Business Platform and Website Terms

1. About these terms

These Business Platform and Website Terms (Website Terms) govern use of the public website at humi.au and, where your organisation has access, the Humi business portal and related online business interfaces (Business Platform). In the business provisions, you and client mean the approved client organisation, acting through its authorised users.

The website and Business Platform are operated by Hummingbird Intercoms Pty Ltd (ABN 75 651 091 057; ACN 651 091 057) (Humi, we, us or our). Humi uses the Humi Networks brand.

By using the public website, you agree to the provisions that apply to website visitors. By registering for or using the Business Platform, you and the organisation you represent agree to the provisions that apply to business users, together with the applicable product agreement. If you do not have authority to bind that organisation, do not accept an agreement or submit an instruction on its behalf.

The payment authorisations and third-party provider terms in sections 5A to 5G require the client's express acceptance of this version, either electronically or in an agreement that incorporates it. Publication alone does not change an existing client's agreement or establish that the client has already given an authorisation. An existing client must accept the applicable authorisation and provider terms before Humi relies on them for a new payment arrangement.

2. Public website information

The public website provides general information about Humi, its service categories, support channels and policies. Unless a page expressly says otherwise, website content:

• is general information and is not personal financial, legal, tax, investment or other professional advice;
• is not a binding quote, offer, promise of eligibility or guarantee that a service is available in a particular place;
• may summarise a product whose full features, limits, fees and obligations are set out in separate terms or a confirmation; and
• should not be relied on instead of reviewing the documents and transaction details that apply to you.

We take reasonable care to keep material website information current, but availability, currency corridors, cut-off times, provider arrangements and other operational information can change. Contact Humi before acting if information is important to a decision and no current confirmation is available.

3. Business Platform eligibility and onboarding

Access to the Business Platform is available only to organisations and users approved by Humi. We may require information about the organisation, its business, directors, beneficial owners, authorised users, source and purpose of funds, counterparties and transactions. We may verify that information and repeat checks where reasonably necessary for legal, fraud-prevention, security, banking or provider requirements.

Submitting an application does not guarantee approval. Available products, currencies, payment methods, limits and roles may differ by client and are governed by the applicable product documents and the settings shown in the Business Platform.

You must give complete, accurate and current information and promptly tell us about a material change. If required information is not provided or cannot be verified, Humi may be unable to open an account, make a feature available or process an instruction.

4. Authorised users and access security

The client organisation is responsible for nominating appropriate authorised users and access roles and for promptly removing access when a person changes role or leaves. Each user must use their own credentials. Shared logins are not permitted unless Humi expressly provides a feature designed for shared access.

You must:

• keep passwords, one-time codes, API credentials, recovery methods and devices secure;
• use reasonable internal approvals, segregation of duties and payment-verification controls appropriate to your organisation;
• review authorised users, permissions, recipient changes and transaction records regularly;
• keep supported software and security updates current; and
• notify Humi immediately through the Support Centre if access or an instruction may be compromised or unauthorised.

Humi will not ask for a password or one-time code by email or support form. A request to change bank or payout details should be independently verified using a trusted contact channel.

5. Instructions and confirmations

Subject to the applicable product terms, Humi may treat an instruction submitted through an authenticated account by an authorised user as an instruction of the client organisation. Humi may use an approval workflow, callback, document request or other reasonable check before acting.

You must review amounts, currencies, recipients, fees, exchange rates, settlement details and other confirmation information before approving an instruction. Contact Humi immediately if a record is wrong or an instruction is unauthorised. Do not submit a duplicate instruction unless its status has been confirmed.

Humi may delay or decline an instruction where reasonably necessary to confirm authority or accuracy, manage fraud or scam risk, comply with law or provider requirements, or address an operational problem. We will provide notice and a general explanation where lawful and reasonably possible.

5A. Client authorisation to transfer funds

By expressly accepting these business payment terms, you appoint and authorise Hummingbird Intercoms Pty Ltd (Humi) to arrange and execute transfers of funds on your behalf in accordance with payment instructions submitted by your authorised users through the Business Platform or another channel agreed with Humi.

This authorisation includes payments to an approved bank account in your own name and payments to a third-party beneficiary you designate, subject to your service agreement, available payment routes, verification and applicable law. It also permits Humi to submit the payment instructions and related settlement information to the banks and payment providers used to execute the transfer.

The authorisation is limited to the transaction details you approve, including the amount, currency, beneficiary and disclosed charges. It does not permit Humi to initiate an unrelated payment or materially change those details without further authority, except where required by law or to correct an agreed error. A beneficiary's entitlement to receive funds must arise from a lawful purpose.

5B. Payment partners and payments on behalf of clients

You authorise Humi to engage and instruct banks, foreign-exchange and liquidity providers, payment processors, remittance providers and payout partners to perform the permitted payment and settlement steps on your behalf. These partners may execute payments for Humi's approved business clients under a payment-on-behalf-of (POBO) arrangement, subject to their own acceptance and compliance requirements.

Where supported and approved by the relevant payment route, Humi may instruct a partner to identify you as the underlying client or originator and to remit in your name to your own bank account or a designated third-party beneficiary. The information displayed to a beneficiary depends on the sending and receiving institutions and payment network. This clause does not guarantee a particular remitter-name display, a dedicated account or acceptance by any named provider.

For a partner-supported route, Humi may fund or settle the partner leg from its own approved settlement arrangements. This does not require you to open an account with, or send funds directly to, that partner unless separately agreed. Your funding obligations, fees and settlement timing remain those disclosed in your applicable agreement and transaction confirmation.

Using a partner does not remove Humi's obligations to you under its agreement or applicable law, or either party's own compliance responsibilities. A partner's account or processing arrangement does not by itself make you a direct account holder or customer of that partner.

5C. Underlying clients, merchants and beneficiaries

For these provisions, an underlying client or merchant is an approved business client of Humi for whose account a payment is instructed. Humi may identify that client in a partner's approved client or merchant structure. This description does not appoint the client as Humi's agent or grant it a separate regulatory status.

You must provide accurate client and originator details, beneficiary information, payment purpose and supporting documents reasonably requested by Humi or a payment partner. If you propose to act for another person, you must disclose that arrangement, obtain Humi's prior approval and provide evidence of that person's authority. This agreement alone does not authorise undisclosed nested payment services or establish consent from a person who has not given it.

5D. Payment scope, checks and settlement

These business payment authorisations concern approved fiat payments and remittances. They do not offer clients digital-asset exchange, custody or wallet services. Any separate treasury or settlement arrangements used by Humi do not expand the client service or override the applicable product terms, legal requirements or partner approvals.

Humi and its partners may verify the client, authorised user, beneficiary, source and purpose of funds and the underlying transaction before processing. They may delay, reject or return a payment where reasonably required for law, sanctions, fraud prevention, incomplete information or route availability. A payment instruction is not a guarantee of acceptance or delivery.

Any FX conversion, funding deadline, charge and expected delivery time must be disclosed or agreed in the applicable product terms, quote or confirmation. Humi will not treat a request to pay as authority to impose a materially different exchange rate or fee without the agreement required by those documents. Cancellation, recall and return requests are subject to the processing stage, available recovery methods and your applicable agreement; Humi does not guarantee recovery after a payment becomes irreversible.

5E. Information needed to execute your instructions

You authorise Humi to provide the identity, client or merchant, originator, beneficiary and transaction information reasonably necessary to the banks, payment partners and other providers involved in processing, verifying, settling, investigating or returning your instructed payment. Sharing remains subject to applicable privacy law and Humi's Privacy Policy, including applicable requirements for overseas disclosures.

You must have authority to supply information about other people and provide any privacy notices or obtain any permissions required by law. This payment authority is not consent to unrelated marketing or unrestricted disclosure of personal information.

5F. Acceptance, records and withdrawal of authority

An authorised representative must expressly accept the applicable version for the client, for example by selecting an acceptance control that identifies these terms or signing an agreement that incorporates them. The acceptance and payment records should identify the client, accepting representative, terms version, date and time, and the relevant approved payment instructions. Humi may request additional evidence of authority before acting.

You may withdraw an authorised user's access or withdraw this payment authority for future instructions by notifying Humi through the Support Centre or another agreed channel. Humi will confirm and implement a verified request as soon as reasonably practicable. Withdrawal does not retrospectively cancel an accepted or executed payment, remove an obligation already incurred, or prevent processing required by law. Humi will tell you the status of outstanding instructions and any available cancellation options.

5G. Embedded third-party providers: MetaComp disclosure and terms

Some products and services made available through Humi may be carried out substantially or entirely by a third-party provider. Where Humi identifies a service as provided through MetaComp Pte. Ltd. (Singapore UEN 201811650W), MetaComp is the third-party provider for that service. You must read and accept the applicable provider terms before using that service, in addition to your agreement with Humi.

MetaComp End User Terms of Use (v.3.1): Read or download MetaComp's End User Terms of Use (PDF). The linked terms govern your relationship with MetaComp for its services and include its general terms and the applicable service schedules. A copy must be made available for you to review before acceptance.

Acceptance of the provider terms. By expressly accepting these Business Platform Terms for an identified MetaComp-provided service, with this disclosure and the linked provider terms made available to you, you also agree to be bound by the applicable MetaComp End User Terms of Use. This is acceptance of the provider agreement as well as Humi's terms; it does not amend MetaComp's terms. A visit to this website, publication of an updated page or acceptance of an unrelated Humi service does not, by itself, constitute that acceptance.

Authority to disclose information and act on your instructions. For onboarding and operating your approved MetaComp-provided service, you authorise Humi to submit to MetaComp the client, beneficial-owner, authorised-person, beneficiary, KYC and transaction information and supporting documents reasonably required for onboarding, compliance, execution and settlement. You also authorise Humi to act as your service-provider agent for that approved service: to submit and manage the relevant account application and account instructions, issue your authorised payment orders, receive related notices, and arrange receipts, deposits and settlement on your behalf. These powers are limited by your approved instructions, the applicable service agreements and sections 5A to 5F. Personal information remains subject to applicable privacy law, the relevant privacy notices and any permissions required from the individuals concerned.

Provider fees and charges. You are responsible for the applicable third-party provider fees, charges and expenses for services you request and accept, including any separately charged amounts. The applicable fee schedule, quote or confirmation must identify the charges or the basis on which they are determined before you approve the transaction. This is not an unrestricted authority to impose undisclosed charges or recover amounts that cannot lawfully be charged to you.

Scope and acceptance records. MetaComp must complete its own onboarding and approve the relevant client, accounts, wallets and service arrangements. Its terms may describe services beyond those enabled for you through Humi; accepting them does not activate every product or expand the Humi service described in section 5D. The accepted Humi and provider versions, authorised representative and acceptance date should be recorded with the client's onboarding documents. Materially changed terms require the notice and acceptance applicable to that change; publication alone is not retrospective consent. If a provider requires a separate disclosure or authorisation form, Humi may request it before activation.

6. Acceptable use

You must not use the website or Business Platform:

• for unlawful, fraudulent, misleading, sanctioned or prohibited conduct;
• to hide the true source, recipient, controller or purpose of funds, or evade a limit or check;
• to access another person’s account, impersonate another person or make an unauthorised instruction;
• to upload malicious code, probe or bypass security, interfere with availability, scrape protected content, or conduct an unapproved automated or penetration test;
• to infringe privacy, confidentiality, intellectual-property or other legal rights; or
• in a way that could materially harm Humi, a client, a provider or the integrity of a payment or compliance system.

Reasonable indexing by public search engines and ordinary use of browser accessibility, translation and security features are not prohibited by these Terms.

7. Fees, rates and product obligations

Fees, exchange rates, funding requirements, payment timing, settlement obligations and cancellation or return rules are set out in the applicable product terms, service schedule, quote or transaction confirmation. General website descriptions do not override those documents.

Third-party banks, intermediaries, card schemes, payment networks or recipients may impose charges outside Humi’s control. Humi will disclose known Humi fees and material known third-party charges as required by the applicable agreement and law.

8. Availability, maintenance and changes

Humi uses reasonable care in operating the website and Business Platform, but continuous or error-free availability is not guaranteed. Maintenance, telecommunications, banking networks, cyber incidents, provider outages, law and events outside reasonable control can affect access or processing.

We may update interfaces, security requirements and features. We will give reasonable notice of a material change that is likely to adversely affect an existing service, where practicable and subject to security and legal needs. Urgent security maintenance may occur without advance notice.

Keep independent copies of confirmations and records your organisation is required to retain. A dashboard is not a substitute for your own accounting, legal or business-continuity records.

9. Suspension and closure

Humi may proportionately restrict access to protect an account or system, investigate suspected unauthorised or unlawful activity, complete required checks, respond to a serious breach, comply with law, or manage an unavailable product or provider. We will restore access when the reason is resolved where reasonably possible and will give notice unless prohibited or unsafe.

A client may request closure in accordance with its product agreement. Closure does not cancel a completed transaction or remove an obligation, complaint, refund, confidentiality duty or legal right that arose before closure.

10. Privacy, cookies and confidential information

Our Privacy Policy explains how Humi handles personal information collected through the website and Business Platform, including cookies, device data, account information, authorised-user details and support records. Privacy requests can be made through Privacy Choices and Data Requests.

A business user must handle information visible in the Business Platform only for the client’s authorised business purpose and in accordance with privacy, confidentiality and employment obligations. Do not disclose another person’s transaction, recipient or identity information unless authorised and lawful.

Each party must protect the other’s non-public business information with reasonable care and use it only to provide, receive, secure or administer the relevant service, except where disclosure is authorised, already public without breach, independently developed, or required by law. More specific confidentiality terms in a product agreement prevail.

11. Intellectual property

Humi and its licensors own the website, Business Platform, software, design, text, graphics, trade marks and other material made available through them, except for material identified as belonging to another person.

Humi grants you a limited, revocable, non-exclusive and non-transferable right to access and use the relevant service for its intended purpose while these Website Terms and any applicable product agreement remain in effect. You must not copy, sell, sublicense, reverse engineer, modify, remove ownership notices from, or commercially exploit Humi material except with written permission or to the extent the law does not permit that restriction.

You retain ownership of material you submit. You grant Humi the limited rights reasonably required to receive, store, check, reproduce and transmit that material to operate the service, comply with law and respond to support or disputes. You confirm that you are authorised to provide it.

12. Third-party sites and services

The website or Business Platform may link to or depend on third-party sites and services. Humi does not control an external site merely because it is linked. Review its terms and privacy information before using it. Humi is not responsible for external content or conduct, except to the extent Humi is responsible under an applicable law or expressly agreed service obligation.

13. Electronic communications

You agree that service, transaction, security and legal communications may be provided electronically through the Business Platform, email, SMS or another registered channel. Keep contact details current and monitor authorised channels. Marketing preferences do not prevent operational, security or legal communications.

A click, digital approval or authenticated instruction may form or evidence an agreement where the relevant screen clearly indicates that consequence. You can request an accessible copy of these Website Terms or a policy through the Support Centre.

An ordinary website visit is not acceptance of the business payment authorisations or third-party provider terms in sections 5A to 5G. Their acceptance must be established as described in sections 5F and 5G.

14. Consumer and statutory rights

Subject to non-excludable rights, each party is responsible for loss to the extent caused by its breach, negligence, fraud or unlawful act. Humi is not responsible to the extent loss was caused by inaccurate or unauthorised instructions supplied by the client, a failure to apply reasonable account security, or an event genuinely outside Humi’s reasonable control, except where Humi did not take reasonable care or the law provides otherwise.

Neither party is responsible for loss that was not reasonably foreseeable when the relevant obligation arose. Both parties must take reasonable steps to reduce avoidable loss. Any more specific and lawful allocation of responsibility in a product agreement applies to that product.

15. Changes to these Website Terms

We may update these Website Terms for changes to the website, Business Platform, security, law or business operations. We will publish the updated version with an effective date and give reasonable advance notice of a material detrimental change affecting an existing Business Platform user, where practicable. An urgent security or legal change may take effect sooner.

A change does not alter the confirmed commercial details of a transaction already accepted unless required by law, agreed with you or necessary to correct an agreed error. If a client does not agree to a future change, it may stop using the affected feature and discuss closure under its product agreement.

A new or materially expanded payment authority requires the client's express acceptance before Humi relies on it. Publishing a revised page or continuing to browse the public website does not by itself provide that acceptance. Existing signed or expressly accepted agreements remain subject to section 16.

16. Priority, severability and governing law

If these Website Terms conflict with a signed or expressly accepted product agreement, service schedule or transaction confirmation, the more specific document prevails for that service or transaction. No website statement changes a signed agreement unless it clearly says it does so and is made by an authorised person.

If a provision is unlawful or unenforceable, it is to be read down to the minimum extent necessary or severed without affecting the remainder. A delay in exercising a right is not a waiver.

These Website Terms are governed by the laws of New South Wales, Australia. You and Humi submit to the non-exclusive jurisdiction of its courts and tribunals, without removing a mandatory right under another applicable law.

17. Contact and complaints

For website or Business Platform support, email support@humi.au or use the Support Centre. Formal complaints are free and can be submitted through our Complaints and Disputes process or by emailing compliance@humi.au.

Operator: Hummingbird Intercoms Pty Ltd, 25 Lime Street, Sydney NSW 2000, Australia.