1. About these terms
1.1 The Service is provided by BidLoop Pty Ltd (ACN 700 602 464) (BidLoop, we, us or our), an Australian proprietary company registered in Queensland. Our contact details are in clause 20.
1.2 These Terms form a legally binding agreement between BidLoop and the business or person who registers for or uses the Service (you, your or the Customer). By registering for, accessing or using the Service, you agree to be bound by these Terms and by our Privacy Policy.
1.3 If you do not agree to these Terms, you must not register for or use the Service.
1.4 The Service is intended for use by businesses in the course of their business. It is not directed at consumers for personal, domestic or household use.
2. Definitions
In these Terms:
- Customer Data means all data, records, documents and content that you or your Users upload to, enter in, or generate through the Service — including estimates, rates, programmes, budgets, forecasts, claims, variations, invoices, cost records and the documents attached to them.
- Intellectual Property Rights means all present and future intellectual property rights, including copyright, trade marks, trade names, domain names, patents, designs, and rights in confidential information and know-how, whether registered or unregistered.
- Personal Information has the meaning given in the Privacy Act 1988 (Cth) (Privacy Act).
- Third-Party Services means services operated by others that the Service relies on or connects to, including our hosting, database, authentication, email, monitoring and AI providers, and any accounting system you connect.
- User means an individual you authorise to access the Service under your Workspace.
- Workspace means the separate tenancy in which your Customer Data is held.
3. Accounts and authority
3.1 Workspaces are currently provisioned by us on request. To register you must be at least 18 years old and able to enter into a binding contract.
3.2 If you register or use the Service on behalf of a business or other entity, you represent and warrant that you are authorised to bind that entity to these Terms, and references to "you" include that entity.
3.3 You must provide accurate, current and complete information when registering, and keep it up to date.
3.4 You are responsible for all activity under your Workspace and for keeping account credentials confidential. You must use the security measures we make available, including multi-factor authentication where offered, and tell us promptly at hello@bidloop.com.au if you become aware of any unauthorised access.
3.5 You are responsible for your Users' access to and use of the Service, for the roles and approval limits you assign them, and for ensuring they comply with these Terms. Where you share a document drop link or intake address with someone outside your business, you are responsible for who you give it to.
4. The Service, and what it is not
4.1 The Service lets you price work, build a programme, forecast and track cost against budget, capture and approve supplier invoices, and produce claims, variations and related documents from the same set of figures.
4.2 The Service is a tool that records and calculates from information you supply. It does not price your work for you, and it does not verify that any estimate, programme, claim, variation, forecast or invoice is correct, complete, competitive or contractually valid.
4.3 We do not provide accounting, taxation, financial, legal, engineering or safety advice, and nothing produced by the Service is such advice. You remain solely responsible for:
- the accuracy and adequacy of your rates, quantities, allowances, margins and programmes;
- every figure you submit to a client, a certifier, a superintendent, an auditor or a revenue authority;
- your compliance with your own contracts, including the notice periods and evidentiary requirements for claims and variations under security-of-payment legislation; and
- your bookkeeping, tax and statutory reporting obligations, whether or not the Service pushes data to your accounting system.
4.4 You should satisfy yourself that a figure is right before you rely on it. Where the Service produces a document for you to send — a priced bill, a letter of offer, a progress claim — you are the sender and you are responsible for its contents.
4.5 We may update, add, modify or remove features from time to time. We will try to give you reasonable notice of any change that materially reduces core functionality.
5. Your data and your responsibilities
5.1 As between you and us, you own all Customer Data. You grant us a non-exclusive licence to host, copy, process, transmit and display Customer Data to the extent reasonably required to provide, maintain, secure and support the Service and to perform our obligations under these Terms.
5.2 You are responsible for the accuracy, quality, legality and reliability of all Customer Data, and for having the rights, consents and authority necessary to provide it to us and have it processed through the Service — including through the AI features described in clause 6.
5.3 Customer Data routinely contains other people's Personal Information — the names of your employees and crews, contacts at your clients and suppliers, and names appearing on invoices and documents you upload. We handle that information on your behalf and on your instructions. As between you and those individuals, you are responsible for collecting it lawfully, for giving any collection notices required, and for handling requests from those individuals to access or correct it.
5.4 You must not upload or process through the Service any data you are not authorised to provide, or that is unlawful, misleading or infringing. The Service is not designed to hold sensitive information as the Privacy Act defines it, and you should not put it in.
5.5 Keep your own records. While we take reasonable steps to keep Customer Data available and backed up, the Service is not a substitute for the records you are required by law to keep, and you should retain your own copies of anything you must be able to produce.
6. Artificial intelligence features
6.1 Parts of the Service use artificial intelligence to read documents and propose results — reading invoices and receipts, reading supplier rate sheets, taking measurements off drawings, and reviewing an estimate for gaps. To do this, the document concerned is sent to our AI provider for processing and the result is returned to your Workspace. Our Privacy Policy sets out who that provider is and where they operate.
6.2 AI output is a suggestion, not a decision, and it can be wrong. It is presented for a person to review, correct and approve before it affects any figure. You must not rely on it without checking it against the source document.
6.3 We do not warrant that AI output will be accurate or complete, and to the maximum extent permitted by law we are not liable for loss arising from reliance on it without review. Nothing in this clause limits your rights under clause 14.2.
6.4 AI features consume metered capacity. Where a limit applies to your Workspace, the feature may be unavailable once that limit is reached until it resets or is increased.
7. Xero and other integrations
7.1 The Service connects to Xero where you choose to authorise it, and relies on Third-Party Services for hosting, authentication, email, monitoring and AI processing.
7.2 Where you connect an accounting system, you authorise us to exchange data with it on your behalf — including sending approved bills, credit notes and their attachments, and reading back contacts, accounts, tracking categories and document status. You remain responsible for what lands in your accounting system and for reviewing it. You may disconnect at any time.
7.3 Third-Party Services are outside our control and are governed by their own terms. We are not responsible for their availability, accuracy or performance. If one changes, becomes unavailable or stops interoperating with the Service, the affected functionality may be modified, suspended or discontinued; we will take reasonable steps to minimise disruption.
8. Acceptable use
8.1 You must use the Service only for lawful purposes and in accordance with these Terms. You must not:
- use the Service to produce or submit any claim, variation, invoice or record that is false or misleading, or that misrepresents work done or cost incurred;
- access or use any Workspace, account or data you are not authorised to access;
- reverse engineer, decompile or disassemble any part of the Service or attempt to derive its source code, except to the extent this restriction is prohibited by law;
- copy, resell, sublicense or commercially exploit the Service, or make it available to anyone other than your Users;
- use robots, scrapers or other automated means to extract data from the Service, or impose an unreasonable load on our infrastructure;
- introduce any virus, malware or harmful code, or interfere with the integrity, security or performance of the Service; or
- attempt to gain unauthorised access to the Service or its related systems or networks.
8.2 We may investigate suspected breaches of this clause and may suspend access, remove content or take other steps we reasonably consider necessary to protect the Service, our other customers, or any person.
9. Fees and payment
9.1 The fees for your Workspace, the plan it is on and any usage allowances that apply are those set out in your order, your account, or otherwise agreed with you in writing. Where no fee has been agreed, the Service is provided at no charge and clause 11 (availability) and clause 15 (liability) apply with particular force.
9.2 Amounts are in Australian dollars. Where GST applies it is added at the applicable rate.
9.3 We may change our fees on reasonable notice. A change does not affect a period you have already paid for. If you do not accept a change, you may close your account before it takes effect.
9.4 Where an amount is genuinely overdue we may suspend access after giving you reasonable notice, and you remain liable for amounts owing. Except where the Australian Consumer Law requires otherwise, fees already incurred are non-refundable.
9.5 Storage and AI processing are metered. If your Workspace exceeds the allowance that applies to it, the affected features may be paused until the allowance resets or is increased.
10. Intellectual property
10.1 The Service and all Intellectual Property Rights in it — including its software, design and documentation, but excluding Customer Data and your branding — are owned by or licensed to us. Nothing in these Terms transfers any of those rights to you.
10.2 We grant you a non-exclusive, non-transferable, revocable licence to access and use the Service for your internal business purposes during the term of your agreement with us, in accordance with these Terms.
10.3 You retain all Intellectual Property Rights in your Customer Data and your branding. You grant us a licence to use your branding solely to render your documents and communications as part of the Service.
10.4 You may not remove or obscure proprietary notices on the Service, and may not use our name, logo or trade marks without our prior written consent, except to accurately state that you use BidLoop.
10.5 If you give us feedback or suggestions, we may use them without restriction or obligation to you.
10.6 Reference and publicity. We will not use your name or logo in our marketing without your permission. Where you give that permission in writing, you grant us a non-exclusive, royalty-free licence to use your name and logo to identify you as a customer. You may withdraw it at any time by writing to hello@bidloop.com.au, after which we will stop making new use of them within a reasonable time.
11. Availability, support and suspension
11.1 We will use reasonable efforts to keep the Service available, but we do not guarantee that it will be uninterrupted, error-free or free of harmful components. Access may be affected by maintenance, updates, and matters beyond our reasonable control.
11.2 We provide support on a reasonable-efforts basis via hello@bidloop.com.au. Any specific availability or support commitment applies only if we have agreed it with you in writing.
11.3 We may suspend all or part of the Service where reasonably necessary — to address a security risk, a suspected breach of these Terms, unpaid amounts, or a legal requirement. Where practicable we will give you prior notice.
12. Confidentiality
12.1 Each party may receive confidential information of the other, and must keep it confidential, use it only to perform its obligations or exercise its rights under these Terms, and protect it with reasonable care. Your rates, build-ups, margins and cost history are your confidential information. This clause does not apply to information that is public through no fault of the receiving party, is independently developed, or must be disclosed by law.
13. Privacy
13.1 We handle Personal Information in accordance with the Privacy Act, the Australian Privacy Principles, and our Privacy Policy, which forms part of these Terms.
13.2 In relation to Personal Information within Customer Data, you are responsible for the matters in clause 5.3, and we process it on your behalf to provide the Service. Each party will comply with its own obligations under the Privacy Act.
13.3 If either party becomes aware of a data breach affecting Personal Information handled under these Terms, it will notify the other promptly and cooperate reasonably so obligations under the Notifiable Data Breaches scheme can be met.
14. Warranties, disclaimers and the Australian Consumer Law
14.1 To the maximum extent permitted by law, and subject to clause 14.2, the Service is provided "as is" and we exclude all warranties, representations and guarantees not expressly set out in these Terms.
14.2 Nothing in these Terms excludes, restricts or modifies any consumer guarantee, right or remedy under the Australian Consumer Law or any other law that cannot lawfully be excluded. If we are liable for a failure to comply with such a right in respect of services, and the failure does not relate to a guarantee that cannot be limited, our liability is limited, at our option, to re-supplying the services or paying the cost of having them re-supplied.
15. Limitation of liability
15.1 Subject to clause 14.2, and to the maximum extent permitted by law:
- neither party is liable to the other for any indirect, special or consequential loss, or for loss of profits, revenue, anticipated savings, business opportunity, data or goodwill, arising out of or in connection with these Terms or the Service; and
- our total aggregate liability arising out of or in connection with these Terms or the Service, however arising (including in contract, tort including negligence, or under statute), is limited to the greater of (i) the total fees paid by you to us for the Service in the 12 months immediately before the event giving rise to the liability, and (ii) AUD $10,000.
15.2 Each party must take reasonable steps to mitigate its loss. We are not liable for loss to the extent it is caused by your breach of these Terms, by Customer Data, by your instructions, by your reliance on an unreviewed AI suggestion (clause 6.2), or by matters beyond our reasonable control.
16. Indemnity
16.1 You indemnify us against liability, loss and reasonable costs we suffer or incur arising out of or in connection with: (a) your breach of these Terms; (b) Customer Data, including any claim that it is unlawful, infringes a third party's rights, or that you lacked the authority or consent to provide it; or (c) your use of the Service in breach of law. This indemnity is reduced to the extent our own negligence or breach contributed to the liability or loss.
17. Term, termination and export
17.1 These Terms apply from when you first register for or use the Service and continue until your Workspace is closed.
17.2 You may stop using the Service and ask us to close your Workspace at any time.
17.3 We may suspend or terminate your Workspace on reasonable notice, or immediately where you materially breach these Terms and (if the breach can be remedied) do not remedy it within a reasonable time, or where required by law.
17.4 On termination you can take your data with you. For a reasonable period after termination we will, on request, make available a means for you to export your Customer Data. After that we may delete it in accordance with our Privacy Policy and our data-retention practices, except where we are required by law to retain it or where it persists in routine backups.
17.5 Clauses that by their nature should survive termination — including those on intellectual property, confidentiality, fees accrued, liability, indemnity and governing law — survive.
18. Events beyond reasonable control
18.1 Neither party is liable for delay or failure to perform its obligations (other than an obligation to pay money) caused by an event beyond its reasonable control, including natural disaster, pandemic, government action, changes in law, industrial action, failure of utilities or telecommunications, and failure of Third-Party Services or infrastructure.
19. General
19.1 Changes to these Terms. We may update these Terms from time to time. We will post the updated Terms here or notify you, and changes take effect when posted or on the date we specify. Continued use after that date is acceptance. If a change materially and adversely affects you, you may close your Workspace before it takes effect.
19.2 Assignment. You may not assign or transfer your rights or obligations without our prior written consent. We may assign or novate these Terms to a related entity or in connection with a sale or reorganisation of our business, provided your rights are not materially adversely affected.
19.3 Notices. We may give you notices through the Service, by email to your registered address, or on our website. You may contact us using the details in clause 20.
19.4 Entire agreement. These Terms, together with the Privacy Policy and any order or plan details, are the entire agreement about the Service and supersede any prior understanding.
19.5 Severability. If any provision is invalid or unenforceable, it is severed to the extent necessary and the remainder continues in force.
19.6 Waiver. A failure or delay in exercising a right is not a waiver of it.
19.7 No third-party rights. These Terms do not confer rights on anyone who is not a party, except as expressly stated.
19.8 Governing law. These Terms are governed by the laws of Queensland, Australia. The parties submit to the non-exclusive jurisdiction of the courts of Queensland and the courts competent to hear appeals from them.
20. How to contact us
BidLoop Pty Ltd (ACN 700 602 464)
Email: hello@bidloop.com.au
Postal address: Level 18, 360 Queen Street, Brisbane City QLD 4000
Website: bidloop.com.au
By registering for, accessing or using the Service, you confirm that you have read and agree to these Terms and to our Privacy Policy.