Legal
Terms & Conditions
SwapU Pty Ltd (ABN 38 633 008 456) · Version 1.0
Under legal review — effective from launch date
1. About These Terms
These Terms and Conditions ("Terms") govern your access to and use of the SwapBox platform, including the SwapBox mobile application, website, and associated services (collectively, the "Platform"), operated by SwapU Pty Ltd (ABN 38 633 008 456) ("SwapBox", "we", "us", or "our").
By creating an account, listing an item, participating in a swap, or otherwise accessing the Platform, you agree to be bound by these Terms. If you do not agree, you must not use the Platform.
We may update these Terms from time to time. We will notify you of material changes via the Platform or by email at least 14 days before the changes take effect. Your continued use after the effective date constitutes acceptance.
2. Definitions
"Access Code" means a unique code generated by the Platform that allows a User to open a specific Locker Compartment for deposit or collection.
"Building" means a residential apartment building, shopping centre, or other premises where a Locker is installed.
"Chain" or "Swap Chain" means a multi-party swap arrangement where three or more Users exchange items in a coordinated sequence (e.g., A gives to B, B gives to C, C gives to A).
"Collection Window" means the period within which a User must collect their received item (typically 24 hours from notification).
"Condition Grade" means the assessed condition of an item: New, Like New, Good, or Fair.
"Deposit Confirmation" means the moment a User confirms deposit of their item and the compartment door closes, triggering Instantaneous Title Transfer.
"Escrow" means the authorisation hold on a User's payment method via Stripe Connect as security for swap obligations.
"Inspection Window" means the period following collection during which a User may report a condition dispute (typically 24 hours).
"Instantaneous Title Transfer" means the transfer of legal ownership of a deposited item from the depositor to the matched recipient at the moment of Deposit Confirmation, as described in Section 5.
"Item" means any second-hand good listed on the Platform for swapping.
"Listing" means a User's submission of an Item including photographs, description, category, condition grade, and estimated value.
"Locker" means automated parcel locker hardware installed at a Building, manufactured and maintained by My Parcel Locker Pty Ltd ("MPL").
"Locker Compartment" means an individual compartment within a Locker assigned to a specific swap transaction.
"Match" means a proposed swap or Swap Chain identified by the Platform's matching algorithm.
"Platform" means the SwapBox mobile application, website, and all related services operated by SwapBox.
"Swap" means an exchange of Items between two or more Users facilitated through the Platform and Lockers.
"SwapBox Credit" means a non-monetary credit issued as dispute compensation, applicable toward future swap fees or premium services.
"User" or "you" means any individual who creates an account on the Platform.
"Value Cap" means the maximum estimated value of an Item permitted in a given category (Section 7).
3. SwapBox's Role — Disclosed Agent and Custodian
3.1 What SwapBox Is
SwapBox is a technology platform that facilitates peer-to-peer exchanges of second-hand goods between Users. SwapBox acts as a disclosed agent on behalf of Users in arranging and coordinating swaps. SwapBox provides the matching algorithm, digital platform, and access to physical Locker infrastructure.
3.2 What SwapBox Is Not
SwapBox does not buy, sell, acquire, or deal in second-hand goods. SwapBox does not take ownership or title to any Item at any point. SwapBox acts solely as a custodial intermediary — holding Items on behalf of their legal owners (as determined by the Instantaneous Title Transfer) until collection. The swap transaction is between Users. SwapBox's role is analogous to a postal service or secure storage facility: we hold property belonging to its owner and release it to that owner upon verification.
3.3 Fees
SwapBox charges flat service fees for use of the Platform and Locker infrastructure. Fees are for technology, matching, and logistics services. SwapBox does not charge fees calculated as a percentage of Item value.
4. Eligibility and Account Registration
4.1 Eligibility
To use the Platform, you must:
• Be at least 18 years of age
• Be a resident or authorised occupant of a Building where a Locker is installed, or otherwise authorised by SwapBox
• Have a valid email address and mobile phone number
• Have a valid payment method capable of supporting Escrow authorisation
• Not have been previously suspended or permanently banned from the Platform
4.2 Account Creation
You must provide accurate, current, and complete information during registration and maintain it. You are responsible for safeguarding your account credentials and all activities under your account.
4.3 One Account Per Person
Each individual may hold only one active account. Multiple accounts to circumvent suspension, manipulate matching, or gain unfair advantage are prohibited.
4.4 Building Verification
SwapBox may verify your association with a Building before granting Locker access, including confirmation by building management, address verification, or other methods.
5. Instantaneous Title Transfer
5.1 How Title Transfers
When you are matched with another User (or Users in a Chain) and all parties confirm, you agree that:
• At Deposit Confirmation (when you confirm deposit and the compartment door closes), legal ownership of your deposited Item transfers immediately and irrevocably to the matched recipient User.
• Simultaneously, legal ownership of the Item deposited by the other party transfers to you.
• From Deposit Confirmation, the Item in the Locker Compartment is the property of its new owner (the recipient), not the depositor.
5.2 Consequences
You acknowledge and agree that:
• Once Deposit Confirmation occurs, you cannot reclaim that Item. It belongs to someone else.
• SwapBox holds deposited Items as custodian on behalf of the new owner (recipient) until collection.
• If the recipient does not collect, SwapBox's obligations run to the recipient (as legal owner), not to the depositor.
• If you have a complaint about a received Item, your remedy is through dispute resolution (Section 14), not return of your original Item.
5.3 Conditional Title Transfer in Chains
In a Swap Chain, title transfer is conditional on all parties depositing within the Deposit Window. If any party fails to deposit:
• Title transfer does not occur for any Item in the Chain.
• Deposited Items are made available for collection by their original owners.
• The failing party's Escrow may be charged.
• Remaining Items are returned to the matching pool.
5.4 Pre-Deposit Acknowledgment
Before each Deposit Confirmation, the Platform will display: "Once the door closes, your item is on its way to the other person. We can't return it — but if something's wrong with what you receive, we'll sort it."
By proceeding, you consent to the Instantaneous Title Transfer.
6. Item Listings and Categories
When listing an Item, you must provide clear photographs showing current condition including any defects, an accurate description, the correct category, an honest Condition Grade, and a good-faith value estimate within the Value Cap.
The Platform currently supports: Women's Fashion, Kids' Clothes (ages 0–12), Kids' Toys, Accessories, Activewear, Maternity Clothing, and Kids' Shoes. Categories may be added or modified.
By listing, you represent and warrant that you legally own the Item, it is not stolen or counterfeit, photographs are accurate, it is clean and safe, it fits in a Locker Compartment, and it is not a Prohibited Item.
7. Value Caps
Maximum estimated values by category:
• Women's Fashion — $100
• Kids' Clothes — $50
• Kids' Toys — $80
• Accessories — $50
• Activewear — $100
• Maternity Clothing — $100
• Kids' Shoes — $100
Items exceeding the Value Cap will be rejected. SwapBox may adjust Value Caps at any time.
8. Prohibited Items
The following must not be listed or deposited:
• Perishable food, beverages, or consumables
• Electronics, phones, tablets, or computers
• Jewellery, watches, or luxury goods
• Furniture, bicycles, or items exceeding Locker Compartment size
• Weapons, ammunition, or explosives
• Drugs, alcohol, tobacco, or vaping products
• Intimate apparel, swimwear, underwear, or socks
• Recalled, banned, or unsafe products
• Counterfeit, replica, or pirated goods
• Stolen property or goods subject to lien or encumbrance
• Hazardous materials, chemicals, or flammable substances
• Live animals or animal products
• Items exceeding the applicable Value Cap
• Any item prohibited by Australian law
SwapBox may refuse, remove, or dispose of Prohibited Items. Your Escrow may be charged and your account suspended.
9. Condition Grading
"New" — Unused, with original tags or packaging where applicable.
"Like New" — Used once or twice, no visible wear, stains, or damage.
"Good" — Gently used with minor wear but fully functional and presentable.
"Fair" — Noticeably used with visible wear or minor defects, but still functional.
SwapBox may use AI-assisted tools to review photographs and suggest grades. The final grade is your responsibility. Deliberate misrepresentation is a breach of these Terms.
10. The Swap Process
Matching: SwapBox's algorithm identifies compatible swaps and Chains based on preferences, categories, values, and availability. Matching is algorithmic; no particular match or frequency is guaranteed.
Confirmation: All Users must confirm participation within 24 hours. If any User declines or fails to confirm, the Match lapses.
Deposit: Each User must deposit their Item within 48 hours by scanning their Access Code, placing the Item, and closing the door.
Collection: Once all Items are deposited, recipients are notified with an Access Code. Collection must occur within 24 hours.
Inspection: After collection, you have 24 hours to examine the Item and report discrepancies. No dispute within this window means the swap is deemed satisfactory.
11. Chain Integrity and Irreversibility
You acknowledge that:
• Deposit is irreversible after Deposit Confirmation.
• In a Chain, your Item is committed to a specific recipient. Items cannot be returned through the chain.
• If you receive an unsatisfactory Item, your remedy is SwapBox Credit or cash compensation through dispute resolution, not return of your original Item.
• Chain integrity is fundamental to the Platform. Without irreversibility, multi-party swaps would be impossible.
12. Escrow and Payments
12.1 Escrow Authorisation
When you confirm a Match, Stripe Connect places an authorisation hold on your payment method for the value of the Item you are receiving. This is not a charge — funds are not debited unless an Escrow Charge Event occurs.
12.2 Escrow Release
The Escrow authorisation is released when the swap completes and the Inspection Window closes without dispute.
12.3 Escrow Charge Events
SwapBox may capture Escrow if: you fail to deposit (causing a Match or Chain to fail); you deposit a Prohibited Item; you deposit an Item materially different from your Listing; or you fail to collect after reasonable notification.
12.4 No Cash Between Users
Swaps on the Platform are cashless exchanges of goods for goods. No money flows between Users as part of a swap. The Platform's matching algorithm identifies compatible exchanges based on Items of similar estimated value. There is no facility for Users to pay each other to balance value differences.
The only payments you make through the Platform are: (a) SwapBox's flat service fees for the use of the matching algorithm and logistics coordination services; and (b) Escrow charges in the event of a Charge Event described in Section 12.3. Both are payments to SwapBox for its services, not payments to other Users for their Items.
12.5 Future Value-Balancing Features
SwapBox may in the future introduce optional value-balancing features to enhance matching rates. Any such features will be subject to additional terms published on the Platform and notified to Users in accordance with Section 1.
12.6 Payment Processing
All payment processing — including Escrow authorisations, Escrow captures, platform fee charges, and refunds — is handled by Stripe Connect. SwapBox does not store full credit card details and does not hold User funds in any SwapBox bank account at any time. By using the Platform, you agree to Stripe's terms of service.
12.7 Platform Fees
SwapBox charges flat service fees for the use of the Platform's matching algorithm and logistics coordination services. Fees are published on the Platform and are payable per swap or via subscription, as applicable. SwapBox will provide 14 days' notice of fee changes.
13. Locker Access and Physical Safety
Lockers are manufactured, installed, and maintained by My Parcel Locker Pty Ltd ("MPL"), a third-party provider. SwapBox coordinates with MPL but does not warrant Locker condition, availability, or functionality.
Each Locker has a dome camera operated by MPL. By using a Locker, you consent to being recorded. Camera footage is managed by MPL. SwapBox may request footage for dispute resolution or security investigations.
You are responsible for your safety at Locker locations. SwapBox is not responsible for your security while accessing a Locker.
If a Locker malfunctions, contact SwapBox via in-app support. Deadlines will not be adversely affected where a malfunction prevents timely deposit or collection.
14. Dispute Resolution
If you receive an Item not matching the Listing, submit photographs showing the discrepancy, describe the issue, and use the Platform's dispute tool within the 24-hour Inspection Window.
SwapBox will compare original Listing photographs with dispute photographs, consider additional evidence, and make a determination within 48 hours. SwapBox's determination is about whether the Item materially matches the Listing as it was represented by the depositor — not whether the Item meets the recipient's subjective expectations of quality.
If material misrepresentation is found, remedies may include SwapBox Credit, partial cash compensation, or full cash compensation from the depositor's Escrow. Chain reversal is never available.
SwapBox acts as arbitrator between parties. SwapBox's determination is binding, subject to your rights under Australian Consumer Law and your right to seek external resolution through QCAT or other applicable forum.
15. Uncollected Items
If a recipient does not collect within the Collection Window:
• After 24 hours: Reminder notification sent, Collection Window extended 24 hours.
• After 7 days: Email and push notification, final 7-day extension.
• After 14 days: Item deemed abandoned. SwapBox may donate or dispose of the Item. Escrow may be charged.
Under Instantaneous Title Transfer, uncollected Items are your property as recipient. SwapBox's obligations run to you as legal owner, not to the depositor.
16. AI, Matching, and Automated Communications
16.1 Algorithmic Matching
The Platform uses AI and algorithmic systems to identify Matches, suggest Items, and optimise Swap Chains. No particular outcome is guaranteed.
16.2 Categories of Communications
SwapBox sends two distinct categories of messages. Transactional Messages are directly related to a swap you have initiated or are participating in — you cannot opt out of these while you have active swaps. Commercial Messages promote engagement with the Platform and require your express consent under the Spam Act 2003 (Cth).
16.3 Consent to Commercial Messages
SwapBox will only send you Commercial Messages if you have given express consent during account registration. Consent is voluntary.
16.4 Identification and Unsubscribe
Every Commercial Message will clearly identify SwapBox as the sender and contain a functional unsubscribe facility. SwapBox will action all unsubscribe requests within 5 business days.
16.5 AI-Powered Agents
SwapBox uses AI-powered agents to generate and deliver communications. Regardless of whether a message is composed by an AI agent, it is sent on behalf of SwapBox and is subject to the same consent and unsubscribe requirements.
17. User Content and Intellectual Property
You retain ownership of your photographs and descriptions. You grant SwapBox a worldwide, non-exclusive, royalty-free, perpetual licence to use, reproduce, modify, display, and distribute your content for: operating the Platform, displaying Listings, training AI systems, marketing (with personal information removed), and legal compliance.
The Platform, matching algorithm, brand elements, software, and documentation are SwapBox's intellectual property.
18. Anti-Fraud and Platform Abuse
Prohibited conduct includes: bait-and-switch deposits, value or condition manipulation, multiple accounts, collusion, depositing stolen goods, money laundering, hacking or reverse-engineering, and harassment.
19. Private Transactions, Assumption of Risk, and Escrow Protection
19.1 Private Peer-to-Peer Transactions
Each swap is a private transaction between individual Users. Neither User is acting "in trade or commerce" when exchanging personal Items. Because swaps are private transactions between individuals (not supplies made by a business to a consumer), the consumer guarantees under the Australian Consumer Law regarding the quality, fitness for purpose, and description of goods do not apply to Items exchanged between Users.
19.2 Your Responsibilities as a Depositor
When you list and deposit an Item, you represent that the Item materially matches the photographs and description in your Listing. If the Item is materially different, your Escrow may be captured to compensate the recipient. You warrant that you are the legal owner of the Item. Once Deposit Confirmation occurs, your Item is irrevocably transferred.
19.3 Your Responsibilities as a Recipient
You are receiving a second-hand Item from a private individual. You accept the Item "as-is" to the extent that it materially matches the Listing. Minor variations consistent with the stated Condition Grade are inherent risks of second-hand goods. Your sole remedy if the Item is materially different is through SwapBox's dispute resolution process (Section 14). You have 24 hours after collection to examine the Item and raise any dispute.
19.4 How Escrow Protects Both Parties
Escrow backs your swap against misrepresentation — if the item doesn't match the listing, the recipient is covered by the depositor's Escrow. Escrow does not cover subjective satisfaction, personal taste, or fitness for any particular purpose. SwapBox acts as arbitrator comparing Listing photographs to dispute photographs — not a warranty or endorsement of Item quality.
19.5 Inherent Risks of Second-Hand Goods
Some risks are inherent in exchanging second-hand goods with private individuals, including subjective expectations, condition judgment, defects not visible in photographs, and storage conditions. These risks are accepted by participating in swaps.
20. ESG and Sustainability Data
SwapBox generates environmental metrics from swap activity, including estimated weight diverted from landfill, CO2 emissions avoided, and value circulated. This data is aggregated at the Building level — individual User swap data is never shared with Building managers — and used in SwapBox's ESG reports, grant applications, and marketing materials in anonymised, aggregated form.
By using the Platform, you consent to collection of anonymised ESG data from your swap activity.
21. Limitation of Liability
21.1 Services vs Items
SwapBox's liability relates solely to the services SwapBox provides. SwapBox has no liability in respect of Items exchanged between Users.
21.2 Aggregate Limit
To the maximum extent permitted by law, SwapBox's total aggregate liability is limited to the greater of: total fees paid by you in the preceding 12 months, or $500 AUD.
21.3 Consequential Loss
To the maximum extent permitted by law, SwapBox is not liable for indirect, incidental, special, consequential, or punitive damages.
21.4 No Item Warranties
SwapBox does not warrant the quality, safety, fitness for purpose, durability, or legality of any Item.
21.5 Third-Party Services
SwapBox is not liable for acts, omissions, or failures of third-party service providers including MPL, Stripe Connect, Building managers, or telecommunications providers.
22. Indemnification
You indemnify SwapBox against claims arising from: breach of these Terms; your Listings or User Content; any Item you deposit, including claims relating to ownership, safety, condition, or legality; use of the Platform in violation of law; disputes with other Users not resolved through SwapBox's process; or any third-party claim arising from your participation in a swap.
23. Australian Consumer Law
23.1 Non-Excludable Rights
Nothing in these Terms excludes, restricts, or modifies any rights under the Australian Consumer Law (Schedule 2, Competition and Consumer Act 2010) to the extent they cannot be excluded by agreement.
23.2 SwapBox's Services
Where SwapBox supplies services with non-excludable consumer guarantees, liability is limited to re-supply or payment of the cost of re-supply, to the extent permitted by law.
23.3 Items Between Users
Items exchanged through the Platform are supplied by private individuals to other private individuals. SwapBox is a technology platform facilitator — not the supplier, manufacturer, or importer of any Item.
23.4 Escrow as Contractual Protection
The Escrow mechanism provides contractual protections that operate independently of statutory consumer guarantees, providing meaningful, practical remedies in circumstances where statutory guarantees may not apply due to the private nature of the transactions.
24. Account Suspension and Termination
SwapBox may suspend your account for: breach of Terms, anti-fraud conduct, unresolved disputes, Escrow payment failure, or risk to Users or SwapBox.
You may close your account at any time via the Platform, provided you have no active swaps, pending disputes, or outstanding obligations.
Termination does not affect accrued rights. Sections 5, 11, 17, 19, 21, 22, and 23 survive termination.
25. Building-Specific Terms
Individual Buildings may have supplementary terms (access hours, location rules). These supplement but do not override these Terms.
26. Private Sales Collection Points
SwapBox may in the future offer private sales collection via Lockers for external platform sales. Additional terms will be published as a supplementary schedule.
27. Beta and Early Access
During beta or pilot periods: the Platform may have limited features or bugs; SwapBox may reset data or modify features; your feedback may be used to improve the Platform; beta access does not guarantee ongoing access on the same terms.
28. General Provisions
Governing Law: These Terms are governed by the laws of Queensland, Australia. You submit to the non-exclusive jurisdiction of Queensland courts.
Severability: If any provision is invalid, the remaining provisions continue in full force.
Entire Agreement: These Terms, the Privacy Policy, and any Building-specific terms constitute the entire agreement.
Assignment: You may not assign without SwapBox's consent. SwapBox may assign to a related body corporate or in connection with a merger or acquisition.
Waiver: Failure to enforce a provision is not a waiver.
Force Majeure: SwapBox is not liable for failures beyond reasonable control.
Notices: SwapBox may send notices by email, push notification, or in-app message.
29. Contact Information
SwapU Pty Ltd (ABN 38 633 008 456)
Email: legal@swapbox.au
For building-specific terms, contact your building manager.