Terms of ServiceTerms of Service

These Terms of Service ("Terms") govern your use of the Harvora platform operated by Harvora Limited ("Harvora", "we", "us", "our"), a New Zealand limited company (company number 9450560). By creating an account or using Harvora, you agree to these Terms. You also agree to the policies they refer to, which form part of them:

• (a) the Grower Data Sovereignty Statement ("the Statement");
• (b) the Privacy Policy;
• (c) the Acceptable Use Policy;
• (d) the Financial Disclaimer;
• (e) the AI Use Notice;
• (f) the Alerts and Messaging Terms; and
• (g) the Cookies and Analytics Notice.

If these Terms conflict with a policy, these Terms apply, except that the Statement applies to how data rights work. If you accept these Terms for an organisation, you confirm you have authority to bind it, and "you" includes that organisation.

1. The service

Harvora is a probabilistic forecasting and decision-support platform for New Zealand horticultural growers. The service provides:

• (a) block-level probability forecasts for risks and decisions such as frost, disease pressure, yield trajectory and irrigation need;
• (b) economic translations of predictions into dollar-denominated outcomes;
• (c) decision recommendations with explicit confidence levels;
• (d) Ask Harvora and other AI-mediated reasoning;
• (e) read-only Xero sync to ground projections in your records;
• (f) SMS and email alerts;
• (g) data export; and
• (h) team access for the people you invite.

We may change, add, suspend or remove features, and we may set limits on use. Where we remove a feature that a paying customer materially relies on, we will give at least 30 days' written notice, unless the law or a security risk requires us to act sooner, and we will refund any prepaid fees for that feature.

2. Accounts

2.1 Eligibility

You must be at least 18 and able to enter a binding agreement under New Zealand law. Harvora is for business use. We may decline or close any registration.

2.2 Your account

You must give accurate information and keep it current. Keep your sign-in details and authenticator secure. You are responsible for all activity under your account, and we may rely on instructions given through it. Tell us promptly at support@harvora.co.nz if you suspect unauthorised access.

2.3 Orchard roles

Accounts work within orchard-level roles:

• (a) Owner: full access, including team management and economic parameters;
• (b) Manager: operational access to predictions, decisions, actions and alerts; and
• (c) Viewer: read-only access, for consultants, advisors or family members.

The account creator is the first Owner. Owners are responsible for the people they invite, including their compliance with these Terms, making sure each has the right to see the orchard's information, and making sure each has been told that their name and email address are shared with Harvora.

3. Acceptable use

You must use Harvora in line with the Acceptable Use Policy. We may monitor use to check compliance and to protect the service, and we may suspend access to stop misuse.

4. Predictions, recommendations and AI

4.1 Decision support, not advice

Harvora provides general decision-support calculations based on probabilistic models and data. It does not know your full circumstances. Harvora does not provide personalised financial, investment, tax, legal, insurance or agronomic advice, and no adviser, agency or fiduciary relationship arises from your use of it. Harvora does not provide regulated financial advice under the Financial Markets Conduct Act 2013. The Financial Disclaimer explains how to read our outputs.

4.2 No guarantee of accuracy

Predictions are estimates, not guarantees. Weather is uncertain and models have known limitations, documented on our public proof page (/proof). Actual outcomes may differ materially from predictions.

4.3 Your decisions

All operational and financial decisions remain yours. You are responsible for decisions you make using Harvora outputs, for checking them against your own knowledge and professional advice, and for complying with the law that applies to your operation, including spray, water, food safety and employment rules.

4.4 AI features

Ask Harvora and other AI features use large language models. Their outputs are exploratory, may be wrong or incomplete, and are labelled as AI reasoning. We give no warranty about them. The AI Use Notice explains what they do and how they handle your data.

5. Your data

Your data rights, our rights to use data, and what happens when you leave are set out in the Statement. "Your Data", "Your Outputs" and "Aggregate Data" have the meanings given in the Statement. In summary:

• (a) you own the identifiable records you give us, and you can export them;
• (b) you grant us a worldwide, non-exclusive, royalty-free licence to use Your Data to provide and improve the service, and to create de-identified Aggregate Data that we may keep permanently and license to third parties;
• (c) data we receive from Xero is excluded from that licence. We use it only to provide the service to you, because Xero's developer terms do not allow more; and
• (d) you promise you have the right to give us the data you submit, including personal information about other people.

You are responsible for the accuracy and completeness of the data you submit. Predictions and recommendations are only as reliable as that data. We may also use usage and technical data about how the service performs to run, secure and improve it.

The licence for identifiable data ends when you leave. It continues for Aggregate Data and model improvements already made. No royalty or fee is payable for Aggregate Data. We may keep or disclose data where the law requires it.

6. Intellectual property and confidentiality

6.1 Our property

Harvora's models, calibration systems, schemas, software, interface design, brand, derived signals and Aggregate Data, and everything built from them, belong to Harvora. We grant you a limited, non-exclusive, non-transferable, revocable right to use the service and Your Outputs for your own business. Nothing in these Terms transfers our intellectual property to you.

6.2 Your content

You keep your intellectual property in the content you provide, such as orchard names, notes and action descriptions.

6.3 Feedback

If you give us feedback or ideas, you grant us a perpetual, irrevocable, royalty-free licence to use them without owing you anything.

6.4 Confidentiality

You must keep confidential, and use only to use the service, any non-public information about Harvora that you learn, including how our models and methods work, our pricing, product plans and security details. This does not apply to information that is public through no fault of yours or that you must disclose by law.

6.5 Publicity

We may identify you as a Harvora customer by name and logo, unless you tell us at support@harvora.co.nz that you do not want us to.

7. Third-party data

Harvora uses weather, satellite, terrain and soil data from third-party providers, under licence or open-data terms. Sources are listed at harvora.co.nz/sources. Some of this data is used only inside our models and is not shown to you or included in exports. Third-party licence terms may limit how you use data or outputs that contain it, and you must follow those limits when we tell you of them. We do not guarantee that third-party data is available, timely or accurate.

Attribution we owe:

• (a) Contains modified Copernicus Sentinel data 2026.
• (b) Contains data sourced from the LINZ Data Service, licensed for reuse under CC BY 4.0.
• (c) Weather data by Open-Meteo.com (https://open-meteo.com), licensed under CC BY 4.0.

8. Service availability

8.1 Best efforts

We aim to run the service reliably, but we give no uptime, response-time or service-level commitment and no service credits. Maintenance, infrastructure failures, third-party outages and events beyond our control can interrupt it. We may carry out maintenance at any time. We are not responsible for your devices, networks or accounts with other providers.

8.2 Status page

Harvora does not currently provide a public live status page. Operational status is shown in the app. If a material service issue affects your operation, contact support@harvora.co.nz.

8.3 Data freshness

Predictions rely on timely data from external sources. If a source is delayed or unavailable, predictions may use older data with an explicit "as of" time. We do not silently substitute or interpolate missing data.

8.4 Alerts

Alerts are a convenience and can be delayed or fail. The Alerts and Messaging Terms explain this. Do not rely on alerts as your only way to monitor critical conditions.

9. Pricing and payment

Pricing is tailored to your operation and crop type. Contact us at support@harvora.co.nz to discuss your plan. We will agree pricing with you before any charge applies, and will give at least 30 days' notice of any later price change, after which you may end your account before the change applies.

Unless we agree otherwise in writing, fees exclude GST, are payable in New Zealand dollars within 14 days of invoice, and are non-refundable except as these Terms or the law require. We may suspend the service for non-payment after 7 days' notice, and charge reasonable interest on overdue amounts and reasonable costs of recovering them.

10. Liability

10.1 No warranties beyond the law

To the extent the law allows, the service is provided "as is" and "as available". We give no warranties, including about merchantability, fitness for a particular purpose, accuracy, agronomic suitability or uninterrupted operation, other than those that cannot be excluded.

10.2 Business use

You acquire the service for the purposes of a business. To the extent section 43 of the Consumer Guarantees Act 1993 allows, you and we agree that the Act does not apply to the service, and you agree it is fair and reasonable that you are bound by this clause.

10.3 Limit

To the extent the law allows, our total liability to you for all claims arising from your use of Harvora, together, is limited to the greater of the fees you paid us in the 12 months before the first claim arose and NZD 500.

10.4 Exclusions

To the extent the law allows, and except for fraud, wilful misconduct or gross negligence, we are not liable for:

• (a) losses from decisions you make using Harvora outputs, including crop damage, financial loss or missed opportunities;
• (b) inaccurate, incomplete or delayed predictions, recommendations, AI outputs or alerts, provided we took reasonable care in producing them and have described their limits in these Terms;
• (c) failures of third-party data or services;
• (d) loss of crop, yield, revenue, profit, goodwill or data, business interruption, or any indirect or consequential loss; or
• (e) events outside our reasonable control.

10.5 Time limit

You must tell us about a claim within 12 months of becoming aware of the event that caused it.

10.6 Law that cannot be excluded

Nothing in these Terms excludes or limits any liability, right or remedy that cannot be excluded or limited under New Zealand law, including the Fair Trading Act 1986.

11. Your responsibility to US

You will compensate us for losses, liabilities and reasonable legal costs we suffer from claims by others that arise from:

• (a) data or content you submit without the right to do so;
• (b) your breach of the Acceptable Use Policy;
• (c) your use of Harvora outputs in breach of the law, or in advice you give to others; or
• (d) the acts of people you invite, to the extent that they breach these Terms.

You must take reasonable steps to reduce any loss. We will tell you promptly about any claim and let you help us deal with it.

12. Suspension and termination

12.1 By you

You can close your account at any time through account settings or by emailing support@harvora.co.nz.

12.2 By us

We may suspend your access straight away if you breach the Acceptable Use Policy, if your use puts the service, our providers or other users at risk, if you do not pay, or if the law requires. We may end these Terms:

• (a) if you materially breach them and, where the breach can be remedied, do not remedy it within 14 days of notice;
• (b) if you become insolvent; or
• (c) for any reason, on 30 days' notice.

We will refund prepaid fees for the period after termination, unless we terminate for your breach or insolvency.

12.3 Effect of termination

On termination, your right to use the service ends. You may export your data before or within 30 days after termination. Account, orchard, prediction and financial data are deleted when that 30 days ends. Minimal alert-delivery and contact metadata may be retained for up to 24 months for audit and debugging. Aggregate Data and model improvements already made are kept, as the Statement explains. Clauses that by their nature should continue, including those on intellectual property, confidentiality, liability and disputes, continue after termination.

13. General

• (a) Governing law: these Terms are governed by New Zealand law.
• (b) Disputes: before starting formal proceedings, each side will contact the other at legal@harvora.co.nz and try in good faith to resolve the dispute for at least 30 days, unless urgent relief is needed.
• (c) Jurisdiction: the courts of New Zealand have exclusive jurisdiction, but this does not limit the jurisdiction of the Disputes Tribunal.
• (d) Notices: we may give notice by email to the address on your account, or in the app. A notice by email is received the next working day. In these Terms, "working day" has the meaning given in section 13 of the Legislation Act 2019. You must give notice to us at legal@harvora.co.nz.
• (e) Assignment and subcontracting: you may not transfer your rights under these Terms without our consent. We may transfer ours to a successor to our business, on the same commitments to you, and we may use subcontractors.
• (f) Events beyond our control: we are not in breach for a failure or delay caused by an event beyond our reasonable control.
• (g) Relationship: we are independent contractors. No partnership, agency or employment arises, and no one else may enforce these Terms.
• (h) Entire agreement and severance: these Terms and the policies they refer to are the whole agreement about the service. If a provision is unenforceable, the rest continues. A delay in enforcing a right is not a waiver of it.

14. Changes to these terms

We may update these Terms. We will email material changes at least 30 days before they take effect, or sooner where the law or security requires. If you do not accept a change, you can close your account before it takes effect and we will refund prepaid fees for the period after closure. Continuing to use the service after that date means you accept it.

15. Contact

Email: support@harvora.co.nz

Legal: legal@harvora.co.nz

Mail: Harvora Limited, 368 Blockhouse Bay Rd, Auckland 0600