Master Customer Agreement

1. Who this agreement is between

1.1 This agreement is between Nakatomi Pty Ltd (ABN 21 623 035 601), Level 1, 171 William Street, Darlinghurst NSW 2010, Australia ("Nakatomi", "we", "us") and the organisation that holds a Workspace (the "Customer", "you").

1.2 It governs the Customer's use of Akagi: the web app at app.akagi.work, Akagi's connection for AI apps at app.akagi.work/mcp, the Akagi plugins, and the emails Akagi sends (together, "Akagi").

1.3 The person who creates the Workspace for an organisation confirms that they may bind it. The Customer accepts this agreement when that person continues past the sign-in or consent page that links to it. We record who accepted, which version and when.

2. Words we use

2.1 Workspace means the Customer's place in Akagi, which holds its projects, pages, files and people.

2.2 Authorised Users (also "members") are the people the Customer lets into its Workspace, by invitation, by company email domain or otherwise.

2.3 Content means everything the Customer and its Authorised Users put into the Workspace or save to it through Akagi: pages, files, the text and previews made from files, descriptions, Updates and their reasons, Directions, notes and handoff notes.

2.4 Connected AI apps are the AI apps (such as Claude, ChatGPT, Codex or Cursor) that an Authorised User connects to Akagi with their own AI account.

2.5 The Privacy Policy, the Security page and the sub-processors list are at akagi.work/privacy, akagi.work/security and akagi.work/subprocessors.

3. The service, and what it is not

3.1 Akagi is shared project memory for teams that work with AI. It stores pages, files and a record of every Update (who made it, when and why), and serves them to the people and Connected AI apps the Customer allows.

3.2 Akagi does not do the thinking. Each person's own AI account does. A Connected AI app is provided by another company, under its own terms and the person's own account. It is not our service provider, and we do not control what it does with Content it receives.

3.3 Akagi itself uses one AI model, Google's Gemini through Google Cloud's Vertex AI, to write short handoff notes when a working session goes quiet. It is sent only the session's activity, as the Privacy Policy sets out, and never the contents of pages or files. Handoff notes can be wrong.

4. Accounts, roles and your people

4.1 Every Authorised User must be 18 or older and have a verified email address. Akagi has no passwords. People sign in with an emailed link, Google or Microsoft.

4.2 Owners and Admins decide who joins, who sees which projects and which AI apps may connect. The Customer is responsible for those choices and for what its Authorised Users do with Akagi, as if the Customer had done it.

4.3 The Customer must keep at least one Owner, remove people who should no longer have access, and tell us promptly of any unauthorised use of its Workspace.

4.4 Akagi has limits, including on file size (an uploaded file can be up to 5 GiB), storage (for now, a pool of 10 GB for each seat, with new uploads stopped at twice the pool), downloads and request rates. We may change limits on notice where it matters to the Customer. The Customer must not get around them.

5. Acceptable use

5.1 The Customer must not use Akagi, and must not let anyone else use it, to:

• (a) store or share anything unlawful, including anything that exploits or abuses children, supports terrorism or violent extremism, shows intimate images of a person without their consent, or encourages self-harm;
• (b) store or share content that infringes someone's copyright, trade mark or other rights, or breaches their privacy, including personal information or biometrics used without the consent the law requires;
• (c) upload malware or anything else made to harm a system or person;
• (d) harass, bully, threaten or abuse anyone, or encourage hatred or violence;
• (e) carry out fraud, send spam or phishing, or impersonate anyone;
• (f) track or monitor people without their consent, or make decisions about people without human oversight where the decision seriously affects their rights (for example in employment, health, finance, housing or insurance);
• (g) use Akagi where a failure could lead to death, personal injury or serious damage;
• (h) attack, overload or probe Akagi, or reach another workspace's information or a project, file or account you have not been given;
• (i) get around Akagi's limits, safety filters or abuse protections;
• (j) scrape or copy Akagi's pages or results in bulk, or reach Akagi other than through the web app and its connection for AI apps;
• (k) copy, modify or reverse engineer Akagi, or build a competing product from our non-public information, except where the law lets you;
• (l) do anything that would put Nakatomi in breach of the Google Cloud, Postmark or other provider terms described in clause 7; or
• (m) use Akagi in breach of sanctions or export laws.

5.2 We do not read or monitor Content as a matter of course. Uploaded files are scanned automatically for malware. We act on what the scan finds, on reports we receive, and on what we otherwise learn.

5.3 If we reasonably believe Content or use breaches this clause, the law or someone's rights, or puts people or Akagi at risk, we may remove or disable the Content, suspend an Authorised User, a Workspace or a Connected AI app, or end this agreement. We may report matters to the authorities where the law requires or allows it.

5.4 Where the law lets us, we will tell the Customer what we did and why, and give it a chance to fix the problem and to export its Content first. We may act first where there is a risk of harm, where the law forbids us to tell, or where the breach is serious.

6. Content and ownership

6.1 The Customer owns its Content. We do not own it and claim no right in it beyond clause 6.2.

6.2 The Customer gives us a limited, non-exclusive licence to host, copy, process and transmit its Content, and to show it to the people and Connected AI apps the Customer allows, only so far as needed to provide Akagi, keep it secure, and meet our legal duties. We use Content for nothing else. We do not use it to train AI models.

6.3 When an Authorised User connects an AI app, that app receives the Content the user asks it to read, including private folders the user can read, under the user's own account and that company's terms. Revoking an app's access in Akagi takes effect within about 5 seconds but cannot recall what it already received. Copies already downloaded cannot be recalled either.

6.4 The Customer promises that it has the right to put its Content into Akagi and let us handle it as this agreement and the Privacy Policy describe, and that Content does not break the law or anyone's rights. The Customer must give the notices and get the consents the law requires before it puts other people's personal information into Akagi.

6.5 Akagi is not designed for sensitive information such as health information. The Customer must not put it in a Workspace unless it is allowed to and has decided Akagi's protections are enough.

6.6 Akagi and its software belong to Nakatomi and its licensors. We give the Customer a limited, non-exclusive right to use Akagi for its own work while this agreement lasts.

7. Third-party services and what flows down to you

7.1 Akagi runs on services from other companies, named on the sub-processors list: Google Cloud (hosting, Identity Platform sign-in and Vertex AI with Gemini), Postmark (email), PostHog, Firebase Hosting and Microsoft. Their terms bind us, and some must reach the Customer.

7.2 Google. The Google Cloud Terms of Service, Acceptable Use Policy and Generative AI Prohibited Use Policy apply to our use of Google's services, including for what the Customer puts through Akagi. Clause 5 reflects them. Google may suspend services if they are breached.

7.3 Email. Akagi sends email for the Customer through Postmark: invitations, joining notices and "while you were away" (FYI) emails. The Customer must invite only people it reasonably expects to want the invitation, must not use Akagi's email for spam or marketing, and must have a lawful reason to contact each person. We may stop or limit email to protect Akagi's email service.

7.4 The Customer must not do or allow anything that would put Nakatomi in breach of these provider terms. If a provider changes its terms in a way that affects the Customer, we may change this agreement under clause 17.

7.5 We tell every Owner by email at least 30 days before we add or replace a sub-processor. An Owner who objects can write to privacy@akagi.work within that time.

8. Data protection

8.1 The Privacy Policy forms part of this agreement. In a conflict about personal information, the Privacy Policy and any signed Data Processing Addendum prevail over the rest of this agreement.

8.2 For Content, we act for the Customer. We handle it on the Customer's instructions, which are this agreement and the Customer's use of Akagi's features, and only to provide Akagi. For account, security and analytics records, we decide, as the Privacy Policy explains.

8.3 Akagi's data is kept in Google Cloud's Sydney region, and database backups in Melbourne, except as the Privacy Policy lists (for example handoff-note activity processed through Google's global endpoint, and email through Postmark in the United States).

8.4 If we confirm a breach that affects the Customer's Content, we will tell its Owner without undue delay and within 72 hours of confirming it, with what we know and what we are doing.

8.5 We will pass a person's request about Content to the Customer within 5 business days, unless the law prevents us, and help the Customer answer it.

8.6 A Data Processing Addendum is available on request from privacy@akagi.work. Once the Customer and we have signed it, it forms part of this agreement.

9. Security

9.1 We protect Akagi in the ways described on the Security page and in the Privacy Policy, and work to keep those measures current.

9.2 No system is perfectly secure. We do not promise that Akagi will never be breached or that Content will never be lost. The Customer must keep its own sign-ins and AI accounts secure.

9.3 To report a vulnerability, write to security@akagi.work. Please give us reasonable time to fix it, and do not read, change or delete other people's information.

10. Availability and support

10.1 Akagi is a new service. We do not yet offer a service level, an uptime commitment or service credits. We work to keep Akagi available and may change, pause or improve it. We will give notice before a change that takes away something the Customer relies on.

10.2 Help is at support@akagi.work. We will reply as promptly as we reasonably can. We do not promise a response time.

11. Fees

11.1 We do not charge for Akagi today and do not collect payment details.

11.2 If we start to charge, the fees, billing period and any allowances will be in an Order Form or published at akagi.work, and will apply to the Customer only from the date stated. We will give the Customer at least 30 days' notice before it is first charged, and it may end this agreement instead. Fees will be in Australian dollars and exclusive of GST.

12. Term, suspension and ending

12.1 This agreement starts when the Customer accepts it and continues until it ends under this clause.

12.2 The Customer may end it at any time by deleting its Workspace or by writing to us.

12.3 We may end it, or stop offering Akagi, on 30 days' written notice. We may end or suspend it at once for a serious or repeated breach, for the reasons in clause 5.3, or where the law requires.

12.4 Export. Any person with access to a project can download a copy of the files they can open and the Updates they can see, at any point in its history. Where we end this agreement on notice, or suspend for a reason that is not serious, we will leave the Customer's Owners able to export for at least 14 days before deleting.

12.5 Deletion. A deleted project or Workspace disappears from view at once and can be restored for 14 days. It is removed from our live systems within 30 days of the request, and from backups within a further 35 days. Earlier versions of a deleted page or file stay in the project's history until the project is deleted or the Customer asks us to remove them. The Privacy Policy gives the full timetable.

12.6 After this agreement ends, clauses that by nature continue (including 6.4, 13 to 16 and 19) continue.

13. Warranties and disclaimers

13.1 We will provide Akagi with due care and skill.

13.2 Apart from that, and to the extent the law allows, Akagi is provided "as is". We do not promise that it will be uninterrupted or error-free, that AI output or handoff notes will be accurate, or that it suits the Customer's particular purpose.

13.3 Consumer law. The Competition and Consumer Act 2010 (Cth) and other laws give the Customer guarantees and rights that cannot be excluded. Nothing in this agreement takes them away. Where the law lets us limit our liability for a failure to meet such a guarantee, we limit it, at our choice, to supplying the services again or paying the cost of having them supplied again.

14. Limits on liability

14.1 Nothing in this agreement excludes or limits liability that cannot be excluded or limited by law.

14.2 To the extent the law allows, we are not liable for loss of profit, revenue, goodwill or data, or for any indirect or consequential loss.

14.3 To the extent the law allows, our total liability for all claims arising from this agreement in any 12 months is limited to the greater of A$100 and the fees the Customer paid us in the 12 months before the event giving rise to the claim.

14.4 We are not liable for anything done by a Connected AI app or its company.

15. Indemnity

15.1 The Customer will cover us for the loss, cost and damage (including reasonable legal costs) we suffer from a claim by someone else that arises from the Customer's Content, or from use of Akagi by the Customer or its Authorised Users in breach of clause 5, 6.4 or 7.

15.2 We will tell the Customer of the claim promptly and let it help run the defence, and we will not settle it in a way that binds the Customer without its agreement, which it must not unreasonably withhold. The Customer's duty is reduced to the extent that we caused or added to the loss.

16. Confidentiality

16.1 Each side must keep the other's confidential information secret and use it only for this agreement. The Customer's Content is its confidential information. Akagi's non-public design, security measures and pricing are ours.

16.2 This does not apply to information that is public through no fault of the holder, was already known to them, or must be disclosed by law (and then we will tell the other side first where the law allows). We may tell staff, advisers and sub-processors who need to know and are bound to keep it confidential.

17. Changes to this agreement

17.1 We may change this agreement. For a material change we will tell the Customer's Owners by email, or in the web app, at least 30 days before it takes effect. For other changes we will update the page.

17.2 The version and effective date are shown at the top of this page.

17.3 The Customer is asked to accept a new version when it next signs in, and we record that. If it does not agree, it can stop using Akagi and end this agreement under clause 12.2 before the change takes effect.

18. Publicity

18.1 Neither side will use the other's name or logo, or say they are a customer or supplier, without the other's written consent.

19. Law and disputes

19.1 This agreement is governed by the law of New South Wales, Australia. Each side submits to the courts of New South Wales.

19.2 If there is a dispute, the sides will first try to settle it by talking for 20 business days after written notice of it. This does not stop either side seeking urgent relief from a court.

20. Notices and contact

20.1 We may give notices to the Customer by email to its Owners, or in the web app. The Customer may give notices to us by email to support@akagi.work with "Legal notice" in the subject, and by post to Nakatomi Pty Ltd, Level 1, 171 William Street, Darlinghurst NSW 2010. Notices by email are received on the next business day in Sydney.

20.2 Help: support@akagi.work. Privacy: privacy@akagi.work (Privacy Officer, Nakatomi Pty Ltd). Security: security@akagi.work.

21. Where Akagi is offered

21.1 Akagi is offered to customers in Australia. It is not offered to people in the European Union, the United Kingdom or Switzerland, and the Customer must not set up a Workspace for, or invite, people in those places to use Akagi.

22. The rest

22.1 This agreement, the Privacy Policy, any signed Data Processing Addendum, and any Order Form are the whole agreement about Akagi. If they conflict, they apply in that order, except that clause 8.1 applies to personal information.

22.2 The Workspace's people are shown this agreement and the Privacy Policy when they sign in and accept them to continue. Their acceptance binds the Customer for its Workspace; if a person's acceptance and this agreement differ, this agreement prevails.

22.3 Neither side may transfer this agreement without the other's consent, except to a buyer of all or most of its business. If a part is unenforceable, the rest still applies.