Website Terms and Conditions of Use

1.About the Website

Welcome to Hourglass AI (the "Website"). The Website provides access to custom AI solutions and automation services for businesses, including AI agent deployment, workflow automation, machine learning implementations, and bespoke software development projects (collectively, the "Services").

The Website is operated by Hourglass AI Pty Ltd (ACN 696 937 372; ABN 32 696 937 372) ("Hourglass AI", "we", "us", "our"). Access to and use of the Website, or any of its associated Products or Services, is provided by Hourglass AI Pty Ltd.

Please read these Terms and Conditions ("Terms") carefully. By using, browsing, and/or reading the Website, this signifies that you have read, understood, and agree to be bound by the Terms. If you do not agree with the Terms, you must cease usage of the Website, or any of its Services, immediately.

Hourglass AI Pty Ltd reserves the right to review and change any of the Terms by updating this page at its sole discretion. When Hourglass AI Pty Ltd updates the Terms, it will use reasonable endeavours to provide you with notice of updates. Any changes to the Terms take effect 30 days from the date of their publication. Before you continue, we recommend you keep a copy of the Terms for your records.

2.Acceptance of Terms

You accept the Terms by remaining on the Website. You may also accept the Terms by clicking to accept or agree to the Terms where this option is made available to you in the user interface.

For the purposes of engaging the Services specifically, acceptance also occurs on whichever of the following happens first:

• payment of a deposit invoice
• signing a Proposal or Statement of Work
• instructing Hourglass AI in writing to commence work
• taking any benefit from the Services

If you are accepting on behalf of a company or organisation, you warrant that you have authority to bind that entity to these Terms.

3.Registration and Accounts

In order to access certain Services, you may be required to register for an account through the Website ("Account"). As part of the registration process, or as part of your continued use of the Services, you may be required to provide personal information about yourself, including identification or contact details.

You warrant that any information you give to Hourglass AI Pty Ltd in the course of completing the registration process will always be accurate, correct, and up to date. Once you have completed the registration process, you will be a registered member of the Website ("Member") and agree to be bound by the Terms.

You may not use the Services and may not accept the Terms if:

• you are not of legal age to form a binding contract with Hourglass AI Pty Ltd; or
• you are a person barred from receiving the Services under the laws of Australia or other countries including the country in which you are resident or from which you use the Services.

4.Your Obligations

As a Member and/or user of the Services, you agree to comply with the following:

• you will use the Services only for purposes that are permitted by the Terms and any applicable law, regulation, or generally accepted practices or guidelines in the relevant jurisdictions
• you have the sole responsibility for protecting the confidentiality of your password and/or email address; use of your password by any other person may result in the immediate cancellation of the Services
• any use of your registration information by any other person, or third parties, is strictly prohibited; you agree to immediately notify Hourglass AI Pty Ltd of any unauthorised use of your password or email address or any breach of security of which you have become aware
• access and use of the Website is limited, non-transferable, and allows for the sole use of the Website by you for the purposes of Hourglass AI Pty Ltd providing the Services
• you will not use the Services or the Website in connection with any commercial endeavours except those that are specifically endorsed or approved by the management of Hourglass AI Pty Ltd
• you will not use the Services or Website for any illegal and/or unauthorised use, which includes collecting email addresses of Members by electronic or other means for the purpose of sending unsolicited email or unauthorised framing of or linking to the Website
• you agree that commercial advertisements, affiliate links, and other forms of solicitation may be removed from the Website without notice and may result in termination of the Services
• you acknowledge and agree that any automated use of the Website or its Services is prohibited unless explicitly authorised by Hourglass AI in writing
• where you provide Hourglass AI with access to your systems, data, or third-party platforms, you warrant that you have the legal right and authority to grant that access

5.Services and Engagements

5.1 Engagement types

5.2 Scope

The specific deliverables, timeline, pricing, and acceptance criteria for each engagement are set out in a Proposal or Statement of Work ("Project Brief"), which forms part of these Terms when accepted.

5.3 Changes to scope

Any change to agreed scope must be documented in a written Change Request approved by both parties before additional work commences. Verbal instructions do not constitute authorised scope changes.

5.4 Client dependencies

You agree to provide access, data, approvals, and personnel reasonably required for delivery. Delays caused by your failure to provide these do not entitle you to any refund or extension of any results guarantee.

5.5 Results guarantee

Where a results guarantee is stated in a Project Brief (for example, "5+ hours saved per week in 30 days"), this is a commitment to continued development at no additional charge if the stated result is not achieved within the guarantee period. It does not create any liability for monetary damages or compensation beyond that continued service.

6.Third-Party AI Providers

6.1 AI infrastructure

Hourglass AI's services rely on large language models and AI infrastructure operated by third-party providers, including but not limited to:

• OpenAI, LLC (United States) - your data may be processed on OpenAI's servers subject to OpenAI's Terms of Service and Privacy Policy
• Anthropic, PBC (United States) - your data may be processed on Anthropic's servers subject to Anthropic's Terms of Service and Privacy Policy
• Google LLC (United States) - via Google AI services where applicable
• other providers as disclosed in your Project Brief

In using the Website and the Services, you warrant that you have read, understood, and agree to be bound by the terms and conditions of each applicable third-party provider, which are available on their respective websites.

6.2 Cross-border disclosure acknowledgment (APP 8)

By engaging Hourglass AI, you expressly acknowledge and consent to the cross-border disclosure of personal information to the providers named above, as required under Australian Privacy Principle 8 of the Privacy Act 1988 (Cth). You understand and agree that:

• these providers are located in the United States and are subject to US law, not Australian law
• Hourglass AI cannot ensure that these providers handle personal information in a manner consistent with the Australian Privacy Principles; however, Hourglass AI takes reasonable steps to engage providers with robust privacy commitments
• you consent to this cross-border disclosure on behalf of yourself and any individuals whose personal information you provide to Hourglass AI

6.3 No control or liability

Hourglass AI does not own, operate, or control third-party AI platforms. Hourglass AI accepts no liability for the availability, accuracy, security, or data handling practices of any third-party AI provider. Third-party providers may update their terms, data handling practices, or model behaviour at any time without notice to Hourglass AI.

6.4 Integration platforms

Hourglass AI may connect to platforms including Outlook, Gmail, Slack, HubSpot, Xero, Salesforce, Notion, Monday.com, SharePoint, Confluence, Telegram, GetIntoPeople, and others specified in your Project Brief. Your use of those platforms remains governed by each platform's own terms.

7.Data and Privacy

7.1 Privacy Policy

Hourglass AI takes your privacy seriously. Any information provided through your use of the Website and/or Services is subject to Hourglass AI Pty Ltd's Privacy Policy, available on the Website. Hourglass AI handles personal information in accordance with the Privacy Act 1988 (Cth) as amended from time to time and the Australian Privacy Principles.

7.2 Data you provide

In delivering services, Hourglass AI may access, process, or store data you provide or grant access to, including business data, employee records, customer data, financial records, and operational data.

7.3 Your data obligations

You represent and warrant that:

• you have the legal right to share all data provided to Hourglass AI
• you have obtained all necessary consents from individuals whose personal information you provide
• your instructions comply with the Privacy Act 1988 (Cth) and the Australian Privacy Principles
• where your data includes personal information of individuals in the European Union, you are solely responsible for ensuring compliance with the General Data Protection Regulation (GDPR) and any other applicable data protection law
• you will not provide Hourglass AI with data you are prohibited by law or contract from disclosing to third parties

7.4 AFSL-regulated data and financial services

Hourglass AI Pty Ltd does not hold an Australian Financial Services Licence (AFSL). Nothing in Hourglass AI's services constitutes financial product advice, financial advice, or a financial service as defined in the Corporations Act 2001 (Cth).

Where your engagement involves workflows connected to AFSL-licensed activities - including document extraction from financial documents, client communication automation, or compliance monitoring - you remain solely responsible for all AFSL compliance obligations, including ensuring that any AI-assisted outputs comply with your licence conditions and applicable ASIC guidance. Hourglass AI provides workflow automation tools only; all regulated decisions and determinations remain your sole responsibility.

7.5 Sensitive data (HRIS and employee records)

Where your engagement involves sensitive data categories - including employee personal records via platforms such as GetIntoPeople or equivalent HRIS systems, health information, tax file numbers, or other government identifiers - you acknowledge that:

• you are solely responsible for ensuring that sharing this data with Hourglass AI and its AI sub-processors is lawful under the Privacy Act and all applicable legislation
• you have appropriate data-sharing authority and, where required, individual consent
• Hourglass AI will apply additional care in handling such data but cannot guarantee absolute protection

7.6 Data retention

Hourglass AI retains client data for 7 years following the end of an engagement, in compliance with Australian Taxation Office record-keeping requirements and applicable law. You may request deletion of personal data held by Hourglass AI at any time; we will action verified deletion requests within 30 days, except where retention is required by law.

8.Cybersecurity and Data Security

8.1 Security measures

Hourglass AI implements industry-reasonable security measures in delivering its services. However:

• third-party AI providers process your data on infrastructure outside Hourglass AI's ownership or control; Hourglass AI accepts no liability for any data breach, leak, or unauthorised access occurring on third-party platforms or in transit between systems
• integration connectors create data flows across multiple systems, each with its own security posture; Hourglass AI is not responsible for the security of systems it does not own or manage

8.2 Your security responsibilities

You are solely responsible for:

• securing your own systems, credentials, API keys, and access controls
• ensuring data you share with Hourglass AI is appropriate under your own security, privacy, and compliance policies
• maintaining independent backups of all data - Hourglass AI does not guarantee backup or recovery of your data
• promptly notifying Hourglass AI of any suspected security incident, breach, or credential compromise affecting shared systems

8.3 Incident notification

If Hourglass AI becomes aware of a security incident involving your data, we will notify you as soon as reasonably practicable and cooperate in good faith with your incident response process. Where an incident may constitute an "eligible data breach" under Part IIIC of the Privacy Act 1988 (Cth) (the Notifiable Data Breaches scheme), both parties will cooperate to meet any applicable notification obligations to the Office of the Australian Information Commissioner (OAIC) and affected individuals. Incident notification by Hourglass AI does not constitute an admission of liability.

9.AI Output Disclaimer

You specifically acknowledge that:

• AI outputs are not a substitute for human review, professional judgement, or expert advice
• where outputs relate to regulated activities (financial, legal, medical, or compliance matters), your professional obligations are not diminished by the use of AI automation
• AI-generated content is not guaranteed to be original or free from third-party intellectual property claims - you are responsible for independently assessing any IP risk before publishing or commercially exploiting AI outputs

Hourglass AI accepts no liability for decisions made or actions taken on the basis of AI-generated outputs that have not been reviewed and approved by an authorised person on your side.

10.Payment and Fees

10.1 Currency and pricing

All fees are quoted in Australian Dollars (AUD) and are exclusive of GST unless stated otherwise. GST at the prevailing rate will be added where applicable. Fees for each engagement are set out in the applicable Project Brief or Invoice.

10.2 Payment processors

All payments made in the course of your use of the Services are processed using Stripe and/or Airwallex. In using the Website, the Services, or when making any payment in relation to your use of the Services, you warrant that you have read, understood, and agree to be bound by the Stripe and Airwallex terms and conditions available on their respective websites.

10.3 Deposit

A deposit (as specified in the Project Brief) is payable before work commences. Paying the deposit invoice constitutes your acceptance of these Terms in full.

10.4 Payment terms

Invoices are due within 14 days of issue unless otherwise agreed in writing. Retainer invoices are issued monthly in advance.

10.5 Failed or unpaid payments

You acknowledge and agree that where a request for the payment of a Services Fee is returned or denied, for whatever reason, by your financial institution or is unpaid by you for any other reason, you are liable for any costs, including banking fees and charges, associated with that Services Fee.

10.6 Late payment

Invoices not paid within 14 days of the due date may incur interest at 2% per month on the outstanding balance. Hourglass AI reserves the right to suspend services where payment is more than 30 days overdue, without liability for any resulting delays or losses on your part.

10.7 Disputed invoices

If you dispute an invoice, you must notify us in writing within 7 days of the invoice date, specifying the nature of the dispute. Undisputed portions remain payable on the original due date.

10.8 Fee variations

Hourglass AI may vary the Services Fee at any time. Varied fees will be communicated to you in writing and will take effect from the commencement of the next billing period or project following that notice.

11.Refund Policy

Hourglass AI Pty Ltd will only provide you with a refund of the Services Fee in the event that it is unable to continue to provide the Services, or if the management of Hourglass AI Pty Ltd makes a decision, at its absolute discretion, that it is reasonable to do so under the circumstances. Where a refund is approved, it will be in the proportional amount of the Services Fee that remains unused ("Refund").

Deposits paid prior to commencement of work are non-refundable, except where Hourglass AI is in material breach of these Terms.

Any benefits set out in these Terms and Conditions are in addition to a consumer's rights under the Australian Consumer Law.

12.Copyright and Intellectual Property

12.1 Ownership

The Website, the Services, and all related products of Hourglass AI Pty Ltd are subject to copyright. The material on the Website is protected by copyright under the laws of Australia and through international treaties. Unless otherwise indicated, all rights (including copyright) in the Services and compilation of the Website - including but not limited to text, graphics, logos, button icons, video images, audio clips, website code, scripts, design elements, and interactive features - are owned or controlled by Hourglass AI Pty Ltd or its contributors.

12.2 Licence to Members

All trademarks, service marks, and trade names are owned, registered, and/or licensed by Hourglass AI Pty Ltd, who grants to you a worldwide, non-exclusive, royalty-free, revocable licence whilst you are a Member to:

• use the Website pursuant to the Terms
• copy and store the Website and the material contained in the Website in your device's cache memory
• print pages from the Website for your own personal and non-commercial use

Hourglass AI Pty Ltd does not grant you any other rights whatsoever in relation to the Website or the Services. All other rights are expressly reserved by Hourglass AI Pty Ltd.

12.3 No transfer of IP

Hourglass AI Pty Ltd retains all rights, title, and interest in and to the Website and all related Services. Nothing you do on or in relation to the Website will transfer any:

• business name, trading name, domain name, trade mark, industrial design, patent, registered design, or copyright
• right to use or exploit a business name, trading name, domain name, trade mark, or industrial design
• thing, system, or process that is the subject of a patent, registered design, or copyright (or an adaptation or modification of such a thing, system, or process)

12.4 Restrictions on use

You may not, without the prior written permission of Hourglass AI Pty Ltd and the permission of any other relevant rights owners: broadcast, republish, upload to a third party, transmit, post, distribute, show or play in public, adapt, or change in any way the Services or third-party Services for any purpose, unless otherwise provided by these Terms. This prohibition does not extend to materials on the Website which are freely available for re-use or are in the public domain.

12.5 Custom deliverables

Upon receipt of full payment, Hourglass AI assigns to you all intellectual property rights in custom deliverables created specifically for your engagement, including bespoke automation workflows, custom agent configurations, and purpose-built integrations. Hourglass AI retains all rights to its proprietary methodologies, frameworks, templates, base code, and know-how developed independently of your engagement. A non-exclusive, non-transferable licence to use these as embedded components of your deliverables is granted upon full payment.

12.6 Your data

You retain full ownership of all data you provide to Hourglass AI and all pre-existing intellectual property belonging to you.

13.General Disclaimer

Nothing in the Terms limits or excludes any guarantees, warranties, representations, or conditions implied or imposed by law, including the Australian Consumer Law (or any liability under them) which by law may not be limited or excluded.

Subject to this clause, and to the extent permitted by law:

• all terms, guarantees, warranties, representations, or conditions which are not expressly stated in the Terms are excluded
• Hourglass AI Pty Ltd will not be liable for any special, indirect, or consequential loss or damage (unless such loss or damage is reasonably foreseeable resulting from a failure to meet an applicable Consumer Guarantee), loss of profit or opportunity, or damage to goodwill arising out of or in connection with the Services or these Terms (including as a result of not being able to use the Services or the late supply of the Services), whether at common law, under contract, tort (including negligence), in equity, pursuant to statute or otherwise

Use of the Website and the Services is at your own risk. Everything on the Website and the Services is provided to you "as is" and "as available" without warranty or condition of any kind. None of the affiliates, directors, officers, employees, agents, contributors, and licensors of Hourglass AI Pty Ltd make any express or implied representation or warranty about the Services or any products or Services referred to on the Website. This includes (but is not restricted to) loss or damage you might suffer as a result of any of the following:

• failure of performance, error, omission, interruption, deletion, defect, failure to correct defects, delay in operation or transmission, computer virus or other harmful component, loss of data, communication line failure, unlawful third-party conduct, or theft, destruction, alteration, or unauthorised access to records
• the accuracy, suitability, or currency of any information on the Website, the Services, or any related products (including third-party material and advertisements on the Website)
• costs incurred as a result of you using the Website, the Services, or any of the products of Hourglass AI Pty Ltd
• the Services or operation in respect to links provided for your convenience

14.Limitation of Liability

14.1 Liability cap

Hourglass AI Pty Ltd's total liability arising out of or in connection with the Services or these Terms - however arising, including under contract, tort (including negligence), in equity, under statute, or otherwise - will not exceed the total Services Fees paid by you to Hourglass AI in the 12 months immediately preceding the event giving rise to the claim.

14.2 Exclusion of consequential loss

You expressly understand and agree that Hourglass AI Pty Ltd, its affiliates, employees, agents, contributors, and licensors shall not be liable to you for any direct, indirect, incidental, special, consequential, or exemplary damages which may be incurred by you, however caused and under any theory of liability. This includes, but is not limited to:

• any loss of profit (whether incurred directly or indirectly)
• any loss of goodwill or business reputation
• loss of data or business interruption
• any other intangible loss

This exclusion applies even if Hourglass AI Pty Ltd has been advised of the possibility of such losses.

14.3 Third-party platform liability

Hourglass AI accepts no liability for failures, outages, errors, changes in functionality, data breaches, or service interruptions attributable to third-party platforms, including AI model providers, integration tools, SaaS platforms, or telecommunications services.

14.4 Australian Consumer Law

Nothing in these Terms limits any rights you may have under the Australian Consumer Law (Schedule 2, Competition and Consumer Act 2010 (Cth)) that cannot lawfully be excluded. To the extent that the Australian Consumer Law permits limitation rather than exclusion of liability, Hourglass AI's liability is limited to resupplying the services or paying the cost of having them resupplied.

15.Indemnity

You agree to indemnify Hourglass AI Pty Ltd, its affiliates, employees, agents, contributors, third-party content providers, and licensors from and against:

• all actions, suits, claims, demands, liabilities, costs, expenses, loss, and damage (including legal fees on a full indemnity basis) incurred, suffered, or arising out of or in connection with your content or data
• any direct or indirect consequences of you accessing, using, or transacting on the Website or attempts to do so
• any breach of the Terms or any applicable law by you
• your use of AI-generated outputs without adequate review or validation, resulting in claims by third parties

16.Competitors

If you are in the business of providing similar Services for the purpose of providing them to users for commercial gain - whether to business users or domestic users - you are a competitor of Hourglass AI Pty Ltd. Competitors are not permitted to use or access any information or content on the Website. If you breach this provision, Hourglass AI Pty Ltd will hold you fully responsible for any loss that we may sustain and hold you accountable for all profits that you might make from such a breach.

17.Non-Solicitation

During the term of any engagement and for 12 months following its termination or expiry, you agree not to directly or indirectly solicit, recruit, or engage any employee, contractor, or consultant of Hourglass AI Pty Ltd who was involved in delivering your engagement, without Hourglass AI's prior written consent. This clause does not apply to general advertising or recruitment campaigns not specifically targeted at Hourglass AI personnel.

18.Confidentiality

Both parties agree to keep confidential all non-public information received from the other party in connection with an engagement ("Confidential Information") and to use it only for the purposes of that engagement. This obligation does not apply to information that:

• is or becomes publicly available through no fault of the receiving party
• was already known to the receiving party free of any confidentiality obligation
• is independently developed without reference to the Confidential Information
• is required to be disclosed by law, court order, or regulatory authority (in which case the disclosing party will, where legally permitted, provide prior written notice)

All communications concerning negotiations made by the parties arising out of and in connection with any dispute resolution process are confidential and, to the extent possible, must be treated as "without prejudice" negotiations for the purpose of applicable laws of evidence.

This obligation survives termination of any engagement for 3 years.

19.Subcontractors

Hourglass AI may engage subcontractors or specialist consultants to assist in delivering services. Hourglass AI remains responsible to you for deliverables whether or not subcontractors are used, and will ensure any subcontractors are bound by confidentiality obligations no less stringent than those in clause 18.

20.Force Majeure

Hourglass AI Pty Ltd is not liable for any failure or delay in performance caused by circumstances beyond its reasonable control, including but not limited to: acts of God, natural disasters, government actions, telecommunications or internet outages, third-party platform failures or policy changes, cyberattacks on third-party infrastructure, or pandemic-related disruptions. Hourglass AI will notify you promptly of any such event and use reasonable efforts to minimise its impact and resume service delivery.

21.Marketing and Reference

Unless you opt out in writing, you consent to Hourglass AI Pty Ltd listing your company name and logo as a client reference and describing the nature of work completed (without disclosing Confidential Information) in case studies, proposals, and marketing materials. Opt-out requests should be sent to hello@thehourglass.ai and will be honoured within 14 days.

22.Termination

22.1 Termination by you

If you want to terminate the Terms or an engagement, you may do so by providing Hourglass AI Pty Ltd with written notice:

• Maintain retainers: 60 days' written notice
• Audit and Build engagements: 14 days' written notice

Your notice should be sent in writing to Hourglass AI Pty Ltd via hello@thehourglass.ai or via the Contact Us link on the Website.

22.2 Termination by Hourglass AI

Hourglass AI Pty Ltd may at any time terminate the Terms and/or any engagement with you if:

• you have breached any provision of the Terms or intend to breach any provision
• Hourglass AI Pty Ltd is required to do so by law
• the provision of the Services to you is, in the opinion of Hourglass AI Pty Ltd, no longer commercially viable
• you become insolvent, are placed into voluntary administration, receivership, or liquidation, or cease to carry on business

Subject to local applicable laws, Hourglass AI Pty Ltd reserves the right to discontinue or cancel your membership at any time and may suspend or deny, in its sole discretion, your access to all or any portion of the Website or the Services without notice if you breach any provision of the Terms or any applicable law, or if your conduct impacts Hourglass AI Pty Ltd's name or reputation or violates the rights of another party.

22.3 Effect of termination

On termination:

• Hourglass AI will provide reasonable handover documentation within 14 days
• you will immediately cease using any Hourglass AI-owned IP
• data retained by Hourglass AI is subject to clause 7.6
• all outstanding invoices for work completed are immediately due and payable
• clauses 12, 14, 15, 17, 18, 23, and 25 survive termination of these Terms

23.Dispute Resolution

23.1 Compulsory process

If a dispute arises out of or relates to these Terms, either party may not commence any Tribunal or Court proceedings in relation to the dispute unless the following process has been complied with (except where urgent interlocutory relief is sought).

23.2 Notice

A party claiming a dispute ("Dispute") has arisen under the Terms must give written notice to the other party detailing the nature of the dispute, the desired outcome, and the action required to settle the Dispute.

23.3 Resolution steps

On receipt of that notice by the other party, the parties must:

1. within 28 days of the notice, endeavour in good faith to resolve the Dispute expeditiously by negotiation or such other means upon which they may mutually agree
2. if the Dispute has not been resolved within 28 days, the parties must either agree upon selection of a mediator or request that an appropriate mediator be appointed by the Resolution Institute
3. the parties are equally liable for the fees and reasonable expenses of a mediator and the cost of the venue of the mediation; each party must pay its own costs associated with the mediation
4. the mediation will be held in Sydney, NSW, Australia
5. if 2 months have elapsed after the start of a mediation and the Dispute has not been resolved, either party may ask the mediator to terminate the mediation and the mediator must do so; following which either party may commence proceedings in the courts of New South Wales

24.Venue and Jurisdiction

The Services offered by Hourglass AI Pty Ltd are intended to be viewed by residents of Australia. In the event of any dispute arising out of or in relation to the Website, you agree that the exclusive venue for resolving any dispute shall be in the courts of New South Wales, Australia.

25.Governing Law

The Terms are governed by the laws of New South Wales, Australia. Any dispute, controversy, proceeding, or claim of whatever nature arising out of or in any way relating to the Terms and the rights created hereby shall be governed, interpreted, and construed by, under, and pursuant to the laws of New South Wales, Australia, without reference to conflict of law principles, notwithstanding mandatory rules. The validity of this governing law clause is not contested. The Terms shall be binding to the benefit of the parties hereto and their successors and assigns.

26.Severance

If any part of these Terms is found to be void or unenforceable by a Court of competent jurisdiction, that part shall be severed and the rest of the Terms shall remain in force.