About this document
This document sets out the terms on which businesses use the Robsy Marketplace. The Marketplace is part of the Robsy platform at robsy.ai, operated by PairOx Pty Ltd (ACN 154 477 728, ABN 82 154 477 728), an Australian proprietary limited company based in New South Wales, Australia ("Robsy", "we", "us", or "our").
It has two parts:
- Part A — Marketplace Terms apply to every Customer that uses the Marketplace: to browse Listings, to send a Booking Request, or to list robots.
- Part B — Provider Agreement applies, in addition, to every Customer that applies to list robots on the Marketplace. Part B includes Part A (Section B0).
This document forms part of the Robsy Master Subscription Agreement (Terms of Service) published at robsy.ai/terms (the "Terms"), as Section 19.4 of the Terms provides, and, for Marketplace bookings and listings, it controls over the Terms where the two conflict, as Section 19.10 of the Terms provides. Everything else in the Terms continues to apply to use of the Marketplace, including the Robotics Safety Disclaimer (Terms Section 11), the limits on liability (Terms Section 14) and the rights that cannot be excluded under the Australian Consumer Law (Terms Sections 12.4 and 14.5).
Who accepts. This document is accepted by ticking the box that accepts it: Part A when a Booking Request is sent, and Parts A and B together when an application to list robots is submitted. As Terms Section 2.2 provides, the individual who accepts represents and warrants that they are at least 18 years old and are authorized to bind the Customer. Only a workspace owner or admin can accept Parts A and B when applying to list robots, and a workspace viewer cannot send, accept or decline a Booking Request. Robsy records the version accepted, who accepted it and when.
Definitions. Capitalized terms not defined here (such as Customer, Authorized User, Provider, Marketplace, Services, Applicable Law and Provider-Customer Contract) have the meanings given in the Terms. In this document:
- "Listing" means a robot a Provider offers for rent on the Marketplace, with its description, images and rates.
- "Booking Request" means a request, sent through the Marketplace, to rent a listed robot from a Provider for stated dates.
- "Requesting Customer" means the Customer that sends a Booking Request (the "purchasing Customer" in Section 5 of the Terms).
- "Accepted Booking" means a Booking Request that the Provider has accepted on the Marketplace.
Part A — Marketplace Terms
A1 Robsy is the venue. The Marketplace is a venue. Robsy lists Providers and their robots, passes each Booking Request to the Provider it is addressed to, and passes the Provider's answer back to the Requesting Customer. Robsy is not a party to, a broker of, or an agent in any rental or other Provider-Customer Contract, and does not itself rent, supply, deliver, operate or maintain any robot (Terms Sections 5.1 and 11.1).
A2 Requests and contracts. A Booking Request is an offer by the Requesting Customer to the Provider, on the details it states (the robot, the dates, and any message and delivery address) and at the Provider's rates in the Listing when it is sent, plus any GST or other tax that applies to them. A Provider-Customer Contract forms only between the Requesting Customer and the Provider, and only when the Provider accepts the Booking Request on the Marketplace (Terms Section 5.2). Until then the Provider may decline the Booking Request and the Requesting Customer may withdraw it, and a Booking Request the Provider has not answered within 48 hours lapses. Any change to that price, and everything else about the rental, including payment, delivery, set-up, operation, cancellation and any warranties, is for the two parties to agree between them, subject to any rights under the Australian Consumer Law that cannot be excluded.
A3 No payment through Robsy. In this version of the Marketplace, Robsy takes no payment for a booking, holds no card or deposit, and charges no Marketplace fee to either party. The price, payment, delivery and any taxes for a booking are agreed and settled directly between the Requesting Customer and the Provider (Terms Sections 5.6 and 5.8). Robsy records each booking made under this Section as settled directly between the parties and never charges it through the Services, including if Robsy later offers payment through the Marketplace. A Customer's subscription Fees for the Services are separate and are not affected (Terms Section 7).
A4 Estimates. Any price Robsy shows for a Listing or a Booking Request is an estimate at the Provider's listed rates (for example, the hourly rate for the hours requested, and any delivery, set-up or operator charge the Listing states), before tax. Robsy does not calculate tax and shows no tax figure. The Provider confirms the final price with the Requesting Customer; unless both parties agree otherwise, it is the estimate at the listed rates, plus any tax that applies.
A5 Verification is a baseline check. A Provider shown as "Verified" on the Marketplace has given Robsy a link to an insurance certificate and the certificate's expiry date, and Robsy staff have checked that link and that date. That is the only check "Verified" describes. It is not an endorsement or a guarantee of the Provider, of its insurance cover, or of its robots or services, and Robsy does not inspect robots or check a Provider's other qualifications or its ability to perform (Terms Section 5.3). Verification lapses when the certificate on file expires.
A6 Safety and operation. Robsy does not deliver, set up, operate, supervise or maintain any robot rented through the Marketplace. Delivering, setting up, operating and supervising a rented robot safely and lawfully, including training the people who work with it and keeping independent safety controls in place, is the responsibility of the Provider and the Requesting Customer, as they agree between them and as Applicable Law requires (Terms Section 11). Robsy gives no warranty for any Provider's robots or services (Terms Sections 5.3 and 12.3).
A7 Disputes. A dispute about a booking or a Provider-Customer Contract is between the Requesting Customer and the Provider, and Robsy does not mediate or decide it (Terms Section 5.7). Robsy may give both parties a copy of the booking record held on the Marketplace (the Booking Request, the Provider's answer, the dates, and any cancellation and its reason) to help them resolve it, subject to the Privacy Policy and the DPA.
A8 Removal, refusal and lapse. Robsy may remove or pause a Listing, decline to pass on a Booking Request, or suspend a Provider or a Customer from the Marketplace, only where (a) a Listing is inaccurate or misleading, (b) a Provider no longer meets Part B, (c) these terms or the Terms are materially breached, (d) continued use poses a security, legal or safety risk to the Services, other Customers or any person, or (e) Applicable Law or a regulator requires it (Terms Sections 6.3 and 15.3). A Marketplace suspension does not suspend the Customer's other use of the Services, is limited to what is reasonably necessary, and ends when its cause is resolved. Where practicable and lawful, Robsy tells the suspended Provider or Customer the ground. When a Provider is suspended or its verification lapses, Robsy takes its Listings off the Marketplace, declines its pending Booking Requests, and tells each Requesting Customer that the Provider can no longer take requests. Robsy does not cancel a booking a Provider has accepted: the Provider-Customer Contract stands between the two parties. When a Provider's verification lapses or the Provider is suspended, Robsy tells both parties of each upcoming Accepted Booking that the Provider's verification lapsed, or that the Provider is no longer on the Marketplace, and that the booking stands between them. Where the suspension is for a safety risk under Section A8(d), Robsy also says that it suspended the Provider because of a safety concern; for any other suspension Robsy gives no reason.
A9 Data shared between the parties. The Marketplace passes details between the parties only as follows:
- Before the Provider answers, the Provider sees the name of the Requesting Customer's workspace, the robot and dates requested, and the message and any delivery address in the Booking Request. Neither party sees the other's email address or phone number.
- When the Provider accepts, the Requesting Customer receives the Provider's business contact details (its company name, contact email and, where the Provider has given them, its phone number and website), and the Provider receives the name and email address of the person who sent the Booking Request.
- A Provider's public profile shows its company name, its city, region and country, its website and its Listings.
Nothing else of either party's contact details is passed through the Marketplace. Each party uses the contact details it receives through the Marketplace only to deal with the other party about the booking and any related dealings between them, and complies with privacy and spam laws in doing so. Robsy handles this information as the Privacy Policy describes (Sections 2(f) and 7(b)) and, where Robsy processes it for a Customer, under the DPA.
A10 Governing law. This document is governed by the laws of New South Wales, Australia, and disputes between a Customer and Robsy about it are resolved as the Terms provide (Terms Sections 16 and 17). Disputes between a Requesting Customer and a Provider are addressed in Section A7.
A11 Changes and versions. Each version of this document is numbered, and Robsy records the version with each acceptance. A new version applies to Booking Requests sent and Provider applications submitted after it is published. Robsy gives notice of material changes as the Terms provide (Terms Section 18).
Part B — Provider Agreement
B0 This agreement includes Part A. This Provider Agreement incorporates Part A (Marketplace Terms) in full. A Provider accepts Part A and Part B together, as one document, and is bound by both.
B1 Eligibility and accuracy. A Provider is a Customer: a business that has accepted the Terms (Terms Sections 2 and 3). The business details a Provider gives Robsy, including its company name, its country and the business contact email it gives for bookings, must be accurate, and the Provider must keep them current.
B2 Insurance. The Provider warrants that it holds, and will keep current for as long as it lists robots on the Marketplace, insurance covering the robots it lists and the services it offers with them. The Provider keeps a link to its current insurance certificate, and the certificate's expiry date, on file with Robsy. The Provider's verification lapses when that certificate expires.
B3 Right to rent. The Provider warrants that it owns, or has the right to rent out, each robot it lists.
B4 Listings. Each Listing must be accurate and not misleading, must carry at least three images that genuinely show the robot offered, and must state the Provider's own rates (Terms Section 5.4(a)).
B5 Verification, suspension and lapse. Robsy may verify a Provider, decline to verify it, or suspend it. A Provider's verification lapses when the insurance certificate on file expires, and the Provider can add a current certificate to be reviewed again. A suspension or a lapse takes the Provider's Listings off the Marketplace and declines its pending Booking Requests, and Robsy tells each Requesting Customer. It does not cancel a booking the Provider has accepted: that booking stands between the Provider and the Requesting Customer, and the Provider remains responsible to the Requesting Customer for it under their Provider-Customer Contract (Terms Section 5.4(d)). When a Provider's verification lapses or the Provider is suspended, Robsy tells both parties of each upcoming Accepted Booking that the Provider's verification lapsed, or that the Provider is no longer on the Marketplace, and that the booking stands between them. Where the suspension is for a safety risk under Section A8(d), Robsy also says that it suspended the Provider because of a safety concern; for any other suspension Robsy gives no reason.
B6 Answering requests. A Provider answers each Booking Request, by accepting or declining it on the Marketplace, within 48 hours of the time it is sent. A Booking Request the Provider has not answered within 48 hours lapses, and Robsy tells the Requesting Customer. A Provider that declines a Booking Request gives a reason, which Robsy passes to the Requesting Customer.
B7 Payment directly. The Provider contracts with, and is paid by, the Requesting Customer directly. Robsy does not collect, hold or pass on any payment for a Marketplace booking, pays the Provider nothing for it, and takes no fee from the Provider in this version of the Marketplace. The Provider is responsible for the price it agrees and for its invoices, and the Provider and the Requesting Customer are responsible for the taxes on their contract, as Terms Section 5.8 provides.
B8 Compliance and safety. The Provider complies with Applicable Law in listing, renting, delivering and supporting its robots and services, including robotics, product-safety and workplace-safety laws, and meets its obligations as a Provider under Terms Section 5.4.
B9 Indemnity. The Provider will defend, indemnify, and hold harmless Robsy and its officers, employees, and agents from and against any third-party claim, and any damages, losses, liabilities, and reasonable costs (including reasonable legal fees), arising out of or relating to the robots the Provider lists or rents, the services it provides with them, its Listings, or its Provider-Customer Contracts. This adds to the Customer indemnity in Terms Section 13.2. This indemnity does not apply to the extent a claim, damage, loss, liability or cost is caused by Robsy's breach of these terms or the Terms, or by the negligence or wilful misconduct of Robsy or its officers, employees or agents.
B10 Removal and termination. Robsy may remove a Provider's Listings or end its access to list on the Marketplace, as Section B5 describes or where the Provider materially breaches this Provider Agreement or the Terms. A Provider may stop offering robots at any time by pausing its Listings; pausing does not cancel a booking it has accepted. Ending a Provider's Marketplace access does not end its subscription to the Services, which continues under the Terms.
B11 Contact details. The Provider's business contact email and phone number are given to each Requesting Customer whose Booking Request the Provider accepts, and to no one else through the Marketplace. Its website, where given, is shown on its public profile and is included in the contact details a Requesting Customer receives on acceptance. When it accepts a Booking Request, the Provider receives the name and email address of the person who sent it (Section A9).
Contact
Questions about this document may be directed to PairOx Pty Ltd (ACN 154 477 728, ABN 82 154 477 728) at legal@robsy.ai. For help using the Marketplace, contact support@robsy.ai.
See also the Robsy Terms of Service, the Robsy Privacy Policy and the Robsy Data Processing Addendum (DPA).