Version 1.1 as of 12 December 2025

These Terms and Conditions apply to, and are incorporated by reference into the Membership Agreement (“Membership Agreement”) between:

1. mySMB.com Pty Ltd ABN 42 679 542 208 of Level 12, 50 Carrington Street, Sydney NSW 2000 (“mySMB.com”, “we”, “our”); and

2. the party described as the Member in the Membership Agreement (“Member”, “you”, “your”).

1. Definitions & Interpretation

The following terms have these meanings when used in these Terms and Conditions:

• “Add-On Services” are additional services that may be added or purchased by the Member on the terms applicable to those services.

• “Business Day” means any day other than a Saturday, Sunday or public holiday in New South Wales and on which banks are open for general business.

• “Community” means the collective set of interactive, peer-to-peer, and expert-supported digital spaces provided or facilitated by mySMB.com as part of its Engagement offerings. Community includes all online environments, channels, groups, discussion forums, contributor spaces, credential-based groups, and peer learning areas. mySMB.com is not responsible for conduct or content in Community forums, and participation is at the Member or user’s own risk.

• “Content” means all content created by mySMB.com including without limitation all software, materials, documentation, training resources, AI models, and other content provided through the Services. mySMB.com may update, change or remove Content at any time.

• “Confidential Information” means any non-public information that is designated “confidential” or that a reasonable person should understand is confidential.

• “Due Date” means each date a payment is due from the Member to mySMB.com under the Membership Agreement.

• “Effective Date” the date set out in the Membership Agreement.

• “Engagement” means the programs, activities, events, training sessions, learning experiences, communications, and participation-based interactions provided or facilitated by mySMB.com.

• “EULA” means the end user licence agreement that is published on mySMB.com’s website which may be updated from time to time at mySMB.com's discretion. mySMB.com will use reasonable endeavours to provide notice of material changes to the EULA. The Member's continued use of the Services following any changes constitutes acceptance of the revised EULA. The EULA is incorporated into these Terms and Conditions by reference.

• “Human Support” means support provided by a human team member. Support requests may be acknowledged automatically. Human Support may be delivered via web chat, case lodgement or in such other manner as determined by mySMB.com.

• “Member Data” means any information or content provided by the Member through use of the Services, excluding Training Data.

• “Membership Fee” the fees for Services, as set out in the Membership Agreement or otherwise agreed in writing.

• “Membership Services” are set out in the Membership Agreement.

• “Output Data” means data that is generated, produced or returned by a system, process or function as a result of processing Member Data.

• “Registered Named User” means an individual employee, officer, contractor, or other authorised person of the Member who is registered by name to access Services under the Membership Agreement.

• “Services” means the membership package selected by the Member in the Membership Agreement, and includes digital products as well as professional services. Services include Membership Services and Add-On Services where separately added by the Member.

• “Set-Up Fee” means the one-off fee payable by the Member for the initial onboarding, account creation, configuration, or activation of the mySMB.com Services, as specified in the Membership Agreement.

• “Support” means chatbot support, AI, help content, and Human Support.

• “Training Data” means the training data, learning activity data, course progress, assessment results and certificates of completion for a Registered Named User where a Registered Named User accesses training as part of the Services.

• “Website & Customer Privacy Policy” is mySMB.com’s website and customer privacy policy that is published on mySMB.com’s website at https://www.mysmb.com/privacy. It may be updated from time to time at mySMB.com's sole discretion. mySMB.com will use reasonable efforts to notify the Member of material changes where practicable. The Website & Customer Privacy Policy is incorporated into these Terms and Conditions by reference.

2. Services Provided

2.1 Membership Services

• Membership Services inclusions are set out in the Membership Agreement.

• Access to Community platforms is governed by separate Community Guidelines, which are published by mySMB.com in the Community platforms and may be updated from time to time. By accessing Community platforms you agree to comply with the Community Guidelines. mySMB.com may suspend or revoke access where Community Guidelines are breached.

• Some Engagement content and activities may be subject to additional fees, which will be clearly identified.

• All mySMB.com Membership Services are licensed on a Registered Named User basis. Each Registered Named User must be individually registered and may not share access with others.

2.2 Membership Services – Support & Availability

• mySMB.com provides AI Chatbot Support, Human Support and Community Support as set out in the Membership Agreement.

• We provide support for mySMB.com WorkSpace, including the usage of Knowledge Bases.

• We will provide Support for Copilot and Copilot Studio. This support covers standard use of these tools. Custom configuration and development support options are available as Add-On Services. Microsoft break-fix support management is only covered where licences are purchased from mySMB.com.

• Community Support is informal peer-to-peer assistance. mySMB.com does not monitor, control, or guarantee the accuracy of information shared by other Members.

• Support is provided only to Registered Named Users.

• Support is not provided for third party services unless otherwise agreed.

• mySMB.com will use reasonable efforts to ensure availability but does not guarantee uninterrupted or error-free service. Scheduled maintenance will be notified in advance where practical, but mySMB.com may conduct emergency maintenance without notice.

2.3 Add-On Services

• Add-On Services are set out on the mySMB.com website at https://www.mysmb.com/add-ons and may be purchased, or added separately, subject to any specific terms that may apply to such Add-On Services.

2.4 Third Party Licences and Services

• Some third party services are provided under third party terms, which you agree to when accessing such third party services. These providers are responsible for their own products, services, and compliance and your use of third party services is at your own risk.

• Where mySMB.com resells or facilitates access to third party products or services, our responsibility is limited to providing you with access - not to their ongoing availability, security, updates, compliance, support, or performance.

• Where Services includes Microsoft products (including but not limited to Microsoft 365 Business Basic, Standard, Premium, and associated Microsoft services such as Teams, Outlook, and Office applications) issued by Microsoft Corporation (or its affiliates), mySMB.com facilitates access as “Microsoft Partner of Record” for facilitation and billing purposes only and is not responsible for the operation, support, or performance of Microsoft products or services. , except to the extent mySMB.com has agreed to provide support services. Microsoft products are provided under Microsoft’s own terms and conditions, including the Microsoft Customer Agreement and Acceptable Use Policy. Where Services include Microsoft 365 Copilot licences, each licence must be assigned to an individual Registered Named User.

3. Membership Fees & Payment

• All Membership Fees are payable as set out in the Membership Agreement.

• All Membership Fees are exclusive of GST. GST will be added to all fees where applicable in accordance with A New Tax System (Goods and Services Tax) Act 1999 (Cth).

• Membership Fees will be auto-debited 5 Business Days prior to the Due Date.

• mySMB.com may suspend Services if payment has not been received by the Due Date, provided mySMB.com has given the Member at least 3 Business Days' prior written notice of the intention to suspend. Services will remain suspended until payment is received in full plus any accrued interest and collection costs.

• If payment is not received by the Due Date, interest will be charged at 2% per month on the outstanding balance, calculated daily and compounding monthly, until paid in full. If this exceeds any statutory maximum, interest shall be charged at the highest rate permitted by applicable law.

• mySMB.com may recover any reasonable costs of collection (including legal fees).

• mySMB.com may review and vary Membership Fees annually. Any changes will take effect on renewal and Members will be given at least 90 calendar days’ prior notice.

• Fees for third party licences are set by the applicable third party provider and may change from time to time. Where the third party provider (including but not limited to Microsoft) varies the price of its licences, mySMB.com may adjust the Member’s fees for those licences accordingly. Any such adjustment will take effect on the next billing cycle, and where possible, mySMB.com will provide 30 days’ prior written notice.

• The Set-Up Fee is specified in the Membership Agreement and is payable upon signing the Membership Agreement.

• The Set-Up Fee is non-refundable. The Set-Up Fee does not include any customisation or implementation work beyond the standard onboarding process unless expressly agreed in writing.

4. Term, Renewal and Termination

• Membership term is 1 year commencing on the Effective Date, automatically renewing for subsequent 1-year terms unless cancelled by either party with 60 calendar days’ written notice prior to the automatic renewal.

• Either party may terminate the Membership Agreement immediately by written notice if the other party commits a material breach of the Membership Agreement, these Terms and Conditions, or the EULA, and fails to remedy that breach within 30 calendar days of receiving written notice specifying the breach and requiring it to be remedied. mySMB.com may suspend access to the Services during the 30-day remedy period if the breach relates to payment, security, or misuse of the Services.

• If the Membership Agreement is terminated by mySMB.com for reasons other than your breach, or if a component of the Membership Services inclusions is discontinued, and you have prepaid Membership Fees for Services not yet delivered at the date of termination or discontinuation, we will apply a fair credit or refund for those prepaid but undelivered Services. This refund or credit does not apply to third party services or licences, which are provided under the terms of those providers and may be non-refundable.

• No refund or credit will apply where termination arises due to the Member's material breach of the Membership Agreement, these Terms and Conditions or the EULA.

• Upon expiry of the term, or on termination, the Member must immediately stop using the Services and must delete or uninstall any materials, software or Content forming part of the Services in accordance with mySMB.com’s written instructions. The Member will have 30 days following termination to retrieve any Member Data, after which mySMB.com may delete such data in accordance with its data retention policies.

5. Member Responsibilities

• You must provide accurate business and contact information, and keep it up to date.

• You must notify mySMB.com of the Registered Named Users.

• You must ensure only authorised Registered Named Users access the Services and you must immediately notify mySMB.com of any unauthorised access or security breach.

• You must ensure that each licence is allocated to a Registered Named User, and may not be shared or rotated among multiple users. Licences may only be reassigned in circumstances agreed by mySMB.com in writing. Registered Named User licences may be reassigned following employee turnover or permanent role changes, provided such reassignment is not conducted more than once per 30-day period per licence, and is not used to rotate access between multiple individuals or otherwise circumvent the intent of a per-user licensing model.

• You must comply with, and ensure all Registered Named Users comply with the EULA and all applicable laws.

• You must use the Services only for lawful business purposes.

• You must not resell, sublicense, copy, or misuse the Services in any way.

• You must maintain security of login credentials.

• Members are responsible for any use of the Services under their account, whether by Registered Named Users or unauthorised access due to their failure to protect credentials.

6. Confidentiality & Data Protection

• Both parties must keep each other’s Confidential Information confidential and not disclose it, unless the law requires, or with the prior written consent of the other party.

• “Confidential Information” does not include information that:

  (a) is already public (unless made public because of a breach of the Membership Agreement, these Terms and Conditions or the EULA);

  (b) was already known to the receiving party without breach of any duty of confidence;

  (c) is developed independently by the receiving party without reference to or use of the Confidential Information; or

  (d) is lawfully received from someone else without any breach of any duty of confidence.

• If either party is required by law to disclose Confidential Information, it may do so, but must give the other party notice (where legally allowed).

• mySMB.com will comply with the Privacy Act 1988 (Cth) in handling personal information.

• You acknowledge that information voluntarily shared in mySMB.com Community or Engagement forums is not confidential and may be visible to other members or users. You agree not to share any Confidential Information in mySMB.com Community or Engagement forums.

• User records created within the mySMB.com ecosystem (including but not limited to Training Data, log-in details, enrolments, completions, progress data, and credentials) may be retained by mySMB.com after termination of the Membership Agreement, or after a Registered Named User ceases employment with the Member, for compliance, audit, potential reactivation purposes or for the ongoing access by the user. These records are handled in accordance with the mySMB.com Website & Customer Privacy Policy.

• These Terms and Conditions incorporate by reference our Website & Customer Privacy Policy, which can be found at https://www.mysmb.com/privacy which explains how we collect, use, and protect personal information. By entering into the Membership Agreement, you also agree to the terms of our Website & Customer Privacy Policy, as updated from time to time. Continued use of the Services after any update constitutes acceptance of the revised Website & Customer Privacy Policy. The latest version is always available on our website.

7. Intellectual Property

• mySMB.com retains all intellectual property rights in the Services, Content, Community and Engagement.

• Member retains ownership of its Member Data. By providing Member Data, you grant mySMB.com a worldwide, non-exclusive, royalty-free, perpetual licence to:

  • collect, host, store, copy, process, transmit, display, distribute, adapt and use Member Data as reasonably necessary to provide and improve the Services and for other legitimate business purposes;

  • generate, analyse and use anonymised and aggregated data derived from Member Data for our business, research, analytics, training and development (including training and improving AI models); and

  • comply with law, regulation and enforcement obligations.

• Output Data remains your property; however, you agree we may retain and use copies in anonymised and aggregated form for the purposes above.

• Where a Registered Named User accesses training as part of the Services, the Member is granted a right to view, use and rely on the Registered Named User’s Training Data for internal business, HR, compliance and audit purposes, but does not acquire ownership of those records. Training Data constitutes the personal information of the Registered Named User who retains ownership of such Training Data.

8. Feedback & Improvements

• You may provide suggestions, comments, or other feedback about our Services (“Feedback’). You agree that mySMB.com may freely use, modify, and incorporate Feedback without restriction or obligation.

9. Warranties & Disclaimers

• We exclude all warranties except those required by law.

• We do not guarantee that Services will be error-free, uninterrupted, or fit for your particular purpose.

• Some Services may include Content, materials (including templates and other resources), or AI-generated outputs. They are not legal, financial, employment, or other professional or technical advice. These are provided for general information only and may contain errors, omissions or inconsistencies. They may not be accurate, complete or appropriate for your specific circumstances.

• AI-generated outputs depend on the prompts or inputs you provide. Different prompts may produce different results. mySMB.com does not guarantee the accuracy, completeness, or suitability of any AI outputs.

• You must review and verify all Content, materials (including templates and other resources), and AI-generated outputs before use, and obtain independent professional advice where appropriate. mySMB.com accepts no responsibility or liability for any loss or damage arising from your use of, or reliance on, any such Content, materials or outputs, to the maximum extent permitted by law.

• Our Services may rely on or integrate with third party tools and platforms (including but not limited to Microsoft 365, Copilot, and others). We do not control these third party tools or platforms and are not responsible for:

  • their availability or performance,

  • any changes to features or pricing, or

  • any errors, outages, or issues within their systems.

• Any changes, alterations, integrations, or customisations you make to our templates, Content, configurations, AI agents, or other materials are done at your own risk. mySMB.com makes no warranty regarding modified or customised materials and is not responsible for any resulting issues.

• Nothing in these Terms and Conditions limits or excludes any rights or remedies that cannot be excluded or limited under the Australian Consumer Law, the Competition and Consumer Act 2010 (Cth), or any other applicable law that cannot be excluded by agreement.

10. Liability & Indemnity

• To the maximum extent permitted by law, our total liability under the Membership Agreement and these Terms and Conditions (however arising, including contract, tort or statute) is limited to the fees paid or payable to us in the 12 months before the event giving rise to the claim.

• We are not liable for indirect or consequential loss, including lost profit, data, goodwill, opportunity or business interruption.

• You agree to indemnify and hold harmless mySMB.com, its affiliates, officers, directors, employees, and agents against any claim, loss, damage, cost, or liability (including reasonable legal fees) arising from:

(a) your breach of the Membership Agreement, these Terms and Conditions or the EULA;

(b) misuse or unlawful use of the Services; or

(c) violation of any third party rights.

11. General

• The Member’s execution of the Membership Agreement electronically or by digital signature constitutes acceptance of these Terms and Conditions.

• These Terms and Conditions are governed by the laws of New South Wales, Australia.

• Parties submit to the exclusive jurisdiction of NSW courts and courts of appeal from them.

• These Terms and Conditions incorporate by reference the EULA and the Website & Customer Privacy Policy.

• If any provision of these Terms and Conditions is found to be not binding for any reason, the remainder of these Terms and Conditions will continue to be binding on the parties.

• No failure to exercise, partial exercise or delay by a party in exercising any right, power or remedy under these Terms and Conditions operates as a waiver. A waiver is not binding unless made in writing.

• Neither party is liable under these Terms and Conditions or deemed to be in default for any delay or failure in performance resulting from a force majeure event.

• These Terms and Conditions are incorporated by reference into the Membership Agreement. Together, they form the entire agreement between the parties in relation to the mySMB.com Services and supersede any previous agreements on this subject matter between the parties, but do not override any separate written agreements between the parties for Add-On Services.

• Any changes to these Terms and Conditions will be notified with 30 days notice to the Member. By continuing to use or access the Services, you agree to be bound by the updated Terms and Conditions.

• Notices under these Terms and Conditions must be in writing and sent by email to legal@mysmb.com (or another email address we notify you of). We will send notices to you at the email address specified in the Membership Agreement (or another email address you notify us of). A notice is taken to be received on the day it is sent if this is a Business Day, or on the next Business Day, unless the sender receives an error message.

12 December 2025