Terms and Conditions for Cloudbin Services

1. Definitions and Interpretation
1.1. In this Agreement, unless the context requires otherwise:
“ACL” means the Australian Consumer Law set out in Schedule 2 to the Competition and Consumer Act 2010 (Cth).
“Agreement” means these Terms and Conditions, together with any order form, subscription plan, and the Privacy Policy.
“Authorised Users” means individuals you permit to access and use the Services under your account.
“Cloudbin”, “we”, “us”, “our” means Cloudbin Pty Ltd [ACN/ABN: insert].
“Confidential Information” means non-public information disclosed by one party to the other that is identified as confidential or that a reasonable person would understand to be confidential.
“Customer”, “you”, “your” means the person or business entity that accepts this Agreement.
“Customer Data” means all data, content and information that you or your Authorised Users submit to, or generate through, the Services.
“Fees” means the fees payable for the Services under your subscription plan.
“Intellectual Property Rights” means all rights in patents, copyright, trade marks, designs, trade secrets, know-how and other intellectual property rights, whether registered or unregistered.
“Platform” means Cloudbin’s cloud-based skip bin management software, including all related software, systems, documentation and content.
“Services” means access to and use of the Platform and any related services we provide.
“Subscription Term” means the period for which you have subscribed to the Services.
1.2. Headings are for convenience only. The singular includes the plural and vice versa. “Including” and similar words are not words of limitation.

2. Acceptance and Authority
2.1. By accessing or using the Services, you agree to be bound by this Agreement. If you do not agree, you must not access or use the Services.
2.2. If you accept this Agreement on behalf of a business or other entity, you represent and warrant that you have the authority to bind that entity, and references to “you” mean that entity.
2.3. You must be at least 18 years old and capable of forming a binding contract to use the Services.

3. The Services
3.1. Cloudbin provides cloud-based skip bin management software designed for Australian skip bin hire businesses, supplied on a subscription basis.
3.2. We will use reasonable efforts to make the Services available, but the Services are provided on an “as is” and “as available” basis, subject to clauses 14 and 15.
3.3. We may add, modify, enhance or remove features of the Services from time to time. Where a change materially reduces core functionality, clause 22 applies.

4. Accounts, Authorised Users and Acceptable Use
4.1. You are responsible for maintaining the confidentiality of your account credentials and for all activities that occur under your account, whether or not authorised by you.
4.2. You are responsible for the acts and omissions of your Authorised Users, who must comply with this Agreement.
4.3. You must notify us promptly of any unauthorised access to or use of your account.
4.4. You agree to use the Services only for lawful purposes and in compliance with all applicable laws and regulations.
4.5. You must not, and must not permit any person to:
(a) use the Services for any illegal, fraudulent or harmful purpose;
(b) transmit any virus, malware or other harmful code;
(c) attempt to gain unauthorised access to, or interfere with the security or integrity of, the Platform or any related systems or networks;
(d) reverse engineer, decompile or attempt to derive the source code of the Platform, except to the extent permitted by law;
(e) resell, sublicense or make the Services available to any third party except your Authorised Users; or
(f) use the Services to store or transmit material that infringes the rights of any third party.
4.6. We may investigate any suspected breach of this clause and cooperate with law enforcement authorities.

5. Customer Data and Ownership
5.1. As between you and Cloudbin, you retain all right, title and interest in and to your Customer Data. We do not claim ownership of your Customer Data.
5.2. You grant Cloudbin a non-exclusive, worldwide, royalty-free licence to host, store, copy, process, transmit and display Customer Data solely to the extent necessary to provide, maintain, secure and improve the Services, and to comply with the law.
5.3. You represent and warrant that you have all rights necessary to provide the Customer Data to us, and that the Customer Data and its use under this Agreement does not breach any law or infringe any third party’s rights. You are solely responsible for the accuracy, quality, legality and reliability of Customer Data.
5.4. You are responsible for maintaining your own independent backups of Customer Data. While we maintain backups as part of our standard operations, this does not replace your own backup obligations.
5.5. During the Subscription Term, you may export your Customer Data using the functionality provided in the Services. On termination, you may request an export of your Customer Data within [30] days of termination, after which we may delete Customer Data from our active systems in accordance with our data retention practices and applicable law.

6. Intellectual Property
6.1. All Intellectual Property Rights in the Platform, the Services and all related software, content and materials are and remain the property of Cloudbin or its licensors.
6.2. Subject to your compliance with this Agreement, we grant you a limited, non-exclusive, non-transferable, revocable licence to access and use the Services during the Subscription Term for your internal business purposes.
6.3. If you provide us with any feedback, suggestions, ideas, requests or recommendations about the Services, including any feature request (“Feedback“), you assign to us all Intellectual Property Rights in that Feedback. To the extent any such rights cannot be assigned, you grant us a perpetual, irrevocable, worldwide, royalty-free and unrestricted licence to use, modify and exploit that Feedback for any purpose, with no obligation or payment to you.
6.4. Except as we expressly agree otherwise in a separate written agreement, all features, enhancements, modifications, developments, updates and other improvements to the Platform or the Services are and remain the exclusive property of Cloudbin (including all Intellectual Property Rights in them), even where they are conceived, developed or implemented as a result of, or in response to, your Feedback or feature requests. You acquire no ownership interest, Intellectual Property Right, licence (other than the right to use the Services under clause 6.2), or other right or claim in any such feature, enhancement or development, whether or not you requested, suggested, contributed to, funded or paid for it.

7. Privacy and Third-Party Providers
7.1. Our collection, use and handling of personal information is governed by our Privacy Policy [insert link] and by the Privacy Act 1988 (Cth), including the Australian Privacy Principles.
7.2. We will comply with our obligations under the Notifiable Data Breaches scheme and will notify affected individuals and the Office of the Australian Information Commissioner where required by law in the event of an eligible data breach.
7.3. You acknowledge that we use third-party service providers (for example, cloud hosting, infrastructure and payment processing) to deliver the Services, and that Customer Data may be processed by those providers for that purpose.

8. Data Security
8.1. We implement reasonable technical and organisational security measures designed to protect Customer Data. However, no method of transmission or storage is completely secure, and we do not guarantee absolute security.
8.2. You are responsible for configuring access controls within your account and for the security of your own systems, devices and credentials.
8.3. Subject to clause 14, and to the maximum extent permitted by law, we are not liable for any loss, corruption or destruction of Customer Data, or for any unauthorised access to or disclosure of Customer Data, however caused, including where it results from a security incident, malicious or criminal activity by a third party, or any failure of third-party hosting or infrastructure. We are also not liable for any loss or damage suffered by you or any third party arising from such an event, including any loss of revenue, profit, business, goodwill, data or opportunity.
8.4. You are responsible for maintaining your own current backups of Customer Data, and for implementing data-protection and business-continuity measures appropriate to your business. We strongly recommend that you maintain backups independently of the Services.

9. Service Availability, Maintenance and Support
9.1. We aim to make the Services available [target availability, e.g. 99.5%] during each calendar month, but we do not warrant that the Services will be uninterrupted or error-free.
9.2. We may carry out scheduled maintenance, and will use reasonable efforts to provide advance notice and to schedule it outside peak hours where practicable. We may also carry out emergency maintenance without notice.
9.3. We provide support via [email / in-app / phone] during [business hours, e.g. 9am–5pm AEST, Monday to Friday, excluding public holidays].
9.4. Subject to clause 14, and to the maximum extent permitted by law, we are not liable for any unavailability, interruption, suspension, delay or degradation of the Services, or for any loss or damage suffered by you or any third party arising from it, including any loss of revenue, profit, business, sales, customers, goodwill or opportunity, however arising. You acknowledge that the Services depend on third-party cloud infrastructure and the internet, which are outside our control, and that no online service can be guaranteed to be continuously available.
9.5. Because your business may be time- and operationally sensitive, you are responsible for maintaining your own contingency and business-continuity arrangements so that you can continue to operate during any period in which the Services are unavailable.

10. Fees and Payment
10.1. You agree to pay all Fees associated with your subscription plan.
10.2. Fees are billed [monthly/annually] in advance and, unless cancelled in accordance with clause 11, your subscription automatically renews for successive periods equal to your then-current Subscription Term.
10.3. Unless stated otherwise, all Fees are [exclusive / inclusive] of GST. Where GST applies, you must pay the GST-inclusive amount, and we will provide a valid tax invoice.
10.4. If any Fees are overdue, we may, after giving you notice, suspend the Services in accordance with clause 12 and charge reasonable interest or recovery costs on overdue amounts.
10.5. We may change the Fees. We will give you at least [30] days’ written notice before a Fee change takes effect. If you do not agree to the change, you may cancel your subscription, effective from the end of your current paid period, before the change takes effect. Continued use after the change takes effect constitutes acceptance.
10.6. Except as required by the ACL or other applicable law (see clause 14), Fees are non-refundable.

11. Subscription Term, Renewal and Cancellation
11.1. Your subscription continues for the Subscription Term and renews automatically as set out in clause 10.2.
11.2. You may cancel renewal at any time through [your account settings / by contacting us], with the cancellation taking effect at the end of your current paid period. You will retain access for the remainder of that period.
11.3. Cancellation does not entitle you to a refund of Fees already paid, except as required by law.

12. Suspension
12.1. We may suspend your access to all or part of the Services if:
(a) you fail to pay Fees when due and the failure continues after notice;
(b) we reasonably believe your use poses a security, legal or operational risk to us, the Services or other customers; or
(c) you materially breach this Agreement.
12.2. We will use reasonable efforts to give you notice before suspension and to limit the suspension to what is reasonably necessary. Suspension does not relieve you of your obligation to pay Fees.

13. Term and Termination
13.1. This Agreement remains in effect until terminated in accordance with its terms.
13.2. Either party may terminate this Agreement:
(a) for convenience, by giving the other party [30] days’ written notice; or
(b) immediately, by written notice, if the other party commits a material breach that is not capable of remedy, or that is capable of remedy and is not remedied within [14] days of notice; or
(c) immediately, if the other party becomes insolvent or ceases to carry on business.
13.3. On termination: (a) your right to access the Services ends; (b) you remain liable for all Fees accrued up to the date of termination; (c) clause 5.5 applies to your Customer Data; and (d) any clause that by its nature should survive termination will survive.

14. Australian Consumer Law
14.1. Certain legislation, including the ACL and similar consumer protection laws, may confer rights, guarantees, warranties and remedies on you in relation to the supply of goods or services that cannot lawfully be excluded, restricted or modified (“Non-Excludable Rights“).
14.2. Nothing in this Agreement excludes, restricts or modifies any Non-Excludable Right.
14.3. To the extent the Services come with a Non-Excludable Right, and to the extent the law permits us to limit our liability for a failure to comply with that right, our liability for such failure is limited, at our option, to:
(a) in the case of services, re-supplying the Services or paying the cost of having the Services re-supplied; and
(b) in the case of goods, replacing or repairing the goods or paying the cost of replacement or repair.
14.4. Clauses 15 and 16 apply subject to this clause 14.

15. Disclaimer of Warranties
15.1. Subject to clause 14, and to the maximum extent permitted by law, the Services are provided “as is” and “as available”, and we exclude all warranties, representations, guarantees and conditions, whether express or implied, including any implied warranties of merchantability, fitness for a particular purpose, accuracy, and non-infringement.
15.2. We do not warrant that the Services will meet your requirements, operate without interruption or error, or that defects will be corrected.

16. Limitation of Liability
16.1. Subject to clause 14, and to the maximum extent permitted by law:
(a) we are not liable to you or any third party for any indirect, incidental, special, consequential, punitive or exemplary loss or damage, or for any loss of profit, revenue, business, goodwill, anticipated savings or opportunity, or for any loss, corruption or unavailability of data, however arising and whether in contract, tort (including negligence), under statute or otherwise, even if we were advised of the possibility of such loss; and
(b) our total aggregate liability to you for all claims arising out of or in connection with this Agreement or the Services, however arising, is limited to the total amount of Fees paid by you to us for the Services in the twelve (12) months immediately preceding the first event giving rise to the liability.
16.2. Our liability is reduced to the extent that any loss is caused or contributed to by you, your Authorised Users, a third party, an event outside our reasonable control, or your failure to take reasonable steps to avoid or reduce the loss.
16.3. You acknowledge that you are responsible for the accuracy and completeness of Customer Data, for maintaining your own backups, and for any decisions or actions you take in reliance on the Services or any output of the Services.
16.4. We are not liable for any failure or delay in performance caused by third-party services, internet or telecommunications failures, or any event described in clause 20 (Force Majeure).
16.5. Without limiting clause 16.1, and subject to clause 14, you acknowledge and agree that the following are excluded from our liability to the maximum extent permitted by law:
(a) any loss, corruption, destruction, or unauthorised access to or disclosure of Customer Data, and any loss or damage to your business arising from it (see clause 8); and
(b) any unavailability, interruption or downtime of the Services, and any loss or damage to your business arising from it, including any lost revenue during a period of unavailability (see clause 9).
16.6. You acknowledge that your business may be highly operational and revenue-sensitive, that you have had the opportunity to assess the risks of relying on a cloud-based service supplied over the internet, and that the allocation of risk in this Agreement — including the exclusions and the limitation of liability — is reasonable in the circumstances and is reflected in the Fees. You are responsible for arranging any insurance and contingency measures you consider appropriate for your business.

17. Indemnity
17.1. To the maximum extent permitted by law, you indemnify us and our officers, employees and agents against all losses, liabilities, costs and expenses (including reasonable legal costs) arising out of or in connection with:
(a) your breach of this Agreement;
(b) your use of the Services in breach of any law or third-party right;
(c) any Customer Data, including any claim that Customer Data infringes the rights of a third party; and
(d) any negligent or wrongful act or omission by you or your Authorised Users.
17.2. This indemnity is reduced to the extent the loss was caused by our breach of this Agreement or our negligence.

18. Time Limit for Claims
18.1. Subject to clause 14, you must commence any claim against us arising out of or in connection with this Agreement or the Services within twelve (12) months after the date on which the event giving rise to the claim first occurred, after which the claim is permanently barred to the extent permitted by law.

19. Confidentiality
19.1. Each party must keep the other party’s Confidential Information confidential and use it only for the purposes of this Agreement, except where disclosure is required by law or to professional advisers under a duty of confidence.
19.2. This clause does not apply to information that is or becomes public through no breach of this Agreement, or that is independently developed or lawfully obtained without restriction.

20. Force Majeure
20.1. Neither party is liable for any failure or delay in performing its obligations (other than payment obligations) to the extent caused by an event beyond its reasonable control, including natural disasters, fire, flood, pandemic, war, civil unrest, industrial action, failure of utilities or telecommunications, or acts of government.

21. Dispute Resolution
21.1. If a dispute arises out of or in connection with this Agreement, the party raising the dispute must give the other party written notice setting out the nature of the dispute.
21.2. The parties must first attempt in good faith to resolve the dispute by negotiation between their senior representatives within [14] days of the notice.
21.3. If the dispute is not resolved within [30] days of the notice, the parties must refer the dispute to mediation administered by [the Resolution Institute / Australian Disputes Centre] under its standard mediation rules before commencing court proceedings, with the costs of the mediator shared equally.
21.4. Nothing in this clause prevents a party from seeking urgent injunctive or interlocutory relief from a court.
21.5. Each party must continue to perform its obligations under this Agreement while a dispute is being resolved.

22. Modifications to the Agreement and Services
22.1. We may update or revise this Agreement at any time, at our discretion. The current version will always be available [on our website / within the Services], and the “Last Updated” date at the top of this Agreement shows when it was last changed.
22.2. Minor or non-material updates (for example, clarifications, or changes that do not materially reduce your rights) take effect when the updated Agreement is posted. For any material change that adversely affects you, we will give you reasonable prior notice (for example, by email or in-app notice) before it takes effect.
22.3. If you do not agree to a material change, you may terminate your subscription before the change takes effect; otherwise, your continued use of the Services after a change takes effect constitutes acceptance of the updated Agreement.
22.4. We may modify or discontinue the Services, or any part of them. Where we discontinue the Services entirely, we will give you reasonable prior notice and a pro-rata refund of any prepaid Fees for the unused period.

23. General
23.1. Governing law and jurisdiction. This Agreement is governed by the laws of the State of [Victoria] and the Commonwealth of Australia, and each party submits to the non-exclusive jurisdiction of the courts of that State.
23.2. Assignment. You may not assign or transfer this Agreement without our prior written consent. We may assign this Agreement in connection with a merger, acquisition or sale of assets, on notice to you.
23.3. Entire agreement. This Agreement constitutes the entire agreement between the parties and supersedes all prior agreements and understandings on its subject matter.
23.4. Severability. If any provision of this Agreement is found to be unenforceable, it will be read down to the minimum extent necessary, or severed, without affecting the remaining provisions.
23.5. Waiver. A failure or delay in exercising a right under this Agreement is not a waiver of that right.
23.6. Notices. Notices must be in writing and sent to the contact details specified in this Agreement or in your account, and are taken to be received when delivered or, if by email, when sent (provided no delivery failure is received).
23.7. Relationship. The parties are independent contractors. Nothing in this Agreement creates a partnership, agency or joint venture.

24. Contact Information
For questions about these Terms and Conditions, please contact:

Cloudbin Pty Ltd

Website: www.cloudbin.com.au

Email: info@cloudbin.com.au

Phone: 0422 000 376

Last Updated: 16/06/2026