Terms and Conditions

 

Permission to use the Materials of Business For Life Pty Ltd T.A. Momentum Business Improvement Specialists (hereinafter known as Momentum) is conditional upon you agreeing to these Terms and Conditions.  Momentum is (“we, “us”, “our”) and the party named at “Company/Business Name” in the Membership Application Form is (“you”, “your”) in this agreement.  This agreement is the entire Agreement between you and us, all prior agreements, promises or representations are merged herein.

 

1. LICENCE
   • Pursuant to these Terms and Conditions you acquire a non-exclusive right to use the Materials on these Terms and Conditions for as long as you remain up to date with the Membership Fees.
   • The Club Materials you receive are confidential and proprietary, and cannot be used, disclosed or duplicated except within your own business. These Materials are protected by copyright laws and no unauthorised copying, adaptation, distribution, storage or displays are permitted.
   • You agree that you will not use the Materials in any way whatsoever except as specified in these Terms and Conditions.
   • You remain wholly responsible for the use of the Materials by your personnel and must ensure that their use of the Materials accords with these Terms and Conditions as if they were bound by them.
2.  TERM
   • Your Membership commences following your initial payment and continues until either party terminates it in accordance with clause 9.

 

3.  FEES
   • By accepting these terms, you agree to pay the fee, as set out in the Membership Application pages or as varied from time to time.

 

4.  OBLIGATIONS
   • Your Commitment: The purpose of the Club is to help you achieve your goals and improve your results. To achieve these results, a number of commitments need to be made by each Member.  Your commitment includes:
     • That you attend and participate at all Club videoconferencing sessions whenever practicably possible.
     • That you be actively involved in helping other Members.
   • Access to the Materials may be granted by providing you with a user name(s) and password(s) (login details). You agree that you will not reveal these login details to any other person except with specific permission from Momentum.
   • You agree to comply with all applicable laws in relation to your Membership and your use of the Materials.
   • You agree that you are solely responsible for the use, supervision, management and control of the Materials by you and your personnel and agree to protect the Materials at all times from misuse, damage, destruction or any form of unauthorised use.
   • You will not:
     • Copy or reproduce the Materials by any means or in any form without prior written consent;
     • Edit, modify or merge the Materials with any other third party Materials or software without our prior written consent; or
     • Reverse compile or directly or indirectly allow or cause a third party to reverse compile the whole or any part of the Materials; or
     • Remove any copyright or other similar notices on the Materials.

 

5.  INTELLECTUAL PROPERTY
   • You agree that the Materials contain proprietary information that is owned or licensed by us, and is protected by applicable intellectual property and other laws, including but not limited to copyright.

 

6.  LIABILITY AND INDEMNITY
   • Our services are advisory. You bear sole responsibility for the use and implementation of these services in your business. You agree to forever indemnify and hold us harmless from and against any loss, cost or expense resulting from your activities related to the subject matter in this document.
   • While we will be providing you with guidance, direction and program materials, such a role is advisory and not of actually doing the activity itself. You will be primarily accountable for producing the results during the Coaching Club Program.
   • The Materials are provided to you at your own risk and you indemnify and release us to the fullest extent permitted by law from all claims resulting directly or indirectly from our provision of the Materials to you.
   • Without prejudice to our other rights under these Terms and Conditions, you agree to indemnify and keep us indemnified against any loss, damages, expenses and costs incurred or suffered as a result of any of the following:
     • A breach of these Terms and Conditions by you; and
     • A wilful or negligent act or omission by you.
   • All express or implied warranties, representations, statements, terms and conditions relating to the Materials and these Terms and Conditions are excluded to the maximum extent permitted by law.
   • Nothing in these Terms and Conditions excludes, restricts or modifies any term, condition, warranty, right or remedy implied or imposed by any statute or regulation which cannot lawfully be excluded, restricted or modified, including the Competition and Consumer Act 2010 (Cth.) and corresponding Australian state or territory legislation, which contain provisions including implied conditions and warranties that apply to these Terms and Conditions or the Materials (implied terms).
   • If there are any implied terms and we are able to limit your remedy for a breach of such implied term, then our liability for breach is limited to one or more of the following at our option:
     • In the case of goods, the replacement of the goods or the supply of equivalent goods, the repair of the goods, the payment of the cost of replacing the goods or of acquiring equivalent goods, or the payment of the cost of having the goods repaired; or
     • In the case of services, the supplying of the services again, or the payment of the costs of having the services supplied again.
   • Subject to our obligations with respect to implied terms, to the maximum extent permitted by law, we exclude all liability for all claims under or relating to these Terms and Conditions.

 

7.  ASSIGNMENT
   • You are not authorised to assign this licence without our prior written consent
   • Any unauthorised assignment by you of this licence is not effective
   • You must not grant a security interest in this licence or the Materials to any third party.

 

8.  PAYMENT TERMS
   • You agree to pay the Membership Fee specified in the online checkout, as varied from time to time.
   • Your fee will be debited to your nominated account or credit card immediately following your initial purchase of the membership. It will then be billed monthly thereafter.
   • You must:
     • Ensure sufficient funds are available in the nominated account each month to meet the monthly Membership Fee; and
     • Advise us if the nominated account details change or the account is closed, and make alternative arrangements for payment if this occurs.
   • Your nominated account or credit card will be debited your Membership Fee monthly in accordance with the details laid out in the membership pages until terminated in accordance with clause 9.
   • If your monthly Membership Fee is not paid on the due date, we reserve the right to cancel your Membership and access to the Materials until such time as all Membership Fees have been paid.
   • We reserve the right to recover from you all costs associated with your failure to pay the Membership Fee including legal costs.

 

9.  TERMINATION
   • Subject to clause 10 you may only terminate your Membership at any time by emailing [email protected] but NO REFUND will be payable for the remainder of the month nor for any other reason whatsoever.
   • Where your Membership is terminated, any fees that are unpaid at the date of termination must be paid and we may take action to recover the outstanding payments.
   • We may terminate your Membership immediately if you:

• Breach any term of these Terms and Conditions;
• Fail to pay your Membership Fee;
• If you are a natural person, you take any step which results or may result in you becoming an insolvent under administration as defined in section in section 9 of the Corporations Act 2001 (Cth.); or
• If you are a corporation, you are or take any step which results or may result in you becoming an externally administered body corporate as defined in section 9 of the Corporations Act 2001 (Cth.).

 

10.  VARIATION
    • We reserve the right at any time to vary the Membership Fees, these Terms and Conditions, any aspect of our products and services or your Membership. We will give you at least one month’s prior written notice of this occurring.
    • You will be taken to have agreed to a variation if you do not provide written notice within 14 days of receiving notice of the variation that you wish to terminate your Membership. Failure to terminate your Membership will be taken as authorisation for us to vary any direct debits to your credit card or bank account accordingly.
    • We reserve the right to replace your Club facilitator with another facilitator should it, in our opinion, become necessary.

 

11.  CHANGE OF DETAILS
    • You agree to advise in writing immediately if there is any change to the personal details or payment details specified in the checkout.

 

12.  GOVERNING LAW
    • These Terms and Conditions will be governed under and construed in accordance with the laws in force in the state of NSW and the parties irrevocably submit to the jurisdiction of the courts of NSW.

 

13.  CONFIDENTIALITY
    • As an authorised representative of the company specified on the front of this form, you agree that any information (written or verbal) which is disclosed is confidential and that relates to any other member’s assets, business, financial affairs, business transactions, business methods, records, forms, charges, trade secrets or know-how, including without limitation its dealing with third parties that is not otherwise public knowledge, will be treated as private and confidential and you will take all reasonable steps necessary to preserve its confidentiality. You also agree that any information, systems, methods or tools from your involvement in the Club are to be used only for the development of your company

 

14.  DEFINITIONS
    • In these Terms and Conditions:
      • Claim means in relation to a person, a claim, demand, remedy, suit, injury, damage, loss, cost, liability, action, proceeding, right of action, claim for compensation or reimbursement or liability incurred by or to be made or recovered by or against the person, however arising and whether ascertained or unascertained, or immediate, future or contingent.
      • Materials means all of our software, information contained on our website, our products and services, and documents provided to you in connection with your Membership or otherwise.
      • Membership Fee means the fees specified in the Membership Application Checkout or other fees as charged by us to you and as varied from time to time.
      • Personnel means in relation to a party means the party’s officers, office-holders, employees, agents and contractors.