Terms of Use

Last Updated: 01/12/2025

These Terms of Use (“Terms”) govern accessto and use of the Vertex Pulse platform, including all modules, features,tools, APIs, documentation, and communication systems (collectively, the“Platform”). The Platform is operated by Vertex Pulse Pty Ltd (ABN 84 679742 968) of Level 5, Nexus Building, 4 Columbia Court, Norwest NSW 2153,(“Vertex Pulse”, “We”, “Us”, “Our”).

By accessing or using the Platform, you(“Customer”, “You”, “Your”) agree to these Terms. If you do not agree to theseTerms, do not use the Platform.

If you are entering this agreement onbehalf of an organisation, you represent that you are authorised to bind thatorganisation.

Definitions

“Platform” refers to the Vertex Pulse modular compliance system, including:

  • Vertex Pulse Core
  • FuelSync
  • FuelPulse
  • VP Hub
  • Vertex Advisor
  • Vertex Studio
    as well as all future modules, enhancements, and add-ons.

“Customer Data” means all data uploaded, inputted, or transmitted by Customer or its users, including regulatory, operational, environmental, safety, training, inventory, fuel pricing, or communications data.

“Personal Information” means information regulated under the Privacy Act 1988 (Cth) or equivalent laws.

“VP Hub Communications” refers to system-generated internal communication addresses, including site inboxes, user inboxes, department inboxes, and automated notifications.

“Enterprise Deployment”
means a dedicated instance of the Platform hosted in Customer’s private cloud environment or Customer-owned database.

“Authorized Users” means individuals Customer permits to access the Platform.

“Confidential Information” means non-public business, regulatory, or technical information shared between the parties.

Competitors, their agents, consultants, or representatives are strictly prohibited from accessing or evaluating the Platform without written permission.

Access and License

Grantof License

Vertex Pulse grants Customer a non-exclusive, non-transferable license to use the Platform for internal business, operational, environmental, and safety compliance purposes.

Acceptable Use

Customer must not:

  • resell or sublicense the Platform
  • attempt to reverse-engineer, decompile, reproduce, or derive     source code
  • use the Platform to build or enhance a competing product
  • input fraudulent, unlawful, or misleading data
  • interfere with system integrity, security, or performance

User Responsibilities

Customer is responsible for:

  • ensuring all Authorized Users comply with these Terms
  • maintaining accurate site, operational, and regulatory data
  • configuring user permissions in accordance with internal policies
  • securing all login credentials and SSO/MFA requirements

Vertex Pulse is not responsible forthe accuracy of Customer Data or for errors in regulatory submissions made byCustomer.

Platform Modules

The Platform consists of modular systems that may be purchased individually or combined.

VP Hub Communications

VP Hub provides:

  • persistent site-level inboxes
  • user-level inboxes
  • internal communication distribution
  • compliance-related notifications
  • audit trails for message metadata

Site inboxes remain attached to the physical site, not individual personnel. User inboxes may be archived upon account deactivation.

Vertex Advisor (AI Advisory System)

Vertex Advisor provides automated regulatory guidance using Machine Learning.
Customer acknowledges that:

  • outputs are not legal advice
  • AI results depend on the accuracy of Customer Data
  • queries may be logged for operational reliability unless Customer requests otherwise
  • logs are configurable per customer during enterprise deployment

Hosting & Deployment Options

Default Hosting (Multi-Tenant SaaS)

The Platform is primarily hosted on AWS Sydney Region (ap-southeast-2).

Custom Enterprise Hosting

For large enterprise Customers, VertexPulse may offer:

  • deployment in Customer’s private AWS, Azure, or GCP environment
  • use of Customer-owned databases
  • dedicated VPC isolation
  • custom data residency (any region globally)

Such deployments require a separateagreement and may incur additional fees.

Service Levels

For the default SaaS environment:

  • Target uptime: 99.9%
  • Scheduled maintenance communicated via VP Hub or email
  • Enterprise customers may request a formal SLA

Data Ownership & IP

Customer retains ownership of all Customer Data.

Vertex Pulse retains ownership of:

  • the Platform and all modules
  • AI models and logic
  • designs, workflows, and documentation
  • future enhancements and developments

Customer grants Vertex Pulse a license to process Customer Data for the purpose of providing services.

Feedback may be used to improve the Platform without obligation.

Confidentiality

Both parties agree to keep all non-public information confidential. Confidentiality obligations survive termination.

Security & Compliance

Vertex Pulse implements security controls including:

  • encryption at rest and in transit
  • SSO/SAML integrations
  • RBAC (role-based access control)
  • multi-region backups
  • audit logging
  • disaster recovery architecture

Customer agrees to maintain strong accesscontrols and notify Vertex Pulse if unauthorized access is suspected.

Third-PartySystems & Integrations

The Platform may integrate with third-party applications such as:

  • ERP (e.g., SAP, Workday)
  • SCADA & tank gauge systems
  • competitor fuel price APIs
  • messaging/notification systems
  • Intercom (website communication)

Vertex Pulse is not liable for failures originating from third-party systems.

Platform Modifications

Vertex Pulse may update or improve the Platform at any time. Material changes will be communicated through VP Hub or email.

Fees& Billing

Fees are outlined in Customer’s Order Form,Proposal, MSA, or SLA.
Non-payment may result in suspension of service.

Warranties& Disclaimers

Vertex Pulse provides the Platform “as-is” except where expressly warranted in an MSA.
Vertex Pulse does not warrant that:

  • the Platform ensures legal or regulatory compliance
  • reports or insights will be free from error
  • service will be uninterrupted

Limitation of Liability

To the maximum extent permitted by law:

  • Vertex Pulse’s total liability is limited to the amount paid by     Customer in the preceding 12 months
  • Vertex Pulse is not liable for indirect, incidental, or consequential damages
  • Vertex Pulse is not responsible for regulatory fines or penalties arising from Customer Data inaccuracies

Termination

Either party may terminate for material breach with 30 days’ notice.
Upon termination:

  • Customer may export data for 30 days
  • VP Hub communications may be retained for compliance (7-year     default unless Customer specifies otherwise)
  • Data may persist in encrypted backups for DR purposes

Governing Law

These Terms are governed by the laws of NewSouth Wales, Australia.
Any disputes shall be settled in NSW courts.

Amendments

Vertex Pulse may amend these Termsperiodically. Continued use constitutes acceptance.