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    Terms of Use / End User Licence

    Last updated: 17 September 2025

    Terms of Use / End User Licence Agreement

    1. Acceptance & who we are

    These Terms are an agreement between Zedma Pty Ltd (Batchly) (we, us, our) and you. They govern your use of our website, software and related services (the Services). By clicking “accept”, creating an account, or using the Services you confirm you have legal capacity to enter into these Terms.

    If you accept on behalf of a company or other legal entity (Entity), you warrant that you’re authorised to bind that Entity; in that case, “you” means the Entity. These Terms start when you first use the Services and continue until your user access is terminated under section 11.

    2. Licence to use Batchly

    While you comply with these Terms, we grant you a personal, revocable, non-exclusive, non-transferable and non-sublicensable licence to access and use the Services during the Term, as permitted under any master agreement between us and your account owner (if applicable).

    3. Acceptable use & restrictions

    You must only use the Services as intended and in accordance with law. You must not (and must not enable another person to):

    1. breach laws or third-party rights (including intellectual property and privacy);
    2. damage, overload, interfere with or disrupt the Services or our infrastructure;
    3. introduce malware or harmful code;
    4. share or misuse logins, passwords, tokens or MFA devices;
    5. attempt to bypass security, probe/scan systems, access unauthorised data or corrupt data;
    6. transmit content that is defamatory, unlawful, offensive or otherwise inappropriate;
    7. reverse engineer, decompile or attempt to discover source code of the Services;
    8. rent, lease, resell, sub-licence, time-share or provide the Services to third parties except as permitted in writing; or
    9. use the Services after your access has been suspended or ended.

    4. Your responsibilities & warranties

    1. you have read and understand these Terms and our Privacy Policy;
    2. information you provide is true, accurate and complete, and we may rely on it;
    3. you have the hardware, software and network access required to use the Services;
    4. you acknowledge the Services may depend on third-party inputs/providers and affected features may be adjusted, replaced or discontinued if a provider changes or withdraws its offering;
    5. you’re responsible for your own systems and for keeping credentials confidential; and
    6. you’ve obtained all consents and permissions needed for us to process data you submit.

    5. Intellectual property

    Nothing in these Terms transfers or assigns our intellectual property to you.

    1. We (or our licensors) own all intellectual property in the Services, documentation, interfaces, APIs, designs and other materials (our IP), including improvements and new materials created in connection with the Services.
    2. You must not copy, modify, adapt, translate, reverse engineer or create derivative works of the Services, remove proprietary notices, or use our IP to build competing products.
    3. If you provide ideas or suggestions (Feedback), you grant us a free, irrevocable, worldwide and perpetual licence to use them (including improving or creating features) with no obligation to you.

    6. Your Data

    As between you and us, the content and data you input into the Services (Data) remains yours. You grant us a limited licence to copy, process, store, back up and transmit the Data to:

    1. deliver and operate the Services;
    2. troubleshoot, enhance and secure the Services;
    3. perform analytics in aggregated/de-identified form; and
    4. meet legal and compliance obligations.

    You acknowledge and agree that:

    1. you’re responsible for Data accuracy, legality and backups;
    2. we’re not responsible for loss or corruption of Data; the operation/output of the Services depends on the quality and completeness of Data you provide; and
    3. you have all permissions to supply the Data and our use as described won’t breach law or third-party rights.

    7. Analytics

    We may monitor and analyse usage in an aggregated and anonymised way (Analytics). We may publish Analytics that do not identify you and are not based on a sample small enough to reveal underlying Data. We and our licensors own all rights in the Analytics and related technology.

    8. Privacy

    1. You are responsible for lawfully collecting personal information you disclose to us and, where required, informing individuals or obtaining consent.
    2. We handle personal information solely to provide the Services and as set out in our Privacy Policy and applicable privacy laws.

    9. Australian Consumer Law

    Nothing in these Terms excludes your rights under the Australian Consumer Law. Our liability for the Services is governed by the ACL and these Terms. Subject to your statutory rights, all other warranties and guarantees not expressly stated are excluded.

    10. Our liability

    1. to the maximum extent permitted by law, we are not liable for any consequential or indirect loss;
    2. liability is reduced proportionately to the extent it is caused by the other party’s acts or omissions, including failure to mitigate; and
    3. our aggregate liability arising in connection with the Services is limited to the maximum extent permitted by law (and otherwise to a nominal amount where lawful).

    We are not liable for events outside our reasonable control, third-party inputs, your systems, your breach of these Terms or law, reliance on the Services, or any use not contemplated by these Terms.

    11. Suspension & termination

    1. your account owner may suspend or terminate your user access at any time;
    2. if the master agreement with your account owner is suspended or terminated, we may suspend or end your access; and
    3. we may suspend or terminate your access immediately if we believe you are misusing the Services.

    12. Disputes

    1. before commencing court proceedings, the parties will meet to attempt good-faith resolution;
    2. if unresolved, either party may refer the matter to mediation (or arbitration if the parties agree). Nothing prevents a party seeking urgent injunctive relief.

    13. General

    1. we may change or remove features from time to time;
    2. notices may be sent by email or post to the last known details and are deemed received on delivery;
    3. no failure or delay to exercise a right is a waiver; any waiver must be in writing;
    4. if a provision is invalid, the remainder stays effective;
    5. we may assign our rights/obligations; you require our consent to assign yours;
    6. we may vary these Terms with notice by email or in-app; and
    7. governing law is New South Wales, Australia, with exclusive jurisdiction.

    14. Key definitions (summary)

    • Services: our website, software and related services provided by Zedma Pty Ltd.
    • Entity: a company, organisation or other legal person on whose behalf you accept the Terms.
    • Data: information and content you input into the Services or generated by your use.
    • Analytics: aggregated, anonymised usage and performance information.

    Questions about these Terms? Contact notices@batchly.io.