Terms of Use

Last Updated: November 2025

These Terms of Use ("Terms") govern access to and use of any AI Agent, chatbot, automation workflow, integration, or related software solution (collectively, the "AI Agent") provided by Avvio Group Pty Ltd ("Avvio Group", "we", "us", or "our").

By accessing, installing, embedding, or using an AI Agent, you ("Client", "you", or "your") agree to these Terms.

These Terms operate alongside any separately executed Statement of Work, Proposal, Master Services Agreement, or Confidentiality Agreement (collectively, "Executed Agreement"). In the event of conflict, the Executed Agreement prevails.

1. Service Description

Avvio Group provides AI-powered software agents that automate customer enquiries, internal support workflows, information retrieval, scheduling/booking tasks, and other processes. The AI Agent may be deployed across multiple channels including (but not limited to):

  • Microsoft Teams

  • Slack

  • Website or embedding via ChatKit UI

  • Internal business systems

  • Mobile applications

  • CRM or ticketing systems

  • Any other supported integration surface

Avvio Group may update, enhance, or modify the AI Agent from time to time.

2. Client Responsibilities

2.1 Appropriate Use of the AI Agent

You must ensure that:

  • The AI Agent is used in accordance with all applicable laws and organisational policies.

  • You do not use the AI Agent for high-risk or harmful activities (e.g., medical, legal, financial advice, or safety-critical decisions) unless expressly outlined in your Executed Agreement.

  • You maintain appropriate human oversight over automated actions.

2.2 Permissions & Data Rights

You are solely responsible for ensuring that:

  • You have all rights, consents, and authorisations to provide any data entered into or processed by the AI Agent.

  • You comply with the Australian Privacy Principles (APPs) and any other relevant privacy legislation.

  • Any end-users interacting with the AI Agent are aware of how their data may be used.

2.3 Account Access

You are responsible for:

  • Managing your internal user access.

  • Keeping authentication credentials secure.

  • Ensuring integrations (e.g., CRM, scheduling, ticketing platforms) remain connected and authorised.

3. Data Handling & Privacy

3.1 Data Storage

Avvio Group does not store end-user data processed through the AI Agent except where temporary logging or debugging is required to ensure performance, troubleshoot errors, or improve system reliability.

Any stored data is:

  • Minimal

  • Encrypted

  • Retained only as long as needed for operational purposes

  • Deleted thereafter

3.2 Third-Party Processors

The AI Agent may rely on third-party infrastructure and AI models including, but not limited to:

  • OpenAI

  • Microsoft Azure

  • Google Cloud

  • Amazon Web Services

  • Hosting, monitoring, or logging providers

These third parties may process data for inference or system operations. Their respective terms apply.

3.3 Compliance

Avvio Group complies with:

  • The Australian Privacy Principles (APPs)

  • Reasonable security best practices for SaaS and cloud-hosted systems

3.4 Confidentiality Obligations in Executed Agreements

Where a separately executed confidentiality agreement, non-disclosure agreement, or similar instrument imposes specific confidentiality obligations (including indefinite confidentiality, restrictions on disclosure, or requirements for prompt return or destruction of confidential information), those provisions shall prevail over the general data handling practices described in this Section 3.

4. Accuracy, Limitations & Human Oversight

The AI Agent uses machine learning and may occasionally generate inaccurate, incomplete, or unexpected responses.

Accordingly:

  • The AI Agent should not be relied upon as a source of professional, legal, medical, safety, or financial advice.

  • The Client must maintain appropriate human oversight and review processes.

  • Avvio Group is not liable for decisions made based on outputs generated by the AI Agent.

5. Fees & Usage Limits

Fees, usage quotas, and API consumption limits may apply depending on:

  • Your deployment

  • Underlying AI model pricing

  • Integrations or additional features

  • Provisions stated in your Executed Agreement

Where usage exceeds included limits, you acknowledge that additional charges may be incurred or may flow through from platform providers.

Avvio Group reserves the right to adjust pricing to reflect changes in third-party model or infrastructure costs, with reasonable notice.

6. Intellectual Property

6.1 Pre-Existing IP

Each party retains all rights to intellectual property owned or developed independently prior to or outside the engagement ("Pre-Existing IP").

Avvio Group grants Client a perpetual, royalty-free license to use any Pre-Existing IP embedded in the deliverables for the full use, modification, and maintenance of the solution.

6.2 Developed IP

Unless otherwise specified in an Executed Agreement, all new materials, software, designs, models, workflows, documentation, configurations, prompts, or data generated during the engagement ("Developed IP") shall be the sole property of the Client upon creation or payment, whichever occurs first.

Avvio Group assigns all rights, title, and interest in such Developed IP to the Client and agrees to execute any documents necessary to give effect to this assignment.

The Client owns their specific implementation and version of the solution. Avvio Group retains ownership of the underlying intellectual property, methodologies, frameworks, and core concepts that form the foundation of the AI Agent platform.

6.3 Limited License to Avvio Group

The Client grants Avvio Group a limited, non-exclusive, royalty-free license to use non-identifying learnings and know-how derived from the engagement solely for Avvio Group's internal research and process improvement purposes.

Avvio Group shall not reuse, adapt, or resell any Client-specific Developed IP (including client-specific configurations, prompts, architectures, or code unique to the Client's implementation) to any third party without the Client's express written consent.

6.4 Moral Rights

Each party consents to the reasonable use, adaptation, and modification of Developed IP as required for ongoing improvement of the solution.

6.5 Third-Party IP

Any third-party materials or APIs used remain governed by their respective licences.

7. Acceptable Use

You must not use the AI Agent to:

  • Violate any law, regulation, or privacy obligation

  • Engage in harmful, malicious, fraudulent, misleading, or deceptive conduct

  • Generate disallowed content (e.g., hate speech, discrimination, violence)

  • Attempt to reverse engineer or extract system instructions or model behaviour

  • Interfere with networks, APIs, or third-party services connected to the AI Agent

Avvio Group may temporarily suspend access if harmful or unauthorised use is detected.

8. Warranties & Disclaimers

8.1 Conformance Warranty

Avvio Group warrants that all deliverables will substantially conform to the agreed specifications for sixty (60) days following delivery. If the deliverables do not substantially conform during this period, Avvio Group will use reasonable efforts to correct the non-conformance.

8.2 Right to Disclose

Each party warrants that it has the right to disclose its confidential information and provide any materials, data, or content supplied under these Terms or an Executed Agreement.

8.3 General Disclaimers

Except as expressly stated in Section 8.1 and 8.2, the AI Agent is provided on an "as-is" and "as-available" basis.

Avvio Group:

  • Makes no guarantee of uninterrupted availability

  • Does not warrant accuracy, completeness, or fitness for any specific purpose beyond the conformance warranty

  • Is not responsible for loss arising from reliance on AI-generated outputs

  • Does not provide service-level guarantees unless explicitly included in an Executed Agreement

8.4 Separately Executed Agreements

Notwithstanding the above disclaimers, where an Executed Agreement includes specific warranties (such as enhanced conformance warranties, service-level guarantees, or performance commitments), those warranty provisions shall prevail over this Section 8.

9. Limitation of Liability

9.1 Exclusion of Consequential Damages

To the maximum extent permitted by law, Avvio Group is not liable for indirect, incidental, special, or consequential damages arising from the use of the AI Agent.

9.2 Liability Cap

Avvio Group's total liability for any claim related to the AI Agent is limited to direct losses only.

9.3 Third-Party Systems

Avvio Group is not liable for errors arising from third-party systems, APIs, LLM behaviour, or client-provided data.

9.4 Separately Executed Agreements

Where an Executed Agreement specifies different liability limitations (including different caps, exclusions, or indemnification obligations), those provisions shall prevail over this Section 9.

10. Termination

10.1 Termination Rights

Either party may terminate use of the AI Agent with thirty (30) days' written notice, subject to any terms in an Executed Agreement.

Avvio Group may suspend or terminate access if:

  • Fees are unpaid

  • The AI Agent is used in violation of these Terms

  • Continued operation poses a risk to systems or end-users

10.2 Effect of Termination

Upon termination:

  • Access to the AI Agent will cease

  • Avvio Group will promptly return or permanently delete all confidential information and Developed IP belonging to the Client

  • Any temporary logs containing client data will be removed within a reasonable timeframe, or more promptly if required by an Executed Agreement

10.3 Survival

Sections 3.4 (Confidentiality Obligations), 6 (Intellectual Property), 8 (Warranties), and 9 (Limitation of Liability) survive termination.

10.4 Separately Executed Agreements

Where an Executed Agreement requires prompt return, destruction, or deletion of confidential information, intellectual property, or client data upon termination, those obligations shall prevail over this Section 10.

11. Updates to These Terms

We may update these Terms from time to time. Updates will be posted or provided to the Client. Continued use of the AI Agent constitutes acceptance of any changes.

12. Governing Law

These Terms are governed by the laws of New South Wales, Australia. Any disputes will be subject to the exclusive jurisdiction of the courts of NSW.

13. Separately Executed Agreements

These Terms of Use are intended to provide general terms for use of Avvio Group's AI Agents and services. Where Avvio Group has executed a separate agreement with a Client (including but not limited to a Statement of Work, Master Services Agreement, Confidentiality Agreement, or Intellectual Property Agreement), the provisions of that Executed Agreement shall prevail over these Terms of Use in the event of any conflict or inconsistency.

Executed Agreements may include additional provisions not covered in these Terms, including but not limited to:

  • Specific intellectual property ownership or assignment provisions

  • Confidentiality obligations with indefinite duration

  • Non-solicitation or non-compete clauses

  • Specific warranties, service-level agreements, or performance guarantees

  • Custom liability limitations or indemnification obligations

  • Specific termination notice periods or post-termination obligations

Clients should refer to their Executed Agreements for the complete terms governing their relationship with Avvio Group.

14. Contact Information

If you have any questions about these Terms, please contact us at:

Avvio Group
Email: hello@avviogroup.com