Client Agreement Terms and Conditions
1. OUR TERMS AND ACCEPTANCE
1.1 The various programs we provide (“Programs”) and our other services are as set out on our “Site” available at www.risingkings.com.au (the “Services”).
1.2 These terms and conditions together with all other referenced documents (including any Enrolment Form and waiver, as applicable) are the “Terms” and are a legally binding agreement between you, the user of our Services (referred to as “You” or “Your”), and Project 808 Pty Ltd (ACN 621 367 888) trading as RISING KINGS ® EXPERIENCE (referred to as “we”, “us” or “our”), collectively the “Parties”.
1.3 You will be deemed to have accepted these Terms of the earlier of:
(a) completing the relevant enrollment process in clause 2 below;
(b) instructing us (whether orally or in writing) to proceed with the provision of the Services;
(c) making payment to us after having received a copy of these Terms; or
(d) indicating your acceptance of these Terms via a link sent to your email address.
1.4 The Terms form the entire agreement between the Parties in relation to the Services. Please read the Terms carefully and contact us if you have any questions.
(a) selecting a Program on our Site, completing the relevant registration form, accepting the Terms and paying the relevant fee for the Program (“Online Registration”); or
(b) if you cannot register for your selected Program directly through the Site (for example, if you would like to enrol into CODE BLACK or the RISING KINGS ® EXPERIENCE program), by completing the relevant application form provided to you and applying for a place in the Program (“Initial Application Form”).
2. ENROLMENT
2.1 You may request enrolment into one of our programs by:
(a) selecting a Program on our Site, completing the relevant registration form, accepting the Terms and paying the relevant fee for the Program (“Online Registration”); or
(b) if you cannot register for your selected Program directly through the Site (for example, if you would like to enrol into CODE BLACK or the RISING KINGS ® EXPERIENCE program), by completing the relevant application form provided to you and applying for a place in the Program (“Initial Application Form”).
2.2 We may, at our absolute discretion, accept or reject your application to enrol in a Program.
2.3 For Online Registration, we will endeavour to notify you of a rejection at the time of your application or within a reasonable time thereafter. If we do not notify you of a rejection of your enrolment, you will be enroled into the relevant Program.
2.4 If you are required to complete an Initial Application Form, we may interview you or ask for additional materials to assess your suitability for the Program. Following our assessment, we will notify you of our acceptance or rejection of your application. If we accept your application for a Program in accordance with this clause 2.4, we will provide you with an enrolment form for you to formally enrol in the Program (“Enrolment Form”). For the avoidance of doubt, you will not be enrolled in to a Program until you have completed the Enrolment Form, accepted these Terms and paid any part of the fee that is due upfront.
2.5 It is your responsibility to check the Services, your chosen Program, the inclusions, timing and pricing and these Terms, before you enrol in a Program.
3. TRIAL PROGRAM
3.1 We may offer you a free trial for some Programs with limited inclusions designed to allow you to evaluate the Services and make sure they are right for you before signing up for a paid Program. Any trial period can change at any time without notice. We have the right to terminate any trial Program if you are found to be misusing the Services. At the end of any free or trial Account you will be provided the option to choose and sign up for a paid Program.
4. SERVICES
4.1 In consideration of your payment of the fees in accordance with these Terms, we agree to provide Services during the Term.
4.2 We will commence the provision of the Services at the time set out on our Site or in your Enrolment Form, as applicable.
4.3 If these Terms express a time within which the Services are to be provided, you agree that such time is an estimate only, and creates no obligation on us to provide the Services by that time.
4.4 We may provide the Services to you ourselves, using our employees, or through contractors and other third party service providers.
4.5 You agree that the provision of the Services may be contingent on, or impacted by goods and services provided by third parties, including service providers, suppliers, transportation, venue or logistics providers or other subcontractors which the provision of the Services may be contingent on, or impacted by (Third Party Inputs).
4.6 To the extent that you choose to use Third Party Inputs that interoperate with the Services, you agree that you are responsible for:
(a) the purchase of (if applicable);
(b) the requirements; and
(c) the licensing obligations,
4.7 You agree that the benefit of the Third Party Input’s interface, or interoperation with the Services, is subject to your compliance with clause 4.6.
4.8 We reserve the right to revise the content of the Program, cancel, amend, change or reschedule part of the Program and to make other changes to the Program as reasonably required.
4.9 Our pricing structure, payment methods, payment processes and Terms may be amended at any given time at our discretion. The changes will apply to any new Programs you enrol in after the date of the change.
5. TERM
5.1 These Terms commence on the date you accept these Terms and continue until the provision of the Services has been completed in full as determined by us or the date on which these Terms are terminated in accordance with its terms (“Term”).
5.2 Enrolment into our Programs is for the fixed period as specified on the Site or in the Enrolment Form, as applicable. As part of the Services, we will also grant you access to the training hub and other online resources for an additional period of time following your completion of a Program, as set out on the Site or the Enrolment Form, as applicable.
6. YOUR ACKNOWLEDGMENTS AND WARRANTIES
6.1 Our face-to-face experiences and some of our at home tasks involve strenuous exercise. Despite anything to the contrary, to the maximum extent permitted by law, you acknowledge and agree that:
(a) RISK WARNING: your participation in the Services may expose you to the risk of death, physical harm or personal injury. The risk of death, physical harm or personal injury may arise from, but is not limited to, third party participants, your physical fitness level, tiredness or overexertion, strenuous exercises, your training technique, extreme weather including wind and lighting and volatile temperatures; limited sleep and food; equipment supplied by us; the natural environment including beaches, deep water, strong or dangerous sea currents, uneven sandy terrain, sticks and uneven rocky terrain, contact with poisonous plants, marine life, snakes, spiders and other insects or animals or any failure to comply with our instructions or directions. You acknowledge and agree that death, physical harm or personal injury may arise from your or another party’s acts, omissions or negligence. You understand and voluntarily accept any risk that may arise from your participation in the Services;
(b) in the event that you become aware at any time of any medical, physical or psychological condition, injury or impairment that may be detrimental to your health or affect your proper and safe use of the Services, you must immediately notify us, cease to use the Services and contact your medical provider;
(c) you are solely responsible for determining the suitability of any Services, and your reliance on any information that is provided to you is at your own risk;
(d) if we provide a waiver to you for any Program, that waiver forms part of these Terms; and
(e) we may, from time to time allow external third parties to access events.
6.2 You represent, warrant and agree that:
(a) you will comply with these Terms, all applicable laws, and all of our reasonable requests or requirements at all times during the Term;
(b) you are 18 years or older;
(c) you will at all times comply with the Code of Conduct set out on our Site or as otherwise supplied to you by us;
(d) you are fully and solely responsible and liable for payment of all fees payable under the Program and any other financial obligations associated with the Program under all circumstances;
(e) there are no legal restrictions preventing you from agreeing to the Terms;
(f) you will cooperate with us and provide us with information in a timely manner, as requested by us from time to time, that are reasonably necessary to enable us to perform the Services;
(g) the information you provide to us is true, correct and complete;
(h) you will not infringe any third party rights in working with us and receiving the Services;
(i) you will inform us if you have reasonable concerns relating to our provision of the Services under the Terms, with the aim that the Parties will use all reasonable efforts to resolve the concerns;
(j) you are responsible for obtaining any consents, licenses and permissions from other parties necessary for the Services to be provided, at your cost, and for providing us with the necessary consents, licenses and permissions;
(k) you consent to the use of your name and Intellectual Property in relation to our marketing of the Services in a way which may identify you;
(l) you will use reasonable care and discretion when disclosing information (including about yourself and business) to other participants. You agree that while we do our best to create a safe space to share information, whether and what you share is a decision for you to make and not something we are responsible for.
(m) as some Program speakers and other clients may choose to share private and confidential information with you that they do not want repeated outside of our community, you may be requested to keep such information confidential and if you are so requested, you shall be respectful and refrain from discussing such information with others;
(n) you shall not use recording equipment (including, without limitation, recording via smart phone, tablet, laptop or dictaphone) of any kind at any of our live events or webinars;
(o) you will not do anything which we would consider inappropriate; or anything which might bring us or our Services into disrepute, including:
1) anything that would constitute a breach of an individual’s privacy (including uploading private or personal information without an individual’s consent) or any other legal rights;
2) using our Services to defame, harass, threaten, menace or offend any person;
3) providing participants with links to inappropriate, offensive or illegal material;
4) making any comments that could be considered intolerant of a person’s race, culture, appearance, gender, sexual preference, religion or age;
5) tampering with or modifying our Site;
6) using our Services to send unsolicited email messages; or
7) facilitating or assisting a third party to do any of the above acts.
(p) you will not participate in any strenuous activity if you are suffering from any illness, disease, injury or other condition that could be a risk to your health or safety or that of other participants;
(q) where you are aware of or become aware of, any physical or medical conditions that will prevent you from participating in your chosen Program you will inform us and either:
1) you will not participate in those Services; or
2) you have received consent from a medical professional to participate in those Services;
(r) you will follow our reasonable instructions;
(s) that you will remain solely responsible for all and any activities you undertake through the use of the Services;
(t) if applicable, you have a valid ABN which has been advised to us; and
(u) if applicable, you are registered for GST purposes.
6.3 You agree and understand that:
(a) we expect you to participate, engage, keep an open mind, listen and be prepared to be challenged. We expect that you are willing to learn and grow as a person and as a business and to contribute to the community. You understand that we do not grow your business for you – we give you access to information, people, tools and interactive sessions. You understand that you may learn skills that you can implement in any business, and have an opportunity to test and brainstorm your ideas and challenges with like-minded people. We provide support, guidance and tools for you to set goals, determine priorities and achieve results, but any decision you make, and the consequences that flow from such decisions, is your sole responsibility. Your success depends on many factors, including your dedication, participation, desire, and motivation. For the avoidance of doubt you are 100% responsible for your progress and results from the Services;
(b) you agree that enrolment and completion of a Program is not a guarantee of success and we are not liable for any negative impacts that your actions have on you or your business. For the avoidance of doubt, we do not provide any promise or guarantee whatsoever, whether contained in any information we provide or otherwise, that the Program and the Services will provide any specific result. Any examples or testimonials are not to be taken as a guarantee that you will achieve the same or similar results. You understand that because of the nature of the Program and extent, the results experienced by each client may significantly vary;
(c) face-to-face components of the Program may be recorded, filmed and photographed, and as a result, you may intentionally or unintentionally appear in footage or images. You agree that all copyright in such materials belongs to us and you consent to us using such footage for the purposes of uploading them onto the members portal, using them in marketing materials (including on Facebook, Instagram, LinkedIn and other forms of social media), placing them on our website, or playing them in clips at our events or workshops;
(d) the information, resources and material we provide to you in the Program and on the Site is for general information purposes and does not constitute legal or financial advice and the Services are not tailored to your personal or business situation and may not be appropriate for you, and may contain errors or inaccuracies. You agree to seek independent legal and financial advice in relation to the information and materials provided in the Program to ensure that the information and materials are suitable for you and/or your business;
(e) if we have engaged experts, advisors or other professionals to host or participate in any part of the Program, including one-on-one sessions, the statements, analysis, opinions and conclusions provided by them are those of the author and not ours. It is your sole responsibility to determine the suitability, reliability and usefulness of our Services and you should undertake your own research before making any decision to implement any options or advice provided by our advisers, employees and contractors; and
(f) you are responsible for your use of the materials and resources provided to you in the Program.
7. DELIVERY OF MATERIALS
7.1 If included in your Program, and subject to your payment of the fees, we may ship course materials to you at your preferred delivery address.
7.2 You must provide us with your delivery address and if you need to change the delivery address, immediately notify us in writing.
7.3 We may deliver the materials using a range of delivery methods such as Australia Post and we will provide you with a tracking number. You may need to sign for some deliveries. If neither you nor your authorised representative is at the delivery address to accept delivery, the delivery company will generally deliver the products to your nearest post office.
7.4 Title to the materials will remain with us until you have paid us the fees in full in accordance with the Terms.
7.5 Risk in the materials will transfer to you on delivery of the materials to you. Once risk in the products passes, you will be solely responsible for them.
8. RESCHEDULING, CANCELLATIONS AND REFUNDS
8.1 Your Program may include attendance at face-to-face events and experiences, online video conferences and other sessions that you are strongly encouraged to attend. The timing and dates will be notified to you in advance of the Program.
8.2 If you cannot attend an online session, you must notify us as soon as practicably possible as a courtesy to us. We cannot guarantee that the online session will be rescheduled and there will be no refunds for missed online sessions. We want to encourage all participants to actively engage with their Programs so if you miss an online session, there may be a penalty imposed on you in the form of additional exercises such as burpees.
8.3 If you are enrolled in a Program with a face-to-face event or experience (such as CODE BLACK) and you are unable to attend the face-to-face event or experience, you must notify us as soon as you become aware and we will endeavour to accommodate you with an alternative experience, however, we are unable to guarantee that we will be able to find you an alternative experience. To the maximum extent permitted by law, no refunds will be offered if you are unable to attend any part of the Services.
8.4 If we do deem it necessary for any reason (including a force majeure event) to change the date, time or location of any face-to-face event or experience, you shall have the right to reschedule the Program to an alternative time however, to the maximum extent permitted by law, there will be no refunds or other compensation.
8.5 We also reserve the right to change the dates and/or location of the face-to-face events or experiences, where reasonable.
9. CONFIDENTIAL INFORMATION
9.1 In this clause 9, “Confidential Information” includes information which:
(a) is disclosed by a Party to the other Party in connection with these Terms at any time;
(b) is prepared or produced under or in connection with these Terms at any time;
(c) relates to the Party who is disclosing the Confidential Information’s business, assets or affairs; or
(d) relates to the subject matter of, the terms of and/or any transactions contemplated by these Terms, whether or not such information or documentation is reduced to a tangible form or marked in writing as “confidential”, and however the receiving party receives that information. For the avoidance of doubt, Confidential Information includes information about the disclosing party’s business, structure, programs, processes, methods, operating procedures, activities, products and services, trade secrets, financial, accounting, marketing and technical information, customer and supplier lists (including prospective customer and supplier information), ideas, concepts, knowhow, intellectual property, technology, and other information whether or not such information is reduced to a tangible form or marked in writing as "confidential". In relation to our Confidential Information, this includes the content, resources, materials, handouts and any login details provided in respect of the Program.
9.2 Each Party (including its employees, contractors and other personnel) agrees not to disclose the other Party’s Confidential Information to any third party; to use all reasonable endeavours to protect the Confidential Information from any unauthorised disclosure; and to only to use the Confidential Information for the purpose for which it was disclosed by the other Party and not for any other purpose.
9.3 These obligations do not apply to Confidential Information that:
(a) is authorised to be disclosed by the other Party (for example, Program materials disclosed to your staff for the purposes of implementing the ideas contained there in your business);
(b) is in the public domain and/or is no longer confidential, except as a result of breach of these Terms;
(c) is received from a third party, except where there has been a breach of confidence; or
(d) must be disclosed by law or by a regulatory authority including under subpoena.
9.4 Each Party agrees that monetary damages may not be an adequate remedy for a breach of this clause 9. A Party is entitled to seek an injunction, or any other remedy available at law or in equity, at its discretion, to protect itself from a breach (or continuing breach) of this clause 9.
9.5 The obligations under this clause will survive termination of these Terms.
10. COLLECTION NOTICE
10.1 We collect personal information about you in order to provide the Services to you, to enable you to access and use our online materials, participate in video conferences, to register your attendance at events, to monitor your progress and provide fitness sessions for you, to contact and communicate with you, to respond to your enquiries and for other purposes set out in our Privacy Policy.
10.2 We may disclose that information to third party service providers who help us deliver our services (including our information technology service providers, data storage, web-hosting and server providers, professional advisors, debt collectors, payment systems operators and our business partners) or as required by law. If you do not provide this information, we may not be able to provide our products to you. In certain circumstances, we may disclose your personal information to third parties located, or who store data, outside Australia.
10.3 Our Privacy Policy contains further information about:
(a) how we store and use your personal information;
(b) how you can access and seek correction of your personal information;
(c) how you can make a privacy-related complaint; and
(d) our complaint handling process.
10.4 By providing personal information to us, you acknowledge we will collect, hold, use and disclose your personal information in accordance with our Privacy Policy.
11. INTELLECTUAL PROPERTY
11.1 In this clause 11:
(a) “Feedback” means any idea, suggestion, recommendation or request by you whether made verbally, in writing, directly or indirectly, in connection with the Services;
(b) “Improvements” means any development, modification, adaptation or improvement of Your Materials or any New Materials made by or on behalf of either Party (or any of their respective personnel), or in respect of which Intellectual Property Rights are acquired by, either Party during the Term;
(c) “Intellectual Property” means any copyright, registered or unregistered designs or trade marks, domain names, know-how, inventions, processes, trade secrets or Confidential Information; or circuit layouts, software, computer programs, databases or source codes, including any application, or right to apply, for registration of, and any improvements, enhancements or modifications of, the foregoing;
(d) “Intellectual Property Breach” means any breach by you of any of our Intellectual Property Rights (or any breaches of third party rights including any Intellectual Property Rights of third parties), including, but not limited, to you:
1) copying, altering, enhancing, adapting or modifying any of our Intellectual Property;
2) creating derivative works from our Intellectual Property;
3) providing or disclosing our Intellectual Property to, or allowing our Intellectual Property to be used by, any third party;
4) assigning or transferring any of our Intellectual Property Rights or granting sublicences of any of our Intellectual Property Rights, except as expressly permitted in these Terms;
5) reverse engineering or decompiling any of our Intellectual Property Rights, except where permitted by Law; or
6) using or exploiting our Intellectual Property for purposes other than as expressly stated in this Agreement (including, without limitation, using our Intellectual Property for commercial purposes or on-selling our Intellectual Property to third parties);
(e) “Intellectual Property Rights” means for the duration of the rights in any part of the world, any industrial or intellectual property rights, whether registrable or not, including in respect of Intellectual Property;
(f) “Moral Rights” has the meaning given in the Copyright Act 1968 (Cth);
(g) “New Materials” means all work, models, processes, technologies, strategies, materials, information, documentation and services (including Intellectual Property) developed, adapted, modified or created by or on behalf of either Party or their respective personnel in connection with these Terms and the provision of the Services;
(h) “Our Materials” means all work, models, processes, technologies, strategies, materials, information, documentation, and services that we may provide to you under these Terms, and which may contain material which is owned by or licensed to us, and is protected by Australian and international laws; and
(i) “Your Materials” means all work, models, processes, technologies, strategies, materials, information, documentation and services (including Intellectual Property), owned, licensed or developed by or on behalf of you before the commencement of these Terms and/or developed by you independently of these Terms.
11.2 As between the Parties:
(a) we own all Intellectual Property Rights in Our Materials;
(b) you own all Intellectual Property Rights in Your Materials; and
(c) nothing in this Agreement constitutes a transfer or assignment of any Intellectual Property Rights in Our Materials or Your Materials.
11.3 As between the Parties, ownership of all Intellectual Property Rights in any New Materials or Improvements and Feedback will at all times vest, or remain vested, in us upon creation. To the extent that ownership of such Intellectual Property Rights in any New Materials, Improvements and/or Feedback does not automatically vest in us, you agree to do all things necessary or desirable to assure our title in such rights.
11.4 We grant you a non-exclusive, revocable, worldwide, non-sublicensable and non-transferable right and licence, to use Our Materials that we provide to you, the New Materials and Improvements, solely for the purposes for which they were developed and for your use and enjoyment of the Services, as contemplated by these Terms.
11.5 You grant us a non-exclusive, revocable, worldwide, non-sublicensable and non-transferable right and licence, for the duration of the Term, to use Your Materials that you provide to us solely for the purposes for which they were developed and solely for the performance of our obligations under these Terms.
11.6 You agree that we may use Feedback in any manner which we see fit (including to improve our Programs and Services) and no benefit will be due to you as a result of any use by us of any Feedback.
11.7 If you have any Moral Rights in any material provided, used or prepared in connection with these Terms, you agree to consent to our use or infringement of those Moral Rights.
11.8 In the use of any Intellectual Property Rights in connection with these Terms, you must not commit any Intellectual Property Breach.
11.9 This clause 11 will survive termination or expiry of these Terms.
12. PAYMENT
12.1 If:
(a) you register via Online Registration; you agree to pay us the fees in the amount and using the payment method as set out on the Site;
(b) you register via an Enrolment Form, you agree to pay us the fees as specified in the Enrolment Form in the manner as specified in the Enrolment Form.
Unless otherwise set out on the Site or the Enrolment Form, the fees do not include any travel or accommodation costs and additional study materials that may be required by you (such as but not limited to stationery, electronic devices, internet connections, study aids etc.).
12.2 If you enrol in a Program which includes a face-to-face component (for example, CODE BLACK), the Enrolment Form will set out what food and accommodation is included in the fees. For the avoidance of doubt, you are responsible for the organising and funding of travel to and from any event or any other face-to-face activities as well as any costs for accommodation outside of the dates of the face-to-face component of the Program.
12.3 If the fees are required in full upfront, the full amount will be payable on the date these Terms are accepted and you are enroled into the Program. Note where this day falls on a weekend or public holiday, the payment may be initiated on the next business day.
12.4 If your Enrolment Form sets out that you must make payments at regular intervals, then you must make payment of each instalment amount by the dates as specified in the Enrolment Form (“Payment Dates”).
12.5 If you are required to pay the fees via direct debit, you expressly consent to, authorise and instruct us to deduct the fees from your nominated account as an automatic payment in accordance with the relevant Payment Date. If required, you agree to complete a direct debit request form and/or direct debit request service agreement, which may be provided by us or by a third-party provider on our behalf. You must ensure your chosen payment method has sufficient funds to pay the fees on the relevant Payment Dates. If you do not make payment on the agreed Payment Date, we reserve the right to continue attempts to process your payment. If your payment is not received 1 business day after the agreed date, you may be contacted by us to resolve your account balance. If you are paying the fees via direct debit, you are liable for any fees charged by our third party payment processor as a result of a late payment, except to the extent these are as a result of our error or our system failure and where this is the case you should provide us with a copy of the relevant records so that any issue can be resolved.
12.6 If your account is in arrears for more than 14 days’ we reserve the right to suspend your access to the Program content, workshop attendance and online communities until your account is brought up to date. If you wish to change the payment due date, contact us before the due date and we may, in our sole discretion, work with you to find a suitable solution.
12.7 Should your credit/debit card expire or be cancelled, you are responsible for providing new card details or making electronic fund transfers up to the end of the Term.
12.8 We may charge interest at the rate of 12% per annum on any amounts unpaid 14 calendar days after the payment date. We reserve the right to engage external debt collection services for the collection of unpaid and undisputed debt, and the right to commence legal proceedings for any outstanding amounts owed to us. You will be liable for all costs involved, including legal fees where relevant.
12.9 All amounts are in Australian dollars and include GST.
12.10 You must pay all fees and other amounts without set-off or counterclaim under any circumstances including if a dispute exists in relation to the Services provided.
12.11 To the extent permitted by law, and as expressly set out in these Terms, all fees are non-refundable.
13. TERMINATION
13.1 To the maximum extent permitted by law, there will be no refunds for any unused portion of the Services, including if you decide to cease participating in a Program or the Services.
13.2 Despite anything to the contrary, we may, in our absolute discretion, refund or waive the fee payable for a Program, in circumstances where you succumb to a recognised health condition or injury that prohibits you from participating in the Program (and you provide sufficient evidence of the same to our reasonable satisfaction).
13.3 We may pause or terminate the Terms and our Services (including your participation in any Program) immediately at our sole discretion if:
(a) your account is in arrears for more than 14 days;
(b) you breach any confidentiality and/or intellectual property provisions in these Terms;
(c) you commit a serious breach or repeated minor breach of any part of these Terms;
(d) you breach our Code of Conduct;
(e) you act in a manner that is dangerous or abusive to any person;
(f) you are involved otherwise in any illegal activities; or
(g) you breach any terms and conditions set out on any direct debit request or authorisation form.
13.4 On termination of these Terms you agree that any payments made are not refundable to you, and you are to pay all invoices for Services rendered to you up to the date of termination and all other amounts due and payable under the Terms (including instalments you have not yet paid).
13.5 On termination or expiry of these Terms:
(a) you agree to promptly return (where possible), or delete or destroy (where not possible to return), our Confidential Information and Intellectual Property, and/or documents containing or relating to our Confidential Information and Intellectual Property;
(b) we will retain your documents (including copies) as required by law or regulatory requirements. Your express or implied agreement to the Terms constitutes your authority for us to retain or destroy documents in accordance with the statutory periods, or on termination of these Terms; and
(c) we will cease providing the Services to you, including by removing your access to all of our services, including learning portals, online communities and facility access and we will not be liable for any claims related to the removal of your access.
13.6 If set out in the Services, you may still have access to the training hub for a period of time after your Program ends.
13.7 The accrued rights, obligations and remedies of the Parties are not affected by the termination of these Terms.
14. FEEDBACK
14.1 Your feedback is important to us. We seek to resolve your concerns quickly and effectively. You agree to raise any concerns, problems or issues you may have concerning the Program to us directly in person or via phone or email and please note the disputes procedure set out below in these Terms.
15. AUSTRALIAN CONSUMER LAW
15.1 Certain legislation including the Australian Consumer Law (“ACL”) in the Consumer and Competition Act 2010 (Cth), and similar consumer protection laws and regulations may confer you with rights, warranties, guarantees and remedies relating to the provision of Services by us to you which cannot be excluded, restricted or modified (“Statutory Rights”). Nothing in these Terms excludes your Statutory Rights as a consumer under the ACL.
15.2 You agree that our Liability for the provision of the Services is governed solely by the ACL and these Terms.
15.3 Subject to your Statutory Rights, we exclude all express and implied warranties, representations and guarantees of any kind (whether under statute, law, equity or on any other basis) and all materials, work, goods and services (including the Services) are provided to you without warranties, representations and guarantees of any kind.
15.4 This clause 15 will survive the termination or expiry of these Terms.
16. LIABILITY - RECREATION ACTIVITIES
WARNING UNDER THE AUSTRALIAN CONSUMER LAW and CIVIL LIABILITY ACT 2002 (NSW)
16.1 By accepting these Terms, you agree that you have read the risk warning at clause 6.1(a), and you are aware that parts of the Services including fitness activities and boot camps are a recreational activity (as that term is defined in the Civil Liability Act 2002 (NSW)) and a recreational service (as that term is defined in the Competition and Consumer Act 2010 (Cth) and ACL and that they can be dangerous. Recreational activities include your participating in boot camps and fitness activities. You accept that there is a degree of risk and you acknowledge that by participating in boot camps and fitness activities you do so at your own risk.
16.2 You agree to release Project 808 Pty Ltd and any affiliates and all parties (including our employees, consultants, suppliers, subcontractors or agents) associated with organising and delivering the Services to you from any responsibility or legal liability in connection with the recreational activities or Services. You agree that any liability in relation to recreational activities or services for death, physical or mental injury (including aggravation, acceleration or recurrence of such an injury) or the contraction, aggravation or acceleration of a disease or the coming into existence, the aggravation, acceleration or recurrence of any other condition, circumstance, occurrence, activity, form of behaviour, course of conduct or state of affairs in relation to you,
(a) that is or may be harmful or disadvantageous to your or the community; or
(b) that may result in harm or disadvantage to you or the community in connection with the recreational activity or your attendance at an event or your participation in a boot camp or fitness activity is excluded.
16.3 This release does not apply to significant personal injury caused by reckless conduct by Project 808 Pty Ltd.
16.4 This clause 16 will survive the termination or expiry of these Terms.
17. LIMITATION OF LIABILITY
17.1 Despite anything to the contrary, to the maximum extent permitted by law:
(a) you warrant that you have not relied upon any warranty, representation, statement, offer or documentation made or provided by or on behalf of us (including as to whether the Services are or will be fit or suitable for your particular purposes), unless stipulated in these Terms;
(b) you agree that these Terms exclude all terms, conditions and warranties implied by statute, in fact or on any other basis, except to the extent such terms, conditions and warranties are fully expressed in these Terms;
(c) a Party’s liability for any Liability under these Terms will be reduced proportionately to the extent the relevant Liability was caused or contributed to by the acts or omissions of the other Party, including a failure to mitigate;
(d) our maximum aggregate liability for any Liability arising from or in connection with these Terms is limited to us re-supplying the Services to you, or, at our option, refunding to you the amount you have paid us for the Services to which your claim relates, or one hundred dollars (AUD$100) if no such payments have been made, as applicable;
(e) we will not be liable for any consequential loss, indirect loss, real or anticipated loss of profit, loss of benefit, loss of revenue, loss of business, loss of goodwill, loss of opportunity, loss of savings, loss of reputation, loss of use and/or loss or corruption of data, whether under statute, contract, equity, tort (including negligence), indemnity or otherwise;
(f) we will have no Liability, and you release and discharge us from all Liability, arising from or in connection with:
1) any event or circumstance beyond our reasonable control (including Force Majeure);
2) any loss, theft or damage to your property (including personal items);
3) any Third Party Inputs and any works, services, goods, materials or items which do not form part of the Services (as expressed in these Terms), or which have not been provided by us;
4) any acts or omissions of you or any third party, including any other participant in a Program;
5) your reliance on any information provided in the Services;
6) any decisions that you may make in connection with the Services (including any information that you choose to disclose about your business, yourself or your health);
7) lack of suitability or benefit (or the absence of, or reduction in, any anticipated result, outcome or benefit) with respect to the Services; and/or
8) where the provision of Services depends on your information or response, we have no liability for any Liability for a failure to perform the Services in this estimated period, which is affected by your delay in response, incomplete or incorrect information.
17.2 This clause 17 will survive termination or expiry of these Terms.
18. INDEMNITY
18.1 Despite anything to the contrary, to the maximum extent permitted by law, you agree to indemnify us, defend us and hold us harmless in respect of any Liability what we may suffer, incur or otherwise become liable for, arising from or on connection with:
(a) any property or equipment loss or damage, or personal injury, arising from or in connection with your acts or omissions;
(b) you infringing the rights of any third party (including Intellectual Property Rights);
(c) and/or any breach of confidentiality.
18.2 This clause 18 will survive the termination or expiry of these Terms.
16. GENERAL
19.1 Assignment: You must not assign or deal with the whole or any part of your rights or obligations under these Terms without our prior written consent.
19.2 Competitors: You are prohibited from using our Services, including Our Materials, in any way that competes with our business. If you breach this term, we will hold you responsible for any Liability we suffer, and hold you accountable for any profits that you may make from non-permitted use.
19.3 Counterparts: These Terms may be executed in any number of counterparts that together will form one instrument.
19.4 Disputes: A Party may not commence court proceedings relating to any dispute, controversy or claim arising from, or in connection with, these Terms (including any question regarding its existence, validity or termination) (Dispute) without first meeting with a senior representative of the other Party to seek (in good faith) to resolve the Dispute. If the Parties cannot agree how to resolve the Dispute at that initial meeting, either Party may refer the matter to a mediator. If the Parties cannot agree on who the mediator should be, either Party may ask the Law Society of New South Wales to appoint a mediator. The mediator will decide the time, place and rules for mediation The Parties agree to attend the mediation in good faith, to seek to resolve the Dispute. The costs of the mediation will be shared equally between the Parties. Nothing in this clause will operate to prevent a Party from seeking urgent injunctive or equitable relief from a court of appropriate jurisdiction. This clause will survive the termination or expiry of these Terms.
19.5 Email: You acknowledge that we are able to send electronic mail to you and receive electronic mail from you. You release us from any claim you may have as a result of any unauthorised copying, recording, reading or interference with that document or information after transmission, for any delay or non-delivery of any document or information and for any damage caused to your system or any files by a transfer.
19.6 Entire Agreement: These Terms and any document expressly referred to in them represent the entire agreement between you and us and supersede any prior agreement, understanding or arrangement between you and us, whether oral or in writing.
19.7 Force Majeure: We will not be liable for any delay or failure to perform our obligations under these Terms if such delay is due to any circumstance beyond our reasonable control (including but not limited to epidemics, pandemics and Government sanctioned restrictions and orders), whether known or unknown at the time of entering into these Terms.
19.8 GST: If and when applicable, GST payable on our Services will be set out on our invoices. By accepting these Terms, you agree to pay us an amount equivalent to the GST imposed on these charges. GST means GST as defined in the A New Tax System (Goods and Services Tax) Act 1999 (Cth) as amended from time to time or any replacement or other relevant legislation and regulations.
19.9 Jurisdiction & Applicable Law: These terms are governed by the laws of New South Wales and the Commonwealth of Australia. Each party irrevocably and unconditionally submits to the exclusive jurisdiction of the courts operating in New South Wales.
19.10 No commercial use: Our Services are for your personal, non-commercial use only. You must not use our Services, or any of Our Materials, for commercial purposes, including any advertising or advertising revenue generation activity on your own website, without obtaining a licence to do so from us.
19.11 Notice: Any notice required or permitted to be given by either party to the other under these conditions must be in writing addressed to the relevant address last notified by the recipient to the Parties. Any notice may be sent by standard post or email, and notice will be deemed to have been served on the expiry of 48 hours in the case of post, or at the time of transmission in the case of transmission (or, where the time of transmission is not on a business day, 9am on the next business day).
19.12 Online Execution: These Terms may be executed by means of such third party online document execution service as we nominate subject to such execution being in accordance with the applicable terms and conditions of that document execution service.
19.13 Publicity: You agree that we may advertise or publicise the broad nature of our provision of the Services to you, including on our website or in promotional material. If you provide us with photographs or videos of you at an event or participating in a Program, including via email or by tagging us on social media, you consent to us publishing such photographs and details (including but not limited to your name, location and date) for our marketing purposes including on the Site and social media. Please let us know if you would not like us to use such photographs or videos or publicise our provision of the Services to you.
19.14 Privacy: We agree to comply with the legal requirements of the Australian Privacy Principles as set out in the Privacy Act 1988 (Cth) and any other applicable legislation or privacy guidelines.
19.15 Referral: On request by you, we may provide you with contact details of third party specialists. This is not a recommendation by us for you to seek their advice or to use their services. We make no representation or warranty about the third party advice or provision of services, and we disclaim all responsibility and liability for the third party advice or provision of services, or failure to advise or provide services.
19.16 Relationship of parties: The Terms are not intended to create a relationship between the parties of partnership, joint venture, or employer-employee.
19.17 Severance: If any provision (or part of it) of the Terms is held to be unenforceable or invalid in any jurisdiction, then it will be interpreted as narrowly as necessary to allow it to be enforceable or valid. If a provision (or part of it) of these Terms cannot be interpreted as narrowly as necessary to allow it to be enforceable or valid, then the provision (or part of it) must be severed from these Terms and the remaining provisions (and remaining part of the provision) of the Terms are valid and enforceable.
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