1. Agreement to Terms
These Terms of Service (“Terms”) constitute a legally binding agreement between you (“User”, “you”, or “your”) and Nebula Platform Pty Ltd (ACN 667 540 025) (“Nebula”, “we”, “us”, or “our”), governing your access to and use of the Nebula platform, website, APIs, and all related services (collectively, the “Platform”).
By creating an account, accessing, or using the Platform, you acknowledge that you have read, understood, and agree to be bound by these Terms. If you do not agree to these Terms, you must not access or use the Platform.
2. Eligibility
To use the Platform, you must:
- be at least 18 years of age;
- have the legal capacity to enter into a binding contract under applicable law; and
- not be prohibited from using the Platform under the laws of your jurisdiction.
If you accept a paid plan or order on behalf of a company, organisation, or other legal entity, you represent and warrant that the entity has authorised you to do so, in which case “you” refers to that entity. For a no-charge evaluation, you may accept these Terms for your own use of the named workspace. You are responsible for using the workspace and providing User Content only as permitted by your organisation’s policies. Evaluation activation alone does not commit the entity to a purchase or continuation.
3. Account Registration and Security
3.1. You must provide accurate, current, and complete information during registration and maintain the accuracy of such information.
3.2. You are solely responsible for maintaining the confidentiality of your account credentials and for all activities that occur under your account.
3.3. You must notify us immediately at security@nebulaplatform.com.au upon becoming aware of any unauthorised use of your account or any other breach of security.
3.4. We reserve the right to suspend or terminate any account that we reasonably believe has been compromised, is being used fraudulently, or is in violation of these Terms.
4. Description of the Platform
The Platform provides engagement delivery management services. Its features include:
- AI-assisted interpretation of requirements, responsibilities, deliverables, commercial positions, dates, risks and relationships from User Content;
- shared workspaces and delivery plans for coordinating participants, decisions, changes and evidence;
- deadline management, reminders and controlled delivery workflows;
- budget tracking, payment positions, earned value information and financial analytics;
- critical path scheduling and timeline generation;
- contextual reputation information derived from eligible, attributable engagement events;
- a marketplace for discovering organisations and reviewing information they have made available;
- formal notice preparation and engagement communications; and
- tamper-evident proof records for eligible recorded events.
5. Artificial Intelligence Services
5.1. The Platform uses artificial intelligence to analyse User Content and propose structured interpretations, delivery information, risks and next steps for an engagement. AI-generated outputs assist decision-making and do not constitute legal, financial, accounting, or other professional advice.
5.2. While we endeavour to ensure accuracy, AI-generated content may contain errors, omissions, or inaccuracies. You are solely responsible for reviewing and verifying all AI-generated outputs before relying upon them or taking any action based upon them.
5.3. Nebula does not warrant that AI analysis will identify every requirement, obligation, risk, relationship, clause, or term contained in your User Content.
5.4. We do not use your uploaded documents or their contents to train our AI models.
5.5. An AI-generated output is a proposal. It does not by itself bind another participant, settle a disputed fact, establish authority, or cause a material effect. Platform actions are processed through the control applicable to that action and any recorded approval or authority requirements.
6. Blockchain Records
6.1. For eligible events, the Platform may submit a cryptographic hash to the public Polygon network and a signed canonical event payload to the Nebula-operated Nebulad ledger. Eligible events may include agreement signatures, requirement state transitions, formal notices, payment certifications and recorded dispute outcomes.
6.2. Once a Polygon transaction is confirmed, Nebula cannot alter or delete that public-network record. Nebulad events are submitted to an append-only operated ledger and are retained under clauses 6.3 and 15.4.
6.3. A Polygon transaction contains the proof hash, not the source document. Nebula retains the canonical preimage used to recompute the hash. A signed canonical event payload sent to Nebulad may include internal user, engagement and item identifiers, title, description, dates, status and hashes of supporting evidence files. Source document files are not included in that proof payload.
6.4. The Polygon and Nebulad records use different payloads and hashes. Verification checks each record against its corresponding retained preimage; it does not require the two hashes to be equal.
6.5. Verification of a proof record can establish the integrity and timing of the retained record. It does not by itself establish that an underlying claim is true, fair, authorised or legally effective.
7. User Content
7.1. “User Content” means all data, documents, text, images, communications, and other materials that you upload, submit, or transmit through the Platform.
7.2. You retain all ownership rights in your User Content. By uploading User Content, you grant Nebula a limited, non-exclusive, worldwide, royalty-free licence to process, store, analyse, display, and transmit your User Content solely as necessary to provide the Platform services to you and other authorised users on your engagements.
7.3. You represent and warrant that you own or have obtained all necessary rights, licences, and consents to upload your User Content and to grant the licence described in clause 7.2.
7.4. We do not sell, rent, use for advertising, or otherwise commercially exploit your User Content. We disclose it only as described in the Privacy Policy, including to authorised engagement users, approved service providers acting on Nebula’s behalf, a successor in a business transfer, or where required or permitted by law.
8. Acceptable Use
You agree not to:
- use the Platform for any purpose that is unlawful or prohibited by these Terms;
- upload content that infringes the intellectual property or proprietary rights of any third party;
- attempt to reverse-engineer, decompile, disassemble, or extract source code from any part of the Platform;
- interfere with, disrupt, or place an unreasonable burden on the Platform or its infrastructure;
- impersonate any person or entity, or misrepresent your affiliation with any person or entity;
- use automated scripts, bots, or scrapers to access or collect data from the Platform without our express written consent;
- circumvent, disable, or otherwise interfere with any security or access control features of the Platform; or
- use the Platform to facilitate fraud, money laundering, or any other illegal activity.
We reserve the right to investigate violations of these restrictions and may, at our sole discretion, immediately suspend or terminate your access to the Platform without notice.
9. Fees and Payment
9.1. Access to certain features of the Platform may require a paid subscription or a fixed-term purchase. Before purchase, we will present the applicable price, billing frequency or upfront total, term, taxes and renewal position.
9.2. All fees are exclusive of applicable taxes (including GST) unless expressly stated otherwise.
9.3. A subscription renews only where the renewal arrangement is disclosed before purchase. A fixed term ends at the end of its stated period and does not renew unless the accepted plan or programme terms expressly say otherwise.
9.4. We will provide you with at least 30 days’ written notice of any material change to subscription pricing. If you do not agree to the revised pricing, you may cancel your subscription before the new pricing takes effect.
9.5. Refunds are handled in accordance with applicable Australian Consumer Law and any other mandatory consumer protection legislation in your jurisdiction.
10. Reputation and Track Record
10.1. The Platform may calculate reputation information from eligible, attributable engagement events, including delivery timing, response activity, evidence and verification coverage, collaboration and dispute history.
10.2. Reputation information is contextual. The Platform may retain the engagement and role context, the event reason and time, the recorded score movement, and related evidence or a separate proof link where available. Where an event is linked to another engagement record, that record may separately show an extension-of-time claim and its recorded approval or rejection, a payment claim’s review, dispute, rejection, certification or payment record, or an item dispute and its recorded resolution. Those entries describe the related engagement record; they are not states of a reputation event. A reputation entry does not by itself establish fault, legal liability or the objective truth of a disputed event.
10.3. Visibility depends on the relevant Platform surface and your sharing settings. Other Platform users may see a reputation tier or information you have chosen to release, while supporting detail remains subject to the applicable access controls.
10.4. If you believe reputation information is incorrect, lacks the required context or should reflect the outcome of a dispute, you may request review at support@nebulaplatform.com.au. Nebula may correct a Platform error through the applicable review or appeal path. For supported contest and resolution actions, Nebula keeps the earlier movement and adds a compensating movement. Both movements may be retained for audit and integrity purposes.
11. Intellectual Property
11.1. The Platform, including its source code, design, features, algorithms, documentation, and all related intellectual property, is and remains the exclusive property of Nebula Platform Pty Ltd and its licensors.
11.2. These Terms do not grant you any right, title, or interest in the Platform except for the limited right to use the Platform in accordance with these Terms.
11.3. “Nebula”, the Nebula logo, and all related names, marks, and logos are trademarks of Nebula Platform Pty Ltd. You may not use these marks without our prior written consent.
12. Disclaimer of Warranties
12.1. To the maximum extent permitted by applicable law, the Platform is provided on an “as is” and “as available” basis, without warranties of any kind, whether express, implied, or statutory, including but not limited to implied warranties of merchantability, fitness for a particular purpose, and non-infringement.
12.2. Nebula does not warrant that the Platform will be uninterrupted, secure, error-free, or free from viruses or other harmful components.
12.3. Nebula does not warrant the accuracy, completeness, or reliability of any AI-generated analysis, content, or output.
12.4. Nothing in these Terms is intended to exclude, restrict, or modify any consumer guarantee under the Australian Consumer Law (Schedule 2 of the Competition and Consumer Act 2010 (Cth)) or any analogous legislation in your jurisdiction that cannot be excluded, restricted, or modified by agreement.
13. Limitation of Liability
13.1. To the maximum extent permitted by law, Nebula shall not be liable for any indirect, incidental, special, consequential, or punitive damages, including but not limited to loss of profits, loss of data, loss of business opportunity, or loss of goodwill, arising out of or in connection with your use of or inability to use the Platform.
13.2. Nebula’s total aggregate liability for all claims arising out of or relating to these Terms or your use of the Platform shall not exceed the total amount of fees paid by you to Nebula in the twelve (12) months immediately preceding the event giving rise to the claim.
13.3. The Platform is a management and record-keeping tool. Nebula is not a party to an engagement or to any agreement between participants and does not guarantee the performance, solvency, or conduct of any participant.
14. Indemnification
You agree to indemnify, defend, and hold harmless Nebula, its officers, directors, employees, agents, and licensors from and against any and all claims, liabilities, damages, losses, costs, and expenses (including reasonable legal fees) arising out of or in connection with: (a) your use of the Platform; (b) your User Content; (c) your breach of these Terms; or (d) your violation of any applicable law or regulation or the rights of any third party.
15. Termination
15.1. You may schedule account deletion at any time through the account settings in the Platform. The request has a thirty (30) day cancellation period.
15.2. We may suspend or terminate your access to the Platform immediately and without prior notice if: (a) you breach any provision of these Terms; (b) we are required to do so by law; or (c) we discontinue the Platform or any material part thereof.
15.3. Access continues while a self-service deletion request is pending, so you can cancel the request or download a JSON export of the personal information held for your account from account settings. When the thirty (30) day cancellation period ends, sign-in is disabled and specified account data is anonymised or removed in accordance with our Privacy Policy. If we terminate your access under clause 15.2, your right to use the Platform ceases immediately. Shared engagement, audit and proof records may remain under clause 15.4.
15.4. Confirmed Polygon hashes remain on the public network following termination. Canonical proof preimages and signed Nebulad events may also be retained where they form part of a shared engagement record, support verification, address security or legal requirements, resolve a dispute, or enforce these Terms. Those retained records can include identifiers and event details.
15.5. Clauses 7, 11, 12, 13, 14, 16, and 17 survive termination of these Terms.
16. Governing Law and Dispute Resolution
16.1. These Terms are governed by and construed in accordance with the laws of the State of New South Wales, Australia, without regard to its conflict of law principles.
16.2. Before initiating any legal proceedings, both parties agree to attempt to resolve any dispute arising out of or in connection with these Terms through good-faith negotiation for a period of not less than thirty (30) days.
16.3. If a dispute cannot be resolved through negotiation, the parties submit to the exclusive jurisdiction of the courts of New South Wales, Australia.
17. General Provisions
17.1. Entire Agreement. These Terms, together with our Privacy Policy and any plan, order or programme terms you accept through the Platform, constitute the entire agreement between you and Nebula with respect to their subject matter and supersede all prior or contemporaneous communications, whether electronic, oral, or written.
17.2. Severability. If any provision of these Terms is found to be unenforceable or invalid, that provision shall be limited or eliminated to the minimum extent necessary so that these Terms shall otherwise remain in full force and effect.
17.3. Waiver. Our failure to enforce any right or provision of these Terms shall not constitute a waiver of such right or provision.
17.4. Assignment. You may not assign or transfer these Terms without our prior written consent. We may assign these Terms without restriction.
17.5. Amendments. We may amend these Terms at any time by posting the revised Terms on the Platform. We will provide at least fourteen (14) days’ notice of material changes by email or through the Platform. Your continued use of the Platform after the effective date of the revised Terms constitutes your acceptance of the changes.
17.6. Electronic Acceptance. Where the Platform asks you to accept terms, selecting the stated checkbox and activating or purchasing the relevant service identifies your authenticated account, indicates your intention to accept and records the named workspace or organisation. A paid plan or order may be accepted for an organisation only by someone the organisation has authorised to do so. You consent to this electronic method. A handwritten or drawn signature is not required unless the relevant terms expressly require one.
17.7. Order of Priority. If accepted plan, order or programme terms conflict with these Terms, the more specific terms control only for the subject they address. These Terms control in all other respects.
18. Contact
If you have any questions regarding these Terms, please contact us at:
Nebula Platform Pty Ltd
legal@nebulaplatform.com.au
For privacy-related enquiries, please refer to our Privacy Policy.