These Terms of Service ("Terms") constitute a legally binding agreement between you ("User", "you", "your") and ClaimStack Pty Ltd (ACN 688 993 535) ("ClaimStack", "we", "us", "our"), governing your access to and use of the ClaimStack platform, including all related software, services, and documentation (the "Service").

By creating an account, accessing the Service, or clicking "I agree", you acknowledge that you have read, understood, and agree to be bound by these Terms and our Privacy Policy. If you are using the Service on behalf of an organisation, you represent and warrant that you have the authority to bind that organisation to these Terms.

If you do not agree to these Terms, you must not use the Service.

2. Definitions

"Account" means the user account you create to access the Service.
"Company" means the business entity registered within the Service under which Users operate.
"Content" means all data, documents, files, text, images, audio, and other materials uploaded to or generated within the Service.
"Financial Records" means payment claims, payment schedules (assessments), invoices, variations, purchase orders, contracts, and any other financial documents managed through the Service.
"Pilot Period" means a defined trial period offered by ClaimStack to a Customer at ClaimStack's discretion, as notified to the Customer in writing.
"Platform" or "Service" means the ClaimStack web application, APIs, and all related tools and functionality.
"Security of Payment" means rights and obligations arising under applicable security of payment legislation, including the Building and Construction Industry Security of Payment Act 2002 (Vic) and equivalent legislation in other Australian jurisdictions.
"Subscription" means the paid plan selected by a Company that determines feature access, usage limits, and billing terms.

3. Account Registration and Security

3.1 Eligibility

You must be at least 18 years of age and have the legal capacity to enter into a binding agreement. The Service is intended for use by construction industry professionals and businesses operating in Australia.

3.2 Account Obligations

You are responsible for:

providing accurate and complete registration information;
maintaining the confidentiality of your login credentials;
all activities that occur under your account; and
notifying us immediately of any unauthorised use of your account.

3.3 Company Administrators

Company administrators are responsible for managing team access, permissions, and ensuring that all users within their organisation comply with these Terms. You must not share accounts between individuals.

4. Service Description

ClaimStack is a construction project financial management platform. The Service enables:

management of construction contracts including head contracts, subcontracts, consultant agreements, and supply contracts;
creation and submission of progress payment claims and payment schedules;
variation management, assessment, and tracking;
invoice ingestion, matching, and approval workflows;
budget tracking, cashflow forecasting, and financial reporting;
document management, correspondence, and transmittals;
procurement and tendering workflows;
timesheet and resource management;
integration with third-party services including Xero accounting software; and
AI-assisted features including invoice extraction, document analysis, and site note transcription.

4.1 Service Availability

We use commercially reasonable efforts to make the Service available 24/7, but do not guarantee uninterrupted access. We may perform scheduled maintenance, and the Service may be temporarily unavailable due to factors beyond our control. We will endeavour to provide reasonable notice of planned downtime.

4.2 Beta and Experimental Features

We may make features available that are designated Beta, Preview, Early Access, or Experimental. These are provided for evaluation, are excluded from any warranty or commitment in these Terms, and may be changed, limited, or withdrawn at any time without notice. Do not rely on a Beta feature for a payment claim, payment schedule, statutory notice, or any other purpose with a legal or financial consequence, and independently verify anything it produces. Where a Beta feature is withdrawn, we will make reasonable efforts to preserve data you created with it, but do not guarantee continued access to that feature's functionality.

4.3 Backups

We perform regular automated backups using commercially reasonable practices, with encrypted storage and point-in-time recovery. Backups are a disaster recovery measure for the Service as a whole. They are not a substitute for your own record keeping, and we do not offer per-customer restoration of individually deleted records. You remain responsible for retaining your own copies of records you are required to keep by law, by contract, or for audit purposes. Our export tools (clause 7.5) exist for this purpose.

5. Subscriptions and Payment

5.1 Plans and Pricing

Access to the Service requires an active Subscription. Available plans, features, usage limits, and pricing are published on our Pricing page and may be updated from time to time. We will provide at least 30 days' notice of any price changes affecting existing subscribers.

5.2 Billing

Subscriptions are billed monthly or annually in advance via Stripe.
All prices are in Australian Dollars (AUD) and exclude GST unless otherwise stated.
You authorise us to charge your nominated payment method on each billing cycle.
Failed payments may result in suspension of access until payment is resolved.

5.3 Cancellation

You may cancel your Subscription at any time through the platform. Cancellation takes effect at the end of the current billing period. No refunds are provided for partial billing periods. Upon cancellation, your data will remain accessible in read-only mode for 90 days so you can export it. Following that period, ClaimStack has no obligation to retain, restore, or recover your data, and it may be permanently deleted.

5.4 Free Tier and Trials

We may offer free tiers or trial periods at our discretion. Features and limits of free tiers may change at any time. We reserve the right to require a paid Subscription for continued access to any feature.

6. Pilot Program

6.1 Pilot Terms

Where ClaimStack has offered you access to the Service under a Pilot Period, the following additional terms apply:

Fees during the Pilot Period are as notified to you in writing and may be reduced or waived at ClaimStack's discretion;
ClaimStack makes no service level commitments during the Pilot Period and the Service is provided strictly on an "as is" basis;
ClaimStack may make material changes to the Platform, including the addition, modification, or removal of features, during the Pilot Period without notice;
you agree to provide reasonable feedback on the Platform's functionality, usability, and fitness for purpose during the Pilot Period; and
either party may terminate the Pilot Period on 5 business days' written notice without cause and without liability to the other party.

6.2 Transition to Subscription

Upon expiry of the Pilot Period, access to the Service will continue on standard Subscription terms unless either party provides written notice to terminate at least 5 business days prior to expiry.

6.3 No Warranty During Pilot

During the Pilot Period, ClaimStack provides no warranty of any kind, express or implied, including any warranty that the Service will meet your requirements, be error-free, or be fit for any particular purpose. The liability limitations in clause 13 apply in full during the Pilot Period.

7. Your Content and Data

7.1 Ownership

You retain all ownership rights to your Content. ClaimStack does not claim any ownership over the data, documents, or materials you upload to or create within the Service. We will never sell your data to third parties.

7.2 Licence to Us

By uploading Content, you grant ClaimStack a limited, non-exclusive, royalty-free licence to host, store, copy, transmit, display, process, and back up your Content, and to disclose it to our service providers and to the other party to a contract you share with them, solely to the extent necessary to provide, secure, support, and bill for the Service and to comply with law. This licence does not extend to training or fine-tuning any machine learning model. It terminates when you delete your Content or close your account.

7.3 Data Isolation

The Service uses row-level security and contract-based access controls to ensure your data is isolated from other companies. You will only have access to data for contracts to which your company is a party.

7.4 Immutability of Financial Records

Once a payment claim, payment schedule, or assessment is submitted, it becomes a permanent, read-only record. This reflects the legal requirements of construction payment legislation in Australia. Submitted Financial Records cannot be modified or deleted. If corrections are needed, new revision records must be created referencing the original.

7.5 Data Export

You may export your data at any time in standard formats (PDF, Excel, CSV) through the Service. Upon account closure, we will make your data available for export for a minimum of 90 days. Following that period, ClaimStack has no obligation to retain, restore, or recover your data, and it may be permanently deleted. Please export anything you need before the period ends.

8. Acceptable Use

You agree not to:

use the Service for any unlawful purpose or in violation of any applicable law or regulation;
upload false, misleading, or fraudulent financial information;
attempt to gain unauthorised access to any part of the Service, other accounts, or related systems;
interfere with or disrupt the Service or impose an unreasonable load on our infrastructure;
reverse engineer, decompile, or disassemble any part of the Service;
use automated tools (bots, scrapers) to access the Service without our written permission;
share your account credentials or allow others to use your account;
upload malicious files, viruses, or harmful code; or
use the Service in any manner that could damage our reputation or the integrity of the platform.

We may suspend or terminate access where you materially breach this clause 8, where your use presents a genuine and immediate security, integrity, or availability risk to the Service or other users, or where we are required to do so by law.

Except where an immediate risk or a legal requirement makes it impossible, we will give you at least 5 business days' notice and an opportunity to remedy before suspending. A suspension will be no broader and no longer than reasonably necessary, and will not remove your ability to read and export your own data unless your access to that data is itself the cause of the risk.

9. AI-Powered Features

The Service includes AI-powered features for invoice data extraction, document analysis, site note transcription, risk assessment, and other assistive functions. You acknowledge and agree that:

AI-generated outputs are provided as assistance only and must be reviewed by qualified professionals before reliance;
ClaimStack does not guarantee the accuracy of AI-generated content and is not liable for decisions made based on AI outputs;
your data is processed by one or more AI service providers selected by ClaimStack (currently Google Cloud Vertex AI), each engaged under terms that prohibit using your data to train or fine-tune any model. ClaimStack does not train models on your data, and this commitment applies regardless of which provider we use;
the AI providers we currently use are named in our Privacy Policy, which we will update before engaging a new provider or moving processing to a materially different location;
only the specific document, image, or audio file required for a requested task is transmitted for AI processing, never bulk project data;
AI processing involves limited retention at our provider, which is described in section 3.2 of our Privacy Policy. We do not claim zero retention; and
you remain solely responsible for verifying the accuracy of all financial figures, extracted data, and AI-generated recommendations.

10. Security of Payment Compliance

The Service includes features that assist with Security of Payment workflows, including deadline tracking, claim submission, and payment schedule management. You acknowledge and agree that:

the Service is a tool to assist with your Security of Payment processes and does not constitute legal advice;
ClaimStack does not warrant that use of the Service will ensure compliance with Security of Payment legislation or any other applicable law;
you are solely responsible for ensuring your own compliance with the Building and Construction Industry Security of Payment Act 2002 (Vic) and all equivalent legislation applicable to your projects and jurisdictions;
deadline tracking features are provided as a guide only and you must independently verify all relevant dates and timeframes; and
you should seek independent legal advice in connection with any Security of Payment dispute or claim.

11. Third-Party Integrations

The Service integrates with third-party services including, but not limited to, Xero, Stripe, Google Cloud, and email providers. Available integrations change over time as we add and retire them. When you enable an integration:

you authorise ClaimStack to exchange data with the third-party service on your behalf;
your use of third-party services is subject to their own terms and privacy policies;
ClaimStack is not responsible for the availability, accuracy, or practices of third-party services; and
you may disconnect integrations at any time through your account settings.

12. Intellectual Property

The Service, including its software, design, logos, documentation, and all related intellectual property, is owned by ClaimStack Pty Ltd and is protected by Australian and international intellectual property laws.

Your Subscription grants you a limited, non-exclusive, non-transferable licence to use the Service for your internal business purposes during the Subscription term. This licence does not include the right to sublicense, resell, or redistribute the Service.

If you provide any feedback, suggestions, or recommendations regarding the Service, you grant ClaimStack an irrevocable, perpetual, royalty-free licence to use and incorporate that feedback without restriction or obligation to you.

13. Limitation of Liability

13.1 No Guarantee

We work hard to provide a reliable, accurate service, and we take the integrity of your financial records seriously. That said, the Service is provided "as is" and "as available". To the maximum extent permitted by Australian Consumer Law, ClaimStack disclaims all warranties, express or implied, including warranties of acceptable quality, fitness for a particular purpose, and non-infringement. Your rights under clause 13.7 are not affected.

13.2 Exclusion of Consequential Loss

To the maximum extent permitted by applicable law, ClaimStack will not be liable for any:

loss of profits, revenue, or anticipated savings;
loss of business, contracts, or opportunities;
loss or corruption of data;
project delays, cost overruns, or disruption to construction works;
loss arising from claims by third parties, including subcontractors, principals, or head contractors;
failure to comply with Security of Payment legislation or any other applicable law;
loss arising from reliance on AI-generated outputs or automated features; or
indirect, incidental, special, exemplary, punitive, or any other consequential or economic loss,

arising out of or in connection with these Terms or the use of the Service, however caused, whether in contract, tort (including negligence), statute, or otherwise, and even if ClaimStack has been advised of the possibility of such loss or damage.

13.3 Liability Cap

To the maximum extent permitted by applicable law, ClaimStack's total aggregate liability to you arising out of or in connection with these Terms or the Service is limited as follows:

Paid Subscriptions: the total fees paid by you to ClaimStack in the 12 months immediately preceding the first event giving rise to the liability.
Free accounts, free tiers, and Pilot Period accounts where fees are reduced or waived: AUD $100.

In all cases, the exclusions set out in clause 13.2 continue to apply in full regardless of the tier of access.

13.4 Unlimited Liability

Nothing in clauses 13.1 to 13.3 limits or excludes either party's liability for: death or personal injury caused by that party's negligence; fraud or fraudulent misrepresentation; a breach of clause 15 (Confidentiality); your breach of clause 8 (Acceptable Use); your obligation to pay fees; or your indemnity under clause 14.

13.5 Mitigation and Contribution

Each party must take reasonable steps to mitigate its loss. A party's liability is reduced proportionately to the extent the loss was caused or contributed to by the other party, including by your failure to verify AI output under clause 9 or a deadline under clause 10.

13.6 Essential Terms

You acknowledge that the limitations and exclusions in this clause 13 reflect a reasonable allocation of risk and are an essential element of the basis of the bargain between you and ClaimStack. ClaimStack would not have made the Service available without these limitations.

13.7 Australian Consumer Law

Nothing in these Terms excludes, restricts, or modifies any consumer guarantee, right, or remedy conferred on you by the Australian Consumer Law (Schedule 2 of the Competition and Consumer Act 2010 (Cth)) or any similar state or territory legislation which cannot lawfully be excluded, restricted, or modified by agreement.

Where ClaimStack is liable to you under a consumer guarantee that cannot be excluded, and the services supplied are not of a kind ordinarily acquired for personal, domestic, or household use or consumption, ClaimStack's liability for a failure to comply with that guarantee is limited, at ClaimStack's option, to supplying the services again or paying the cost of having the services supplied again.

13.8 Unfair Contract Terms

The parties acknowledge that where these Terms are a standard form small business contract for the purposes of the Australian Consumer Law, a term found to be unfair is void and the remaining Terms continue to operate.

13.9 Insurance

ClaimStack holds professional indemnity, public and products liability, and cyber liability insurance appropriate to the nature and scale of the Service. For clarity, this clause does not increase ClaimStack's liability beyond the limits set out in clause 13.3, and the exclusions in clause 13.2 continue to apply.

14. Indemnification

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

your use or misuse of the Service;
your breach of these Terms;
your violation of any applicable law, including Security of Payment legislation; or
Content you upload or make available through the Service.

This indemnity does not apply to the extent the loss was caused by ClaimStack's own breach of these Terms, negligence, or wilful misconduct. ClaimStack must notify you promptly of any claim, must not admit liability without your consent, and must give you reasonable cooperation and, at your election and cost, control of the defence.

15. Confidentiality

Both parties agree to maintain the confidentiality of any non-public information exchanged in connection with the Service, including business strategies, financial data, contract terms, and technical information. This obligation survives termination of these Terms for a period of five years, and continues indefinitely in respect of personal information and trade secrets.

16. Termination

Either party may terminate the agreement at any time:

By you: cancel your Subscription through the platform settings. Access continues until the end of the current billing period.
By us: we may suspend or terminate your account immediately if you breach these Terms, engage in fraudulent activity, or fail to pay fees after reasonable notice.

Upon termination, your right to use the Service ceases. We will retain your data for 90 days to allow export. Following that period, ClaimStack has no obligation to retain, restore, or recover your data, and it may be permanently deleted. Clauses 7.1, 12, 13, 14, and 15 survive termination.

17. Dispute Resolution

Any dispute arising out of or in connection with these Terms shall first be referred to mediation, to be conducted in accordance with the Resolution Institute Mediation Rules. If the dispute is not resolved within 30 days of referral to mediation, either party may commence legal proceedings.

These Terms are governed by the laws of Victoria, Australia. The parties submit to the non-exclusive jurisdiction of the courts of Victoria and any courts of appeal therefrom.

18. Changes to These Terms

We may update these Terms from time to time. We will notify you of material changes by email and/or by posting a notice on the platform at least 30 days before the changes take effect. Your continued use of the Service after the effective date constitutes acceptance of the updated Terms. If you do not agree with the changes, you may cancel your Subscription before they take effect.

19. General Provisions

Entire Agreement: these Terms, together with the Privacy Policy and any Subscription terms, constitute the entire agreement between you and ClaimStack with respect to the Service.
Severability: if any provision of these Terms is found to be unenforceable, the remaining provisions shall continue in full force and effect.
Waiver: our failure to enforce any right or provision of these Terms shall not constitute a waiver of that right or provision.
Assignment: neither party may assign or transfer its rights under these Terms without the other's prior written consent, which must not be unreasonably withheld. Either party may assign to a related body corporate, or in connection with a corporate restructure, merger, or sale of substantially all of its business or assets, on written notice.
Force Majeure: neither party shall be liable for any failure to perform due to circumstances beyond their reasonable control, including natural disasters, pandemics, government actions, industrial action, cloud infrastructure or hosting provider outages, telecommunications or internet failures, power failures, and cyber incidents originating outside that party's systems. This does not excuse ClaimStack from maintaining the security measures described in our Privacy Policy, and it does not excuse either party's obligation to pay amounts already due.
Notices: notices under these Terms may be given by email to the address associated with your account, or to us at legal@claimstack.com.au.
Relationship: the parties are independent contractors. Nothing in these Terms creates any partnership, joint venture, agency, or employment relationship.

20. Contact Us

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

Email: legal@claimstack.com.au
Website: claimstack.com.au