Ledger Vault

Version 1.0

Terms of Service

Terms of Service

Effective date: 25 April 2026 Version: 1.0

These Terms of Service (the "Terms") govern your access to and use of Ledger Vault (the "Service"), operated by Trinity (NZ) Limited (NZBN 9429049276305) of 48 Greys Avenue, Auckland Central, Auckland 1010, New Zealand ("Trinity", "we", "us", "our").

1. Agreement to these Terms

By ticking the "I agree" checkbox at sign-in, by signing in with Xero, or by using the Service, you accept these Terms and our Privacy Policy. We record the date and version of the Terms you accepted. If you do not agree, do not use the Service.

If you accept these Terms on behalf of an entity, you confirm you have authority to bind that entity, and references to "you" mean both you and that entity.

2. The Service

Ledger Vault is a read-only Xero connector. When you sign in with Xero and authorise an organisation, the Service can:

  • read your Xero chart of accounts and trial balance using the OAuth scopes accounting.settings.read and accounting.reports.trialbalance.read;
  • generate a CSV or JSON export of that data; and
  • make that export available for you to download.

The Service does not write data back to Xero, and does not retain Xero data after you disconnect (see clause 8 of the Privacy Policy).

3. Eligibility and business use only

You may only use the Service if:

  • you are at least 18 years of age;
  • you are acquiring the Service in trade, for the purposes of a business, organisation or sole trader operation; and
  • you are accessing the Service from New Zealand.

You agree that you are not acquiring the Service as a "consumer" within the meaning of section 2(1) of the Consumer Guarantees Act 1993 ("CGA") or section 2 of the Fair Trading Act 1986 ("FTA"), and the contracting-out provisions in clause 11 apply.

4. Authority to connect Xero organisations

You warrant that, for every Xero organisation you connect to the Service, either:

  • you are the legal owner of that organisation; or
  • you have the express written authority of the legal owner of that organisation to connect it to Ledger Vault and to extract chart-of-accounts and trial-balance data from it.

You will indemnify Trinity for any loss, cost or claim (including reasonable legal costs) arising from a breach of this warranty.

5. Your account and credentials

You must keep your Xero login credentials secure. Trinity does not see, request or store your Xero password — authentication is delegated to Xero via OAuth 2.0. You are responsible for any activity that occurs through a Xero account you have authorised to access the Service. Notify us immediately at [email protected] if you suspect unauthorised use.

6. Acceptable use

You must not, and must not allow any third party to:

  1. use the Service in breach of any law, regulation or third-party right, including the Xero Developer Platform Terms and Conditions;
  2. attempt to reverse-engineer, decompile, copy, modify or create derivative works of the Service, except to the extent permitted by mandatory law;
  3. probe, scan or test the vulnerability of the Service, or breach or circumvent any security or authentication measure;
  4. share your access with any person who has not separately accepted these Terms;
  5. use automated means (other than the user interface and documented APIs of the Service) to access, scrape or extract data, or generate exports in volumes materially exceeding ordinary business usage;
  6. interfere with or disrupt the Service or any user's use of the Service;
  7. introduce malware, ransomware or other harmful code; or
  8. use the Service or any data obtained from it (including any data obtained from the Xero API via the Service) to train, fine-tune, validate or otherwise contribute to the development of any artificial-intelligence or machine-learning model. This restriction reflects clause 3 of the Xero Developer Platform Terms and Conditions effective 2 March 2026.

We may, acting reasonably, suspend or terminate access where we believe you have breached this clause 6.

7. Pricing

The Service is currently offered free of charge. We may introduce paid plans, usage limits or other charges in the future. We will give you at least 30 days' notice (by email and via an in-app banner) before any new charges apply. Continued use of the Service after the change date constitutes your acceptance of the new pricing. If you do not accept the new pricing, you may stop using the Service before the change date.

8. Intellectual property

Trinity (and its licensors) retain all right, title and interest in and to the Service, including all software, design, branding, documentation and content provided by us. Nothing in these Terms transfers any of that intellectual property to you.

You retain all right, title and interest in and to your Xero data. You grant Trinity a non-exclusive, royalty-free licence to access, copy, transmit, store and process your Xero data solely as needed to provide the Service to you and as described in the Privacy Policy.

9. Service availability

The Service is provided on an "as is" and "as available" basis. We do not offer a service-level agreement at this time. The Service may be unavailable from time to time due to scheduled maintenance, upstream outages (including outages of Xero), or other events beyond our reasonable control. We will use reasonable efforts to give advance notice of planned maintenance.

10. Privacy

Your use of the Service is also governed by our Privacy Policy, which is incorporated into these Terms by reference.

11. Consumer Guarantees Act and Fair Trading Act — contracting out

You acknowledge and agree that:

  • you are acquiring the Service in trade;
  • both you and Trinity are in trade;
  • it is fair and reasonable for the parties to be bound by this clause; and
  • to the maximum extent permitted by law, the guarantees, conditions and warranties contained in the Consumer Guarantees Act 1993 are excluded under section 43 of that Act, and sections 9, 12A, 13 and 14(1) of the Fair Trading Act 1986 are contracted out of under section 5C and 5D of that Act.

If you are a consumer and the CGA cannot lawfully be contracted out of in your case, nothing in these Terms limits your rights under the CGA.

12. Warranty disclaimer

Subject to clause 11, and to the maximum extent permitted by law, the Service is provided without warranty of any kind, whether express, implied or statutory. Without limiting the generality of the foregoing, we do not warrant that the Service will be uninterrupted, error-free, secure against every threat, or that it will meet your requirements. You are responsible for verifying the accuracy and completeness of any export against the source data in Xero before relying on it.

13. Limitation of liability

To the maximum extent permitted by law, and subject to clause 11:

  1. Trinity's total aggregate liability to you under or in connection with these Terms or the Service, in contract, tort (including negligence), under statute or otherwise, is capped at NZD $100.
  2. Trinity is not liable for any indirect, consequential, incidental, special or punitive loss or damage; for loss of profits, revenue, business opportunity, goodwill, data or anticipated savings; or for any loss arising from your reliance on an export, even if Trinity was advised of the possibility of such loss.

These limits reflect the fact that the Service is currently provided free of charge. The cap will not apply to liability that cannot lawfully be excluded or limited.

14. Indemnity

You will indemnify, defend and hold harmless Trinity, its directors, employees and contractors against any claim, loss, liability, damage, cost or expense (including reasonable legal costs) arising out of or in connection with:

  • a breach by you of clause 4 (Authority to connect Xero organisations);
  • a breach by you of clause 6 (Acceptable use); or
  • a third-party claim arising from your use of the Service or any export, including any allegation that you used data extracted via the Service in a way that breaches the rights of the Xero organisation, its owner or any other person.

15. Suspension and termination

You may stop using the Service at any time by disconnecting Xero from the Ledger Vault dashboard. Disconnection triggers the deletion of your data described in the Privacy Policy.

We may suspend or terminate your access to the Service:

  • immediately, for breach of clause 4 or 6, or for activity that we reasonably believe poses a security or legal risk to Trinity, Xero or other users; or
  • on 14 days' written notice, for any other reason.

Clauses that by their nature should survive termination (including clauses 8, 11, 12, 13, 14 and 19) survive termination.

16. Modifications to these Terms

We may amend these Terms from time to time. If a change is material, we will notify you by email and via an in-app notice at least 14 days before the change takes effect, and will require you to re-accept the Terms before continuing to use the Service. Non-material changes (for example, clarifying language or correcting typos) take effect on publication. The current version, version number and effective date are shown at the top of this page.

17. Force majeure

Neither party will be liable for any delay or failure to perform its obligations under these Terms (other than payment obligations) caused by an event beyond its reasonable control, including natural disaster, pandemic, war, civil unrest, government action, network or telecommunications failure, or failure of an upstream service such as Xero or AWS.

18. Notices

Notices to Trinity must be sent to [email protected]. Notices to you may be sent to the email address registered on your Xero account or by an in-app notification. Notices are deemed received when sent, except where the sender knows the message did not reach the recipient.

19. Governing law and jurisdiction

These Terms are governed by the laws of New Zealand. The parties submit to the exclusive jurisdiction of the New Zealand courts.

20. General

  • Entire agreement. These Terms and the Privacy Policy constitute the entire agreement between you and Trinity in relation to the Service and supersede any prior agreements or representations.
  • Severability. If any provision is held invalid or unenforceable, the remaining provisions will continue in full force and effect, and the invalid provision will be replaced by a valid provision that most closely matches the intention of the original.
  • No waiver. A failure to enforce a right under these Terms is not a waiver of that right.
  • Assignment. You may not assign these Terms without our prior written consent. We may assign these Terms to a successor or affiliate on notice to you.
  • No partnership. Nothing in these Terms creates a partnership, joint venture, employment or agency relationship between the parties.

21. Contact

Trinity (NZ) Limited 48 Greys Avenue, Auckland Central, Auckland 1010, New Zealand [email protected]