Terms and Conditions - Subscription Purchase

Conditions of Sale

These terms and conditions disclose the basis on which Workforce Guardian Pty Ltd ("WG") provides its online products and services to you. You must read these terms and conditions before using the online products and services. By clicking the Agreement checkbox you accept and are bound by these terms and conditions. This agreement will continue for the term that WG provides the online products and services to you, other than for certain obligations outlined below which survive beyond the term of this agreement.

WG may change these terms and conditions from time to time. These changes will be effective upon the next renewal period. Your continued use of the secure platform ("Platform") and/or the online products and services following such renewal will represent an agreement by you to be bound by the terms and conditions as amended.

Disclaimer

In using the Platform and the online products and services, you acknowledge that WG is an information service provider and not a law firm. WG provides expert advice, butdoes not provide legal advice. You will not rely on your use of this website as a substitute for legal advice. WG will use all reasonable commercial care and attention to provide the online products and services in the manner described in the Website (workforceguardian.com.au) ("Website") and the Platform and to ensure that all relevant material is compliant with Australian Commonwealth legislation. However, WG cannot guarantee that all material is compliant with all applicable State and Commonwealth legislation.

In providing the online products and services to you, WG will rely on the information provided by you. You acknowledge that the content of the documents created using the online products and services will depend on the answers you provide to questions during the intelligent document creation procedures and that documents created using the online products and services are intended for use in ordinary situations only and are not appropriate for use in special or unusual circumstances. If you are unsure whether certain circumstances are special or unusual, WG recommends that you seek legal advice. WG does not make any representation concerning, nor warrant the accuracy, adequacy or completeness of, the information provided on the Platform or through the online products and services. WG does not accept any responsibility whatsoever for any losses suffered as a result of reliance, either wholly or in part, by you or any other party upon the accuracy or currency of any content contained on the Platform or otherwise provided by WG products and/or services.

Authorised User

You acknowledge that you are entering into these terms and conditions on behalf of yourself and up to 10 other registered users. You represent and warrant that you are authorised to use the Platform and the online products and services and that you have capacity to be bound by these terms and conditions. You further represent and warrant to us that you are duly authorised and have the power and authority to bind the other registered users. If you are entering into these terms and conditions on behalf of your employer, you represent and warrant to us that you are duly authorised and have the power and authority to bind your employer. You agree to keep your username and the password that you use to log into the Platform confidential and to ensure that all registered users are aware of these subscription terms and conditions.

Online Products and Services

The online products and services provided by WG are as outlined on the Website and the Platform at the date of purchase. As part of WG's continual development program, the online products and services may change from time to time. WG reserves the right to change these online products and services from time to time. These changes will be effective immediately upon notification on the Platform.

Support and Help Desk Services

View the WG terms and conditions for support and help desk services.

Service Availability and Security

All WG servers are managed in a secure environment. However, from time to time, delays or interruptions may occur in WG providing the online products and services to you. You acknowledge that WG will not be responsible for any such delay or interruptions and that WG will not have any liability to you for any failure or delay in delivering the online products or services to you.

Subscriptions, Fees and Payment

WG online products and services are provided on the basis of an annual subscription which commences on the day you make your first subscription payment and continues until you elect not to renew your subscription at its next renewal date or WG terminates your subscription. WG will contact you at least 30 days prior to each subscription renewal date in order to confirm that you wish to renew your subscription.

For payments made by credit card, you authorise WG to process payments to that credit card for all subscription charges including renewals , unless you cancel your subscription with effect from the next renewal date.

WG may provide a monthly payment plan for certain online products and services. Monthly charges will be processed to your nominated credit card and you will remain liable for all charges for the full period of the annual subscription.

Charges for support and help desk services, where levied, will be processed to your credit card at completion of the service. Each enquiry will be individually quoted and in accepting the quote you are agreeing to pay the charges when processed.

 

GST

All fees and charges disclosed on the Platform are inclusive of GST at the current rate and may be increased as a result of any changes in the rate of GST. GST has the meaning used in the A New Tax System (Goods and Services Tax) Act 1999 and any applicable rulings issued by the Australian Commissioner of Taxation.

No refund

WG reserves the right to terminate your subscription at any time for non-payment of any subscription invoice or for breach of any of these terms and conditions. If your subscription is terminated, or you choose to stop using your subscription, the following will apply:

• if payment for the entire annual subscription period has been received in full, WG will be under no obligation to refund any part, or all, of the fees paid for the subscription; and
• if payment for the entire annual subscription period or any support invoice has not been received in full, you remain liable and responsible to pay your then current subscription in full.

Privacy

In providing the online products and services to you, WG undertakes to comply with the terms of its Privacy Policy.

Your information

All documents, forms and other information created by you through the use of the online products and services are maintained on secure servers. WG and its suppliers will take all reasonable steps to maintain the confidentiality of, and restrict access to, this information and will not disclose any of this information to anyone unless required to do so by law. Unfortunately, no data transmission over the Internet can be guaranteed as totally secure. Whilst WG strives to protect such information, WG does not warrant, and cannot ensure, the security of any information that you transmit to WG and any information which you transmit to us is therefore transmitted at your own risk.

Subject to the intellectual property attributable to the underlying forms, documents, agreements, templates, notes and alerts, the information provided by you will remain your property and all copies of your information will be deleted from the WG servers within 30 days of your subscription terminating. You should make yourself aware of your legal obligations in respect of retention periods for business documents. If you wish to download copies of this information, you must advise WG in writing before the termination of your subscription.

Intellectual Property

WG either owns or is licensed to use the intellectual property rights, including the copyright, in the WG online products and services and all associated materials, including without limitation, all forms, documents, agreements, templates, notes and alerts or materials produced in connection with the online products and services, before or during the term of your subscription, and any material, methodologies, software, know-how or procedures notified or provided to you.

WG grants you a restricted licence to use and print the forms, documents, agreements, templates, notes and alerts available as part of the online products and services and created through the use of those products and services within the ordinary course of your business and in respect of your employees only. You may not provide the materials or any part thereof to any third party. This restriction is strictly enforced and security systems are in place to monitor unauthorised use of WG materials.

Any infringement of WG's intellectual property rights including, but not limited to, the copying, reproduction or distribution of WG's information or software outside of the terms of the restricted licence granted above, will constitute grounds for immediate termination of your subscription in addition to any other action WG may take to protect its rights.

No Warranty

To the full extent permitted by law, WG excludes any and all express or implied warranties, guarantees or representations regarding the accuracy, reliability, timeliness, fitness for purpose or otherwise of any information or advice contained in the forms, documents, agreements, templates, notes and alerts or associated materials produced in connection with the online products and services. Where legislation implies any condition or warranty, and that legislation prohibits WG from excluding or modifying the application of, or WG's liability under, any such condition or warranty, that condition or warranty will be deemed included but WG's liability will be limited for a breach of that condition or warranty to one or more of the following: (a) if the breach relates to goods, (i) the replacement of the goods or the supply of equivalent goods, (ii) the repair of such goods, (iii) the payment of the cost of replacing the goods or of acquiring equivalent goods or (iv) the payment of the cost of having the goods repaired; and (b) if the breach relates to services, (i) the supplying of the services again or (ii) the payment of the cost of having the services supplied again.

Indemnity

You indemnify and will keep indemnified, defend and hold WG harmless from and against any and all liabilities, claims, costs, damages, expenses and losses (including reasonable legal costs and expenses) arising from any claim, demand, suit, action or proceedings by any third party or you, which is related to, or arises out of, or is in any way associated with, your use of the WG online products and services including, but not limited to, any documents, forms or other materials created through the use of the online products and services, or which arise through your breach of these terms and conditions.

Limitation of Liability

To the full extent permitted by law, WG will not be liable, either wholly or in part, to you for any loss or damage, however caused (including through negligence), which you may directly or indirectly suffer in connection with your use of the Platform or of the WG online products and services, nor does WG accept any responsibility whatsoever for any such loss arising out of your use of, or reliance upon, any information contained on, or accessed through, the Platform or through the online products and services.

Miscellaneous

These terms and conditions are governed by the laws of the State of New South Wales. Both parties irrevocably submit to the exclusive jurisdiction of the Courts of New South Wales.

WG will provide the online products and services to you as an independent contractor. No other relationship can be implied.

The license to use the online products and services is restricted to the legal entity entering into this agreement. You cannot assign or otherwise transfer the benefit of your subscription without WG's prior written consent.

WG may pay commissions to any agent, reseller or distributor who introduces you to the online products and services

The waiver by any party of a breach of any of these terms and conditions shall not be construed as a waiver of any succeeding breach or as a waiver of the term or condition itself.

The failure of a party, at any time, to require performance by the other party of any provision shall not affect that party's right to require such performance at any time in the future.

If any provision of these terms and conditions is found to be illegal, wholly or partly invalid or otherwise unenforceable then, from the date of the invalidity, illegality or unenforceability if the offending provision can be read down to make it legal, valid and enforceable without materially changing its effect, it must be read down to the extent necessary to achieve that result and otherwise the offending provision must be severed from these terms and conditions and the remaining provisions shall operate as if the severed provision had not been included.