Terms of service · Refrendo

1. These terms, and who they are with

This agreement is between you and PAPACITO PTY LTD (ABN 44 669 345 500), which operates Refrendo. If you are agreeing on behalf of an organisation, you are telling us you have authority to bind it, and “you” means that organisation and everyone you let use your account.

You agree to these terms by creating an account, by using Refrendo, or by approving or signing a document through it. If you do not agree, do not use it.

We have written this in plain English deliberately. Where a term is firm, it is because it has to be, and we have tried to say why rather than bury it.

2. Your account

Give us accurate details and keep them current. You are responsible for everything done under your account, whether or not you authorised it, unless it was caused by our own breach of this agreement. Keep your credentials to yourself; they are not to be shared, sold or transferred.

If you sign in with a password, you must turn on two-step verification, or use a passkey and remove your password, before you can send documents. That is not optional: the documents you send hold other people’s personal information.

Tell us promptly at support@refrendo.com.au if you believe your account has been compromised. You must be at least 18. Refrendo is not for children.

3. What Refrendo does, and what it does not do

Refrendo moves a document through the people who have to approve and sign it, records what each of them did, and produces a completed document with a certificate and a tamper-evident audit trail. It is software, and nothing more than software.

We are not lawyers and Refrendo is not legal advice. Nothing on our website, in our help centre, in our emails or in the product is advice about your situation, and none of it should be relied on as such. We do not read your documents, we do not check them, and we do not tell you whether yours is any good.

We give you no assurance and accept no responsibility for any of the following. Each is yours to determine, with your own lawyer where the document matters:

Whether your document may be signed electronically at all. Some may not be, or not safely: wills, many statutory declarations, some powers of attorney and deeds, and anything going to a court or a land titles office. The rules differ between states and they change.
Whether your document is valid, binding, enforceable or fit for its purpose. A signature does not make a bad agreement good, and Refrendo has no view on what your document says.
Whether it needs a witness, a prescribed form, a particular execution method, registration, lodgement, stamping or anything else before or after signing. Signing a tenancy agreement through Refrendo does not lodge a bond.
Whether your use satisfies any regulator, court, tribunal, auditor, insurer or counterparty. We do not certify compliance with any standard or scheme.
Who the person signing actually is. This one is important. Refrendo confirms that somebody with access to a given email address opened the link sent to it and signed, and, where the sender asked for one, entered the access code the sender gave them, and records that in detail. It does not verify a human being’s identity. It is not an identity service, it does not check documents of identity, and it does not perform identity proofing of any kind. Where identity matters more than access to an email address, you must satisfy yourself of it by other means.

We do not offer certificate-based (PKI) digital signatures, qualified or advanced electronic signatures as defined under foreign law, or identity verification products. You accept the service as it is described on our website at the time you use it.

4. What you promise us

Each time you send a request, you promise us that:

you have authority to send that document, and to bind whoever you say you are acting for;
you own the content or have every right and licence needed to upload it, store it with us and send it to the people you are sending it to;
the content is lawful, is not misleading, and does not infringe anyone’s intellectual property, confidentiality, privacy or other rights;
you are entitled to give us each recipient’s name and email address, and to have us email them about your document;
you have given those people whatever privacy notice the law requires of you, and obtained any consent it requires;
you have determined that an electronic signature is appropriate for that document, having taken advice where you needed it;
you will comply with every law that applies to you in using Refrendo, including privacy, consumer, employment, tax and record-keeping law; and
you are not barred from receiving the service under any applicable sanctions or trade control law.

These promises are given afresh every time you use the service, and we are entitled to rely on them.

5. Your responsibilities

You decide what to send, who to send it to, and what it says. So you are responsible for:

The addresses you enter. If you type the wrong email address, the document goes to whoever holds that address. Check them. We cannot unsend an email.
The personal information you give us about other people. We handle recipients’ details for you and on your instruction, as our privacy policy explains. If a privacy law applies to you, meeting it is your job, not ours.
Keeping your own copies. Everyone who signs is emailed a link to download the completed document and, unless you choose otherwise, its certificate. The link expires after seven days. Download them. Retention inside Refrendo is limited by your plan and is not a record-keeping system, particularly where a law requires you to keep something for years.
Your people. Anyone you invite to your workspace acts for you. You are responsible for what they do, for removing them when they leave, and for the permissions you give them.
Your own systems. Your devices, your email accounts and your internet access are yours to secure. Most account compromises begin there.

6. Acceptable use, and what Refrendo is not for

Do not use Refrendo to break the law, to send anything you have no right to send, or to deceive anyone into signing something. Specifically, you must not:

impersonate any person or organisation, or send a document you are not authorised to send;
upload anything unlawful, fraudulent, defamatory, obscene, or infringing;
send bulk unsolicited messages, or use a recipient’s address for anything other than the request they were added to;
upload malware, attack or overload the service, probe or penetration-test it without our prior written permission, or circumvent any limit, rate limit, allowance or access control;
scrape the service, or access it by automated means other than our documented API;
copy, reverse engineer, decompile or attempt to derive the source code of the service, except to the extent that restriction is void by law;
use the service to build or benchmark a competing product, or publish a performance comparison without our written consent;
resell, sublicense or white-label the service without our written agreement; or
let anyone else do any of the above through your account.

Refrendo is not for high-risk use. It is not designed or offered for any purpose where failure or delay could lead to death, personal injury, or severe environmental or property damage, and it must not be used for one. It is not to be used for any document requiring a notary, or a form of execution Refrendo does not support. Where a document needs a witness, Refrendo’s witnessing records who witnessed the signature, how they say they saw it and what they declared; whether that meets the requirement is yours to determine, as section 3 says.

If you find a security vulnerability, tell us at security@refrendo.com.au. We would rather hear it from you, and we will not pursue anyone who reports one responsibly.

7. Plans, fees and payment

Plans, allowances and prices are on our pricing page and form part of this agreement. Paid plans are billed in advance in Australian dollars, month to month unless you have agreed otherwise, and you can cancel from your billing page at any time with effect from the end of the period you have paid for. We do not refund part-periods unless the law requires it or we have got something wrong.

Prices are in Australian dollars. We are not registered for GST, so no GST is charged, and your invoice says so. You are responsible for any other tax arising from your use of the service.

A request counts once against your allowance however many people approve or sign it. Reminders, resending after changes and passing a request to someone else never count again. If you reach your allowance, work already sent carries on and nobody is blocked from signing; new requests wait until the next period unless you buy a pack or change plan. We do not add overage charges you did not ask for.

If we change our prices, we will give you at least 30 days’ notice by email before the change applies to you, and you may cancel before it takes effect rather than pay the new price. A price change never applies to a period you have already paid for.

If an amount is not paid when due, we will tell you and give you 7 days to fix it before we suspend anything. Amounts unpaid after that may carry interest at the Reserve Bank of Australia cash rate plus 2% a year, calculated daily, and we may recover the reasonable costs of collecting them.

8. Free plan, beta and community program

The free plan has no time limit and needs no card. We will not move you to a paid plan automatically.

While Refrendo is in closed beta, access is by invitation and free. Beta software has more rough edges than settled software: features may change or be withdrawn, and you should not rely on the beta for anything you cannot afford to have go wrong. Subject to section 13, the beta is provided as it is. We will tell you before the beta ends and before any charging begins, and we never take a card during it.

Approved groups in the community program get free access, reviewed once a year. Approval is at our discretion and depends on the eligibility conditions published on that page being true and staying true. If a group stops meeting them we will tell it and give it 30 days to move to a paid plan. If the information in an application was materially wrong, we may withdraw the access immediately.

9. Availability and support

We work to keep Refrendo available and we publish its current state at status. We do not offer a contractual uptime guarantee at this stage. We will give notice of planned maintenance where we reasonably can. We may add, change, or withdraw features at any time, and we may set and adjust fair use limits where we reasonably need to protect the service or other customers, provided we do not materially reduce the core function of the service during a period you have paid for.

Support is by email at support@refrendo.com.au, during Australian business hours.

10. Your content, and our software

Your documents are yours. We claim no ownership of them. You give us only the licence we need to run the service for you: to store, copy, transmit, process and display your content so that it reaches the people you are sending it to and so that we can produce the completed document and its certificate. That licence is non-exclusive, worldwide and royalty-free, lasts as long as we hold the content, and ends when it is deleted, except for the parts of the record we have explained we cannot remove.

We do not use the contents of your documents to train machine learning models.

Refrendo itself, including the software, the website, the documentation and our trade marks, stays ours, along with every improvement to it. You get no rights in it other than the right to use the service under this agreement. If you send us feedback or an idea, we may use it without owing you anything.

11. Confidentiality

We treat your documents as confidential. We access them only where we need to in order to run the service, to fix a problem you have reported, to deal with a security incident, or where the law compels us. Our people are bound to keep them confidential.

You will treat as confidential anything we give you that is not public, including any non-public part of the service and anything you learn from taking part in the beta.

12. Services we rely on

Refrendo runs on services provided by others, including hosting, email delivery, payment processing and, where you choose it, your own identity provider. Those services are listed in our privacy policy. We choose them carefully and remain responsible to you for the service we provide, but we are not responsible for the acts, failures or terms of a third party you contract with yourself, such as your identity provider or your email host, or for an email being blocked, delayed or filtered by a system we do not control.

13. Your rights under the Australian Consumer Law

Some rights cannot be signed away. This section overrides anything else in this agreement that conflicts with it.

Our services come with guarantees that cannot be excluded under the Australian Consumer Law, including that they will be supplied with due care and skill and be reasonably fit for purpose. Nothing in this agreement excludes, restricts or modifies any right, guarantee, warranty or remedy you have under the Australian Consumer Law or any other law that cannot lawfully be excluded. If a term of this agreement would do that, it does not apply to that extent, and the rest of the agreement still stands.

Where we are permitted by law to limit our liability for breach of a consumer guarantee, and where it is fair and reasonable for us to rely on that limit, our liability is limited to supplying the services again or paying the cost of having them supplied again.

14. Our liability

Read this together with section 13, which comes first.

Neither of us is liable to the other for loss of profit, loss of revenue, loss of anticipated savings, loss of goodwill, loss of opportunity, loss or corruption of data, or any indirect or consequential loss, however it arises.

Subject to section 13, our total liability to you for everything connected with this agreement, whether in contract, tort including negligence, statute or otherwise, is capped in aggregate at the greater of the fees you paid us in the 12 months before the claim arose and A$1,000. We have set a floor as well as a cap, because a customer on a free or community plan should not find the cap is nil.

That cap does not apply to our liability for death or personal injury caused by our negligence, for fraud, or for our wilful misconduct.

Without limiting the above, and subject to section 13, we are not liable for:

a document being invalid, ineffective, rejected, refused registration or unenforceable, or anything that follows from it, where the cause is a matter described in section 3;
a person not being who they claimed to be;
a document reaching the wrong person because of an address you entered;
loss caused by your breach of this agreement, or by content you sent; or
anything genuinely outside our reasonable control, which does not excuse a failure to pay.

Any claim must be brought within 12 months of the day you first became aware, or reasonably should have become aware, of the matter giving rise to it, except where a law does not allow that limit.

Our liability is reduced to the extent your own act, omission or breach caused or contributed to the loss.

15. Your indemnity

You will indemnify us against reasonable loss, damage and legal costs we suffer from a third-party claim, including a claim by a recipient of one of your documents, arising out of the content you sent, your breach of the promises in section 4, your breach of section 6, or your breach of a law in using Refrendo.

This applies only so far as the claim was actually caused by what you did. It does not cover anything caused by our own breach, negligence or misconduct, and it is reduced to the extent we contributed to the loss. We will tell you promptly about any such claim, let you take over its defence if you want it, not settle it without asking you, and take reasonable steps to keep the cost down.

16. Suspension and ending the agreement

You can stop whenever you like, from your billing page or by telling us.

We can end this agreement by giving you 30 days’ notice. We can also end it, or suspend your access, where you are in material breach and have not fixed it within 14 days of us telling you what it is.

Where we end this agreement for your breach, fees already paid are not refunded.

We can suspend immediately, without that notice, only where we reasonably need to: where your use is unlawful or we reasonably suspect fraud, where it threatens the security, integrity or availability of the service or other customers, where an amount remains unpaid after the notice in section 7, or where we are required to by law. If we do, we will tell you why as soon as we can and restore access as soon as the reason has gone.

Requests already in flight when an account is suspended are not deleted.

17. Your documents when the agreement ends

You have 14 days from the end of the agreement to download your documents and certificates. After that they are deleted in the ordinary course. Everyone who signs is emailed a link to download the completed document and, unless you chose otherwise, its certificate at the time, so this window is your second chance at a copy rather than your only one. We are not obliged to produce exports in any particular format, or to restore anything once it is deleted.

Two things survive, as explained in our privacy policy: the audit trail, which is append-only because that is what makes it evidence, and documents you signed that belong to other parties as well as to you, which stay in their records.

18. Changes to these terms

We may change these terms. If a change is material and adverse to you, we will give you at least 30 days’ notice by email before it takes effect, and you may end the agreement before then rather than accept it. Minor changes, such as correcting an error or a change of address, take effect when we publish them. We will not change these terms retrospectively.

19. Disputes

If something has gone wrong, email support@refrendo.com.au first and set out what you want. We would rather fix a problem than argue about one.

If we cannot settle it within 30 days, either of us may take it further. This does not stop either of us seeking an urgent injunction, and it does not affect your right to go to a consumer body, a tribunal or the Office of the Australian Information Commissioner at any time.

This agreement is governed by the laws of New South Wales, Australia, and we each submit to the non-exclusive jurisdiction of its courts.

20. Notices and general

We give you notice by email to the address on your account, and it is taken to be received when sent unless we are told it did not arrive. Keep that address current. You give us notice at support@refrendo.com.au.

These terms, together with our privacy policy and the pricing page, are the whole agreement between us about Refrendo, and replace anything said before it. Neither of us has relied on any statement not written in it, though nothing here excludes liability for fraud or misleading conduct.

Sections 3, 4, 10, 11, 13, 14, 15, 17, 19 and 20 survive the end of this agreement, along with any other term that by its nature should.

If part of this agreement is unenforceable, that part is severed and the rest continues. If we do not enforce something straight away, we have not given up the right to enforce it later. You may not transfer this agreement without our consent, which we will not unreasonably withhold; we may transfer it to a buyer of the business, on notice to you. Nothing here makes either of us the other’s partner, agent or employee, and nobody other than you and us has rights under it.

Sales enquiries: sales@refrendo.com.au. Everything else: support@refrendo.com.au.