translate, reverse engineer, decompile, or derive the source code for the Software or the Materials, except to the extent this restriction cannot lawfully be excluded or where expressly permitted by applicable law;
• distribute, sell, sublicense, or otherwise transfer or make available the Software or Materials to any third party;
• use the Software to train, develop, or improve any competing AI product or service; or
• remove or alter any copyright, trade mark, or other proprietary notice contained in the Software or Materials.
Ownership of AI Outputs. As between you and us, and to the extent permitted by law, we do not claim ownership of the AI Outputs generated in response to your queries, and you may use AI Outputs for your internal business purposes subject to this Agreement. You acknowledge that AI Outputs are generated by automated means, may not be unique to you, and that similar or identical outputs may be generated for other users.
Licence to inputs. You grant us a non-exclusive, royalty-free licence to use, process, and store the information you input into the Software ("Inputs") for the purpose of providing, maintaining, securing, and supporting the Software. We will not use Your Information (including Inputs) to train our AI models without your express consent. We may create and use aggregated or de-identified data derived from use of the Software, provided it does not identify you or any individual.
YOUR INFORMATION AND PRIVACY
We take our privacy obligations seriously. Any personal information you provide to us in connection with your use of the Software is handled in accordance with our Privacy Policy (available at https://supplychainassist.com.au/privacy.html) and the Australian Privacy Principles under the Privacy Act 1988 (Cth).
We will not use Your Information to train our AI models without your express consent. We agree to take reasonable precautions to protect Your Information and not to use or disclose it to any third party except as required to perform our obligations under this Agreement or as required by law.
Data Deletion on Termination
Where your Subscription or account is terminated for any reason, you may request deletion of Your Information by contacting us at sales@supplychainassist.com.au. We will action deletion requests within a reasonable period, subject to any legal obligations requiring us to retain certain records. You will lose access to all saved queries, outputs, and account data upon termination.
Information Security
We will implement and maintain reasonable technical and organisational security measures designed to protect Your Information against unauthorised access, use, loss, or disclosure. Further detail on how we collect, handle, and protect personal information is set out in our Privacy Policy (available at https://supplychainassist.com.au/privacy.html).
Where we become aware of an eligible data breach affecting Your Information, we will notify you and any affected individuals, and take remedial steps, in accordance with our obligations under the Privacy Act 1988 (Cth), including the Notifiable Data Breaches scheme.
The Software may be supported by third-party service providers, including third-party AI providers, who process information on our behalf. We remain responsible for the handling of Your Information by such providers in accordance with this Agreement and our Privacy Policy.
AFTER PURCHASE
Things you must do after purchasing a Subscription
You must:
• create an account by providing accurate and complete information, and update it promptly if it changes;
• maintain the confidentiality of your login credentials, username, and password;
• use a unique and secure password for your account;
• contact us at sales@supplychainassist.com.au if you experience any difficulty using the Software or require a refund;
• not use our name, logos, or trade marks, or represent an affiliation, endorsement, or partnership with us, without our prior written consent (this does not restrict your right to make honest, lawful comment or reviews about the Software); and
• only use the Software for lawful purposes and in compliance with all applicable laws.
We may monitor your use of the Software from time to time to ensure compliance with these Terms.
Things you must not do
You must not:
• modify, reverse engineer, or decompile the Software in any manner, except to the extent this restriction cannot lawfully be excluded or where expressly permitted by applicable law;
• allow other people to use your account credentials;
• distribute, reproduce, or exploit any content from the Software without our prior written permission;
• input information into the Software that is confidential, proprietary, or subject to third-party rights, unless you are authorised to do so;
• act on AI Outputs in relation to live or production systems without independent professional verification;
• use any automated means (including bots, scrapers, or crawlers) to access the Software, or circumvent, disable, or interfere with any rate limits, security features, or access controls;
• introduce any malware, virus, or malicious code, or attempt to gain unauthorised access to, probe, scan, or penetration-test the Software or its underlying systems;
• take any action that imposes an unreasonable or disproportionately large load on the Software or otherwise disrupts its integrity or performance;
• attempt to extract, copy, or reverse engineer any prompts, model weights, or underlying AI Technologies, or to jailbreak or circumvent the Software's safety or content controls;
• use the Software to generate or disseminate unlawful, harmful, infringing, or misleading content, or to develop or train any competing AI product or service; or
• use the Software for any unlawful purpose or in violation of these Terms.
A breach of any of the acceptable use obligations set out above is a material breach of this Agreement, and we may suspend or terminate your account and Subscription in accordance with the Termination By Us section below, without limiting any other right or remedy available to us.
Cancelling your Subscription
You may cancel your Subscription at any time. To avoid being charged for the next Subscription Period, you must cancel at least 48 hours before the end of your current Subscription Period. You may cancel through your account settings or by contacting us at sales@supplychainassist.com.au. You will not receive a refund for any payments already made for the current Subscription Period, but you will continue to have access to the Software until the end of that period.
DISCLAIMER
The Software and all AI Outputs are provided on an "as is" and "as available" basis. To the maximum extent permitted by law, we make no representations or warranties of any kind, express or implied, including in relation to:
• accuracy or completeness --- AI Outputs may be inaccurate, incomplete, outdated, or unsuitable for your specific circumstances;
• fitness for purpose --- the Software is a general-purpose AI assistant and is not a substitute for qualified professional advice;
• system compatibility --- we do not warrant that the Software is compatible with any third-party enterprise software, systems, or environments; or
• uninterrupted access --- the Software may be temporarily unavailable for maintenance, updates, or events beyond our control.
We will use reasonable endeavours to maintain the Software and minimise errors and interruptions. The Software may be temporarily unavailable for scheduled or emergency maintenance. We will endeavour to provide advance notice where reasonably practicable.
AUSTRALIAN CONSUMER LAW
Our services come with guarantees that cannot be excluded under the Australian Consumer Law. For major failures with our services, you are entitled:
• to cancel this Agreement with us; and
• to a refund for the unused portion of your Subscription, or to compensation for its reduced value.
You are also entitled to be compensated for any other reasonably foreseeable loss or damage. If the failure does not amount to a major failure, you are entitled to have problems with the service rectified in a reasonable time and, if this is not done, to cancel this Agreement and obtain a refund for the unused portion.
Nothing in this Agreement excludes, restricts or modifies any consumer guarantee, right or remedy under the Australian Consumer Law (Schedule 2 of the Competition and Consumer Act 2010 (Cth)) or any other applicable law that cannot be excluded, restricted or modified by agreement.
LIABILITY AND INDEMNITY
To the maximum extent permitted by law, we are not liable for any Loss or Damage arising from:
• your use of or reliance on the Software or any AI Output, including any AI Output that is inaccurate, incomplete, or inappropriate;
• any action you take or fail to take in relation to a live, critical, or production system in reliance on AI Outputs without independent professional verification;
• any modification to the Software other than by us;
• any accident, abuse, or misapplication of the Software by you or any third party;
• any use of the Software with other software or systems without our consent; or
• any use of the Software other than in accordance with this Agreement.
All use of the Software is at your sole risk.
To the extent to which we are entitled to do so, our liability under the Australian Consumer Law, or otherwise, is limited at our option to:
• the repair or re-supply of the Software within a reasonable period; or
• the refund of the amount of your previous 12-month Subscription Fee.
The remedies set out above are our sole liability for failure to comply with a consumer guarantee that cannot be excluded. In all other cases, and subject to the paragraph below, our aggregate liability to you for any and all Loss or Damage will not exceed the total Fees paid by you to us in the 12 months preceding the event giving rise to the claim.
Nothing in this Agreement excludes or limits our liability to the extent it cannot be excluded or limited by law, including any liability for death or personal injury caused by our negligence, for fraud, or under any non-excludable consumer guarantee.
You agree to indemnify us and keep us indemnified from any Claim arising out of or in connection with:
• your breach of this Agreement;
• your failure to comply with our instructions, warnings, or applicable laws;
• any breach of our Intellectual Property Rights by you; or
• any action taken or not taken in reliance on AI Outputs by you or any person you authorise to use your account.
CHANGES TO SUBSCRIPTIONS AND TERMS
Except as required by law, we may at any time, with reasonable notice where practicable:
• change or update information including availability, features, and promotions;
• change prices or descriptions of our Subscriptions (price changes take effect from your next renewal); or
• discontinue the Software or any part of it.
We may update these Terms from time to time. If we make material changes, or increase the Fee, we will notify you by email or via the platform before the changes take effect. Your continued use of the Software after notification constitutes acceptance of the updated Terms. If you do not accept a material change or a Fee increase, you may cancel your Subscription before the change takes effect, in which case we will refund the unused portion of any prepaid Fee for the balance of your current Subscription Period.
TERMINATION BY US
Where you breach this Agreement, we may immediately suspend or terminate your account and Subscription. Where we terminate your Subscription for non-payment or breach, you will not be entitled to a refund and you will lose access to the Software and all account data.
We may also terminate or suspend access to the Software immediately and without liability if required by law or if we reasonably believe continued access poses a risk to the security or integrity of the Software or to any third party.
FORCE MAJEURE
Where there is a Force Majeure Event, we will not be considered in breach of this Agreement to the extent that our obligations are prevented or delayed by such an event. We will not incur any liability to you for any Loss or Damage suffered in connection with any Force Majeure Event.
IF THERE IS A DISPUTE
If a dispute arises in connection with this Agreement, either party may notify the other in writing. The parties must first attempt to resolve the dispute by good faith negotiation within 14 days of that notice.
If the dispute is not resolved within that period, either party may refer the dispute to mediation before an independent mediator agreed between the parties, or failing agreement, appointed by the Resolution Institute.
If mediation fails to resolve the dispute within 30 days of the mediator's appointment, either party may seek resolution through the courts of Victoria, Australia. Each party will bear its own costs of mediation unless otherwise agreed.
OTHER
This Agreement is to be construed in accordance with the laws of Victoria, Australia, and you and we submit to the non-exclusive jurisdiction of the courts of Victoria, Australia.
This Agreement is the entire agreement between you and us and supersedes any prior agreements, proposals, and communications, whether oral or written. In the event of an inconsistency between these Terms and other terms on our website, these Terms prevail.
The failure by us to exercise any right or enforce any provision in this Agreement does not constitute a waiver of that right or provision. If any provision is not enforceable, it will be severed to the extent permitted by law and the remaining provisions will remain in full force and effect.
Assignment. We may assign, novate, or transfer our rights and obligations under this Agreement to any third party, including in connection with a sale, merger, or reorganisation of our business, without your consent. You must not assign or transfer your rights or obligations under this Agreement without our prior written consent.
Notices. Any notice under this Agreement must be in writing. Notices to us may be sent to sales@supplychainassist.com.au, and notices to you may be sent to the email address associated with your account or provided via the platform. A notice is taken to be received when sent, unless the sender receives an automated delivery-failure message, in which case it is taken not to have been received.
All obligations and liabilities that by their nature are intended to survive termination of this Agreement --- including Intellectual Property Rights, confidentiality, liability, and indemnity provisions --- will survive termination.
BUSINESS AND ENTERPRISE USERS
This section applies where you access or use the Software on behalf of, or for the business purposes of, an organisation (an "Organisation").
Authority to bind. If you access the Software on behalf of an Organisation, you warrant that you have authority to bind that Organisation to this Agreement, and references to "you" include that Organisation. The Organisation is responsible for all use of the Software under its account.
Authorised Users. Where your Subscription permits multiple users, the Organisation may allow its employees and contractors ("Authorised Users") to access the Software up to the number of seats purchased. Each Authorised User must have individual login credentials and must not share them. The Organisation is responsible for the acts and omissions of its Authorised Users and for ensuring they comply with this Agreement, including the acceptable use and AI Use and Risk Acknowledgement provisions.
Enterprise agreements prevail. Where we have entered into a separate written agreement or order form with an Organisation, that agreement prevails over these Terms to the extent of any inconsistency.
Business use and consumer law. Where the Software is acquired for the purposes of a business, certain rights and remedies under the Australian Consumer Law may not apply or may be limited to the extent permitted by law. Nothing in this section limits any consumer guarantee, right, or remedy that cannot be excluded, restricted, or modified by agreement.
DEFINITIONS
"Agreement" means these Terms together with any other terms, conditions, and policies published or linked to on our website or app.
"AI Outputs" means all responses, suggestions, guidance, troubleshooting steps, recommendations, and other content generated by the Software in response to user queries.
"AI Technologies" means the artificial intelligence models, large language models, agentic AI components, algorithms, and related software used by the Software to generate AI Outputs.
"Australian Consumer Law" means Schedule 2 of the Competition and Consumer Act 2010 (Cth).
"Authorised User" means an individual whom you permit to access and use the Software under your account, up to the number of user seats you have purchased.
"Claim" means any claim under statute, tort, contract or negligence, including any demand, award, or costs.
"Fee" means the Subscription fee as advertised on our website from time to time.
"Force Majeure Event" means an event beyond the reasonable control of a party, including natural disasters, acts of God, war, riots, pandemics, government restrictions, cyberattacks, or failure of third-party infrastructure.
"Inputs" means the information you input into the Software, as referred to under that term in the Intellectual Property section of this Agreement.
"Intellectual Property Rights" means all copyright, trade marks, design rights, patents, trade secrets, and confidential information, whether registered or unregistered.
"Loss or Damage" means any direct, indirect, incidental, punitive, special, or consequential loss or damages of any kind, including loss of profits, revenue, savings, loss of data, loss of enjoyment, system disruption, personal injury, property damage, and legal costs.
"Materials" means all content, data, templates, documentation, and other information made available through the Software.
"Organisation" means the company, entity, or other body on whose behalf you access or use the Software, where applicable.
"Software" means the SupplyChain Assist platform and website, and any mobile application we may make available in future, including all AI Technologies and associated features.
"Subscription / Subscription Services" means access to the SupplyChain Assist platform, the Software, and any associated materials and support services.
"Subscription Period" means the period elected by you --- monthly (ongoing) or 12 months (annually) --- commencing on the date of purchase or at the end of the Trial Period (as applicable).
"Trial Period" means the 7-day free trial period offered to new users prior to commencement of a paid Subscription.
"We, us, or our" means SupplyChain Assist AI Pty Ltd (ABN 97 699 029 046), a company registered in Victoria, Australia, and includes any of our directors, officers, employees, agents, partners, and contractors.
"You / your" means any individual or organisation that accesses or uses the Software, whether on a Trial Period or paid Subscription.
"Your Information" means all personal and business information you provide to the Software, including account details, queries submitted, and any other data you input.
SupplyChain Assist AI Pty Ltd | ABN 97 699 029 046
Registered in Victoria, Australia
sales@supplychainassist.com.au | supplychainassist.com.au