Safe Deposit Box and Secure Custody Services

1. Parties and Agreement

a) These Terms and Conditions form the agreement between Dharm Custodian Pty Ltd ACN 690 679 871 trading as Vault365 (Vault365, we, us, our) and the customer named in the application or Schedule.

b) We grant you a personal, revocable licence to use the allocated safe deposit box, locker, packet, vault space or secure custody facility identified in your Schedule (Facility) for the agreed term, subject to these Terms and Conditions, the Schedule, the application form and our reasonable facility rules notified from time to time.

c) This agreement is not a lease of real property. It is a contractual licence for secure storage services.

d) Where Vault365 contracts, it does so in that capacity only and its liability is limited to its right of indemnity from the trust assets.

2. Term, Renewal and Fees

a) The initial term starts on the commencement date shown in the Schedule and continues for the period stated in the Schedule unless ended earlier under this agreement.

b) Unless the Schedule states otherwise, the agreement automatically renews for further periods equal to the initial term. We must give at least 30 days’ prior notice of any renewal fee or material fee change applying to a renewal period.

c) We may vary fees at any time during the agreed term at our discretion by giving you at least 30 days’ prior written notice. If a fee increase applies and you do not accept the increase, you may terminate this agreement before the increase takes effect without incurring any termination penalty.

d) You must pay establishment fees, recurring fees, deposits and other agreed charges by the due date. We may suspend access where fees are overdue, provided we act reasonably and consistently with applicable law. If fees remain overdue for more than 14 days after written notice from us, we may also retain your contents until all overdue fees are paid in full. Any disposal of contents for non-payment will only occur strictly in accordance with the Uncollected Contents clause of this agreement.

e) Unless expressed to be GST inclusive, all fees, deposits and other amounts payable by you under this agreement are exclusive of GST. If GST is payable on any supply made under this agreement, you must pay us an additional amount equal to that GST, against provision of a valid tax invoice.

f) If we require or you elect to pay fees by direct debit, you authorise us or our nominated payment provider to debit your nominated bank account or card for all amounts due under this agreement. You must ensure sufficient funds are available on the due date. If a payment is dishonoured or fails, we will notify you and you must arrange payment by an alternative method within 3 business days. Your payment provider's terms (including any dishonour or failed payment fees) are separate from and in addition to this agreement.

g) If any amount due under this agreement is not paid by the due date, we may charge interest on the overdue amount at a rate of $10 per day. Any security deposit for keys, access devices or damage is refundable after the agreement ends, less any amounts properly applied for unpaid charges, unreturned devices, locksmith costs or damage beyond fair wear and tear.

h) For the avoidance of doubt, if we terminate this agreement for our convenience or permanently close the Facility for reasons unrelated to your breach, you are entitled to a refund of prepaid fees from the date of termination, after deducting any amounts properly owing to us. See clause 13 for further details.

i) Complaints about fees may be lodged using the complaints process set out in clause 18.

3. Eligibility, Identification, Compliance and Ongoing Monitoring

a) You must be at least 18 years old and legally capable of entering this agreement. If you contract as trustee, company, partnership, SMSF or other entity, you warrant you are properly authorised.

b) Before opening or allowing access to the Facility, we may require identity documents, beneficial ownership information, source-of-funds information, proof of authority and any other information reasonably required for customer due diligence (CDD), fraud prevention, sanctions screening, security or legal compliance.

c) You must promptly provide updated information if your name, contact details, legal capacity, beneficial ownership, control, tax residency or authority arrangements change.

d) We may conduct ongoing monitoring of your account and your use of the Facility throughout the term of this agreement, as required by applicable law and our compliance obligations. We may re-request CDD information, proof of identity, beneficial ownership information or other compliance documentation at any time during the term. If you fail to provide the requested information within 14 days of our request (or such shorter period as required by law), we may suspend your access to the Facility or terminate this agreement on written notice.

e) We may refuse to open, restrict, suspend or terminate the Facility where we reasonably suspect unlawful conduct, false information, sanctions issues, security risk, fraud risk or non-compliance with law.

4. Authorised Persons and Access

a) Only you and any person approved by us in writing as an Authorised Person may access the Facility. We may impose a reasonable maximum number of Authorised Persons for security and operational reasons.

b) Each access request is subject to our identification and security procedures, which may include photo identification, PIN, biometric or access credential checks, appointment requirements, screening controls and staff supervision.

c) Access is available only during our notified operating hours. Access may be temporarily suspended for:

i. security incidents, emergency events or maintenance requirements (whether planned or unplanned), in any such case without notice and with immediate effect;

ii. lawful directions from any regulatory, law enforcement or government authority; or

iii. other reasonable operational requirements (including transport activity and systems upgrades), subject to us acting reasonably and providing as much notice as practicable in the circumstances.

d) If a dispute arises between joint customers or Authorised Persons, or if conflicting instructions are received, we may suspend access until we receive joint written instructions or an enforceable court order.

e) You are responsible for all acts and omissions of your Authorised Persons in connection with the Facility.

5. Permitted and Prohibited Contents

a) You may store only property you lawfully own or control and are legally entitled to place in storage.

b) You must not store:

i. illegal items or stolen property;

ii. dangerous, flammable, corrosive, explosive, toxic, radioactive or hazardous materials;

iii. liquids, perishables, live animals or biological matter;

iv. firearms, weapons or ammunition unless storage is expressly permitted by law and by us in writing;

v. narcotics or controlled substances unless lawfully possessed and expressly approved by us in writing;

vi. items creating odour, contamination or nuisance; or

vii. any item that exposes us to legal, regulatory or safety risk.

c) You must not store any item requiring special environmental, temperature, humidity, handling or chain-of-custody conditions unless we have expressly agreed to provide that service in writing.

d) We do not verify, inspect, value, authenticate or monitor the contents of sealed items except to the extent required by law, safety, emergency response or lawful authority.

e) If we have reasonable grounds to suspect that prohibited or unsafe contents are stored in the Facility, we may immediately terminate this agreement on written notice to you and notify the relevant law enforcement, regulatory authorities or emergency services as we consider appropriate. Such termination does not affect any right we have to recover outstanding fees or enforce any other provision of this agreement.

f) You indemnify us for all costs, losses, damages, liabilities and claims reasonably incurred by us arising from the presence of prohibited contents in the Facility, including any costs of inspection, removal, disposal, legal compliance, third-party claims and regulatory response. An opening carried out by us in the circumstances described in this clause does not constitute a breach of any bailment obligation owed to you.

6. Keys, Access Devices and Security

a) Any keys, cards, tokens, passcodes or other access devices supplied by us remain our property unless the Schedule says otherwise.

b) You must keep all access devices secure, must not copy or share them except as authorised by us, and must immediately notify us if any device is lost, stolen, damaged or compromised.

c) You must pay our reasonable costs of any locksmith, security technician or re-keying service we appoint, together with any replacement access devices and administration costs, resulting from lost, damaged or compromised access devices where you or your Authorised Persons are responsible.

d) We will appoint any locksmith, security technician or qualified provider we consider appropriate to drill, open or re-secure the Facility if access devices are lost or security is compromised. You must not arrange, engage or permit any third party to drill, open, re-key or otherwise interfere with the Facility or access devices without our prior written consent. Any attempt to do so constitutes a material breach of this agreement. Except where the loss or compromise was caused by our negligence or wilful misconduct, the costs of any such work are payable by you.

7. Ownership, Possession and Nature of Service

a) As between you and us, title to the contents remains with you or the lawful owner at all times.

b) Except to the extent the law provides otherwise, we do not acquire beneficial ownership of the contents. Our role is to provide secure custody infrastructure and controlled access services.

c) Nothing in this agreement transfers ownership of your contents to us or makes your contents available to our creditors, except to the extent any lien, charge, right of set-off or statutory right arises by law or under this agreement.

8. Insurance, Valuation and Liability Cap

a) Vault365 maintains insurance arrangements for its own business and liability risks. Those insurance arrangements are not a personal contents insurance policy issued to you, and we do not arrange, advise on or provide insurance to you.

b) We do not hold an Australian Financial Services Licence. Nothing we say or provide to you about insurance, risk, value, loss or damage constitutes financial product advice, and you should not rely on it as such.

c) Unless we agree a higher liability cap with you in writing, our maximum aggregate liability to you for loss of or damage to contents stored in the Facility is limited to $10,000 per customer in any 12-month period (Liability Cap). Where we agree a higher Liability Cap with you in writing, including in the Special Conditions of Schedule A, that agreed amount applies instead.

d) The Liability Cap does not apply to any liability that cannot lawfully be excluded or limited, including any applicable non-excludable rights or remedies under the Australian Consumer Law.

e) You acknowledge and agree that:

a. we do not inspect, verify, value, authenticate or record the contents placed in the Facility;

b. we have no visibility of the nature, quantity, condition, authenticity or value of the contents you place in the Facility;

c. the fees payable under this agreement are calculated on the basis of the Liability Cap;

d. the value of your contents may exceed the Liability Cap; and

e. you are responsible for arranging and maintaining your own insurance for any contents with a value exceeding the Liability Cap or for any items requiring specialist insurance cover.

f) We strongly recommend that you arrange independent contents insurance adequate to cover the full replacement value of your stored items, including any high-value, sentimental, rare or irreplaceable property.

g) Any value declared by you is used only for administrative, operational or risk-management purposes unless the Schedule expressly says otherwise. A declared value is not an admission by us of the contents, condition, authenticity or value of any item.

h) You must maintain your own written inventory of all contents stored in the Facility, including descriptions and photographs of any high-value items.

i) You must inspect the contents of your Facility at each access visit and notify us in writing within 5 business days of discovering any loss, damage or discrepancy. In the event of any claim for loss of or damage to contents, you bear the onus of reasonably substantiating the existence, condition and value of the contents at the relevant time, including by contemporaneous documentary evidence such as photographs, purchase receipts, insurance schedules or independent valuations. We are not liable to the extent you cannot reasonably substantiate the existence, condition and value of the contents at the relevant time.

9. Our Liability and Limits

a) To the maximum extent permitted by law, all representations, warranties, conditions and undertakings that are not expressly set out in this agreement (whether express, implied, statutory or otherwise) are excluded. Nothing in this agreement excludes, restricts or modifies any consumer guarantee, statutory right or remedy that cannot lawfully be excluded, including rights under the Australian Consumer Law (ACL).

b) Subject to the preceding paragraph and to the maximum extent permitted by law, our liability for breach of a non-excludable guarantee relating to services is limited, at our option, to supplying the services again or paying the reasonable cost of having the services supplied again.

c) Where a non-excludable ACL guarantee applies and entitles you to a remedy, the Liability Cap does not operate to limit or reduce that remedy. For all other liability, including liability that is not referable to a non-excludable ACL guarantee, the Liability Cap applies to the maximum extent permitted by law.

d) To the maximum extent permitted by law, we are not liable for indirect, consequential, special or economic loss, including loss of profit, opportunity, goodwill or market value.

e) We are not liable for loss caused by events beyond our reasonable control, including natural disaster, war, terrorism, government action, cyber incident affecting third-party systems, utilities failure, industrial action or civil disorder, except to the extent our negligence caused or contributed to the loss.

f) Customers acknowledge that items stored within the safedeposit locker may be subject to natural processes such as corrosion, oxidation, tarnishing, or other forms of material deterioration over time. The company does not accept liability for any damage, degradation, or change in condition arising from these natural processes. Customers are solely responsible for conducting routine inspections of their stored items and for taking any necessary steps to preserve, maintain, or protect their valuables while they are stored at our facility.

g) Nothing in this clause removes liability for our fraud, wilful misconduct, or death or personal injury caused by our negligence where the law does not allow exclusion.

10. Your Warranties and Indemnity

a) You warrant that all information you provide is true, current and complete, and that your use of the Facility complies with law and this agreement.

b) You indemnify us for direct loss, damage, liability, cost or claim reasonably incurred by us arising from:

i. your breach of this agreement;

ii. the presence of unlawful, prohibited or unsafe contents in the Facility;

iii. inaccurate, misleading or incomplete information provided by you; or

iv. acts or omissions of you or your Authorised Persons in connection with the Facility.

c) This indemnity does not extend to any loss caused or contributed to by our negligence, fraud or wilful misconduct.

d) This indemnity is reduced proportionately to the extent our acts or omissions contributed to the relevant loss.

11. Privacy, Confidentiality and Records

a) We collect, use, hold and disclose personal information in accordance with the Privacy Act 1988 (Cth), the Australian Privacy Principles (APPs) and our Privacy Policy.

b) At or before the time of collecting your personal information, we will provide you with a collection notice setting out the matters required by APP 5, including the types of personal information collected, the purposes of collection, and how you may access, correct or complain about the handling of your information.

c) You consent to us collecting and using personal information and identification information for account administration, identity verification, fraud prevention, legal compliance, security monitoring, debt recovery, complaint handling and related operational purposes.

d) We may disclose information to our service providers, insurers, professional advisers, identity verification providers, payment processors, regulators, law enforcement agencies and other parties where reasonably necessary for those purposes or required by law.

e) We do not disclose your personal information to any person or entity located outside Australia unless:

i. you have consented to that disclosure; or

ii. we are satisfied that the overseas recipient is subject to privacy protections at least equivalent to the APPs, as required by APP 8.2.

f) Our Privacy Policy is available on our website and upon request. You may request access to or correction of your personal information by contacting us using the details in the Schedule.

g) If you believe we have interfered with your privacy, you may lodge a complaint with us in accordance with clause 18.

12. Suspension, Termination and Closure

a) You may terminate the agreement by giving us at least 30 days’ written notice and paying all amounts due. If you terminate for convenience, no refund is payable for unused prepaid time unless the Schedule expressly provides for a pro rata refund or the law requires it.

b) We may terminate this agreement immediately, or suspend your access pending investigation, in any of the following circumstances:

i. fees remain overdue for more than 14 days after written notice from us;

ii. prohibited or unsafe contents are suspected or discovered in the Facility;

iii. we are required to do so by a direction from AUSTRAC, a court order, a warrant or other lawful direction from a regulatory, law enforcement or government authority;

iv. continued operation of the Facility would create an imminent safety risk to persons or property; or

v. you have provided materially false or misleading information to us.

c) For any other material breach of this agreement that is capable of remedy, we must give you written notice specifying the breach and a cure period of at least 7 days to remedy the breach before termination takes effect. If the breach is incapable of remedy, we may terminate on written notice without a cure period.

d) If we permanently close the Facility for business or operational reasons unrelated to your breach (termination for convenience), we will:

i. give you reasonable prior written notice (not less than 30 days, except where closure is required by law or an emergency);

ii. give you a reasonable opportunity to remove your contents; and

iii. refund any prepaid fees for the unused period of the then-current term after deducting any amounts properly owing to us.

e) On termination, you must promptly remove all contents and return all keys and access devices.

f) If you fail to remove your contents and return all access devices within 14 days of the termination date, we may charge you our reasonable storage, handling and administration costs for the continued occupation or management of the Facility and contents beyond that period. These amounts do not renew or extend this agreement. Any unpaid amounts are recoverable as a debt and may be deducted before any surplus is applied under the Uncollected Contents process in clause 14.

13. Uncollected Contents

a) If, after termination or lawful demand for collection, your contents are not collected within 3 months of written notice from us requiring you to collect your contents, we may treat them as uncollected goods.

b) We may then open the Facility, inventory the contents as reasonably necessary, move the contents to secure storage, continue charging reasonable storage and handling costs, and give notices required by applicable law.

c) Any sale, destruction, return, secure document handling or other disposal of uncollected contents will be carried out strictly in accordance with the Uncollected Goods Act 1995 (NSW) (or such other equivalent legislation as applies at the facility location), including:

i. all written notice requirements prescribed by that Act;

ii. the procedures and waiting periods that apply based on the estimated value of the goods; and

iii. the requirement to pay any surplus proceeds of sale to you or, if you cannot be located, to NSW Treasury (or the relevant State authority) as required by that Act.

d) We may apply sale proceeds or money otherwise owing to you first to our reasonable unpaid fees and lawful costs, with any surplus dealt with as required by law. Any reference in this clause to the Uncollected Goods Act 1995 (NSW) includes any amendment, replacement or re-enactment of that Act from time to time.

14. Insolvency, Incapacity, Death and Legal Process

a) If you become bankrupt, insolvent, incapable, deceased or subject to external administration, we may require probate, letters of administration, trustee appointment evidence, enduring power of attorney documentation, corporate authority evidence or other proof before allowing access or release.

b) We may comply with court orders, warrants, statutory notices, search powers and lawful directions from regulators or law enforcement agencies, and we may restrict access while we assess competing claims or legal obligations.

c) Where the law allows, we may recover our reasonable legal and administrative costs incurred in responding to competing claims, estates or legal process affecting the Facility.

15. Notices and Changes to Terms

a) Notices may be given personally, by email, by any other method permitted by law and reasonably likely to bring the notice to your attention.

b) You must keep your contact details current. A notice sent to your last notified contact details is taken to be received in the ordinary course of transmission unless the law requires otherwise.

c) We may change these Terms and Conditions at any time by giving you at least 30 days’ prior written notice of the change.

d) If you do not accept a change, you may terminate this agreement without penalty at any time from the date the notice is given until the date the change takes effect.

e) Changes to our facility rules are subject to the same notice requirements as changes to these Terms and Conditions.

16. Force Majeure

a) A Force Majeure Event means any event beyond our reasonable control that prevents us from performing our obligations under this agreement, including fire, flood, earthquake, storm, explosion, act of God, power failure, acts of terrorism, government action, pandemic, epidemic, civil disorder or industrial action.

b) If a Force Majeure Event occurs, we will notify you as soon as reasonably practicable and our obligations under this agreement (including the obligation to provide you with access to the Facility) will be suspended for the duration of the Force Majeure Event. We will not be liable for any loss, cost or damage arising from the suspension of our obligations during a Force Majeure Event.

c) We will use reasonable endeavours to resume access as soon as the Force Majeure Event has ceased or sufficiently abated. If a Force Majeure Event prevents access for more than 30 consecutive days, either party may terminate this agreement on written notice without penalty and you will be entitled to a pro rata refund of prepaid fees for the period of inaccessibility.

17. Complaints and Dispute Resolution

a) If you have a complaint, you should first contact us using the details in the Schedule. We will acknowledge the complaint within 5 business days and work in good faith to resolve it as soon as practicable.

b) If a dispute is not resolved within 20 business days after you have given us written notice of the dispute, either party may refer the dispute to mediation. The mediator will be agreed upon by the parties or, failing agreement within 10 business days, appointed by the Australian Disputes Centre (ADC). The costs of mediation will be shared equally between the parties unless the mediator determines otherwise.

c) Either party may proceed to commence court proceedings if:

i. mediation has been attempted and has failed to resolve the dispute; or

ii. the nature of the dispute requires urgent injunctive or other relief that cannot await mediation.

d) Nothing in this clause prevents either party from seeking urgent interlocutory or injunctive relief from a court of competent jurisdiction at any time.

e) If your complaint relates to a consumer law matter, you may also contact the Australian Competition and Consumer Commission (ACCC) at www.accc.gov.au. If your complaint relates to a privacy matter, you may contact the Office of the Australian Information Commissioner (OAIC) at www.oaic.gov.au.

18. AML/CTF Obligations

a) You acknowledge that Vault365 may be subject to obligations under the Anti-Money Laundering and Counter-Terrorism Financing Act 2006 (Cth) (AML/CTF Act), including obligations to enrol with AUSTRAC, conduct customer due diligence, maintain an AML/CTF programme, monitor transactions, and report suspicious matters and threshold transactions. References in this agreement to the AML/CTF Act include the Anti-Money Laundering and Counter-Terrorism Financing Rules 2025 (AML/CTF Rules) and any other subordinate instruments made under the AML/CTF Act, as amended from time to time.

b) You must provide all information and assistance reasonably required by us to enable us to comply with our obligations under the AML/CTF Act and any associated rules, guidelines and AUSTRAC directions, including:

i. providing complete and accurate identification and beneficial ownership information;

ii. promptly updating that information if it changes; and

iii. cooperating with any enhanced due diligence or transaction monitoring process we are required to undertake.

c) We may suspend your access to the Facility, terminate this agreement or take any other action required to comply with our AML/CTF obligations, including if we are directed to do so by AUSTRAC or any other relevant authority. Any such suspension or termination does not give rise to any liability on our part.

d) We are not required to disclose to you the reason for any suspension, termination or restriction imposed in connection with our AML/CTF obligations where such disclosure would itself be unlawful (including under any tipping-off prohibition).

19. General

a) If more than one customer signs this agreement, each customer is jointly and severally liable under it and each may give instructions unless the Schedule states otherwise.

b) A failure or delay by either party to exercise a right does not waive that right.

c) If any provision is invalid or unenforceable, it is severed to the minimum extent necessary and the remainder of the agreement continues.

d) This agreement is governed by the laws of New South Wales, Australia, unless the Schedule states that the laws of the facility location apply, and the parties submit to the non-exclusive jurisdiction of the courts of that place.

e) You must not assign, novate, sub-licence or otherwise transfer your rights under this agreement, or your Facility, to any other person without our prior written consent, which we may withhold or make conditional (including on completion of fresh identification and due diligence checks) at our discretion. We may assign or novate this agreement, including in connection with a sale, merger or restructure of our business, by giving you reasonable written notice.

f) We may use related entities, employees, contractors and other service providers to perform any of our obligations under this agreement (including security, maintenance and identity verification services), without that reducing our obligations to you under this agreement.

g) This agreement (comprising these Terms and Conditions, the Schedule) is the entire agreement between you and us regarding the Facility, and supersedes any prior negotiation, representation, understanding or agreement, whether written or oral.

h) A reference in this agreement to ‘business days’ means a day that is not a Saturday, Sunday or public holiday in New South Wales.

Schedule A – Registration Form

The Vault365 Customer Registration Form completed and signed by the customer at the time of onboarding forms Schedule A to this agreement. The particulars in the Registration Form (including facility details, commencement date, initial term and fees) are incorporated into and form part of this agreement.