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Terms and Conditions

CONDITIONS OF USE & PRIVACY

PART 1

We may alter these terms and conditions at any time. Your acceptance of the varied Conditions will be indicated by Your continued use of the Associate System.

1. General

1.1. You may access and use this Associate System for the purpose of using the Associate application and Associate card, on the Conditions set out below and on the Associate System.
1.2. The information provided on the Associate System is not personal professional advice and You should not regard it as a substitute for that advice. It is Your responsibility to seek relevant professional advice including legal, accounting and financial advice prior to and while using the Associate System.

2. Interpretation

2.1. In these Conditions, unless the context required otherwise, the following terms shall have the following meanings:-

2.1.1. “Associate Card” means the publicly available data which can be displayed by You using the Associate System once You become a Subscriber;
2.1.2. “Conditions” means the terms and conditions contained in this document;
2.1.3. “Material” means the information in whatever form put onto the web site by You;
2.1.4. “Private Use” has the meaning given to that term in clause 5.1;
2.1.5. “Referrer” means a person who has subscribed to be a Referrer of Associate and agreed to participate in the Referral Program;
2.1.6. “Subscriber” means a person who has created a log in on the Associate System and created an Associate Account;
2.1.7. “Subscription Fees” means the monthly fees payable by You for the continued use of the Associate systems paid subscription service level account;
2.1.8. “Us”, “We”, “Our” means Associate (Global) Pty Ltd ABN. 58 616 451 720 and Our officers, employees, contractors and agents;
2.1.9. “You”, “Your” or any grammatical derivation of this means the creator of the Subscriber name and password provided to create a login account on Our Associate System;
2.1.10. “Associate System” means the software and apps, the website associate.global, and any other website owned and managed by Us, but not including any third party websites;

2.2. These Conditions are governed by the law of South Australia and the Commonwealth of Australia and the parties irrevocably submit to jurisdiction of the courts of South Australia and the Commonwealth.

2.3. In the interpretation of these Conditions:

2.3.1. References to legislation or provisions of legislation include changes or re-enactments of the legislation and statutory instruments and regulations issued under the legislation;
2.3.2. Words denoting the singular include the plural and vice versa, words denoting individuals or persons include bodies corporate and vice versa, references to Associate or agreements also mean those Associate accounts or agreements as changed, novated or replaced, and words denoting one gender include all genders;

2.4. Grammatical forms of defined words or phrases have corresponding meanings;

2.4.1. Parties must perform their obligations on the dates and times fixed by reference to South Australia;
2.4.2. If the day on or by which anything is to be done is a Saturday, a Sunday or a public holiday in the place in which it is to be done, then it must be done on the next business day;
2.4.3. References to a party are intended to bind their executors, administrators and permitted transferees; and
2.4.4. Obligations under these Conditions affecting more than one party bind them jointly and each of them severally.

3. Availability of service

3.1. We do not guarantee that this Associate System will be accessible by You at all times as We rely on communications links and networks over which We have no control. However, We will use Our best endeavours to have the Associate System network running continuously.
3.2. We do not warrant that Your access to the Associate System and Your Associate account will be uninterrupted, timely, secure or error free.
3.3. Access to the Associate System may be suspended either with or without notice should We need to maintain or repair the Associate System or there is a system failure.
3.4. We have the right to change or discontinue the Associate System, any Associate account and any price, service or feature found on it at any time.

4. Accuracy of Information

4.1. You cannot edit or control an Associate account unless You are the Subscriber of the said Associate account.
4.2. As a Subscriber You warrant that any information You put onto the Associate System and Your Associate Card is:-

4.2.1. Complete and accurate;
4.2.2. Up to date;
4.2.3. Not misleading;
4.2.4. That You are authorised to put the information on the Associate System;
4.2.5. Not defamatory; and
4.2.6. Not prohibited by law;

4.3. As a Subscriber, You must choose a secure password and not disclose it to anybody. You will indemnify Us for any claim, expense, loss or damage that We suffer as a result of unauthorised access to the Associate System using Your login details.
4.4. You are responsible for the use of the information that You enter onto the Associate System and Your Associate Card. To the maximum extent permitted by law, We disclaim all liability to You and any other person arising from use of or reliance on information on the information that has been put on the Associate System by a Subscriber or an Associate Card for loss, cost, expense, settlement, fine, penalty or claim whatsoever (including reasonable legal costs) which You or another person might suffer as a result of that use or reliance.

5. Privacy and Data Protection requirements

5.1. You must not without Our prior written consent use the Associate System, Your login details, Your Associate Card or the content accessible on the Associate System for any commercial purpose including on-selling, licensing or otherwise dealing with them.
5.2. You are responsible for all the content on Your Associate Card.
5.3. You must not use the Associate System or Your Associate Card:

5.3.1. For any unlawful purpose;
5.3.2. To undertake any activity that would breach the privacy of any person, including acts covered by the Privacy Act 1988 (Cth), even if that Act does not apply to You;
5.3.3. To undertake any activity that be considered to constitute spamming or that would breach the Spam Act 2003 (Cth);
5.3.4. To impersonate any person or entity;
5.3.5. To solicit any money, personal information, passwords;
5.3.6. To cause offence or harm any person or to harass or bully any person;
5.3.7. To defame a person;
5.3.8. To disseminate misleading or deceptive information;
5.3.9. To conduct surveys, contests, pyramid schemes or chain letters on the Associate System;
5.3.10. To introduce any form of malicious software into Associate System;
5.3.11. To collect information about using the Associate System without Associate’s or the relevant person’s consent.

5.4. You must ensure that at all times You comply with the requirements of any privacy laws which might apply to You when You use the Associate System so that You do not and do not cause a breach any privacy obligations.
5.5. You must not allow other people to use the Associate System or Your Associate Card through Your login.
5.6. You consent to Us contacting You through the Associate System.
5.7. Information that You enter into the Associate System may include personal information about You or third parties. We will not use that information other than as set out in this document without first de-personalising it. The information You enter into the Associate System may be used to improve user experience by way of a series of emailed topics, notify account holders of system features and functionalities, and may from time to time include third party endorsements or offers. Subscribers may elect to receive marketing materials but in such event no personally identifiable information is provided to third parties, with all such communications allowing a Subscriber to choose to opt out of receiving further marketing materials.
5.8. We will use Your personal information such as Your name, phone number, address, and email address to enable Us to send information or process additional information at other times, including but not limited to, when You provide feedback, change Your content or email preferences, respond to a survey, or communicate with Us for support/queries.
5.9. We will use Your personal information if required to do so by law. If We sell the business, disclosure of Your personal information may be necessary in the negotiation stage. In that case, We will ensure that there is a non-disclosure agreement in place to protect Your information.
5.10. We do not and will not sell or deal in personal or customer information. We will comply with the Australian Privacy Principles pursuant to the Privacy Act 1988 (Cth) or the equivalent of such legislation in other jurisdictions. We will never disclose Your personal details to a third party except the necessary information required by providers of products or services You have purchased; or to protect the rights, property or safety of the Associate System or Software, Our customers or third parties or if required by law.
5.11. We may however use in a general sense without any reference to Your name, Your information to create marketing statistics, identify subscriber demands and to assist it in meeting customer needs generally. In addition, We may use the information that You provide to improve the Associate System and Our services but not for any other use.
5.12. Through the Associate System users’ security settings, Associate account holders have the ability and right to delete their Associations with other users. This is known as the ‘Forget Me’ feature and results in the removal of the account holder from selected or all Associate account holder’s contact lists. Associate account holders also maintain the right to delete other associate account holders from their own contacts lists.
5.13. You consent to Our using Your Associate public screen for the purposes of marketing and demonstration purposes.

6. Subscription Fees

6.1. You may upgrade Your Associate Card to access additional features by paying a Subscription Fee.
6.2. Upgrade features can be found here .
6.3. The current list of Subscription Fees and a payment gateways that accept payments for Subscription Fees can be found at here. You can only pay Subscription Fees using the nominated payment gateways. Subscription Fees and fees for any add on services are payable in advance in the currency selected by You in the payment gateway.
6.4. Upon payment of Your selected Subscription Fee, You will be able to access and use the upgraded service and features for that service level.
6.5. You will not be allowed to use the Associate Systems upgraded services and features if Your Subscription for that service level is not current.
6.6. You authorise Us to charge any credit or debit card that You supply for Your Subscription on a frequency as nominated with Your chosen payment option. If We are unable to charge that credit or debit card, You must provide Us with the details of another credit or debit card, or pay the amount by some other manner that We agree to in order to maintain that level of service.
6.7. In addition to the Subscription Fee, We will pass on all the charges associated with the recovery of the debt including any debt collection or legal costs on an indemnity basis.
6.8. You can cancel Your paid subscription at anytime through the Associate System. We will not refund any unused portion of Your Subscription. Upon cancellation, business level subscriptions will revert to free user accounts.
6.9. On cancellation of Your Associate account for any reason, Your data and information will be deleted from Our servers.

7. Software Requirements

7.1. We do not warrant that the Associate System can be used with every internet enabled device. You may need to update Your device to ensure continued access to the Associate System.
7.2. Current system requirements are

8. Intellectual Property

8.1. Associate warrants that it owns or has the right to use each of the components of the Associate System.
8.2. You acknowledge that We may use some open source or third party library software on the Associate System. To the extent that the terms of the open source software license or third party library software license expressly overrides these terms, those terms will apply.

9. Browser Data

9.1. You acknowledge that We use and retain browser data to track enhance Your use of the Associate System. See Our cookie policy for more information.

10. Personal Information & Confidential Information

10.1. We and You, including employees and contractors, agree not to disclose Your personal information to third parties; to use all reasonable endeavours to protect Your personal information from any unauthorised disclosure; and only to use Your personal information for the purpose for which it was disclosed by You and not for any other purpose.
10.2. These obligations do not apply to personal Information or to any personal information or confidential information that:-
10.2.1. Is authorised to be disclosed;
10.2.2. Is in the public domain and/or is no longer confidential, except as a result of a breach of these Terms and Conditions;
10.2.3. Is received from a third party, except where there has been a breach of confidence; or
10.2.4. Must be disclosed by law or by a regulatory authority including under subpoena.
10.3. The obligations under this clause will survive termination of Your Subscription.
10.4. See Our Privacy Policy for more information.

11. Third Party Websites

11.1. The Associate System may contain links to third party websites. These third party websites do not form part of the Associate System and You acknowledge that We have no control over or responsibility for those websites.
11.2. You acknowledge that You may access third party websites through Associate to enable certain functionality. For example payment gateways, CRM systems and SMS re-sellers.
11.3. When You leave the Associate System through a link to a third-party website You do so entirely at Your own risk. We disclaim all responsibility for the accuracy or reliability of the website or the services or information that may be contained on that third-party website. We will not be held liable to You for any direct or indirect loss or damage that You may suffer as a result of accessing or relying on such third-party websites.
11.4. If You provide personal Information to the third-party website, You will be subject to the privacy policy that applies to that site.
11.5. Display advertising on the Associate System whether or not such advertising contains a link to a third-party website does not mean that We endorse, recommend or are affiliated with the service or product being advertised.

12. Cancellation

12.1. Either party may cancel a Subscription to an Associate Card at any time.
12.2. If We believe that You are acting contrary to the spirit of the Associate System, or in a manner which could damage Our business or reputation, We reserve the right to cancel Your Subscription.
12.3. If We cancel Your Subscription under clause 12.2 We will be under no obligation to refund any money paid by You to Us.

13. Liability

13.1. To the extent permitted by law, We exclude all express or implied representations, conditions, warranties and terms relating to the Associate System except to the extent set out in these Conditions.
13.2. We will not be liable to You or anyone else for any claim, expense, loss or damage You may suffer or incur at all as a consequence of using the Associate System, or any third party Associate System including for any that claim, expense, loss or damage is direct, indirect, consequential or incidental.
13.3. To the extent We are not able to exclude Our liability, Our total liability to You for any loss or damage You may suffer or incur will be limited to the re-supply of the Associate system for a period of six months, or at Our option, a refund of the amount You paid Us for the services in the previous 6 month period.

14. Miscellaneous

14.1. You indemnify Us against any claim, expense, loss or damage incurred by Us directly or indirectly (including any legal costs and loss of profit), as a result of a breach by You, or other person or corporation using or relying on the Associate System if Your login has been used.
14.2. You cannot assign Your rights and obligations under these Conditions.
14.3. You warrant that You have relied entirely on Your own enquiries in Subscribing to the Associate System and not on any oral or written communication by Us.
14.4. Any provision of these Conditions which is unlawful and unenforceable will be severed and the remainder of the provisions will remain in force.
14.5. Any notice or other communication to You or Us must be in writing and delivered by email to the email address last notified, and that email will be treated as received when it enters the recipient’s information system.

15. Browser Data & Cookies

15.1. You acknowledge that We may use browser data and cookies which originate from the link sent by You to people who make qualifying purchases. Our Cookie policy can be found here

16. Indemnification

16.1. You agree to indemnify, defend and hold harmless Us and Our referrers, directors, officers, employees and agents, from and against any and all liability, claims, losses, damages, fines, penalties or expenses (including reasonable legal fees) relating to a breach of Your obligations under this Agreement.

17. Termination Without Cause

17.1. Either party may terminate this Agreement without cause on thirty (30) days prior written notice.

18. Termination For Cause:

18.1. We may terminate this Agreement on seven (7) days notice if in Our sole discretion We determine that You have breached the terms and conditions of this Agreement. You will forfeit any accumulated points which have not been redeemed if agreement is terminated for cause.

19. Limitation of Liability

19.1. To the fullest extent permitted by applicable law, except as expressly provided for in this agreement, Associate makes no other warranty of any kind, whether express, implied, statutory or otherwise, including without limitation warranties of merchantability, fitness for a particular use and non-infringement.
19.2. Associate will not be liable to the referrer for any indirect, special, punitive or consequential damages (including, without limitation, lost profits or lost data) arising out of this agreement.19.3. Associate’s entire liability arising from your use of the Associate System whether in contract or tort, will not exceed the past six (6) months subscription Fee paid by You.

20. Notices

20.1. Any notice or other communication to You or Us must be in writing and delivered by email to the email address last notified, and that email will be treated as received when it enters the recipient’s information system.

21. General Provisions

21.1. The definitions set out in the clause 2 above, apply to this agreement.
21.2. Each party enters this Agreement as independent contractors, and nothing will be construed to create a partnership, agency, joint venture or employment relationship between You and Us.
21.3. We reserve the right to change any of the terms and conditions in this Agreement, including the payment terms, by posting a new agreement on the Associate System. Such change to the Agreement will become effective not less than 30 days from the date of posting onto the Associate System. It is Your responsibility to check current terms and conditions.
21.4. Each party will comply with all applicable laws, regulations, orders and other requirements, now or hereafter in effect, of governmental authorities having jurisdiction in the performance of this agreement. Without limiting the generality of the foregoing, You and We each will pay, collect and remit such taxes as may be imposed with respect to any compensation, royalties or transactions under this Agreement.
21.5. Neither party will be considered to be in breach of, or default under, this Agreement on account of any delay or failure to perform as a result of any causes or conditions that are beyond Our respective reasonable control. If any force majeure event occurs, the affected party will give prompt written to the other and will use commercially reasonable efforts to minimize the impact of the event.
21.6. You may not assign Your rights under this Agreement, in whole or in part.
21.7. The failure of either You or Us to enforce any provision of this Agreement will not constitute a waiver of the right to subsequently enforce the provision. Any remedies specified in this Agreement are in addition to any other remedies that may be available at law or in equity.
21.8. This Agreement represents the entire Agreement between You and Us with respect to the subject matter hereof and supersedes any other oral or written agreements regarding such subject matter and may be amended or modified only by a written instrument signed by a duly authorized agent of each party.
21.9. If any provision of this Agreement will be declared by any court of competent jurisdiction to be illegal, void or unenforceable, all other provisions of this Agreement will not be affected and will remain in full force and effect.

Associate Referrals

22. Referring

22.1. Any current Associate Card holder, other than an Enterprise Subscriber, can participate in the Referrer Program.
22.2. When a person obtains an Associate Card as a result of You dealing directly with them, and converts their free subscription to a paid subscription (a qualifying purchaser) , You will receive recognition by way of an allocation of Referral Points.
22.3. No other consideration will be provided.
22.4. You acknowledge that We will store the identification of qualifying purchasers against Your subscription in the Referral Program and that this information will be used to calculate Your Referral Points.
22.5. We will use our best endeavours to ensure that Points are allocated to You for each qualifying purchaser. However, to maintain the privacy of that qualifying purchaser, their identity will not be made known to You.
22.6. We will provide You electronic reports of the number of qualifying purchasers in the Associate System for which redeemable points will be allocated to You on the Associate System.
22.7. You may opt out of the Referrer Program at any time.

23. Referral Fees & Points

23.1. Accrued Referral Points may be converted into PayPal into credit to the PayPal account You save to the Associate System at the rate set out in our website. Conversion from Referral Points to PayPay credits will occur in accordance with PayPal’s terms and conditions. To redeem Your Referral Points You must have or set up a PayPal account.
23.2. Calculation of points is set out in the app and on the website.
23.3. Associate (Global) Pty Ltd is not affiliated with PayPal but chooses PayPal as a universally convenient method to transfer funds.
23.4. Any fees charged by PayPal or other third-party payment gateway for the conversion of Referral Points are deducted from the balance transferred to You.
23.5. Any Referral Fees redeemed through a third party provider will be subject to that entity’s terms and conditions. We will not be held liable for any loss of Referral Points, costs, or damages, You incur from using that third party provider.
23.6. At Our discretion and on thirty (30) days notice, We may alter the reward structure from PayPal credits to another form of reward. The revised reward structure will be published on Our website.
23.7. You are be responsible for all taxes associated with the receipt or earning of any reward or other payment.
23.8. No Referral Points will accrue if you do not have a current Associate Card.
23.9. THE REFERRER WILL FORFEIT ANY ACCUMULATED REFERRAL POINTS WHICH HAVE NOT BEEN CONVERTED ON TERMINATION OF THIS AGREEMENT.

24. Customer Ownership

24.1. Anybody who Subscribes to an Associate account whether or not through the Referral Program will be customers of Associate.
24.2. The Referrer acknowledges that to protect the privacy of Associate’ customers, the names of and other personally identifying information about customers will not be provided to You.
24.3. All information about customers and users collected by Us shall be owned solely and exclusively by Us.

25. Forbidden Actions

25.1. In addition to Our other rights to terminate this Agreement, this Agreement will be terminated without notice if, at its sole discretion, Associate determines that the Referrer has breached any or all of the following explicitly prohibited actions.
25.2. The Referrer shall not, either directly or indirectly, act, encourage or require users to click on links to Associate and/or generate Associate through any means that could be reasonably interpreted as coercive, incentivized, misleading, malicious, or otherwise fraudulent.
25.3. The Referrer shall not use Associate to receive Referral Fees from the purchase of the Referrer’s own Associate account.
25.4. The Referrer shall not spam people with the intention that a recipient of an electronic message is encouraged to subscribe to the Associate System.

26. Limitation of Liability

26.1. Associate’s entire liability arising from your participation in the Referral program whether in contract or tort or otherwise, will not exceed the past six (6) months Referral Fee paid to You.