Terms of Service

1. General

1.1 Parties

A Customer may enter into an order or sign up for Services that are governed by these Master Terms. Where an order or sign-up is completed by a Customer, reference to “TransferToAI” means the entity operating as TransferToAI (ABN 69 692 075 880), and “Customer” means the party named in the account or order. Order(s) or sign-up(s) by the same entities, together with these Master Terms, form a single Agreement between those entities.

1.2 Contract

This Agreement consists of: (a) the order, sign-up or checkout details (as applicable); and (b) these Master Terms.

1.3 Precedence

These Master Terms apply to all Services provided by TransferToAI to the Customer to the exclusion of any order or other document submitted by the Customer that conflicts with them. In case of conflict between elements of the Agreement, the order or schedule (if any) prevails over these Master Terms unless expressly stated otherwise.

2. Order and sign-up

The Customer may request Services from TransferToAI by completing the sign-up or order process on the TransferToAI website or as otherwise made available. By submitting an order or creating an account, the Customer offers to acquire the relevant Services at the price notified by TransferToAI; acceptance by TransferToAI gives rise to a legally binding agreement on these terms. TransferToAI may accept or reject any order at its sole discretion and shall not incur liability by rejecting. Subject to acceptance and payment of applicable fees, the Agreement starts on the Commencement Date and continues on a subscription basis for the initial term and thereafter on an automatically renewing basis for the same period unless terminated. The Customer may terminate by giving thirty (30) days’ written notice. TransferToAI may modify fees by giving at least thirty (30) days’ written notice before the change takes effect.

3. Provision of Services

Subject to acceptance of the order and payment of applicable fees, TransferToAI agrees to provide the Customer with the Services and related documentation as specified during sign-up or in the applicable plan, during the Term, on the terms of this Agreement. The Services are provided on a non-exclusive basis.

“Services” means the AI-powered voice call answering and recording services, including any platform, dashboard or online portal and associated documentation, provided by TransferToAI to the Customer under this Agreement.

4. Licence and use

4.1 Trial

If TransferToAI permits a trial of the Services, the trial is for evaluation only, on an “as is” basis, without warranties, and for the period specified by TransferToAI. At the end of the trial, the Customer must cease using the trial Services unless converted to a paid licence.

4.2 Grant of licence

In consideration for the fees, TransferToAI grants the Customer a non-exclusive, non-transferable licence to access and use the Services for the Term solely for the Customer’s internal business purposes and in accordance with this Agreement. The Customer acknowledges that the Services are not tailored to the Customer’s individual requirements and that the Customer is responsible for confirming that the Services meet its needs. The licence is not contingent on the delivery of any future functionality or on any statements regarding future features.

4.3 Credentials

The Customer may be required to create a username and password or other credentials to use the Services. The Customer is solely responsible for maintaining the confidentiality of credentials and for all use of the Services that results from their use. The Customer must implement reasonable security measures to prevent unauthorised access. The Customer may only create an account and use the Services if the representative is at least 18 years of age (or the age of majority in their jurisdiction) and has authority to bind the Customer. By creating an account or using the Services, the Customer represents that its representative and each user meet these requirements. The Customer must not permit individuals who do not meet the minimum age to access administrative, reporting or billing features. TransferToAI may monitor compliance and take action (including suspension or termination) if it reasonably believes these use provisions have been violated.

4.4 Customer obligations

During the Term the Customer must: obtain and maintain hardware, software and connectivity necessary to access and use the Services; provide TransferToAI with reasonable cooperation and access as needed to provide the Services; comply with all applicable laws, including privacy, data protection and telecommunications laws regarding call recording and AI disclosures; comply with TransferToAI’s reasonable policies and guidelines as notified; and perform its obligations in a timely manner.

4.5 Access and use restrictions

The Customer must not knowingly access, store, distribute or transmit any viruses, malicious code or similar harmful material, or any unlawful or infringing content, through the Services. The Customer must not adapt, copy, reverse engineer, or create derivative works of the Services or documentation; infringe TransferToAI’s intellectual property; build a competing product; assign or sublicense the Services without consent; or engage in unauthorised access, interference, or illegal behaviour (including phishing or security scanning without authorisation). The Customer must not remove proprietary notices or repackage or challenge TransferToAI’s ownership of the Services or related intellectual property.

4.6 TransferToAI obligations

TransferToAI will provide the Services with reasonable skill and care in accordance with the documentation. This obligation does not apply to non-conformance caused by the Customer’s misuse, modification by a third party, or unsuitability of the Customer’s systems. If the Services fail to conform following notice from the Customer, TransferToAI will use reasonable endeavours to correct the non-conformance or provide an alternative means to accomplish the desired outcome.

TransferToAI does not warrant that use of the Services will be uninterrupted, error-free or free from malware; nor is it responsible for delays or failures due to communications networks. TransferToAI is not responsible for the reliability, accuracy or currency of any information or Customer Data; the Customer is solely responsible for supplying up-to-date information.

4.7 Recording and AI

The Customer acknowledges that TransferToAI may record calls as part of the Services and that the Customer is responsible for ensuring all necessary disclosures regarding call recording are made to end users in accordance with applicable law (including, in Australia, the Telecommunications (Interception and Access) Act 1979 (Cth) and state surveillance laws).

The Customer acknowledges that the Services are based on artificial intelligence (AI) and that AI technology carries inherent risks, including errors, biases and inaccuracies. The Customer agrees to review and verify AI-generated outputs and assumes responsibility for decisions made based on them. The Customer is responsible for obtaining necessary consents and making required disclosures regarding AI-powered call answering and recording. TransferToAI shall not be liable for any loss arising from the Customer’s use or reliance on AI-generated data or decisions.

4.8 Support and availability

TransferToAI will provide standard customer support during normal business hours (Mackay, Queensland) as made available from time to time. TransferToAI will use reasonable endeavours to make the Services accessible 24/7 with a target uptime of 99.9%, except for planned maintenance (advised in advance where practicable) and unscheduled maintenance. TransferToAI may add, modify or discontinue features subject to notice; material changes to core functionality will be notified at least thirty (30) days in advance, and the Customer may terminate by notice within fourteen (14) days of receipt or be deemed to have accepted the change.

4.9 Hosting and third parties

The Services are cloud-based and may be hosted by third-party providers. Certain functions (e.g. cloud infrastructure, hardware failure, malicious actors) are outside TransferToAI’s control. The Customer releases and indemnifies TransferToAI for any damage arising from acts or omissions of third-party hosting or cloud providers. Integration with third-party products (if any) is at the Customer’s risk; TransferToAI makes no representations and has no liability in relation to third-party products.

4.10 Acceptable use

Use of the Services is also subject to the Acceptable Use Policy published on the TransferToAI website. Material changes to that policy will be notified at least 30 days before implementation.

4.11 Use outside Australia

TransferToAI makes no representation that the Services are available or legal outside Australia. Use in other jurisdictions is at the Customer’s own risk; the Customer is responsible for compliance with local laws and agrees to indemnify TransferToAI against claims arising from such use.

5. Fees and payment

The Customer must pay the fees specified at sign-up or in the applicable plan, in advance, when due. Where applicable, fees will be charged automatically to the nominated payment method at the times specified. GST (if any) is payable in addition. By agreeing to this Agreement, the Customer authorises TransferToAI to perform credit checks and to charge the nominated payment method (and to use third-party payment processors) for fees. Payment information may be processed and stored by third parties in accordance with their privacy policies.

If the Customer fails to pay any amount when due, TransferToAI may suspend the Services until payment in full, charge interest at the rate prescribed under the Civil Proceedings Act 2011 (Qld) (or the highest rate permitted by law), and/or terminate the Agreement. The Customer must pay all costs of recovering outstanding amounts. Disputed fees must be notified in writing; undisputed amounts remain payable and disputes are resolved under the dispute resolution clause below.

6. Expiry and termination

The Term expires at the end of the current term unless terminated earlier. The Customer may terminate at any time with thirty (30) days’ written notice. Either party may terminate with immediate effect if the other: commits a material breach not capable of remedy, or capable of remedy but not remedied within fourteen (14) days of notice; suffers an insolvency event; breaches a material applicable law; supplies materially false or misleading information; or engages in wilful misconduct, fraud or negligence. Either party may terminate if a force majeure event continues for more than thirty (30) consecutive days.

On termination: all licences and access cease immediately; the Customer must pay outstanding fees up to the effective date; and the Customer must destroy, delete or return (at TransferToAI’s election) all Confidential Information of TransferToAI and certify destruction if requested.

7. Intellectual property

Nothing in this Agreement assigns or grants any right, title or interest in a party’s intellectual property except as stated. All intellectual property in the Services, documentation and related materials is owned by or licensed to TransferToAI. The Customer must not submit Customer Data unless it has the right to do so. The Customer grants TransferToAI a non-exclusive, royalty-free licence to use Customer Data and the Customer’s background intellectual property solely to provide the Services. The Customer grants TransferToAI permission to use and publish its name, logos and trade marks as a customer reference. Any feedback or suggestions provided by the Customer in relation to the Services or documentation will be owned by TransferToAI and TransferToAI may use them for any purpose.

8. Confidential information

Each party must keep the other’s confidential information confidential and not disclose it except to representatives who need it to perform under this Agreement, as required by law (subject to prior notice where permitted), or with the disclosing party’s prior written consent. Each party must comply with the other’s direction to return or destroy confidential information. If in doubt, information must be treated as confidential. These obligations survive termination. TransferToAI acknowledges that Customer Data, including call recordings and transcripts, is the Customer’s property and confidential. TransferToAI will provide self-service access to Customer Data through the Services and, on written request (e.g. to [email protected]), will use commercially reasonable efforts to fulfil export requests in a standard format within a reasonable time. Custom or bespoke exports may attract additional fees. TransferToAI may refuse or limit requests where compliance would breach law or impose a disproportionate burden, and will notify the Customer and, where practicable, offer alternatives. TransferToAI will only access, use and store Customer Data to perform its obligations and provide the Services.

9. Privacy and security

The parties will comply with applicable privacy laws (including the Privacy Act 1988 (Cth) and the Australian Privacy Principles) in connection with the Services. The Customer will comply with call recording and monitoring laws. TransferToAI will comply with its Privacy Policy in respect of personal information collected on behalf of the Customer. TransferToAI will protect personal information against misuse, loss and unauthorised access; notify the Customer of any suspected breach; and maintain appropriate policies and processes. TransferToAI will ensure staff handling personal information are trained and bound by confidentiality, and will destroy or return personal information after the end of the Services as requested, unless retention is required by law. Each party will notify the other of actual or potential privacy breaches and cooperate in investigations and with regulators. The Customer is solely responsible for industry-specific compliance (e.g. heightened data or privilege obligations) and indemnifies TransferToAI against claims arising from the Customer’s non-compliance. TransferToAI will maintain appropriate security policies and procedures to protect Customer Data and the Services. In the event of an eligible data breach under the Privacy Act, the parties will notify each other and comply with assessment, notification and remediation requirements under that Act. The Customer warrants that Customer Data comprising personal information or sensitive data has been collected in accordance with the Privacy Policy and applicable law and that necessary consents (including for AI-powered call recording where required) have been obtained. Where not specifically dealt with here, data is handled in accordance with the Privacy Policy and website terms at transfertoai.com.

10. Warranties, liability and indemnity

Each party warrants that it has full power and authority to enter into and perform this Agreement. TransferToAI warrants that it will provide the Services with reasonable skill and care and in accordance with the documentation, and that it has obtained licences and consents required to perform its obligations. Subject to the dispute resolution and remedy provisions, if the Services do not meet this warranty, TransferToAI will remedy or enhance the Services so that they do; that remedy is the Customer’s sole remedy for breach of that warranty, except to the extent non-excludable consumer rights under the Australian Consumer Law apply.

To the extent permitted by law: (a) the maximum aggregate liability of TransferToAI under or in connection with this Agreement (whether in contract, tort or otherwise) shall not exceed the greater of the fees paid by the Customer in the twelve (12) months before the event giving rise to liability and any minimum amount required by applicable law; (b) TransferToAI is not liable for any indirect, consequential, special or unforeseeable loss (including loss of revenue, profit, opportunity or goodwill); and (c) except for non-excludable obligations, all implied conditions and warranties are excluded and TransferToAI makes no representations as to availability, accuracy or security of the Services and is not responsible for loss of Customer Data caused by the Customer or a third party.

The Customer indemnifies TransferToAI against any liability (including reasonable legal costs) arising from the Customer’s breach of this Agreement, breach of law, infringement of third-party intellectual property, supply of false or misleading information, or wilful misconduct, fraud or negligence.

11. Dispute resolution

Before commencing court or tribunal proceedings (except for urgent interlocutory or interim relief), the parties must comply with this clause. If a dispute arises, either party may give the other a notice identifying the main issues; officers of each party must meet within five (5) business days to try to resolve the dispute in good faith. If the dispute is not resolved within ten (10) business days, either party may require the dispute to be referred to mediation. The parties will agree on the mediator, location (in Australia), date and time; if they cannot agree, the President of the Queensland Law Society may determine those matters. The parties will attend mediation in good faith. Mediation costs (excluding each party’s legal costs) will be shared equally. A party may not start legal proceedings on the relevant matters without first referring them to mediation. During the dispute, each party must continue to perform its obligations under this Agreement (except where suspension of payment is permitted under the fees clause).

12. Force majeure

A party is not liable for delay or failure to perform (other than payment or confidentiality/data protection) if the delay or failure is due to a force majeure event (e.g. natural disaster, pandemic, war, terrorism, government order, failure of utilities or telecommunications, industrial action) and the affected party notifies the other as soon as practicable, specifying the obligations affected, describing the event, estimating its duration and proposed remedial measures. The affected party must use reasonable endeavours to remedy the event and resume performance and to mitigate the other party’s loss.

13. Notices

Notices under this Agreement must be in writing, in English, signed or sent by email by an authorised person, and delivered to the other party’s agreed address (or, for the Customer, the account details). A notice is deemed received: if delivered in person, on delivery; if sent by email, when successfully transmitted (or 9am next business day if after 5pm or on a non-business day), unless a failed delivery notification is received; if posted, five (5) business days (or eight (8) if posted outside Australia) after posting. The parties consent to electronic notices and execution in accordance with applicable electronic transactions law.

14. General

This Agreement does not prevent TransferToAI from entering similar agreements with others or independently developing or selling similar products. Except as set out in this Agreement, a party may give or withhold approval at its discretion and may give approval subject to conditions. A waiver must be in writing and cannot be implied. The Customer may not assign or transfer rights under this Agreement without TransferToAI’s prior written consent; TransferToAI may assign without consent. If any part of this Agreement is invalid or unenforceable, it is severed to the minimum extent necessary and the rest remains in force. Rights and remedies are cumulative with those under law. This Agreement constitutes the entire agreement and supersedes prior arrangements. Each party bears its own costs of negotiating and performing this Agreement. The Agreement may be executed in counterparts. This Agreement is governed by the laws of Queensland, Australia, and each party submits to the exclusive jurisdiction of the courts of Queensland. No amendment is valid unless in writing and duly executed; TransferToAI may modify these Terms on thirty (30) days’ prior written notice, and the Customer’s continued use after that constitutes acceptance, provided that if the Customer objects within the notice period, the existing terms continue until the end of the current subscription period.

15. Definitions

Agreement means these Master Terms and the order/sign-up details, as varied. Business Day means a day other than Saturday, Sunday or a public holiday in Mackay, Queensland. Commencement Date means the date the Customer’s subscription or order starts. Confidential Information means information of a confidential or commercially sensitive nature, including intellectual property, financial and customer data, trade secrets and voice recordings/transcripts, other than information that is public or previously disclosed on a non-confidential basis. Customer Data means data, content and information uploaded, transmitted or generated through the Services by or on behalf of the Customer. Documentation means service descriptions, user guides and technical documentation made available by TransferToAI for the Services. Fees means the fees specified at sign-up or in the applicable plan. Force Majeure Event means an event beyond a party’s reasonable control (e.g. natural disaster, pandemic, war, government order, failure of utilities or telecoms) that prevents performance. Intellectual Property means copyright, patents, trade marks, designs and similar rights. Normal Business Hours means 9am to 5pm on a Business Day in Mackay, Queensland. Party/Parties means TransferToAI and/or the Customer. Personal Information has the meaning given in the Privacy Act 1988 (Cth). Privacy Act means the Privacy Act 1988 (Cth). Relevant Law means any law, regulation or direction applicable to the Agreement or the Services. Services means the AI-powered voice call answering and recording services and related platform/documentation provided by TransferToAI. Term means the period from the Commencement Date until expiry or earlier termination. Third Party means a party other than TransferToAI or the Customer.

16. Contact

TransferToAI
ABN: 69 692 075 880
Proudly built in Mackay, Queensland, Australia
Email: [email protected]
Privacy: [email protected]
Phone: +61 0468 854 357
Website: transfertoai.com