Terms of Use

1. About these Terms

These Terms of Use ('Terms') are between Sampath & Lo Pty Ltd (ABN 50 686 720 016) trading as Safra ('Safra', 'we', 'us', 'our') and you, the person or entity accessing or using the Safra platform ('you', 'your').

Safra is an AI-powered financial intelligence platform that integrates with Xero to deliver financial insights and analysis to small and medium-sized businesses.

By clicking 'I agree' or otherwise accepting these Terms within the Safra application, you agree to be bound by them. Your acceptance is recorded electronically with a timestamp, version number, and account identifier. If you do not agree, you must not use the Platform.

These Terms, together with any plan-specific terms presented at the time of subscription, constitute the entire agreement between you and Safra and supersede all prior representations, discussions, negotiations, and agreements relating to the Platform.

2. The Platform

The Safra platform ('Platform') connects to your Xero organisation and uses automated AI processes to generate financial insights and analysis, including profit and loss summaries, cash flow analysis, and financial commentary. The Platform may be accessed via the Safra web or mobile application, and via WhatsApp where you choose to enable that feature (see Section 9).

We continuously improve the Platform and may update, add, or remove features at any time. For the purposes of these Terms, a change is 'material' if it: removes a core feature of the Platform; increases pricing; or materially reduces the scope of data processing. For all other updates — including interface changes, performance improvements, and the addition of new features — we may make changes without prior notice and will document them in our release notes.

We will give you at least 30 days' written notice before removing any core feature. Where you are on a fixed annual subscription term and a core feature is removed during that term, you may elect to terminate your subscription and receive a pro-rata refund for the remaining unused portion of your term by notifying us through the account management section of the Platform within 14 days of receiving our notice.

3. Eligibility and Account

The Platform is designed for use by businesses operating in Australia and New Zealand. To use the Platform, you must:

• Be at least 18 years of age
• Have the legal authority to bind the business on whose behalf you are accepting these Terms
• Operate a business in, or be a resident of, Australia or New Zealand

If you are located outside Australia or New Zealand, you may access the Platform but you do so entirely at your own risk. You are solely responsible for ensuring your use of the Platform complies with all laws and regulations applicable in your jurisdiction. Safra makes no representation that the Platform or these Terms satisfy any legal or regulatory requirement outside Australia and New Zealand.

You are responsible for maintaining the confidentiality of your account credentials and for all activity that occurs under your account. You must notify us immediately at hello@safraai.io if you suspect any unauthorised access.

4. Subscriptions and Billing

Access to the Platform is provided on a subscription basis. Pricing, billing cycles, and plan features are presented at the time of subscription. The following terms apply to all subscriptions:

• Subscriptions are billed in advance for the selected billing period (monthly or annual)
• Fees are charged in Australian Dollars (AUD) for Australian subscribers and New Zealand Dollars (NZD) for New Zealand subscribers, inclusive of applicable taxes (GST in Australia; GST in New Zealand) where applicable
• You authorise us to charge your nominated payment method on a recurring basis until you cancel
• You may cancel your subscription at any time through the account management section of the Platform. Cancellation is not effective until acknowledged by Safra through the Platform. Cancellation takes effect at the end of the current billing period and no partial refunds are provided unless required by law or as set out in Section 2
• Safra will issue a tax-compliant invoice for each billing period, sent to the email address associated with your account

Where you have paid for an annual subscription in advance, for the purposes of calculating the liability cap in Section 10.2, the fees paid in the three months preceding the event will be calculated as the monthly equivalent of your annual fee multiplied by three, not the lump sum amount paid.

5. Xero Integration and Data Access

To use the Platform, you will authorise Safra to access financial data from your connected Xero organisation via the Xero API. By doing so, you confirm:

• You are authorised to grant Safra access to the relevant Xero organisation
• You have read and agree to the privacy terms in Section 8 of these Terms, which govern how we handle your data

You may revoke Safra's Xero access at any time through your Xero account settings. Revoking access will limit the Platform's functionality.

6. Acceptable Use

You agree to use the Platform only for lawful purposes and in accordance with these Terms. You must not:

• Attempt to reverse engineer, decompile, or derive source code from the Platform
• Introduce malicious code, conduct security attacks, or attempt to gain unauthorised access
• Use the Platform in a way that could damage, overload, or impair it
• Share your credentials or provide access to unauthorised third parties
• Use the Platform to process data you are not lawfully permitted to access

7. AI-Generated Outputs — Important Limitations

The Platform uses automated AI processes to generate financial insights and analysis, whether accessed through the Safra application or via WhatsApp. Before using or relying on any output, you must understand and accept the following:

• Outputs are generated by automated processes and may contain errors, omissions, or inaccuracies
• AI models, including those used by Safra, can produce outputs that are plausible in appearance but factually incorrect or entirely fabricated — a characteristic known as hallucination. This risk is inherent to AI-generated content and is not eliminated by the quality or completeness of the underlying data
• Outputs reflect only the data connected to the Platform at the time of generation and may not account for transactions, events, or circumstances outside that data
• Outputs are for informational purposes only and do not constitute financial, accounting, tax, investment, or legal advice
• Outputs must not be relied upon as a substitute for advice from a qualified professional
• Safra makes no representation that any output is accurate, complete, timely, or suitable for any particular purpose

You are solely responsible for all decisions made based on Platform outputs. Before acting on any output, you are obliged to independently verify its accuracy using your own records, professional knowledge, or advice from a qualified professional. Safra accepts no liability for any loss or damage arising from your use of or reliance on Platform outputs without such independent verification, to the maximum extent permitted by law.

8. Privacy and Data

This section explains how we handle your personal information and financial data. Safra is committed to protecting your privacy in accordance with applicable privacy law, including:

• For Australian users: the Privacy Act 1988 (Cth) and the Australian Privacy Principles (APPs)
• For New Zealand users: the Privacy Act 2020 (NZ) and the New Zealand Privacy Principles
• For users in other jurisdictions: the privacy laws applicable in your jurisdiction, to the extent Safra is required to comply with them

8.1 What we collect

We may collect:

• Your name, email address, and business contact details
• Your mobile phone number, where you choose to enable WhatsApp access to the Platform
• Business name and relevant tax identification number (ABN for Australian users; NZBN for New Zealand users)
• Billing and payment information, handled via our third-party payment processor
• Financial data from your connected Xero organisation, including profit and loss statements, balance sheets, cash flow data, invoices, accounts receivable and payable, chart of accounts, and transaction history
• Usage data, log data, device information, and browser or app type
• The content of messages you send to and receive from Safra via WhatsApp, where you enable that feature
• Feedback and survey responses

8.2 How we use your data

We use your data to:

• Provide and operate the Platform
• Identify and fix technical issues, errors, and bugs in the Platform
• Generate AI-powered financial insights and analysis from your Xero data
• Manage your account and process payments
• Communicate with you about your account and updates, including via WhatsApp where you have enabled that feature
• Comply with our legal obligations

We will not use your financial data to train AI models without your separate, explicit consent. For the avoidance of doubt, this prohibition applies regardless of any other data use permitted under these Terms.

8.3 How we share your data

We do not sell your personal or financial information. We may share data with:

• Xero, for the purposes of the integration you have authorised
• Cloud infrastructure and hosting providers engaged to operate the Platform
• Payment processors, who operate under their own privacy terms
• WhatsApp and its parent company Meta Platforms, Inc., where you choose to enable WhatsApp access to the Platform. Messages you send and receive via WhatsApp are also subject to WhatsApp's own terms of service and privacy policy, which Safra does not control
• Professional advisers bound by confidentiality obligations

We will only disclose your information outside of the above where required by law or with your consent.

8.4 Storage and security

Your data is stored on secure cloud infrastructure located in Australia, New Zealand, or in other jurisdictions that maintain data protection standards equivalent to Australian and New Zealand law.

You may request disclosure of the specific jurisdictions in which your data is stored by submitting a written request to hello@safraai.io. We will respond within 10 business days of receiving your request.

We apply industry-standard security measures including encryption in transit and at rest, access controls, and audit logging.

8.5 Data breach notification

In the event of a notifiable data breach, Safra will take the following steps in accordance with applicable law:

• For Australian users: we will comply with the Notifiable Data Breaches scheme under Part IIIC of the Privacy Act 1988 (Cth), including notification to the Office of the Australian Information Commissioner (OAIC) and affected individuals where required
• For New Zealand users: we will comply with the mandatory breach notification requirements under the Privacy Act 2020 (NZ), including notification to the New Zealand Privacy Commissioner and affected individuals where required
• For all users: we will notify affected users as soon as reasonably practicable following our assessment of the breach, and take reasonable steps to contain the breach and prevent further unauthorised access

8.6 Data retention

We retain your data, including WhatsApp message history where applicable, for as long as your account is active or as reasonably required to provide our services and meet legal obligations. You may request deletion of your data at any time by contacting us at hello@safraai.io.

8.7 Cookies and analytics

The Platform may use cookies and similar technologies to support functionality and improve user experience. We will notify you of any analytics tools we use and provide options to manage your preferences.

8.8 Your privacy rights

Depending on your location, you may have rights in relation to your personal information, including the right to access, correct, or request deletion of your data, and to make a complaint to a supervisory authority. These rights are set out in the privacy legislation applicable to your jurisdiction:

• Australian users may contact the Office of the Australian Information Commissioner (OAIC) at oaic.gov.au
• New Zealand users may contact the Office of the Privacy Commissioner (OPC) at privacy.org.nz

To exercise any privacy right, contact us at hello@safraai.io. We will respond within 20 business days (in accordance with the NZ Privacy Act 2020) or 30 days (in accordance with the Australian Privacy Act 1988), whichever applies to you.

9. WhatsApp Channel

Safra may allow you to access certain features of the Platform via WhatsApp, including conversational access to financial insights generated by the Platform's AI. This section applies in addition to the rest of these Terms whenever you use the WhatsApp channel.

9.1 Enabling WhatsApp access

To use the WhatsApp channel, you must provide a mobile phone number and complete a one-time verification step. You are responsible for ensuring the phone number you provide is accurate and current, and for promptly notifying us if it changes.

9.2 AI limitations apply equally

Section 7 of these Terms (AI-Generated Outputs — Important Limitations) applies in full to any output you receive via WhatsApp. Outputs delivered through WhatsApp carry the same risk of error, omission, or hallucination as outputs delivered through the Platform's web or mobile application, and you remain obliged to independently verify any output before acting on it.

9.3 Security and authorisation risk

Messages sent from your registered phone number are treated by Safra as coming from you. You acknowledge that WhatsApp does not provide the same authentication safeguards as your Safra account login (such as passwords or multi-factor authentication tied to your account), and that anyone with access to your phone or phone number may be able to send and receive messages through the WhatsApp channel on your behalf.

You are solely responsible for securing your mobile device and phone number. You must notify us immediately at hello@safraai.io if your phone is lost, stolen, or compromised, or if your phone number changes or is reassigned. Safra is not liable for any loss or disclosure of information arising from unauthorised access to your phone or phone number.

9.4 Platform availability

The WhatsApp channel depends on the availability and functioning of WhatsApp and Meta's messaging infrastructure, which is outside Safra's control. Safra is not responsible for any delay, failure, or interruption in message delivery caused by WhatsApp or Meta's platform.

9.5 Disabling WhatsApp access

You may disable WhatsApp access to the Platform at any time through the account management section of the Platform. Disabling this feature does not affect your access to the Platform through the web or mobile application.

10. Security

We take reasonable steps to protect the Platform and your data from unauthorised access, loss, misuse, or disclosure. However, no internet-based system is completely secure and we cannot guarantee absolute security.

You are responsible for keeping your credentials secure and for all activity that occurs under your account. Please use strong, unique passwords and enable any additional authentication options we make available.

11. Warranties and Limitation of Liability

11.1 No warranty

The Platform is provided on an 'as is' and 'as available' basis. To the maximum extent permitted by law, Safra makes no warranty that the Platform will be error-free, uninterrupted, or fit for a particular purpose.

11.2 Limitation of liability

To the maximum extent permitted by applicable law, Safra's total aggregate liability to you for any claims arising from or related to your use of the Platform is limited to the total fees paid by you to Safra in the three months immediately preceding the event giving rise to the claim. For annual subscribers, this cap is calculated on the monthly equivalent of your annual fee multiplied by three.

In no event will Safra be liable for indirect, incidental, consequential, or punitive damages, or loss of data, revenue, or profit.

11.3 Consumer guarantees

Nothing in these Terms excludes any rights you may have under applicable consumer protection legislation that cannot be excluded, restricted, or modified by agreement, including:

• The Australian Consumer Law (Schedule 2 to the Competition and Consumer Act 2010 (Cth)) for Australian users
• The Consumer Guarantees Act 1993 (NZ) and the Fair Trading Act 1986 (NZ) for New Zealand users

12. Intellectual Property

All intellectual property in the Platform — including its software, AI models, algorithms, and outputs — remains the property of Sampath & Lo Pty Ltd. Nothing in these Terms grants you any ownership or licence rights beyond what is necessary to use the Platform in accordance with these Terms.

You retain ownership of your underlying financial data. By using the Platform, you grant Safra a limited, non-exclusive licence to access and process your data solely for the purposes described in Section 8.

13. Feedback

Any feedback, suggestions, or ideas you provide may be used by Safra to identify and fix issues or develop new features, without any obligation to compensate you, unless otherwise agreed in writing.

14. Suspension and Termination

Safra may suspend or terminate your access immediately if:

• You breach these Terms
• We reasonably suspect fraudulent, abusive, or unlawful activity
• You fail to pay any fees when due

You may cancel your subscription at any time through the account management section of the Platform. Cancellation is the exclusive method of termination available to you and is not effective until acknowledged by Safra through the Platform. Cancellation takes effect at the end of the current billing period.

Upon termination for any reason, we will handle your data in accordance with Section 8.6.

15. Dispute Resolution

If a dispute arises in connection with these Terms, the party raising the dispute must give written notice to the other party specifying the nature of the dispute. Notice runs from the date of receipt by the other party.

Both parties must attempt to resolve the dispute in good faith through negotiation. For disputes involving a claim of $5,000 or less, the negotiation period is 10 business days. For disputes involving a claim above $5,000, the negotiation period is 20 business days. Good faith negotiation requires each party to engage substantively with the other's position and not merely assert its original position without consideration of the other's response.

If the dispute is not resolved within the applicable negotiation period, either party may commence proceedings in accordance with Section 16.

Nothing in this clause prevents either party from seeking urgent interlocutory relief from a court where necessary to protect its rights.

16. Governing Law

These Terms are governed by and construed in accordance with the following:

• For Australian users: the laws of New South Wales, Australia. Both parties submit to the non-exclusive jurisdiction of the courts of New South Wales
• For New Zealand users: the laws of New Zealand. Both parties submit to the non-exclusive jurisdiction of the courts of New Zealand
• For users in other jurisdictions, the laws of New South Wales, Australia apply by default, without prejudice to any mandatory consumer protections available in your jurisdiction

17. General

17.1 Entire agreement

These Terms, together with any plan-specific terms presented at the time of subscription, constitute the entire agreement between you and Safra with respect to the Platform and supersede all prior representations, discussions, negotiations, and agreements.

17.2 Severability

If any provision of these Terms is found to be invalid, illegal, or unenforceable by a court of competent jurisdiction, that provision will be severed from these Terms to the minimum extent necessary, and the remaining provisions will continue in full force and effect.

17.3 No waiver

A failure or delay by Safra to exercise any right under these Terms does not constitute a waiver of that right.