Effective Date: 28 September 2025
Last Updated: 28 September 2025

This Master Subscription Agreement (the “Agreement”, “Terms”) governs access to and use of the Services (defined below) provided by Hola Finance (trading name of Harrison Spink, Tax ID: Y8624202K), with address at Calle Granada 7, Vélez Rubio, 04820, Andalucía, Spain (“Hola Finance”, “we”, “us”, “our”). By creating an account, accessing, or using the Services, the individual or legal entity identified in the order, signup flow, or account (“Customer”, “you”, “your”) agrees to be bound by this Agreement. If you are acting on behalf of a entity, you represent that you have full authority to bind such entity.

Related documents. This Agreement incorporates by reference: (i) the Privacy Policy; (ii) any Order (pricing page, plan selection, or written order form); (iii) the Data Processing Addendum (DPA), where applicable; (iv) the Acceptable Use Policy (AUP); (v) Service Levels & Support Policy (SLA); and (vi) any other policies or schedules referenced herein. In case of conflict, the following order of precedence applies unless expressly stated otherwise: Order → DPA → SLA → this Agreement → AUP → Privacy Policy → other policies.

1. Definitions

“Accountant” means a person or firm that Customer links or authorizes in the Services to access Customer Data and act on Customer’s behalf.
“Affiliate” means any entity that controls, is controlled by, or is under common control with a party.
“AUP” means the Acceptable Use Policy in Annex A.
“Confidential Information” means information disclosed by a party that is marked or reasonably understood as confidential, including business, technical, security, and customer information.
“Customer Data” means any data, content, files, communications, or information submitted to the Services by or on behalf of Customer, including data ingested from Integrations.
“Documentation” means usage guides, specs, and policies made available by Hola Finance.
“High‑Risk Activities” means uses where failure could lead to death, personal injury, severe environmental or property damage (e.g., medical devices, aviation, nuclear facilities).
“Integration(s)” or “Third‑Party Service(s)” means services Customer elects to connect, including without limitation Stripe, PayPal, GoCardless, Plaid, Xero, QuickBooks, FreeAgent, OpenExchange, WhatsApp/Meta, Vonage/Nexmo, Postmark, Microsoft 365, Crisp, or others.
“Order” means the plan selection, quote, or online checkout specifying Services, term, and fees.
“Personal Data” has the meaning set out in applicable data protection law (e.g., GDPR).
“Services” means Hola Finance’s hosted web application, mobile apps, APIs, connectors, ingestion agents, and all related features made available to Customer, including beta or evaluation features.
“SLA” means the Service Levels & Support Policy in Annex B.
“Subprocessor” means a third party engaged by Hola Finance to process Personal Data for the provision of the Services, as listed in the Privacy Policy or Annex D.

2. Scope; Access & Use

2.1 Provision. Subject to this Agreement and timely payment of fees, Hola Finance grants Customer a limited, revocable, non‑exclusive, non‑transferable, non‑sublicensable right to access and use the Services during the Term for Customer’s internal business purposes in accordance with the Documentation and AUP.
2.2 Accounts. Customer must maintain accurate account information and secure all credentials, API keys, and tokens. Customer is responsible for all activities under its accounts, including those by Users and Accountants.
2.3 Changes. Hola Finance may modify the Services (including by adding, changing, or discontinuing features) provided such changes do not materially reduce core functionality of the paid plan during the then‑current subscription term, except for (i) beta/evaluation features, (ii) features subject to legal/regulatory change, or (iii) deprecations pursuant to §19.
2.4 Suspension. We may suspend access immediately (a) to address security risks or legal requests; (b) for non‑payment; (c) for AUP violations; or (d) to prevent material harm. We will lift suspension once the issue is resolved.

3. Customer Responsibilities

3.1 Compliance. Customer is solely responsible for (a) the lawfulness, quality, and accuracy of Customer Data; (b) providing required notices and obtaining necessary consents from data subjects; (c) maintaining its own records, backups outside the Services as desired, and compliance with accounting/tax laws; (d) ensuring Users and Accountants comply with this Agreement and the AUP.
3.2 Restrictions. Customer will not (and will not permit any third party to): (i) reverse engineer, decompile, disassemble, or otherwise attempt to derive source code from the Services; (ii) bypass or violate security controls or rate limits; (iii) resell, rent, or provide the Services to third parties except as expressly authorized; (iv) access the Services to build a competing product; (v) use the Services for High‑Risk Activities; (vi) submit illegal content or infringing material; or (vii) use web scraping or automated harvesting not expressly permitted by the API.
3.3 Data Minimization. Customer will not intentionally upload special categories of data unless necessary for lawful processing.
3.4 Export Controls & Sanctions. Customer represents it is not subject to sanctions and will not use the Services in violation of export control or sanctions laws.

4. Accountants; Authorized Agents; Tax Submissions

4.1 Linking & Permissions. Customer may link an Accountant through the dashboard. By linking, Customer authorizes the Accountant to access, process, and transmit Customer Data within the granted permissions (e.g., preparing filings, exporting data, posting journal entries).
4.2 Self‑Verification of Authority. Customer acknowledges that Accountants must self‑verify they possess legal authority to act for Customer; Hola Finance does not independently verify.
4.3 Effect of Instructions. Any instruction relayed via Customer’s linked Accountant shall be deemed an instruction by Customer. Customer remains responsible for its agents’ acts and omissions.
4.4 Tax Systems. Upon Customer’s (or linked Accountant’s) documented request, Hola Finance may submit data to tax systems or platforms (e.g., Veri*factu). Hola Finance acts as a technical conduit and is not responsible for content, accuracy, acceptance, or consequences of such submissions.
4.5 Independent Controller. Accountants receiving Customer Data act as independent controllers under their own arrangements with Customer and are not Subprocessors of Hola Finance.

5. Third‑Party Services & Integrations

5.1 Optionality. Integrations are optional and activated solely by Customer.
5.2 No Control. Hola Finance does not control and is not responsible for Third‑Party Services, their terms, availability, security, or processing of data. Customer’s use of Third‑Party Services is at its sole risk and governed by those providers’ terms.
5.3 Credentials. Integration credentials and tokens stored by the Services are encrypted at rest. Once connected, Third‑Party Services may access, modify, or delete Customer Data pursuant to Customer’s settings; Hola Finance is not responsible for their actions.
5.4 Open Banking & Payments. Banking data via Plaid and payments via Stripe/PayPal/GoCardless are subject to those providers’ agreements; Hola Finance does not store card numbers or PINs and is not a payment institution.
5.5 AI‑Assisted Features. Where AI is used (e.g., expense extraction/classification), outputs are probabilistic and provided for assistive purposes only; Customer must review and validate all results.

6. Intellectual Property; Feedback; OSS

6.1 Ownership. As between the parties, Hola Finance owns all rights in the Services and Documentation; Customer owns Customer Data.
6.2 License to Host. Customer grants Hola Finance a worldwide, non‑exclusive, royalty‑free license to host, store, transmit, and process Customer Data solely to provide and support the Services, perform security/anti‑abuse measures, and fulfill legal obligations.
6.3 Feedback. Customer grants Hola Finance a perpetual, irrevocable, worldwide, royalty‑free license to use suggestions or feedback for improving the Services without restriction.
6.4 Open Source. The Services may include or interact with open‑source components under their respective licenses. To the extent of conflict, those licenses govern Customer’s use of such components.

7. Security; Access by Support & Engineering

7.1 Security Program. Hola Finance maintains administrative, physical, and technical safeguards appropriate to the nature of the Services, including transport encryption, access controls, vulnerability management, and encrypted backups.
7.2 Support Access (Break‑Glass). Authorized staff may access limited Customer Data solely to diagnose, support, or resolve an incident, under least‑privilege, time‑bound, and logged procedures.
7.3 Business Continuity. Hola Finance maintains disaster recovery and business continuity processes with periodic testing; RPO/RTO targets are described in the SLA (Annex B) and are objectives, not guarantees.

8. Service Levels; Availability; Maintenance

8.1 Availability. Hola Finance targets high availability but provides no uptime guarantee except as explicitly stated in the SLA.
8.2 Maintenance Windows. Planned maintenance will be performed during designated windows where feasible; emergency maintenance may occur at any time.
8.3 Credits. Any service credits described in the SLA are Customer’s sole remedy for availability or performance issues.

9. Fees; Taxes; Billing; Overages

9.1 Fees. Fees are as stated in the Order or pricing page and are payable in advance for each subscription period.
9.2 Usage/Overages. Certain features may be metered (e.g., storage, API calls, message volume). Overage fees apply as specified and will be invoiced monthly.
9.3 Taxes. Fees exclude taxes; Customer is responsible for all sales, VAT, GST, withholding, or similar taxes (excluding taxes on Hola Finance’s income).
9.4 Late Payment. Unpaid amounts may accrue late fees (e.g., 1.5% per month or the maximum lawful rate) and reasonable collection costs. We may suspend for non‑payment after notice.
9.5 Refunds. Except where required by law or expressly stated, fees are non‑refundable.
9.6 Chargebacks. Filing chargebacks without prior good‑faith notice may result in immediate suspension.

10. Confidentiality

10.1 Obligations. Each party will (a) protect the other’s Confidential Information using at least reasonable care; (b) use it solely for purposes of this Agreement; and (c) disclose it only to personnel and advisers with a need to know and under obligations of confidentiality.
10.2 Exceptions. Confidential Information does not include information that is public, already known, independently developed, or disclosed by a third party lawfully.
10.3 Compelled Disclosure. A party may disclose Confidential Information if legally compelled, provided it gives prompt notice (where lawful) and cooperates to seek protective treatment.

11. Data Protection; DPA; Subprocessors

11.1 Privacy Policy. The Privacy Policy describes how we collect and process Personal Data and is incorporated by reference.
11.2 Roles. For Customer Data within workspaces, Hola Finance acts as Processor and Customer as Controller under GDPR. For account admin, billing, security, and marketing, Hola Finance is Controller.
11.3 DPA. Where required by law, the parties shall enter into a DPA. If there is conflict between the DPA and this Agreement regarding Personal Data processing, the DPA controls.
11.4 Subprocessors. Hola Finance may use Subprocessors as listed in the Privacy Policy/Annex D and will provide notice of material changes; Customer may object per the DPA.
11.5 International Transfers. Where relevant, transfers will be made under appropriate safeguards (e.g., SCCs).

12. Warranties; Disclaimers

12.1 Limited Warranty. Hola Finance warrants it will provide the Services in a professional and workmanlike manner consistent with industry standards.
12.2 Disclaimers. Except as expressly provided, the Services, Documentation, and outputs (including AI‑assisted features, OCR, exchange rates, categorization, tax calculations, currency conversions) are provided “as is” and “as available” without warranties of any kind, whether express, implied, statutory, or otherwise, including merchantability, fitness for a particular purpose, non‑infringement, accuracy, or reliability. Customer is solely responsible for review and validation of all outputs.
12.3 No Professional Advice. The Services do not constitute legal, tax, accounting, or investment advice.

13. Indemnities

13.1 By Customer. Customer will defend, indemnify, and hold harmless Hola Finance and its Affiliates, officers, employees, and contractors from any claim, loss, liability, damage, cost, or expense (including reasonable legal fees) arising from: (a) Customer Data; (b) Customer’s use of the Services in violation of the AUP or law; (c) disputes with or actions of Accountants; (d) Customer’s use of Third‑Party Services; or (e) alleged breach of this Agreement by Customer.
13.2 By Hola Finance (IP Indemnity). Hola Finance will defend Customer against claims alleging that the Services, as provided, infringe a third party’s EU intellectual property rights, and will pay finally awarded damages or settlements approved by Hola Finance, provided Customer (i) promptly notifies us, (ii) gives us sole control of the defense and settlement, and (iii) cooperates as reasonably requested. We may procure the right for Customer to continue using the Services, modify the Services to be non‑infringing, or terminate the affected Services and refund prepaid unused fees. This §13.2 does not apply to claims arising from Customer Data, combinations not supplied by Hola Finance, compliance with Customer specifications, or Customer’s breach of this Agreement. THIS §13.2 STATES CUSTOMER’S EXCLUSIVE REMEDY FOR IP INFRINGEMENT.

14. Limitation of Liability

14.1 Exclusion. To the maximum extent permitted by law, neither party will be liable for indirect, incidental, consequential, special, exemplary, or punitive damages, or for loss of profits, revenues, business, goodwill, or data, even if advised of the possibility.
14.2 Cap. Each party’s aggregate liability arising out of or related to this Agreement will not exceed the total fees paid or payable by Customer to Hola Finance for the Services giving rise to the claim in the twelve (12) months preceding the event.
14.3 Carve‑Outs. The cap does not limit liability for (a) Customer’s payment obligations; (b) Customer’s indemnity under §13.1; (c) breach of licensing restrictions; or (d) intentional misconduct or fraud to the extent such limitation is unenforceable by law.
14.4 Data Loss. Customer is responsible for maintaining copies of important records outside the Services; Hola Finance is not liable for loss of Customer Data except to the extent caused by Hola Finance’s willful misconduct and then subject to the cap.

15. Trials; Betas; Free Plans

15.1 Trials/Free. If Customer registers for a free trial or free plan, the Services are provided as‑is without warranties or SLA. We may terminate or limit access at any time.
15.2 Beta/Preview. Beta features may be incomplete, may change, and may be withdrawn without notice. Customer assumes all risks.

16. API Terms; Rate Limits; Changes

16.1 API License. Subject to this Agreement, Hola Finance grants Customer a limited license to use the APIs to build integrations for internal use.
16.2 Rate Limits. Customer will comply with documented rate limits; excessive calls may result in throttling or suspension.
16.3 Deprecation. We may deprecate or modify APIs with advance notice where feasible.
16.4 Attribution & Branding. Use of our marks requires prior written consent.

17. Publicity; References

Unless Customer opts out in writing, Hola Finance may use Customer’s name and logo in a list of customers and customary marketing materials. Any case studies require Customer’s prior approval.

18. Government; Consumer; Sector‑Specific Terms

18.1 Government Use. If Customer is a public body, any conflicting procurement or mandatory statutory terms apply only to the extent required by law; otherwise, this Agreement governs.
18.2 Consumer Law. The Services are intended for business use. If Customer qualifies as a consumer under applicable law, mandatory consumer rights prevail to the extent they conflict.
18.3 Sectoral Laws. Hola Finance is not a regulated financial institution, payment services provider, or healthcare provider; sectoral laws applicable to such entities do not apply to Hola Finance unless explicitly required.

19. Changes to Services; Feature EOL

19.1 Continuous Improvement. We may improve or modify features. For material deprecations of core paid functionality, we will provide reasonable advance notice and, where feasible, mitigation or alternative paths.
19.2 Legacy Features. We may sunset legacy endpoints or formats in accordance with documented timelines.

20. Term; Termination; Effect

20.1 Term. Subscriptions renew automatically for successive periods unless terminated per the Order or Customer disables renewal.
20.2 Termination for Cause. Either party may terminate for material breach not cured within 30 days of notice.
20.3 Effect. Upon termination, Customer’s access ceases; we will retain or delete data in accordance with the Privacy Policy/DPA. Customer remains liable for all fees due up to termination.
20.4 Data Export. For 30 days after termination (unless suspended for cause), Customer may export standard formats available in the Services.

21. Notices

Notices will be in writing and deemed given when (a) delivered by hand, (b) sent by reputable courier, or (c) sent by email to the addresses on file (for Hola Finance: hello@hola.money). Routine product notices may be provided in‑app.

22. Governing Law; Venue; Injunctive Relief

This Agreement is governed by the laws of Spain without regard to conflict of law rules. The parties submit to the exclusive jurisdiction of the courts of Almería, Andalucía, Spain. Either party may seek injunctive or equitable relief for breach of confidentiality or IP rights.

23. Assignment; Subcontracting; Affiliated Use

Customer may not assign this Agreement without Hola Finance’s written consent, except to a successor in connection with a merger, reorganization, or sale of substantially all assets. Hola Finance may assign or subcontract performance, provided that Hola Finance remains responsible for its obligations.

24. Entire Agreement; Order of Precedence; Amendments

This Agreement, including referenced documents, constitutes the entire agreement and supersedes all prior proposals or representations. Amendments must be in writing and executed by both parties, except as otherwise permitted (e.g., updates to AUP/SLA with notice). Order of precedence is stated on page 1.

25. Interpretation; Severability; Waiver; No Third‑Party Beneficiaries

Headings are for convenience only. If any provision is held unenforceable, the remainder will remain in effect. Failure to enforce any right is not a waiver. There are no third‑party beneficiaries except as expressly provided (e.g., Hola Finance Affiliates under §13). Translations are provided for convenience; the English version controls unless otherwise required by law.

26. High‑Risk Activities; Safety‑Critical Uses

The Services are not designed for High‑Risk Activities. Customer will not use the Services where failure could result in death, personal injury, or severe damages. Hola Finance disclaims all liability for such uses.

27. Currency, FX, and Calculations

Exchange rates supplied by providers such as OpenExchange are for convenience only. Calculators, categorizations, or tax computations are approximations and must be reviewed by Customer and/or its Accountant. Hola Finance disclaims responsibility for errors, penalties, or losses arising from reliance on such outputs.

28. Messaging & Communications

By contacting support or linking messaging channels (e.g., WhatsApp via Vonage/Nexmo), Customer authorizes processing of messages for support. Delivery is not guaranteed; carrier or platform failures are outside Hola Finance’s control.

29. Records; Audit Requests

Hola Finance will provide reasonable information about its security and compliance program, which may include summaries of controls or third‑party attestations. Customer’s audit rights, if any, are as specified in the DPA and limited to what is proportionate to the Services and necessary to meet legal obligations.

30. Export; Anti‑Corruption; Ethics

Customer represents it will comply with anti‑bribery and anti‑corruption laws, export control regulations, and sanctions regimes applicable to the parties and the Services. Customer will not offer or accept improper payments in connection with this Agreement.

31. Open Source Notices & Third‑Party Components

Certain components may be offered under open‑source licenses. Copies of such licenses are provided on request. To the extent required by those licenses, Customer receives the corresponding rights solely for those components.

32. Public Sector; FOIA

If Customer is subject to freedom‑of‑information laws, it remains solely responsible for responding to such requests; Hola Finance has no obligation to disclose Confidential Information except as compelled by law under §10.3.

33. Survival

Sections relating to fees, confidentiality, IP, data protection, disclaimers, limitations of liability, indemnities, governing law, and any other provisions that by their nature should survive, will survive termination.

34. Language; Electronic Communications; E‑Signatures

The parties consent to do business electronically. Electronic signatures and records are legally binding. Notices may be delivered electronically as set out in §21.

35. Independent Contractors

The parties are independent contractors; this Agreement does not create a partnership, joint venture, or agency relationship. No party may bind the other without prior written consent.

36. Insurance

Hola Finance maintains commercially reasonable insurance coverages for a SaaS provider of its size and risk profile. Certificates are available on request under NDA.

37. Force Majeure

Neither party is liable for delay or failure due to events beyond reasonable control, including natural disasters, epidemics, war, acts of terror, civil unrest, labor disputes, Internet or hosting failures, or government actions, provided the affected party uses reasonable efforts to mitigate impact.

38. Customer Content Standards

Customer represents that Customer Data will not: (a) violate IP, privacy, or other rights; (b) be unlawful, defamatory, or deceptive; (c) contain malicious code; or (d) exploit minors. Hola Finance may remove content that breaches this section.

39. Notices of Infringement (IP/DMCA‑Style)

If you believe content within the Services infringes your rights, notify us with details sufficient to identify the content and the rights asserted. We may remove content or disable access at our discretion and may terminate repeat infringers.

40. Resale; Multi‑Tenant; Affiliates

Use of the Services on behalf of Affiliates is permitted where included in the Order; Customer remains responsible for all Affiliate usage. Resale or provision of the Services to third parties requires Hola Finance’s prior written consent.

41. Data Localization; Hosting Regions

Hola Finance stores data in the EU with a preference for Germany. Certain Subprocessors may process data outside the EEA subject to appropriate safeguards. Region selections, if available, are an objective and may be changed for resilience or compliance reasons with notice where feasible.

42. Deletion; Retention; Legal Holds

Data retention and deletion are set out in the Privacy Policy and DPA. Upon legal hold notice, deletion may be suspended until the hold is lifted. Backups roll off on scheduled cycles.

43. Pricing & Promotions; Credits

Promotional pricing, coupons, or credits are subject to terms and expiration dates. Credits have no cash value, are non‑transferable, and may be revoked for abuse.

44. Reinstatement; Data Recovery

If suspended or terminated for non‑payment, reinstatement may require payment of all past‑due amounts and a reactivation fee. Recovery of deleted data may not be possible; Recovery services, if available, may incur fees.

45. Custom Terms; Conflicts

Any custom terms in an executed Order or addendum will control over conflicting standard terms herein to the extent of the conflict.

46. No Waiver of Rights; Cumulative Remedies

No failure or delay by either party to exercise any right or remedy operates as a waiver. Remedies are cumulative and do not exclude other remedies available at law or in equity.

47. Customer Systems; Minimum Requirements

Customer is responsible for procuring and maintaining all equipment, software (including supported browsers/OS versions), and network connectivity necessary to access the Services. Performance may vary based on Customer’s systems.

48. Anonymized & Aggregated Data

Hola Finance may generate anonymized and aggregated insights derived from Customer’s use of the Services (e.g., system metrics, usage statistics), provided such outputs do not identify Customer or data subjects. Hola Finance may use and share such insights for analytics, benchmarking, and product improvement.

49. Support Channels; Priority; Escalation

Support is provided via channels described in the SLA (e.g., email, in‑app chat). We will use commercially reasonable efforts to meet response targets. Security incidents may be escalated via designated emergency contacts.

50. Counterparts

This Agreement may be executed electronically and in counterparts, each of which is deemed an original and together constitute one instrument.

Annex A — Acceptable Use Policy (AUP)

A.1 Customer will not use the Services: (a) for unlawful, harmful, or fraudulent activities; (b) to violate IP, privacy, or publicity rights; (c) to transmit malware or spam; (d) to attempt unauthorized access; (e) to interfere with other users or service operations; (f) for High‑Risk Activities; (g) to process prohibited data under applicable law without lawful basis.

A.2 Rate limits and fair‑use: Customer will respect published API limits and not employ abusive automation.

A.3 Security research: do not test vulnerabilities without prior written permission; report issues responsibly.

A.4 Prohibited industries/uses: child sexual abuse material, human trafficking, terror or extremist propaganda, illegal gambling, and other unlawful content.

Annex B — Service Levels & Support Policy (SLA)

B.1 Availability Objective. Hola Finance targets high availability measured monthly excluding scheduled maintenance, force majeure, and Third‑Party Service outages.
B.2 Maintenance. We will endeavor to schedule maintenance during low‑impact windows and provide notice where feasible.
B.3 Support. Support hours and response targets (informational only) are posted in the Documentation.
B.4 Credits. If an uptime credit program is offered, credits (if any) are Customer’s sole and exclusive remedy for availability issues.

Annex C — Data Processing Addendum (Summary)

C.1 Roles: Customer (Controller), Hola Finance (Processor) for workspace data.
C.2 Instructions: processing only per Customer’s documented instructions.
C.3 Security: measures per §7 and the Privacy Policy.
C.4 Subprocessors: listed in Annex D/Privacy Policy; notice of changes; right to object per DPA.
C.5 Assistance: reasonable assistance with data subject requests and DPIAs.
C.6 Breach: notify without undue delay upon becoming aware of a personal data breach.
C.7 Return/Deletion: upon termination, delete or return Personal Data subject to legal retention.

Annex D — Subprocessor Register (Reference)

The current list of Subprocessors (e.g., Laravel Cloud/AWS+Cloudflare, Hetzner, Backblaze, OpenAI, Postmark, Microsoft 365, Crisp, Vonage/Nexmo, WhatsApp/Meta, Stripe, PayPal, GoCardless, Plaid, Xero, QuickBooks, FreeAgent, OpenExchange) is maintained in the Privacy Policy and may be updated with notice in accordance with the DPA.

End of Agreement