Terms of Service

1. About these terms

These Terms of Service ("Terms") govern your access to and use of the BinEye service, including the bineye.ai website, the Bin-I-Bins customer mobile app, the BinEye Operator mobile app, any BinEye hardware supplied to you, and any related services (together, the "Service").

The Service is provided by BINEYE.AI Pty Ltd trading as Bin Eye Bins (ACN 697 470 778, ABN 32 697 470 778) — trading as BinEye. References to "we," "us," and "our" mean BINEYE.AI Pty Ltd trading as Bin Eye Bins. References to "you" and "your" mean the person or entity using the Service.

By using the Service you agree to these Terms. If you do not agree, do not use the Service.

2. What we provide

BinEye supplies:

• Skip bins ranging from 3 m³ to 12 m³, with an integrated BinEye sensor module
• The BinEye data service: fill-level monitoring, material classification, contamination detection, collection scheduling, and proof-of-service evidence
• Two mobile applications — the Bin-I-Bins customer tracker and the BinEye Operator app — for account holders to interact with their bins
• A web-based administrative console for fleet operators and customers
• Support and onboarding services as agreed in your order

The specific bins, services, pricing, and terms that apply to you will be set out in a separate quote or service agreement. Where that quote or agreement conflicts with these Terms, the quote or agreement prevails.

3. Your account

To use most parts of the Service you will need an account. You agree to:

• Provide accurate, current, and complete information when you register
• Keep your password confidential and not share it with anyone
• Be responsible for all activity that occurs under your account
• Notify us promptly at support@bineye.ai if you suspect unauthorised use of your account

You must be at least 18 years old to create an account. BinEye is a business-to-business service.

4. Orders, pricing and payment

4.1 Quotes and orders
Pricing is set out in the quote we issue to you. Quotes are valid for thirty (30) days unless otherwise stated. Prices exclude GST unless marked inclusive, and are in Australian dollars.

4.2 Deposit
Most orders require a deposit to be paid before manufacturing begins. The deposit percentage will be specified in your quote. Once manufacturing commences, deposits are non-refundable, although we will reasonably credit the deposit against the final invoice.

4.3 Subscription and usage fees
If your service includes ongoing BinEye data (for example, a per-bin-per-month subscription), those fees are billed monthly in advance. Pay-per-use components are billed based on actual usage with photo evidence retained in your account.

4.4 Late payment
If you are late paying an invoice we may: send overdue reminders; charge interest at the rate specified in your service agreement (or, if none, the Reserve Bank of Australia cash rate plus 2% per annum, accrued daily); suspend further service pending payment; and recover reasonable collection costs.

5. Your bin and our hardware

5.1 Ownership
Unless your quote expressly says otherwise, the bin and BinEye module remain our property and are supplied to you on a rental basis. Title passes to you only where your quote describes an outright purchase and payment has been made in full.

5.2 Your obligations

• Use the bin only for the types of waste specified in your quote — contamination may attract surcharges and photo-evidenced remediation fees
• Not tamper with, obstruct, or disable the BinEye module, 7,000 mAh rechargeable lithium battery, or steel housing
• Keep the bin in a reasonably accessible location for collection and within the site specified in your order
• Return the bin and module to us at the end of the service in the condition they were supplied, reasonable wear and tear accepted

If the BinEye module is lost, damaged beyond reasonable wear, or tampered with, you are responsible for a replacement fee equal to the current replacement cost of the module.

6. Intellectual property

All intellectual property in the Service — including the BinEye hardware design, firmware, software, mobile apps, data platform, and all content on bineye.ai — is owned by us or our licensors (including Boltbuild.ai Pty Ltd, ACN 687 407 067, which owns the underlying product IP).

We grant you a non-exclusive, non-transferable, revocable licence to use the Service for the purposes set out in your quote and these Terms. You may not reverse-engineer, decompile, sublicense, resell, or create derivative works from any part of the Service without our prior written consent.

Any feedback, suggestions, or ideas you provide about the Service may be used by us without restriction or compensation.

7. Data and telemetry

The BinEye module captures telemetry and imagery from the bin for the purposes of delivering the Service. You acknowledge and consent to the collection, transmission, storage, and processing of this data as described in our Privacy Policy.

You own the data specific to your bin usage. We own the aggregated, de-identified data derived from our fleet (including classifier training data). We may use your specific-bin data to generate reports and invoices for you, and to improve our machine-learning models.

8. Service availability and changes

We aim to maintain a highly available Service but we do not guarantee uninterrupted access. From time to time we may perform maintenance that temporarily affects the Service; modify, add, or remove features; or update these Terms. Material changes will be notified to active customers by email.

Cellular coverage issues may delay device reporting. Where telemetry is delayed or missing, we use our best operational judgment to continue delivering the Service and will correct reports when data catches up.

9. Australian Consumer Law

Nothing in these Terms excludes, restricts, or modifies any right or remedy, or any guarantee, warranty, or other term or condition, implied or imposed by the Australian Consumer Law (Schedule 2 of the Competition and Consumer Act 2010 (Cth)) which cannot be excluded, restricted, or modified. Where such a non-excludable right or remedy applies, our liability is limited to replacement, repair, or resupply of goods or services, or payment of the cost thereof, at our option.

To the maximum extent permitted by law, all other warranties, conditions, and guarantees (whether express or implied) are excluded.

10. Liability

Subject to section 9, neither party is liable to the other for any indirect, incidental, consequential, special, or punitive damages, including loss of profits, loss of revenue, loss of business opportunity, or loss of data, however caused.

Our total aggregate liability to you in connection with the Service is limited to the greater of: (a) the total fees paid by you to us in the twelve (12) months preceding the event giving rise to the claim; or (b) one thousand Australian dollars (A$1,000).

This section does not limit liability that cannot be limited or excluded at law (including under the Australian Consumer Law), or liability for fraud or wilful misconduct.

11. Suspension and termination

We may suspend or terminate your access to the Service if:

• You breach these Terms or your service agreement and do not remedy the breach within fourteen (14) days of written notice
• You fail to pay an undisputed invoice within fourteen (14) days of a reminder
• You become insolvent, enter administration, or have a liquidator or receiver appointed
• We are required to do so by law

You may terminate your use of the Service in accordance with your service agreement. On termination you must return the bin and BinEye module and pay any outstanding fees.

12. Force majeure

Neither party is liable for delays or failures in performance caused by circumstances beyond its reasonable control, including natural disasters, pandemics, acts of government, cyber-attacks on third-party infrastructure, cellular network outages, or industrial action. The affected party must use reasonable efforts to resume performance as soon as practicable.

13. Disputes and 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 Federal Court of Australia.

Before commencing any formal proceeding, the parties will first attempt to resolve any dispute by good-faith discussion for thirty (30) days. If unresolved, either party may refer the matter to mediation by the Queensland Law Society's mediation service or equivalent.

14. General

• Entire agreement: these Terms, together with your quote or service agreement and our Privacy Policy, form the entire agreement between the parties.
• Assignment: you may not assign or transfer your rights under these Terms without our written consent. We may assign our rights in connection with a corporate restructure or sale of business.
• Severability: if any provision of these Terms is found unenforceable, it is severed and the remaining provisions continue in effect.
• Waiver: failure to enforce any right is not a waiver of that right.
• Notices: notices to us must be sent to legal@bineye.ai and copied to 9 Dorames Street, Hendra QLD 4011. Notices to you are sent to the email address on your account.

15. Contact us

BINEYE.AI Pty Ltd trading as Bin Eye Bins
Email: legal@bineye.ai
Post: 9 Dorames Street, Hendra QLD 4011, Australia