KOA Lead Connector Terms of Service

Last updated: 13 October 2026

1. Introduction

Agreement

These terms of service (“Terms”) are a binding legal agreement between KOA Digital Pty Ltd ABN 45 638 171 007, ACN 638 171 007, of 212 Greenhill Road, Eastwood South Australia 5063 ( “we”, “us”, “our”) and you.

Acceptance of these Terms

By creating an account, clicking “I agree”, or accessing or using the Platform, you accept these Terms. You accept these Terms on your own behalf and, where applicable, on behalf of the organisation or business you represent. These Terms apply to your free trial and to any subscription plan you take up with us.

By accepting these Terms, you confirm that:

• you have read and agree to these Terms and our Privacy Policy;

• you have the legal capacity and authority to enter into these Terms; and

• where you accept these Terms on behalf of an organisation or other entity, you represent and warrant that you have authority to bind that organisation or entity to these Terms.

Who “you” means

In these Terms, “you”, “your” or “User” means:

• where an account is created by an organisation, company, partnership or other legal entity, that entity; or

• where an account is registered by an individual acting as a sole trader, independent contractor or other individual service provider, that individual,

and, in either case, includes each of your employees, officers, directors, contractors, agents, representatives, authorised users and Personnel who access or use the Platform on your behalf or under your account.

Responsibility for authorised users

You are responsible for ensuring that all people who access or use the Platform under your account comply with these Terms.

Any act or omission by such people in connection with the Platform is taken to be an act or omission by you for the purpose of these Terms.

Interpretation of references to you

Where a provision of these Terms applies only to a particular category of person, that person or category is expressly identified in the relevant provision.

Unless expressly stated otherwise, references to “you” include both:

• the contracting entity or individual who created the account; and

• all persons included within the definition of “you”.

If you do not agree

If you do not agree to these Terms, do not create an account, access or use the Platform, or purchase or subscribe to any subscription or other paid service for the Platform.

2. Definitions and interpretation

Definitions

In these terms:

• ACL means the Australian Consumer Law in Schedule 2 of the Competition and Consumer Act 2010 (Cth).

• ACMA means the Australian Communications and Media Authority.

• Add-On Services has the meaning given in clause 3.

• Aggregated Data has the meaning given to it in clause 17.

• AI Features has the meaning given in clause 16.

• Business Day means a day that is not a Saturday, Sunday or public holiday in Queensland.

• Carrier means a telecommunications carrier, carriage service provider, messaging aggregator or similar network operator (including a Connected Service provider) through which messages sent from your account are transmitted or regulated.

• Carrier Charge has the meaning given in clause 11.

• Confidential Information means information one party discloses to the other that is marked confidential, or that a reasonable person would understand to be confidential, but does not include information that becomes public through no fault of the party receiving it.

• Connected Service means a third-party service that the Platform connects to or acts with on your behalf (including Stripe) and the third-party services we use to operate the Service and the Platform (including Stripe), whether or not you have your own separate account with that provider.

• Connected Service Terms means the terms of service, policies and agreements of each Connected Service provider that govern your use of, or our interaction with, that Connected Service, as amended from time to time.

• Consumer Guarantee means a guarantee that applies under the ACL.

• Customer Data means all information, content and material that you, your Personnel or (through a Direct Interaction) a Lead enter, upload, import, submit or otherwise make available to the Platform, including contact records, enquiries, notes, messages, bookings, documents and pipeline information, and any Personal Information within them. It does not include Usage Data, Aggregated Data, Platform Content or the Platform itself.

• Direct Interaction has the meaning given in clause 4.

• Fees means the Subscription Fees, Usage Fees and any other amounts payable by you under these Terms, as set out on the Pricing Page.

• GST has the meaning given in the GST Law.

• GST Law means the A New Tax System (Goods and Services Tax) Act 1999 (Cth).

• Indemnified Parties has the meaning given in clause 22.

• Lead means an individual whose contact details, enquiry or booking information you (or the Platform on your instructions) enters into, imports into, or captures through, the Platform, and who has not registered for or been issued an account on the Platform. “Lead” includes a person your business would describe as a prospect, enquirer, contact, client or customer, however you label them within your account.

• Personal Information has the meaning given in the Privacy Act.

• Personnel means any person who you invite to use the Platform under your subscription.

• Plan means a subscription plan we offer, as named and described on the Pricing Page from time to time.

• Platform means the KOA Lead Connector software application through which the Service is provided.

• Platform Content means the workflows, templates, snapshots and copy we make available to you as part of the Service, as described in section 17.

• Pricing Page means the pricing page on our website at https://leads.koadigital.com.au/plans (or any replacement page we notify to you), which sets out the Plans, their inclusions, Subscription Fees, the rates for Usage Fees, the Top-Up Amount, the Trigger Amount, the fees for Add-On Services and any other fees and charges that apply to your account.

• Privacy Act means the Privacy Act 1988 (Cth).

• Service means the Platform, together with any related support, communications and features we provide.

• Spam Act means the Spam Act 2003 (Cth).

• Subscription Fees means the monthly fees for your Plan set out on the Pricing Page, as described in clause 7.

• Sub-processor means a third party that processes data or Personal Information on our behalf to operate the Service.

• Top-Up Amount has the meaning given to it in clause 7.

• Trigger Amount has the meaning given to it in clause 7.

• UCT Provisions means Part 2-3 of the ACL, including as it applies to standard form small business contracts.

• Usage Data has the meaning given to it in clause 17.

• Usage Fees means the fees charged for your use of the Service, based on what you send, at the rates set out on the Pricing Page, as described in clause 7.

• Wallet has the meaning given to it in clause 7.

Interpretation

In these Terms:

• headings are for convenience only and do not affect interpretation;

• “including” and “for example” are not words of limitation;

• a reference to “dollars” and “$” are a reference to Australian dollars;

• references to a statute include amendments to it;

• the singular includes the plural and vice versa;

• a reference to a party includes their executors, administrators, successors, and permitted assigns; and

• a reference to a person includes a body corporate, trust, partnership, or other entity, and their successors/permitted assigns.

3. What the Platform is

About the Platform

The Platform is a customer relationship management system. It captures enquiries, stores contacts, runs follow-up by email and SMS, takes bookings and reports on your pipeline. The Platform, together with the support and features we provide, is the Service you subscribe to.

The Service is delivered on infrastructure operated by HighLevel Inc., a United States company, and uses third party providers for messaging and payments. Clause 13 explains what that means for Customer Data, and clause 14 explains our and your responsibilities in respect of those third party providers.

The Plans, inclusions, the rates for Usage Fees and Subscription Fees applicable to your account are those set out on the Pricing Page at the time you subscribe or upgrade, and continue to apply to your account until you change your Plan, subject to “Price changes” in clause 7. The Pricing Page forms part of these Terms. If these Terms and the Pricing Page are inconsistent, these Terms prevail, except that the Pricing Page prevails on the amount of any Fee.

We retain a record of the version of the Pricing Page accepted by you when you subscribe, upgrade or renew a subscription and will give you a copy on request.

Add-ons

The Platform may, from time to time, make available optional features (“Add-On Services”), that are not included as part of the standard licence or subscription. Access to and use of any Add-On Services is optional and is subject to additional fees and charges, as outlined on the Pricing Page. We may introduce, modify, discontinue or replace Add-On Services at any time at our discretion. If we discontinue or materially reduce an Add-On Service that you have paid for in advance, we will give you at least 30 days’ notice and refund the prepaid fee for the period after it ends.

Your dealings with Leads

You are responsible for ensuring that each Lead understands how their information will be used in the Platform and for your dealings with each Lead generally. Clause 4 sets out the basis on which Leads interact (or do not interact) with the Platform and with us.

Eligibility

The individual registering an account, and any Personnel you authorise to use the Platform, must be at least 18 years old and must have the authority to act on your behalf.

Authority to bind

You warrant that you are authorised to bind the business you represent to these Terms.

4. Leads and enquiries

What a Lead is

A Lead does not register for or hold an account on the Platform. Nothing in these Terms should be read as treating a Lead as a User, a Personnel member, or a party to these Terms, except to the limited extent set out in clause 4.

No contractual relationship formed merely by entry or communication

Simply entering a Lead’s details into the Platform, or a Lead receiving a follow-up email, SMS, reminder or similar communication generated by the Platform, does not create a contract between that Lead and us, and does not, by itself, make the Lead subject to these Terms. A person cannot be taken to have accepted terms they have not been given a genuine opportunity to read and agree to. We are not a party to, and take on no obligations arising out of, the underlying relationship between you and your Leads (including goods or services you provide them).

Your responsibility for Leads

You are solely responsible for:

• having a lawful basis, including under the Spam Act and the Privacy Act, to collect and hold each Lead’s personal information and to send them communication through the Platform;

• the accuracy, currency and completeness of the information you enter about a Lead; and

• your compliance, and the compliance of your communications and dealings with Leads, with the ACL and all other applicable law

• responding to, and resolving, any query, dispute or complaint a Lead raises about your business, your services, or communications they receive that relate to you.

We do not vet, verify, or take any responsibility for your Leads, or for the substance of your relationship with them.

When a Lead interacts directly with the Platform

We may provide functionality that lets a Lead interact directly with the Platform itself (for example, by clicking a booking link, submitting details through a form we host, electronically signing a document through the Platform, or making a payment through a Platform-hosted checkout (each, a “Direct Interaction”). A Direct Interaction is provided by the Platform solely as your technology tool, on your behalf and under your instructions.

Agreement between you and the Lead

Any agreement, booking, service agreement, consent, or payment obligation formed as a result of a Direct Interaction is formed directly between you and the Lead. We are not a party to that agreement, whatever form it takes, and we do not assume any right, obligation or liability under it. We do not warrant to any Lead the sufficiency, quality, availability, or outcome of any goods, services, or agreement provided or entered into by you, and a Direct Interaction does not create a separate contract, warranty, or duty of care owed by us to the Lead. You warrant and remain solely liable for a Lead’s dealings with your business, including where those dealings occur through, or are recorded on, the Platform.

Your responsibility for how a Direct Interaction is presented

You are responsible for ensuring that each Direct Interaction (for example, a booking page, form, or checkout) is presented to the Lead in a way that clearly identifies your business, and not us, as the party the Lead is dealing with and contracting with. You must not present or allow a Direct Interaction to be presented in a way that could reasonably suggest, that the Lead is contracting with us, that we are a party to any resulting agreement, or that the Lead owes any obligation to us.

Our role is limited to processing

Where a Direct Interaction involves us collecting, transmitting or storing a Lead’s personal information (including a signature or payment confirmation), which forms part of your Customer Data, we do so only as your service provider under clause 13, on your instructions and for the purpose of operating the Platform for you. That processing role does not make us a party to your agreement with the Lead, and does not create any separate relationship, warranty, or liability between us and the Lead.

You indemnify us for claims arising from a Direct Interaction

You indemnify us in accordance with clause 22 against any claim brought by a Lead arising out of or in connection with a Direct Interaction, including any claim relating to the goods, services, or agreement in question, except to the extent the claim arises from our own breach of these Terms.

5. Accounts

Registering for an account

To use the Platform, you must register for an account and provide accurate, current and complete information about your business and Personnel.

No account for Leads

Leads do not register for or hold an account on the Platform.

Keeping accounts secure

You are responsible for keeping your own login details confidential, and for all activity that happens in your account. You must tell us immediately at [email protected] if you suspect any unauthorised use of your account.

Accuracy of information

You must keep the information in your account accurate and up to date, including any contact details.

6. Free trial

Scale does not include a 14 day free trial.

Connect and Grow each includes a 14 day free trial, as follows:

• a valid payment card is required to start the trial;

• we do not charge you during the trial;

• one trial is available per business and we may refuse a trial to anyone who has had one before;

• at the end of the 14 days your subscription starts automatically and your card is charged, unless you cancel before then;

• we will email you before the trial ends; and

• one free trial is available per business. We may refuse a trial to anyone who has had one before.

Before you start a free trial (if applicable), and before you provide your payment details, we will show you on the sign-up screen:

• the plan you have selected;

• the Subscription Fee for that plan (including GST);

• how often it is charged;

• the date the trial ends and your first charge will be taken;

• that your subscription will start and renew automatically unless you cancel; and

• how to cancel.

You will be asked to confirm that you understand this by a separate step (such as ticking a box), in addition to accepting these Terms.

Automatic start of your paid subscription

If you start a free trial for the Connect and Grow plan, unless you cancel before the trial ends, your paid subscription to the plan you selected starts automatically when the trial ends. You authorise us (through our payment processor) to charge the first Subscription Fee to the payment method you provided.

Reminder before your first charge

We must send a reminder email at least 3 days before the free trial ends. The reminder will identify:

• the plan selected;

• the amount that will be charged;

• the date of the first charge; and

• how to cancel.

Failure to receive the reminder email due to inaccurate account information does not invalidate the commencement of the subscription.

If we fail to send the reminder notice, you may contact us within 14 days of the first subscription charge and we will consider any refund request in good faith having regard to the circumstances.

Ongoing automatic renewal

After the trial, your subscription is month to month. It renews automatically at the end of each monthly billing period, on the same billing date each month (see “Subscription Fees” below), and we will charge the payment method on file the then-current Subscription Fee, plus any Usage Fees, unless you cancel before the renewal date. There is no minimum term and no exit fee.

7. Fees, GST and billing

Subscription Fees

Subscription Fees are the monthly amount for your plan, in Australian dollars, plus GST. We are registered for GST. Subscription Fees do not include Usage Fees or any other charges, which are payable in addition. Subscription Fees are charged monthly in advance to the payment method on file, on the same date each month as the date your subscription began (or, where that date does not occur in a given month, the last day of that month).

Payment processing

Payments are processed by our payment processor, Stripe (a Connected Service). Clause 14 sets out your and our respective responsibilities in relation to Connected Services.

Usage Fees and your Wallet

Usage Fees are charged in addition to your Subscription Fees and any other amounts payable under these Terms (including fees for Add-On Services and Carrier Charges), based on what you send, at the rates set out on the Pricing Page. Usage Fees are deducted from a prepaid balance on your account (your “Wallet“). The Wallet is prepaid credit that can be used only to pay Usage Fees for the Service. It is not a deposit or bank account, does not earn interest, and cannot be transferred or used to buy anything else.

Automatic top-up

Automatic top-up applies to your account. By subscribing, you agree to automatic top-up and authorise us, through our payment processor, to charge the payment method on file the amount set out on the Pricing Page (the “Top-Up Amount“), each time your Wallet balance falls below the minimum balance set out on the Pricing Page (the “Trigger Amount”), and to add that amount to your Wallet. These charges are unscheduled: they happen each time your Wallet balance falls below the Trigger Amount, not on a fixed date, so a top-up may occur multiple times in a month depending on how many times the Trigger Amount is reached.

The Top-Up Amount, the Trigger Amount and the rates for Usage Fees are set out in the Pricing Page and shown in your account. We may change them only as set out in “Price changes” below. Automatic top-up stops when your account is cancelled or closed.

If a top-up fails, or your card changes

If an automatic top-up fails, clause 8 applies and we may pause usage that depends on your Wallet. If your card is replaced or its card brand changes, we may need you to confirm your authorisation again before we can charge it, and we will tell you if so.

Unused Wallet balance

Wallet balances do not expire. If your account is cancelled or closed under clause 8 or clause 9 (other than for your serious breach involving fraud or misuse), we will refund any unused Wallet balance to the payment method you used, less any Fees you owe us, within 30 days. This refund is available on closure of your account; you cannot otherwise withdraw or redeem your Wallet for cash on demand. This clause does not limit any right you have under the ACL.

Records

We keep a record of your authorisation for automatic top-up, including when you gave it, the Top-Up Amount and Trigger Amount then applying, and the version of these Terms shown to you.

Phone numbers

Both Grow and Scale plans include one Australian SMS number. Extra numbers are charged monthly at the rate set out in the Pricing Page.

Tax invoices

Tax invoices are issued for every charge.

Price changes

We may increase Subscription Fees no more than once in any 12-month period by the greater of:

• 3%; or

• the percentage increase in the Consumer Price Index (All Groups Brisbane) published by the Australian Bureau of Statistics,

by providing at least 30 days’ notice.

If we propose an increase above that amount, we will provide at least 60 days’ notice and you may cancel your subscription before the increase takes effect without penalty.

We may increase or otherwise change the rates for Usage Fees, the fees for Add-On Services and extra phone numbers, any other fees or charges set out on the Pricing Page (other than Subscription Fees, which are dealt with above), the Top-Up Amount and the Trigger Amount by giving you at least 30 days’ notice by email and updating the Pricing Page. The change applies only to usage and changes after the notice period ends.

If you do not accept a change under this clause, you may cancel your account before the change takes effect, without penalty, and any unused Wallet balance will be refunded as set out under “Unused Wallet balance” above. Your continued use of the Platform after the change takes effect is acceptance of it.

8. Failed payments

If a payment fails we will retry it and email you. You authorise us to recover from you any reasonable charges or costs we incur as a result of the failed payment, including fees imposed by our payment processor. If it is still unpaid 7 days after the due date we may suspend your account. If it is unpaid after 30 days we may cancel it under clause 10.

While suspended you cannot use the Service, but your Customer Data is retained and access is restored when payment succeeds.

Suspension or cancellation for non-payment does not relieve you of Fees accrued up to that point.

9. Cancelling

You can cancel at any time from inside your account. There is no lock-in contract, no minimum term and no exit fee.

• Cancellation takes effect at the end of the period you have already paid for.

• You keep access until then.

• We do not refund Subscription Fees you have already paid for the current billing period (or any part of it) if you cancel, except where the ACL requires it or these Terms expressly provide for a refund.

• Any unused Wallet balance is dealt with under clause 7.

• Cancel during the free trial (if applicable to your subscription) and you pay nothing.

Your rights under the ACL are not affected by anything in these Terms. Our services come with guarantees that cannot be excluded. If we fail to meet a Consumer Guarantee you may be entitled to a refund, a re-supply, or compensation for reasonably foreseeable loss.

10. When we can suspend or end your account

We may suspend or cancel your account, with notice where it is reasonable to give it, if:

• Fees remain unpaid under clause 8;

• you breach clause 11;

• we receive spam complaints about messages sent from your account;

• your use reasonably threatens the security, integrity, deliverability or stability of the Platform or Service provided to other customers;

• you fail to keep your account secure in accordance with clause 12 in a way that puts the platform or other customers at risk;

• you become insolvent, enter external administration, or a step is taken to wind you up; or

• we are required to by law.

Where the problem can be fixed, we will tell you what is wrong and give you a reasonable chance to fix it before cancelling, unless the risk to others requires us to act immediately.

Effect of ending your account

On cancellation or termination, future charges stop (subject to any accrued Fees remaining payable) and clause 13 (“Exporting” and “After you leave”) applies to your Customer Data.

11. Acceptable use, consent and anti-spam

This clause is the one we enforce strictly, because messages sent from your account, and the way the Platform is used, affect every other customer on our Platform.

Permitted use

You must use the Platform only for lawful business purposes consistent with its intended purpose as a CRM tool.

Consent and messaging

You confirm that:

• you have the consent of every person you load into the Service or send to, as required by the Spam Act and the Privacy Act ;

• your messages identify your business and how to contact you;

• every marketing email and SMS you send includes a working unsubscribe, and you honour opt-outs promptly;

• you will not import purchased, scraped or harvested lists;

• you will not send anything misleading, unlawful, or in breach of the ACL; and

• you will comply with any SMS Sender ID registration requirements and other messaging rules of the ACMA or a Carrier that apply to you.

The unsubscribe function in our templates must not be removed or disabled.

Other things you must not do

You must not, and must not permit any person to:

• use the Platform for any unlawful purpose or to breach another person’s privacy;

• attempt to gain unauthorised access to, interfere with, overload, scrape, or circumvent the security of the Platform or others’ accounts;

• introduce malware, or attempt to reverse-engineer, decompile, resell, sublicense, or create derivative works from the Platform, except to the extent a restriction cannot lawfully be excluded;

• upload or submit Customer Data or other material that is illegal, infringing, misleading, or likely to cause harm, or that you are not authorised to provide; or

• breach the terms of any Connected Service through your use of the Platform.

If you spam people

If you spam people using the Service, we may suspend your account immediately. You indemnify us for the cost this causes us, as set out in clause 22.

You are responsible for everything sent from your account, including by your Personnel.

Carrier and regulator charges

If a Carrier or a regulator (including the ACMA) imposes on us, or claims from us, a fine, penalty, surcharge, suspension or reinstatement charge, or similar charge (a “Carrier Charge“) because of messages sent from your account, or other conduct of you or your Personnel, that breaches these Terms, the Spam Act, the Privacy Act, the Connected Service Terms or a Carrier’s rules, you must pay us the amount of that Carrier Charge, together with our reasonable costs of investigating and responding to it, to the extent it was caused or contributed to by you or your Personnel, and to the extent the law permits.

In return, we will:

• tell you as soon as reasonably practicable, and give you a copy of the Carrier’s or regulator’s notice or other reasonable evidence of the charge and how it relates to your account;

• pass the Carrier Charge on at actual cost, with no mark-up;

• where the Carrier or regulator allows it, give you a reasonable opportunity to respond, or to provide evidence of consent, before we pay it;

• reduce the amount you owe to the extent our own act, omission or breach contributed to the Carrier Charge; and

• not recover the same loss twice, whether under this clause or clause 22.

You must pay a Carrier Charge within 14 days of our notice. If you have not paid it by then, and you have not raised a dispute in good faith, you authorise us to deduct it from your Wallet balance or to charge it to the payment method on file. If you dispute it in good faith, we will not deduct or charge it until the dispute is resolved under clause 25, unless we must pay the Carrier or regulator sooner.

You must give us, within 2 Business Days (or any shorter period a Carrier or regulator sets), the consent records, opt-in evidence and other information we reasonably need to respond to a Carrier or regulator about messages sent from your account. We may suspend messaging from your account under clause 10 while a Carrier or regulator inquiry is under way.

12. Keeping your account secure

You are responsible for keeping your login details secure, and for all activity that happens under your account, including anything done by your staff or anyone you give access to.

Tell us as soon as possible if you become aware of unauthorised access to your account.

We are not liable for any loss arising from unauthorised access to your account, except to the extent it is caused by our failure to meet our own security obligations.

13. Customer Data and Lead information

You own your Customer Data

Your Customer Data, including the contacts, conversations and pipelines in your account, belongs to you. We do not sell it, and we do not use it to market your Leads ourselves.

Who is responsible for what

For the personal information you load about your Leads that forms part of your Customer Data, you decide what is collected and why, and you are responsible for having a lawful basis to collect it and share it with us. We act as your service provider for that information: we collect, hold and process it on your instructions and for the purpose of providing the Service to you, and we do not use it for our own purposes. This does not limit our own, independent obligations as an APP entity under the Privacy Act in respect of Personal Information we hold, including any Personal Information we hold, including any Personal Information about you or your Personnel.

Where it is stored

The Service runs on HighLevel Inc. infrastructure in the United States, and messages are delivered through providers who may also process data overseas. We require our overseas providers to protect Personal Information to a standard consistent with the Australian Privacy Principles under our contracts with them, and we take reasonable steps to ensure they meet that standard. By using the Service you agree to your Customer Data (including your Leads’ Personal Information) being disclosed to and stored in the United States and other countries where our providers operate on that basis. We take reasonable steps to ensure overseas recipients do not breach the Australian Privacy Principles in relation to Personal Information disclosed to us.

US legal access

Because our infrastructure is operated by a United States company, US authorities may in some circumstances be able to require access to data stored there under US law, including the Clarifying Lawful Overseas Use of Data Act 2018 (US) (commonly known as the CLOUD Act), even where that data relates to Australians. We take reasonable security measures to protect your Customer Data, but this is an inherent feature of using US-based infrastructure.

Sub-processors and other providers

Our current providers are HighLevel Inc. (platform infrastructure), Twilio Inc. (SMS and voice), Stripe (payments), and OpenAI, L.L.C. (the AI features on Grow and Scale). We will keep an up to date list of our Sub-processors in our Privacy Policy at https://koadigital.com.au/privacy-policy/, and will give reasonable notice before adding a new Sub-processor that will materially change how your Customer Data is handled.

Data security

We take reasonable technical and organisational measures to protect your Customer Data and other information on the Platform, including encryption in transit, access controls, and regular security reviews, consistent with the Australian Privacy Principles.

Data breach notification

If we become aware of an eligible data breach (within the meaning of the Notifiable Data Breaches scheme in Part IIIC of the Privacy Act) affecting your Customer Data, we will notify you without undue delay, so you can consider your own notification obligations, including to affected Leads and the Office of the Australian Information Commissioner.

Cookies

The Platform uses strictly necessary, first-party session cookies to keep you logged in, and first-party analytics cookies to collect Usage Data. We do not use third-party advertising or marketing cookies. Data collected through cookies is handled as Usage Data under clause 17 and may form part of Aggregated Data under clause 17.

Marketing consent

We may send you marketing communications about our products and services by email or other electronic means, in accordance with the Spam Act. You may withdraw your consent at any time using the unsubscribe facility in each communication, or by contacting us. This does not affect our ability to send you non-marketing communications reasonably necessary to operate the Platform, including service updates, billing notices and security notices.

AI training

We will not use your Customer Data to train AI models beyond what is needed to provide the Service to you, without separately telling you and, where required, obtaining your consent.

Exporting

You can export your Customer Data at any time while your account is active, including after you have given notice to cancel.

After you leave

We keep your Customer Data for 30 days after cancellation so you can reactivate or export it. After that we delete it, except where we must keep records by law, such as billing records for tax purposes. You can ask us in writing and we will delete it sooner, subject to any record-keeping obligation we have.

Our Privacy Policy at https://koadigital.com.au/privacy-policy/ explains how we handle Personal Information generally, and forms part of these Terms.

14. Connected Services and third parties

The Service connects to third parties (Connected Services) on your behalf, or on our behalf to operate the Platform for you. Where you are required to maintain your own account with a Connected Service (for example, a payment processor), the Connected Service Terms applicable to that account are between you and that relevant Connected Service provider. We are not a party to those terms and have no responsibility or liability under them.

You acknowledge and agree that:

• you are solely responsible for registering for, maintaining and complying with the terms of each Connected Service you use;

• all risk of loss or damage arising from a Connected Service failure, outage, delay, API change, rate-limiting, account suspension, data loss, miscalculation or misdelivery rests with you, and, subject to clauses 21 and 22, we are not responsible or liable for any failure, outage, delay or error of a Connected Service to the extent that the relevant matter is outside our reasonable control and is not caused or materially contributed to by our breach, negligence or misuse of that Connected Service;

• you warrant that you have the right to use, and to authorise the Platform to act with, each Connected Service you connect, and that doing so does not breach any agreement you are subject to; and

• you indemnify us against any claim brought by a Connected Service provider against us arising from your breach of that provider’s terms or your misuse of that Connected Service, reduced to the extent our own negligence contributed to the loss.

The limited technical authority you grant us to interact with a Connected Service on your behalf does not make us your agent, partner or fiduciary for that purpose.

15. Availability and performance of the Platform

Access to the Platform

We aim to keep the Platform available and performing well, and we take reasonable steps to do so.

Maintenance and interruptions

From time to time the Platform may be unavailable for scheduled maintenance, updates and reasons outside our control (for example, an internet outage or cyber attack). Where reasonably possible, we will give advance notice of planned maintenance.

No guarantee on uninterrupted service

While we work hard to keep things running smoothly, we do not guarantee the Platform will be error-free or uninterrupted at all times. This clause does not limit any Consumer Guarantee that cannot be excluded by law – see clause 20.

Equipment to access the Platform

You are responsible for acquiring and maintaining all equipment, services and software necessary to access the Platform. You are responsible for all telecommunications fees or charges incurred as a result of connecting to the Platform.

What we do and don’t provide

• Support is provided by email at the response times published for your plan. Those are targets, not guarantees. Connect does not include onboarding, setup, training or custom configuration unless separately agreed.

• Message delivery depends on carriers, spam filters and the recipient. We cannot guarantee any message will be delivered or read.

• We do not promise results. Nothing on our website or in our marketing is a guarantee of leads, sales or revenue.

16. Artificial Intelligence (AI) features

The Platform may use AI

The Platform may include AI-powered functionality that can assist you with tasks such as drafting follow-up messages, summarising enquiries, suggesting replies, and prioritising leads (“AI Features”).

Your acknowledgement

You acknowledge and agree that:

• AI-generated outputs may contain inaccuracies, omissions or content that is inappropriate for a particular Lead or circumstance;

• the AI Features do not provide legal, financial or professional advice and must not be relied on as such;

• you remain solely responsible for reviewing any AI-generated output before it is sent to a Lead or relied on in your business; and

• we may modify, suspend or discontinue any AI Feature where reasonably necessary for security, legal, or operational reasons.

Our responsibilities

Where an AI Feature processes Personal Information, we will apply reasonable technical and organisational measures to protect it, consistent with clause 13 and our Privacy Policy. To the maximum extent permitted by law, we do not warrant that AI-generated output will be accurate, complete or suitable for any purpose, and nothing in this clause excludes a Consumer Guarantee that cannot be excluded under the ACL.

17. Intellectual Property

Our intellectual property

We, or our licensors, own all intellectual property in the Platform, including its software, design and branding. These terms do not transfer any of that ownership to you. You simply get a right to use the Platform as set out in these Terms.

The Platform Content is licensed to you to use inside your account for your own business, for as long as you subscribe. You may edit it. You may not resell it, redistribute it, or use it to build a competing product.

Your Customer Data

You keep ownership of your Customer Data (for example, Lead notes or documents), and anything you create yourself using the Platform remains yours.

By uploading it, you grant us a licence to use, copy, transmit, store, process, analyse and back up and display your Customer Data for the purpose of operating the Platform for you, and to disclose it to Sub-processors and Connected Services to enable that. We will use Customer Data to improve the Service and develop new features only in the form of Usage Data and Aggregated Data, which cannot identify you, your Leads or any individual.

Feedback

If you give us feedback or suggestions about the Platform, you grant us an irrevocable, perpetual, royalty-free licence to use them to improve the Platform without obligation to you. We will not use your name or logo in marketing without your consent, and you may withdraw any such consent at any time.

Usage Data

You acknowledge and agree that we may collect, extract, and use data and information generated through or derived from your use of the Platform, including usage patterns, frequency and volume of transaction, feature interactions, performance metrics, and error logs (“Usage Data”).

Aggregated Data

You acknowledge and agree that we may:

• aggregate and de-identify Usage Data such that it cannot reasonably be used to identify you, your Leads, or any individual (“Aggregated Data”);

• use Aggregated Data for any purpose, including to analyse, improve, and develop the Platform and Service, to train and refine algorithms and models incorporated in or used in connection with the Platform, to generate industry benchmarks and insights, and to produce reports or materials for commercial or marketing purposes; and

• share or publish Aggregated Data with third parties, provided that such data does not identify you, your Leads or any individual.

18. Confidentiality

Each party must keep the other’s Confidential Information confidential, use it only to perform these Terms, and protect it with reasonable care. This does not apply to information that:

• is or becomes public through no breach;

• is independently developed;

• is rightfully received from a third party; or

• is required to be disclosed by law (in which case the disclosing party will give reasonable notice where lawful).

This clause survives termination.

19. Warranties and disclaimers

Mutual warranty

Each party warrants that it has the authority to enter into these Terms.

Your warranties

You additionally warrant that:

• you have full power and authority to perform your obligations under these Terms;

• all information you provide to us is, and will remain, accurate, complete and up to date;

• you hold all licences, registrations and insurance required to carry on your business and provide your services to your Leads;

• you will use the Service only in accordance with applicable law, these Terms and our Privacy Policy;

• you have the right to grant the licences set out in these Terms; and

• your Customer Data does not infringe the intellectual property or other rights of any third party.

Exclusions

To the maximum extent permitted by law, and subject to clause 21, the Service and the Platform are provided “as is” and “as available”. We do not warrant that the Service will be uninterrupted, error-free, or fit for any purpose beyond what is set out in these Terms. Without limiting the foregoing, we do not warrant:

• that the Service will meet your individual business requirements;

• the accuracy or completeness of any output generated by the Service (including any AI Feature);

• that any Connected Service will be available, accurate or error-free; or

• the legal sufficiency of any Customer Data or agreement you create using the Platform.

20. Australian Consumer Law Your Consumer Guarantees are protected

Nothing in these Terms excludes, restricts or modifies any Consumer Guarantee, right or remedy you have under the ACL or any other law that cannot be excluded, restricted or modified by agreement.

Our Service comes with guarantees that cannot be excluded under the ACL. For a major failure with the Service, you are entitled to cancel your contract with us and to a refund for the unused portion, or to compensation for its reduced value, and you are entitled to be compensated for any other reasonably foreseeable loss or damage. If a failure does not amount to a major failure, you are entitled to have it rectified in a reasonable time, and if this is not done, to cancel and obtain a refund for the unused portion.

Where the ACL applies and permits a supplier to limit its liability for a breach of a Consumer Guarantee (and the Platform is not of a kind ordinarily acquired for personal, domestic or household use or consumption), our liability for breach of a Consumer Guarantee is limited, at our option, to re-supplying the Service or paying the cost of having it re-supplied. This clause prevails over any other clause to the extent of any inconsistency.

Terms may constitute a standard form contract

The parties acknowledge that these Terms may constitute a “standard form contract” for the purposes of the UCT Provisions. We have endeavoured to ensure that no term causes a significant imbalance in the parties’ rights and obligations that it is not reasonably necessary to protect our legitimate interests. Where any term would, if applied, constitute an unfair contract term under the UCT Provisions, that term is read down or severed to the minimum extent necessary to avoid being unfair, and the remaining Terms continue in full force.

21. Limitation of liability

Nothing in these Terms limits your rights under the ACL or any other law that cannot be excluded.

Subject to that, and to the maximum extent the law allows:

• our aggregate liability arising out of or in connection with these Terms is limited to the greater of:

– the Fees paid by you during the 12 months immediately preceding the event giving rise to the claim; and

– $10,000.

• neither party is liable to the other for any indirect, consequential, special or incidental loss, or for loss of profits, revenue, data, goodwill, or business interruption, however arising;

• each party’s liability is reduced to the extent the other party’s act, omission, or breach caused or contributed to the relevant loss;

• we have no liability whatsoever for any loss or damage arising out of or in connection with any Connected Service, including any failure, outage, API change, data loss, or error of a Connected Service, regardless of whether such loss was foreseeable or whether we had been advised of the possibility of such loss; and

• where we are permitted to, our liability for a failure to meet a consumer guarantee is limited to re-supplying the Service or paying the cost of having it re-supplied.

These exclusions and limitations do not apply to liability that cannot be limited at law or to either party’s liability for fraud or wilful misconduct.

22. Indemnity

Indemnity provided by you

You indemnify us and our officers, employees and contractors (“Indemnified Parties”) against any claim, loss, liability, cost or expense (including legal costs on a solicitor-client basis) reduced to the extent our own negligence or breach contributed to it, arising out of or in connection with:

• your breach of these Terms or any Connected Service Terms;

• your Customer Data, including its legality, accuracy and compliance with applicable law;

• your breach of the Spam Act or the Privacy Act, including in respect of any Lead;

• your misuse of, or failure to comply with, any Connected Service Terms, including any claim or penalty brought by a Connected Service provider against us arising from your acts or omissions;

• any inaccurate, misleading or unauthorised representation you make to a Lead about the Platform, the Service, or us;

• your breach of the intellectual property terms described in clause 17;

• your infringement of a third party’s intellectual property right, privacy rights or other rights;

• your use or any Personnel’s use of the Platform which is negligent or infringes on the rights of any third party;

• any personal injury, death or property damage caused or contributed to by you or any Personnel; and

• any claim brought by a Lead arising out of or in connection with a Direct Interaction including any claim relating to the goods, services, or agreement in question.

Indemnity for inaccuracies

You indemnify the Indemnified Parties against any claim, loss, liability, cost or expense (including legal costs on a solicitor-client basis) arising from:

• any inaccuracy in the information you entered into the Platform;

• sending an incorrect communication, correspondence or document to a Lead;

• any failure to perform your obligations under these Terms and the Privacy Policy;

• any payment processing issue arising from your failure to verify Stripe capture and reconciliation;

• any incorrect or unverified re-booking SMS dispatched by you; or

• any representation made by you to a Lead about us or the Platform that is not expressly authorised in writing by us.

Conduct of claims

We will give you prompt written notice of any indemnified claim, will not settle it in a way that admits your liability without your consent (not to be unreasonably withheld), will let you participate in the defence, and take reasonable steps to mitigate.

You may not settle a claim in a way that admits fault or imposes any obligation on us without our prior written consent.

Indemnity provided by us

We will defend you against any third-party claim that the Platform itself (excluding your Customer Data and Connected Services) infringes an Australian intellectual property right, and will pay the resulting losses finally awarded or agreed by us, subject to clause 21. If such a claim is made, we may at our option obtain a licence, modify the Platform, or refund unused prepared Fees and terminate. This is your exclusive remedy for intellectual property infringement by the Platform.

23. Force majeure

Neither party is liable for a failure or delay in performing its obligations (other than an obligation to pay money) where that failure or delay is caused by something reasonably outside that party’s control, including outages of third party infrastructure, telecommunications or payment networks, natural disasters, or government action.

The affected party must tell the other as soon as reasonably possible and take reasonable steps to reduce the impact.

24. Changing these Terms and the Service

Changes to these Terms

We may update these terms at any time. Changes to fees and charges are made under “Price changes” in clause 7, not under this clause. The current version of these Terms is always available at https://koadigital.com.au/lead-connector-terms/. We will maintain a dated change log at https://koadigital.com.au/lead-connector-terms/#change-log summarising the changes made in each version.

How we’ll tell you of changes to these Terms

• Minor or operational changes

For minor or operational changes (including clarifications, formatting corrections, addition of new features without removal of existing ones, or updates required by law), we will give you at least 7 days’ notice by email. Continued use of the Platform after the effective date constitutes acceptance.

• Material changes

For any material changes, we will give you at least 30 days’ notice by email. You may cancel your subscription before expiry of the notice period, and will receive a pro-rata refund of any prepaid Fee for the unused period after cancellation. Your continued use of the Platform after the expiry date constitutes acceptance of the amended Terms.

• Significant changes to data handling or privacy rights

For any significant changes to data handling or privacy rights: we will give you at least 30 days’ notice and require you to positively accept the change (by ticking an acceptance box or similar) before you can continue to use the Platform. If you do not accept, you may cancel and receive a pro-rata refund.

No amendment will operate retrospectively and no amendment will reduce your accrued rights in relation to any period prior to the amendment taking effect.

25. Complaints and dispute resolution

Your complaints

If you have a complaint or dispute about the Platform, you should contact us first using the details in clause 27. We will acknowledge the complaint promptly and aim to resolve it within a reasonable time through good-faith discussions.

Privacy complaints

Anyone who is not satisfied with how we have handled their Personal Information (including a Lead, even though they are not a party to these Terms) can lodge their complaint with us or to the Office of the Australian Information Commissioner (OAIC) at oaic.gov.au.

Resolving disputes with us

If a complaint or dispute, that has been raised pursuant to this clause 25, is not resolved within 30 days, the parties will attempt to resolve it through mediation administered by a recognised Australian dispute-resolution body in Queensland before commencing court proceedings, except that either party may seek urgent injunctive relief at any time.

No removal of rights

Nothing in this clause 25 prevents you from making a complaint to a regulator or exercising your rights under the ACL or Privacy Act.

26. Assignment and relationship of the parties

Assignment or novation by us

You agree that we may assign, novate or otherwise transfer our rights and obligations under these Terms to a third party, including in connection with a sale, merger, restructure, or transfer of all or part of our business, provided that the third party agrees to be bound by these Terms.

Assignment by you

You may not assign these Terms without our prior written consent, which will not be unreasonably withheld.

Relationship of the parties

The parties acknowledge and agree that:

• we may use Sub-processors and subcontractors to provide the Platform services;

• the parties are independent contractors; and

• the limited technical authority you grant to us to act with your Connected Services does not create any agency, partnership, employment or fiduciary relationship.

27. Notices

Notices to us

Notices to us must be sent to [email protected].

Notices to you

Notice to you will be sent to the email address on your account, and are taken to be received when sent, unless we receive a delivery failure notification.

28. General

• Governing law: these Terms are governed by the laws of Queensland, Australia. You and we submit to the non-exclusive jurisdiction of its courts.

• Severability: if part of these Terms is invalid or unenforceable, it is read down or severed to the minimum extent necessary, and the rest continues to apply. If a clause is found to be an unfair contract term under the ACL, that term is void, and the remainder of these Terms continues to apply so far as possible.

• No waiver: a failure or delay by either party in exercising a right under these Terms is not a waiver of that right.

• Entire agreement: these Terms, the Pricing Page and the Privacy Policy are the whole agreement between us about the Platform and the Service, and supersede any prior representation or agreement, whether oral or written.

29. Contact us

If you have any questions about these Terms, please contact us:

• Email: [email protected]

• Phone: 0483 929 713

• Post: 4 Starling Street, Burleigh Heads QLD 4220.