Terms and Conditions

This Business API Terms of Service document (the “TOS” or the “Contract”) is an agreement you must accept in order to use the Business API website, mobile applications, plugins, extensions and API (the “Services”) (as described below). This document describes both your rights and your obligations as part of using the Services. It is important that you read it carefully because you will be legally bound to these terms. Business API Pty Ltd (“Business API” “we” “us”) only provides the Services to you subject to this TOS. By accepting this TOS or by accessing or using the Services, you agree to be bound by this TOS (including the Privacy Policy, incorporated here by reference).

If you are entering into this TOS on behalf of a company or other legal entity, you represent that you have the authority to bind such entity to this TOS. In that case, the terms “you” or “your” shall also refer to such entity. If you do not have such authority, or if you do not agree with this TOS, you may not use the Services. You acknowledge that this TOS is a contract between you and Business API, even though it is electronic and is not physically signed by you and Business API, and it governs your use of the Services.

1. Definitions

Authorised User or User – Individuals authorised by Customer.
Customer – The organisation that is entering into this TOS.
Customer Data – Data submitted to us, like API calls, tasks, messages or files.
Application – Any software application, website, or product you create or service you offer using the Services (defined below).
API Documentation – The documentation, data and information that Business API provides regarding the use of the Services through the Developer Site.
Data – means any data and content uploaded, posted, transmitted or otherwise made available by users via the Services, including messages, files, comments, profile information and anything else entered or uploaded into the Service by a user of the Service.
Developer Site – Business API's Developer Site found at https://businessapi.com.au/
Business API or “our API” – The publicly available Business API Application Programming Interface (“API”) as well as the related API Documentation.
Business API Brand – The Business API brand and brand assets, including names, logos, trade names and trademarks.
Business API Service(s) – Business API's business process management and related systems and technologies, as well as the website https://businessapi.com.au (the “Site”), and all software, applications, data, reports, text, images, and other content made available by or on behalf of Business API through any of the foregoing. The “Service” does not include Data or any software application or service that is provided by you or a third party (including Applications), whether or not Business API designates them as “official integrations”.

2. API License, Plugins and Subscriptions

As long as you follow this TOS, Business API grants you a limited, non-exclusive, non-assignable, non-transferable license to use the APIs to develop, test, and support any software application, website, or product, to integrate the Business APIs with your Application and to use our plugins and extensions. Your license is subject to the limitations set forth in Section 4.2 through 4.11, and you agree that violation of Section 4 will automatically terminate your license to use the Business APIs.

A subscription allows an User to access the Services. A subscription may be procured through the Services interface, or in some cases, via an order form entered into between Customer and us (each, an “Order Form”). Each User must agree to the Terms to activate their subscription. Subscriptions commence when we make them available to Customer and continue for the term specified in the Services “check-out” interface or in the Order Form, as applicable. Each subscription is for a single User for a specified term and is personal to that User. We sometimes enter into other kinds of ordering arrangements, but that would need to be spelled out and agreed to in an Order Form.

Business API ECR API – API that allows you to lodge company registration applications with ASIC, the form 201.
Business API EDGE API – API that allows you to lodge various documents with ASIC, for example forms 484, RA71, 361, 362, etc.
Business API Wordpress Plugin – Plugin that enables your Wordpress website to capture form 201 data, process it and lodge it via the Business API ECR API.

We may share information about our future product plans. Our public statements about those product plans are an expression of intent, but do not rely on them when making a purchase. If Customer decides to buy our Services, that decision should be based on the functionality or features we have made available today and not on the delivery of any future functionality or features.

3. Responsabilities

Our responsabilities are:

  • To provide the services - We will (a) make the Services available to Customer and its Authorized Users as described in the Contract; and (b) not use or process Customer Data for any purpose without Customer’s prior written instructions; provided, however, that “prior written instructions” will be deemed to include use of the Services by Authorized Users and any processing related to such use or otherwise necessary for the performance of the Contract. Be assured that (a) the Services will perform materially in accordance with our then-current support pages; and (b) we will not materially decrease the functionality of a Service during a subscription term. For any breach of a warranty in this section, Customer’s exclusive remedies are those described in the sections titled “Termination for Cause” and “Effect of Termination”.
  • Keeping the Services Available - For all Service plans, we will use commercially reasonable efforts to make the Services available 24 hours a day, 7 days a week, excluding planned downtime or ASIC downtime. We expect planned downtime to be infrequent but will endeavor to provide Customer with advance notice (e.g., through the Services), if we think it may exceed five (5) continuous minutes.
  • Protecting Customer Data - The protection of Customer Data is a top priority for us so we will maintain administrative, physical, and technical safeguards at a very high level. These safeguards will include measures for preventing unauthorized access, use, modification, deletion and disclosure of Customer Data by our personnel. Before sharing Customer Data with any of our third party service providers, we will ensure that the third party maintains, at a minimum, reasonable data practices for maintaining the confidentiality and security of Customer Data and preventing unauthorized access. Customer (not us) bears sole responsibility for adequate security, protection and backup of Customer Data when in Customer’s or its representatives’ or agents’ possession or control. We are not responsible for what Customer’s Authorized Users or Non Business API Products do with Customer Data. That is Customer’s responsibility.

4. Use of APIs, Data and Services

The following identifies limitations on use related to the Services:

  1. Reliance on API. Business API is still evolving, and we need the flexibility to occasionally make changes to our APIs, including backwards incompatible ones. We will try to give notice of such changes. Also, parts of our API are undocumented, including certain methods, events, and properties. Given that these undocumented aspects of our API may change at any time, you should not rely on these behaviors.
  2. Applicable laws or agreements. You may not use the Services in violation of any law or regulation, or rights of any person, including but not limited to intellectual property rights, rights of privacy, or rights of personality, or in any manner inconsistent with this TOS or Business API's other agreements to which you are subject.
  3. Scope of acceptable use. You may not use the Services or any other technology in a manner that accesses or uses any information beyond what Business API allows under this TOS or the Documentation; that changes the Business API Services; that breaks or circumvents any of Business API's technical, administrative, process or security measures; that disrupts or degrades the performance of the Business API Services; or that tests the vulnerability of Business API's systems or networks.
  4. Malware. You may not transmit any viruses or other computer programming that may damage, detrimentally interfere with, surreptitiously intercept, or expropriate any system or data.
  5. Reverse engineering. You may not attempt to reverse engineer or otherwise derive source code, trade secrets, or know-how in the Services or portion thereof;
  6. Functionality. You may not use the Services to replicate or compete with core products or services offered by Business API. You acknowledge and agree that Business API has or may in the future offer products or services that are similar to your Application, and nothing will prevent Business API from doing so;
  7. Commercial Use. You may charge for your Application. However, you may not sell, rent, lease, sublicense, redistribute, or syndicate access to the Services.
  8. Advertising. You may place advertisements on and around your Application. However, you may not:
  • Place any advertisements within Business API Service channels, and your advertisements may not resemble or be reasonably likely to confuse users as being a Business API Service message;
  • Use Data or any content from Business API in any advertisements or for purposes of targeting advertisements, in your Application or elsewhere; or
  • Use contact information obtained from Business API (including email addresses) to contact Business API users outside of Business API without their express permission.
  1. Rate Limits. You will not attempt to exceed or circumvent limitations on access, calls and use of Business API, or otherwise use the Business API in a manner that exceeds reasonable request volume, constitutes excessive or abusive usage, or otherwise fails to comply or is inconsistent with any part of this TOS or the Documentation. Our present rate limits are 15 requests per second per IP address, as well as 15 requests per second per session/bearer token.
  2. Use for promotion of gambling or adult content. You may not use the Services in any Application that includes adult content, promotes gambling, involves the sale of tobacco or alcohol to persons under 18 years of age, or otherwise violates any applicable law or regulation.
  3. Distribution of your application. You may not distribute or allow access to the Services to anyone other than, if applicable, the company on whose behalf you entered into this TOS. Anyone who wants to access our APIs must agree to be bound by this TOS.

5. Use of Business API Brand or Marks

You must not use the Business API Brand in a way that suggests your service is endorsed by, sponsored by, or associated with Business API, and you must abide by Business API's Brand Guidelines available on request.

6. Storage of Data

  1. Caching Data - Where Data is cached, you should refresh the cache at least every 24 hours.
  2. Secure Storage Measures - All Data should be stored and served using strong encryption.
  3. No Other Storing - You may not copy or store any Data or capture or store any information expressed by the Data (such as hashed or transferred data), except to the extent permitted by this TOS.

7. Security Measures

  1. Protections - The network, operating system and software of your web servers, databases, and computer systems (collectively, “Your Systems”) must be properly configured to securely operate your Application and store Data. Your Application must use reasonable security measures to protect your own and your users’ information. You must not architect or select Your Systems in a manner to avoid the foregoing obligation.
  2. Reporting - You must promptly report any security deficiencies in, or intrusions to, your Systems to Business API in writing via email to hello@businessapi.com.au or subsequent contact information posted on the Developer Site. This includes any unauthorised access, use, disclosure or destruction of Data. You will work with Business API to immediately correct any security deficiency, and will immediately disconnect any intrusions or intruder. In the event of any security deficiency or intrusion involving the Application, Business APIs or Data, you will make no public statements regarding such deficiencies or intrusions (e.g., press, blogs, social media, bulletin boards, etc.) without prior written and express permission from Business API in each instance.

8. Ownership

As between you and us, we own all rights, title, and interest, including all intellectual property rights, in and to, the (1) Business APIs, Documentation, and all elements and components thereof; (2) Data; (3) Business API Services; and (4) Brand Features (collectively, the “Business API Materials”). The only exception to this is Data that you as a Business API user have licensed to Business API under the Terms of Service, which governs that Data. Except for the express licenses granted in this TOS, Business API does not grant you any right, title, or interest in the Business API Materials. You agree to take such actions as Business API may reasonably request to perfect Business API's rights to the Business API Materials.

We own and will continue to own our Services, including all related intellectual property rights. We may make software components available, via app stores or other channels, as part of the Services. We grant to Customer a non-sublicensable, non-transferable, non-exclusive, limited license for Customer and its Authorized Users to use the object code version of these components, but solely as necessary to use the Services and in accordance with the Contract and the User Terms. All of our rights not expressly granted by this license are hereby retained.

9. Term and Termination

“Termination for Cause” and “Effect of Termination”

  1. Duration of Terms - This TOS will go into effect on the date upon which you agree to them, by accessing or using the Business API Services, and will continue until terminated as set forth herein.

  2. Your Right to Terminate - You may terminate this TOS by discontinuing use of our APIs and the Business API Service without cause.

  3. Termination for Cause - We or Customer may terminate the Contract on notice to the other party if the other party materially breaches the Contract and such breach is not cured within thirty (30) days after the non-breaching party provides notice of the breach. Customer is responsible for its Authorized Users, including for any breaches of this Contract caused by its Authorized Users. We may terminate the Contract immediately on notice to Customer if we reasonably believe that the Services are being used by Customer or its Authorized Users in violation of applicable law.

  4. Suspension; Termination - We may change, suspend or discontinue the Business API and suspend or terminate your use of the Business API, the Business API Service, and/or Business API Brand at any time and for any reason, without notice. Without limiting the foregoing, we may limit your Application’s access to the Business API if it, in our sole discretion, may negatively affect our Service or our ability to provide our Service.

  5. Effect of Termination - Upon termination of this TOS:

  • No fees will be refunded;
  • No fees will be refunded;
  • All rights and licenses granted to you will terminate immediately;
  • You will promptly destroy Documentation and any other Business API information in your possession or control that was received under this TOS;
  • Unless we agree otherwise in writing or as stated in this TOS, you must permanently delete all Data and other information that you stored pursuant to your use of the Business APIs. Business API may request that you certify in writing your compliance with this section; and
  • Business API will make commercially reasonable efforts to remove all references and links to your Application from its Services (Business API has no other obligation to delete copies of, references to, or links to your Application).

The following sections of this TOS shall survive any termination, Sections 4 (“Use of APIs, Data and Services”), 5 (“Use of Business API Brand or Marks”), 7 (“Security Measures”), 8 (“Ownership”), 9 (“Term and Termination”), 10 (“Other Important Terms”), 11 (“Disclaimer of Warranties; Limitation of Liability; Indemnity”), 12 (“Dispute Resolution”) and 13 (“General Legal Terms”).

10. Other Important Terms

  1. Legal Representations - You represent and warrant to Business API that, excluding Business API Materials, you have the right to use, reproduce, transmit, copy, publicly display, publicly perform, and distribute your Application, and that use of your Application by Business API and its users will not violate the rights of any third party (e.g., copyright, patent, trademark, privacy, publicity or other proprietary right of any person or entity), or any applicable regulation or law, the laws of any country in which your Application is made available and any applicable export laws.
  2. Modification of the TOS - We may change, add to or delete this TOS or any portion thereof from time to time in our sole discretion. If we make a material change to this TOS, we will provide you with reasonable notice prior to the changes either by emailing the email address associated with your account or by posting a notice on the Developer Site. You acknowledge that these updates and modifications may adversely impact how you access, use, and communicate with the Business API. If any change in unacceptable to you, then your only recourse is to cease all use of the Business API. Your continued access or use of the Business API will mean that you agree to the updates and modifications.
  3. Other Applicable Agreements - You and your Application must also comply with the following, which are hereby incorporated by reference:
  • Business API Privacy Policy

In the event of any conflict between the content in this document and the above documents, this document controls your use of the Business APIs.

11. Disclaimer of Warranties; Limitation of Liability; Indemnity

  1. NO WARRANTIES - THE Business API AND ALL RELATED COMPONENTS AND INFORMATION ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS WITHOUT ANY WARRANTIES OF ANY KIND, AND Business API EXPRESSLY DISCLAIMS ANY AND ALL WARRANTIES, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, TITLE, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. YOU ACKNOWLEDGE THAT Business API DOES NOT WARRANT THAT THE Business API WILL BE UNINTERRUPTED, TIMELY, SECURE, ERROR-FREE OR VIRUS-FREE, NOR DOES IT MAKE ANY WARRANTY AS TO THE RESULTS THAT MAY BE OBTAINED FROM USE OF THE Business API, AND NO INFORMATION, ADVICE OR SERVICES OBTAINED BY YOU FROM Business API OR THROUGH THE DEVELOPER SITE SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THIS TOS.
  2. LIMITATION ON LIABILITY - UNDER NO CIRCUMSTANCES AND UNDER NO LEGAL THEORY (WHETHER IN CONTRACT, TORT, OR OTHERWISE) SHALL Business API BE LIABLE TO YOU OR ANY THIRD PARTY FOR (A) ANY INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, CONSEQUENTIAL OR PUNITIVE DAMAGES, INCLUDING LOST PROFITS, LOST SALES OR BUSINESS, LOST DATA, OR (B) FOR ANY AMOUNT IN THE AGGREGATE IN EXCESS OF THE FEES ACTUALLY PAID BY YOU IN THE ONE (1) MONTH PRECEDING THE EVENT GIVING RISE TO YOUR CLAIM OR, IF NO FEES APPLY, ONE HUNDRED (A$100) DOLLARS, OR (C) ANY MATTER BEYOND OUR REASONABLE CONTROL. THE PROVISIONS OF THIS SECTION ALLOCATE THE RISKS UNDER THIS TOS BETWEEN THE PARTIES, AND THE PARTIES HAVE RELIED ON THESE LIMITATIONS IN DETERMINING WHETHER TO ENTER INTO THIS TOS. Some jurisdictions do not allow the exclusion of implied warranties or limitation of liability for incidental or consequential damages, which means that some of the above limitations may not apply to you. IN THESE JURISDICTIONS, Business API's LIABILITY WILL BE LIMITED TO THE GREATEST EXTENT PERMITTED BY LAW.
  3. Indemnity - You agree to defend, hold harmless and indemnify Business API, and its subsidiaries, affiliates, officers, agents, employees, and suppliers, from and against any third party claim arising from or in any way related to your or your users’ use of the Application, Business API or Data, use of Business API Brand, or violation of this TOS, including any liability or expense arising from all claims, losses, damages (actual and consequential), suits, judgments, litigation costs and attorneys’ fees, of every kind and nature. In such a case, we will provide you with written notice of such claim, suit, or action. You further agree to defend, hold harmless and indemnify Business API, and its subsidiaries, affiliates, officers, agents, employees, and suppliers, should we change, suspend or discontinue the Business API and suspend or terminate your use of the Business API, with or without prior notice.

12. Dispute Resolution

This TOS and any claim, cause of action or dispute (“Claim”) arising out of or related to this Agreement shall be governed by the laws of the state of Queensland, Australia, regardless of your country of origin or where you access the Business API Service, and notwithstanding any conflicts of law principles and the United Nations Convention for the International Sale of Goods. You and Business API agree that all Claims arising out of or related to this Agreement must be resolved exclusively in the courts located in the City of Southport, Queensland. You and Business API agree to submit to the personal jurisdiction of the courts located within the City of Southport, Queensland – and agree to waive any and all objections to the exercise of jurisdiction over the parties by such courts and to venue in such courts for the purpose of litigating all such Claims. Notwithstanding the above, you agree that Business API shall still be allowed to apply for injunctive remedies (or an equivalent type of urgent legal relief) in any jurisdiction. You agree that these Terms shall supersede any and all contractual agreements that you enter into with Business API Pty Ltd.

13. General Legal Terms

  1. Severability - If any provision of this TOS is found to be illegal, void, or unenforceable, the unenforceable provision will be modified so as to render it enforceable to the maximum extent possible in order to effect the intention of the provision; if a term cannot be so modified, it will be severed and the remaining provisions of this TOS will not be affected in any way.
  2. Language - Where Business API has provided you with a translation of the English language version of this TOS or any document referenced in this TOS, you agree that the translation is provided for your convenience only and that the English language versions of any such document, will control.
  3. Notice and Service of Process - We may notify you via postings on the Developer Site or via the email address associated with your Application or Business API Service account. Business API accepts service of process by mail or courier at the physical address set forth in Section 13.9 below. Any notices that you provide without compliance with this section shall have no legal effect.
  4. Entire Agreement - This TOS and any documents incorporated into this TOS by reference, constitute the entire agreement between you and Business API regarding the Business APIs and Services, and supersedes all prior agreements and understandings, whether written or oral, or whether established by custom, practice, policy or precedent, with respect to the subject matter of this TOS.
  5. No Informal Waivers, Agreements, or Representations - Our failure to act with respect to a breach of this TOS by you or others does not waive our right to act with respect to that breach or subsequent similar or other breaches. No representations, statements, consents, waivers or other acts or omissions by any Business API affiliate shall be deemed legally binding on any Business API affiliate, unless documented in a physical writing hand signed by a duly appointed officer of Business API.
  6. Injunctive Relief - In no event shall you seek or be entitled to rescission, injunctive or other equitable relief, or to enjoin or restrain the operation of the Developer Site or Business API Service or any Business APIs, or other material used or displayed through the Business API Developer Site or Business API Service.
  7. Assignment and Delegation - You may not assign or delegate any rights or obligations under this TOS, including in connection with a change of control. Any purported assignment and delegation shall be ineffective. We may freely assign or delegate all rights and obligations under this TOS, fully or partially without notice to you. We may also substitute, by way of unilateral novation, effective upon notice to you, Business API Pty Ltd for any third party that assumes our rights and obligations under this TOS.
  8. Potential Other Rights and Obligations - You may have rights or obligations under local law other than those enumerated here if you are located outside Australia.
  9. How to Contact Us - If you have questions or comments about this TOS, or wish to make use of our Business API in any way not permitted by this TOS, please contact us via email on hello@businessapi.comau or by physical mail at:

Business API Pty Ltd
4 / 20 Welch Street
Southport, QLD 4215
Australia