Terms of Service

These Terms of Service ("Terms") form a legally binding agreement between you and Greenr Global Pty Ltd (ABN 70 644 562 014) ("Greener", "we", "us", or "our") and govern your access to and use of the Greener services, including our website, platforms, tools, and related support (collectively, the “Services”).

By accessing or using the Services, or by clicking to accept or agree when this option is made available, you agree to be bound by these Terms. If you are entering into these Terms on behalf of a company or other legal entity, you represent that you have the authority to bind that entity. In that case, “you” or “your” will refer to the entity.

If you do not agree to these Terms, you must not access or use the Services.

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1. Key Terms Summary

This summary highlights important legal and commercial terms in plain language. It is provided for convenience only and does not replace or override the full Terms below:

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2. Definitions

Capitalised terms used throughout these Terms have the meaning set out below or where first defined:

• Account: A unique registration established by you or on your behalf to access and use the Services.
• API: Greener makes available an application programming interface that allows programmatic interaction with elements of the Services, including through third-party or customer-developed integrations.
• AI Agent: A software-based entity embedded within the Services that uses artificial intelligence to perform tasks, make recommendations, or assist users, based on structured rules or machine learning.
• Authorised User: Any individual who is authorised by you to access the Services under your account, including employees, contractors, or other personnel.
• Confidential Information: All non-public information disclosed by one party to the other that is designated as confidential or should reasonably be considered confidential under the circumstances.
• Content: All data, text, documents, information, code, software, or other materials uploaded, entered, or transmitted by you or your Authorised Users through the Services.
• Customer Data: Any data, content, or information that you or your Authorised Users submit to the Services, including Personal Information or Sensitive Information, for Processing in connection with your use of the Services.
• Documentation: Any user manuals, guides, or help files relating to the Services, whether provided in electronic or physical form.
• Greener: Greenr Global Pty Ltd (ABN 70 644 562 014).
• Model: Any underlying machine learning or artificial intelligence system used to generate Outputs or perform automated tasks within the Services.
• Output: Any report, insight, recommendation, file, or other material generated by the Services, including those created by AI Agents or based on Customer Data.
• Personal Information: Has the meaning given in the Privacy Act 1988 (Cth), and includes information or an opinion about an identified individual or a reasonably identifiable individual.
• Processing: Any operation or set of operations performed on data, whether or not by automated means, such as collection, recording, storage, adaptation, use, disclosure, or erasure.
• Sensitive Information: A subset of Personal Information as defined in the Privacy Act 1988 (Cth), including information about health, ethnicity, political opinions, religious beliefs, membership of professional or trade associations or unions, sexual orientation, or criminal records.
• Services: The hosted SaaS platform and related tools, features, APIs, AI Agents, and support made available by Greener, including any updates or modifications.
• Subscription Term: The period during which you are authorised to access and use the Services under a valid subscription.
• Third-Party Services: Products, services, or content provided by third parties that may interoperate with or be accessible via the Services.
• Use Case: The specific business function or purpose for which you use the Services, such as ESG reporting, compliance readiness, regulatory disclosures, or climate-related analytics.
• Workspace: A secure, segregated environment within the Services that is associated with a particular company, entity, or reporting period, and in which users conduct day-to-day activities, access data, and manage compliance or reporting.

You / Your: The individual or legal entity who is entering into this agreement and accessing or using the Services.‍

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3. Access and Eligibility

3.1 Authorised Access:
You may access and use the Services only for lawful purposes and solely in accordance with these Terms. Access is limited to you and your Authorised Users with an active Account and valid Subscription. Access is non-transferable, except as expressly permitted by Greener, and is provided on a non-exclusive, revocable basis.

3.2 Eligibility:
‍To use the Services, you must be at least 18 years old or the legal age of majority in your state or territory. If you are under the legal age of majority, you may only use the Services with the explicit consent of a parent or legal guardian who agrees to be bound by these Terms on your behalf. Greener may refuse or revoke access to anyone who does not meet the eligibility requirements.

3.3 Account Responsibility:
You are responsible for all activity under your Account, including any done by Authorised Users. You must ensure that your Authorised Users follow these Terms and keep login details confidential and secure. You agree to notify Greener immediately if there is any unauthorised access or suspected security breach. Greener is not liable for any loss or damage caused by unauthorised access to your Account unless it results from our own negligence.

3.4 Suspension of Access:
Greener may suspend or restrict access to the Services without notice if you or any Authorised User breaches these Terms, uses the Services in violation of applicable laws (including export control or sanctions laws), or otherwise jeopardises the security, integrity, or performance of the Services. Greener will make reasonable efforts to notify you of suspension as soon as practicable.

3.5 Geographic Restrictions:
Access to the Services might be restricted by legal or regulatory rules depending on your location. You are responsible for making sure your use of the Services follows all relevant laws in your area, including export control and sanctions laws. Greener retains the right to deny or revoke access in areas where operating would breach applicable laws or regulations.

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4. Your Responsibilities

4.1 Compliance with Laws:
You must abide by all relevant local, state, national, and international laws and regulations when using the Services, including those related to data privacy, intellectual property, and export controls.

4.2 Accurate and Lawful Use:
You are responsible for ensuring that all information and data you provide to the Services is accurate, complete, and lawful, and for correcting any errors promptly if found. You must not use the Services to store or transmit any content that infringes third-party rights or breaches any applicable law.

4.3 Use by Authorised Users:
You are responsible for all acts and omissions of your Authorised Users. Any breach of these Terms by an Authorised User will be considered a breach by you.

4.4 Security Measures:
You must keep your login details secure and confidential, making sure all access to the Services is through secure and authorised methods. Do not share your credentials unless Greener explicitly allows it. You should notify us immediately if you become aware of any unauthorised access or security breach.

4.5 Restrictions on Use:
You must not: 
(a) misuse the Services in any way that disrupts their integrity or performance; 
(b) reverse engineer or decompile any part of the Services; 
(c) introduce malware, code, or programs intended to damage or intercept data; or 
(d) use the Services for benchmarking or competitive analysis.

4.6 Integration Responsibility:
When you connect the Services with Third-Party Services, you are solely responsible for ensuring these integrations comply with applicable laws, including data protection obligations, and for managing any risks that may result from their use or from data shared with or through such services.

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5. Privacy and Data Use

5.1 Privacy Obligations:
Greener will collect, handle, and store Customer Data, including Personal Information, in accordance with the Privacy Act 1988 (Cth), the Australian Privacy Principles (APPs), and our Privacy Policy. You agree to review our Privacy Policy for details on our practices.

5.2 Customer Responsibilities:
You are responsible for obtaining all necessary rights, consents, and authorisations to supply Customer Data to Greener and to allow its Processing in accordance with these Terms. This includes, without limitation, any Sensitive Information.

5.3 Use of Data:
Greener may use Customer Data only to provide, maintain, improve, and secure the services. We may also use de-identified, aggregated data for analytical, benchmarking, or product development purposes, provided it does not identify you or any individual.

5.4 Security Measures:
We will implement and maintain suitable technical and organisational safeguards to protect Customer Data from unauthorised access, disclosure, or loss, in line with industry best practices.

5.5 Data Breach Notification:
If there is a notifiable data breach, Greener will quickly notify you as required by the Notifiable Data Breaches scheme under the Privacy Act 1988 (Cth) and will provide reasonable assistance in managing the incident.

5.6 Cross-Border Transfers:
Greener utilises trusted third-party service providers, including but not limited to those in the United States and Europe, to help deliver and operate the Services. As part of this, Customer Data may be securely transferred to or processed in these jurisdictions. We will ensure that any such transfers are subject to appropriate safeguards, including contractual obligations that provide privacy protections substantially similar to those under Australian law, or we will obtain your consent where required.

5.7 Third-Party Services:
Your use of Third-Party Services with the Services is solely your choice. Greener is not liable for how those services manage your Customer Data. You should check their privacy policies and terms.

5.8 Analytics and Performance Tools:
Greener uses third-party tools like Google Analytics, Amplitude, Microsoft Clarity, and other performance or product analytics services to gather anonymised or aggregated data about how the Services are accessed and used. This may include session duration, feature usage, clickstream data, and device/browser information. These tools help us understand usage patterns, enhance the product experience, and troubleshoot issues. By using the Services, you agree to our use of such tools in accordance with our Privacy Policy. You may be able to opt out of certain analytics through browser add-ons or account settings, where available.

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6. Acceptable Use

6.1 Permitted Use:
You and your Authorised Users may only use the Services for lawful business purposes in accordance with these Terms. All use must comply with applicable laws and not interfere with or impair the proper functioning of the Services.

6.2 Prohibited Conduct:
You must not, and must ensure that your Authorised Users do not:

• (a) Use the Services in any manner that is illegal, fraudulent, misleading, or harmful;
• (b) Attempt to gain unauthorised access to, or disrupt the integrity, performance or security of, any part of the Services or related systems;
• (c) Use the Services to transmit or store any content that is unlawful, offensive, defamatory, obscene, or infringing on third-party rights;
• (d) Introduce malware, viruses, or other harmful code or files into the Services;
• (e) Engage in excessive automated data extraction, scraping, or load generation without written consent;
• (f) Misrepresent your identity or affiliation or impersonate any person or entity;
• (g) Use the Services to send spam, phishing messages, or unauthorised advertisements;
• (h) Use the Services to violate data protection laws or confidentiality obligations;
• (i) Utilise the Services to develop or deploy applications that:
  
  • (i) Make decisions without appropriate human oversight in areas that may impact individuals' legal rights, financial status, or well-being;
  • (ii) Employ subliminal techniques intended to deceive or cause harm;
  • (iii) Exploit vulnerabilities of individuals, including those related to age, disability, or socio-economic status;
  • (iv) Categorise individuals based on biometric data to infer sensitive attributes without consent;
  • (v) Conduct real-time remote biometric identification in public spaces for law enforcement purposes;
  • (vi) Generate or distribute content that is sexually explicit, unless for scientific or educational purposes with appropriate safeguards;
• (j) Make environmental claims (including sustainability metrics or carbon accounting outputs) that are knowingly false, misleading, or not substantiated by data or methodology consistent with applicable standards (e.g. GHG Protocol, ISO 14064, ASRS, or the Partnership for Carbon Accounting Financials (PCAF));
• (k) Use Outputs or AI-generated insights from the Services to intentionally misrepresent compliance status, ESG risk profiles, or regulatory readiness in reports, filings, or public disclosures;
• (l) Use the Services in connection with projects that contribute to significant environmental degradation, such as large-scale deforestation, new fossil fuel extraction projects, or activities incompatible with science-based net-zero targets;

6.3 Fair Usage:
Greener may apply fair usage limits to prevent system abuse or degradation. If your use of the Services materially exceeds normal use patterns or harms system performance, Greener reserves the right to impose restrictions or additional charges with prior notice.

6.4 Monitoring and Enforcement:
Greener reserves the right to investigate suspected violations and may suspend or terminate your access to the Services if we determine that you have breached this Section. We may also cooperate with law enforcement authorities as required by law.

6.5 Modifications:
We may update this Acceptable Use section from time to time. Material changes will be notified in advance, and your continued use of the Services after changes take effect constitutes your acceptance of the updated terms.

Use of AI features is also governed by our Responsible AI Policy.

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7. Subscription and Payment Terms

7.1 Subscription Plans:
Access to the Services is offered through subscription plans, the details of which (including features, pricing, and term) are specified on our website or agreed in writing.

7.2 Billing and Invoicing:
Subscription fees are billed in advance and payable in accordance with the billing frequency specified at the time of purchase. Invoices are due upon receipt unless otherwise agreed.

7.3 Taxes:
All fees are exclusive of applicable taxes, duties, levies, or similar governmental assessments. You are responsible for paying any such amounts associated with your purchase.

7.4 Late Payments:
If you fail to make payment by the due date, we may charge interest on overdue amounts, suspend access to the Services, or terminate the subscription, in whole or in part.

7.5 Plan Changes:
If you upgrade your subscription, the new fees will be prorated for the remainder of the current billing cycle. Downgrades take effect at the end of the current cycle and may result in loss of features.

7.6 Price Changes:
We may change subscription fees upon at least 30 days’ notice. Continued use of the Services following the change constitutes acceptance of the new pricing.

7.7 Payment Methods:
You authorise us to charge the payment method provided. We may use a third-party payment processor to collect fees, and you agree to their terms as necessary to complete transactions.

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8. Service Levels and Support

8.1 Availability:
Greener will use commercially reasonable efforts to provide 99.5% uptime for the Services, excluding scheduled maintenance and force majeure events. Uptime is measured on a monthly basis.

8.2 Scheduled Maintenance:
We will endeavour to provide at least 48 hours' notice for scheduled maintenance expected to cause service downtime. Emergency maintenance may occur without notice if necessary to protect security or system integrity.

8.3 Support Services:
Support is available during standard business hours (AEST) via the support channels listed on our website. Support includes incident response, issue tracking, and basic technical assistance. Additional support levels may be available subject to a separate agreement.

8.4 Response Times:
Greener aims to respond to support queries within one business day for standard issues and within four business hours for critical service interruptions. Response times are indicative and not guaranteed unless otherwise agreed in a service level agreement (SLA).

8.5 Service Credits:
In the event of a verified service outage that materially impacts your ability to use the Services, you may be eligible for service credits, subject to prior written request and verification. Credits are your sole and exclusive remedy for service downtime.

8.6 Exclusions:
We are not responsible for service interruptions caused by third-party systems, force majeure events, or failures in internet connectivity or infrastructure outside of our control.

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9. Intellectual Property

9.1 Ownership:
Greener and its licensors retain all rights, title, and interest in and to the Services, including all related intellectual property rights, proprietary software, algorithms, documentation, and content. Except as expressly stated, nothing in these Terms grants you any rights to or interest in the Services.

9.2 Licence to Use:
Subject to your compliance with these Terms and payment of all applicable fees, Greener grants you a non-exclusive, non-transferable, revocable, and limited licence to access and use the Services for your internal business purposes during the Subscription Term.

9.3 Restrictions:
You may not (a) copy, modify, adapt, translate, reverse engineer, disassemble, or decompile the Services or any part thereof; (b) create derivative works based on the Services; (c) remove or alter any proprietary notices or labels; or (d) use the Services to develop a competing product or service.

Notwithstanding the above, authorised professional services firms (such as consulting, advisory, or assurance firms) may utilise the Services as part of their service delivery to clients (for example, reporting support, internal readiness assessments, or implementation services) strictly within the scope of services provided to mutual clients. These firms may sublicense, resell, or white-label the Services only where explicitly permitted under a separate written agreement with Greener.

9.4 User Content:
You retain all rights in any data, content, or materials that you or your Authorised Users upload or submit to the Services (“User Content”). You grant Greener a non-exclusive, royalty-free licence to use, store, copy, transmit, and display User Content solely to provide and improve the Services and as otherwise required by law.

This licence ends when you delete User Content from the Services, except to the extent retention is required by law or for backup or business continuity purposes.

9.5 Feedback:
If you or your Authorised Users provide feedback, suggestions, or ideas about the Services (“Feedback”), you grant Greener a worldwide, perpetual, irrevocable, royalty-free licence to use and incorporate that Feedback without restriction or obligation to you.

9.6 Trademarks:
“Greener” and all related marks, product names, service names, logos, and domain names are trademarks or registered trademarks of Greenr Global Pty Ltd or its affiliates. You may not use, reproduce, or display these marks in any way, except as expressly authorised in writing or solely for the purpose of accurately referencing your use of the Services in accordance with these Terms.

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10. Third-Party Services

10.1 Use of Third-Party Services:
The Services may include integrations with, or otherwise make available access to, third-party platforms, data sources, tools, or content ("Third-Party Services"). Your use of such services is governed by the third party's terms and privacy policies. Greener is not responsible for the actions, content, performance, or security practices of any Third-Party Services.

10.2 Customer Responsibility:
You are solely responsible for reviewing and complying with the terms of any Third-Party Services you enable or access through the Services. You acknowledge that Greener does not control and is not liable for any interactions between you and the providers of such services.

10.3 Availability and Changes:
Greener may modify, suspend, or discontinue support for any Third-Party Service at any time without liability. The availability of integrations or access to third-party tools is not guaranteed and may be affected by external provider decisions or platform changes. Greener is not liable for any loss or damage resulting from the unavailability or discontinuation of any Third-Party Service.

10.4 Data Exchange:
You are solely responsible for obtaining and maintaining all necessary rights, licences, and consents for any such data exchange with Third-Party Services.

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11. Confidentiality

11.1 Confidential Information:
Each party (“Disclosing Party”) may disclose Confidential Information to the other party (“Receiving Party”) in connection with these Terms. “Confidential Information” means any non-public information that is designated as confidential or that a reasonable person would understand to be confidential given the nature of the information and the circumstances of disclosure.

11.2 Obligations:
The Receiving Party agrees to 
(a) maintain the confidentiality of the Disclosing Party’s Confidential Information using at least the same degree of care it uses to protect its own confidential information, but not less than reasonable care; 
(b) use the Confidential Information only to exercise rights and fulfil obligations under these Terms; and 
(c) not disclose the Confidential Information to any third party except to its personnel or professional advisors who need to know and who are bound by confidentiality obligations at least as protective as those set out in these Terms.

11.3 Exclusions:
Confidential Information does not include information that 
(a) becomes publicly known through no fault of the Receiving Party; 
(b) was lawfully known by the Receiving Party before disclosure; 
(c) is lawfully obtained by the Receiving Party from a third party without breach of any obligation; or 
(d) is independently developed without using the Disclosing Party’s Confidential Information.

11.4 Compelled Disclosure:
The Receiving Party may disclose Confidential Information when required by law, regulation, or court order, provided it (if legally permitted) promptly notifies the Disclosing Party in writing and cooperates in seeking a protective order or another suitable remedy.

11.5 Return or Destruction:
Upon termination of these Terms or upon request, the Receiving Party must return or destroy the Disclosing Party’s Confidential Information, except where retention is required by law, regulation, or for legitimate archival, compliance, audit, or disaster recovery purposes. Any Confidential Information retained remains subject to these confidentiality obligations.

11.6 Survival:
These confidentiality obligations survive termination of the Terms for a period of three (3) years, or as long as the information remains confidential under applicable law.

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12. Warranties and Disclaimers

12.1 Service Performance:
Greener states that the Services will be delivered professionally in line with relevant industry standards, including reasonable security, reliability, and performance expectations for enterprise-grade SaaS. However, we do not guarantee that the Services will be uninterrupted, timely, or error-free, nor that they will be completely secure against all cyber threats or unauthorised access. While we put in place and maintain commercially reasonable administrative, technical, and organisational safeguards to protect the Services, no system is entirely immune to breaches or vulnerabilities, and absolute security cannot be assured.

12.2 No Legal, Compliance, or Climate Reporting Advice:
You acknowledge that Greener does not offer legal, financial, compliance, tax, or climate reporting advice. Any outputs or insights produced by the services, including through AI agents, are intended for informational purposes only and do not replace professional advice or a comprehensive ESG or sustainability disclosure. You are solely responsible for verifying the suitability, accuracy, and regulatory compliance of any such content before including it in reports, investor disclosures, or filings prepared under frameworks like the ASRS, ISSB, or other relevant climate reporting standards.

12.3 General Disclaimers:
To the fullest extent allowed by law, except as expressly stated in these Terms, the Services are provided on an “as is” and “as available” basis. Greener disclaims all warranties, conditions, guarantees, and representations—whether express, implied, statutory, or otherwise, including any implied warranties of merchantability, fitness for a particular purpose, non-infringement, quiet enjoyment, system availability, uptime reliability, accuracy, or completeness of data, insights, or recommendations. No oral or written information or advice given by Greener or its representatives creates any warranty unless explicitly included in these Terms.

12.4 Output Use:
You are solely responsible for independently reviewing and validating any Outputs before relying on them. You must not use the Services or any Output for decisions involving significant legal, financial, environmental, regulatory, or sustainability reporting consequences without independent human review and verification. This includes, but is not limited to, disclosures under the Australian Sustainability Reporting Standards (ASRS), ISSB standards, climate-related risk frameworks, or any ESG-related investment, procurement, or strategic business decision. Greener explicitly disclaims responsibility for any decisions made or actions taken based on unaudited or unverified Outputs generated by the Services.

12.5 Third-Party Services:
Greener makes no warranties or guarantees regarding the ongoing availability, accuracy, reliability, or security of any third-party services integrated with or relied upon by the Services. This includes, but is not limited to, APIs, data connectors, hosting environments, foundational models, or cloud platforms (such as Microsoft Azure and OpenAI) used in the delivery or enrichment of the Services. You acknowledge that interruptions or changes in such third-party services may affect the functionality or availability of the Services, and Greener shall not be responsible for any loss or damage resulting from such dependencies.

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13. Limitation of Liability

Nothing in these Terms excludes, restricts or modifies any rights or remedies you may have that cannot be excluded under the Australian Consumer Law.

Liability is governed by the terms of your Master Software Agreement (MSA). If you are using Greener’s solutions without an MSA, the following terms will apply.

13.1 Indirect Damages:
To the maximum extent permitted by law, Greener will not be liable to you for any indirect, incidental, consequential, special, punitive, or exemplary damages, including loss of profits, revenues, business opportunities, reputation, anticipated savings, climate-related risk exposure, or loss of or corruption to data, arising out of or relating to these Terms or your use of the Services—even if such damages were foreseeable or if Greener was advised of the possibility. These exclusions apply regardless of the form of action and whether such liability arises in contract, tort, negligence, strict liability, under statute, or otherwise.

13.2 Aggregate Liability Cap:
Except for your payment obligations, your indemnities, and Greener’s liability for fraud, gross negligence, wilful misconduct, or infringement of intellectual property rights, Greener’s total aggregate liability for all claims arising out of or relating to these Terms will not exceed the amount paid by you to Greener for the Services in the 12-month period preceding the first event giving rise to the claim. This limitation reflects the agreed allocation of risk between the parties and forms an essential basis of the bargain.

13.3 Exclusions:
The limitations in this section do not apply to liability resulting from (a) fraud or fraudulent misrepresentation; (b) gross negligence or wilful misconduct; (c) breach of confidentiality obligations under Section 11; (d) infringement or misappropriation of intellectual property rights; or (e) any liability which cannot lawfully be excluded or limited under applicable law.

13.4 Essential Purpose:
The limitations and exclusions of liability in this Section 13 apply to all causes of action, whether in contract, tort (including negligence), strict liability, statute, or otherwise. These limitations form an essential basis of the agreement between you and Greener and will survive and apply even if any limited remedy fails of its essential purpose or does not fully compensate you for any losses.

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14. Indemnities

14.1 Indemnity by You:
You agree to indemnify, defend, and hold harmless Greener and its affiliates, directors, officers, employees, contractors, and agents from and against any and all losses, damages, liabilities, claims, demands, suits, costs, and expenses (including reasonable legal fees) arising out of or in connection with:
(a) your or your Authorised Users’ breach of these Terms;
(b) your or your Authorised Users’ use of the Services (including any AI-generated Output) in a manner not authorised or intended by these Terms;
(c) any data, content, disclosures, or materials (including Customer Data or Output) you or your Authorised Users submit to or generate using the Services;
(d) any violation of applicable law, regulation, or third-party rights by you or your Authorised Users, including those relating to sustainability, climate reporting, financial services, privacy, or consumer protection;
(e) any claim by a third party arising from your reliance on the Services or Outputs in professional reports, regulatory filings, investor communications, or marketing materials;
(f) any reputational harm or damage to Greener’s goodwill resulting from your misuse of the Services or associated outputs.

14.2 Indemnity Process:
Greener will promptly notify you in writing of any claim subject to indemnification, provided that a delay in notice will not relieve you of your indemnification obligations unless you are materially prejudiced by the delay. Greener will reasonably cooperate, at your expense, in defending and settling such claim. You may take control of the defence with legal counsel reasonably acceptable to Greener, as long as you conduct the defence diligently and in good faith. Greener reserves the right to participate in the defence and settlement of any claim with counsel of its own choosing, at its own expense. Neither party may settle any claim in a way that imposes liability or obligations on the other without that party’s prior written consent, which must not be unreasonably withheld, conditioned, or delayed.

14.3 Exclusions:
Your indemnity obligations do not cover claims that directly result from 
(a) Greener’s gross negligence, 
(b) wilful misconduct, 
(c) a material breach of these Terms by Greener, or
(d) any matter for which Greener must indemnify you under a separate, written agreement. These exclusions only apply to the extent of Greener’s proportionate responsibility for the claim and do not apply to mixed claims or claims where Greener’s fault is minimal compared to your own.

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15. Termination

Termination is governed by your Master Software Agreement (if any). If you use the Services without an MSA:
(a) either party may terminate these Terms for convenience on 30 days’ written notice;
(b) either party may terminate immediately for material breach not cured within 14 days of notice, unlawful use, or insolvency; and
(c) on termination, data export and deletion are handled under our Privacy Policy.

16. Governing Law & Dispute Resolution

16.1 Governing Law:
These Terms are governed by and must be interpreted in accordance with the laws of New South Wales, Australia, without reference to its conflict of law rules.

16.2 Jurisdiction:
Each party unconditionally agrees to submit to the exclusive jurisdiction of the courts in Sydney, New South Wales, for resolving any dispute, controversy, or claim arising from or related to these Terms, including any non-contractual disputes or claims.

16.3 Dispute Resolution Process:
Before starting any court proceedings, the parties agree to try to resolve any dispute in good faith through informal talks. If a resolution is not reached within thirty (30) days, either party may refer the matter to mediation administered by the Australian Disputes Centre (ADC) following its Mediation Guidelines. The costs of mediation will be shared equally unless they agree otherwise.

16.4 Injunctive Relief:
Notwithstanding the dispute resolution provisions above, either party may seek urgent injunctive or equitable relief from any court with proper jurisdiction at any time if it reasonably believes such action is necessary to prevent or stop unauthorised use or misuse of its intellectual property or Confidential Information, or to prevent irreparable harm. Seeking such relief does not waive or alter the parties’ remaining obligations to resolve disputes as outlined above.

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17. Changes to These Terms

17.1 Right to Modify:
Greener may update or amend these Terms from time to time to reflect changes in applicable laws, improvements to our Services, or changes to our business operations or practices.

17.2 Notification of Changes:
We will notify you in advance about significant changes to these Terms via email, in-product notification, or other reasonable methods. Minor updates, such as those for clarity or administrative reasons, may be made without specific notice. Enterprise customers with a separate agreement will be informed as outlined in their agreement, and those terms will override in case of any conflict.

17.3 Effective Date:
Unless otherwise specified, updates will come into effect no earlier than thirty (30) days from the date of notification. If you do not agree to the updated Terms, you must cease using the Services before the effective date. Continued use of the Services after the effective date indicates your acceptance of the updated Terms.

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18. Contact Information

If you have any questions, concerns, or legal notices regarding these Terms or the Services, you may contact us at:

Greenr Global Pty Ltd (ABN 70 644 562 014)
Legal Department

Greenhouse
L3, 180 George Street
Sydney, NSW 2000

Email: legal@greener.com.au

All formal notices under these Terms must be sent by email to legal@greener.com.au and to the email you nominate in your account. Notices are deemed received when the sender receives a delivery success message, or three business days after posting within Australia.