Ladd & Co. Desktop Application Licence

Version 1.0 · Effective 10 October 2026

This licence is between Ladd & Co. Pty Ltd (ABN 99 673 336 206) ("Ladd & Co.", "we", "us" or "our") and you. It applies to the Ladd & Co. desktop application for macOS and Windows, and to every update we provide for it (together, the "App").

Please read it before using the App. By selecting Agree, you accept this licence for yourself and, if you use the App for an organisation, for that organisation, and you confirm that you are authorised to do so. If you do not agree, select Disagree and do not use the App.

1. The App and the platform

1.1 The App is a way to use the Ladd & Co. platform on your computer. It does not change what you can access: you can only use the parts of the platform you are already authorised to use.

1.2 Your use of the platform, and of any services we provide, continues to be governed by our Terms of Use (laddco.com/legal/terms), our Privacy Policy (laddco.com/legal/privacy) and any engagement or other agreement you have with us. This licence covers the App itself. If this licence and those documents conflict on how you may use the App, this licence applies; in every other respect, they do.

2. Your licence

2.1 We grant you a limited, personal, non-exclusive, non-transferable and revocable licence to install and use the App on computers you own or control, only to access the platform as you are authorised to, for as long as you have that access.

2.2 The App is licensed, not sold. We and our licensors keep all rights in the App that this licence does not expressly grant to you.

3. What you must not do

3.1 You must not do any of the following, whether yourself or through any person or tool (including automated and artificial intelligence tools), and you must not allow or help anyone else to do them:

(a) copy, modify, adapt, translate or create derivative works of the App, except as needed to install and use it under this licence;

(b) reverse engineer, decompile, disassemble, unpack or decrypt the App, or otherwise try to derive the source code, structure or underlying technology of the App or the platform;

(c) remove, disable or get around any security, sign-in, verification or update feature of the App or the platform;

(d) distribute, sublicense, sell, rent, lend or share the App with anyone else, or install a copy obtained from anyone other than us;

(e) use the App to access an account or information you are not authorised to access, or to interfere with or disrupt the App, the platform or anyone else's use of them;

(f) use the App, or anything learned from it, to build or support a competing product or service; or

(g) use the App in breach of any law, including sanctions and export control laws that apply to you or to us.

3.2 Clause 3.1 applies except to the extent the law, including the Copyright Act 1968 (Cth), allows you to do something despite it.

4. Keeping your access secure

4.1 The App can keep you signed in on your computer. You must keep your password and verification codes private, keep your computer protected by a lock screen and password, and not leave the App open on a computer that other people can use.

4.2 Tell us promptly at office@laddco.com if you think your account, or a computer with the App on it, has been lost, stolen or compromised. You can also sign the App out remotely from the sessions list in your account.

5. Updates and changes to the App

5.1 The App downloads updates automatically and installs them when you quit it or choose Restart to update. It will not restart for an update while something is in progress, such as a call or unsaved work. Some updates are needed to keep using the App or the platform.

5.2 We may change, suspend or stop providing the App. Where practical, we will give you reasonable notice first.

6. Information the App handles

6.1 The App stores your sign-in session on your computer in encrypted form.

6.2 To fix problems, the App sends us crash and error reports containing technical details such as the App version. These reports do not include the content of your messages, calls or documents.

6.3 The App's notifications show names and the type of activity, not the content of messages.

6.4 We handle personal information in line with our Privacy Policy.

7. Permissions on your computer

7.1 The App asks your computer's permission before it uses your microphone (for calls), your camera (for identity verification) or notifications. You can change these permissions at any time in your computer's settings, although some features will not work without them.

7.2 The App can open automatically when you sign in to your computer, which you can turn off in the App at any time. If you allow it, the App can also open phone number links; you can choose a different app for these in your computer's settings.

8. Third-party software

8.1 The App includes open-source and other third-party software, which is licensed under its own terms. Those terms are provided with the App, and nothing in this licence limits your rights under them.

9. Ending this licence

9.1 You may stop using the App and delete it at any time.

9.2 This licence ends automatically when your access to the platform ends. We may also end or suspend it by notice to you if you materially breach it, or if the law requires us to.

9.3 When this licence ends, you must stop using the App and delete it from your computers. Clauses 3, 10, 11, 12 and 13 continue to apply.

10. Your rights under the Australian Consumer Law

10.1 Nothing in this licence excludes, restricts or modifies any right, remedy or guarantee you have under the Australian Consumer Law, or under any other law, that cannot lawfully be excluded, restricted or modified.

11. Responsibility

11.1 Subject to clause 10, and to the extent the law allows:

(a) the App is provided as it is, and we do not promise that it will be uninterrupted, error-free or compatible with every computer or every other piece of software;

(b) we are not liable for any indirect or consequential loss, or any loss of profits, revenue, data or opportunity, arising from your use of, or inability to use, the App; and

(c) where we are allowed to limit our liability for failing to comply with a consumer guarantee, our liability is limited to supplying the App again or paying the cost of having it supplied again.

11.2 Nothing in this licence limits our liability for fraud, wilful misconduct or anything else the law does not allow us to limit.

12. General

12.1 Changes to this licence. If we change this licence, the App will show you the new version and ask you to agree to it before you continue using the App. A change applies to you only once you agree to it.

12.2 Governing law. This licence is governed by the laws of New South Wales, Australia. You and we submit to the non-exclusive jurisdiction of the courts of New South Wales. The United Nations Convention on Contracts for the International Sale of Goods does not apply to this licence.

12.3 Severability. If any part of this licence is unenforceable, it is read down or severed to the extent necessary, and the rest continues to apply.

12.4 No waiver. If we do not enforce a right under this licence straight away, we can still enforce it later.

12.5 Assignment. You may not transfer this licence. We may transfer it, by notice to you, to a related body corporate or to anyone who takes over the platform.

12.6 Entire agreement. This licence, together with the documents in clause 1.2, is the entire agreement between you and us about the App.

13. If you are outside Australia

13.1 Your local rights. If you are a consumer, you keep any protection that the law where you live gives you and that cannot be excluded or limited by agreement, including in the United Kingdom and the European Union. Clauses 11 and 12.2 do not take that protection away.

13.2 United States. If you are in the United States, the following applies in addition to clause 11. TO THE EXTENT PERMITTED BY LAW, WE DISCLAIM ALL IMPLIED WARRANTIES ABOUT THE APP, INCLUDING ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. SOME STATES DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES OR THE LIMITATION OF CERTAIN DAMAGES, SO PARTS OF CLAUSE 11 AND THIS CLAUSE MAY NOT APPLY TO YOU, AND YOU MAY HAVE OTHER RIGHTS THAT VARY FROM STATE TO STATE.

13.3 United States government users. The App is commercial computer software. If you use it for a United States government agency, it is licensed to you only with the rights this licence gives everyone else.

13.4 Sanctions. You confirm that you are not located in a country, and are not a person, that Australian, United Nations, United States, United Kingdom or European Union sanctions prohibit us from supplying the App to.

13.5 Language. This licence is written in English. If it is translated, the English version applies.

14. Contact

Ladd & Co. Pty Ltd · office@laddco.com