Kairoa Terms of Use and End User Licence Agreement

These Terms of Use and End User Licence Agreement (“Terms”) govern your access to and use of Kairoa, including the Kairoa website at https://kairoa.app, any Kairoa-operated subdomain of kairoa.app, Kairoa mobile and desktop applications, and related services (together, the “Service”). They also form the end user licence agreement for Kairoa applications.

The Service is provided by KAIROA LTD, a company incorporated in England and Wales with company number 16728435, whose registered office is at Business Incubation Centre Enterprise Hub, De Havilland Campus, Hatfield, Hertfordshire, England, AL10 9EU (“Kairoa”, “we”, “us” or “our”).

Please read these Terms carefully. By accessing the Service, creating an account, starting a subscription, or otherwise using the Service, you agree to these Terms.

If you do not agree to these Terms, do not use the Service.

1. Who may use Kairoa

1.1 Minimum age

You must be at least 13 years old to use the Service. If the law where you live sets a higher minimum age for using an online service or consenting to the processing needed to provide it, that higher age applies.

If you are under 18 or under the age of legal majority where you live:

• your parent or legal guardian must review and agree to these Terms on your behalf;
• you must have their permission to use the Service; and
• a parent, guardian, or other legally authorised adult must approve and make any paid purchase where required by law.

The Service is not directed to children under 13. A parent or guardian who permits a minor to use the Service is responsible for supervising that use and, to the extent permitted by law, for the minor’s compliance with these Terms.

1.2 Personal use only

Kairoa is offered to individual consumers for personal, non-commercial use, including personal hobbies, interests, and everyday note-taking. It is not intended for professional or institutional use.

1.3 Availability by location

We may make the Service available in many countries, but we do not promise that it is lawful, appropriate, or available everywhere. You are responsible for complying with laws that apply to you. We may restrict the Service in a country or region where reasonably necessary for legal, regulatory, security, or operational reasons.

2. The Service

2.1 Local use

An account is not required to use features that we make available without Kairoa+. Notes created without an account may be stored only on your device or browser. You are responsible for protecting and backing up locally stored content.

Clearing browser data, deleting the app, resetting or losing a device, or damaging local storage may permanently remove locally stored content. We cannot recover content that was never synced to our servers.

2.2 Accounts

An account may be required for Kairoa+ features, including cloud syncing and web access. Available sign-in methods may include:

• a verification code sent to your email address;
• Sign in with Apple; and
• Google sign-in.

You must provide accurate information, keep your email account and devices secure, and promptly tell us at hello@kairoa.app if you believe your account has been accessed without permission.

You are responsible for activity carried out through your account unless it results from our failure to use reasonable care and skill or from circumstances for which the law makes us responsible. You must not sell, transfer, or allow another person to use your account in a way that misrepresents their identity.

2.3 Kairoa+

Kairoa+ is a paid subscription that provides the premium features described in the Service and at the point of purchase. Features may include cloud syncing, web access, and other premium functionality.

We may improve, replace, or discontinue individual features. We will not make a material change that removes the main benefit of an active paid subscription without giving reasonable notice and, where required by law, an appropriate remedy such as a right to cancel.

2.4 Beta and preview features

We may label a feature as beta, preview, experimental, or early access. Such a feature may be incomplete, change significantly, or be withdrawn. We will still provide the Service with the level of care required by applicable law.

3. Your content

3.1 Ownership

You retain ownership of notes, recordings, images, files, and other material that you create, upload, store, or share through the Service (“User Content”). These Terms do not transfer ownership of your User Content to us.

3.2 Licence needed to operate Kairoa

You grant Kairoa a worldwide, non-exclusive, royalty-free licence to host, reproduce, process, transmit, display, format, back up, and otherwise use User Content only as reasonably necessary to:

• provide, secure, maintain, and improve the Service;
• sync content across authorised devices;
• enable sharing and collaboration that you request;
• investigate technical problems or suspected violations of these Terms;
• comply with law and enforce our legal rights; and
• carry out other actions that you expressly authorise.

This licence lasts only for as long as needed for those purposes, subject to backup cycles, content retained by another authorised collaborator, and legal retention requirements.

We do not acquire the right under these Terms to sell your private notes, use them for advertising, or train artificial-intelligence models on them.

3.3 Your responsibilities

You are responsible for your User Content and must have all rights and permissions needed to store and share it. You must not assume that another person wants confidential or personal information recorded or shared.

If you use an audio-recording feature, you are responsible for:

• telling people that recording is taking place;
• obtaining all consents required by applicable law;
• complying with confidentiality, privacy, surveillance, and data-protection rules; and
• not recording any person or conversation where doing so is unlawful.

Kairoa is a note-taking tool and does not determine whether your recording or use of content is lawful.

3.4 Sharing and collaboration

The Service may allow you to share content or collaborate with people you select. Anyone who receives authorised access may be able to view, copy, download, edit, re-share, or retain that content, depending on the permissions and features available.

Check recipients and permissions carefully before sharing. We cannot control a recipient’s use of a lawful copy after it has been downloaded or otherwise removed from the Service.

Kairoa does not currently provide a publicly searchable feed or directory of public notes. These Terms do not promise that any public-note feature will be made available.

3.5 Private content and access by Kairoa

We limit personnel access to private User Content. We may access it only where reasonably necessary to operate, secure, support, or troubleshoot the Service; investigate suspected abuse or security incidents; comply with law; enforce these Terms; or act with your authorisation.

No online service can guarantee absolute confidentiality or security. Our handling of personal data must also comply with our Privacy Notice.

4. Acceptable use

You must not use the Service to create, upload, store, share, request, encourage others to do so, or facilitate:

• child sexual abuse material or the sexual exploitation or grooming of a child;
• terrorism or violent-extremist content or activity;
• credible threats, stalking, harassment, or incitement to violence or hatred;
• non-consensual intimate images, sexual extortion, or unlawful pornography;
• fraud, scams, phishing, impersonation, money laundering, or deceptive conduct;
• unlawful sale or supply of drugs, weapons, or regulated goods;
• infringement of copyright, trademarks, privacy, confidentiality, publicity, or other rights;
• malicious software, credential theft, unauthorised surveillance, or interference with systems or networks;
• content or conduct that is otherwise illegal in the relevant jurisdiction; or
• instructions primarily intended to enable any of the above.

You must not:

• attempt to gain unauthorised access to the Service or another person’s account or content;
• probe, scan, or test vulnerabilities without our prior written permission;
• bypass access controls, subscription restrictions, rate limits, or safety measures;
• scrape the Service or use automated means to access it except through interfaces we expressly provide;
• reverse engineer the Service except to the limited extent that applicable law gives you a right that cannot be restricted;
• upload content that imposes an unreasonable load or disrupts the Service;
• use the Service to send spam or unsolicited promotions;
• misrepresent your identity or affiliation; or
• help another person violate these Terms.

5. Content safety, reporting, and complaints

5.1 Our approach

We may investigate User Content or conduct that we reasonably suspect violates these Terms or the law. Depending on the circumstances, we may restrict sharing, remove or disable access to content, preserve relevant evidence, warn a user, restrict features, suspend or terminate an account, or report a matter to an appropriate authority.

We aim to act proportionately, taking account of user safety, privacy, freedom of expression, the rights of others, and applicable law. We do not promise to review every item of User Content before it is shared, and these Terms do not state that automated content scanning is currently in use.

Where we become aware of content that we reasonably believe to be illegal, we may act promptly to restrict or remove it and take other steps required by law.

5.2 How to report content

To report illegal, harmful, infringing, or abusive content or conduct, email hello@kairoa.app with:

• a description of the issue;
• a link, content identifier, account identifier, or other information that lets us locate it;
• why you believe it violates these Terms or the law;
• any supporting information; and
• a safe way to contact you.

Do not send unlawful imagery as an email attachment. Provide a link or identifier and explain what it contains.

If someone is in immediate danger, contact the local emergency services. Reporting something to Kairoa is not a substitute for contacting law enforcement or another competent authority.

5.3 Complaints and appeals

You may use the same email address to complain about:

• our response to a content report;
• removal or restriction of your content;
• suspension or termination of your account; or
• our application of these Terms.

Identify the relevant decision and explain why you believe it should be reconsidered. We may request additional information. We will review complaints fairly and within a reasonable period, having regard to urgency, user safety, and applicable law.

6. Subscriptions, trials, and payment

6.1 Plans and prices

Kairoa+ may be offered on monthly and annual plans. The price, currency, taxes, billing period, included features, and any trial or promotional terms are shown before purchase and form part of your contract.

Prices and offers may vary by country, platform, eligibility, and purchase date. Unless the checkout states otherwise, applicable taxes may be added or included as required by law.

6.2 Free trials and promotions

A free trial may or may not be available. Its availability and duration depend on the current offer and the platform through which you subscribe.

Before you subscribe, the checkout will state when the trial ends, the price and billing period that follow it, and how to cancel. Unless you cancel before the deadline shown by the relevant platform, the trial converts into a paid, automatically renewing subscription.

Trial eligibility may be limited. We may refuse or end duplicate, fraudulent, or abusive trials.

6.3 Automatic renewal

Paid subscriptions automatically renew for successive periods of the same length unless you cancel before the renewal deadline shown by the relevant billing platform. The payment method associated with your purchase will be charged the then-applicable price and taxes.

Where required by law, we or the billing platform will provide renewal reminders or other notices.

Before you subscribe, the purchase screen will clearly display the amount due, the billing period, that the subscription renews automatically, the main subscription benefits, and how to cancel. If a trial or introductory offer applies, it will also display its duration, the price and billing period that apply afterwards, and when the first paid charge is due.

6.4 Platform of purchase

If you purchase through Apple’s App Store or Google Play:

• the relevant store processes the payment;
• its billing, cancellation, and refund rules also apply;
• you must manage or cancel the subscription using the facilities provided by that store, unless another method is expressly offered; and
• if these Terms conflict with mandatory store terms concerning payment administration, the store terms control for that issue.

If you purchase through our website, KAIROA LTD is the seller. RevenueCat and its payment partners may provide subscription and payment infrastructure.

6.5 Cancellation

You may cancel at any time through the platform where you purchased the subscription. Cancellation prevents the next renewal. Unless applicable law or the relevant platform requires otherwise, you retain Kairoa+ until the end of the billing period already paid for.

Deleting the app or stopping use does not cancel a subscription.

We will make online cancellation reasonably easy to locate and use for subscriptions purchased online directly from us. Where required by law, we will confirm cancellation in a durable form.

6.6 Refunds

Except where required by law or permitted by the relevant billing platform, payments are non-refundable and we do not provide prorated or partial refunds for an unused part of a billing period.

Nothing in these Terms limits any right to a refund, price reduction, repeat performance, repair, replacement, cancellation, or other remedy that applicable consumer law gives you.

6.7 Consumer cooling-off rights

The law where you live may give you a cooling-off or withdrawal right. For a qualifying website purchase in the UK, this will generally include a right to cancel within 14 days after the contract is made.

For a direct website purchase, we will provide the cancellation information required by law and, where required, a model cancellation form before the contract is made. We will also provide confirmation of the contract in a durable form, such as email, which you can retain.

If you ask us to begin providing a service during the cooling-off period and later cancel within that period, we may deduct a proportionate amount for the service supplied before you told us to cancel, but only where the law permits and you expressly requested early performance.

Where any part of Kairoa+ is legally treated as digital content supplied immediately, we will not treat a statutory cancellation right as lost unless, where required by law, you first gave express consent to immediate supply and acknowledged that this would cause the cancellation right to be lost. Consent or acknowledgement required for these purposes will be collected separately and clearly at checkout. We will not restrict any right that cannot lawfully be restricted.

To exercise a right of withdrawal for a direct website purchase, use the cancellation button provided in the Service. You may also email hello@kairoa.app with a clear statement that you wish to cancel. For an App Store or Google Play purchase, use the process required by that store.

It is enough to send your cancellation statement before the applicable cancellation period expires. For a direct website purchase, we will repay any amount due using the original payment method unless you expressly agree otherwise, within the period required by law.

6.8 Subscription notices and easy exit

For subscriptions purchased directly from Kairoa, we will:

• provide all legally required pre-contract information clearly and close to the final order action;
• make cancellation straightforward and avoid steps that are not reasonably necessary;
• permit cancellation through an online method that is easy to find and use;
• send trial-ending, renewal, and other reminder notices where and when required by law;
• provide any renewal cooling-off right required by law;
• acknowledge cancellation and state when access and charges will end in writing or another durable medium within the legally required period; and
• provide any refund or repayment required by law.

The final order control for a direct website purchase will make clear that placing the order creates an obligation to pay.

6.9 Price changes

We may change subscription prices. A price change will not alter a billing period already paid for. We or the relevant billing platform will give any notice required by law or platform rules before the new price applies. You may cancel before the change takes effect.

6.10 Failed payments and expiry

If a subscription expires or payment fails, we may:

• stop cloud syncing;
• deny web access;
• disable other Kairoa+ features; and
• notify you in the Service and, where appropriate, at the email address associated with your account.

We do not intentionally delete server-held notes merely because a subscription expires, and we do not forcibly delete notes stored locally on your device. Server-held content remains subject to our retention practices, account deletion, legal requirements, and the Privacy Notice. Renewing later does not guarantee that every earlier version or item will remain recoverable.

7. Account deletion and data export

Where the relevant feature is available, you may export your notes and request deletion of your account.

After we receive and verify a valid account-deletion request, we aim to remove account content from active systems within 24 hours. This does not mean that every copy is instantly erased. Limited information may remain:

• in backups until overwritten in the ordinary backup cycle;
• where another user lawfully retains shared content;
• in records needed for tax, accounting, fraud prevention, security, dispute resolution, or enforcement; or
• where retention is required or permitted by law.

Account deletion does not automatically cancel a subscription billed by Apple, Google, or another payment platform. Cancel the subscription separately before deleting the account.

Further information about deletion, retention, and your data-protection rights must be provided in our Privacy Notice.

8. Software licence and intellectual property

The Service, including its software, design, branding, text, graphics, and other material supplied by Kairoa, is owned by or licensed to KAIROA LTD and is protected by intellectual-property laws.

The application is licensed, not sold. Subject to these Terms, we grant you a limited, personal, non-exclusive, non-transferable, non-sublicensable, and revocable licence to install and use the application on devices that you own or control and to access the Service for its intended purpose.

This licence does not permit you to copy, sell, rent, sublicense, distribute, modify, create derivative works from, or commercially exploit the Service except where we expressly allow it or applicable law gives you a right that cannot be restricted.

“Kairoa”, “Kairoa+”, associated logos, and product branding are trade names or marks of KAIROA LTD or its licensors. No trade-mark licence is granted except as necessary to refer truthfully to the Service.

9. Feedback

If you voluntarily provide suggestions or feedback, you grant us a worldwide, perpetual, irrevocable, royalty-free licence to use it without restriction or payment, provided that this does not give us ownership of your User Content or permission to identify you publicly without consent.

10. Third-party services and app stores

The Service relies on third-party infrastructure, which may include Appwrite Cloud for backend and data-hosting services, RevenueCat for subscription management, and Apple or Google for authentication, distribution, or payments. Their own terms and privacy practices may apply to your direct relationship with them.

We may process or host data in one or more cloud regions selected for service delivery. International transfers and safeguards must be explained in our Privacy Notice.

10.1 Apple App Store

If you obtain the application through Apple’s App Store:

• these Terms are between you and KAIROA LTD, not Apple, and KAIROA LTD—not Apple—is solely responsible for the application and its content;
• your licence is limited to using the application on Apple-branded products that you own or control, as permitted by the Apple Media Services Terms and Conditions and its Usage Rules, including any permitted Family Sharing;
• KAIROA LTD is solely responsible for maintenance and support required by these Terms or applicable law, and Apple has no obligation to provide maintenance or support;
• if the application fails to conform to an applicable warranty, you may notify Apple and Apple may refund any purchase price paid for the application. To the maximum extent permitted by law, Apple has no other warranty obligation, and KAIROA LTD is responsible for other claims, losses, liabilities, damages, costs, or expenses attributable to a failure to conform to a warranty;
• KAIROA LTD, not Apple, is responsible for addressing claims relating to the application or your possession or use of it, including product-liability, legal or regulatory compliance, and consumer-protection or privacy claims;
• KAIROA LTD, not Apple, is responsible for investigating, defending, settling, and discharging any claim that the application or your possession and use of it infringes another person’s intellectual-property rights;
• you represent that you are not located in a country subject to a United States Government embargo or designated as supporting terrorism and are not listed on a United States Government prohibited or restricted-parties list;
• you must comply with applicable third-party terms when using the application; and
• Apple and its subsidiaries are third-party beneficiaries of these Terms and may enforce these Terms against you.

Nothing in this section restricts any consumer right or remedy that cannot lawfully be restricted.

10.2 Google Play

If you obtain the application through Google Play, Google Play’s applicable terms and usage rules apply alongside these Terms. KAIROA LTD, not Google, is responsible for the application, its content, and the support we promise or the law requires.

11. Availability, updates, and security

We aim to provide a reliable Service but do not promise uninterrupted, error-free, or permanently available access. Maintenance, internet or device failure, app-store action, third-party outages, security incidents, legal requirements, or events outside our reasonable control may interrupt the Service.

We may release updates needed for security, compatibility, legal compliance, or functionality. You should install updates promptly. Older versions may stop working where continued support is not reasonably practicable or safe.

You should keep independent exports or backups of important content. This does not reduce any legal duty we have to use reasonable care and skill in providing the Service.

12. Suspension and termination

12.1 By you

You may stop using the free Service at any time. You may cancel Kairoa+ and request account deletion as described above.

12.2 By us

We may restrict, suspend, or terminate access where we reasonably believe:

• you materially or repeatedly breached these Terms;
• your use creates a security, legal, or safety risk;
• payment is overdue or reversed;
• we must act to comply with law, a court order, a regulator, or an app-store requirement; or
• continued provision is no longer reasonably practicable.

Where appropriate and lawful, we will give notice and a reasonable opportunity to remedy the issue. We may act immediately where delay could expose a person, Kairoa, or a third party to harm, illegality, fraud, security risk, or material liability.

You retain any mandatory consumer rights and remedies. If we end an active paid subscription for reasons not caused by your breach, we will provide any refund required by law.

12.3 Effect of termination

When access ends, the licence granted to you under section 8 ends. Provisions that by their nature should continue—including ownership, payment obligations already incurred, disclaimers, liability limits, dispute terms, and licences needed for retained copies—will survive.

13. Consumer rights

We will provide the Service with reasonable care and skill and in conformity with applicable consumer law. Nothing in these Terms excludes or restricts legal rights or remedies that cannot lawfully be excluded or restricted.

The Service is a general-purpose note-taking platform. It is not professional, legal, medical, financial, emergency, archival, or records-compliance advice or a guaranteed records-retention system. You remain responsible for deciding whether it is suitable for a particular purpose and for keeping any legally required or critical records in an appropriate independent system.

14. Our liability to you

We are responsible for loss or damage that is a foreseeable result of our breach of these Terms or failure to use reasonable care and skill. We are not responsible for loss or damage that was not foreseeable when the contract was made.

The Service is supplied for personal, non-commercial use.

Nothing in these Terms excludes or limits liability for:

• death or personal injury caused by negligence;
• fraud or fraudulent misrepresentation;
• breach of a statutory right or duty that cannot lawfully be limited; or
• any other liability that cannot lawfully be excluded or limited.

15. Changes to these Terms

We may update these Terms to reflect changes to the Service, law, regulation, security needs, industry practice, or our business.

For changes that materially disadvantage you, we will give reasonable advance notice through the Service, by email, or by another durable method where required by law. The notice will state when the change takes effect. If you do not agree, you may stop using the Service and cancel before the change takes effect. Any mandatory cancellation or refund rights remain unaffected.

We may make an urgent change without advance notice where reasonably necessary for security, safety, or legal compliance, but will explain it as soon as reasonably practicable.

16. Governing law and disputes

These Terms are governed by the laws of England and Wales, but this choice does not deprive you of mandatory consumer protections provided by the law of the country where you ordinarily live.

If you live in England or Wales, the courts of England and Wales will have non-exclusive jurisdiction. If you live in Scotland, Northern Ireland, or another country, you may bring proceedings in the courts available to you under applicable consumer law.

Please contact hello@kairoa.app first so that we can try to resolve the issue.

17. General terms

17.1 Entire agreement

These Terms and information expressly incorporated at checkout form the agreement between you and KAIROA LTD concerning the Service. This does not exclude rights arising from information or statements that applicable law makes binding.

17.2 Assignment

You may not transfer your rights or obligations under these Terms without our written consent, except where applicable law permits. We may transfer our rights and obligations as part of a merger, restructuring, financing, or sale of the Service, provided that this does not reduce your mandatory consumer rights. We will notify you where required by law.

17.3 No waiver

If either party delays enforcing a right, that does not waive it.

17.4 Severability

If a court or competent authority finds part of these Terms unlawful or unenforceable, that part will be adjusted or removed only to the minimum extent necessary. The rest will continue in effect.

17.5 No partnership

These Terms do not create an employment, agency, partnership, joint-venture, or fiduciary relationship between you and KAIROA LTD.

17.6 Third-party rights

Except for Apple and its subsidiaries as expressly provided in section 10.1, a person who is not a party to these Terms has no right under the Contracts (Rights of Third Parties) Act 1999 to enforce them.

17.7 Notices

We may send notices to the email address associated with your account, display them in the Service, or use another method permitted by law. You are responsible for keeping your contact information current.

18. Contact details

KAIROA LTD

Company number: 16728435

Registered in: England and Wales

Registered office: Business Incubation Centre Enterprise Hub, De Havilland Campus, Hatfield, Hertfordshire, England, AL10 9EU

Website: https://kairoa.app

Email: hello@kairoa.app

Questions, support requests, legal notices, content reports, and complaints may be sent to the email address above.