1. Overview
These Terms of Service (“Terms”) govern access to and use of the HardLook platform provided by Quality Group Pty Ltd (“Quality Group”, “we”, “us” or “our”).
The Service is provided to business and organisational users only. By accessing or using the Service, you agree to these Terms on behalf of your organisation (“Client”, “you” or “your”).
These Terms contain defined expressions. Unless the context indicates otherwise, the definitions of those expressions are set out at the end of these Terms.
2. Privacy
We take your privacy seriously. Our Privacy Policy [www.qualitygroup.ai/privacy] explains how we collect, hold, use and disclose personal information.
3. About the Service
The Service generates indicators, observations, and structured outputs to assist professional judgement. It does not replace independent review, editorial decision-making, or professional responsibility.
The Service does not include verification of factual accuracy, completeness of underlying evidence, or responsibility for conclusions reached in any report.
4. Eligibility, authority and accounts
You must be at least 18 years old and have legal capacity to enter into a binding agreement to access or use the HardLook Technology.
If you use the HardLook Technology on behalf of a company or organisation, you confirm that you have authority to bind that organisation to these Terms.
You must keep your account details accurate and your login credentials secure. You are responsible for anyone you authorise to use your account and for activity carried out through your account, except where caused by our breach, negligence or security failure. You must promptly notify us of any unauthorised access or use of your account.
5. Use of the HardLook Technology
You agree to:
- use the HardLook Technology only for lawful purposes
- ensure you have the right to upload and process all materials submitted
- ensure appropriate human oversight is applied when interpreting outputs
You must not:
- use the HardLook Technology for any unlawful, misleading, infringing or harmful purpose;
- submit another person's personal information without their consent or lawful authority;
- use the HardLook Technology to unlawfully monitor, profile or collect information about any person;
- upload, generate or use content that infringes another person's rights;
- interfere with, damage, disrupt or compromise the security or operation of the HardLook Technology;
- reverse engineer, scrape, copy, extract or attempt to discover the source code, models, algorithms, prompts, training data or underlying components of the HardLook Technology; or
- submit materials you do not have the right to use; or
- encourage, permit or attempt any of the above.
6. Responsibility for Inputs and Outputs
You remain solely responsible for:
- all Input submitted by or on your behalf
- review, validation, interpretation and use of all Outputs
- ensuring that Input is accurate, lawful and appropriate for submission
- ensuring that you have authority to permit us to use and disclose Input in accordance with these Terms
- final content of any report or material
- any decision, submission, or publication based on the HardLook Technology
You must not rely solely on the Output and must apply independent professional judgement in all cases.
You must not submit:
- information protected by legal professional privilege, confidentiality obligations or statutory secrecy requirements, unless you are authorised to do so;
- another person's sensitive information without their consent;
- passwords, security credentials, complete payment card details, or government identifiers (unless we specifically request them); or
- any information that we identify as prohibited.
7. Intellectual Property
You retain ownership of your Input.
By submitting Input, you grant us a licence to use, store, analyse, and otherwise use your Input to provide and operate the Service and share Input and information derived from it with our Third Party Providers for those purposes.
This licence continues for as long as reasonably required to provide the Services.
To the extent any intellectual property rights arise in an Output generated specifically for you and are owned by us, we assign those rights to you upon payment of any applicable fees. If that assignment is ineffective, we grant you a perpetual, irrevocable, worldwide, royalty-free licence to use and share the Output for your personal or business purposes.
8. Data Handling
We process client materials to provide the Service.
Client materials:
- remain your property at all times; and
- are not used to train shared models or other clients’ systems unless expressly agreed.
Data is retained while your account is active unless you request deletion.
Further details are set out in our Privacy Policy.
9. Third Party Providers
We may use trusted third-party infrastructure and service providers, including cloud and AI services (e.g. AWS), to host, operate, support and deliver the Service.
We may disclose Content to those providers as reasonably necessary to provide the Services and in accordance with our Privacy Policy and applicable law.
We take reasonable steps to ensure such providers maintain appropriate security and confidentiality standards.
10. Third Party Sites
The Platform may contain links to third-party websites or services. We do not control or endorse those websites or services and are not responsible for their content, security, availability or operation. Any use of a third-party website or service is subject to that third party's terms and policies.
11. Fees and Payment
Fees for use of the Service are charged on a pay-as-you-go basis, per commenced review, at the rates set out at www.hardlook.ai/pricing as updated from time to time.
The applicable rate reflects the Client's trailing 12-month review volume and is invoiced in the currency designated for the Client's workspace.
Invoices are issued monthly in arrears and are payable within 30 days of the invoice date.
Where a separate written pilot or beta agreement applies to the Client, the terms of that agreement take precedence over this section.
We may suspend or restrict access to the Service if payment is not received within the terms stated above.
12. Confidentiality
We will maintain the confidentiality of your Input and Content and will not disclose it except as permitted by these Terms, our Privacy Policy, to our Third Party Providers, or as required by law.
13. Suspension and Termination
We may suspend or restrict access to the HardLook Technology if:
- you breach these Terms
- your use creates risk to the HardLook Technology or other clients
- your account has been compromised or used without authority
- suspension is necessary to investigate suspected fraud, unlawful conduct or prohibited use
- suspension is necessary to comply with law or a direction from a court, regulator or government authority
- payment is overdue
We will ensure that any suspension is reasonable and proportionate in the circumstances.
Either party may terminate the Service on 30 days written notice.
We may terminate immediately for material breach.
If we permanently discontinue a prepaid Service for reasons not caused by you, we will provide a pro-rata refund of any unused prepaid fees, subject to applicable law.
14. Consumer Rights
Nothing in these Terms excludes, restricts or modifies any rights or remedies you may have under applicable consumer protection laws, including the Australian Consumer Law (where applicable), which cannot be excluded by law.
To the extent permitted by law, where the Australian Consumer Law applies and the Services are not ordinarily acquired for personal, domestic or household use, our liability for a failure to comply with a consumer guarantee is limited, at our option, to:
- supplying the Services again; or
- paying the cost of having the Services supplied again.
Any limitation or exclusion of liability in these Terms applies only to the maximum extent permitted by law and is subject to this clause.
15. Refunds
We are not required to provide a refund if you change your mind or stop using the Services.
However, if the Services are not provided with due care and skill, are not fit for their stated purpose, or are not provided within a reasonable time, we will comply with our obligations under applicable law, including providing a refund where required.
Nothing in these Terms affects any rights or remedies you may have under applicable consumer protection laws.
Any refund will be processed using the original payment method unless otherwise required by law.
16. Disclaimers
16.1 Nature of the Services
The Services use automated and artificial intelligence-enabled technologies to analyse Input and generate Output intended to assist with quality control and review.
The Services and any Output:
- are tools to support, and not replace, independent human review, verification and professional judgement;
- do not guarantee that the factual accuracy, authenticity, currency or completeness of any Input, underlying source material, evidence or reference has been verified;
- may not identify every error, omission, inconsistency, inaccurate or fabricated reference, or other issue in the Input; and
- do not constitute legal, accounting, financial, tax, valuation, employment, medical or other professional advice.
16.2 Limitations of Output
Output may be inaccurate, incomplete, outdated, biased, misleading or unsuitable for the Client’s particular circumstances or intended use.
Without limiting the Client’s other responsibilities under these Terms, the Client must:
- independently review and verify all Output before relying on, publishing or otherwise using it;
- apply appropriate human oversight and professional judgement;
- obtain appropriate professional advice where required; and
- remain responsible for all decisions, actions, omissions, reports and other materials based on or incorporating any Output.
16.3 No guarantee of outcomes
Quality Group does not guarantee that:
- the Services or any Output will be uninterrupted, error-free, complete, accurate or suitable for any particular purpose;
- the Services will detect or identify every relevant issue in any Input;
- the Services will meet all of the Client’s requirements or expectations; or
- use of the Services or any Output will achieve any particular commercial, financial, operational, regulatory or other outcome.
16.4 Availability of the Services
The Services are provided on an “as available” basis. Quality Group may modify, update, suspend or discontinue any part of the Services in accordance with these Terms.
Quality Group does not warrant that the Services will always be available or that access will be uninterrupted, including where availability is affected by maintenance, updates, a Third Party Provider or an event outside Quality Group’s reasonable control.
16.5 Implied terms
To the maximum extent permitted by law, all conditions, warranties, guarantees, representations and other terms not expressly set out in these Terms are excluded.
Nothing in this clause excludes, restricts or modifies any right, guarantee, condition, warranty or remedy that cannot lawfully be excluded, restricted or modified.
17. Limitation of Liability
17.1 Non-excludable liability
Nothing in these Terms excludes or restricts liability:
- for death or personal injury caused by negligence, to the extent that liability cannot lawfully be excluded or restricted;
- for fraud or fraudulent misrepresentation;
- under the Australian Consumer Law or any other applicable consumer protection law, to the extent that liability cannot lawfully be excluded or restricted; or
- to the extent that excluding or restricting the liability would be unlawful.
17.2 Australian Consumer Law
Where the Australian Consumer Law applies and the Services are not ordinarily acquired for personal, domestic or household use or consumption, Quality Group’s liability for a failure to comply with a consumer guarantee is limited, at Quality Group’s option, to:
- supplying the Services again; or
- paying the cost of having the Services supplied again,
but only to the extent that section 64A of the Australian Consumer Law permits that limitation and it is fair and reasonable for Quality Group to rely on it.
17.3 Excluded loss
Subject to clauses 17.1 and 17.2, to the maximum extent permitted by law, Quality Group is not liable for:
- any indirect, consequential, special, exemplary or punitive loss;
- any loss of profit, revenue, anticipated savings, business, opportunity, goodwill or reputation, whether direct, indirect or consequential;
- any loss, corruption or unauthorised alteration of data, except to the extent caused by Quality Group’s failure to comply with an applicable non-excludable legal obligation or an express obligation under these Terms;
- any decision, action or omission based on or incorporating an Output;
- any loss arising from inaccurate, incomplete, unlawful or misleading Input;
- the Client’s failure to independently review or verify an Output or obtain appropriate professional advice;
- any use of the Services or an Output contrary to these Terms or Quality Group’s documented instructions; or
- any interruption, delay, unavailability or failure of the Services caused by a Third Party Provider or an event outside Quality Group’s reasonable control, except to the extent caused or contributed to by Quality Group’s failure to take reasonable precautions.
17.4 Client responsibility
Quality Group’s liability is reduced to the extent that the relevant loss was caused or contributed to by:
- the Client’s breach of these Terms, negligence, wilful misconduct or unlawful act;
- any person who accesses or uses the Services through the Client’s account;
- the Client’s failure to take reasonable steps to prevent, avoid or mitigate the loss; or
- any software, system, network, equipment, service or material not supplied or controlled by Quality Group.
17.5 Liability cap
Subject to clauses 17.1 and 17.2, Quality Group’s total aggregate liability arising out of or in connection with these Terms, the Services or any Output, whether in contract, tort (including negligence), statute, equity or otherwise, is limited to the total fees paid or payable by the Client for the Services during the 12 months immediately preceding the first event giving rise to the relevant liability.
Where the Client has not paid, and is not required to pay, any fees for the Services, Quality Group’s total aggregate liability is limited to AUD $100.
Claims arising from the same or substantially the same facts, circumstances, events or series of related events are treated as one claim for the purposes of this clause.
17.6 Application
Each exclusion and limitation in this clause:
- applies separately and independently;
- applies to the maximum extent permitted by applicable law; and
- survives the expiry or termination of these Terms.
18. Indemnity
The Client indemnifies Quality Group against any claims, losses, demands or liabilities arising from:
- the Client’s use of the HardLook Technology in breach of these Terms
- any Input submitted without the necessary rights or permissions
- any unlawful, fraudulent or improper use of the HardLook Technology
- your wilful misconduct
Your liability under this indemnity is reduced to the extent that the relevant loss was caused or contributed to by our breach, negligence, fraud or wilful misconduct.
We will notify you of any claim, take reasonable steps to mitigate our loss, and not settle a third-party claim in a manner that adversely affects you without your consent (not to be unreasonably withheld).
19. Events outside our control
Neither party is liable for any delay or failure to perform its obligations under these Terms to the extent caused by an event outside its reasonable control. The affected party must take reasonable steps to minimise the impact of the event and resume performance as soon as reasonably practicable.
Nothing in this clause limits any rights or remedies that cannot be excluded by law.
20. Governing Law
These Terms are governed by the laws of Victoria, Australia. Any disputes are subject to the non-exclusive jurisdiction of the courts of Victoria.
Before initiating any legal proceedings, the parties agree to attempt to resolve any dispute in good faith through senior representative discussions for a period of not less than 20 business days.
21. General
21.1 Additional Terms
Some Services may be subject to additional terms, an order form or a service description. If there is any inconsistency, those terms apply to that Service to the extent of the inconsistency.
21.2 Changes to These Terms
We may update these Terms from time to time. If a change materially affects your use of a paid Service, we will give you reasonable notice. If required by law, you may cancel the affected Service before the change takes effect.
21.3 Assignment
You may not transfer your rights or obligations under these Terms without our consent. We may transfer our rights or obligations in connection with a corporate restructure, sale of our business or transfer of the Services, provided your rights under these Terms are not materially reduced.
21.4 No Waiver
A failure or delay in exercising a right does not waive that right.
21.5 Severability
If any part of these Terms is unenforceable, it will be modified or removed to the minimum extent necessary, and the rest of the Terms will remain in effect.
21.6 Entire Agreement and Order of Precedence
These Terms, together with any applicable order form, pilot or beta agreement, Data Processing Agreement and other additional terms expressly agreed in writing by Quality Group and the Client, constitute the entire agreement between the parties concerning the Services and supersede all prior discussions, negotiations, communications, representations and agreements concerning their subject matter.
If there is any inconsistency:
- the Data Processing Agreement prevails to the extent the inconsistency concerns the processing or protection of personal information or personal data;
- subject to paragraph (a), an applicable order form, pilot or beta agreement prevails over these Terms;
- these Terms prevail over any service description, policy or other document relating to the Services; and
- a more specific provision prevails over a general provision to the extent of the inconsistency.
Quality Group’s Privacy Policy explains how Quality Group collects, holds, uses and discloses personal information. The Privacy Policy applies to that handling of personal information but does not form part of the agreement between Quality Group and the Client unless expressly stated otherwise.
To the maximum extent permitted by law, each party acknowledges that it has not relied on any representation, warranty or statement that is not expressly set out in the agreement. Nothing in this paragraph excludes or restricts liability for fraud, fraudulent misrepresentation, misleading or deceptive conduct, or any other liability that cannot lawfully be excluded or restricted.
21.7 Relationship
Nothing in these Terms creates a partnership, joint venture, employment, agency or fiduciary relationship between you and us.
Complaints and enquiries
If you have any queries or complaints, please contact us at:
Email: enquiries@qualitygroup.ai
Please include your name, email address and/or telephone number and include as much detail as possible in relation to your enquiry/complaint.
Definitions
“AI Model” means any artificial intelligence or machine learning technology used by Quality Group to provide or improve the Services, including technology provided by third parties.
“Content” means any Input and Output.
“HardLook Technology” means the Platform, AI Model(s), the Service(s) and all related software, systems, technology, methodologies, processes, templates and documentation used or provided by Quality Group.
“Input” means any information, content, data, text, image, file, audio or other material that you submit to the Services.
“Output” means any content, insights, recommendations or other material generated by the Services in response to your Input.
“Platform” means the Quality Group website, software, applications and other interfaces through which the Services are provided.
“Service(s)” means Quality Group's automated analysis and quality-control services designed to support the review of analytical reports and related materials, together with any related products, features and functionality made available through the Platform.
“Third Party Provider” means a third party that provides technology, software, hosting, storage, analytics, payment processing, security, support or other services used in connection with the Platform or Services.
“You” means the person using the Platform or Services and, if that person is acting on behalf of a company or organisation, includes that company or organisation.