Terms of Service

1.1 The Service is provided by Chime Labs Holdings Pty Ltd (ABN 16 687 595 133 / ACN 687 595 133), a company incorporated in Australia on 3 June 2025 ("Chime Labs", "we", "us", "our").

1.2 Our registered office address is available on request.

1.3 You can contact us at:

• General enquiries: hello@chimelabs.ai
• Support: support@chimelabs.ai
• Website: https://chimelabs.ai
• Platform: https://platform.chimelabs.ai

2.1 Chime Labs provides an AI voice receptionist and back-office automation service for Australian trades and service businesses. The Service:

(a) answers your business phone calls 24/7 using an AI voice agent, qualifies enquiries, and books jobs;

(b) records and transcribes inbound and, where enabled, outbound phone calls;

(c) provisions phone numbers and supports call forwarding and diversion from your existing number;

(d) integrates with third-party job-management and calendar platforms (including ServiceM8, Simpro, ServiceTitan, AroFlo, Fergus, Acuity, Jobber, and Google Calendar) via your authorisation; and

(e) may include outbound calling and campaign features, subject to the outbound calling terms in clause 17.

2.2 The Service is delivered as a subscription via a web application at https://platform.chimelabs.ai and billed through Stripe.

2.3 The Service is intended for use by businesses, not consumers. By accepting these Terms, you confirm you are using the Service for business purposes.

3.1 To use the Service, you must:

(a) be at least 18 years of age;

(b) have authority to enter into a binding contract on behalf of the business you are registering; and

(c) not be prohibited from using the Service under any applicable law.

3.2 By accepting these Terms, you represent and warrant that you meet these requirements.

4.1 You must provide accurate, complete, and current information when creating your account and keep that information up to date.

4.2 You are responsible for maintaining the confidentiality of your account credentials and for all activity that occurs under your account.

4.3 You must notify us immediately at support@chimelabs.ai if you become aware of any unauthorised access to or use of your account.

4.4 You may authorise employees or contractors ("Authorised Users") to access the Service under your account. You are responsible for ensuring Authorised Users comply with these Terms.

5.1 The Service is offered on the following subscription tiers: Free, Essential, Pro, and Enterprise. Features, included minutes, usage charges, and limits vary by tier. Current plan details and fees are available at https://chimelabs.ai/pricing.

5.2 Where your plan includes a monthly allowance of call minutes, calls beyond that allowance are charged at the per-minute rate shown on our pricing page.

5.3 We may introduce new tiers or modify existing tiers from time to time, subject to clause 30 (Changes to the Service).

6.1 The Free plan lets you set up your AI agent and place test calls from the app at no charge and with no time limit. The Free plan does not include a phone number or the answering of live calls.

6.2 You will not be charged while you remain on the Free plan. Fees apply only if you choose to upgrade to a paid plan, from the date of upgrade.

6.3 We may change the features of the Free plan, or withdraw it, at any time, subject to clause 30 (Changes to the Service).

7.1 Subscription fees are set out on our pricing page at https://chimelabs.ai/pricing and are stated in Australian dollars (AUD).

7.2 All fees are exclusive of GST unless expressly stated otherwise. Where GST applies, it will be added to the stated fee and shown on your Tax Invoice.

7.3 We will issue a Tax Invoice for each billing period to the email address associated with your account.

8.1 Subscriptions are billed in advance on a recurring basis (monthly or annually, depending on the plan you select). Billing is processed through Stripe.

8.2 Your subscription will automatically renew at the end of each billing period unless you cancel before the renewal date in accordance with clause 10.

8.3 By providing a payment method, you authorise us to charge the applicable subscription fee to that payment method on each renewal date.

8.4 If a payment fails, we will notify you and may suspend access to the Service until payment is received. Repeated payment failures may result in termination of your account under clause 11.

9.1 We may change subscription fees at any time. We will give you at least 30 days' written notice of any price increase before it takes effect.

9.2 If you do not cancel your subscription before the price change takes effect, you will be deemed to have accepted the new price.

10.1 You may cancel your subscription at any time through your account settings at https://platform.chimelabs.ai or by contacting support@chimelabs.ai.

10.2 Cancellation takes effect at the end of your current paid billing period. You will retain access to the Service until that date.

10.3 We do not provide pro-rata refunds for partial billing periods, except where required by the Australian Consumer Law ("ACL") or other applicable law.

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

(a) you breach these Terms and fail to remedy the breach within 14 days of written notice (or immediately if the breach is not capable of remedy);

(b) you fail to pay fees when due and do not remedy the failure within 7 days of notice;

(c) you become insolvent, enter administration, or are wound up; or

(d) we are required to do so by law.

11.2 We may also terminate your account on 30 days' written notice for any other reason.

12.1 On termination or expiry of your subscription:

(a) your right to access and use the Service ceases immediately (or at the end of the notice period, as applicable);

(b) you must cease all use of the Service and delete any Chime Labs software or materials in your possession; and

(c) clauses that by their nature survive termination (including clauses 15, 16, 19, 20, 21, 22, and 23) continue in force.

12.2 Data export and deletion. Following termination:

(a) you may request an export of your Customer Content within 30 days of termination by contacting support@chimelabs.ai. We will use reasonable endeavours to provide the export within 14 days of your request;

(b) after 30 days from termination (or earlier if you request deletion), we will delete or de-identify your Customer Content from our active systems, subject to our legal obligations to retain certain records; and

(c) residual copies may remain in backup systems for up to 90 days before being overwritten in the ordinary course.

13.1 Chime Labs owns all intellectual property rights in the Service, the Platform, and all underlying technology, software, algorithms, models, interfaces, and documentation ("Chime Labs IP"). Nothing in these Terms transfers any ownership of Chime Labs IP to you.

13.2 We grant you a non-exclusive, non-transferable, revocable licence to access and use the Service during your subscription term, solely for your internal business purposes and in accordance with these Terms.

14.1 You retain ownership of all data, recordings, transcripts, and other content that you or your callers provide through the Service ("Customer Content").

14.2 You grant us a non-exclusive, worldwide licence to use, store, process, and transmit Customer Content to the extent necessary to deliver the Service, comply with our legal obligations, and as otherwise described in these Terms and the Privacy Policy.

14.3 You represent and warrant that you have all rights necessary to grant us this licence and that Customer Content does not infringe any third party's intellectual property rights or violate any applicable law.

If you provide us with feedback, suggestions, or ideas about the Service ("Feedback"), you grant us a perpetual, irrevocable, royalty-free licence to use that Feedback for any purpose without obligation to you. We are not required to treat Feedback as confidential.

16.1 The Service records and transcribes phone calls as a core feature of its operation.

16.2 You are solely responsible for:

(a) ensuring you have a lawful basis to record calls under applicable Australian state and territory surveillance and listening devices legislation (including the Surveillance Devices Act 2004 (Cth) and equivalent state laws);

(b) providing any notification to callers required by law (for example, an announcement that the call is being recorded and handled by an AI system); and

(c) obtaining any consent required under the Privacy Act 1988 (Cth) or applicable state law before calls are recorded.

16.3 We provide the recording and transcription tooling only. We are not responsible for your compliance with recording notification or consent obligations.

16.4 You indemnify us against all claims, losses, and costs arising from your failure to comply with clause 16.2.

17.1 Where you use outbound calling or campaign features, you must comply with all applicable laws, including:

(a) the Do Not Call Register Act 2006 (Cth) — you must scrub contact lists against the Do Not Call Register before initiating calls;

(b) the Spam Act 2003 (Cth) — you must not send unsolicited commercial electronic messages;

(c) the Telemarketing and Research Calls Industry Standard 2017; and

(d) the Privacy Act 1988 (Cth) — you must have a lawful basis to contact individuals.

17.2 You must not use the Service to make automated or pre-recorded calls to individuals without their prior express consent where such consent is required by law.

17.3 You must not use the Service for unlawful marketing, harassment, or any purpose that violates applicable consumer protection laws.

17.4 You indemnify us against all claims, losses, fines, and costs arising from your failure to comply with this clause 17.

18.1 The Service uses artificial intelligence to answer calls, qualify enquiries, transcribe conversations, and book jobs. AI systems are not infallible.

18.2 We do not warrant that the Service will:

(a) accurately hear, interpret, or transcribe every call;

(b) correctly qualify every enquiry or book every job;

(c) perform without interruption or error; or

(d) produce outputs suitable for any particular purpose or outcome.

18.3 You are responsible for reviewing and supervising the outputs of the Service, including call transcripts, bookings, and job records. You should not rely solely on the Service for critical business decisions without independent verification.

18.4 The Service does not provide professional advice of any kind (including legal, financial, medical, or technical advice). Any information generated by the Service is for operational assistance only.

18.5 Use of data to improve the Service. We may use Customer Content — including call recordings, call transcripts, usage data, and metadata — to operate, maintain, improve, and develop the Service, and to train, fine-tune, and improve the AI models used in the Service. This use may involve identifiable Customer Content where it has not been de-identified. By accepting these Terms and using the Service, you consent to this use on your own behalf and, to the extent you are permitted to do so, on behalf of your callers and Authorised Users.

18.6 Your obligation to notify callers. You are responsible for ensuring that your callers and Authorised Users are informed that their calls may be recorded, transcribed, and used to improve the Service and train AI models, to the extent required by the Privacy Act 1988 (Cth) and any applicable state or territory surveillance or listening devices legislation. We are not responsible for obtaining consent from your callers. Your failure to comply with this obligation does not affect our right to use Customer Content as described in clause 18.5.

18.7 Opt-out. You may request that your Customer Content not be used for service improvement and AI model training by emailing support@chimelabs.ai with the subject line "Data training opt-out". We will use reasonable endeavours to action your opt-out within 30 days, except in relation to data already incorporated into trained models. An opt-out does not affect our right to use your Customer Content to deliver the Service to you or to comply with our legal obligations.

18.8 Sub-processor model use. Our AI sub-processors — including OpenAI, Inc. (US) and Google LLC (US) — process Customer Content in accordance with their own API terms and privacy policies. Our agreements with these providers require that data submitted via their APIs is not used by those providers to train their own foundation models. We will notify you of any material change to this position that we become aware of.

19.1 The Service integrates with third-party platforms including ServiceM8, Simpro, ServiceTitan, AroFlo, Fergus, Acuity, Jobber, and Google Calendar (each an "Integrated Platform"). By connecting an Integrated Platform, you authorise us to share Customer Content with that platform to the extent necessary to deliver the integration.

19.2 Integrated Platforms are operated by third parties. We are not responsible for:

(a) the availability, accuracy, or performance of any Integrated Platform;

(b) changes to an Integrated Platform's features or APIs that affect the Service; or

(c) any act or omission of an Integrated Platform provider.

19.3 Your use of each Integrated Platform is governed by that platform's own terms of service. You are responsible for complying with those terms.

20.1 We may provision phone numbers for use with the Service. Provisioned numbers remain the property of the relevant telecommunications carrier and are made available to you under licence.

20.2 We do not guarantee the availability of any specific phone number or area code.

20.3 On termination of your subscription, provisioned numbers may be released and reassigned. We will use reasonable endeavours to give you advance notice of number release where practicable.

20.4 You must not use provisioned numbers or the telephony features of the Service for any unlawful purpose, including making calls that violate the Do Not Call Register Act 2006 (Cth) or the Telecommunications Act 1997 (Cth).

21.1 Customer Content is hosted in Australia on Google Cloud Platform (australia-southeast1 region).

21.2 We engage the following categories of sub-processors to deliver the Service: telephony providers, AI voice and transcription providers, AI language model providers, database and infrastructure providers, and payment processors. A current list of sub-processors is set out in our Privacy Policy.

21.3 We take reasonable steps to ensure sub-processors handle personal information consistently with the Australian Privacy Principles. Some sub-processors are located outside Australia; cross-border disclosure is addressed in the Privacy Policy.

21.4 Our collection, use, and disclosure of personal information (including caller data) is governed by the Privacy Policy, which forms part of these Terms.

22.1 You must not use the Service to:

(a) violate any applicable law or regulation;

(b) infringe any third party's intellectual property, privacy, or other rights;

(c) transmit any content that is defamatory, harassing, threatening, obscene, or fraudulent;

(d) make calls or send messages to individuals without a lawful basis to do so;

(e) impersonate any person or entity or misrepresent your identity or affiliation;

(f) introduce malware, viruses, or other harmful code into the Service or any connected system;

(g) attempt to gain unauthorised access to the Service, our systems, or any third-party systems;

(h) use the Service in a way that unreasonably burdens our infrastructure or interferes with other customers' use of the Service; or

(i) resell, sublicence, or otherwise make the Service available to third parties without our prior written consent.

22.2 We may suspend or terminate your access to the Service immediately if we reasonably believe you have breached this clause 22.

23.1 We may make certain features available on a beta or early-access basis ("Beta Features"). Beta Features are provided for evaluation purposes only, without warranty of any kind, and may be modified, suspended, or withdrawn at any time without notice.

23.2 Your use of Beta Features is at your own risk. We exclude all liability for any loss or damage arising from your use of Beta Features to the maximum extent permitted by law.

24.1 We warrant that we will provide the Service with reasonable care and skill.

24.2 To the maximum extent permitted by law, we exclude all other warranties, representations, and conditions, whether express or implied, including any implied warranty of merchantability, fitness for a particular purpose, or non-infringement.

24.3 We do not warrant that the Service will be uninterrupted, error-free, or free from security vulnerabilities.

25.1 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 ACL that cannot lawfully be excluded or limited. This includes the consumer guarantees under the ACL where they apply.

25.2 Where the ACL applies and permits us to limit our liability, our liability for a failure to comply with a consumer guarantee is limited (at our election) 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, supplying equivalent goods, or paying the cost of replacement, repair, or equivalent supply.

26.1 To the maximum extent permitted by law (and subject to clause 25), our total aggregate liability to you for all claims arising out of or in connection with these Terms or the Service (whether in contract, tort, statute, or otherwise) is limited to the total fees paid by you to us in the 12 months immediately preceding the event giving rise to the claim.

26.2 To the maximum extent permitted by law, we exclude all liability for:

(a) indirect, consequential, special, or punitive loss or damage;

(b) loss of profits, revenue, data, goodwill, or business opportunity;

(c) loss arising from AI errors, mis-transcriptions, missed bookings, or incorrect job qualifications;

(d) loss arising from the acts or omissions of Integrated Platforms or sub-processors; and

(e) loss arising from your failure to comply with your obligations under these Terms.

26.3 These limitations apply even if we have been advised of the possibility of such loss or damage.

27.1 You indemnify us and our officers, employees, contractors, and agents (each an "Indemnified Party") against all claims, losses, damages, liabilities, costs, and expenses (including reasonable legal costs) incurred by an Indemnified Party arising out of or in connection with:

(a) your breach of these Terms;

(b) your use of the Service in a manner not authorised by these Terms;

(c) any unlawful recording, transcription, or monitoring of calls under clause 16;

(d) any breach of outbound calling or telemarketing laws under clause 17;

(e) any claim by a third party (including your callers) arising from your use of the Service;

(f) any inaccuracy in or unlawful nature of your Customer Content; or

(g) any claim by a caller or third party arising from the use of Customer Content for service improvement or AI model training purposes under clause 18.5, where that claim arises from your failure to provide appropriate notification to or obtain necessary consent from that caller or third party.

28.1 Each party may disclose to the other certain confidential information in connection with the Service ("Confidential Information"). Confidential Information includes the terms of these Terms, technical and business information, pricing, and Customer Content.

28.2 Each party must:

(a) keep the other party's Confidential Information strictly confidential;

(b) not disclose it to any third party without the disclosing party's prior written consent, except to employees, contractors, or advisers who need to know it and are bound by equivalent confidentiality obligations; and

(c) use it only for the purposes of performing obligations or exercising rights under these Terms.

28.3 These obligations do not apply to information that:

(a) is or becomes publicly available other than through a breach of this clause;

(b) was already known to the receiving party at the time of disclosure;

(c) is independently developed by the receiving party without use of the Confidential Information; or

(d) is required to be disclosed by law or a regulatory authority, provided the receiving party gives the disclosing party prompt written notice (where permitted by law) and cooperates with any request to seek a protective order.

29.1 We may update these Terms from time to time. We will give you at least 30 days' written notice of any material change before it takes effect, by email to the address associated with your account or by a prominent notice on the Platform.

29.2 If you do not cancel your subscription before the updated Terms take effect, you will be deemed to have accepted the changes. If you do not accept the changes, you may cancel your subscription in accordance with clause 10.

30.1 We may modify, suspend, or discontinue any feature or aspect of the Service at any time. We will use reasonable endeavours to give you advance notice of material changes.

30.2 We are not liable to you for any modification, suspension, or discontinuation of the Service, except where required by the ACL.

31.1 Notices from us to you will be sent to the email address associated with your account. Notices from you to us must be sent to hello@chimelabs.ai (general) or support@chimelabs.ai (support matters).

31.2 Notices are deemed received: if by email, at the time of transmission (unless a delivery failure notice is received).

32.1 You may not assign or transfer your rights or obligations under these Terms without our prior written consent.

32.2 We may assign or transfer our rights and obligations under these Terms to a related body corporate or in connection with a merger, acquisition, or sale of assets, on written notice to you.

We are not liable for any failure or delay in performing our obligations under these Terms to the extent that failure or delay is caused by circumstances beyond our reasonable control, including natural disasters, acts of government, telecommunications failures, or third-party platform outages. We will notify you promptly and use reasonable endeavours to resume performance as soon as practicable.

The parties are independent contractors. Nothing in these Terms creates a partnership, joint venture, agency, employment, or fiduciary relationship between the parties.

If any provision of these Terms is found to be invalid, illegal, or unenforceable, that provision will be severed to the minimum extent necessary, and the remaining provisions will continue in full force and effect.

A failure or delay by either party to exercise any right or remedy under these Terms does not constitute a waiver of that right or remedy. A waiver is only effective if given in writing.

These Terms (including the Privacy Policy incorporated by reference) constitute the entire agreement between the parties in relation to the Service and supersede all prior representations, negotiations, and agreements relating to the same subject matter.

These Terms are governed by the laws of New South Wales, Australia. Each party irrevocably submits to the non-exclusive jurisdiction of the courts of New South Wales and the courts of appeal from them.