Terms of Use

Important — Australian Consumer Law notice

These Terms of Use ("Terms") form a legally binding agreement between SubSync AI Pty Ltd ACN 695 835 539 ABN 68 695 835 539, trading as ConsultSync AI ("ConsultSync", "we", "us", "our") and you or the organisation you represent ("you", "your", "Customer") for access to and use of the ConsultSync cloud-based platform and related AI-powered consultancy agreement review and analysis services (collectively, the "Platform" or "Services") available at consultsync.com.au.

By creating an account, accessing or using the Platform, or clicking "Sign up", you agree to these Terms. If you act on behalf of a company or other legal entity, you confirm you have authority to bind that entity.

Nothing in these Terms excludes, restricts or modifies any right, remedy, guarantee, warranty or other term or condition that cannot lawfully be excluded under the Australian Consumer Law (Schedule 2 of the Competition and Consumer Act 2010 (Cth)) ("ACL") or any other applicable law. These Terms operate subject to those non-excludable rights.

1. Definitions

• "Account" means your authorised login and subscription to the Platform.
• "Authorised End Users" means your employees, contractors or agents authorised to access the Platform under your Account, including team members joined to your company on the Platform.
• "Confidential Information" means non-public information disclosed by one party to the other, including business information, pricing, uploaded contract documents, Inputs, Outputs, technical information and trade secrets.
• "Construction Legislation" means the security of payment legislation in each Australian state and territory, together with applicable building, registration, licensing and procurement legislation.
• "Customer Data" means Inputs, Outputs derived from Inputs, account data and usage data associated with your Account.
• "Fees" means subscription fees, per-review overage fees and any other charges specified on the Site or in an Order.
• "Inputs" means any data, documents, consultancy agreements, files, text or other materials submitted to the Platform by you or Authorised End Users, including standard terms and exclusions saved to your Account.
• "Order" means an online checkout, order form or other document specifying plan, pricing or subscription terms.
• "Outputs" means any AI-generated content, analysis, clause summaries, risk flags, schedules of proposed amendments, commentary or other results produced by the Platform from Inputs.
• "Term" means the period from account activation until termination of the Services.
• "Intellectual Property Rights" means all patents, copyrights, trade marks, trade secrets, moral rights and other intellectual property rights worldwide.

2. Eligibility and Account Registration

You must be at least 18 years old and legally capable of entering into a binding agreement. If you create an Account on behalf of a business entity, you confirm that you are authorised to bind that entity.

You must provide accurate and complete registration information and keep it up to date. You are responsible for maintaining the confidentiality of your login credentials and for all activities occurring under your Account, including activities of Authorised End Users joined to your company on the Platform.

2A. Geographic restriction

The Platform and Services are intended exclusively for users physically located in Australia and for use in connection with consultancy agreements governed by Australian law. Access from outside Australia, including through VPNs, proxies or location-masking tools, is a material breach of these Terms. We may use IP verification and geolocation to confirm location and may suspend or terminate Accounts accessed from outside Australia.

Insurance notice: our insurance coverage is structured exclusively for Australian operations. Use of the Platform from outside Australia may result in no insurance response in the event of a claim or loss.

3. Description of Services

The Platform provides AI-assisted analysis of consultancy agreements and related construction procurement documents. It is designed to assist consultants in the Australian construction industry — including architects, engineers, building surveyors, quantity surveyors, landscape architects, town planners and project managers — to identify and understand contractual provisions, flag potential commercial risk and generate plain-language summaries of agreement terms.

Specific capabilities may include:

• clause-by-clause identification and plain-language explanation of consultancy agreement provisions
• risk flagging for provisions relating to standard of care, fitness for purpose, liability caps, indemnities, professional indemnity insurance, proportionate liability, intellectual property, novation, payment, security of payment, time bars, termination and set-off
• jurisdiction-specific analysis against Construction Legislation in each Australian state and territory
• an AI-generated schedule of proposed amendments with suggested replacement wording
• summary reports identifying provisions that may warrant professional legal review

The Platform does not provide legal advice. Outputs are AI-generated analytical tools, not the opinion of a qualified legal practitioner. Nothing in any Output constitutes legal advice within the meaning of the Legal Profession Uniform Law or equivalent legislation.

4. Licence and Restrictions

Subject to payment of applicable Fees and compliance with these Terms, we grant you a limited, non-exclusive, non-transferable, non-sublicensable (except to Authorised End Users) licence to access and use the Platform during the Term solely for your internal business purposes.

You must not:

• copy, modify, reverse engineer, decompile or create derivative works of the Platform or its underlying technology
• use the Platform to build or operate a competing service
• use the Platform to provide legal advice or contract review services to third parties for a fee without our written consent
• access the Platform for unlawful or fraudulent purposes
• introduce malware or harmful code
• scrape, crawl or harvest data from the Platform
• remove copyright or proprietary notices
• exceed usage limits or fair-use thresholds notified by us
• resell or commercially exploit the Platform without permission

If we reasonably believe a breach has occurred, we may suspend access. Where the breach is remediable, we will provide notice and an opportunity to remedy unless doing so would compromise security or violate law.

5. Customer Obligations

You are responsible for:

• ensuring Authorised End Users comply with these Terms
• all activities conducted under your Account
• obtaining all necessary authorisations before uploading any document to the Platform, including checking whether any confidentiality obligations in the relevant consultancy agreement or head contract restrict disclosure to third-party AI systems
• verifying the accuracy, completeness and suitability of Outputs before acting on them
• obtaining independent professional legal advice before making any significant decision based on an Output, including decisions to sign, refuse to sign, vary or terminate a consultancy agreement
• complying with all applicable laws including the Privacy Act 1988 (Cth), Spam Act 2003 (Cth), intellectual property laws and Construction Legislation
• maintaining appropriate backups of your Inputs and Outputs

5A. Confidentiality obligations before upload

Many consultancy agreements and head contracts contain confidentiality clauses that restrict disclosure of contract terms to third parties. Before uploading any document to the Platform, you must satisfy yourself that doing so does not breach any confidentiality obligation owed to the principal, developer, head contractor or any other party. ConsultSync does not independently verify whether you have authority to upload any document and accepts no responsibility for uploads made in breach of confidentiality obligations.

5B. Prohibited or high-risk data

Unless expressly authorised in writing, you must not upload or process:

• health or medical information
• biometric identifiers
• government identification numbers
• financial account credentials
• personal information of children under 16
• classified or restricted government information
• information subject to legal professional privilege without the informed consent of the privilege holder

5C. Prohibited reliance

You must not:

• serve or rely upon a payment claim, payment schedule or adjudication application under any security of payment legislation based solely on an Output, without independent legal verification of the statutory requirements and timeframes
• enter into, vary, refuse to sign or terminate any consultancy agreement based solely on an Output without independent professional review
• represent Outputs as legal advice, professional opinion or authoritative analysis to any third party
• use Outputs as the sole basis for any decision where errors could result in material financial loss, loss of statutory rights or contractual liability
• present Outputs to a principal, head contractor, adjudicator, tribunal or court as a substitute for legal or professional opinion

6. AI Outputs — Nature and Limitations

The Platform provides automated document analysis, clause identification, risk flagging and AI-assisted commentary on consultancy agreement terms. Outputs are generated using probabilistic artificial intelligence systems and are intended solely to assist users in identifying and understanding provisions in consultancy agreements.

Outputs:

• do not constitute legal advice, financial advice or professional opinion of any kind
• are not a substitute for independent review by a qualified construction lawyer or other professional
• may contain errors, omissions, inaccuracies, missed clauses or incomplete analysis
• are not guaranteed to identify all risks, obligations, liabilities, statutory requirements or commercially significant provisions in any document
• may not reflect recent changes to Construction Legislation, case law or industry practice

ConsultSync does not represent that:

• any Output is complete, accurate or fit for any particular purpose
• the Platform will identify all contractual, commercial, legal or regulatory risks in any document
• Outputs are consistent with the requirements of any applicable Construction Legislation

6A. Output records

Completed reviews remain available in your dashboard during the Term and for 12 months following termination. You may request a copy of Outputs generated during your subscription by contacting support@consultsync.com.au. This record is provided as a tool for your reference and does not constitute a legal record or representation about the accuracy or completeness of any Output.

6B. Non-reliance and assumption of risk

You acknowledge and agree that:

• you are solely responsible for all decisions, actions or omissions arising from your use of the Platform or Outputs
• you will not rely on Outputs as the sole or primary basis for any contractual, commercial, financial or legal decision
• you must independently verify Outputs before use
• you must obtain appropriate professional advice where required

To the maximum extent permitted by law, no duty of care is owed by ConsultSync in relation to your reliance on Outputs, and you assume all risk arising from your use of or reliance on the Platform and Outputs.

7. Fees and Payment

Fees are specified on the Site or in your Order and are payable in Australian dollars, GST inclusive. Subscriptions renew automatically unless cancelled before the renewal date. Fees are billed in advance on a monthly or annual basis. Reviews beyond your plan allowance are charged at the per-review overage rate shown on the pricing page, at the time you confirm the overage in the app.

Every new account includes one free review, tied to a confirmed email address, with no payment method required. We may increase Fees on at least 30 days' written notice; if you do not accept the increase, you may cancel before the change takes effect without penalty. Late payments may incur interest at the Reserve Bank of Australia cash rate plus 2% per annum. We may suspend Services if Fees remain unpaid after reasonable notice.

7A. Unfair contract terms

We intend these Terms to be fair and transparent. Nothing in these Terms is intended to operate as an unfair contract term under the Australian Consumer Law.

8. Updates to Platform or Terms

We may update the Platform from time to time to improve performance, security or functionality, including updates to the AI models used to generate Outputs. Where an update materially changes the nature of Outputs or reduces core functionality you have paid for, we will provide reasonable notice.

We may update these Terms periodically. Material changes will be notified at least 30 days in advance where possible. If you do not agree to a material change, you may terminate your subscription before the change takes effect.

9. Intellectual Property

We or our licensors own all intellectual property rights in the Platform, software, documentation, models and underlying technology. You retain ownership of your Inputs and Outputs. You must not challenge or dispute our intellectual property rights in the Platform.

10. Confidentiality

Each party agrees to keep the other party's Confidential Information confidential and use it only for the purposes of these Terms. This obligation does not apply to information that is publicly available, independently developed or required by law to be disclosed.

ConsultSync will treat uploaded consultancy agreements and associated Inputs as Confidential Information and will not disclose them to third parties except as permitted under these Terms and the Privacy Policy.

11. Privacy and Data Handling

Our Privacy Policy at consultsync.com.au/privacy explains how we handle personal information and uploaded documents. We comply with the Privacy Act 1988 (Cth) and the Australian Privacy Principles. We take reasonable steps to protect personal information and Confidential Information from misuse, loss or unauthorised access. Uploaded documents are stored encrypted in the Sydney, Australia region.

12. Warranties and Disclaimers

To the maximum extent permitted by law, the Platform and Services are provided "as is" and "as available". We do not guarantee uninterrupted operation, accuracy of Outputs, or that the Services will meet your requirements. AI systems are probabilistic and may produce inaccurate or incomplete results.

12A. Consumer guarantees

Where the Australian Consumer Law applies, you may be entitled to statutory guarantees. For major failures you may be entitled to cancel the service and obtain a refund and compensation for foreseeable loss.

13. Limitation of Liability

To the maximum extent permitted by law:

• ConsultSync excludes all liability for indirect, consequential or special loss, including loss of profit, revenue, goodwill, opportunity or data
• ConsultSync's total aggregate liability arising out of or in connection with the Services is limited to the greater of: (i) the Fees paid by you in the 12 months preceding the claim; or (ii) AUD $50,000
• where liability cannot be excluded under the Australian Consumer Law, liability is limited (at ConsultSync's option) to resupply of the Services or payment of the cost of resupply

Nothing in this clause limits liability for fraud, death or personal injury caused by negligence, or any liability that cannot be excluded by law.

14. Indemnity

You indemnify and hold harmless ConsultSync from and against any claims, loss, damage, liability or expense arising from:

• your use of Outputs in a manner inconsistent with these Terms
• your reliance on Outputs without independent verification
• any Inputs that infringe intellectual property, confidentiality or privacy rights
• your breach of any confidentiality obligation owed to a principal, head contractor or other party by uploading documents to the Platform without authorisation
• your breach of applicable laws, including Construction Legislation

This indemnity does not apply to the extent that the claim arises from ConsultSync's own negligence, fraud or wilful misconduct.

15. Termination

You may terminate your subscription at any time through account settings or written notice. Termination takes effect at the end of the billing period unless otherwise required by law. We may suspend or terminate Services for material breach, non-payment or legal requirements. Upon termination, your access to the Platform ceases, outstanding Fees become payable, and we may delete Customer Data after 30 days unless required to retain it by law.

15A. Data export

During the Term and for 30 days after termination, you may export Customer Data (including PDF and Excel copies of your reviews) using the export tools in the dashboard. After that period we may delete or de-identify Customer Data in accordance with our data retention practices.

16. No Guarantee of Complete Risk Detection

The Platform does not guarantee identification of all risks, issues, obligations or provisions in any document. The absence of a flagged item in an Output does not indicate the absence of risk. You must read the full document and obtain professional advice before relying on any Output.

17. Dispute Resolution

If a dispute arises in connection with these Terms, the parties agree to first attempt to resolve it through good faith negotiation. If the dispute is not resolved within 20 business days of written notice, either party may refer the matter to mediation administered by the Resolution Institute or a mutually agreed mediator before commencing litigation. Nothing in this clause prevents a party from seeking urgent interlocutory relief from a court.

18. General

• Force majeure: neither party is liable for failure to perform due to events beyond reasonable control.
• Assignment: you may not assign these Terms without our consent. We may assign them to affiliates or successors.
• Entire agreement: these Terms, the Privacy Policy and any Order constitute the entire agreement between the parties.
• Severability: if any provision is invalid it will be severed and the remainder will remain in force.
• Waiver: any waiver must be in writing.
• Notices: notices may be sent by email to the address associated with your Account.
• Relationship: nothing in these Terms creates a partnership, joint venture or agency relationship.
• Governing law: these Terms are governed by the laws of Victoria, Australia and the parties submit to the exclusive jurisdiction of its courts.

19. Contact

SubSync AI Pty Ltd trading as ConsultSync AI
Melbourne, Victoria, Australia
Email: support@consultsync.com.au
Website: consultsync.com.au

© SubSync AI Pty Ltd 2026 · ACN 695 835 539 · ABN 68 695 835 539 · Melbourne, Victoria, Australia