Terms & Conditions
Effective Date: December 2020
“Advertiser” means a subscriber or member advertiser who has set up an account and offers their sleep consulting Services by advertising on the Website.
“Content” means any and all material, links, words, images including but not limited to any goods and services the advertiser or subscriber submits, advertises or links to the Website.
“Customer” means a person who is seeking advice or assistance from a sleep consultant via the Website.
“Fees” means fees that we charge you in order to use the Website as an Advertiser, and as further described in the “Fees” clause of this Agreement.
“Services” includes any consultations, classes, courses, sessions, services or other arrangements provided by an Advertiser to a Customer.
“Service Prices” means the prices that the Advertiser will charge Customers for the Services.
“Website” means www.sleepschool.com.au.
“We”, “our” and “us” means Leanne Clothier t/a Sleep School (ABN 96 002 807 159).
“You” means the Advertiser who is using the Website. By using our Website, this Advertiser agrees to these Terms.
ROLE OF SLEEP SCHOOL
We provide a platform to allow Advertisers including sleep consultants and sleep consultant businesses to connect with each other, share information and connect with Customers. We are acting as a neutral facilitator only by providing an information and classified service that brings together Advertisers and Customers. We are not a party to any transaction between any Advertisers and Customers that may originate on or through the Website.
By continuing to use the Website you warrant and acknowledge that you have had the chance to review and consider the Terms, that you understand the Terms and that you agree to be bound by the Terms. If you do not understand the Terms or do not agree to be bound by them then you must stop using the Website immediately. We only agree to provide use of the Website to you if you agree to these Terms. By continuing to use the Website you represent and warrant to us that you have legal capacity to enter these Terms.
You must register and set up your account, and pay the Fees in order to advertise your business and Services on our Website.
We review and vet all accounts and advertisements before publishing them on the Website.
We reserve the right, in our sole discretion, to refuse to register your account or post your advertisement on the Website.
You are responsible for setting your own Service Prices.
Unless otherwise specified, your Service Prices are exclusive of Goods and Services Tax (“GST”) as well as any other taxes or charges (such as payment processing charges). You are responsible for collecting and remitting any applicable taxes and charges in relation to the Service Prices.
In order to operate as an Advertiser on the Website, you are required to pay the Fees to us.
Our Fees are charged annually in advance and are updated from time to time, but the current Fee for any upcoming year will be posted on our Website.
Unless otherwise specified, our Fees are exclusive of GST as well as any other taxes or charges (such as payment processing charges). We reserve the right to charge GST as well as any other applicable taxes or charges on top of the Fees. Any applicable taxes and charges will be disclosed to you at the time of payment.
LICENCE TO USE WEBSITE
Subject to these Terms, we grant you a licence to use the Website. The licence created under these Terms is non-exclusive, limited, non-transferable, worldwide and revocable. You may not use the Website for any purpose other than in accordance with the licence that is provided under this clause, and this licence to use the Website terminates upon your cessation of use of the Website or upon termination of these Terms.
YOUR WARRANTIES AND ACKNOWLEDGEMENTS
To be eligible to subscribe to our Website, you agree to the following:
You warrant that:
The information you post or advertise on the Website is genuine, true and accurate;
You are at least 18 years old and you have the full legal authority to enter these Terms on behalf of yourself and/or your organisation;
Any Content you post will not breach any regulations, restrictions or third party rights;
You will keep your information updated and any Content you include on your advertisement, links or Website complies with applicable laws, codes and regulations;
All material and Content you link to or from our Website is accurate, reliable, up-to-date, lawful, and not misleading;
Your registration details and Content are accurate and up-to-date at all times;
You will at all times abide by the Australian Consumer Law (“ACL”) requirements including but not limited to the re-supply or refund of any goods or services you supply or provide which do not meet ACL requirements;
You will fully indemnify us for any breach of the ACL, including any legal costs incurred in defending any claim;
You will ensure that you adhere to good practice service standards for the supply of goods and services to Customers in a timely and responsive manner;
You will, at your own expense, and at all times while operating as an Advertiser, meet any relevant safety standards as well as legal, regulatory, certification and licensing requirements in relation to sleep consulting, working with infants, and operating a sleep consulting business in your local jurisdiction;
Any advice or information that you publish or provide via the Website, or that you provide to any Customers, shall be based on current research and evidence based principles and guidelines;
You will regularly review and update your policies, procedures and advice to ensure that they are maintained in line with best practice principles and guidelines;
You will, at your own expense, obtain and maintain, at all times while operating as an Advertiser, public liability insurance with a reputable insurer, with a minimum coverage limit of $20 million per claim, or such other amount as notified by us in writing (“Insurance”);
You will nominate us as an interested party under the Insurance;
You will provide evidence to us, which demonstrates to our satisfaction that you have complied with this “Your Warranties and Acknowledgements” clause including but not limited to a copy of any relevant licences or permits and evidence of your Insurance;
You will immediately notify us and will immediately stop offering Services via the Website in the event that you lose your relevant licence or permit, or you fail to comply with any relevant safety standards as well as legal, regulatory, and licensing requirements in relation to sleep consulting, working with infants, and operating a sleep consulting business;
You will not do anything to void your Insurance and you will immediately notify us and immediately stop offering Services via the Website in the event that any circumstances arise which cause your Insurance to be void or otherwise expired;
You will notify us of any change in ownership or control of your business (for example, if your business is sold to a new owner);
You will register for GST and will remain registered for GST (if you are based in Australia) at all times while operating as an Advertiser;
You will only offer Services via the Website which have been approved by us;
In the event that you offer Services via the Website, you will only do so on the terms and conditions set out in these Terms and on no other terms and conditions;
You shall ensure that the Service Prices on the Website will be the same as available on any other websites or apps including your own website or app;
You shall regularly review (and if necessary, update) Service Prices and descriptions on the Website. You assume any liability for wrong Service Prices, wrong Service descriptions, Service unavailability or any other incorrect information on the Website;
By using the Website, you represent that you are doing so in good faith, you have the legal right and authority to offer the Services, and you will present all information in a true and correct manner to Customers.
You acknowledge and agree:
We are a facilitator only for the purposes of permitting businesses and individuals to post their advertisement on our Website but we do not guarantee any bookings, business, increase in traffic or otherwise; and
Any Services you provide through the Website are provided under a direct contractual relationship between you and the relevant Customer that may find you by visiting our Website. We are not a party to any contract or relationship between you and any Customer;
Any disputes, issues, dealings and complaints are to be handled directly between you and the Customer and we are not to be involved. You agree to indemnify us for any claim which may result directly or indirectly from your action or inaction with any Customer;
You will manage all Customer disputes in good faith and in accordance with the ACL and any other legal requirements. We are not to be involved at any time and are not responsible directly or indirectly for any dispute with any Customer regarding your provision of the Services. We make no warranty that the Website will meet your requirements or will be available on an uninterrupted, secure or error-free basis. We will do our best to ensure the Website is always available and free of errors or viruses but from time-to-time, and in some instances, this may not be the case as it may be out of our immediate control. We will notify you if the Website becomes unavailable for any lengthy and unusual time period.
By using the Website, you authorise us to use, reuse and to grant others the right to use and re-use your Content and any reproduction or similar in any form of media or technology for any purpose related to the Website.
The Website uses third party vendors and hosting partners to provide the necessary software, hardware, service and storage.
We reserve the right, in our sole discretion, to remove any Advertiser, or any Advertiser’s information from the Website at any time;
We reserve the right, in our sole discretion, to remove any products or services from the Website at any time;
We retain the absolute and unconditional right to determine the nature of all other businesses using the Website and all products and services offered for purchase (including products and services that are the same or similar to your products and services);
We retain the absolute and unconditional right to determine the manner in which the Website is presented;
You use the Website at your sole risk;
We are not responsible for, nor affiliated with, any particular Advertiser or Customer beyond providing the Website;
We do not guarantee any business, increase in revenue, traffic or otherwise from the listing of your Services;
The Website may use third party vendors and partners to provide the necessary software, hardware, service and storage.
In addition to other prohibitions as set forth in these Terms, you are prohibited from using the Website:
For any unlawful purpose;
To solicit others to perform or participate in any unlawful acts;
To violate any international, federal, or state regulations, rules, laws, or local ordinances;
To infringe upon or violate our intellectual property rights or the intellectual property rights of others;
To harass, abuse, insult, harm, defame, slander, disparage, intimidate, or discriminate based on gender, sexual orientation, religion, ethnicity, race, age, national origin, or disability;
To upload, post, host or transmit unsolicited material or messages to the Website;
To submit false or misleading information;
To upload or transmit viruses or any other type of malicious code that will or may be used in any way that will affect the functionality or operation of the Website, any other websites, or the internet;
To post or transmit any malware, viruses, worms, trojan horses or any other contaminating or destructive code, or to otherwise interfere with the proper working of our business, or the Website;
To collect or track the personal information of others;
For any obscene or immoral purpose;
To interfere with or circumvent the security features of the Website, any other websites, or the internet;
To spam, phish, pharm, pretext, spider, crawl, or scrape; or
To attempt to decipher, decompile, disassemble, or reverse-engineer any of the software comprising or in any way making up a part of our business, or the Website.
We reserve the right to terminate your use of the Website or any related website for violating any of the prohibited uses set out in this Agreement.
Through your use of the Website, you may provide us with some of your personal information. By using the Website, you authorise us to use your information in Australia and any other country where we operate.
You must, and must ensure that your officers, employees, agents and sub-contractors, comply with the Australian Privacy Principles and other applicable laws in respect of any personal information collected by you through the Website or any associated services.
We reserve the right to disclose your name and any other personal details of any Advertiser to any law enforcement authority or other competent authority or to any person for the purpose of legal proceedings, prosecution, investigation or any breach, alleged breach of the law or these Terms.
CONSENT TO DATA USE
Through the Website, we may engage in affiliate marketing whereby we receive a commission on or a percentage of proceeds of sales of third party goods and services that occur through our Website.
Through the Website, we may accept advertising and sponsorships from commercial businesses whereby third parties pay us to advertise on the Website, or we may receive other forms of advertising compensation.
THIRD PARTY LINKS
You hereby acknowledge that we may from time to time include links or references to other websites or apps, other content or other materials (hereinafter “Third Party Links”), none of which are controlled by us.
You hereby acknowledge that these Third Party Links are provided for your information only and that we do not make any representations, warranties or guarantees as to the accuracy, completeness, performance, reliability, timeliness, quality or suitability for a particular purpose of these Third Party Links. We do not endorse, approve or support these Third Party Links. You use the Third Party Links at your own risk.
CANCELLATION AND TERMINATION
You may terminate your membership at any time by providing 30 days’ written notice. Once your request for termination has been processed (which may take up to 30 days), you will not be charged any further Fees. Any Fees which you pay give you access to the Website and your account for a period of one year, and after terminating your membership, you may continue to access the Website and your account for the remainder of that period.
WE MAY TERMINATE YOUR ACCOUNT AND ADVERTISEMENT AT ANY TIME: We have the right to terminate your membership for any reason, at any time. You agree that we may, in our sole discretion, terminate or suspend your access to the Website with or without notice and for any reason, including, without limitation, breach of these Terms. Any suspected fraudulent, abusive or illegal activity may be grounds for terminating your membership and may be referred to the appropriate law enforcement authorities.
If we have reasonable grounds to suspect the information you provide on your profile, account or advertisement on our Website is untrue, inaccurate or incomplete, or that you have breached any Terms, if your content is offensive, or for any other reason including if, in our opinion, you have breached the purpose of our Website, at our sole discretion we have the right to immediately withdraw your advertisement and information links and to terminate your account. We may also deny the use of our Website to you in the future and we are not obligated to return any subscription or registration monies in the event of any breach.
Upon such termination, regardless of the reasons, your right to use the Website immediately ceases and you acknowledge and agree we may immediately deactivate or delete your account and all related information and files. We may also bar you from any further access to our Website. We shall not be liable to you or any third party for any claims or damages arising out of any termination or suspension or any other actions taken by us in connection with such termination or suspension.
We may, but are not obligated to, remove any Content that we determine in our sole discretion may be unlawful, offensive, defamatory, obscene, or otherwise objectionable, which violates a third party’s intellectual property rights or which violates these Terms.
We are not required to provide any refund or part thereof to you for such termination of your subscription.
You agree and acknowledge that we are not liable for any direct, indirect, consequential or incidental loss or damage which may result from your advertisement on the Website. You acknowledge, agree and undertake that you shall be the legally responsible party for any Content placed by you in respect of any legal proceedings in any competent jurisdiction worldwide and you agree and undertake to indemnify us and keep us at all times fully indemnified from and against any claims, demands, costs, damages or awards whatsoever arising directly or indirectly as a result of any content placed by you on the Website.
You agree and acknowledge that we are not liable for any direct, indirect, consequential or incidental loss or damage which may result from your use of the Website or from any advertisement or links on the Website.
We are in no way to be held liable, directly or indirectly, for any loss, injury or damage that may result from any reliance on any advice, information or otherwise indirectly related to your use of our Website.
Our liability is governed by the ACL, including any consumer guarantees provided by the ACL that cannot be excluded or modified. All other conditions and warranties which may be implied by custom, or statute are expressly excluded by these Terms.
Under this Liability clause, you agree and acknowledge that we are not liable for any reliance by you on any information that you receive via the Website, and we are not liable for any loss or damage which may result from your access to or inability to use the Website.
You assume all risk in using the Website and we cannot be liable for your use of or reliance on the Website. While we endeavor to keep the Website up-to-date and correct, we make no representation or warranties of any kind, express or implied, about the completeness, accuracy, reliability, suitability or availability with respect to the Website for any particular purpose and we provide it for your informational purposes only, based on our own opinions. Any reliance you place on such information is therefore strictly at your own risk.
Our liability to you will not exceed the Fees actually paid by you to us in the preceding 12 month period.
In addition to any other indemnities that you provide elsewhere in these Terms, you hereby indemnify us (which, for the sake of clarity, also includes any of our employees, affiliates, agents or other representatives) and you agree to defend us and to hold us harmless in relation to any and all claims, suits, demands, actions, liabilities, costs and expenses (including legal costs and expenses on a full indemnity basis) which may arise from or relate to your use or misuse of the Website. You agree that we may select our own legal representation and may participate in our own legal proceedings if we choose.
In addition, you agree to fully indemnify us for any and all claims by Customers or any third parties which may result from your advertisement, Content or links on the Website or any business you conduct with any Customer. We are not responsible for your Content or Services or for your breach of any third party rights. We are also not responsible for any claim by any third party which may be a result of your links, material or Content on your own website, business or otherwise. You agree you will fully indemnify us and, wherever possible, take over and manage any claim which may result from any one of your Customers whether direct or indirect.
Our failure to exercise or enforce any right or provision of these Terms shall not constitute a waiver of such right or provision.
No agency, partnership, joint venture, or employment is created as a result of these Terms, and you do not have any authority of any kind to bind us in any respect whatsoever.
THIRD PARTY INFRINGEMENT
In the event that you become aware of any infringement or any threatened infringement of any of our intellectual property rights in relation to the Website, or of any common law 'passing off' in relation to any of our intellectual property rights, (for example, if you discover that one of your employees or any other person is engaging in this conduct) then:
You must immediately notify us of such infringement or 'passing off'; and
You must take all reasonably necessary steps, including executing all necessary documents, and you must cooperate in good faith, in order to protect and enforce our intellectual property rights.
CHANGES TO TERMS
You hereby acknowledge and agree that these Terms may be varied or amended from time to time in our sole discretion. If you continue to use the Website and our advertising services following any such variation or amendment, you will be deemed to have confirmed and agreed to the new Terms as varied or amended.
You agree to routinely monitor these Terms and to refer to the effective date posted at the top of these Terms in order to monitor any modifications or variations. You further agree to clear your cache when doing so in order to avoid accessing a prior version of these Terms.
In the event that you fail to monitor any modifications to or variations of these Terms, you agree that such failure shall be considered an affirmative waiver of your right to review the modified or varied Terms.
No agency, partnership, joint venture, or employment is created as a result of these Terms, and you do not have any authority of any kind to bind us in any respect whatsoever.
None of our powers or rights created under these Terms shall be deemed to have been waived by any act or acquiescence by us. Our powers or rights under these Terms may only be waived by us in writing. No waiver by us of any power or right under these Terms shall constitute a waiver of any other power or right or of the same power or right on a future date. Our failure to enforce any provisions of these Terms shall not constitute waiver of such provision or any other provision.
If any provision of these Terms is held to be unenforceable, then these Terms will be deemed amended to the extent necessary to render the otherwise unenforceable provision, and the rest of these Terms, valid and enforceable. If a court declines to amend these Terms as provided herein, the invalidity or unenforceability of any provision of these Terms shall not affect the validity or enforceability of the remaining provisions, which shall be enforced as if the offending provision had not been included in these Terms.
SURVIVAL OF OBLIGATIONS
Notwithstanding any other provisions of these Terms, at the termination, expiration or completion of these Terms, any provisions of these Terms which would by their nature be expected to survive termination, expiration or completion shall remain in full force and effect, including but not limited to any provisions which are explicitly stated to survive termination, expiration or completion.
These Terms are governed by the laws of Victoria which are in force from time to time and both you and we agree to submit to the non-exclusive jurisdiction of the Courts of Victoria for determining any dispute concerning these Terms.
You may contact us about these Terms at firstname.lastname@example.org