Terms of Service — Comprehendly

Provider: UltraDigital Limited (“StepCare”, “Comprehendly”, “we”, “us”)
Effective date: 1 August 2026
Version: 1.0

These Terms of Service (Terms) govern access to and use of Comprehendly (StepCare Forms) and related services (the Service). By creating an account, clicking “I agree”, or using the Service, the organisation you represent (Customer, “you”) agrees to these Terms.

Related documents (incorporated by reference):

• Privacy Policy
• Acceptable Use Policy
• AI processing disclosure
• Data Processing Agreement — applies to Customer Personal Data we process as processor
• Sub-processor list

1. The Service

Comprehendly provides:

• Structured form authoring and submission
• Optional AI-assisted voice, chat, and phone completion
• Audit trails, provenance, and export packs
• Team administration, usage metering, and billing
• Optional embed and integration API for partner applications
• Optional audience and campaign outreach features using channels you configure

We may update features; material reductions will be notified where practicable.

Product boundary. Comprehendly is a capture and assistance layer. It does not replace your system of record, and it does not provide clinical, legal, financial, funding-eligibility, or emergency services. AI outputs assist completion; they do not decide outcomes unless you deliberately design and accept that workflow after your own legal review.

2. Eligibility and accounts

2.1 You represent that you are a business or organisation (or authorised agent) and have authority to bind the Customer.

2.2 You must provide accurate registration information and keep credentials secure. You are responsible for all activity under your tenant.

2.3 Minimum age for individual users: 18, or the higher age required by your policies for workforce users.

3. Customer data and privacy roles

3.1 Account and billing data: We act as controller (see Privacy Policy).

3.2 Form, voice, phone, and submission data about your end users: You are controller; we are processor under the DPA.

3.3 You warrant that you have lawful authority to collect and submit personal information, including health or care-related information, and that your notices and consents are in place.

3.4 If you use phone or SMS campaigns, you are responsible for consent, identification, unsubscribe, Do Not Call / spam rules, and any sector-specific outreach rules in New Zealand and Australia.

4. Plans, metering, and billing

4.1 Plans

Units: 1 AI minute = 1 unit; 1 phone minute = 2 units (per started minute), unless a later plan page states otherwise.

4.2 Payment

• Fees are charged in the currency selected at checkout (AUD, NZD, USD, EUR as offered).
• Payments are processed by Stripe; you agree to Stripe’s terms for payment processing.
• Subscriptions auto-renew until cancelled via the billing portal or written notice.
• Failed payment may result in suspension after 30 days’ notice.

4.3 Top-ups

One-time unit top-ups are non-refundable except where required by law or expressly stated at purchase.

4.4 Cancellation

You may cancel a paid subscription at end of the current billing period through Settings → Subscription (Stripe Customer Portal) or by emailing billing@stepcare.app.

4.5 Price changes

We may change published prices on renewal with at least 30 days’ notice to account administrators.

4.6 Taxes

Fees exclude GST/VAT unless stated. You are responsible for applicable taxes except those based on our net income.

5. Acceptable use

You must comply with the Acceptable Use Policy. We may suspend or terminate for material breach.

6. AI-specific terms

6.1 AI outputs are informational and may be inaccurate. You must implement human review appropriate to your sector.

6.2 You will not use the Service to make solely automated high-stakes decisions about individuals without appropriate legal basis and disclosures.

6.3 See the AI processing disclosure.

7. Integrations and embed

7.1 You must restrict API keys to allowed origins, rotate compromised keys, and not expose secret keys in public client code or URLs.

7.2 You are responsible for partner and end-user compliance when you resell, white-label, or embed access.

8. Intellectual property

8.1 We retain all rights in the Service, software, and branding.

8.2 You retain rights in your form definitions and submission content. You grant us a licence to host, process, transmit, and display content as necessary to provide the Service.

8.3 Feedback may be used to improve the Service without obligation to you.

9. Confidentiality

Each party will protect the other’s confidential information with reasonable care and use it only for the relationship.

10. Security

We implement reasonable technical and organisational measures (see Privacy Policy and Security page). You must use strong authentication, manage access roles, and report suspected compromise to security@stepcare.app.

11. Warranties and disclaimers

11.1 We warrant that the Service will be provided with reasonable care and skill (subject to Schedules A and B — non-excludable guarantees).

11.2 Except as stated, the Service is provided as is. We do not warrant uninterrupted or error-free operation, or that the Service will meet all regulatory requirements of your sector without your configuration and processes.

11.3 Not professional advice. The Service does not provide legal, clinical, financial, or compliance advice, and does not guarantee acceptance of any application, claim, or filing.

12. Liability

12.1 To the maximum extent permitted by law, our aggregate liability arising from these Terms is limited to the greater of (a) fees paid by you in the 12 months before the claim, and (b) NZD 1,000,000.

12.2 We are not liable for indirect, consequential, or punitive loss, or loss of profits/data, except where liability cannot be excluded by law.

12.3 Nothing limits liability for fraud, wilful misconduct, or death/personal injury caused by negligence where exclusion is unlawful.

13. Indemnity

You will indemnify us against claims arising from: (a) your content or instructions; (b) unlawful collection or use of personal information; (c) breach of these Terms or AUP; (d) your embed/partner distribution or outreach campaigns, except where caused by our uncured breach of the DPA.

14. Term and termination

14.1 Terms commence on acceptance and continue until terminated.

14.2 Either party may terminate for material breach not cured within 30 days of notice.

14.3 We may suspend immediately for security risk, non-payment, or AUP violation.

14.4 On termination, you may export data for 30 days where technically available; thereafter we delete per the DPA retention schedule.

15. Governing law and disputes

These Terms are governed by the laws of New Zealand. The courts of Wellington, New Zealand have non-exclusive jurisdiction, without prejudice to mandatory consumer protections in Australia or New Zealand.

Disputes: good-faith negotiation first, then courts or mutually agreed mediation.

16. Changes

We may amend these Terms. Material changes will be notified 30 days before the effective date. Continued use after the effective date constitutes acceptance. If you object, you may terminate before the effective date.

17. General

• Assignment: You may not assign without consent; we may assign to an affiliate or successor.
• Entire agreement: These Terms, DPA, and incorporated policies are the entire agreement.
• Severability: Invalid provisions are severed; remainder continues.
• Force majeure: Neither party liable for events beyond reasonable control.

18. Contact

UltraDigital Limited
15 Bristol Street, Island Bay, Wellington 6023, New Zealand

Schedule A — Australia (consumer and small business)

A.1 Application

This Schedule applies where the Customer or user is a consumer or small business under the Australian Consumer Law (ACL) and receives the Service in Australia.

A.2 Non-excludable guarantees

Nothing in these Terms excludes, restricts, or modifies guarantees under the ACL including that services will be provided with due care and skill, fit for any disclosed purpose, and delivered within a reasonable time (if no time set).

Our liability for breach of a non-excludable guarantee is limited, where permitted, to resupply of the Service or refund of fees for the affected period.

A.3 Unfair contract terms

If these Terms are a standard form contract, terms that cause a significant imbalance may be void under the ACL. We have sought to balance liability caps, termination, and variation rights accordingly.

A.4 Complaints

Contact hello@stepcare.app. You may also contact your state/territory fair trading agency or the ACCC (https://www.accc.gov.au).

Schedule B — New Zealand (consumer and fair trading)

B.1 Application

This Schedule applies where the Service is acquired in New Zealand for personal, domestic, or household use, or where the Fair Trading Act 1986 or Consumer Guarantees Act 1993 apply and are not validly contracted out.

B.2 Consumer Guarantees Act

Services must be carried out with reasonable care and skill, fit for purpose, completed in a reasonable time, and at a reasonable price where not fixed. We do not limit those rights in consumer transactions.

B.3 Business-to-business

These Terms are intended primarily for business Customers. Where both parties are in trade and the Service is acquired for business purposes, the parties may agree in writing that the CGA and certain FTA provisions do not apply only if it is fair and reasonable.

B.4 Fair Trading Act

We will not engage in misleading or deceptive conduct in relation to the Service, pricing, trials, or AI capabilities.

B.5 Complaints

Contact hello@stepcare.app. Consumers may contact the Commerce Commission (https://www.comcom.govt.nz).

End of Terms of Service