Terms of Service

Legal Entity: Kairoflux Pty Ltd

Trading Name: Kairo System

ABN: 28 693 440 050

Website: kairosystm.com

Email: support@kairosystm.com

Address: 57 Millicent Street, Athol Park SA 5012, Australia

Kairo System provides AI-powered software, business automation, customer relationship management, website, communications, marketing and related technology services to businesses.

Depending on your selected plan, package, subscription, proposal or agreement, Kairo System services may include:

• AI Voice Receptionists;
• AI Website Chat Assistants;
• AI-powered lead qualification;
• AI-powered customer communication;
• CRM software;
• sales pipelines;
• lead capture systems;
• business workflow automation;
• appointment booking systems;
• missed-call text-back systems;
• SMS automation;
• email automation;
• automated lead follow-up;
• website design and development;
• landing pages and sales funnels;
• website hosting or management;
• online forms;
• calendars;
• reputation-management systems;
• marketing automation;
• integrations with third-party applications;
• reporting and analytics;
• sales and customer-service automation;
• software configuration;
• implementation services;
• consulting and support; and
• other related digital services.

The exact services included in your purchase will be specified on our website, checkout page, proposal, order form, service agreement or other written communication provided to you.

Our services are primarily designed for businesses.

If you purchase or use Kairo System services on behalf of a company, partnership, organisation or other entity, you represent that you have authority to enter into an agreement on behalf of that entity.

You are responsible for ensuring that all users you authorise to access your Kairo System account comply with these Terms.

Certain services may require you to create an account.

You agree to provide accurate, complete and current information when creating and maintaining your account.

You are responsible for:

• keeping your login information secure;
• controlling access to your account;
• ensuring only authorised users access the services;
• maintaining current billing and contact information; and
• notifying us promptly of suspected unauthorised access.

You must not share login credentials with unauthorised persons.

Some Kairo System services require setup, configuration or onboarding.

You agree to provide information, access and materials reasonably required for us to complete the setup of your services.

This may include:

• business information;
• logos and branding;
• website information;
• domain access;
• CRM access;
• calendar access;
• email or SMS configuration;
• telephone information;
• business hours;
• services offered;
• customer FAQs;
• pricing information;
• appointment availability;
• marketing content; and
• other materials reasonably required to configure your system.

Delays in supplying required information may delay implementation or activation of your services.

Some Kairo System services use artificial intelligence, automated decision-making technology, machine learning, conversational AI or similar technology.

AI services may be used to:

• answer customer enquiries;
• respond to website visitors;
• communicate with leads;
• qualify leads;
• ask qualification questions;
• follow up with prospects;
• book appointments;
• route enquiries;
• summarise conversations;
• generate messages;
• manage workflows;
• assist customer support; and
• perform other automated business processes.

Artificial intelligence is probabilistic technology and may occasionally produce incorrect, incomplete, unexpected or inappropriate responses.

While we configure systems with the intention of producing reliable results, Kairo System does not guarantee that every AI-generated response will be error-free or appropriate in every circumstance.

You are responsible for maintaining reasonable oversight of AI systems used within your business.

Unless expressly stated otherwise, Kairo System's AI systems are not intended to provide:

• legal advice;
• medical advice;
• financial advice;
• accounting advice;
• tax advice; or
• other regulated professional advice.

You must not rely upon AI-generated information as a substitute for qualified professional advice where such advice is required.

You are responsible for the manner in which you use Kairo System services.

You agree to:

• use the services lawfully;
• provide accurate business information;
• maintain appropriate licences and registrations for your business;
• review important AI-generated content where appropriate;
• comply with privacy and data-protection obligations applicable to your business;
• obtain legally required marketing consent;
• maintain lawful customer and prospect databases;
• comply with applicable telemarketing and electronic messaging laws;
• maintain accurate appointment and availability information;
• ensure your business claims and advertisements are accurate;
• respond appropriately to customers where human intervention is required; and
• comply with third-party platform rules applicable to integrations you use.

You retain ownership of business and customer information that you provide to Kairo System.

This may include:

• customer names;
• telephone numbers;
• email addresses;
• lead information;
• conversation histories;
• appointment information;
• CRM records; and
• other business data.

You grant Kairo System and our authorised service providers permission to host, process, transmit, store and otherwise use this data as reasonably necessary to provide the services.

You represent that you have the legal right to provide such information to us and authorise its processing.

Our collection, use and handling of personal information is governed by our Privacy Policy, available on kairosystm.com.

Our Privacy Policy forms part of the overall terms governing your use of our services where applicable.

Some Kairo System services allow you to send SMS, MMS, email and other electronic communications.

You are responsible for ensuring that your use of these services complies with applicable laws, including the Spam Act 2003 (Cth) where applicable.

You are responsible for ensuring that:

• you have the required consent before sending commercial electronic messages;
• messages accurately identify the sender where required;
• recipients are provided with a functional unsubscribe method;
• unsubscribe requests are properly processed;
• marketing databases are lawfully obtained and used; and
• your communications otherwise comply with applicable law.

You must not use Kairo System services to send unlawful spam.

Where we reasonably believe your messaging activity breaches applicable law, third-party provider requirements or these Terms, we may restrict or suspend the relevant functionality.

Where you use our telephone, voice AI or automated calling services, you are responsible for ensuring that calls made through your system comply with applicable laws and regulations.

This includes any applicable rules relating to:

• telemarketing;
• consent;
• calling times;
• caller identification;
• Do Not Call requirements;
• privacy;
• call recording; and
• disclosure of automated or AI interactions where required.

Kairo System does not authorise the use of its systems for unlawful calling activity.

Fees for Kairo System services will be stated on:

• our website;
• checkout page;
• proposal;
• service agreement;
• invoice;
• order form; or
• other written offer.

Unless otherwise specified, prices are stated in Australian dollars.

Depending on your service, fees may include:

• setup fees;
• implementation fees;
• subscription fees;
• monthly fees;
• annual fees;
• software fees;
• usage-based fees;
• telecommunications charges;
• SMS charges;
• telephone charges;
• AI usage charges;
• email charges;
• website charges;
• integration fees; and
• third-party platform charges.

Some Kairo System services operate on a recurring subscription basis.

By selecting a recurring subscription, you authorise us or our payment provider to charge the payment method you provide according to the billing frequency disclosed when you subscribe.

Your subscription may continue until cancelled in accordance with the terms applicable to your plan.

You are responsible for maintaining valid and current payment information.

If a payment becomes overdue or cannot be processed, we may:

• contact you regarding payment;
• retry the payment;
• restrict access to paid functionality;
• suspend your service; or
• terminate the relevant subscription,

subject to applicable law and any separate written agreement.

You remain responsible for amounts properly incurred before cancellation or termination.

Where a setup or implementation fee applies, that fee relates to work involved in configuring and establishing your system.

Unless otherwise stated or required by law, completed setup or implementation work is not refundable merely because you later decide not to continue using the service.

Nothing in this section limits rights you may have under the Australian Consumer Law.

Kairo System may offer free trials, demonstrations, discounted pricing, free website previews or other promotional offers.

Different eligibility requirements and conditions may apply to individual promotions.

Promotional offers may:

• be limited to new or eligible customers;
• be available for a limited period;
• have specific inclusions;
• exclude certain usage fees;
• have no cash value; and
• be subject to additional promotional terms.

A free trial does not guarantee any particular business result.

Where a trial converts into a paid service, applicable pricing and billing arrangements will be disclosed as part of the relevant offer or subscription process.

You may request cancellation of your service by using the cancellation process applicable to your plan or by contacting:

support@kairosystm.com

Cancellation will take effect according to the billing and cancellation conditions disclosed for your particular service.

Cancellation does not automatically create a right to a refund for services already provided.

Any rights and remedies that cannot lawfully be excluded, including applicable rights under the Australian Consumer Law, remain unaffected.

Refund eligibility will depend upon:

• the service purchased;
• the work already performed;
• your applicable subscription or agreement;
• any specific guarantee offered with the service; and
• rights available under Australian law.

Nothing in these Terms excludes any refund, replacement, re-performance or other remedy to which you are legally entitled.

Nothing in these Terms excludes, restricts or modifies any consumer guarantee, right or remedy that cannot lawfully be excluded under the Competition and Consumer Act 2010 (Cth), including the Australian Consumer Law.

Where applicable consumer guarantees apply to our services, those statutory rights continue to apply despite anything else contained in these Terms.

Where we provide website, landing-page or funnel development, you are responsible for providing accurate information and appropriate content.

You warrant that materials supplied by you:

• do not unlawfully infringe third-party intellectual-property rights;
• are not misleading or deceptive;
• may lawfully be published;
• comply with applicable advertising requirements; and
• accurately represent your business.

Unless otherwise agreed, requests outside the original scope of work may incur additional fees.

Where domain names are involved, responsibility for domain ownership and renewal will depend on the applicable service arrangement.

Unless expressly transferred to us, you remain responsible for maintaining ownership and registration of domains registered in your name.

Loss of a domain due to your failure to renew, maintain access or provide payment is not Kairo System's responsibility to the extent the matter is outside our control.

Kairo System may integrate with or rely upon third-party platforms.

These may include providers of:

• CRM technology;
• artificial intelligence;
• telecommunications;
• SMS;
• email;
• payment processing;
• website hosting;
• domain registration;
• analytics;
• advertising;
• calendars;
• social media;
• payment gateways; and
• other software or infrastructure.

Third-party services operate independently and may be governed by their own terms and privacy policies.

We cannot guarantee the continuous availability of third-party services.

A third-party provider may change:

• its pricing;
• features;
• API;
• functionality;
• policies;
• integration requirements; or
• availability.

Kairo System is not responsible for failures or service interruptions caused by independent third-party providers where they are outside our reasonable control.

Where reasonably possible, we may modify our systems or recommend an alternative integration.

Third-party platforms may suspend or restrict accounts for breaches of their own policies.

You are responsible for complying with policies applicable to accounts you own or control.

Kairo System cannot guarantee that a third-party provider will approve, maintain or restore an account.

Kairo System and its licensors retain all rights in our pre-existing and underlying intellectual property.

This may include:

• software;
• CRM configurations;
• automation frameworks;
• workflows;
• AI prompts;
• AI configurations;
• templates;
• processes;
• methodology;
• documentation;
• designs;
• code;
• integrations;
• training materials;
• branding; and
• proprietary systems.

Purchasing or subscribing to Kairo System does not transfer ownership of our underlying intellectual property unless expressly agreed in writing.

Subject to payment of applicable fees and compliance with these Terms, we grant you a limited, non-exclusive, non-transferable right to use the relevant Kairo System services for your business during your active service period.

You must not:

• resell our software without authorisation;
• copy proprietary systems for competing commercial purposes;
• reverse engineer our technology where prohibited;
• distribute proprietary templates without permission;
• remove ownership notices; or
• claim ownership of Kairo System intellectual property.

You retain ownership of content you provide to us.

You grant us a licence to use, reproduce, adapt, host and process your content solely to the extent reasonably required to:

• deliver your services;
• configure your systems;
• provide technical support;
• host your website;
• operate automations;
• maintain integrations; and
• perform our contractual obligations.

Our services are designed to improve business systems, customer communication, lead management, automation and sales processes.

However, many factors affecting business performance are outside our control.

Unless Kairo System expressly provides a specific written guarantee, we do not guarantee:

• any specific number of leads;
• any specific number of appointments;
• any particular conversion rate;
• specific customer acquisition costs;
• increased sales;
• increased revenue;
• increased profit;
• specific advertising performance;
• particular search-engine rankings;
• specific return on advertising spend; or
• specific return on investment.

Testimonials, examples, demonstrations, projections and case studies are provided for illustrative purposes.

Individual results vary.

Previous customer results do not guarantee that another customer will achieve the same outcome.

Any estimate, forecast, projection or potential result shown by Kairo System is an estimate only unless expressly stated to be a contractual guarantee.

Actual outcomes may differ because of factors including:

• market conditions;
• advertising budgets;
• customer demand;
• competition;
• pricing;
• sales ability;
• response times;
• location;
• service quality;
• customer follow-up; and
• other circumstances beyond our control.

You must not use Kairo System services to:

• violate any law;
• commit fraud;
• impersonate another person unlawfully;
• send unlawful spam;
• unlawfully harvest contact information;
• infringe intellectual-property rights;
• distribute malicious software;
• access another person's account without permission;
• harass or threaten another person;
• interfere with our infrastructure;
• circumvent system security;
• conduct deceptive or misleading campaigns; or
• engage in activity that materially harms our systems, providers or reputation.

We aim to make our services available reliably.

However, we do not guarantee that services will operate without interruption.

Temporary outages may occur because of:

• maintenance;
• software updates;
• network failures;
• internet outages;
• telecommunications outages;
• cybersecurity incidents;
• third-party service failures;
• technical faults; or
• circumstances outside our reasonable control.

We may perform updates, maintenance and improvements to our systems.

Features may occasionally change as technology evolves or third-party integrations change.

We may modify services where reasonably necessary to maintain functionality, security or performance.

Support arrangements depend on your selected service or plan.

Support may be provided through channels including:

• email;
• messaging;
• online support systems;
• telephone;
• video meetings; or
• other channels specified by Kairo System.

Unless expressly included in your plan, support does not necessarily include unlimited custom development or unlimited revisions.

Each party may receive confidential information belonging to the other.

Both parties agree to use reasonable measures to protect confidential information and use it only for legitimate purposes connected to the services.

Confidential information may be disclosed where:

• authorised by the relevant party;
• necessary for service providers to deliver the services;
• disclosed to professional advisers subject to appropriate obligations; or
• legally required.

We take reasonable technical and organisational measures designed to protect our systems.

However, no internet-based platform is completely secure.

You are responsible for:

• protecting account credentials;
• using appropriate password practices;
• managing authorised users;
• promptly removing former employees or contractors from your systems; and
• informing us of suspected account compromises.

We may suspend access to some or all services if reasonably necessary due to:

• overdue payments;
• unlawful activity;
• security risks;
• material breach of these Terms;
• misuse of our systems;
• third-party provider requirements;
• excessive or abusive usage;
• fraudulent conduct; or
• activity reasonably likely to damage our infrastructure or services.

Where appropriate and reasonably practicable, we may give you an opportunity to remedy the issue.

Either party may terminate services according to the cancellation or termination provisions applicable to the relevant plan or agreement.

We may terminate services for a material breach that is not remedied within a reasonable period after notice where a remedy is possible.

Immediate termination may occur where reasonably necessary because of fraud, serious unlawful conduct, cybersecurity threats or other serious misuse.

Following termination:

• your access to paid services may cease;
• active automations may stop;
• telephone or messaging functionality may cease;
• third-party integrations may be disconnected;
• amounts already properly due remain payable; and
• provisions intended to survive termination continue to apply.

You are responsible for exporting any customer data you require before access ends where export functionality is available.

Nothing in these Terms excludes, restricts or modifies liability, rights or remedies that cannot legally be excluded.

To the maximum extent permitted by law, Kairo System will not be liable for indirect, consequential, incidental or special losses arising from use of the services where such liability may lawfully be excluded.

We are not responsible for losses caused solely by:

• inaccurate information provided by you;
• misuse of the services;
• unauthorised account access caused by your failure to secure credentials;
• independent third-party platform failures;
• actions taken contrary to our instructions; or
• circumstances outside our reasonable control.

Any limitation in this section operates only to the extent permitted by law.

To the extent permitted by law, you agree to indemnify Kairo System against third-party claims, losses, liabilities and reasonable costs resulting from:

• your unlawful use of the services;
• unlawful marketing conducted through your account;
• data you did not have authority to provide;
• intellectual-property infringement caused by materials you supplied;
• your material breach of these Terms; or
• fraudulent activity conducted through your account,

except to the extent caused or contributed to by Kairo System's negligence, breach or unlawful conduct.

Neither party will be responsible for a failure or delay caused by circumstances beyond its reasonable control, including natural disasters, telecommunications failures, widespread internet outages, government action, war, civil unrest, labour disruption, major cybersecurity events or third-party infrastructure failures.

This section does not excuse obligations that cannot legally be suspended.

We may update these Terms as our services, technology or legal obligations change.

The current Terms will be published on our website together with the "Last Updated" date.

Where a change materially affects an existing paid service, we will take reasonable steps to provide notice where required.

Nothing in these Terms creates an employment, partnership, franchise or joint-venture relationship between Kairo System and you.

Unless expressly agreed otherwise, each party acts as an independent contracting party.

You may not assign or transfer your rights under these Terms without our prior written consent where consent is reasonably required.

We may assign our rights and obligations as part of a legitimate corporate restructure, merger, acquisition or sale of our business, subject to applicable law.

If any provision of these Terms is held to be invalid or unenforceable, that provision will be interpreted or severed to the minimum extent required.

The remaining provisions will continue to operate.

A failure or delay by either party to enforce a right under these Terms does not automatically waive that right.

These Terms, together with:

• our Privacy Policy;
• applicable checkout terms;
• order forms;
• proposals;
• subscription terms; and
• any separate written service agreement,

constitute the agreement governing the relevant Kairo System services.

If a separately signed agreement expressly conflicts with these Terms, the separately signed agreement will prevail to the extent of that inconsistency.

These Terms are governed by the laws of South Australia, Australia.

Subject to any rights that cannot lawfully be restricted, the parties submit to the jurisdiction of the courts and tribunals of South Australia and relevant Commonwealth courts.

For questions regarding these Terms of Service, your account, billing or our services, contact:

Kairoflux Pty Ltd
Trading as Kairo System
57 Millicent Street
Athol Park SA 5012
Australia
ABN: 28 693 440 050

Email: support@kairosystm.com
Website: kairosystm.com