1. Definitions
- "Acceptable Use Policy" means ARRO's Acceptable Use Policy found here at this link;
- "ARRO", "we", or "us" means ARRO Technologies Limited;
- "ARRO Account" means the ARRO account referred to in clause 4 of these Terms and Conditions;
- "Customer Data" means any content, plans, drawings, specifications or information that the Customer uploads to the ARRO website or provides to ARRO to facilitate the provision of the Services by ARRO;
- "Fees" means the fees or costs charged by ARRO for the provision of the Services and agreed by you when opening your ARRO Account or when ordering an ARRO service in your ARRO Account;
- "Privacy Policy" means ARRO's Privacy Policy found here at this link;
- "Services" means the services provided by ARRO from time to time, including the use of automated AI systems to analyse building and architectural plans, interpret 'Requests for Information' from Councils, identify potential compliance issues, and to draft responses to such 'Requests for Information';
- "Term" means the term of this agreement specified in clause 3 of these Terms and Conditions;
- "you" or "Customer" means the person or organisation using the service.
2. Agreement
2.1 You engage ARRO to provide the Services and ARRO agrees to provide the Services to you subject to these Terms and Conditions.
3. Term
3.1 The Term of this Agreement commences on the date that you create an ARRO Account and continues for the period of your subscription or until this agreement is earlier cancelled in accordance with clause 13.
4. Opening an ARRO Account
To use ARRO's service you must first successfully open an account on the ARRO website and provide the information required as part of that account opening process. With respect to your ARRO Account:
- If you are opening the account on behalf of a company or other entity, you warrant that you have the full authority of that company or entity to do so and to bind it to these Terms and Conditions.
- You must provide accurate and truthful information when opening your ARRO Account and keep it up to date at all times.
- You are responsible for safeguarding your credentials and for all activity under your ARRO Account.
- You must notify us promptly of any unauthorised use of your ARRO Account or of the ARRO website or service by emailing us at arrotechnology@gmail.com.
- You and any users of ARRO must be at least 16 years old to use the ARRO service.
5. Placing of orders & payment of Fees
5.1 To place an order for the Services you must use the ordering facility within your ARRO Account.
5.2 Before an order may be placed you must agree to the applicable Fees and pay the appropriate Fees to ARRO either by online banking or by credit card.
5.3 ARRO will not be required to commence or continue any Services unless and until the Fees applicable to those services have been paid by you and that payment has been received by ARRO in full.
5.4 If you do not pay any Fees or any part of the Fees when they are due for payment, then you agree that you must, in addition to the Fees due and payable, pay interest on such part of the Fees not so paid at a rate of 20% per annum accruing from the due date for payment to the date that payment is received in full by ARRO. In addition, you agree to pay ARRO's costs of any action or steps required to recover any unpaid amount from you, including any legal fees incurred by ARRO on a solicitor and client basis.
5.5 ARRO is entitled to review or adjust in its discretion the Fees applicable to any part of the Services at any time.
5.6 Unless stated otherwise, all Fees are exclusive of GST and other taxes, and are non-refundable except as required by law.
6. Supply of Services
6.1 Except as expressly provided in these Terms and Conditions, and to the maximum extent permitted by law, the Services are provided "as is" and "as available" without any warranties or guarantees of any kind, whether express or implied.
6.2 Nothing in these terms limits any rights you have under the New Zealand Consumer Guarantees Act 1993 that cannot lawfully be excluded. Where you acquire the Services for business purposes, you agree that the Consumer Guarantees Act 1993 does not apply.
7. Acceptable use
7.1 Your use of the Services or your ARRO Account must comply with our Acceptable Use Policy applicable from time to time, which is hereby expressly incorporated into these Terms and Conditions. We may amend or alter our Acceptable Use Policy from time to time, provided that we agree that we will notify you by email (to the email address detailed in your ARRO Account) of any such changes as soon as practicable after such amendments or alterations are made. Your continued use of the Services after delivery of such notice will be deemed to be acceptance by you of such amendments or alterations.
7.2 Without prejudice to our other rights and remedies, we may, without prior or written notice to you, suspend or cancel your access to your ARRO Account and/or the Services where we consider, in our absolute discretion, that material or repeated breaches of your obligations under clause 7.1 have occurred. In the event of such suspension or cancellation, you agree that ARRO will have no obligation or liability to you as a consequence or arising from such suspension or cancellation.
8. Customer information and data
8.1 Subject to clauses 8.3 and 8.4, ARRO acknowledges that you retain all ownership and rights in the Customer Data.
8.2 You warrant to ARRO that you have full right and licence to provide or upload the Customer Data to the ARRO website and to request that ARRO performs the Services; and you further warrant that in doing so you will not be in breach of any right or obligation to any third party. You indemnify and hold harmless ARRO against any claims at any time made against ARRO by any such third party in relation to any Customer Data that you have uploaded to the ARRO website.
8.3 To facilitate the provision of the Services, you grant ARRO, and the AI sub-processors appointed or used by us, a non-exclusive licence to host, read, process, transmit, use, employ, display and analyse the Customer Data as required to enable ARRO to provide the Services to you.
8.4 Subject to these Terms and Conditions, you agree that ARRO may use the Customer Data in accordance with ARRO's Privacy Policy, which is hereby expressly incorporated into these Terms and Conditions. You acknowledge that we may use AI sub-processors as part of the provision of the Services to you and that they will need to access, review and analyse your Customer Data to perform their function. We agree that we will only use such AI sub-processors in accordance with our Privacy Policy. We may amend or alter our Privacy Policy from time to time, provided that we agree that we will notify you by email (to the email address detailed in your ARRO Account) of any such changes as soon as practicable after such amendments or alterations are made. Your continued use of the Services after delivery of such notice will be deemed to be acceptance by you of such amendments or alterations.
9. AI features & Services disclaimer
9.1 You acknowledge that:
- (a) ARRO uses automated AI systems to provide the Services. This output, and therefore the Services, are provided to you for assistance purposes only and may be inaccurate, incomplete, or out of date. You further acknowledge that the Services do not constitute legal, engineering, architectural, surveying, or building-compliance advice.
- (b) Nothing produced or provided by ARRO amounts to a determination, approval, or assurance of compliance with the New Zealand Building Code, any standard, any consent condition, or any other Council requirement, and it does not replace the assessment or judgment of a Building Consent Authority or any other regulator.
- (c) You must independently review and verify all AI output and other information received by you as part of the provision of the Services by ARRO, and you must seek and rely upon the judgment and advice of appropriately qualified and licensed professionals before taking any further steps. You are solely responsible for any decisions that you make or information or documents that you may choose to submit to a Council.
10. Our intellectual property
The ARRO platform, software, and all related intellectual property are and remain owned by us and our licensors. We grant you a limited, non-exclusive, non-transferable right to use the Services during the term of this agreement, subject to these Terms and Conditions. You may not copy, reverse-engineer, resell, or create derivative works from the Services except as permitted by law.
11. Third-party services
11.1 You acknowledge that in providing the Services ARRO works in partnership with third-party services (including our hosting, database, authentication, and AI providers). We are not responsible for third-party services, and your use of them may be subject to such third party's terms and conditions.
12. Limitation of liability
12.1 If ARRO breaches this Agreement, ARRO is liable to you for reasonably foreseeable claims, damages, liabilities, losses or expenses caused directly by the breach up to the limits specified in clause 12.2. ARRO is not liable to you under this Agreement for your indirect, consequential or special loss, or loss of profit, however arising, whether under contract, in tort or otherwise, or for any loss of data or goodwill.
12.2 Notwithstanding clause 12.1, the maximum aggregate amount payable by ARRO, whether in contract, tort or otherwise, in relation to any claims, damages, liabilities, losses or expenses, shall be limited to the amount of the Fees charged by ARRO in respect of the relevant Services (exclusive of GST and disbursements) with a maximum limit of NZ$200.
12.3 Without limiting any defences a Party may have under the Limitation Act 2010, neither Party shall be considered liable for any loss or damage resulting from any occurrence unless a claim is formally made on a Party within 6 years from completion of the relevant Services.
12.4 If either Party is found liable to the other (whether in contract, tort or otherwise), and the claiming Party and/or a third party has contributed to the loss or damage, the liable Party shall only be liable to the proportional extent of its own contribution.
13. Cancellation
13.1 These Terms and Conditions will apply while you continue to use the Services.
13.2 You may cease using the Services and close your ARRO Account at any time, provided that you must notify ARRO of such cessation and closure as soon as reasonably possible.
13.3 Without prejudice to our other rights and remedies, we may (without compensation to you) cancel this Agreement and access to your ARRO Account and the Services if, in our opinion, you materially breach these Terms and Conditions, you fail to pay any money due to us when due, or where required by law. On such cancellation, your right to use the Services will end. In the event of such cancellation, you agree that ARRO will have no obligation or liability to you as a consequence or arising from such cancellation.
13.4 Following the end of this agreement, we will make your Customer Data available to you for export for a reasonable period of time after that event, after which it may be deleted by us. You agree that ARRO will have no obligation or liability to you as a consequence or arising from such deletion of your Customer Data.
13.5 Clauses 5.4, 6, 8, 9, 10, 11 and 12 of this agreement will survive any cancellation of this agreement.
14. Changes to these Terms and Conditions
14.1 We may amend or alter these Terms and Conditions from time to time, provided that we agree that we will notify you by email (to the email address detailed in your ARRO Account) of any such changes as soon as practicable after such amendments or alterations are made. Your continued use of the Services after delivery of such notice will be deemed to be acceptance by you of such amendments or alterations.
15. Governing law
15.1 These terms are governed by the laws of New Zealand, and the courts of New Zealand have exclusive jurisdiction.
16. Force majeure
16.1 Neither Party will be responsible for any act, omission or failure to fulfil its obligations under this Agreement if such act, omission or failure arises from any cause reasonably beyond its control, including personal illness or incapacity, or floods, earthquakes, or any other act of God.
17. Confidentiality
Subject to clauses 8.3 and 8.4, the parties agree that any information pertaining to this Agreement, including all Customer Data, prices, and the terms of this Agreement, remain strictly confidential, and are not to be disclosed to any other party except in the circumstances where:
- (a) the information is already in the public domain (otherwise than by breach of this clause);
- (b) a party is required to release the information by any statutory or regulatory obligation, or by any judicial or arbitration process;
- (c) a party decides to utilise a debt collection agent to recover any money under this Agreement. In that situation, that party may disclose to the debt collection agency such information as it may reasonably require for the recovery of such money;
- (d) the other party has consented in writing to the disclosure of the information.
18. Contact
Questions about these terms? Contact arrotechnology@gmail.com.