End User License Agreement

Dated: 27 January 2026

License

  1. Under this End User License Agreement (the "Agreement"), Voluntech Pty Ltd (the "Vendor") grants to the user (the "Licensee") a non-exclusive and non-transferable license (the "License") to use Worthy Grants (the "Software") in Australia.
  2. "Software" includes the executable computer programs, any related printed, electronic and online documentation, browser extensions (including the Chrome extension), and any other files that may accompany the product.
  3. Title, copyright, intellectual property rights and distribution rights of the Software remain exclusively with the Vendor. Intellectual property rights include the look and feel of the Software. This Agreement constitutes a license for use only and is not in any way a transfer of ownership rights to the Software.
  4. This Agreement grants a site licence to the Licensee. The Software may be used on different devices and in different locations, but only accessible by Users ("Users") and via their accounts associated with this License.
  5. Beta Access Licence: The Vendor may, at its sole discretion, offer a Beta Access Licence to certain Licensees for the purpose of testing and providing feedback on the Software (the "Beta Users"). Beta Users will be granted limited access to the Software under this Agreement, with additional terms as outlined in Clauses 12, 18, 22, 29 & 45.
  6. The License granted under this Agreement is conditional on the Licensee maintaining active subscription payments or, for Beta Users, compliance with the Beta Access Licence terms as outlined in this Agreement.
  7. Trial Accounts: The Vendor may offer time-limited trial access to the Software without charge or at a reduced rate. Trial accounts are subject to this Agreement with the following modifications:
    1. The Subscription Fee is waived during the trial period;
    2. Trial access will expire after the period specified at registration (typically 7, 14, or 30 days);
    3. At the end of the trial period, access will automatically cease unless the Licensee upgrades to a paid subscription;
    4. The Vendor may delete trial accounts that do not convert to paid subscriptions after 60 days without notice;
    5. If a trial account converts to a paid subscription, the 14-day cooling-off period (Clause 30) begins from the date of first payment;
    6. Trial accounts are provided "as is" with no warranties (Clauses 17-20 apply); and
    7. The Vendor may modify trial terms, duration, or availability at any time without notice.
  8. The rights and obligations of this Agreement are personal rights granted to the Licensee only. The Licensee may not transfer or assign any of the rights or obligations granted under this Agreement to any other person or legal entity. The Licensee may not make available the Software for use by one or more third parties.
  9. The Software may not be modified, reverse-engineered, or de-compiled in any manner through current or future available technologies.
  10. Failure to comply with any of the terms under the License section will be considered a material breach of this Agreement.

Subscription Fee

  1. The price paid by the Licensee for a subscription to the product ("Subscription Fee") will constitute the entire licensing fee and is the full consideration for this Agreement.
  2. Beta or Reduced Pricing: The Vendor may waive or reduce the Subscription Fee for Beta Users during the beta testing period or any other promotional period, as communicated in writing. This does not waive the Vendor's right to adjust pricing after the beta period or promotional period ends, with prior notice to the Licensee.
  3. Ongoing Subscription: The License is contingent upon the timely payment of the Subscription Fee. Failure to maintain active payment may result in suspension or termination of the License without prior notice.
  4. Pricing Changes: The Vendor reserves the right to change the Subscription Fee with at least 30 days' written notice to the Licensee. Notice may be provided by email to the Licensee's registered account email address or through in-app notification. Continued use of the Software after such notice period constitutes acceptance of the new pricing. The Licensee may terminate this Agreement in accordance with Clause 25 if they do not wish to accept the new pricing.
  5. Feature Changes: The Vendor reserves the right to modify, add, or remove features of the Software at its sole discretion and without notice to the Licensee. The Licensee acknowledges that such changes may affect the functionality or availability of certain features.
  6. Billing Cycle: The Subscription Fee is charged on a recurring basis according to the billing cycle selected by the Licensee at the time of registration or as otherwise agreed in writing ("Billing Cycle"). Common billing cycles include monthly or annual subscriptions. The Billing Cycle commences on the date of initial payment and renews automatically at the end of each Billing Cycle unless terminated in accordance with Clause 25. The Licensee's selected Billing Cycle will be confirmed in their account settings and subscription confirmation.

Limitation of Liability

  1. The Software is provided by the Vendor and accepted by the Licensee "as is". Liability of the Vendor will be limited to a maximum of the original purchase price of the Software. The Vendor will not be liable for any general, special, incidental or consequential damages including, but not limited to, loss of production, loss of profits, loss of revenue, loss of data, or any other business or economic disadvantage suffered by the Licensee arising out of the use or failure to use the Software.
  2. Beta Access Disclaimer: Beta Users acknowledge that the Software provided under the Beta Access Licence may contain bugs, errors, or other defects. The Vendor provides the Software "as is" without any guarantees or warranties, and Beta Users agree to use it solely for testing purposes.
  3. The Vendor makes no warranty expressed or implied regarding the fitness of the Software for a particular purpose or that the Software will be suitable or appropriate for the specific requirements of the Licensee.
  4. The Vendor does not warrant that use of the Software will be uninterrupted or error-free. The Licensee accepts that software in general is prone to bugs and flaws within an acceptable level as determined in the industry.

Warrants and Representations

  1. The Vendor warrants and represents that it, and related bodies corporate are the copyright holder of the Software. The Vendor warrants and represents that granting the license to use this Software is not in violation of any other agreement, copyright or applicable statute.
  2. Feedback from Beta Users: Beta Users may be required to provide feedback, including but not limited to performance, usability, and defects in the Software. This feedback will become the sole property of the Vendor, and the Vendor may use such feedback without restriction for improvement, development, or commercial purposes without obligation to the Beta User.

Acceptance

  1. All terms, conditions and obligations of this Agreement will be deemed to be accepted by the Licensee ("Acceptance") on registration of the Software with the Vendor.

Term

  1. The term of this Agreement will begin on Acceptance and is perpetual.

Termination

  1. Termination by Vendor for Breach: This Agreement will be terminated and the License forfeited where the Licensee has failed to comply with any of the terms of this Agreement or is in breach of this Agreement. Upon termination by the Vendor for breach, the Licensee's access to the Software will cease immediately. The Licensee remains liable for all Subscription Fees for the current Billing Cycle in which the breach occurred, regardless of when access is terminated. No refund will be provided for the remainder of the current Billing Cycle (see Clause 30).
  2. Termination by Licensee: The Licensee may terminate this Agreement at any time by providing at least 30 days' written notice to the Vendor at the address specified in Clause 53, or by email to mail@worthygrants.com.au. Written notice may be provided by email or through the Software's termination request feature if available.

    Termination shall take effect at the end of the current Billing Cycle (as defined in Clause 16) that concludes on or after the 30-day notice period. The Licensee will retain full access to the Software until the effective termination date and remains obligated to pay all Subscription Fees due for the Billing Cycle during which the termination becomes effective. No refund will be provided for the remainder of the Billing Cycle unless otherwise required by Australian Consumer Law (see Clause 30).

    Example: If a Licensee with a monthly Billing Cycle commencing on the 1st of each month provides termination notice on January 10th, the 30-day notice period expires on February 9th. Termination will take effect on February 28th (the end of the Billing Cycle that concludes after the notice period), and the Licensee must pay the Subscription Fee for the full February Billing Cycle.

    The Licensee may terminate immediately for cause if the Vendor materially breaches this Agreement. In such cases, a pro-rata refund for the unused portion of the current Billing Cycle may be provided at the Vendor's discretion.

  3. Material Breach and Remedy Period: For the purposes of this Agreement, a "material breach" includes, but is not limited to:
    1. Unauthorised use, copying, modification, or distribution of the Software;
    2. Reverse engineering, decompiling, or disassembling the Software in violation of Clause 9;
    3. Transfer or assignment of rights without authorisation in violation of Clause 8;
    4. Use of the Software for unlawful purposes; or
    5. Any breach that causes significant harm to the Vendor's intellectual property or business operations.

    Where a breach is capable of remedy, the Vendor will provide the Licensee with written notice specifying the breach and allowing 14 days to remedy the breach before terminating this Agreement. Breaches that are not capable of remedy (including those listed in sub-clauses (a), (b), (d), and (e) above) may result in immediate termination without notice.

  4. Payment Default: If the Licensee fails to make subscription payments as required under this Agreement, the Vendor may suspend access to the Software immediately. The Vendor or service provider(s) may notify the Licensee of the payment default by email. If payment is not received within 14 days of such notice, the Vendor may terminate the License. The Licensee remains liable for all outstanding subscription fees and any reasonable collection costs incurred by the Vendor.
  5. Beta Access Termination: The Vendor reserves the right to terminate the Beta Access Licence at any time, for any reason, without prior notice. Upon termination, Beta Users must discontinue use of the Software and destroy or return any accompanying materials as instructed by the Vendor.
  6. Cooling-Off Period and Refunds: The Licensee may request a full refund within 14 days of initial registration and payment for the Software ("Cooling-Off Period"), provided that:
    1. The request is made in writing to mail@worthygrants.com.au;
    2. The Licensee discontinues use of the Software immediately upon requesting the refund; and
    3. No material breach of this Agreement has occurred during the Cooling-Off Period.

    Refunds After Cooling-Off Period:

    For Licensee-initiated terminations occurring after the Cooling-Off Period, no refund will be provided. As outlined in Clause 26, the Licensee retains access to the Software until the end of the Billing Cycle in which termination becomes effective and must pay for that complete Billing Cycle. This ensures the Licensee receives full value for all Subscription Fees paid.

    For Vendor-initiated terminations for breach (Clause 25), no refund will be provided for the current Billing Cycle as the termination results from the Licensee's breach of this Agreement.

    The Vendor may, at its sole discretion, provide a pro-rata refund for any unused portion of the current Billing Cycle in exceptional circumstances, including but not limited to: (a) termination by the Licensee for cause due to a material breach by the Vendor (as outlined in Clause 26); (b) service disruptions or unavailability caused by the Vendor; or (c) as required by Australian Consumer Law. Such discretionary refunds, if provided, may exclude payment processing fees and transaction costs incurred by the Vendor.

  7. Post-Termination Obligations: Upon termination or expiry of this Agreement for any reason:
    1. Outstanding Payments: The Licensee remains liable for all outstanding subscription fees, charges, and any reasonable collection costs incurred by the Vendor up to the date of termination;
    2. Access Cessation: The Licensee's access to the Software will cease immediately or at the end of the notice period, as applicable;
    3. Privacy Policy and Terms of Service: The Vendor will action any obligations under the Privacy Policy or Terms of Service;
    4. Survival of Terms: The following provisions will survive termination: Clause 3 (Intellectual Property), Clause 8 (Non-transferability), Clause 9 (No Reverse Engineering), Clauses 17-20 (Limitation of Liability), Clause 21 (Warranties), this Clause 31, Clause 39 (Consumer Guarantees), Clause 40 (Governing Law), and any other provisions which by their nature are intended to survive termination; and
    5. Confidentiality: Any confidential information obtained during the term of this Agreement must continue to be treated as confidential and not disclosed to third parties.

Force Majeure

  1. The Vendor will be free of liability to the Licensee where the Vendor is prevented from executing its obligations under this Agreement in whole or in part due to Force Majeure, such as earthquake, typhoon, flood, fire, war, service provider failure, or any other unforeseen and uncontrollable event where the Vendor has taken any and all appropriate action to mitigate such an event.

Data & Privacy

  1. Compliance with Privacy Policy: The Vendor's collection, use, storage, and disclosure of personal information in connection with the Software are governed by the Privacy Policy, available at https://www.worthygrants.com.au/privacy-policy. By entering into this Agreement, the Licensee acknowledges that they have reviewed and accepted the terms of the Privacy Policy.
  2. Privacy Policy Updates: The Vendor reserves the right to update the Privacy Policy from time to time to reflect changes in practices or legal requirements. The Vendor will notify Licensees of any changes by posting the updated policy on the Vendor's website or within the Software. Continued use of the Software after such changes constitutes acceptance of the updated Privacy Policy.
  3. Australian Privacy Principles: The Vendor has a turnover of less than $3 million and may have limited applicability of the Privacy Act 1988 (Cth).
  4. Data Protection Measures: The Vendor will implement measures as outlined in the Privacy Policy to protect personal information from unauthorised access, disclosure, alteration, or destruction.
  5. User Responsibilities: The Licensee agrees to ensure that all Users associated with their account are made aware of the Vendor's Privacy Policy and consent to their data being processed in accordance with its terms.
  6. AI Features and Use: The Licensee acknowledges that the Software incorporates artificial intelligence capabilities to generate grant application documents based on user input. The Licensee accepts that the AI-generated content should be reviewed for accuracy before submission and use.

Consumer Guarantees

  1. Under the Australian Consumer Law, consumers have certain rights which cannot be excluded, including guarantees as to the acceptable quality and fitness for purpose of goods and services. Nothing in this Agreement will be read or applied so as to exclude, restrict or modify or have the effect of excluding, restricting or modifying any condition, warranty, guarantee, right or remedy implied by law and which by law cannot be excluded, restricted or modified.

Governing Law

  1. This Agreement is governed by the laws of Victoria, Australia. The Parties submit to the non-exclusive jurisdiction of the courts of Victoria and any courts which may hear appeals from those courts in respect of any proceedings in connection with this Agreement. Without limiting the Licensee's rights under the Australian Consumer Law, the parties agree to negotiate in good faith for at least 14 days prior to commencing formal proceedings.

Publicity and Marketing

  1. The Vendor may use the Licensee's name and logo on the Vendor's website, customer lists, and other marketing materials solely for the purpose of identifying the Licensee as a customer of the Software only if:
    1. The Licensee provides prior written consent; OR
    2. The Licensee is receiving the Software at a discounted rate below the standard advertised pricing, in which case this discounted pricing will be deemed consideration for the rights granted in this clause.
  2. The Vendor may contact the Licensee to request participation in case studies or testimonials showcasing the use and benefits of the Software. The Licensee's participation is voluntary and requires separate written consent, which will outline the specific uses of the Licensee's name, logo, and feedback.
  3. Notwithstanding Clause 42, the Licensee may opt-out of the use of their name and logo as described in Clause 41 at any time by providing written notice to the Vendor. The Vendor will make reasonable efforts to remove the Licensee's name and logo from future marketing materials within a reasonable timeframe.

Miscellaneous

  1. This Agreement does not create or imply any relationship in agency or partnership between the Vendor and the Licensee.
  2. Notice of Changes: While the Vendor may notify Licensees of changes to features or other terms, it is not obligated to provide advance notice. Licensees agree to review the terms periodically and accept that continued use of the Software constitutes acceptance of all changes.
  3. Modifications for Beta Users: Beta Users accept that terms of the Beta Access Licence, including access and pricing, may be modified during the beta testing period with reasonable notice from the Vendor.
  4. Headings are inserted for the convenience of the parties only and are not to be considered when interpreting this Agreement. Words in the singular mean and include the plural and vice versa. Words in the masculine gender include the feminine gender and vice versa. Words in the neuter gender include the masculine gender and the feminine gender and vice versa.
  5. If any term, covenant, condition or provision of this Agreement is held by a court of competent jurisdiction to be invalid, void or unenforceable, it is the parties' intent that such provision be reduced in scope by the court only to the extent deemed necessary by that court to render the provision reasonable and enforceable and the remainder of the provisions of this Agreement will in no way be affected, impaired or invalidated as a result.
  6. This Agreement contains the entire agreement between the parties. All understandings have been included in this Agreement. Representations which may have been made by any party to this Agreement may in some way be inconsistent with this final written Agreement. All such statements are declared to be of no value in this Agreement. Only the written terms of this Agreement will bind the parties.
  7. This Agreement and the terms and conditions contained in this Agreement apply to and are binding upon the Vendor's successors and assigns.

Relationship with Terms of Service

  1. Hierarchy of Documents: This Agreement constitutes the End User License Agreement referenced in the Vendor's Terms of Service. In the event of any conflict between this Agreement and the Terms of Service, the terms of this Agreement shall prevail.
  2. Terms of Service Updates: The Vendor reserves the right to modify or replace the Terms of Service at any time. The Vendor will notify Licensees of any changes by posting the updated terms on the Vendor's website or within the Software. Continued use of the Software after such changes constitutes acceptance of the updated Terms of Service.

Notices

  1. All notices to the Vendor under this Agreement are to be provided at the following address:

    Voluntech Pty Ltd
    Suite 30, 3 Albert Coates Lane
    Melbourne, VIC 3000
    mail@worthygrants.com.au