DataTrek Terms of Service
Version 1.0 · Effective 14 June 2026 · Governing law: New South Wales, Australia
This Terms of Service (Agreement) governs the Customer’s subscription to the DataTrek platform. It comprises these terms, the Order Form (Schedule 1), the Service Levels (Schedule 2), the Security Standards (Schedule 3) and, where applicable, the Data Processing terms (Schedule 4). If there is a conflict, the Order Form prevails for commercial terms and these terms prevail otherwise.
1. Definitions
Authorised User means an employee or contractor of the Customer authorised to use the Platform under a User License, identified by a unique named login.
Customer Data means data, content and metadata the Customer connects, uploads or makes accessible to the Platform, and metadata derived from it.
Fees means the fees in the Order Form. Online fees are charged in US dollars (USD).
Order Form means an ordering document or online checkout record specifying the licenses, quantity, term and Fees.
Platform means the DataTrek agentic data and AI governance software-as-a-service, including its web application, governance agents, APIs and any Model Context Protocol endpoint, and the Documentation.
User License means a single named-user subscription to the Platform. Online list price is USD $100 per User License per month; the Team Pack is ten (10) User Licenses for USD $10,000 per year.
2. Licence grant and use
2.1 Subject to payment of the Fees and to this Agreement, DataTrek grants the Customer a non-exclusive, non-transferable, non-sublicensable right during the Subscription Term to access and use the Platform for its internal business purposes, up to the number of User Licenses purchased.
2.2 Each User License is for one Authorised User and must not be shared. Named users may be reassigned where a user no longer requires access.
2.3 The Customer must not: (a) exceed its licensed quantity; (b) resell or provide the Platform as a service bureau to third parties; (c) reverse engineer or copy the Platform except as permitted by law; (d) build a competing product; or (e) use the Platform unlawfully or to process data it is not authorised to process.
2.4 The Customer is responsible for its Authorised Users’ compliance and for the security of account credentials.
3. DataTrek obligations
3.1 DataTrek will provide the Platform in accordance with the Documentation and the Service Levels (Schedule 2), and will provide support as described in the Order Form.
3.2 DataTrek will maintain appropriate technical and organisational security measures consistent with Schedule 3.
3.3 DataTrek may update the Platform from time to time provided it does not materially reduce core functionality during the Subscription Term.
4. Fees, payment and taxes
4.1 The Customer must pay the Fees in the Order Form. Online purchases are billed in USD via the Platform’s payment processor (Stripe) and are due in advance for the billing period selected (monthly or annual).
4.2 Except as required by law or expressly stated, Fees are non-cancellable and non-refundable, and paid amounts are not creditable against other amounts.
4.3 Fees are exclusive of taxes. The Customer is responsible for all sales, use, GST, VAT and withholding taxes (other than taxes on DataTrek’s net income). Where GST applies to a taxable supply, the Customer must pay an additional amount equal to the GST on receipt of a valid tax invoice.
4.4 Undisputed invoices not paid when due may accrue interest at 1.5% per month (or the maximum permitted by law), and DataTrek may suspend access after reasonable notice.
4.5 Pricing changes. DataTrek may change list prices for renewal terms on at least 30 days’ notice before the renewal date; the Customer may decline by not renewing.
5. Intellectual property
5.1 DataTrek IP. DataTrek retains all right, title and interest in the Platform, the governance agents, the Documentation and all intellectual property in them, including enhancements, modifications and derivative works created by DataTrek.
5.2 Customer Data. As between the parties, the Customer retains all right, title and interest in Customer Data and grants DataTrek a limited, non-exclusive, royalty-free licence to access, host, process and use Customer Data solely to provide and support the Platform.
5.3 Derived metadata. DataTrek may collect and use aggregated, anonymised and de-identified metadata derived from operation of the Platform (Platform Analytics) for product improvement and benchmarking, provided it cannot reasonably be used to identify the Customer or any individual. DataTrek owns Platform Analytics.
5.4 AI/ML. DataTrek will not train its machine-learning models on Customer Data without the Customer’s prior written consent.
5.5 Feedback. DataTrek may use Customer feedback without restriction or obligation.
6. Confidentiality
6.1 Each party must keep the other’s Confidential Information confidential, use it only to perform this Agreement, and protect it with at least reasonable care. The obligation does not apply to information that is public through no breach, independently developed, or lawfully received from a third party, and does not prevent disclosure required by law (with notice where lawful).
6.2 Confidentiality obligations survive for three (3) years after termination, and indefinitely for trade secrets.
7. Data protection and privacy
7.1 Each party will comply with the Privacy Act 1988 (Cth) and the Australian Privacy Principles. Where the Customer or its data is subject to the GDPR or other laws, the Data Processing terms (Schedule 4) apply and prevail in respect of Personal Information.
7.2 To the extent DataTrek processes Personal Information on the Customer’s behalf, it acts as processor and will: (a) process only on the Customer’s documented instructions; (b) apply the security measures in Schedule 3; (c) notify the Customer without undue delay (and within 72 hours) of a data breach affecting Customer Personal Information; and (d) assist the Customer with data subject requests and breach notification obligations.
7.3 Data residency. DataTrek stores and processes Customer Data within Australia (AWS ap-southeast-2, Sydney) unless the Customer consents in writing to a cross-border transfer.
7.4 Sub-processors. DataTrek may engage sub-processors (including AWS and Stripe) and remains responsible for their performance. A current list is available on request; DataTrek will give notice of material changes.
8. Warranties
8.1 Each party warrants it has authority to enter into this Agreement.
8.2 DataTrek warrants that the Platform will perform materially in accordance with the Documentation. The Customer’s exclusive remedy for breach is for DataTrek to use reasonable efforts to correct the non-conformity or, failing that within a reasonable time, to terminate the affected subscription and receive a pro-rata refund of pre-paid Fees for the unused period.
8.3 Except as expressly stated, and to the maximum extent permitted by law, DataTrek excludes all other warranties, whether express, implied or statutory, including fitness for a particular purpose and non-infringement.
8.4 Australian Consumer Law. Nothing in this Agreement excludes, restricts or modifies any guarantee, right or remedy under the Australian Consumer Law that cannot lawfully be excluded. Where permitted, DataTrek’s liability for breach of a non-excludable guarantee for services is limited to re-supplying the services or paying the cost of re-supply.
9. Indemnities
9.1 By DataTrek. DataTrek will defend the Customer against third-party claims that the Platform, used as permitted, infringes that third party’s Australian intellectual property rights, and will indemnify the Customer for damages finally awarded (or agreed in settlement). DataTrek may procure rights to continue use, modify the Platform, or terminate the affected subscription and refund pre-paid unused Fees. This clause does not apply to claims arising from Customer Data, modifications not made by DataTrek, or use outside this Agreement.
9.2 By the Customer. The Customer will indemnify DataTrek against third-party claims arising from Customer Data or the Customer’s breach of clause 2.3 or its warranties regarding rights to connect data.
9.3 The indemnified party must give prompt notice, allow the indemnifying party to control the defence (without settling in a way that imposes obligations on the other without consent), and provide reasonable cooperation.
10. Limitation of liability
10.1 Exclusion of indirect loss. To the maximum extent permitted by law, neither party is liable for indirect, incidental, special, consequential or punitive loss, or loss of profit, revenue, data, goodwill or business opportunity, even if advised of the possibility.
10.2 Cap. Each party’s total aggregate liability under or in connection with this Agreement (whether in contract, tort including negligence, statute or otherwise) will not exceed the total Fees paid or payable by the Customer in the twelve (12) months immediately before the event giving rise to the liability.
10.3 Exceptions. The limitations in clauses 10.1 and 10.2 do not apply to: (a) the Customer’s payment obligations; (b) a party’s indemnification obligations under clause 9; (c) breach of confidentiality under clause 6; (d) a party’s wilful misconduct or fraud; or (e) liability that cannot be limited at law.
11. Term and termination
11.1 Term. This Agreement starts on the Effective Date and continues for the Subscription Term in the Order Form. Subscriptions renew for successive periods equal to the initial term unless either party gives at least sixty (60) days’ written notice before the end of the then-current term.
11.2 Termination for cause. Either party may terminate if the other materially breaches and fails to remedy within thirty (30) days of written notice, or becomes insolvent.
11.3 Effect. On termination, the Customer’s access ceases and any accrued Fees become payable. Within thirty (30) days, DataTrek will, at the Customer’s election, return or securely delete Customer Data, except where retention is required by law. Clauses 5, 6, 8.3–8.4, 9, 10, 11.3 and 12 survive.
12. General
12.1 Governing law. This Agreement is governed by the laws of New South Wales, Australia. Each party submits to the non-exclusive jurisdiction of its courts and courts hearing appeals from them.
12.2 Dispute resolution. Before litigating (other than for urgent relief), the parties will negotiate in good faith for twenty (20) Business Days and, failing resolution, may refer the dispute to mediation administered by the Australian Commercial Disputes Centre (ACDC) in Sydney.
12.3 Force majeure. Neither party is liable for delay or failure caused by events beyond its reasonable control, provided it gives notice and mitigates; if the event continues beyond sixty (60) days, either party may terminate the affected subscription on ten (10) days’ notice.
12.4 Assignment. Neither party may assign without the other’s consent (not unreasonably withheld), except either party may assign to a related body corporate or in connection with a sale of substantially all its business or assets.
12.5 Notices. Notices must be in writing and given by email with confirmation of receipt or by registered post to the addresses in the Order Form. Notices to DataTrek: legal@datatrek.app.
12.6 Unfair contract terms. The parties intend each term to be fair and reasonable. If the Customer is a “small business” for the purposes of the Australian Consumer Law, any term found to be unfair is, to the extent of the unfairness, of no effect and the remainder continues.
12.7 Entire agreement; variation; severability; waiver; counterparts. This Agreement is the entire agreement and supersedes prior understandings; it may be varied only in writing signed by both parties (or by DataTrek for renewal pricing under clause 4.5); an unenforceable provision is severed to the minimum extent; a failure to enforce is not a waiver; and it may be executed in counterparts, including electronically under the Electronic Transactions Act 1999 (Cth).
Schedule 1 — Order Form
| Product | DataTrek — Agentic Data & AI Governance Platform |
|---|---|
| Plan | [User License (USD $100/user/month) · Team Pack (10 users, USD $10,000/year) · Enterprise (custom)] |
| Quantity (User Licenses) | [number] |
| Subscription Term | [start date] to [end date] (initial term [12] months) |
| Fees (USD) | [amount], billed [monthly / annually] in advance, exclusive of taxes |
| Auto-renewal | Yes — successive terms unless 60 days’ notice given |
| Support | [Email / Priority / Dedicated CSM] |
Schedule 2 — Service Levels
DataTrek will use commercially reasonable endeavours to maintain Platform availability of 99.5% per calendar month, excluding scheduled maintenance (48 hours’ notice), emergency maintenance, force majeure, and Customer- or third-party-caused outages. Availability = ((Total Minutes − Downtime) / Total Minutes) × 100. Where the Enterprise Order Form provides service credits, the Customer’s sole remedy for missing the target is a service credit of 5% of the monthly Fee for each full percentage point below 99.5%, capped at 30% of the monthly Fee. Credits do not give a right to terminate. [For non-Enterprise online plans, the Platform is provided on a commercially-reasonable-efforts basis without service credits.]
Schedule 3 — Security Standards
DataTrek maintains controls including: encryption in transit (TLS 1.2+) and at rest (AES-256); role-based access control and least-privilege administration; logical separation of Customer environments; audit logging; vulnerability management and regular patching; hosting in AWS ap-southeast-2; and an incident response process supporting breach notification under clause 7.2. DataTrek’s control environment is being aligned to ISO/IEC 27001. ⚠ Confirm current certification/attestation status before representing it to the Customer.
Schedule 4 — Data Processing
Where Personal Information is processed, DataTrek acts as processor and the Customer as controller. Processing is limited to providing the Platform; categories of data subjects and Personal Information are those the Customer connects. Approved sub-processors include Amazon Web Services (hosting, Australia), the database layer (via AWS, Australia) and Stripe (payments). International transfers occur only with the Customer’s consent and with appropriate safeguards. This Schedule prevails over the body of the Agreement in respect of Personal Information.