1) About these Terms
These Terms & Conditions ("Terms") govern your access to and use of the ClearMarc website ("Website") and any services supplied by CLEARMARC PTY. LTD. (ACN 694 351 543) ("ClearMarc", "we", "us", "our").
By accessing the Website, submitting an enquiry, creating an account (if applicable), uploading information, or purchasing any services, you confirm you have read, understood and agree to be bound by these Terms.
If you do not agree, you must not use our Website or services.

2) Definitions
In these Terms:

• Client means the person or entity that purchases or requests services from ClearMarc.

• Services means verification, due diligence, investigation, risk screening, reporting, and related services provided by ClearMarc (as described on the Website, proposal, statement of work, or engagement email).

• Verification Report means a ClearMarc vendor verification or due diligence report, as described in clause 4.

• Investigation Services means the investigation services described in clause 5.

• Deliverables means Verification Reports, investigation findings, risk scores, summaries, dashboards, memos, findings, and any other outputs we provide.

• Subject means the company, entity or individual that a Verification Report or Investigation concerns.

• Investigator means a licensed investigator (whether an employee or qualified subcontractor) engaged to carry out Investigation Services.

• Client Materials means all information, documents, instructions, data, images, credentials, and content you provide to us.

• Third-Party Sources means data and information obtained from third parties (including public registers, websites, databases, referees, or commercial data providers).

• Engagement Terms means the proposal, statement of work, order form, or written confirmation setting out the scope, inclusions, exclusions, timeframes and fees for a particular engagement.
   

3) Our services
3.1 Scope ClearMarc provides two main service lines: (a) Verifications — vendor verification and due diligence Reports (clause 4); and (b) Investigations — investigative services carried out by licensed Investigators (clause 5). The Services may include a mix of automated and manual processes. The precise scope, inclusions, exclusions, timeframes, and fees for any engagement will be set out in the Engagement Terms. If there is any inconsistency between these Terms and the Engagement Terms, the Engagement Terms prevail to the extent of that inconsistency.
3.2 No legal, financial, or regulatory advice ClearMarc is not a law firm and does not provide legal advice. Unless expressly agreed in writing, we do not provide financial advice, tax advice, or regulated advice. Our Deliverables are information products to support your internal decision-making. You should obtain your own independent professional advice before acting on any Deliverables.
3.3 Not a government agency / no guaranteed outcomes ClearMarc is an independent private company. We do not represent government bodies, regulators, courts, law enforcement agencies, or credit reporting bodies. We do not guarantee any particular outcome (including that a risk will be detected, prevented, or eliminated).

4) Verification Reports
4.1 What a Verification Report is A Verification Report is an independent, third-party due diligence report on a Subject (a vendor, supplier, customer, partner or key individual). Each Report is compiled from Third-Party Sources together with ClearMarc's own analysis and interpretation, and presents the findings as a structured, plain-English assessment to support your decision-making. Reports are currently available for Subjects in Australia, India and China. The data points available for a given Subject depend on what its jurisdiction and the relevant sources make available, and may differ between Subjects.
4.2 What a Verification Report may contain Depending on the Subject and the report tier purchased, a Verification Report may include: (a) an executive summary setting out the overall assessment and any items requiring further action; (b) business and entity verification — including registration status, company identifiers (such as an ABN/ACN or the relevant overseas identifier), entity structure, GST or tax registration status, industry classification, and trading history; (c) checks on directors and key personnel — including bankruptcy, payment-default, and regulatory or administration checks; (d) adverse media and public legal screening; (e) verification of the Subject's professional and online presence for consistency; and (f) a structured risk assessment, with individual findings marked as confirmed, unconfirmed, or requiring further verification.
4.3 Point-in-time A Verification Report reflects information available to ClearMarc as at the date and time it is prepared. It is a point-in-time snapshot only. A Subject's circumstances may change after that time, and a Report is not monitored or updated unless you purchase a further Report or an agreed monitoring service.
4.4 Digital and documentary verification Unless expressly agreed otherwise (for example, through an Investigation engagement under clause 5), a Verification Report is prepared using documentary and digital sources only. Where confirmation of a genuine physical operating presence, or any other on-the-ground enquiry, is required, this can be arranged as an Investigation.

5) Investigation Services
5.1 Overview In addition to Verification Reports, ClearMarc provides Investigation Services, which may include: (a) Executive & Workplace Investigations — integrity, background and conduct enquiries relating to executives, employees and internal matters; (b) Third-Party & Contractor Investigations — deeper due diligence on vendors, contractors, partners and counterparties, including verification of a genuine physical operating presence; and (c) Payment & Dispute Investigations — enquiries relating to outstanding payments, debtors and commercial disputes, including locating and asset-related enquiries where lawful. The scope of any Investigation is defined in the applicable Engagement Terms.
5.2 Licensing and lawful conduct Investigation Services are carried out by, or under the supervision of, appropriately licensed Investigators in accordance with the licensing requirements of the relevant State or Territory, and in compliance with all applicable laws, including privacy laws and applicable surveillance devices legislation. ClearMarc conducts only lawful investigations, using lawful methods and lawfully obtainable information. We do not engage in unlawful surveillance, unlawful recording, trespass, unauthorised access to systems or devices, hacking, deception, impersonation, or pretexting.
5.3 Scope, estimates and fees Investigations are scoped and quoted individually and may be charged on a fixed-fee or time-and-expenses basis, as set out in the Engagement Terms. Where an Investigation is charged on a time basis, any estimate is indicative only; the actual time required may vary with the complexity of the matter and the availability of information. We will use reasonable efforts to keep you informed where an Investigation is likely to exceed an estimate.
5.4 No guaranteed outcome The nature of investigative work means a particular fact, finding, document, or result cannot be guaranteed. An Investigation may be inconclusive, or may not produce the outcome you expect or hope for. Fees remain payable for the work properly performed regardless of the findings or outcome.
5.5 Use of findings and legal proceedings Investigation findings are provided to support your stated lawful purpose. ClearMarc does not provide legal advice and does not warrant that any finding, statement, report, or material will be admissible in, or sufficient for, any legal, disciplinary, or other proceeding. Where findings may be used in proceedings, you are responsible for obtaining your own legal advice on their use.
5.6 Workplace and executive investigations Where we conduct workplace or executive investigations, we provide factual investigation support only. We do not make legal determinations of guilt, liability, or breach. Responsibility for any employment, disciplinary, or other decision arising from an Investigation rests with you, and you are responsible for ensuring that any process you run affords appropriate procedural fairness and complies with applicable workplace, privacy and anti-discrimination laws.
5.7 Surveillance Any surveillance is conducted lawfully and only from places, and in circumstances, permitted by law. We will not conduct surveillance, tracking, or monitoring that would breach applicable surveillance devices, privacy, or other laws, and we may decline or discontinue any instruction that would require us to do so.
5.8 Right to decline We may decline or discontinue any Investigation where we reasonably believe the request is unlawful, unethical, lacks a genuine and lawful purpose, or would expose ClearMarc or any Investigator to legal, regulatory, safety, or reputational risk.

6) Your declared purpose and permitted use
6.1 Declared purpose When you request a Verification Report or Investigation, you must declare your relationship to, and reason for enquiring about, the Subject (your "Declared Purpose") — for example: a new business relationship; an existing business relationship; a tender or procurement evaluation; a partnership, investment or acquisition; an outstanding payment or dispute; or another stated purpose. You warrant that your Declared Purpose is true and that you have a genuine, lawful business reason for the request.
6.2 Permitted use You may use Deliverables only for your own internal business purposes connected to your Declared Purpose. You must not: (a) on-sell, redistribute, publish or sub-licence a Deliverable (or the Third-Party Sources within it), except to your own professional advisers acting for you in connection with the Declared Purpose, or as required by law or regulator request; (b) use a Deliverable to build, populate or supplement any database, product or service; (c) use a Deliverable to make a decision about an individual's eligibility for consumer credit, employment, tenancy or insurance; or (d) use a Deliverable for any unlawful, misleading, harassing or unauthorised purpose.
6.3 Right to decline or audit We may decline, suspend or audit any request where a genuine, lawful business purpose cannot reasonably be established.

7) Client obligations and warranties
You agree that you will:

1. Provide complete, accurate, and current Client Materials.

2. Ensure you have the right to provide Client Materials to ClearMarc (including any personal information).

3. Use our Services and Deliverables only for lawful purposes and in accordance with these Terms.

4. Not request or use our Services to harass, intimidate, stalk, discriminate, or otherwise harm any person.

5. Not request or use our Services in connection with any unlawful surveillance, unlawful recording, hacking, deception, or impersonation.

6. Comply with all applicable laws, including privacy, confidentiality, workplace, anti-discrimination, and surveillance laws.

You warrant that all instructions you provide are lawful and that your use of the Deliverables will be lawful.

8) Information sources, accuracy, and limitations
8.1 Third-party and public sources Our Deliverables may rely on Third-Party Sources and public information. Such information can be incomplete, outdated, incorrect, misattributed, or removed without notice. ClearMarc does not control Third-Party Sources.
8.2 Verification limitations Even when we perform checks, verification is not absolute. Many risks cannot be identified from available data (for example, undisclosed interests, unreported disputes, private agreements, sealed court records, identity fraud, or misinformation).
8.3 Client to validate critical decisions You are responsible for:

• how you interpret and use Deliverables;

• verifying critical facts independently where appropriate; and

• making your own decisions based on your organisation's policies, legal obligations, and risk tolerance.
   

9) Sensitive activities and restricted checks
Unless expressly agreed in writing, ClearMarc:

• does not obtain "police checks" on your behalf (these are governed by specific processes and eligibility);

• does not access bank accounts, private communications, private devices, or private systems;

• does not perform any activity that requires specific licensing, authorisation, or warrants unless we confirm in writing that the relevant requirement is met (including through qualified subcontractors).

10) Turnaround times
Any stated turnaround times are estimates only and depend on the completeness of Client Materials, responsiveness of third parties, and availability of data sources. Reports for Subjects in Australia are generally delivered more quickly than Reports for other jurisdictions, which may require additional time where data must be sourced or freshly investigated. We are not liable for delays outside our reasonable control. Where a Report cannot be produced, we will refund the relevant fee (see clause 12).
11) Fees, payment, and taxes
11.1 Fees Fees are as stated at checkout (for Verification Reports) or in the Engagement Terms (for Investigations and custom engagements). Report prices vary by the Subject's country and the tier selected, reflecting differing third-party sourcing costs. Unless otherwise stated, prices displayed for Verification Reports are in Australian dollars and inclusive of GST where applicable; fees stated in Engagement Terms are exclusive of GST unless stated otherwise.
11.2 Payment terms Verification Reports are payable in full at the time of order. For Investigations and other engagements, invoices are payable within the timeframe stated on the invoice (or, if not stated, within 7 days), and we may require upfront payment (in whole or part) before commencing work.
11.3 Late payments If payment is overdue, we may suspend Services and withhold Deliverables until payment is received. We may recover reasonable costs of collection.

12) Cancellations and refunds
12.1 Because Verification Reports are digital products prepared on your request, once a Report has been delivered it cannot be cancelled or refunded, except as required by law or where the Report could not be produced (clause 10).
12.2 Investigation and custom Services are professional services with bespoke Deliverables. Refunds are not provided for change of mind. If there is a material defect in the Services, your remedies are set out in clauses 19 and 21 and under applicable law. If an engagement is terminated after work has commenced, you must pay for work properly performed up to the termination date (including any non-cancellable third-party costs).

13) Confidentiality
13.1 Our commitment We treat Client Materials and non-public project details as confidential and use them only to deliver the Services, unless: you consent; disclosure is required by law; or disclosure is necessary to enforce these Terms or to protect rights, safety, or property.
13.2 Your obligations You agree to keep our Deliverables, methodologies, pricing, and non-public processes confidential, and not disclose them to third parties except as required for your internal business purposes (or as required by law).

14) Privacy and handling personal information
ClearMarc handles personal information in accordance with the Privacy Act 1988 (Cth) and the Australian Privacy Principles (APPs) where applicable. A Verification Report or Investigation may contain limited personal information (for example, the names of company directors or officers); you must handle any such personal information in accordance with the Privacy Act and only for your Declared Purpose.
Our Privacy Policy forms part of these Terms and explains how we collect, use, store and disclose personal information, including any overseas disclosure (which is relevant where Subjects are located outside Australia). You must ensure you have authority and appropriate notices/consents to provide any personal information to us for the purposes of the Services.

15) Communications and marketing
If we send you commercial electronic messages, we will do so in accordance with the Spam Act 2003 (Cth), including providing an unsubscribe mechanism where required.

16) Intellectual property
16.1 Our IP Unless otherwise agreed in writing, all intellectual property rights in the Website, templates, workflows, methodologies, scoring logic, report formats, and underlying systems remain the property of ClearMarc (or our licensors). The Verification Report as a compiled work — including its structure, analysis, ratings and commentary — is owned by ClearMarc. Third-Party Sources remain the property of their respective owners.
16.2 Your licence to use Deliverables Upon full payment, we grant the Client a non-exclusive, non-transferable licence to use the Deliverables for the Client's internal business purposes in accordance with clause 6. You must not resell, publish, distribute, or commercialise Deliverables externally without our prior written consent, except where required by law or regulator request.
16.3 Client Materials You retain ownership of Client Materials, and you grant ClearMarc a licence to use Client Materials to provide the Services.

17) Acceptable use of the Website
You must not:

• attempt to gain unauthorised access to the Website, accounts, or systems;

• introduce malicious code, scrape, or disrupt the Website;

• use the Website to transmit unlawful, defamatory, or infringing content;

• misrepresent your identity or authority.

We may suspend or block access if we reasonably believe there is misuse.

18) Suspension, refusal, or termination of services
We may refuse, suspend, or terminate Services immediately (and/or terminate these Terms) if:

• you breach these Terms or Engagement Terms;

• we reasonably believe your request is unlawful or unethical;

• continuing would expose ClearMarc to legal, regulatory, safety, or reputational risk; or

• you fail to pay fees when due.

If termination occurs after work has commenced, you must pay for work performed up to the termination date (including any non-cancellable third-party costs).

19) Consumer Law and non-excludable guarantees
Nothing in these Terms excludes, restricts, or modifies any consumer guarantee, right, or remedy you may have under the Australian Consumer Law (being Schedule 2 of the Competition and Consumer Act 2010 (Cth)), or any other non-excludable rights under Australian law.
Where legally permitted, ClearMarc's liability for breach of any non-excludable guarantee is limited (at our option) to:

• supplying the services again; or

• paying the cost of having the services supplied again.
   

20) Disclaimers
To the maximum extent permitted by law:

1. The Website and Deliverables are provided "as is" and "as available".

2. We do not warrant that the Website will be uninterrupted or error-free.

3. We do not warrant that Deliverables will identify all risks, issues, misconduct, or adverse information.

4. We do not warrant the accuracy or completeness of Third-Party Sources.
    

21) Limitation of liability
To the maximum extent permitted by law, and subject to clause 19:

• ClearMarc is not liable for any indirect, special, incidental, consequential, or economic loss, including loss of profit, loss of revenue, loss of opportunity, business interruption, reputational harm, or loss arising from decisions you make based on Deliverables.

• ClearMarc's total aggregate liability for any claim relating to the Services (whether in contract, tort including negligence, statute, or otherwise) is limited to the fees you paid to ClearMarc for the specific Services giving rise to the claim.
   

22) Indemnity
You indemnify ClearMarc (and our directors, officers, employees and contractors) against any loss, liability, cost, or expense (including legal costs on a solicitor-client basis) arising out of or in connection with:

• your breach of these Terms;

• your unlawful use of the Website or Deliverables;

• any claim that Client Materials infringes rights or was provided without authority; or

• any instructions you give that cause us to breach a law or third-party right.
   

23) Third-party providers and links
The Website may contain links to third-party websites or tools. These are provided for convenience only. ClearMarc is not responsible for third-party content, availability, policies, or practices.
Where we use third-party providers to deliver Services (for example, data vendors), we are not responsible for their outages or errors, but we will act reasonably to mitigate the impact.

24) Security and data retention
We take reasonable steps to protect information from misuse, interference, loss, unauthorised access, modification, or disclosure. However, no method of transmission or storage is completely secure.
Unless otherwise agreed, we may retain Client Materials and project records for compliance, audit, quality assurance, dispute management, and legal purposes, and then securely delete or de-identify where appropriate.
For more information please review our Privacy Policy: https://www.clearmarc.com.au/privacy-policy

25) Complaints, dispute resolution and fair trading
25.1 Internal complaints process If you have a complaint or concern about our Website or Services, you agree to first contact ClearMarc in writing with full details of the issue. We will acknowledge receipt within a reasonable timeframe and use reasonable efforts to investigate and resolve the complaint promptly and in good faith.
25.2 Escalation and external assistance If a complaint cannot be resolved through our internal process, you may seek independent advice or assistance from relevant consumer protection and fair trading bodies, including:

• NSW Fair Trading (if the Client is located in New South Wales)

• Consumer Affairs Victoria (Victoria)

• Office of Fair Trading Queensland (Queensland)

• Consumer and Business Services (South Australia)

• Department of Energy, Mines, Industry Regulation and Safety – Consumer Protection (Western Australia)

• Access Canberra – Consumer Affairs (Australian Capital Territory)

• Consumer, Building and Occupational Services (Tasmania)

• Northern Territory Consumer Affairs (Northern Territory)

These bodies may provide information, conciliation, or dispute resolution assistance, but they do not generally provide legal advice.
25.3 Mediation Before commencing court proceedings, either party may propose that the dispute be referred to mediation conducted by an independent mediator agreed between the parties, or (failing agreement) appointed by the Resolution Institute or another recognised Australian dispute resolution body. Each party will bear its own costs, and the mediator's costs will be shared equally, unless otherwise agreed.
25.4 Preservation of statutory rights Nothing in this clause limits or excludes any rights or remedies available under the Australian Consumer Law or any other applicable Australian consumer protection legislation.

26) Governing law and jurisdiction
These Terms are governed by the laws of Australia. You submit to the non-exclusive jurisdiction of the courts in the State or Territory in which ClearMarc's registered office is located (or, if not specified, New South Wales).

27) Changes to these Terms
We may update these Terms from time to time by publishing the updated version on the Website. The updated Terms apply from the effective date shown. Your continued use of the Website or Services constitutes acceptance of the updated Terms.

28) Contact
CLEARMARC PTY. LTD. Australian Company Number (ACN): 694 351 543
Email: support@clearmarc.com.au Within Australia: 02 8323 7184 International: +61 408 511 908
Business hours: Monday to Friday, 9:00am – 5:00pm (AEST), excluding Australian public holidays.

If your enquiry relates to an existing project or report, please include any relevant reference number or details to help us assist you more efficiently. Where a matter relates to privacy, confidentiality, or a complaint, it will be handled discreetly and in accordance with applicable Australian laws and our internal governance processes.