VAULTLOCK TERMS AND CONDITIONS

These Terms and Conditions (“Agreement”) govern your access to and use of the VaultLock application, website, software, APIs, and related services (collectively, the “Platform”).

By creating an account, depositing funds, or otherwise using the Platform, you confirm that you have read, understood, and agree to be legally bound by this Agreement.

If you do not agree to these Terms, you must not create an account or use the Platform.

VaultLock is a behavioural savings platform designed to assist users in achieving self-selected financial goals.

The Platform enables users to voluntarily establish savings goals and apply self-imposed restrictions to withdrawals until predetermined conditions have been satisfied.

VaultLock is intended solely as a software platform facilitating user-defined savings commitments.

Nothing within the Platform should be interpreted as financial, investment, taxation or legal advice.

Users remain solely responsible for all financial decisions they make.

5.1. VaultLock is committed to maintaining the availability of the Platform. However, software and infrastructure may experience unexpected outages, maintenance failures or technical events beyond VaultLock’s immediate control.

5.2. If the Platform becomes unavailable or inaccessible for a continuous period of five (5) days or more due to an unexpected failure, outage or suspension, and that unavailability is not caused by planned maintenance, a Force Majeure event, or the acts or omissions of a third-party payment provider, banking partner or infrastructure provider, VaultLock will automatically initiate a refund of all User Funds held in Vaults to the originating payment method or registered bank account of each affected User.

5.3. Refunds under this clause will be initiated as soon as reasonably practicable after the expiry of the five (5) day period and after VaultLock has verified affected User balances and payment details.

5.4. The automatic refund obligation under this clause does not apply where:

• the outage results from a Force Majeure event as defined in Clause 26;
• the outage is caused by a third-party payment provider, banking partner, infrastructure provider or other third party outside VaultLock’s reasonable control;
• the User’s Account or payment details are incomplete, inaccurate, suspended or otherwise unable to receive a refund;
• a refund is prohibited or delayed by applicable law, regulatory order, court order or compliance investigation.

5.5. VaultLock will use reasonable endeavours to notify Users of the outage and the status of any refund through available communication channels.

5.6. This clause is a material promise to Users in respect of the custody of User Funds and does not limit any other right or remedy available to a User under these Terms or applicable law.

User Funds are held by regulated payment providers and banking partners appointed by VaultLock from time to time. Such providers may include Airwallex Pty Ltd or other regulated entities.

Users acknowledge that:

1. VaultLock does not itself hold customer deposits;
2. VaultLock cannot guarantee the ongoing appointment of any particular payment provider;
3. the terms, privacy policies and compliance obligations of the payment provider also apply;
4. the payment provider may refuse, delay or reverse transactions where required by law.

VaultLock is not responsible for acts or omissions of regulated financial institutions beyond its reasonable control.

Users may deposit funds using payment methods approved by VaultLock. By depositing funds you warrant that:

• the funds belong to you or you are authorised to use them;
• they are not proceeds of unlawful activity;
• they do not breach sanctions or anti-money laundering laws.

Deposits become subject to the Lock Criteria immediately upon successful processing unless otherwise stated.

The defining feature of VaultLock is the voluntary restriction of access to funds. When establishing a Vault, you instruct VaultLock to apply your chosen Lock Criteria. These criteria may include:

• reaching a savings target;
• a specified calendar date;
• recurring contribution milestones;
• user-selected financial goals;
• other criteria made available through the Platform.

Once confirmed, Lock Criteria are binding and cannot ordinarily be changed or bypassed.

You expressly authorise VaultLock to communicate your instructions to its payment provider and to restrict withdrawals until the Lock Criteria have been satisfied.

You acknowledge that these restrictions are an intended feature of the Platform and are voluntarily chosen by you.

VaultLock recognises that exceptional circumstances may arise. Accordingly, users may apply for an Emergency Withdrawal before their Lock Criteria have been satisfied.

Emergency Withdrawals may be considered where:

• involuntary loss of employment;
• serious illness;
• significant medical expenses;
• natural disasters;
• destruction of the user’s principal residence;
• family violence;
• other exceptional hardship determined by VaultLock.

Approval is entirely at VaultLock’s discretion, acting reasonably and in good faith.

Users must provide documentary evidence supporting their application. VaultLock may request additional information before making a determination. Approval is not guaranteed.

VaultLock aims to assess applications within ten (10) Business Days, although longer periods may be required where additional verification is necessary.

12.1. Subject to these Terms and applicable law, Users may request a withdrawal of available User Funds through the Platform.

12.2. User Funds that remain subject to Lock Criteria cannot ordinarily be withdrawn until those Lock Criteria have been satisfied or an Emergency Withdrawal has been approved under Clause 12.

12.3. Once a Vault reaches its designated unlock conditions, Users may request the release of available funds.

12.4. Withdrawal requests are subject to identity verification, fraud prevention procedures, compliance obligations and payment provider processing times.

12.5. VaultLock does not guarantee that withdrawals will be processed instantly. Processing times may vary due to banking systems, weekends, public holidays, security reviews or third-party payment providers.

12.6. VaultLock reserves the right to delay, refuse or suspend any withdrawal where reasonably necessary to comply with applicable law, regulatory obligations, court orders, fraud prevention measures or security investigations.

13.1. VaultLock may charge subscription fees, transaction fees or other charges for certain services.

13.2. Any applicable fees will be clearly disclosed before they are charged.

13.3. VaultLock reserves the right to introduce, remove or amend fees by providing reasonable notice through the Platform.

13.4. Government taxes or third-party processing charges may apply in addition to Platform fees.

13.5. Unless otherwise stated, all fees are non-refundable.

14.1. VaultLock is committed to preventing money laundering, terrorism financing, fraud and financial crime.

14.2. Users agree to comply with all applicable laws relating to anti-money laundering and financial crime prevention.

14.3. VaultLock may:

• verify a User’s identity;
• request additional documentation;
• monitor transactions;
• report suspicious activity to relevant authorities;
• freeze accounts;
• delay withdrawals;
• refuse transactions.

14.4. VaultLock may take these actions without prior notice where permitted or required by law.

14.5. Users agree to cooperate fully with any compliance investigation.

18.1. In the course of using the Platform, Users may gain access to non-public, proprietary, or confidential information belonging to VaultLock, including but not limited to software code, business operations, security procedures, and API specifications ("Confidential Information").

18.2. Users agree to protect Confidential Information with the same degree of care they use for their own confidential data (but not less than reasonable care) and must not disclose it to any third party without VaultLock's prior written consent.

18.3. This obligation does not apply to information that:

• is or becomes publicly known through no breach by the User;
• was already rightfully in the User's possession without restriction prior to disclosure; or
• is required to be disclosed by applicable law, regulation, or court order.

18.4. All intellectual property rights in the Platform, software, design, text, graphics, and trademarks remain the exclusive property of VaultLock.

VaultLock respects your privacy. Collection, use and disclosure of personal information is governed by our Privacy Policy.

By using the Platform you consent to the collection and processing of personal information required to:

• operate the Platform;
• comply with legal obligations;
• verify identity;
• detect fraud;
• communicate with Users;
• improve Platform functionality.

VaultLock may disclose information where required by law or where necessary to payment providers, identity verification providers or professional advisers.

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

Where liability cannot be excluded, VaultLock’s liability is limited to the maximum extent permitted by law.

Except as required by law, the Platform is provided on an “as is” and “as available” basis.

VaultLock does not warrant that:

• the Platform will always be available;
• the Platform will be uninterrupted;
• the Platform will be error-free;
• defects will always be corrected;
• the Platform will meet every User’s expectations.

Users acknowledge that software may experience maintenance, outages, delays or technical issues. VaultLock may suspend services for upgrades, maintenance or security purposes without liability.

22.1. To the maximum extent permitted by applicable law, VaultLock, its directors, officers, employees, contractors, affiliates, licensors and agents shall not be liable for any indirect, incidental, consequential, exemplary, punitive or special damages arising out of or in connection with the use of the Platform.

22.2. This includes, without limitation, any loss of:

• profits;
• revenue;
• business opportunity;
• anticipated savings;
• goodwill;
• reputation;
• data;
• investment opportunity; or
• other economic loss.

22.3. VaultLock is not liable for losses arising from:

1. User error;
2. forgotten passwords or failure to secure an Account;
3. inaccurate information supplied by a User;
4. unauthorised access caused by the User’s negligence;
5. interruptions to internet services;
6. banking delays;
7. failures of third-party payment providers;
8. regulatory actions;
9. force majeure events;
10. compliance investigations;
11. delays in processing withdrawals;
12. enforcement of User-selected Lock Criteria.

22.4. Where liability cannot be excluded under Australian law, VaultLock’s liability shall be limited to the maximum extent permitted by law, including, where applicable:

• re-supplying the affected services; or
• paying the cost of having those services supplied again.

22.5. Nothing in this Agreement excludes any rights that cannot lawfully be excluded under the Australian Consumer Law.

23.1. The User acknowledges that the primary purpose of VaultLock is to voluntarily restrict access to savings in accordance with User-selected Lock Criteria.

23.2. By creating a Vault, the User expressly instructs VaultLock and its payment providers to refuse or delay withdrawals until the applicable Lock Criteria have been satisfied.

23.3. The User understands that temporary inability to access funds is an intended feature of the Platform and not a malfunction or defect.

23.4. The User acknowledges that feelings of inconvenience, regret, financial temptation or changes in personal preference do not constitute grounds for bypassing the Lock Criteria.

23.5. Except where required by law or expressly permitted under these Terms, the User agrees that VaultLock has no obligation to override voluntarily established restrictions.

24.1. The User agrees to indemnify, defend and hold harmless VaultLock, its directors, officers, employees, contractors and affiliates from and against any claims, actions, liabilities, losses, damages, penalties, fines, costs and expenses (including reasonable legal costs on a solicitor-client basis) arising from or relating to:

1. breach of this Agreement;
2. misuse of the Platform;
3. unlawful conduct;
4. fraudulent activity;
5. infringement of intellectual property rights;
6. disputes relating to User Funds;
7. false or misleading information supplied by the User.

24.2. This indemnity survives termination of this Agreement.

25.1. VaultLock shall not be liable for failure or delay in performing its obligations where such failure or delay results from circumstances beyond its reasonable control.

25.2. Such circumstances include, without limitation:

• natural disasters;
• floods;
• bushfires;
• cyclones;
• pandemics;
• acts of government;
• war;
• terrorism;
• civil unrest;
• industrial disputes;
• internet failures;
• telecommunications outages;
• cloud service failures;
• cyber attacks;
• power outages;
• banking system failures;
• payment network outages.

25.3. VaultLock shall resume performance as soon as reasonably practicable following the cessation of the force majeure event.

26.1. The User consents to receiving notices electronically.

26.2. VaultLock may communicate by:

• email;
• in-app notifications;
• SMS;
• website announcements;
• push notifications.

26.3. Electronic communications satisfy any legal requirement that notices be provided in writing.

26.4. Users are responsible for ensuring their contact details remain current.

27.1. VaultLock continually develops and improves its services.

27.2. VaultLock may:

• introduce new features;
• remove existing features;
• modify functionality;
• improve security;
• discontinue parts of the Platform.

27.3. VaultLock is under no obligation to maintain every feature indefinitely.

28.1. VaultLock may amend these Terms from time to time.

28.2. Where changes are material, reasonable notice will be provided through the Platform or by email.

28.3. Continued use of the Platform following the effective date of updated Terms constitutes acceptance of those changes.

28.4. If a User does not agree with amended Terms, they must discontinue using the Platform and follow applicable account closure procedures.

29.1. Users may request closure of their Account at any time, subject to these Terms.

29.2. Prior to closure, VaultLock may require:

• identity verification;
• settlement of outstanding fees;
• completion of compliance obligations;
• withdrawal or lawful disposition of available User Funds.

29.3. Locked funds remain subject to the applicable Lock Criteria unless otherwise permitted by these Terms or required by law.

29.4. VaultLock may retain records following account closure where required by law.

30.1. If VaultLock becomes aware of a User’s death or legal incapacity, access to the Account may be suspended pending verification.

30.2. VaultLock may require probate, letters of administration, court orders or other evidence establishing legal authority before releasing User Funds.

30.3. VaultLock is not responsible for delays resulting from estate administration requirements or legal disputes concerning entitlement to User Funds.

31.1. If a dispute arises between VaultLock and a User, both parties agree to first attempt to resolve the dispute through good faith discussions.

31.2. A User wishing to raise a dispute must submit a written complaint to VaultLock detailing the nature of the dispute and the outcome sought.

31.3. VaultLock will acknowledge receipt of the complaint within a reasonable time and will endeavour to resolve the dispute promptly.

31.4. If the dispute cannot be resolved through negotiation within thirty (30) days, either party may commence legal proceedings, subject to any rights or obligations imposed by applicable law.

31.5. Nothing in this clause prevents either party from seeking urgent interlocutory or injunctive relief where necessary to protect its legal rights.

32.1. These Terms and Conditions are governed by the laws of Queensland, Australia.

32.2. The parties submit to the non-exclusive jurisdiction of the courts of Queensland and any courts entitled to hear appeals from those courts.

32.3. If any provision of these Terms is found to be invalid or unenforceable under applicable law, the remaining provisions shall continue in full force and effect.

33.1. If any clause or part of a clause within this Agreement is determined by a court or tribunal to be invalid, unlawful or unenforceable, that provision shall be severed from the Agreement.

33.2. The remaining provisions shall continue in full force and effect to the maximum extent permitted by law.

34.1. A failure by VaultLock to enforce any right or provision of this Agreement shall not constitute a waiver of that right or provision.

34.2. Any waiver must be in writing and signed by an authorised representative of VaultLock.

34.3. A waiver on one occasion shall not prevent enforcement on any future occasion.

35.1. VaultLock may assign, transfer or novate its rights and obligations under this Agreement to any related entity, successor business or purchaser of the Platform.

35.2. Users may not assign, transfer or otherwise deal with their rights or obligations under this Agreement without VaultLock’s prior written consent.

36.1. These Terms, together with the Privacy Policy and any other policies expressly incorporated by reference, constitute the entire agreement between VaultLock and the User concerning the Platform.

36.2. They supersede all previous discussions, representations, understandings or agreements relating to the Platform.

39.1. The Platform may integrate with third-party providers including payment processors, banking partners, identity verification providers, cloud hosting providers and notification services.

39.2. VaultLock is not responsible for the independent operation, availability or terms of those third-party services.

39.3. Users acknowledge that separate terms may apply when interacting with third-party providers.

VaultLock employs reasonable administrative, technical and physical safeguards to protect Platform security.

However, no online service can guarantee absolute security. Users acknowledge that internet communications may be vulnerable to interception, unauthorised access or technical failure despite reasonable security measures.

VaultLock

Email: Staff@vaultlock.com.au

Website: www.vaultlock.com.au

By creating an Account, depositing funds, accessing the Platform or otherwise using any VaultLock services, you acknowledge that you have read, understood and agree to be legally bound by these Terms and Conditions.

You further acknowledge that:

• you understand the purpose of VaultLock is to help users voluntarily restrict access to their own savings;
• you understand that locked funds may not be immediately available for withdrawal;
• you accept that emergency withdrawals are discretionary and subject to verification;
• you understand that regulated third-party payment providers hold customer funds;
• you agree to comply with all applicable laws and these Terms;
• you accept electronic acceptance of these Terms as having the same legal effect as a handwritten signature.