Publication details
- Version
- 1.1
- Applicability
- Global
- Effective date
- 24 September 2026
- Last updated
- 24 September 2026
1. Document status, version and effective date
This is the NOVA Global Master SaaS Terms and Conditions, version 1.1, effective 24 September 2026, and last updated 24 September 2026. It is effective and available for acceptance. This document governs use of the NOVA platform operated by Eredox Pty Ltd, together with any applicable Order Form, country or regional addendum, Data Processing Addendum, Service Level Agreement, Acceptable Use Policy, and Security and Shared Responsibility Schedule, per the order of precedence in Section 90.
2. Important notice
NOVA is software that helps organisations organise, monitor, document and manage aspects of compliance and assurance work. It is not a law firm, regulator, auditor, certification body, accounting firm, or insurer, and it does not replace professional legal, regulatory, accounting, audit or security advice. Using NOVA does not guarantee any legal, regulatory or audit outcome. Section 31 sets this out in full and should be read carefully before relying on NOVA for any compliance decision.
3. Parties and agreement formation
These Terms are an agreement between Eredox Pty Ltd (ABN 32 634 165 941), a company registered in Queensland, Australia ("Eredox", "we", "us"), and the customer organisation that registers for or is provisioned with a NOVA account, or that is named on an applicable Order Form ("Customer", "you"). Where an individual accepts these Terms on behalf of an organisation, that individual confirms they have authority to bind that organisation, and "Customer" refers to that organisation.
4. Definitions and interpretation
"Services" means the NOVA platform and related support made available to Customer. "Customer Data" means data, content and files that Customer or its Authorised Users submit to or generate within the Services. "Authorised User" means an individual Customer permits to access the Services under Customer's account. "Order Form" means a signed or otherwise agreed ordering document referencing these Terms. "Applicable Law" means law that applies to a party or transaction under these Terms. "Applicable Privacy Law" means privacy, data protection, electronic communications, cybersecurity, and similar law that applies to the relevant processing or communication. "AI Processing" means machine-learning, natural-language, predictive, or pattern-analysis functionality used by NOVA to assist Customer with compliance workflows, classification, drafting, summarisation, or recommendations. "Subprocessor" means a third-party service provider Eredox engages to process Customer Data on Eredox's behalf in providing the Services. Headings are for convenience only and do not affect interpretation. Where these Terms conflict with a country or regional addendum for a Customer's jurisdiction, Section 90 (order of precedence) governs.
5. Business-use intention and mandatory consumer rights
NOVA is intended, designed and priced as a business-use SaaS platform for organisations, not as a consumer product. Nothing in these Terms limits or excludes any right, guarantee, or protection that applies as a matter of law to a party that legally qualifies as a consumer (or an equivalent legally protected category) in its jurisdiction, regardless of how these Terms describe the intended use of the Services. Sections 71 and 92 address this further.
6. Eligibility, age and authority
Customer must have the legal capacity and authority to enter into these Terms, and must ensure that each Authorised User is legally permitted to use the Services in their jurisdiction. Eredox has not adopted a specific minimum-age policy for Authorised Users as of the effective date; where Applicable Law sets a minimum age for entering into a contract of this kind, Customer is responsible for ensuring its Authorised Users meet it.
7. Account registration
Customer must provide accurate registration information and keep it current. Eredox may verify registration information and may decline or suspend registration where information appears false, incomplete, or where registration would breach these Terms, an Order Form, or Applicable Law.
8. Customer administrators and authorised users
Customer designates one or more account administrators responsible for managing Authorised Users, roles and permissions within the Services. Customer is responsible for all activity under its account, for ensuring Authorised Users comply with these Terms and any incorporated policy, and for promptly removing access for individuals no longer authorised to use the Services.
9. Electronic acceptance and acceptance evidence
Customer may accept these Terms only through an explicit authenticated human acceptance action presented by NOVA, or by executing or electronically accepting an Order Form that references these Terms. Passive continued use of the Services does not, by itself, constitute acceptance of these Terms. Where NOVA records electronic acceptance, the server resolves the authoritative document version and content hash, records the acceptance time, and attributes the event to the authenticated human user and tenant. Customer cannot supply the authoritative hash. Draft or unpublished documents cannot be accepted, and service accounts, AI systems, ATOS integrations, MCP hosts, and other automated agents cannot accept on behalf of a person.
10. Order Forms and order of precedence
An Order Form may set out Customer-specific commercial terms (such as plan, price, term, and payment terms) that supplement these Terms. Section 90 sets out the order of precedence between a signed Order Form, applicable addenda, the Data Processing Addendum, the Service Level Agreement, these Terms, the Acceptable Use Policy, the Security and Shared Responsibility Schedule, and the Cookie Policy.
11. Free trials and evaluation access
The standard NOVA self-service trial is 30 days from activation. Eredox may offer a different trial duration for a specific customer or channel, in which case the applicable trial duration, restrictions and features are displayed at signup or in an applicable Order Form before activation, and that displayed duration applies instead of the 30-day standard. Eredox may end a trial early where use is abusive, unlawful, or breaches these Terms. Customer will not be automatically charged at trial end unless Customer has been clearly presented with the applicable recurring price, billing interval and renewal mechanics and has taken an affirmative action to authorise recurring billing (such as completing checkout with a payment method) before any charge occurs. On trial expiry or termination, the tenant package enters the action and disposition process described in Sections 65-68; expiry of the trial does not automatically delete Customer Data.
12. Subscription plans
Eredox offers subscription plans that differ in price, user limits, feature availability and support. The plan applicable to Customer is the plan selected at signup, on an Order Form, or as subsequently changed per these Terms. Plan features and limits are as displayed in the Services and may be updated by Eredox from time to time; Section 59 addresses service modifications.
13. Subscription term and automatic renewal
A paid subscription renews automatically for successive terms of the same length as the then-current term (monthly or annual, as applicable), at the then-current price for the plan, unless Customer cancels before the renewal date per Section 19, or unless an Order Form states otherwise. The renewal date and billing interval are visible in the Services.
14. Fees and recurring billing
Customer must pay the fees applicable to its selected plan or Order Form. Fees are billed in advance on a recurring basis matching the billing interval, using the payment method Customer provides. Eredox will present the recurring price, billing interval and renewal mechanics clearly before Customer authorises a paid subscription, consistent with the disclosure-and-consent principles reflected in Section 82.
15. Taxes
Fees are exclusive of applicable transaction taxes, levies, duties, withholding taxes, or similar governmental charges unless stated otherwise. Eredox may collect taxes it is legally required to collect, and Customer must provide valid exemption documentation where Customer claims an exemption. Eredox remains responsible for taxes based on its own net income, payroll, and property. Statutory tax treatment takes priority over this Section. Withholding, gross-up, or tax allocation beyond this Section applies only where an Order Form expressly states it or Applicable Law requires an approved treatment.
16. Payment authorisation
By providing a payment method, Customer authorises Eredox and its payment processor to charge that payment method for all fees due, including recurring renewal charges, until the subscription is cancelled per Section 19. Payments for paid subscriptions are processed by a third-party payment processor (Stripe); Eredox does not itself store full payment card details.
17. Failed and late payments
If a payment fails or is overdue, Eredox may retry the charge, suspend access per Section 60 after reasonable notice where practicable, and/or charge interest or a late fee to the extent permitted by Applicable Law. Suspension for payment default does not waive amounts owing.
18. Price changes
Eredox may change plan pricing prospectively. Where a price change affects Customer's then-current plan, Eredox will give notice before the change takes effect on Customer's next renewal, and Customer may cancel before the changed price applies per Section 19. Eredox will not apply a price increase retroactively to a period already paid for.
19. Cancellations
Customer may cancel a subscription at any time via the Services or by contacting Eredox using the details published in the NOVA Legal Centre. Cancellation stops future renewals and takes effect at the end of the current paid term unless Applicable Law requires an earlier effect or a refund. Cancellation does not, by itself, entitle Customer to a refund for the remainder of the current paid term except as required by Applicable Law or expressly stated in an Order Form.
20. Refunds and mandatory rights
Except as required by Applicable Law or expressly stated in an Order Form, fees are non-refundable. Nothing in this Section limits a mandatory statutory refund, remedy, or cooling-off right that applies to Customer in its jurisdiction; Sections 71 and 92 preserve those rights expressly.
21. Licence to use NOVA
Subject to these Terms and payment of applicable fees, Eredox grants Customer a non-exclusive, non-transferable, revocable licence for Customer and its Authorised Users to access and use the Services during the subscription term, solely for Customer's internal business purposes. Customer must use NOVA APIs in accordance with Eredox's published API limits, authentication requirements, and security guidelines. Eredox may apply reasonable rate limiting, throttling, or temporary API-access controls to protect platform stability, enforce authentication, or prevent abuse.
22. Account and user limits
Use of the Services is subject to the user, framework, control, and connector limits (and other limits) applicable to Customer's plan, as displayed in the Services or an Order Form. Eredox may enforce these limits technically and may require a plan change where Customer exceeds them.
23. Customer Data ownership
As between the parties, Customer retains all right, title and interest in and to Customer Data. These Terms do not transfer ownership of Customer Data to Eredox.
24. Customer licence to Eredox
Customer grants Eredox a limited licence to host, copy, transmit, process, secure, back up, display and otherwise handle Customer Data solely to provide, protect, support and improve the Services, and to meet Eredox's legal obligations. This licence ends when Customer Data is deleted per Sections 65-67, except to the extent retained as permitted by those Sections.
25. Customer Data warranties
Customer warrants that it has the necessary rights, authority and lawful basis to submit Customer Data to the Services and to grant the licence in Section 24, and that Customer Data and its use of the Services do not infringe a third party's rights or breach Applicable Law.
26. Eredox intellectual property
Eredox and its licensors retain all right, title and interest in and to the Services, including the underlying software, platform, templates, control mappings, methodologies, user interface, and documentation. No rights are granted to Customer except the licence in Section 21.
27. Customer-specific outputs
Reports, policy drafts, and other outputs generated within the Services specifically from Customer Data may be used by Customer for its own internal purposes. This does not transfer to Customer any underlying Eredox template, software, model, mapping or methodology used to generate that output, which remains Eredox's property per Section 26.
28. Feedback
If Customer or an Authorised User provides Eredox with feedback or suggestions about the Services, Eredox may use that feedback without restriction or obligation to Customer, and without attributing it to Customer.
29. Third-party services and integrations
The Services may connect to or integrate with third-party services that Customer configures, including evidence connectors and identity providers. Eredox is not responsible for third-party services Customer chooses to connect, and Customer is responsible for its own accounts, credentials and configuration with those third parties. Eredox may engage Subprocessors to support the Services and will maintain subprocessor transparency through the NOVA Legal Centre or a Subprocessor Schedule once published. Detailed subprocessor commitments and international-transfer safeguards belong in the future Data Processing Addendum, Subprocessor Schedule, and International Data Transfer Schedule. NOVA is a separate product from any other Eredox product or platform, including ATOS. Where Eredox operates a shared Eredox account or login system across its products, that shared authentication does not by itself grant access to, or merge authorisation between, NOVA and another Eredox product. A connection between NOVA and another Eredox product, or a third-party protocol integration (such as a Model Context Protocol connector), requires its own separate authorisation and is not implied by these Terms. As of the date of these Terms, no such connection is offered as a generally available product feature.
30. AI-assisted features
Some Services features use artificial intelligence to help draft policy text, summarise evidence, or answer questions about Customer's compliance data. AI output may be incorrect, incomplete, outdated or unsuitable, is not professional advice, and must be independently reviewed by a qualified person before being relied on or acted on. Where an AI feature uses Eredox's own self-hosted local AI infrastructure, Customer Data submitted to that feature is not sent to an external AI provider by that feature. Where Customer configures and explicitly enables an external AI connector (such as a third-party AI provider) using Customer's own credentials, Customer Data submitted to that feature is processed by that third-party provider, and Eredox does not itself hold or supply credentials for that external provider. Customer must not submit data to an AI feature that Customer is not authorised to disclose to that feature's provider. Training and any other third-party AI processing is further addressed in the AI Features Addendum and the Privacy Policy once published; Eredox does not represent that Customer Data is never used to train a model unless and until that is confirmed for the specific provider and feature in question.
31. Compliance-management nature of NOVA
NOVA is a software platform that assists Customer to organise, monitor, document and manage aspects of compliance and assurance work. NOVA is not a law firm, a regulator, an auditor, a certification body, an accounting firm, an insurer, a replacement for professional advice, or a guarantee of legal or regulatory compliance. NOVA supports the readiness decision. Final launch and risk decisions remain human decisions.
32. No legal, regulatory, accounting, audit or certification advice
Nothing generated by or presented in the Services, including AI-assisted output, constitutes legal, regulatory, accounting, audit or certification advice. Customer must obtain its own professional advice for these matters.
33. No guarantee of audit or certification outcome
Use of the Services does not guarantee successful certification, a passing audit, or acceptance of Customer's readiness by an auditor, regulator or other customer. Readiness indicators, scores and reports reflect information available in NOVA at the time they are generated, not a formal attestation.
34. No immunity from fines, claims or security incidents
Use of the Services does not guarantee the adequacy of Customer's security program, prevent every security incident or loss, or provide immunity from fines, penalties, claims or enforcement action against Customer. NOVA does not guarantee that every control or mapping presented is complete, or that a framework it references remains unchanged, or that Customer-provided evidence is accurate.
35. Framework and regulatory changes
Compliance frameworks and Applicable Law change over time. Customer is responsible for monitoring changes relevant to its own obligations; Eredox may update framework content in the Services from time to time but does not guarantee that such content is current for Customer's specific circumstances at any given time.
36. Customer compliance responsibilities
Customer remains responsible for determining the law and frameworks applicable to it, obtaining its own legal, regulatory, accounting, audit and security advice, defining the scope of its use of the Services, configuring the Services, assigning roles, controlling access, implementing controls outside the Services, meeting its regulatory deadlines, making required notifications, and responding to its own auditors and regulators. Where Customer uses a Services feature to communicate with its own end users (including for marketing or telemarketing purposes), Customer is responsible for complying with electronic marketing, telemarketing and any other applicable communications law in doing so.
37. Customer evidence and data accuracy
Customer is responsible for ensuring that evidence and other Customer Data uploaded to the Services is accurate, current, and genuinely representative of Customer's practices. Eredox does not independently verify uploaded evidence.
38. Human review and approval obligations
Customer must ensure a qualified person reviews and approves AI-assisted or NOVA-suggested output, mappings, and policy drafts before they are relied on, published, or acted on. NOVA supports the readiness decision. Final launch and risk decisions remain human decisions.
39. Shared responsibility
Provision of the Services is a shared responsibility between Eredox and Customer, as further set out in the Security and Shared Responsibility Schedule once published. Eredox is responsible for the security of the platform it operates; Customer is responsible for its own accounts, access management, endpoints, and lawful use of the Services.
40. Acceptable use
Customer must use the Services only for lawful business purposes consistent with these Terms and the Acceptable Use Policy once published. If NOVA provides a feature that Customer uses to send email, SMS, or other electronic communications, Customer is responsible for ensuring those communications comply with applicable consent, opt-out, sender-identification, and recipient-jurisdiction requirements. Acceptable use requirements in this Section apply until a standalone Acceptable Use Policy is published, at which point Section 90's order of precedence applies.
41. Prohibited conduct
Customer must not use the Services to store or process information it is not authorised to hold, to violate a third party's rights, to violate Applicable Law, to scrape, harvest, or extract data in a manner inconsistent with intended platform functionality, or to attempt to circumvent rate limits, authentication, security, or access controls.
42. Reverse engineering restrictions subject to mandatory law
Customer must not reverse engineer, decompile or disassemble the Services, except to the extent Applicable Law expressly permits this despite a contractual restriction, in which case this Section applies only to the extent consistent with that mandatory right.
43. Scraping and unauthorised automation
Customer must not use scraping, bots, or other automated means to access the Services beyond Eredox's supported APIs and integration points, or in a manner that degrades the Services for other customers.
44. Malicious code and security interference
Customer must not introduce malicious code into the Services, or interfere with or attempt to disrupt the Services' security, integrity, availability, rate limiting, authentication, or monitoring controls.
45. Account security
Customer is responsible for keeping its account credentials confidential and for notifying Eredox promptly if Customer suspects unauthorised access to its account.
46. Identity and access management
Customer is responsible for its own identity and access management practices, including which individuals it authorises as Authorised Users, what roles it assigns them, and promptly revoking access when no longer appropriate.
47. Customer systems and devices
Customer is responsible for the security of its own systems, devices, and networks used to access the Services, and for any third-party integration Customer configures.
48. Confidentiality
Each party must protect the other's confidential information disclosed in connection with these Terms with reasonable care, and use it only to perform its obligations or exercise its rights under these Terms, except where disclosure is required by law or a court or regulator of competent authority.
49. Information security
Eredox maintains administrative, physical, and technical safeguards designed to protect the security of the Services appropriate to the nature of the Services, including access controls, vulnerability-management practices, encryption where appropriate, and secure software-development practices. These safeguards are aligned with recognised security-management expectations without representing that Eredox has obtained a specific certification, attestation, encryption configuration, or audit result unless separately published. No online platform can be guaranteed immune from every possible security incident. Further detail is set out in the Security and Shared Responsibility Schedule once published.
50. Security incidents
Eredox will notify Customer of a security incident affecting Customer Data where Eredox is required to do so by Applicable Law or as set out in the Data Processing Addendum once published, including where relevant Applicable Privacy Law creates breach-notification obligations. Eredox will take reasonable steps to investigate and address a confirmed incident affecting the Services.
51. Privacy and Data Processing Addendum
Eredox's handling of personal information is described in the NOVA Privacy Policy. Where Eredox processes personal data on Customer's behalf as a processor, the Data Processing Addendum (once published) applies to that processing and prevails over these Terms for processing matters, per Section 90. Acknowledging the Privacy Policy is not, by itself, Customer's or an Authorised User's consent to every processing activity it describes; where Applicable Law requires a separate consent for a specific processing activity, that consent must be obtained separately, per Section 91.
52. Cookies and similar technologies
Use of cookies and similar technologies on Eredox's public-facing properties is described in the Cookie Policy once published. Cookie consent is separate from acceptance of these Terms and from Privacy Policy acknowledgement, per Section 91.
53. Service availability
Eredox aims to make the Services available on a continuous basis, subject to scheduled and emergency maintenance, and factors outside Eredox's reasonable control (Section 80). Eredox does not guarantee uninterrupted availability except to the extent expressly committed in a Service Level Agreement applicable to Customer's plan.
54. Service Level Agreement
Where a Service Level Agreement applies to Customer's plan or Order Form, it sets out any availability commitment and associated remedy, and prevails over these Terms for availability matters per Section 90. No such commitment applies to a free trial.
55. Scheduled maintenance
Eredox may perform scheduled maintenance that temporarily affects Services availability, and will use reasonable efforts to provide advance notice where practicable.
56. Emergency maintenance
Eredox may perform emergency maintenance without advance notice where reasonably necessary to address a security threat, stability issue, or similar urgent matter.
57. Support
Eredox provides support for the Services using the channels published in the Services and the NOVA Legal Centre. Eredox will use reasonable efforts to support accessibility and continuing usability improvements, but these Terms do not state that NOVA conforms to a particular accessibility standard unless that commitment is separately audited and published. Specific support hours or response-time commitments, if any, are as stated in an applicable Order Form or Service Level Agreement; none is asserted by these Terms beyond what is separately published.
58. Beta, preview and experimental features
Eredox may make beta, preview or experimental features available on an as-is basis, without the commitments that apply to generally available Services features, and may modify or discontinue them at any time. Where an experimental feature uses AI Processing, Customer must not rely on the output without human review and professional judgement appropriate to Customer's regulatory environment.
59. Service modifications
Eredox may modify, add to, or discontinue a feature of the Services from time to time. Eredox will use reasonable efforts to avoid materially reducing the core functionality of a paid plan without reasonable notice.
60. Suspension
Eredox may suspend Customer's or an Authorised User's access immediately where reasonably necessary to address an active security threat, suspected fraud, unlawful conduct, serious harm to the Services or other customers, or where required for legal compliance including sanctions, export controls, telecommunications, or privacy obligations. For ordinary payment default or another remediable breach, Eredox will provide reasonable notice and an opportunity to remedy before suspending, where practicable.
61. Term
These Terms apply from Customer's acceptance until the subscription ends per Section 19, 62 or 63, or these Terms are otherwise terminated.
62. Termination by the customer
Customer may terminate for convenience by cancelling per Section 19, or immediately for Eredox's uncured material breach of these Terms after written notice and a reasonable opportunity to cure.
63. Termination by Eredox
Eredox may terminate or decline to renew Customer's subscription for Customer's uncured material breach after written notice and a reasonable opportunity to cure, for non-payment, for repeated breaches, on trial expiry per Section 11, or where required by Applicable Law. Eredox may also terminate where Customer becomes insolvent, to the extent Applicable Law permits termination on that basis.
64. Effect of termination
On termination, Customer's right to access the Services ends, except as needed to complete the data export and disposition process in Section 65. Accrued payment obligations survive termination. Sections that by their nature should survive termination (including Sections 23-28, 48, 65-68, 74-79, and 90-99) survive.
65. Data export
Following trial expiry, subscription expiry, or termination, Eredox will provide a standard 30-day action period unless an Order Form, Applicable Law, security restriction, legal hold, dispute, or approved extension requires different handling. Eredox intends to issue notices at expiry or termination, 14 days remaining, 7 days remaining, 1 day remaining, and when the 30-day action period expires. During the action period, an authorised Customer administrator may reactivate or renew, request an export, request deletion, request an extension, or notify Eredox of a dispute or exceptional circumstance. Export uses capability then available in the product; Eredox does not promise an export format or capability the product does not have at the relevant time. Where Eredox restricts access immediately under Section 60 for security or legal reasons, Eredox will provide an export mechanism where reasonably possible in the circumstances.
66. Data return and deletion
Expiry of the 30-day action period does not automatically delete Customer Data. The account enters administrative disposition review. That review is a non-content review: Eredox does not open, read, inspect, analyse, assess, classify, validate, or selectively review Customer Data. Customer Data is treated as a sealed tenant package. The review is limited to account status, trial or subscription status, notices issued, deadline expiry, export requests, renewal requests, extension requests, support or billing disputes, legal or regulatory holds, security restrictions, and approval requirements. Deletion requires an explicit decision by an authorised Eredox person. Where deletion is approved, the tenant data is removed from active systems as a package, without selective content inspection, and notices, decisions, approvals, and execution evidence are retained.
67. Backup retention
Customer Data may persist temporarily in backup copies after package deletion from active systems, until those backups reach their ordinary approved backup lifecycle expiry. Eredox does not promise immediate erasure of Customer Data from every backup copy.
68. Legal holds
Eredox may pause export, deletion, or disposition under Sections 65-67 where required to comply with a legal or regulatory hold, preserve records of fraud or security incidents, meet a financial record-keeping obligation, address a dispute, or comply with security restrictions, for as long as that requirement applies.
69. Customer business-continuity responsibility
Customer is responsible for maintaining its own business continuity arrangements, including exporting and separately retaining copies of Customer Data it needs to retain, independent of Eredox's own retention practices.
70. Representations
Each party represents that it has the authority to enter into these Terms and that doing so does not breach an obligation owed to a third party.
71. Statutory and non-excludable rights
Nothing in these Terms excludes, restricts or modifies a guarantee, right or remedy that Applicable Law does not permit to be excluded, restricted or modified, including consumer guarantees available to a party that legally qualifies as a consumer. Where these Terms purport to limit Eredox's liability or a remedy available to Customer, that limitation applies only to the maximum extent Applicable Law permits.
72. Eredox warranties
Eredox warrants that it will provide the Services with reasonable care and skill. Except as expressly stated in these Terms, an Order Form, or a Service Level Agreement, the Services are provided without other warranties.
73. Disclaimers
To the maximum extent permitted by Applicable Law, and subject to Section 71, the Services are provided "as is" without warranty of any kind beyond those expressly stated in these Terms, an Order Form, or a Service Level Agreement. This disclaimer does not apply to the extent it would exclude a guarantee or remedy that cannot lawfully be excluded for Customer.
74. Exclusion of indirect and consequential loss
To the maximum extent permitted by Applicable Law, neither party is liable to the other for indirect, consequential, special or exemplary loss, or for lost profits, revenue, opportunity, goodwill, or anticipated savings arising out of or relating to these Terms, except that this Section does not limit a party's liability for its indemnity obligations under Sections 77-78, for a party's fraud or wilful misconduct, or for a liability that cannot lawfully be excluded.
75. Liability cap
To the maximum extent permitted by Applicable Law, and subject to Section 71, each party's aggregate liability arising out of or relating to the Services in respect of a paid subscription must not exceed the total fees paid or payable by Customer for the affected Services in the 12 months immediately preceding the event first giving rise to the claim. This cap does not apply to a party's indemnity obligations under Sections 77-78, to a party's fraud or wilful misconduct, or to a liability that cannot lawfully be capped.
76. Liability allocation for free trials
For a free trial or other free access to the Services, Eredox's aggregate liability arising out of or relating to that free access must not exceed AUD $1,000 (Australian dollars), to the maximum extent permitted by Applicable Law and subject to Section 71. This figure is Eredox's confirmed commercial position for external legal review and does not limit a guarantee, right or remedy that Applicable Law does not permit to be limited.
77. Customer indemnities
Customer must indemnify Eredox against third-party claims arising from: Customer Data that is unlawful or infringes a third party's rights; Customer's lack of authority or lawful basis to submit Customer Data; Customer's or an Authorised User's misuse of the Services; Customer's inaccurate regulatory representations; Customer's breach of the Acceptable Use Policy; and claims arising from systems or integrations Customer controls. This indemnity is subject to Section 78.
78. Third-party claims procedure
A party seeking indemnification must give the indemnifying party prompt notice of the claim, allow the indemnifying party to control its defence and settlement (provided any settlement does not impose liability on the indemnified party without its consent), and reasonably cooperate. The indemnifying party's obligation is reduced to the extent the claim was caused or made worse by the indemnified party's failure to give prompt notice or to mitigate.
79. Insurance position
Eredox does not make any representation about insurance coverage in these Terms.
80. Force majeure
Neither party is liable for a failure or delay in performance caused by circumstances beyond its reasonable control, including natural disaster, war, civil unrest, act of government, internet or utility failure, or a widespread outage of a third-party service the Services depend on, provided the affected party uses reasonable efforts to mitigate the impact.
81. Export controls and sanctions
Each party must comply with applicable trade control and economic sanctions law in connection with these Terms, and must not use the Services in violation of such law or permit access by a person or entity where doing so would breach sanctions or export-control law. Neither party will be treated as required to violate applicable sanctions law by reason of these Terms. These Terms do not state that NOVA performs automated sanctions screening.
82. Anti-bribery and unlawful use
Each party must comply with applicable anti-bribery and anti-corruption law in connection with these Terms, and must not use the Services for an unlawful purpose.
83. Publicity and customer names
Eredox will not name Customer or use Customer's logo in Eredox's own marketing without Customer's prior opt-in agreement, unless otherwise agreed in an Order Form.
84. Assignment
Neither party may assign these Terms without the other's consent, except that either party may assign these Terms in connection with a merger, acquisition, or sale of substantially all its relevant assets, on notice to the other party.
85. Subcontractors
Eredox may use subcontractors to help provide the Services, and remains responsible for a subcontractor's performance of the obligations Eredox delegates to it.
86. No partnership or agency
These Terms do not create a partnership, joint venture, or agency relationship between the parties. Neither party may bind the other.
87. Notices
Notices to Eredox must be sent using the legal contact details published in the NOVA Legal Centre. Notices to Customer may be sent to the contact details Customer has provided in the Services or an Order Form.
88. Changes to the Terms
Eredox may update these Terms from time to time. Eredox will give advance notice of a material change before it takes effect, except where an immediate change is reasonably required to comply with Applicable Law or to address an urgent security matter. The current version, its version number, and "Updated — <date>" notation are shown on this page and sourced from the document's own metadata.
89. Document versioning and reacceptance
Each version of these Terms is separately identified by version number and effective date, with prior versions retained for reference. Where a new version materially changes Customer's or an Authorised User's obligations, Eredox may require reacceptance before further access to the Services, consistent with the version-history and reacceptance model described in the NOVA Global Legal Publication Architecture.
90. Governing law
These Terms are governed by the law of Queensland, Australia, without regard to conflict-of-law rules, except to the extent Applicable Law mandatorily provides otherwise for Customer's jurisdiction (Section 92) or a country or regional addendum expressly overrides this Section for that jurisdiction.
91. Dispute resolution
The parties will first attempt to resolve a dispute through escalation between each party's senior representatives, followed by good-faith negotiation. The parties may agree to mediation before commencing litigation. Subject to Section 92, the parties submit to the non-exclusive jurisdiction of the courts of Queensland, Australia.
92. Mandatory local law
Where Applicable Law in Customer's or an Authorised User's jurisdiction mandatorily grants a right, protection, governing-law outcome, or dispute-resolution forum that these Terms cannot lawfully override, that mandatory position prevails over the conflicting part of these Terms, and the rest of these Terms continues to apply.
93. Regional addenda
Eredox may publish a country or regional addendum for a specific jurisdiction (for example, Australia, the European Union/EEA, the United Kingdom, the United States and its states, Canada, New Zealand, Singapore, Japan, South Korea, India, Brazil, South Africa, or the United Arab Emirates) to reflect mandatory local law or local commercial practice. A published addendum applicable to Customer's jurisdiction prevails over these Terms to the extent of any conflict, per Section 90's order of precedence. Regional addenda must use proper versioning and notice and must not silently amend active customer agreements outside the applicable document-change process. As of the effective date, no country or regional addendum has been published.
94. Severability
If a provision of these Terms is held unenforceable, the rest of these Terms remains in effect, and the unenforceable provision is read down to the minimum extent needed to make it enforceable, or if that is not possible, severed.
95. Waiver
A failure or delay by either party to exercise a right under these Terms is not a waiver of that right.
96. Entire agreement
These Terms, together with any applicable Order Form, addendum, Data Processing Addendum, Service Level Agreement, Acceptable Use Policy, and Security and Shared Responsibility Schedule, are the entire agreement between the parties regarding the Services and supersede prior discussions on that subject, except a fraudulent misrepresentation.
97. No reliance
Each party confirms it has not entered into these Terms in reliance on a statement not set out in these Terms or the documents listed in Section 96, except a fraudulent misrepresentation.
98. Interpretation and priority
Section 90 governs the order of precedence between the documents forming the agreement. Within these Terms, a specific provision prevails over a general one to the extent of a direct conflict.
99. Contact details
Notices to Eredox, and questions about these Terms, must be sent using the legal contact details published in the NOVA Legal Centre. General product support is available at support@eredox.com.
100. Country or regional addendum notice
If Eredox publishes a country or regional addendum applicable to Customer's jurisdiction, it will be made available alongside these Terms via the NOVA Legal Centre, and Section 90 and Section 93 govern how it interacts with these Terms. Customer acknowledges that privacy, AI, electronic communications, security, sanctions, and related laws evolve over time, and Eredox may update regional addenda or compliance notices through the document-change process where needed to reflect Applicable Law. No such addendum exists as of the effective date.
101. Electronic marketing communications
Accepting these Terms is contractual acceptance only and does not, by itself, constitute consent to receive marketing communications; marketing consent, Privacy Policy acknowledgement, and required account, security, billing and legal communications are each treated separately, per Section 51. Eredox may send Customer or an Authorised User essential, non-marketing service communications (such as account, security, billing and legal notices) where legally permitted, without that being treated as marketing. Eredox will send marketing communications only where a lawful basis for doing so exists, such as an applicable consent or another basis recognised under Applicable Law. A recipient may withdraw marketing consent at any time using the unsubscribe facility provided in the relevant communication; withdrawing marketing consent does not stop essential service communications described above. Eredox may maintain a suppression record of a withdrawal so a recipient who has unsubscribed is not contacted again for marketing purposes. Where Customer uses a NOVA feature to send electronic messages to its own end users, Customer is responsible for complying with the electronic marketing and telemarketing law applicable to those messages, including obtaining any consent that law requires.
