Terms of Service

1. About these terms

These Terms of Service govern your use of the BasisRail website, software, asset registry and related services. “BasisRail”, “we”, “us” and “our” refer to the operator providing the service under the BasisRail name. “You” includes the individual user and, where the user acts with authority, the organisation using the service.

BasisRail was founded in 2026 and is operated by Julian Smith doing business as BasisRail. BasisRail is currently in a pre-incorporation phase. Billing is through “SMITH, JULIAN” until incorporation. Your payment documentation identifies the supplier for the relevant transaction. We do not represent that BasisRail is presently an incorporated company. We will notify affected customers of any change to the contracting or billing entity and obtain agreement where required by law.

These terms apply when presented to you in connection with using or purchasing the service. By creating an account or placing an order after being given access to them, you agree to them. If you act for an organisation, you must be authorised to bind it. If you do not agree, do not create an account or purchase the service.

Read these terms with our Privacy Policy, Legal Disclaimer and any expressly agreed order or assignment scope. An agreed service-specific order governs its particular scope and price if it conflicts with these general terms, subject always to rights that cannot lawfully be excluded.

2. What BasisRail provides

BasisRail provides software to organise private-asset identities, ownership information, documents, history and valuation records. Supported records can describe many asset types; being able to register an asset does not mean an automated valuation method is appropriate or available for it.

Features may include shared workspaces, evidence storage, reminders, AI-assisted assessments, a review workflow and separately arranged professional services. A feature is available only when it is enabled and operational for your account. A demonstration, example or roadmap statement is not an undertaking that a future feature will be delivered.

BasisRail is not a statutory title register, securities exchange, investment marketplace, custodian or escrow provider. Adding an asset does not transfer it, perfect a security interest, establish legal title or replace a filing required with a public authority. We do not hold customer investment funds or execute asset trades through the platform.

3. Accounts, authority and workspace access

You must be at least 18 and legally able to enter the relevant agreement. Supply accurate account information, protect your authentication account and promptly tell us about suspected unauthorised access.

Workspace owners are responsible for inviting appropriate members, assigning suitable roles and removing access when no longer authorised. Members must use information only within their authority. You must have the rights and permissions needed to upload records about other people, organisations and assets.

You are responsible for activity that you authorise and for reasonably protecting your account; you are not automatically responsible for activity caused by a failure for which we are legally responsible. We may verify account authority or refuse a request where there is a genuine dispute about access to shared records.

4. Your records and our software

You retain the rights you hold in the records and documents you supply. You grant us a limited, non-exclusive permission to host, copy, process, display and transmit that material as reasonably necessary to provide the services you request, secure the platform, maintain authorised history and meet applicable legal obligations. This is not permission to sell your asset records.

When you request an assessment or review, that permission includes processing the relevant submitted material through the disclosed service providers. Do not submit information you are prohibited from disclosing. The Privacy Policy explains how personal information is handled.

BasisRail and its licensors retain rights in the software, branding and other platform materials. We permit you to use the service and your resulting records for your lawful purposes under these terms. Assessment outputs may not be unique and may include third-party material subject to its own rights. We do not guarantee exclusive intellectual-property rights in an AI-generated output.

Do not remove material qualifications, dates, source limitations or the AI-generated nature of an assessment when sharing it. Do not present an estimate as an independent professional certification.

5. Registry plans and recurring charges

Current standard registry pricing is shown below. All amounts are in Australian dollars. Applicable taxes, if any, must be disclosed before you confirm a purchase.

The Free allowance is available on the Free plan only. On a paid plan, you select the asset capacity before subscribing and all subscribed slots, including unused slots, are billed. The annual fee and monthly capacity charge are separate billing components. The first invoice includes the annual fee and first monthly capacity charge. Later capacity charges are invoiced monthly, and the annual fee renews annually while the subscription continues.

Creating a free account does not start a paid subscription. A paid order requires confirmation of its plan, capacity and charges. The payment page and invoice identify the amount due and collection method. Do not assume a saved payment method will be charged automatically unless the payment flow expressly authorises that arrangement.

Contact legal@basisrail.com to change a plan or capacity. We will explain the effective date, any credit and any additional charge before you agree. The application may prevent new assets beyond your paid capacity; existing records are not automatically erased merely because your capacity changes.

We will give reasonable advance notice of changes to recurring prices, with an opportunity to cancel before the changed renewal takes effect. A change will not retrospectively increase an accepted one-off fee or a period already paid for.

6. Automated assessments and acceptance

An automated assessment is an AI-assisted estimate based on the selected asset details, valuation date, purpose, submitted evidence and any sources identified in the result. You must provide information honestly and check the identity, scope, assumptions and limitations before accepting.

The standard assessment fee is A$8.99 plus 0.03% of the assessed value you accept, rounded to the nearest cent. Three basis points means 0.03%. For example, an accepted A$100,000 assessment has a fee of A$38.99 before any applicable tax. The final amount is shown before payment. If you accept a revised value, the fee uses that revised value.

Generating the initial result does not itself purchase the assessment. You may inspect the result, accept it and proceed to payment, or request one automated review. A review asks for relevant factors and an explanation supporting a lower or higher value. Evidence must not be invented or manipulated. The review may lower, increase or leave the value unchanged; a preferred direction does not guarantee that outcome.

You may accept the revised assessment and proceed to payment, or reject it. After rejection, you can provide feedback and choose whether to request a no-charge human review. Feedback is recorded and notified to our team as described in the Privacy Policy. A human-review request does not guarantee a different value, a particular turnaround time, or a sworn professional report.

An accepted valuation is added to the asset’s paid valuation record only after payment is verified. A return from a payment page alone does not prove payment. Payment interruptions and expired or uncertain attempts may require reconciliation before another checkout is issued, to avoid duplicate charges.

If there is insufficient evidence, the service may decline to produce an estimate. Automated assessments are subject to reasonable usage and technical limits disclosed in the service. They are not a substitute for a professional valuation where one is required.

7. Professional and real-estate assignments

Real-estate assignments and sworn or independently certified valuations by professional valuers require a separately agreed scope. The quote or engagement must identify the provider, relevant qualifications, purpose, valuation date, deliverable, fee and any permitted reliance.

No professional valuation, inspection, expert-witness engagement or regulatory certification is included merely because an asset is registered, an AI estimate is generated or a free human review is requested. Do not commission additional work on the assumption it is included in a registry subscription.

8. Payments, cancellation and remedies

Payments and invoices are handled through Stripe when enabled. You must use an authorised payment method and provide accurate billing details. If a payment is declined, disputed, duplicated or not confirmed, contact us with its reference; do not send full card details.

You can schedule cancellation of an active registry subscription through the billing page or request it at legal@basisrail.com. Standard cancellation takes effect at the end of the current monthly billing period and stops subsequent subscription renewals. Cancellation does not itself delete your records or cancel amounts already properly due. Contact us to close the account or arrange data handling.

For an ordinary change-of-mind cancellation, amounts already paid are not automatically refunded. We will consider requests for unused service, billing errors and special circumstances on their merits. This does not limit a refund, cancellation, repeat-service, compensation or other remedy available under applicable law or an agreed service commitment.

If you believe the service has failed to meet its description or a legal guarantee, contact us promptly with the relevant record and desired resolution. You do not need to waive legal rights or pay for a review to raise a complaint.

9. Acceptable use

You must not use BasisRail to:

• store or distribute unlawful material, misappropriate confidential information, infringe intellectual-property rights or process information without required authority;
• fabricate ownership, evidence, source material, valuation support or professional qualifications, or use outputs to mislead a buyer, lender, insurer, authority or other person;
• attempt to access another workspace without permission, bypass payment or usage controls, interfere with security, introduce malware or overload the service;
• impersonate another person, misuse credentials, scrape private information or reverse engineer protected software except where applicable law permits it;
• use the service for prohibited transactions, market manipulation, fraud or other unlawful activity.

We may investigate suspected misuse and take proportionate steps to protect affected users and the service. Where reasonably possible, we will explain the issue and provide an opportunity to remedy it.

10. Availability, records and service changes

We aim to provide a reliable service, but maintenance, outages, security events and provider failures can interrupt access or processing. No particular uptime or recovery time is promised unless agreed in a separate service commitment. We will use reasonable care and skill in providing the service.

Keep appropriate copies of original evidence and records needed for critical obligations. A timestamp, version history or file-integrity check is evidence of a platform event, not an independent determination that the underlying asset claim is correct.

We may make reasonable changes to improve or secure the service. For a material reduction to a paid service, we will provide notice where reasonably practicable and discuss an appropriate remedy for affected unused service. We will not use a general change clause to remove rights already accrued or avoid mandatory obligations.

11. Suspension and account closure

We may restrict access where reasonably necessary to address a serious security risk, unlawful use, a material breach or overdue payment. Restrictions will be proportionate to the issue. Unless urgency or law prevents it, we will give notice and a reasonable opportunity to resolve the matter.

You may ask to close your account at any time. We will verify authority and explain how closure affects shared workspaces, outstanding payments, exports and retained records. Ending access does not automatically remove information that another authorised workspace owner is entitled to retain.

Subject to security, legal restrictions and technical feasibility, we will provide a reasonable opportunity to retrieve your records when a paid service ends. Retention and deletion are governed by the Privacy Policy and applicable law. Provisions concerning outstanding payments, confidentiality, intellectual property, accrued rights and dispute resolution continue where their nature requires it.

12. Consumer rights and responsibility

Nothing in these terms or the Legal Disclaimer excludes, restricts or modifies a consumer guarantee, statutory remedy or other right that cannot lawfully be excluded. Australian Consumer Law may apply, including to some business purchases. Where it applies, services must meet its requirements and applicable remedies remain available.

Subject to those rights, our responsibilities are those expressly agreed and those imposed by law. We do not promise that every record is accurate, every estimate is suitable for every purpose, or every third party will accept a result. Your responsibility to provide accurate evidence and use appropriate professional judgment does not relieve us of responsibilities imposed on us by law.

Any claim for loss will be assessed under the applicable law, including causation, foreseeability, reasonable mitigation and each party’s contribution. These terms do not impose a blanket waiver for our fraud, wilful misconduct or other liability that cannot lawfully be excluded.

13. Questions, disputes and applicable law

Contact legal@basisrail.com for legal enquiries, billing disputes, notices and complaints. Describe the relevant account or transaction, what happened and the resolution you seek. We will seek to resolve the matter fairly and within a reasonable time.

Australian law applies to the extent applicable to the service and transaction. Mandatory rights and protections in any other jurisdiction that legally apply are preserved. Nothing requires you to give up access to a competent court, tribunal, regulator or statutory complaint process, or prevents urgent relief where appropriate.

We may update these terms and will identify the effective date. Material changes to an existing paid arrangement will be notified before they take effect where required, with an appropriate opportunity to decline or cancel future service. If a provision is unenforceable, the remaining provisions continue to the extent permitted by law. A delay in enforcing a right is not automatically a waiver.