Effective Date: 1 January 2026
These Terms of Service ("Terms") constitute a legally binding agreement between you ("Customer", "you", or "your") and VivoAI Pty Ltd (ABN 12 345 678 901) ("VivoAI", "we", "us", or "our") governing your access to and use of the VivoAI stakeholder intelligence platform, including all associated software, APIs, documentation, and services (collectively, the "Service").
By accessing or using the Service, you acknowledge that you have read, understood, and agree to be bound by these Terms. If you are entering into these Terms on behalf of an organization, you represent and warrant that you have the authority to bind that organization to these Terms.
VivoAI provides a cloud-based stakeholder engagement and intelligence platform designed for government agencies, infrastructure organizations, and enterprises. The Service includes:
The specific features available to you depend on your subscription tier as described in your Order Form or on our pricing page.
3.1 Account Creation: To use the Service, you must create an account by providing accurate, current, and complete information. You agree to update your information to maintain its accuracy.
3.2 Account Security: You are responsible for maintaining the confidentiality of your account credentials and for all activities that occur under your account. You must immediately notify VivoAI of any unauthorized use of your account or any other security breach.
3.3 User Management: Account administrators may invite additional users to access the Service. You are responsible for ensuring that all users comply with these Terms and for their actions within the Service.
4.1 Subscription Plans: The Service is offered on a subscription basis. Details of available plans, features, and pricing are set forth on our pricing page or in your Order Form.
4.2 Payment Terms: Subscription fees are billed in advance on a monthly or annual basis as selected. All fees are non-refundable except as expressly set forth herein or required by Australian Consumer Law.
4.3 Price Changes: We may modify our pricing with 30 days' notice. Price changes will take effect at the start of your next billing cycle following the notice period.
4.4 Taxes: All fees are exclusive of applicable taxes (including GST). You are responsible for paying all taxes associated with your use of the Service.
5.1 Ownership: You retain all rights, title, and interest in and to the data you upload, submit, or otherwise make available through the Service ("Customer Data"). VivoAI claims no ownership over Customer Data.
5.2 License Grant: You grant VivoAI a limited, non-exclusive license to use, process, and store Customer Data solely to provide and improve the Service.
5.3 Data Location: All Customer Data is stored and processed within Australia using our Sydney-based infrastructure, unless otherwise agreed in writing.
5.4 Data Export: Upon termination or request, you may export your Customer Data in a standard machine-readable format. We will retain Customer Data for 90 days following termination to facilitate export.
You agree not to:
7.1 VivoAI IP: The Service, including all software, algorithms, user interfaces, designs, and documentation, is owned by VivoAI and protected by intellectual property laws. Nothing in these Terms grants you any right to use VivoAI's trademarks, logos, or branding.
7.2 Feedback: If you provide suggestions, ideas, or feedback about the Service, you grant VivoAI a perpetual, irrevocable, royalty-free license to use such feedback for any purpose.
8.1 Uptime Commitment: We commit to 99.9% uptime for Professional and Enterprise plans, measured monthly, excluding scheduled maintenance and circumstances beyond our reasonable control.
8.2 Service Credits: If we fail to meet the uptime commitment, eligible customers may request service credits as set forth in the Service Level Agreement applicable to their plan.
TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE SERVICE IS PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT. THIS DISCLAIMER DOES NOT AFFECT YOUR RIGHTS UNDER AUSTRALIAN CONSUMER LAW.
10.1 Exclusion of Damages: To the maximum extent permitted by law, VivoAI shall not be liable for any indirect, incidental, special, consequential, or punitive damages, or any loss of profits, revenue, data, or business opportunities.
10.2 Liability Cap: Our total liability under these Terms shall not exceed the fees paid by you to VivoAI during the twelve (12) months preceding the claim. This limitation does not apply to liability that cannot be excluded under Australian Consumer Law.
You agree to indemnify and hold harmless VivoAI, its officers, directors, employees, and agents from any claims, damages, losses, and expenses (including reasonable legal fees) arising from your use of the Service, violation of these Terms, or violation of any third-party rights.
12.1 Term: These Terms commence upon your first access to the Service and continue until terminated.
12.2 Termination by You: You may terminate your account at any time through your account settings or by contacting support. For annual subscriptions, termination will take effect at the end of the current term.
12.3 Termination by VivoAI: We may suspend or terminate your access immediately if you breach these Terms or fail to pay fees when due. We will provide 30 days' notice for termination without cause.
12.4 Effect of Termination: Upon termination, your right to access the Service ceases immediately. Sections 5, 7, 9, 10, 11, and 14 survive termination.
We may modify these Terms at any time by posting the revised Terms on our website. Material changes will be communicated via email or in-app notification at least 30 days before taking effect. Continued use of the Service after changes become effective constitutes acceptance of the revised Terms.
14.1 Governing Law: These Terms are governed by the laws of New South Wales, Australia, without regard to conflict of law principles.
14.2 Jurisdiction: Any disputes arising under these Terms shall be subject to the exclusive jurisdiction of the courts of New South Wales, Australia.
14.3 Dispute Resolution: Before initiating legal proceedings, parties agree to attempt resolution through good-faith negotiation for a period of 30 days.
15.1 Entire Agreement: These Terms, together with any Order Form and applicable policies, constitute the entire agreement between you and VivoAI regarding the Service.
15.2 Severability: If any provision of these Terms is found unenforceable, the remaining provisions remain in full force and effect.
15.3 No Waiver: Failure to enforce any right under these Terms does not constitute a waiver of that right.
15.4 Assignment: You may not assign these Terms without our prior written consent. We may assign these Terms in connection with a merger, acquisition, or sale of assets.
For questions about these Terms, please contact us: