This is a draft prepared by the development team. It has not been reviewed by a lawyer and must not be relied on or published as final. It is written to be reviewed: the reasoning behind each clause is set out in the notes at the end, so a solicitor can see what each one is trying to achieve rather than having to reverse-engineer it.
Version 2026-08-01
This licence covers the information you record in the FreightNotice workspace at my.freightnotice.com ("the workspace"). It sits alongside the Terms of use and forms part of your agreement with us.
1. What this covers
1.1 Contributed data means the freight information you record in the workspace, including carrier names, lanes, base rates, minimum charges, cubic conversion factors, fuel levy notices, accessorial charges, pallet specifications, and the dates any of them applied from and to.
1.2 Excluded data means:
- (a) your product selling prices, cost of goods, gross margins, and any figure
- calculated from them;
- (b) the identity of your customers;
- (c) the content of emails you forward to the workspace, and the sender,
- recipient and subject of those emails.
Excluded data is not contributed data and nothing in this licence gives us any right to use it beyond operating the workspace for you.
2. You keep ownership
You own your contributed data. Nothing in this licence transfers ownership of it to us.
3. What you licence to us
3.1 You grant us a non-exclusive, worldwide, royalty-free licence to host, store, copy, process, transmit and display your contributed data for the purpose of operating the workspace and providing the service to you.
3.2 You grant us a non-exclusive, worldwide, royalty-free, perpetual and irrevocable licence to use your contributed data to create aggregate derived outputs, and to publish, licence, sell and otherwise commercially exploit those aggregate derived outputs.
3.3 Aggregate derived output means a statistic, index, average, distribution, range, model or other figure calculated from the contributed data of multiple contributors, from which no individual contributor and no individual contributor's data can reasonably be identified.
3.4 We are not obliged to create any aggregate derived output, and as at the version date of this licence we do not produce any. Clause 3.2 exists so that if we later decide to, the position is already clear, rather than requiring us to seek fresh consent over data collected under different terms.
4. What we will not do
4.1 We will not publish, disclose, sell or licence your contributed data in a form that identifies you or your business, except:
- (a) to you, or to someone you authorise;
- (b) to a service provider that operates part of the workspace on our behalf,
- under confidentiality obligations no weaker than these;
- (c) where required by law, or by a court or regulator.
4.2 We will not use your excluded data to create any aggregate derived output, in any form, at any level of aggregation. This includes counts, coverage indicators and any figure whose value depends on excluded data.
4.3 We will not disclose to any contributor any figure derived from another contributor's contributed data, other than as an aggregate derived output that complies with clause 5.
5. Suppression
5.1 Before publishing any aggregate derived output we will apply, at minimum, the following suppression rules:
- (a) the output must draw on the contributed data of at least five separate
- contributors;
- (b) no single contributor may account for more than 40% of the underlying
- observations;
- (c) the output must not be presented at a granularity that would allow a
- contributor's own figure to be recovered by subtraction from a related output.
5.2 We may adopt stricter rules. We will not adopt weaker ones without giving contributors notice and an opportunity to withdraw under clause 7.
6. Competition law
6.1 We will not use the workspace to facilitate, and you must not use it to attempt, any arrangement between competitors about prices, rates, margins, market allocation, capacity or tendering.
6.2 No contributor is given access to another contributor's contributed data, and no contributor is told which other businesses are contributors.
7. Withdrawal
7.1 You may stop contributing at any time by closing your account or by telling us in writing.
7.2 On withdrawal we will stop including your contributed data in any aggregate derived output produced after the withdrawal date, within 30 days.
7.3 Aggregate derived outputs already published before your withdrawal will not be recalculated or withdrawn. This is because they cannot be — the outputs do not retain a link back to individual contributors — and because a published statistic that changes retrospectively is worse than useless to whoever relied on it.
7.4 You may export all of your data at any time, in full, in a machine- readable form, at no cost and without asking us.
8. Accuracy
You are not warranting that your contributed data is accurate. You should not knowingly record something false. We do not verify your figures against your carriers and do not hold ourselves out as doing so.
9. Changes to this licence
9.1 We may change this licence. Where a change materially widens what we may do with contributed data, we will:
- (a) give you at least 30 days' notice before it takes effect;
- (b) tell you plainly what has changed and why;
- (c) allow you to withdraw under clause 7 before the change takes effect.
9.2 The version of this licence you accepted, and the date you accepted it, are recorded against your account.
Notes for the reviewing solicitor
These notes are not part of the licence. They explain what each part is attempting, so the review can focus on whether it achieves it.
Why clause 3.2 exists at all when nothing is aggregated. The product currently computes only single-tenant results and there is no aggregation layer, hidden or planned. The concern being addressed is the reverse of the usual one: collecting two years of rate data under terms that say "we compute your own results", and later flipping to publishing aggregate outputs, is a misleading conduct problem under s18 of the Australian Consumer Law regardless of whether any competition issue arises. Clause 3.2 is disclosed up front so that later use is not a change of position. Please check whether the disclosure is sufficiently prominent given that it describes a use that does not yet exist — we would rather over-disclose here.
Clause 1.2 and clause 4.2 (the sell-price exclusion). This is load-bearing and is enforced in the software as well as the contract: sell prices, cost of goods and margins are stored in a separate database schema, reached through a single code module, with a test that fails the build if anything else touches it. The reasoning is that a freight rate a business pays a carrier is a cost input, whereas its own selling price is its competitive position in a market where other users may be its direct rivals. Please confirm the drafting closes the gap properly, particularly "any figure calculated from them" in 1.2(a).
Clause 5 (suppression). The thresholds are conventional (a 5-contributor minimum and a 40% dominance cap are common in industry benchmarking) but they are our numbers, not advice. They are stated in the licence rather than kept as internal policy so that weakening them requires the notice period in 9.1. The suppression rule depends on industry classification being correct, which is why the schema keeps the user's own description of their business verbatim and records how the classification was arrived at — a classification can be corrected and re-run retrospectively.
Clause 6. Australia's competition law treats information exchange between competitors as a live risk area, and the ACCC has been active on it. A single-tenant calculator sits outside the information-exchange regime entirely, and the product is deliberately built to stay there. Clause 6.2 states the architectural fact. Please advise whether more is needed if aggregate outputs are ever switched on, and in particular whether the 5-contributor floor in 5.1 is adequate for rate data specifically.
Clause 7.3. We would rather be plainly correct than reassuring. Please check this is acceptable and does not create an issue under the ACL for a representation about withdrawal.
Clause 9. Please confirm 30 days is appropriate and that recording the accepted version against the account is sufficient evidence of acceptance.
Not addressed here, and needing instructions: privacy policy and APP compliance (the workspace holds business contact details and forwarded email content); data location (currently AWS ap-southeast-2, Sydney); breach notification; and whether the forwarded-email content in clause 1.2(c) needs its own handling terms given it contains third-party correspondence.