Legal
Effective April 30, 2026. Last updated July 1, 2026.
These Terms of Service ("Terms") govern your access to and use of the TurnkeyAI website (turnkeyai.com.au, tkai.com.au) and the services we provide ("Services"). TurnkeyAI is a trading name of Black and White Renos Pty Ltd (ABN 82 665 395 791) ("TurnkeyAI", "we", "us", "our"), an Australian company based on the Gold Coast, Queensland. By submitting the contact form, signing a deployment agreement, or paying an invoice, you agree to these Terms on behalf of your business.
Australian Consumer Law. Nothing in these Terms excludes, restricts, or modifies any consumer guarantee, right, or remedy you have under the Australian Consumer Law or any other law that cannot lawfully be excluded. Where a term of these Terms would otherwise do so, that term applies only to the extent permitted by law.
TurnkeyAI designs, configures, and installs AI automation systems for small and medium businesses, primarily using local AI infrastructure (Apple Mac Mini hardware) running our orchestration layer ("OpenClaw") connected to third-party tools agreed in writing. Each engagement is governed by a separate written agreement (the "Deployment Agreement") that defines scope, package, price, and tools to be connected. These Terms apply alongside that agreement. If there is any conflict, the Deployment Agreement prevails.
You must be authorised to bind your business to these Terms. By submitting any form on the Site, signing a Deployment Agreement, or paying an invoice, you confirm you have that authority and you accept these Terms on behalf of your business.
Where a deployment includes Apple Mac Mini hardware, ownership transfers to you upon final payment for the relevant deployment package. The hardware is yours to keep, modify, relocate, or decommission. We retain no ongoing access to the device unless you opt into a support arrangement that requires it.
Apple Mac Mini hardware is covered by Apple's standard manufacturer warranty. Hardware warranty claims are between you and Apple. We are not the manufacturer and provide no separate hardware warranty. We can assist with diagnosis or coordination with Apple Support on a paid hourly basis (see §11).
The AI workflows and configuration we deliver are licensed to you for use within your business indefinitely. The underlying frameworks, prompts, orchestration tooling, and methodologies (including OpenClaw) remain the intellectual property of TurnkeyAI. You may not resell, redistribute, or sublicense the configuration to third parties, or reverse-engineer our underlying tooling for the purpose of building or providing a service that competes with TurnkeyAI. This does not restrict your right to use, modify, or extend the configuration within your own business.
If you provide feedback, suggestions, feature requests, or improvement ideas about TurnkeyAI's own Services, tooling, or methodologies (including OpenClaw) ("Feedback"), you grant TurnkeyAI a perpetual, irrevocable, royalty-free, worldwide, non-exclusive licence to use, reproduce, modify, and incorporate that Feedback into our Services, methodologies, and tooling, without obligation to you. This licence is non-exclusive and transfers no ownership: you keep the right to use your own Feedback for any purpose. This section applies only to Feedback about our own products and does not extend to your confidential business processes, workflow designs, data, or trade secrets, which you may need to disclose to us to have your system built. Any such Customer Content and confidential business information remains yours and continues to be protected under §17 (AI training data) and §20 (Confidentiality). We will not treat information you have clearly identified to us as confidential as Feedback under this section.
Fees are quoted in Australian Dollars and exclude GST unless stated otherwise. Standard payment terms are 50% on signed Deployment Agreement, 50% on the day of on-site installation. Invoices unpaid for more than 14 days incur interest at 1.5% per month and may result in suspension of work or support.
Your setup fee is payable 50% on signing. On cancellation, the amount we retain is limited to the sum of (a) hardware and other third-party costs we have irrevocably committed for your deployment, and (b) work we have actually performed up to the date you cancel, charged at our standard rate of $200 AUD/hour ex-GST. In no case will we retain more than the deposit you have paid. If, at the date you cancel, we have not yet committed such costs or performed such work, we will refund the deposit in full. We will refund any unapplied balance within 14 days and provide a short written breakdown of the costs committed and hours performed so the amount retained is clear.
We do not offer refunds for a change of mind, a change in your business circumstances, or business results that fall short of your expectations, provided we have rendered the Services with due care and skill.
Where a third-party dependency fails and, as a result, we are unable to deliver the core system agreed in the Deployment Agreement, we will either migrate the affected workflows to an equivalent provider (billed under §9) or, if no equivalent is reasonably available, refund the fees paid for the undelivered portion.
Nothing in this section limits any right or remedy you have under the Australian Consumer Law, including the consumer guarantees, which cannot be excluded.
We aim to deliver an operational system within 7 business days of the signed Deployment Agreement, provided you complete onboarding and respond to clarification requests promptly. This is an obligation of means, not a guaranteed delivery date. Delivery times depend on factors that are not always within our control, including hardware availability, third-party API status and uptime, and the timeliness and completeness of your inputs. You are not entitled to a refund, discount, or other compensation for delay to the extent the delay is caused by those factors, by your late or incomplete inputs, or by other circumstances beyond our reasonable control. Where a delay is caused by our own fault or inaction, we will use reasonable efforts to remedy it promptly; and if we have not delivered an operational system within a reasonable time, you may terminate the engagement on notice and receive a pro-rata refund of fees paid for work not yet performed. Nothing in this clause limits any rights or remedies you have under the Australian Consumer Law, including the guarantee that services will be supplied within a reasonable time, which cannot be excluded, restricted, or modified.
The scope of each deployment is defined in the Deployment Agreement and limited to:
Anything outside this scope, including additional workflows, new tool integrations, substantive changes to existing workflows, custom development, or extended training, is treated as a change request. Change requests require written approval and are billed at $200 AUD/hour ex-GST, with a minimum of 1 hour per request.
A deployment is complete when OpenClaw is operational on the agreed hardware and the workflows and integrations set out in the Deployment Agreement perform substantially in accordance with that agreement. At handover we will walk you through each agreed workflow.
You then have 10 business days to review the system and notify us in writing of any material way in which it does not conform to the Deployment Agreement. We will remedy any such non-conformity at no charge within a reasonable period. Acceptance occurs on the earlier of your written confirmation, expiry of that period with no outstanding written notice, or your first productive use of the system. Deemed acceptance does not apply to a defect that could not reasonably have been discovered within that period; you may notify such a latent defect within 30 days of it becoming reasonably apparent and we will remedy it at no charge to the extent it results from our work.
Nothing in this section limits, excludes, or modifies any consumer guarantee or other right you have under the Australian Consumer Law that cannot lawfully be excluded, or requires you to give notice of such a matter within any shorter period than the law allows. Once accepted, the engagement transitions to the support arrangements in §11.
After acceptance, support is provided as follows:
We do not guarantee any specific response time or fix time for hands-on work. Quotes for paid work are provided in writing before work begins.
To deliver and operate effectively, we rely on you to:
Our Services depend on third-party providers, including but not limited to Anthropic (Claude), OpenAI, Apple, Google Workspace, Microsoft 365, Slack, and any tools you ask us to integrate. We do not control these providers and are not responsible for: changes to their APIs, pricing, terms, availability, accuracy, security, or any consequence of those changes. You are responsible for the costs and terms of any third-party subscriptions required to operate your system.
Where a third-party provider becomes unavailable or materially changes its product, we will use reasonable effort to migrate the affected workflows to an equivalent provider, billed under §9 (change requests).
You agree not to use the Services to: (a) engage in unlawful conduct; (b) generate or distribute content that is fraudulent, misleading, harassing, defamatory, or infringes third-party rights; (c) target or impersonate individuals without consent; (d) deploy the system in regulated activities without ensuring compliance with applicable law (e.g. healthcare diagnostics, legal advice, financial advice); (e) attempt to circumvent the security or integrity of the system. You are responsible for the lawful use of any AI outputs your business produces.
You warrant and agree that:
AI systems are probabilistic by design. Large language models produce outputs that may be inaccurate, incomplete, biased, or fabricated, and this is inherent to the technology rather than a defect. You acknowledge that:
We will not use your business data, prompts, configurations, workflow outputs, or any content you provide ("Customer Content") to train, fine-tune, or otherwise improve any AI model owned or operated by TurnkeyAI. Where third-party AI providers are used in your deployment, we configure their APIs with model-training opt-outs enabled wherever the provider offers this option, and we communicate any provider that does not offer such an option before integrating it. Customer Content remains yours; this section does not affect §6 (Feedback and contributions).
Examples, case studies, or numbers presented on our website and in marketing materials (including time saved, cost reductions, ROI figures, or revenue uplift) are illustrative and based on past or representative client outcomes. We do not warrant or guarantee any specific business result for your engagement. Actual results depend on factors outside our control, including the quality of your data, your team's adoption of the system, your business context, and external market conditions. Nothing in this section limits any non-excludable consumer guarantee under the Australian Consumer Law, including the guarantee that our services are provided with due care and skill.
Some deliverables may rely on beta, preview, or experimental features offered by third-party AI providers (Anthropic, OpenAI, Apple, and others), or on early-stage components of our own tooling. Beta and experimental features are provided "as-is" with no warranty of any kind. They may be modified, deprecated, or discontinued by the provider at any time without notice. We will identify in writing any beta feature that is material to your deployment. The liability caps and disclaimers in §22, §23, and §24 apply to beta features with even greater force.
We treat all business data we encounter during deployment as confidential. We act as a data processor for the limited purpose of building and handing over your system; you remain the data controller of your business data. We do not retain copies of your operational data beyond what is necessary for the build and handover, and we delete or return such data on completion of the deployment unless an ongoing support arrangement requires otherwise. You agree to keep our methodologies, prompts, and pricing confidential where not publicly disclosed by us.
Where you share credentials with us during setup, those credentials are stored encrypted and used only for the one-time setup. You may rotate or revoke these credentials at your discretion once the system is operational, and we recommend you do so.
You grant TurnkeyAI a non-exclusive, royalty-free, revocable, worldwide licence to identify your business as a TurnkeyAI customer, and to display your business name and logo, in our marketing materials, website, case studies, and social media, and, only in factual, non-endorsement form (for example, in a customer list or count), in our investor communications. Any use must be truthful, must not misrepresent the nature or scope of our relationship, and must comply with any reasonable brand-usage guidelines you give us. We will not disclose specific deployment details, deal value, or confidential operational information without your prior written consent.
You may revoke this licence at any time by written notice to start@tkai.com.au. On revocation we will, within thirty (30) days: (a) stop all new uses of your name and logo; and (b) remove your name and logo from all materials within our control, including our website, our own social media accounts, and any live or evergreen content we can practicably edit or take down. The only materials we are not required to recall or destroy are physical copies already printed and distributed, and third-party or archived copies genuinely outside our control, as at the date of your notice; we will not create or distribute any new copies of those materials. On written request we will confirm in writing when removal is complete.
We warrant that the deployed system will perform substantially in accordance with the workflows agreed in writing at the time of acceptance. To the maximum extent permitted by Australian Consumer Law, we exclude all other warranties, express or implied, including warranties of merchantability, fitness for a particular purpose, accuracy, uninterrupted operation, or non-infringement.
Where Australian Consumer Law applies and rights or guarantees cannot be excluded, our liability for breach of those rights or guarantees is limited, at our option, to: (i) re-supplying the relevant services; or (ii) refunding the cost of re-supplying the relevant services.
(a) Nothing in these Terms limits or excludes liability that cannot be limited or excluded under the Australian Consumer Law or other applicable law, including liability under the consumer guarantees. Where the Australian Consumer Law applies and permits us to limit liability for failure to comply with a guarantee, our liability is limited as set out in §22.
(b) Subject to §23(a) and §23(d), each party's total aggregate liability to the other arising out of or related to these Terms or any Deployment Agreement, whether in contract, tort (including negligence), or otherwise, is limited to the greater of: (i) the total fees paid and payable by you under the relevant Deployment Agreement in the 12 months before the event giving rise to the claim; (ii) A$50,000; or (iii) the amount actually recoverable under our professional indemnity or cyber liability insurance in respect of the claim.
(c) Subject to §23(a) and §23(d), neither party is liable to the other for indirect or consequential loss, or for loss of profit, loss of revenue, loss of data, loss of business opportunity, or business interruption. This exclusion applies equally to both parties, including to any amount claimed by us under §24.
(d) The cap in §23(b) and the exclusion in §23(c) do not apply to: (i) your liability to pay fees due; (ii) either party's liability for breach of confidentiality or of privacy or data-protection obligations; (iii) either party's liability for infringement of a third party's intellectual property arising from what that party supplied; (iv) a party's fraud, gross negligence, or wilful misconduct; or (v) an indemnity given under §24 to the extent the loss was caused by that party's own default.
You agree to indemnify, defend, and hold harmless TurnkeyAI, its directors, officers, employees, and contractors from and against any claims, damages, losses, liabilities, and expenses (including reasonable legal fees) to the extent caused by:
This indemnity does not apply, and is reduced proportionately, to the extent any claim, loss, or liability is caused or contributed to by TurnkeyAI's own negligence, wilful misconduct, or breach of these Terms, or by a defect in or infringement caused by the system as delivered by TurnkeyAI. Nothing in this clause limits any right you have under the non-excludable consumer guarantees in the Australian Consumer Law.
We will indemnify you on equivalent terms for third-party claims that the system as delivered by us infringes that third party's intellectual property, and for loss caused by our own negligence or wilful misconduct, subject to the limits in §23. The party seeking indemnity must give prompt written notice of the claim, allow the other party to control the defence, not admit or settle the claim without the other's consent (not to be unreasonably withheld), and take reasonable steps to mitigate its loss.
Neither party is liable for delay or failure to perform under these Terms (other than payment obligations) caused by events outside its reasonable control, including but not limited to: hardware supply chain delays, third-party API outages or material changes, internet or infrastructure failures, acts of God, government action, public health emergencies, civil unrest, or labour disruptions. The affected party will notify the other promptly and use reasonable effort to resume performance.
We may refuse, suspend, or terminate an engagement where we reasonably and in good faith believe that: (a) the requested work is illegal, unethical, or outside our capability; (b) the engagement poses material risk to our reputation, infrastructure, or third parties; (c) you have materially breached these Terms and, where the breach is capable of remedy, have not remedied it within 14 days of written notice; or (d) continuing would cause us to breach obligations owed to other clients or third parties. Except where immediate action is reasonably required to address illegality, a material security or infrastructure risk, or a material risk to a third party, we will give you written notice and a reasonable opportunity to respond before suspending or terminating.
Refunds on suspension or termination under this clause:
Our assessment of the fees attributable to work performed will be made reasonably and in good faith, and we will give you a written itemised breakdown on request. If you dispute that assessment, the dispute-resolution process in §30 applies. Nothing in this clause excludes, restricts, or modifies any right or remedy you have under the Australian Consumer Law, and this clause does not exclude or limit your right to terminate under §27.
Either party may terminate the engagement for material breach not cured within 14 days of written notice. On termination, you remain entitled to use the hardware and licensed configuration delivered to date. Fees for completed or commenced work are non-refundable, except that where you terminate for our material breach that we have not cured within the notice period, you are entitled to a refund of amounts paid for work not yet delivered. Sections that by their nature should survive termination (including §5 Software and IP, §6 Feedback, §7 Payment, §17 AI training data, §20 Confidentiality, §22 Warranties, §23 Limitation of liability, §24 Indemnification, §30 Governing law, and any accrued rights) survive to the extent permitted by law.
We may use subcontractors to perform portions of the Services. We remain responsible for the performance of any subcontractor we engage. Subcontractors are bound by equivalent confidentiality obligations.
Neither party may assign, novate, or transfer this agreement, or any of its rights or obligations under it, without the other party's prior written consent, which must not be unreasonably withheld, delayed, or conditioned. However, either party may assign or novate this agreement, without the other party's consent, to an affiliate or to a successor entity in connection with a genuine merger, acquisition, corporate reorganisation, or sale of all or substantially all of that party's business or assets to which this agreement relates, provided that the incoming entity assumes all obligations under this agreement in writing and the assigning party gives the other party written notice within a reasonable time. This agreement binds and benefits the parties and their permitted successors and assigns.
These Terms are governed by the laws of Queensland, Australia. The parties submit to the non-exclusive jurisdiction of the courts of Queensland. Before initiating legal proceedings, the parties will attempt in good faith to resolve any dispute through written notice and a meeting (in person or remote) within 14 days.
Notices to us must be sent by email to start@tkai.com.au. Notices to you will be sent to the email address on your most recent Deployment Agreement or invoice. Notices are deemed received on the next business day after sending.
We may update these Terms from time to time. For any change that is not material (for example, clarifications, contact details, or typographical corrections), the updated version takes effect when published at turnkeyai.com.au/legal/terms.html. For any material change, we will notify active clients by email at least 14 days before it takes effect, clearly describing what is changing. If you do not accept a material change, you may notify us before the effective date and terminate the affected Services without penalty; where you have prepaid fees for a period after the termination date, we will refund that unused portion on a pro-rata basis. If you do not terminate and continue using the Services after the effective date, the updated Terms will apply. No change to these Terms applies retroactively to conduct, rights, or liabilities arising before its effective date. No change to these Terms varies the pricing, scope, or other commercial terms set out in a signed Deployment Agreement, which can only be varied by written agreement of both parties. Nothing in this clause limits any right you have under the Australian Consumer Law.
If any provision of these Terms is held unenforceable, the remaining provisions will continue in full force. These Terms, together with any signed Deployment Agreement, constitute the entire agreement between the parties on the subject matter and supersede all prior discussions, proposals, or agreements, whether oral or written. Nothing in this clause limits or excludes any liability or right that cannot be limited or excluded under the Australian Consumer Law, including liability for misleading or deceptive conduct.
Questions about these Terms: start@tkai.com.au. Postal address available on request.