Skuno End User Licence Agreement (EULA)

Last updated: 22 June 2026

This End User Licence Agreement (“Agreement” or “EULA”) is a legally binding agreement between you (“Customer”, “you”, or “your”) and Leitkern Limited T/A Skuno (“Skuno”, “we”, “us”, or “our”).

By accessing or using Skuno’s software, platforms, websites, APIs, or related services (the “Services”), you agree to be bound by this Agreement. If you do not agree, you must not use the Services.

1. Purpose and structure

Skuno provides enterprise reporting and operations software for business use.

This Agreement sets out:

the licence granted to you;
how the Services may and may not be used;
ownership of intellectual property;
acceptable use standards;
data ownership, export, and deletion principles;
service availability and product update arrangements;
limits of liability and responsibility.

This EULA applies unless replaced or supplemented by a signed agreement with Skuno.

2. Definitions

To keep this Agreement clear and easy to read, the following terms have the meanings set out below:

Agreement means this End User Licence Agreement, together with the Privacy Policy and any referenced documents.

Authorised Users means individuals you permit to access the Services under your licence.

Business Day means a day other than a Saturday, Sunday, or public holiday in Auckland, New Zealand.

Confidential Information means non-public information shared by one party with the other that is marked as confidential or would reasonably be understood to be confidential.

Customer, you, or your means the person, business, trust, partnership, company, or other legal entity that enters into this Agreement.

Customer Data means all data, content, and information entered into the Services by or on behalf of you.

Documentation means any user guides, help materials, support articles, or other documentation made available by Skuno in connection with the Services.

Enterprise Plan means a Skuno subscription tier designated as enterprise, which may include additional service levels, update options, support arrangements, controlled update cadence, or other features specified by Skuno.

Feedback means any ideas, suggestions, requests, or input you provide to Skuno about the Services.

Privacy Policy means the Skuno Privacy Policy, as updated from time to time.

Registered Solution means a Skuno-developed connector, extension, or integration that interoperates with third-party software, including Microsoft licensed software.

Services means Skuno’s software, platforms, websites, APIs, and related services provided under this Agreement.

Software License Terms or SLT means the licence terms published by Microsoft that govern Microsoft licensed software.

Subscription Term means the period for which you are entitled to use the Services under a paid or trial subscription.

Headings are for convenience only and do not affect interpretation. Words in the singular include the plural and vice versa.

3. Licence grant

Subject to this Agreement and payment of applicable fees, Skuno grants you a non-exclusive, non-transferable, revocable, limited licence to access and use the Services during the Subscription Term for your internal business purposes.

No ownership rights are transferred to you under this Agreement.

4. Licence restrictions

You must not, and must not allow others to:

access or use the Services beyond the scope of your agreed licence, including users, locations, features, usage limits, or other licence restrictions;
share login credentials between users;
reverse engineer, decompile, or attempt to extract source code;
circumvent security, access controls, or licence enforcement mechanisms;
use the Services to build or benchmark a competing product;
use the Services in a way that is unlawful, fraudulent, harmful, or materially disruptive;
use the Services in connection with prohibited business categories listed in this Agreement.

Your licence is granted to a single Customer.

You must not multiplex, pool, or share access to the Services across multiple legal entities, business units, or organisations in order to avoid licence limits or fees.

Internal use across teams or departments within the same legal entity is permitted, provided such use remains within your agreed licence scope.

4.2 Temporary licence overages

Skuno believes in supporting customers during genuine operational peaks. We may allow temporary licence overages so that your business is not prevented from trading or completing sales during periods of unexpected demand or operational pressure.

Any temporary overage:

is provided on a best-endeavours basis;
is permitted solely at Skuno’s discretion;
must not be abused, engineered, or relied upon as a substitute for an appropriate licence;
does not constitute a waiver of licence limits;
does not create an ongoing, extended, or permanent licence right;
does not imply that similar overages will be permitted in the future.

Where Skuno allows a temporary overage, we will not retrospectively charge for that specific permitted overage.

4.3 API access and external parties

Access to the Services via APIs is permitted for integration purposes.

Customers, suppliers, vendors, or other third parties may interact with the Services through your API integrations without requiring their own licence, provided that:

they do not share common ownership with you;
they do not have significant overlapping shareholders;
they do not share directors or controlling officers;
they access the Services solely through the API for transactional or integration purposes.

If an external party has common ownership, shared control, or materially overlapping governance with you, they may require a separate licence.

4.4 Licence verification

Skuno may monitor usage of the Services to verify compliance with licence restrictions.

Where Skuno reasonably believes a licence may be exceeding its permitted scope, Skuno may request information reasonably necessary to confirm compliance. Customers agree to cooperate in good faith with such requests.

5. Prohibited business categories

Skuno seeks to operate in a manner consistent with responsible business practices and may choose not to provide Services to organisations whose activities are inconsistent with those values.

Skuno may refuse service, suspend access, or terminate this Agreement where it reasonably determines that a customer’s activities create legal, regulatory, reputational, ethical, or operational risks that are inconsistent with Skuno’s business principles.

Examples of prohibited or restricted activities include, but are not limited to:

illegal activities or unlawful trade;
weapons manufacturing or distribution, including firearms, ammunition, and explosives;
tobacco products, vaping products, or nicotine delivery systems;
gambling, betting, lotteries, or games of chance involving monetary stakes, where unlawful or unregulated;
pornography or sexually explicit content;
prostitution, escorting, or facilitation of sex work;
recreational drugs, controlled substances, or drug paraphernalia;
counterfeit goods or intellectual property infringement;
predatory lending, payday loans, loan-sharking, or exploitative financial practices;
money laundering, terrorist financing, or sanctions evasion;
unregulated money services, including unlicensed remittance services or payment facilitation;
digital assets, cryptocurrencies, or token-based activities where such activities are unlawful, deceptive, speculative in nature, or not subject to appropriate regulatory oversight;
human trafficking, forced labour, or child exploitation;
businesses that promote hate, discrimination, or violence against protected groups;
businesses operating in, or materially connected to, countries or territories subject to sanctions under New Zealand law.

6. Authorised users and customer responsibilities

You are responsible for:

all use of the Services by Authorised Users;
ensuring Authorised Users comply with this Agreement;
maintaining the confidentiality of login credentials;
ensuring Customer Data is accurate and lawful;
ensuring you have the legal right to enter Customer Data into the Services and process it through the Services.

You must not enter data into the Services that you are not legally permitted to process.

7. Customer Data

7.1 Ownership

You retain ownership of Customer Data. Skuno does not claim ownership over your data.

7.2 Licence to Skuno

You grant Skuno a limited licence to host, process, transmit, display, and otherwise use Customer Data solely to:

provide and operate the Services;
provide support;
maintain security and integrity;
improve the Services;
enforce licence terms.

Skuno’s handling of personal information within Customer Data is governed by the Skuno Privacy Policy, which forms part of this Agreement.

7.3 Data export

Prior to cancellation or termination of the Services, customers may request a standard data export through the Skuno support desk.

Standard exports are provided in Skuno’s standard export formats and may include a SQL database backup and an associated ZIP file of attachments.

Data exports are available only while you hold an active subscription. Skuno may require reasonable advance notice to prepare an export, including up to 30 days’ notice where required due to the size, complexity, or operational impact of the export.

Skuno will only continue to make an export download link available while your subscription remains active.

Customers are responsible for requesting any required exports before cancellation takes effect.

7.4 Data deletion

Skuno believes customer data should not be retained without an active customer relationship.

Accordingly, Customer Data may be permanently deleted upon cancellation and may not be recoverable thereafter.

Where an account is suspended due to non-payment, Skuno may retain Customer Data for a limited period while attempting to resolve the matter. If the matter is not resolved, Customer Data may be permanently deleted.

Certain information may be retained where required by law or where reasonably necessary for accounting, audit, security, fraud prevention, or regulatory compliance purposes.

7.5 Backups and recovery

Customers are responsible for maintaining copies of any data they consider critical to their business operations.

While Skuno may maintain backups, snapshots, or other recovery mechanisms as part of operating the Services, these are provided for operational purposes and are not intended to be relied upon as a customer backup solution.

Skuno may, at its discretion, assist with data recovery or restoration requests, but does not guarantee that any data can be recovered, restored, or reconstructed.

8. Privacy and data protection

Skuno’s collection, use, storage, and protection of personal information is described in the Skuno Privacy Policy.

The Privacy Policy forms part of this Agreement and applies to all use of the Services.

Skuno does not represent or warrant that the Services comply with the General Data Protection Regulation (GDPR) or other non-New Zealand privacy regimes.

Customers are responsible for determining whether use of the Services satisfies their own legal, regulatory, privacy, and compliance obligations.

Certain optional features, integrations, connectors, or third-party services may involve the transfer, processing, or storage of data outside New Zealand. Where such services are used, data may also be subject to the terms and privacy practices of the relevant third-party provider.

The Services are designed and supplied solely for business purposes. By using the Services, you represent and warrant that you are acquiring the Services for the purposes of a business.

To the maximum extent permitted by law, the parties agree to contract out of the Consumer Guarantees Act 1993 and any similar consumer protection legislation to the extent such legislation would otherwise apply.

9. AI-powered features

Some features of the Services may use artificial intelligence or machine-learning services provided by third parties.

By using AI-enabled features, you acknowledge and agree that:

relevant Customer Data may be shared with third-party AI providers;
such data may not be anonymised;
data will be shared only to the extent required to deliver the feature;
the provider may receive sufficient contextual information from your data to generate an accurate response.

Skuno seeks to use AI providers whose terms prohibit or restrict the use of customer data for model training, marketing, or unrelated purposes. However, Skuno does not control and cannot independently verify the practices of third-party AI providers and does not warrant that Customer Data submitted to those providers will never be used for model training, model improvement, or similar purposes.

Customers who do not wish Customer Data to be processed by third-party AI providers should not use AI-enabled features.

Where AI-enabled features are not being used, Skuno does not intentionally submit Customer Data to third-party AI providers through those features.

Skuno does not use AI to make automated decisions that produce legal or similarly significant effects without human oversight.

Further detail on how data is handled in connection with AI features is set out in the Skuno Privacy Policy.

10. Third-party services and connectors

The Services may integrate with, or allow you to connect to, third-party systems, platforms, or services via connectors provided by Skuno or third parties.

When you use a connector:

your use of the third-party system is governed by that provider’s own licensing, privacy, and other applicable terms;
you are solely responsible for complying with those third-party terms;
Skuno does not control, and is not responsible for, third-party systems or how they handle your data.

Skuno provides connectors for convenience only and does not warrant the availability, security, or functionality of any third-party system.

11. Microsoft licensed software and registered solutions

The following provisions apply where the Services integrate with or operate in connection with Microsoft licensed software.

Where the Services integrate with or interoperate with Microsoft licensed software:

Separate Microsoft licence

Microsoft licensed software is licensed separately from Skuno and governed by Microsoft’s applicable Software License Terms (SLT). You agree that you have accepted, or will accept, the relevant SLT prior to using any Microsoft licensed software.

Responsibility for Skuno solutions

Skuno, and not Microsoft, is responsible for Skuno’s registered solutions, connectors, or integrations, and for any effect they may have on the functionality of Microsoft licensed software or its accompanying documentation.

Access to registered solutions and support materials

Skuno will provide you with the right to receive copies of Skuno’s registered solutions and the materials reasonably necessary to support them.

Microsoft as a third-party beneficiary

Microsoft is a third-party beneficiary of this section only and may enforce these provisions and verify compliance.

Microsoft Universal Code Initiative (UCI) compliance

Skuno will provide Services that are compliant with Microsoft’s Universal Code Initiative (UCI) requirements, where applicable to Skuno’s registered solutions.

Scope of responsibility for Microsoft objects and dependencies

Skuno is responsible only for objects provided to Microsoft services within Skuno’s registered Microsoft Partner object range.

Any third-party extensions, dependencies, customisations, or modifications that interact with or depend on those objects are used at your own risk.

Use of third-party components in connection with Skuno’s registered objects removes any warranty or responsibility from Skuno for issues arising from those third-party components.

12. Fees, billing, and renewal

Fees, billing cycles, and pricing are set out in your order form, invoice, or subscription agreement.

Subscriptions automatically renew for successive periods equal to the then-current Subscription Term unless cancelled.

Customers may cancel automatic renewal at any time before the renewal date.

Annual subscriptions that have renewed may also be cancelled within one month after the renewal date. Where such a cancellation occurs, the subscription will end at the close of that billing month and no further charges will apply for the remainder of the renewed annual term.

Month-to-month subscriptions do not receive this post-renewal cancellation period.

Cancellation prevents future renewal but does not affect fees or commitments already agreed for the current Subscription Term, except where the annual post-renewal grace period described above applies or where Skuno agrees otherwise in writing.

Unless otherwise required by law or expressly agreed by Skuno in writing, subscription fees are non-refundable.

Failure to pay fees may result in suspension or termination of access.

13. Service availability and uptime

Skuno targets 99.9% service availability per calendar month, excluding planned maintenance, force majeure events, and circumstances outside our reasonable control.

For standard plans, if the Services fall below this availability target, you may request a review. Skuno will assess the circumstances, including the specific incident or incidents and how the service interruption affected your actual use of the Services.

Following such a review, Skuno may, at its discretion, provide a billing discount or credit for the affected month.

Any discount or credit for standard plans:

is determined solely by Skuno;
is the exclusive remedy for service availability issues;
does not create an ongoing service level obligation beyond this clause.

Enterprise Plans may include service level commitments and service credits. Where applicable, those commitments and credits will be set out in the customer’s Enterprise Plan, order form, or other written agreement and will replace this section to the extent of any inconsistency.

14. Suspension and termination

14.1 Suspension

Skuno may temporarily suspend access to the Services where reasonably necessary to:

protect the security, integrity, or availability of the Services;
investigate suspected misuse, unlawful activity, or breach of this Agreement;
respond to legal, regulatory, or sanctions obligations;
address non-payment of fees;
address use that materially impacts the performance, security, or availability of the Services or other customers.

Where practicable, Skuno will provide notice of a suspension and work with you to restore access as soon as the issue is resolved.

14.2 Termination by you

You may terminate this Agreement by:

cancelling your subscription in accordance with Section 12; or
providing written notice where permitted under a signed agreement with Skuno.

Termination takes effect at the end of the applicable billing period unless otherwise agreed.

14.3 Termination by Skuno

Skuno may terminate this Agreement by written notice if:

you materially breach this Agreement and do not remedy the breach within a reasonable time after notice;
fees remain unpaid beyond applicable grace periods;
your use of the Services creates a legal, security, operational, or reputational risk;
you operate in a prohibited business category or sanctioned jurisdiction;
continuing to provide the Services would be inconsistent with Skuno’s responsible business principles.

14.4 Effect of termination

Upon termination or expiry:

your licence to use the Services ends;
access to the Services will cease;
Customer Data may be deleted in accordance with this Agreement and the Privacy Policy;
sections intended to survive termination will continue to apply in accordance with Section 33.

Customers are responsible for requesting any required data export before cancellation or termination takes effect.

15. Intellectual property

All intellectual property rights in the Services, Documentation, and related materials remain the property of Skuno or its licensors.

You must not remove or obscure proprietary notices.

Nothing in this Agreement requires Skuno to provide a defence, indemnity, or compensation in relation to claims that the Services infringe the intellectual property rights of a third party, unless expressly agreed in writing.

16. Product scope and standard software model

Skuno provides standard, multi-tenant software products.

While customers may request features, integrations, reports, connectors, APIs, or other functionality, Skuno develops products for the benefit of its broader customer base and does not undertake bespoke product modifications for individual customers unless expressly agreed in writing.

Functionality developed by Skuno forms part of the Services and may be made available to other customers at Skuno’s discretion.

The Services are designed to be used in a consistent manner across customers.

17. Product updates and change management

Skuno updates and improves its products on a continuous basis as part of normal product development.

Customers on an Enterprise Plan may elect to:

receive a consolidated update once per year, rather than continuous updates;
receive a grace period of up to three months following the release of that update before it becomes mandatory.

Outside of this Enterprise option, updates are applied continuously.

17.1 Connector compatibility updates

Where the Services integrate with third-party systems via connectors, Skuno may deploy updates without prior notice where reasonably required to maintain compatibility, security, or correct operation following changes made by the downstream or connected product.

This applies to:

customers on standard plans; and
customers on Enterprise Plans.

Such updates may be applied outside the normal update cadence, including during an Enterprise grace period, where necessary to ensure continued interoperability or to prevent service disruption.

17.2 Security and vulnerability updates

Skuno may also deploy updates without prior notice to address registered Common Vulnerabilities and Exposures (CVEs), security advisories, or other security-related issues.

These updates may be applied at any time where Skuno reasonably determines that action is required to protect the security, integrity, or availability of the Services or customer data.

Features may be added, changed, or retired, provided this is done in a reasonable and considered manner.

18. Customer responsibility and suitability

You are responsible for determining whether the Services meet your business requirements and for configuring and using the Services appropriately.

Skuno does not provide legal, tax, accounting, compliance, or professional advice through the Services unless expressly agreed in writing.

19. Business processes and independent development

We regularly engage with many businesses across different industries and markets. In doing so, customers may choose to share information about their business processes, workflows, or operational challenges, including in confidence.

Where business process information is shared:

Skuno will treat confidential information in accordance with any applicable confidentiality obligations;
Skuno may generalise, abstract, or anonymise business processes to understand common patterns and needs across customers;
any resulting product features or improvements are designed and delivered in a generic manner for customers.

You acknowledge and agree that:

Skuno works with many customers that may have similar or overlapping business models or processes;
the development of features or functionality that are similar to your business processes does not, by itself, mean that Skuno used your confidential information;
Skuno may independently develop similar features based on general industry knowledge, experience, or feedback from other customers.

20. Customer feedback and intellectual property

Any suggestions, ideas, requests, feedback, or other information you provide (“Feedback”) are provided voluntarily and without restriction.

By providing Feedback, you agree that:

Skuno has no obligation to use, implement, or respond to the Feedback;
Skuno may use, modify, commercialise, or incorporate the Feedback into its products or services;
you receive no licence, compensation, revenue share, or other consideration;
Skuno owns all rights, title, and interest in any product features or developments that result from the use of the Feedback;
you may not claim ownership of, attribution for, or rights in any such developments, even if they are similar to or derived from your Feedback.

21. Confidentiality

Each party must protect the other party’s Confidential Information using reasonable care and may use it only for purposes related to this Agreement.

Confidential Information may be disclosed where required by law, regulation, court order, or a competent authority.

The obligations in this section continue after termination or expiry of this Agreement for so long as the information remains confidential.

Skuno’s obligations relating to personal information and data confidentiality are further described in the Skuno Privacy Policy.

22. Warranties and disclaimers

The Services are provided “as is” and “as available”.

To the maximum extent permitted by law, Skuno disclaims all warranties, including implied warranties of merchantability, fitness for a particular purpose, and non-infringement.

Except as expressly stated in this Agreement, Skuno does not provide any warranty or indemnity regarding intellectual property infringement.

23. Limitation of liability

To the maximum extent permitted by law:

Skuno is not liable for indirect, incidental, special, punitive, exemplary, or consequential losses;
Skuno is not liable for loss of profits, revenue, goodwill, anticipated savings, business opportunity, or business interruption;
Skuno is not liable for loss, corruption, destruction, inaccessibility, or inability to recover Customer Data;
Skuno’s total liability under this Agreement is limited to the fees paid by you in the 12 months preceding the claim.

24. Indemnity

You agree to indemnify Skuno against claims, losses, costs, expenses, and liabilities arising from:

your use of the Services;
your breach of this Agreement;
Customer Data you provide;
your breach of third-party terms connected with systems, platforms, connectors, or integrations you choose to use with the Services;
your unlawful or unauthorised processing of data through the Services.

25. Force majeure

Skuno is not responsible for any delay or failure to perform its obligations where the delay or failure is caused by events outside our reasonable control.

This may include natural disasters, pandemics, acts of government, war, terrorism, civil unrest, strikes, power or telecommunications failures, or failures of third-party infrastructure providers.

Skuno will make reasonable efforts to mitigate the impact of such events and to resume normal service as soon as practicable.

26. Good faith and no waiver

Skuno and customers will act in good faith in exercising their rights and obligations under this Agreement.

If Skuno does not immediately enforce a right, limit, or restriction, this does not waive our ability to enforce it at a later time.

27. Subcontracting

Skuno may use subcontractors or third-party service providers to deliver parts of the Services, including hosting, infrastructure, security, support, monitoring, and operational services.

Skuno remains responsible for the Services provided under this Agreement.

28. Notices

Formal notices under this Agreement must be in writing and may be sent by email to the most recent contact details provided by each party.

Customers are responsible for keeping their contact details current.

A notice is deemed received when sent, regardless of whether it is read, accessed, or brought to the attention of the recipient.

If a notice is sent outside normal business hours in the recipient’s location, it will be deemed received on the next Business Day.

29. Dispute resolution

If a dispute arises, the parties will first attempt to resolve it through good-faith discussions at an operational level.

If the dispute is not resolved, either party may request mediation conducted in New Zealand or remotely under New Zealand mediation procedures.

Nothing in this clause prevents either party from seeking urgent injunctive or court relief where necessary.

30. Insurance

Skuno maintains insurance appropriate to the nature and scale of the Services.

31. Open-source software

The Services may include open-source software components. Any such components are governed by their applicable open-source licences, which apply only to those components and not to the Services as a whole.

32. Assignment

Neither party may assign this Agreement without the other party’s consent, which must not be unreasonably withheld or delayed.

However, either party may assign this Agreement as part of:

a corporate restructure;
a merger;
an acquisition;
a sale of substantially all of its business or assets;

provided the assignee agrees to be bound by this Agreement.

Assignment does not permit the transfer of licences beyond the scope otherwise permitted under this Agreement.

33. Survival

Sections of this Agreement that by their nature are intended to continue after termination or expiry will survive, including sections relating to intellectual property, Customer Data, confidentiality, liability, indemnity, dispute resolution, and governing law.

34. Governing law

This Agreement is governed by the laws of New Zealand, without regard to conflict of law principles.

35. Changes to this Agreement

We may update this Agreement from time to time.

Where we make changes, we will provide at least one month’s notice by email to the primary contact email address you have provided to us.

We will endeavour to explain significant changes in a clear and practical manner.

Continued use of the Services after the notice period constitutes acceptance of the updated terms.

36. Entire agreement

This Agreement, together with the Privacy Policy and any signed agreements, constitutes the entire agreement between you and Skuno regarding the Services.

37. Contact us

If you have questions about this Agreement, contact:

Email: legal@skuno.ai

By using the Services, you confirm that you have authority to bind the Customer to this Agreement.