Signplanr Terms of Service

3.1 Plans

The Service is available under the following subscription plans:

All prices are in Australian dollars (AUD) and are inclusive of GST where applicable. A detailed breakdown of features by plan is available on our pricing page.

3.2 Free tier

New accounts start on the Free plan. The Free plan provides limited access to the Service at no cost and is available indefinitely. The Free plan may include a time-limited preview of paid features for new organisations, after which those features revert to their plan-appropriate availability.

3.3 Paid subscriptions

Paid plans are billed on a monthly or annual cycle, as selected at the time of subscription. Annual plans are billed upfront for the full year. Subscriptions automatically renew at the end of each billing cycle unless cancelled.

3.4 Upgrades and downgrades

• Upgrades take effect immediately. Charges are prorated for the remainder of your current billing cycle.
• Downgrades take effect at the end of your current billing cycle. If your usage exceeds the limits of the new plan, existing data is preserved but new creation may be restricted until usage is within the new plan's limits (soft-limit enforcement).
• You will not lose access to existing data as a result of a downgrade. We do not force-delete content when you move to a lower plan.

3.5 Storage overage

Paid plans (Starter, Pro, and Business) may incur storage overage charges at a rate of $3 AUD per GB per month for storage exceeding the plan's included allowance. Storage overage is an alternative to upgrading your plan. Overage charges are billed on your regular billing cycle.

3.6 Price changes

We may change the pricing of any plan at any time. Price changes will not affect your current billing cycle. We will provide at least 30 days' advance notice of any price increase via email to your Organisation's billing contact. If you do not agree to a price increase, you may downgrade or cancel your subscription before the new price takes effect. Continuing to use a paid plan after a price change takes effect constitutes acceptance of the new price.

Enterprise customers. For Enterprise customers under an executed Order Form, the annual renewal fee for the immediately following term will not increase by more than the greater of seven percent (7%) or the change in the Australian Consumer Price Index (All Groups, weighted average of eight capital cities) over the prior 12 months, above the fees paid in the current term. This cap applies provided the Customer renews on materially equivalent terms (same plan, same provisioned capacity). Increases beyond this cap may be set out in a Negotiated Agreement signed by both parties.

3.7 Taxes

All stated prices are inclusive of Australian GST where applicable. You are responsible for any other taxes applicable in your jurisdiction.

3.8 Payment processing

Payments are processed by Stripe. By subscribing to a paid plan, you agree to Stripe's terms of service and privacy policy. We do not store your full payment card details.

3.9 Subscription pause

Paid plan subscribers may pause their subscription for a period of 1 to 3 months. During a pause: your data is preserved in read-only mode (accessible but new creation is restricted), billing is suspended, and your subscription resumes automatically at the end of the pause period. You may pause your subscription a maximum of once per 12-month period. Contractor access to existing events remains fully functional during a pause.

4.1 Account creation

You must create an account to use the Service. You must provide accurate and complete information when creating your account. You must not create accounts using false identities or on behalf of others without their permission.

4.2 Account security

You are responsible for maintaining the confidentiality of your account credentials and for all activity that occurs under your account. You must notify us immediately at contact@signplanr.com if you become aware of any unauthorised use of your account.

4.3 Organisation management

Organisation Owners are responsible for managing member access and permissions within their Organisation. This includes inviting and removing members, assigning roles, and controlling contractor access to events.

4.4 Contractor access

Contractor access to events is managed by Organisers through email invitations or access codes. All contractors must have a Signplanr account (no anonymous access is permitted). Contractors may access multiple events across multiple organisations.

4.5 Age requirement

You must be at least 18 years of age to create an account and use the Service.

4.6 Security verification

Customer rights to verify Milo Enterprises' security practices, request security questionnaires or certifications, or conduct audits or penetration tests, are matters for negotiation and may be set out in an executed Order Form or Master Services Agreement. Milo Enterprises is not obliged under these Terms to provide audit rights or third-party security attestations.

4.7 Personnel access

Milo Enterprises personnel with access to Customer data are bound by written confidentiality obligations consistent with clause 17. Access to Customer data is granted on a need-to-know basis, limited to personnel whose role requires it for the operation, support, or security of the Service. Access events to Customer data are logged for security and audit purposes.

6.1 Your content

You retain full ownership of all content you upload to the Service, including event details, sign data, photos, maps, artwork, reference documents, and custom field values. We do not claim any intellectual property rights over your content.

6.2 Licence to us

You grant Milo Enterprises a limited, non-exclusive, royalty-free, worldwide licence to store, process, transmit, display, and reproduce your content solely for the purpose of providing and improving the Service. This licence terminates when you delete your content or close your account, subject to our data retention periods described in our Privacy Policy.

6.3 Content responsibility

You are solely responsible for the content you upload. You represent and warrant that you have all necessary rights and permissions to upload and use your content within the Service, and that your content does not infringe the intellectual property or other rights of any third party.

6.4 Data portability

You may export your data at any time using the Service's built-in CSV and PDF export features. Upon account termination, we provide a 30-day window for data export before permanent deletion.

7.1 Our rights

The Service, including its software, design, user interface, documentation, branding, logos, and all underlying technology, is the intellectual property of Milo Enterprises (Aust) Pty. Ltd. and is protected by copyright, trademark, and other intellectual property laws.

7.2 Licence to use the Service

Subject to these Terms and your compliance with them, we grant you a limited, non-exclusive, non-transferable, revocable licence to access and use the Service for your internal business purposes in accordance with your selected subscription plan. This licence does not include any right to:

• Modify, adapt, or create derivative works of the Service
• Copy, distribute, or publicly display any part of the Service
• Sub-license or transfer your access to the Service to any third party
• Remove, alter, or obscure any copyright, trademark, or other proprietary notices

7.3 Feedback

If you provide us with suggestions, ideas, or feedback about the Service ("Feedback"), you grant us an unrestricted, perpetual, irrevocable, royalty-free licence to use and incorporate that Feedback into the Service without any obligation to you.

7.4 Customer marketing rights

Milo Enterprises will not publicly use a Customer's name, logo, trademarks, or testimonials in marketing, advertising, sales materials, case studies, or website content without the Customer's prior written consent (which may be granted by an authorised representative by email and may not be unreasonably withheld for factual identification of the Customer as a user of the Service).

Where a Customer has granted marketing rights through an executed Order Form (including under marketing-partnership terms), those rights apply as set out in that Order Form and are not limited by this clause.

A Customer may withdraw previously granted marketing consent at any time on written notice. Withdrawal applies prospectively only — Milo Enterprises is not required to recall or destroy materials already produced or distributed before the withdrawal notice.

8.1 Availability

We aim to provide reliable and continuous access to the Service but do not guarantee uninterrupted availability. The Service may be temporarily unavailable due to scheduled maintenance, updates, or circumstances beyond our control.

8.2 Modifications

We reserve the right to modify, update, or discontinue any part of the Service at any time. For material changes that affect paid features included in your subscription plan:

• We will provide reasonable advance notice (at least 14 days) via email or in-app notification
• If a paid feature is permanently removed, you may be entitled to a prorated refund or plan adjustment at our discretion

8.3 Beta features

From time to time, we may offer features designated as "beta", "preview", or "early access". These features are provided "as is" without warranty, may be unstable, and may be modified or removed at any time without notice.

9.1 Cancellation by you

You may cancel your paid subscription at any time through the Service (/org/billing) or by contacting us. Upon cancellation:

• Your paid plan remains active until the end of your current billing cycle
• At the end of the billing cycle, your Organisation is moved to the Free plan
• All existing data is preserved. Soft limits are enforced (new creation may be restricted if usage exceeds Free plan limits, but no data is deleted)

9.2 Account deletion by you

You may delete your account at any time through the Service (/account) or by contacting us at contact@signplanr.com. Organisation Owners must transfer ownership before deleting their account if other members need continued access. See our Privacy Policy for details on data handling upon deletion.

9.3 Termination by us

We may suspend or terminate your access to the Service at any time if:

• You breach these Terms
• Your account is used for prohibited activities
• Payment for a paid subscription fails and is not resolved within the applicable grace period
• Required by law or legal process

Where practicable, we will provide notice before termination and an opportunity to remedy the breach. In cases of serious breach, we may terminate access immediately without notice.

For payment failures, we follow a graduated notification process: an immediate notification on the day of failure, a reminder after 7 days, and a final notice after 14 days. If payment is not resolved within 14 days of the initial failure, your Organisation will be automatically moved to the Free plan. All existing data is preserved under soft-limit enforcement.

9.4 Effect of termination

Upon termination:

• Your right to use the Service ceases immediately (or at the end of your billing cycle, for voluntary cancellation)
• We will retain your data for 30 days to allow for data export, after which it will be permanently deleted
• Termination does not relieve you of any obligation to pay fees incurred before the termination date

Enterprise customers — retention and deletion. For customers on the Enterprise plan, Milo Enterprises will retain Customer data in active production systems for 30 days following the termination effective date. After this period, Customer data is permanently deleted from active production systems within a further 30 days. Customer data may persist in encrypted backups for up to 35 days after deletion from production, after which it is overwritten in the normal course of backup rotation.

On written request, Milo Enterprises will provide a deletion certificate confirming that Customer data has been deleted from active production systems.

Customers on other plans are subject to the retention and deletion timelines set out in the Privacy Policy.

9.5 Refunds

Fees are generally non-refundable. However:

• If we terminate your account without cause, you will receive a prorated refund for the unused portion of your current billing cycle
• If you cancel an annual plan within 14 days of the start of your annual billing period (initial subscription or renewal), you are entitled to a prorated refund for the unused portion of the annual term. After 14 days, annual plans cancelled mid-term are not eligible for a partial refund, except where required by Australian Consumer Law
• We may, at our sole discretion, offer refunds or credits in other circumstances

10.1 Australian Consumer Law

Nothing in these Terms excludes, restricts, or modifies any consumer guarantee, right, or remedy conferred on you by the Competition and Consumer Act 2010 (Cth), the Australian Consumer Law (Schedule 2), or any other applicable law that cannot be excluded, restricted, or modified by agreement.

10.2 Limitation where permitted

To the maximum extent permitted by law and subject to clause 10.1:

(a) Milo Enterprises excludes all liability for any indirect, incidental, special, consequential, or punitive damages, including but not limited to loss of profits, loss of data, loss of business opportunity, loss of goodwill, or business interruption, arising out of or in connection with your use of (or inability to use) the Service, regardless of the cause of action or the theory of liability (including contract, tort, negligence, or otherwise), even if we have been advised of the possibility of such damages.

(b) Our total aggregate liability to you for any and all claims arising out of or in connection with these Terms or the Service, whether in contract, tort, or otherwise, shall not exceed the greater of:

• The total fees you paid to us for the Service in the 12 months immediately preceding the event giving rise to the claim; or
• One hundred Australian dollars (AUD $100).

10.3 Acknowledgment

You acknowledge that the Service is a tool for managing event signage logistics and does not replace professional signage consultation, structural engineering, or workplace health and safety assessments. We are not liable for any physical damage, personal injury, or loss arising from the installation, placement, or condition of signs managed through the Service. You remain solely responsible for ensuring that all signage activities comply with applicable workplace health and safety laws, building codes, and local regulations.

11.1 Indemnification by you

To the maximum extent permitted by law, you agree to indemnify, defend, and hold harmless Milo Enterprises (Aust) Pty. Ltd., its directors, officers, employees, and agents from and against any claims, liabilities, damages, losses, and expenses (including reasonable legal fees) arising out of or in connection with:

• Your use of the Service
• Your breach of these Terms
• Your violation of any applicable law or regulation
• Any content you upload to the Service
• Any dispute between you and a third party (including contractors, other organisation members, or event attendees) related to your use of the Service

This indemnification obligation survives termination of your account and these Terms.

11.2 IP indemnification by Signplanr

Subject to the limitations in clause 10, Milo Enterprises will defend the Customer against any third-party claim alleging that the Service, as provided by Milo Enterprises and used in accordance with these Terms, infringes that third party's Australian patent, registered trademark, or copyright, and will pay damages and reasonable legal costs finally awarded against the Customer (or agreed in settlement by Milo Enterprises) in respect of such a claim.

This obligation is conditional on the Customer:

• Promptly notifying Milo Enterprises in writing of the claim
• Giving Milo Enterprises sole control of the defence and any settlement
• Providing reasonable cooperation at Milo Enterprises' expense

Milo Enterprises has no obligation under this clause for claims arising from:

• Use of the Service in combination with products, data, or services not provided by Milo Enterprises, where the infringement would not have occurred but for the combination
• Modification of the Service by anyone other than Milo Enterprises
• Use of the Service after Milo Enterprises has notified the Customer to stop using the affected functionality
• Customer Content or Customer-provided data
• Any claim relating to trade secrets or confidential information

If the Service is held to infringe, or Milo Enterprises reasonably believes it may, Milo Enterprises may at its option: (i) procure the right for the Customer to continue using the Service; (ii) modify the Service so it no longer infringes; or (iii) terminate the affected services and refund pre-paid fees for the unused portion of the term. This clause states the Customer's sole and exclusive remedy, and Milo Enterprises' entire liability, for any IP infringement claim.

12.1 Informal resolution

Before initiating any formal dispute resolution, you agree to first contact us at contact@signplanr.com and attempt to resolve the dispute informally. We will endeavour to respond within 14 days and to resolve disputes in good faith.

12.2 Mediation

If an informal resolution is not achieved within 30 days, either party may refer the dispute to mediation administered by the Australian Disputes Centre (ADC) in accordance with the ADC Mediation Guidelines. The mediation shall take place in Melbourne, Victoria, Australia, unless otherwise agreed.

12.3 Court proceedings

If mediation does not resolve the dispute within 60 days of referral, either party may commence court proceedings in Victoria, Australia. Nothing in this clause prevents either party from seeking urgent interlocutory relief from a court of competent jurisdiction at any time.

14.1 Privacy Policy

Your use of the Service is also governed by our Privacy Policy, which describes how we collect, use, store, and protect your personal information. By using the Service, you acknowledge that you have read and understood our Privacy Policy.

14.2 Sub-processors

Milo Enterprises engages third-party sub-processors to provide infrastructure and operational services. The current list of sub-processors is published in our Privacy Policy.

Enterprise customers may request, as a special term recorded in their Order Form or a Negotiated Agreement, that Milo Enterprises provide advance notice by email to the billing contact of any new sub-processor with access to Customer personal information.

16.1 Entire agreement

These Terms, together with our Privacy Policy, any executed Negotiated Agreement (as defined in clause 16.7), and any plan-specific terms presented at the time of subscription, constitute the entire agreement between you and Milo Enterprises regarding your use of the Service and supersede all prior agreements, representations, and understandings.

16.2 Severability

If any provision of these Terms is found to be invalid, illegal, or unenforceable by a court of competent jurisdiction, the remaining provisions shall continue in full force and effect. The invalid provision shall be modified to the minimum extent necessary to make it valid and enforceable while preserving its original intent.

16.3 Waiver

Our failure to enforce any right or provision of these Terms shall not constitute a waiver of that right or provision. Any waiver must be in writing and signed by an authorised representative of Milo Enterprises.

16.4 Assignment

You may not assign or transfer your rights or obligations under these Terms without our prior written consent. We may assign our rights and obligations under these Terms without restriction, including in connection with a merger, acquisition, or sale of assets.

16.5 No agency

Nothing in these Terms creates a partnership, joint venture, employment, or agency relationship between you and Milo Enterprises.

16.6 Notices

Notices to you may be sent to the email address associated with your account or displayed within the Service. Notices to us should be sent to contact@signplanr.com.

16.7 Order of precedence

Where Milo Enterprises and a Customer execute a Master Services Agreement, Data Processing Addendum, Order Form, or other written agreement signed by an authorised representative of both parties (each, a "Negotiated Agreement"), and any term of that Negotiated Agreement conflicts with these Terms, the conflicting term in the Negotiated Agreement prevails for that Customer only.

In the event of conflict between multiple documents forming part of the agreement, the following order of precedence applies (highest first):

1. Master Services Agreement
2. Data Processing Addendum
3. Order Form
4. These Terms of Service
5. The Privacy Policy

Negotiated Agreements bind only the parties who execute them and do not modify these Terms for any other Customer.

17.1 Definition

"Confidential Information" means any non-public information disclosed by one party (the "Discloser") to the other (the "Recipient") in connection with these Terms or the Service that is identified as confidential at the time of disclosure or that a reasonable person would understand to be confidential given its nature and the circumstances of disclosure.

Confidential Information includes, without limitation: business plans, pricing, customer lists, technical architecture, security practices, source code, product roadmaps, event details, contractor and supplier information, and any data uploaded to the Service.

Confidential Information does not include information that:

• Is or becomes publicly available through no breach of these Terms by the Recipient
• Was lawfully known to the Recipient before disclosure, without obligation of confidence
• Is independently developed by the Recipient without use of the Discloser's Confidential Information
• Is rightfully received from a third party who is not under a confidentiality obligation

17.2 Obligations

The Recipient must:

• Use the Discloser's Confidential Information only for the purpose of performing under these Terms or using the Service
• Protect it with at least the same degree of care it uses to protect its own confidential information of similar importance, and in any case no less than reasonable care
• Not disclose it to any third party without the Discloser's prior written consent, except to its employees, contractors, and professional advisors who need to know it for the purpose of these Terms and who are bound by written confidentiality obligations at least as protective as this clause

17.3 Compelled disclosure

If the Recipient is required by law, court order, or regulator to disclose Confidential Information, it may do so provided it (where lawful) gives the Discloser prompt written notice and reasonable cooperation to enable the Discloser to seek a protective order or contest the disclosure.

17.4 Duration

These confidentiality obligations apply during the term of the Service and survive termination for a period of three (3) years, except for trade secrets, which remain protected for as long as they qualify as trade secrets under applicable law.

17.5 Return or destruction

On termination of the Service or on the Discloser's written request, the Recipient must, within 30 days, return or destroy all Confidential Information of the Discloser in its possession (subject to the Customer data export rights in clause 9.4 and Milo Enterprises' standard backup retention practices). On request, the Recipient must provide written confirmation of destruction.

17.6 Injunctive relief

The parties acknowledge that breach of this clause may cause irreparable harm for which monetary damages would be inadequate, and that the non-breaching party is entitled to seek injunctive relief in addition to any other remedies available at law.