[b4g_content slug=”terms-conditions”]
==========================================================================================================================================
BOLT FOR GOLD PROPRIETARY LTD SPONSOR TERMS AND CONDITIONS
TERMS AND CONDITIONS – attached to Proposal
1. ACCEPTANCE 1.1 These Terms are between Bolt For Gold Proprietary Ltd (ACN 614 977 338), its successors and assignees (referred to as “we” and “us”) and you, the person, organisation or entity described in the Proposal (referred to as “you”), each a “Party” and collectively the “Parties”. These Terms apply to all Services provided by us to you. 1.2 You have requested the Services set out in the attached Proposal. You accept the Proposal and these Terms by either: (a) signing and returning the Proposal; (b) confirming by email that you accept the Proposal; (c) instructing us to proceed with the Services; or (d) making part or full payment for the Services. 1.3 You agree that these Terms form the agreement under which we will supply Services to you. Please read these Terms carefully. Please contact us if you have any questions using the contact details in the Proposal. Purchasing Services from us indicates that you have had sufficient opportunity to read these Terms and contact us if needed, that you have read, accepted and will comply with these Terms, and that you are 18 years or older. 1.4 We will not commence performing the Services until you have paid our Fees. 2. SERVICES & RACES 2.1 You can request our Services by placing a booking in accordance with our policies and procedures, as advised by us from time to time. 2.2 You must submit a new booking request for each Race that you wish to sponsor. 2.3 We agree to perform the Services with due care and skill. 2.4 We reserve the right to refuse any request that we deem inappropriate, unreasonable, incomplete or illegal. 2.5 Dates and times of Races are subject to availability and are ultimately as advised by us. 2.6 Races are generally scheduled between 6 am – 7 pm. 2.7 In promoting you as a sponsor of a Race we will: (a) display your company details and logo on the page of the Application that features the Race you are sponsoring; (b) accept any name you suggest for the Race provided that it is, in our opinion, reasonable; and
(c) advertise the distance of the Race as nominated by you. 2.8 We may provide the Services to you using our employees, contractors and third party providers, and they are included in these Terms. 2.9 Third parties who are not our employees or our direct contractors will be your responsibility. We are not responsible for the products or services provided by those third parties. 2.10 If you request a Variation you must email us at [email protected]. We have discretion as to whether we accept it and whether an adjustment to the Fee may be required. You must pay the Variation Fee before we commence the Variation. We will invoice you accordingly for the Variation. 2.11 You acknowledge and agree that in offering non-monetary prizes to Race entrants you are contracting with the Race entrants directly. You are solely responsible for ensuring that nonmonetary Race prizes are made available, delivered to and are otherwise redeemable by Race winners in accordance with any terms under which you or we (acting on your instructions) advertised or held out the prize. You indemnify and hold us harmless against any harm, loss or damage caused or suffered by a Race winner or a third party claiming through them due to your failure to supply or deliver a non-monetary prize in accordance with the advertised terms of the prize. 2.12 You acknowledge that we do not accept responsibility for any disruptions, disturbances, faults or malfunctions of the Application, including but not limited to errors in function, virus and other malicious software, delay or the stability of the Application, which may affect users ability to access and makes use of the Application and/or their ability to participate in Races. While we will undertake all reasonable efforts to rectify disruptions to the Application in a timely manner, you acknowledge and agree that you cannot make a claim in respect of any such disruption, disturbance or malfunction. If a Race you are promoting is affected by such a disruption, disturbance or malfunction you may elect to cancel the Race and reclaim the Prize, at no charge to you, or reschedule the Race to a later time. 2.13 You acknowledge that we do not and cannot guarantee that in using our Services, promoting a Race or offering prizes to Race winners that you will obtain a particular result and/or outcome including, but not limited to, increasing your brand awareness and/or target audience.
BOLT FOR GOLD PROPRIETARY LTD SPONSOR TERMS AND CONDITIONS
2.14 You acknowledge that we will not advertise your business, products or services on the Application indefinitely and any content identifying you as a Race sponsor will be deleted once the scheduled time for participation in your Race/es expires. 3. FEES, INVOICING AND PAYMENT 3.1 You agree to pay us the Fees, using the Payment Method, as set out in the Proposal. All amounts are stated in Australian dollars. All amounts include Australian GST (where applicable). 3.2 The Fees and Services can be varied by written agreement between us, including by email. 3.3 Fees must be paid before the date the Services in respect of a Race you are sponsoring are provided. 3.4 Our pricing structure, payment methods and these Terms may be amended from time to time at our discretion, the changes will apply to you for Services provided to you after the date of the change and in any event no earlier than the date that the amended or new Terms are provided to you, or if you enter into a new Proposal, whichever is earlier. After a pricing change, you have the choice to continue using our Services or to cease using our Services without penalty. 4. YOUR OBLIGATIONS AND WARRANTIES 4.1 You warrant that throughout the term of these Terms that: (a) there are no legal restrictions preventing you from agreeing to these Terms; (b) you will cooperate with us, and provide us with information and instructions as are reasonably necessary to enable us to perform the Services as requested by us from time to time, and will comply with these requests in a timely manner; (c) you will make your company logo available to us in the format requested by us to enable us to brand the Race you are sponsoring; (d) you will name Races you are sponsoring and will nominate a Race distance and will do so in a timely manner; (e) you will pay, source or supply (as the case may be) Race prizes to winners of Races you sponsor; (f) where you are offering non-monetary prizes, you will supply each prize to the relevant Race winner within 2 weeks of the Race ending; (g) where you are offering monetary prizes, you will transfer the prize funds and our Fees into our nominated bank account no later than 48 hours before the Race to
which the prize relates is scheduled to start; (h) the names of your Races and your company logo will not contain language or imagery that is discriminatory, has the potential to incite hatred, is vulgar, obscene or is otherwise in bad taste; (i) the information you provide to us is true, correct and complete; (j) you will not infringe any third party rights in working with us and receiving the Services; (k) you will inform us if you have reasonable concerns relating to our provision of Services under these Terms, with the aim that the Parties will use all reasonable efforts to resolve your concerns; (l) you are responsible for obtaining any consents, licences and permissions from other parties necessary for the Services to be provided, at your cost, and for providing us with the necessary consents, licences and permissions; (m) you consent to the use of your name and Intellectual Property in relation to the Services in a way which may identify you; (n) if applicable, you hold a valid ABN which has been advised to us; and (o) if applicable, you are registered for GST purposes. 5. OUR INTELLECTUAL PROPERTY 5.1 The Materials contain material which is owned by or licensed to us and is protected by Australian and international laws. We own the Intellectual Property rights in the Materials including but not limited to copyright which subsists in all creative and literary works incorporated into our Materials. 5.2 You agree that, as between you and us, we own all Intellectual Property rights in our Materials, and that nothing in these Terms constitutes a transfer of any Intellectual Property rights in our Materials, except as stated in these Terms or with our written permission. 5.3 Your use of our Materials does not grant you a licence, or act as a right to use any Intellectual Property in the Materials, whether registered or unregistered, except as stated in these Terms or with our written permission. 5.4 You must not breach our Intellectual Property rights by, including but not limited to: (d) altering or modifying any of the Materials; (e) creating derivative works from the Materials; or (f) using our Materials for commercial purposes such as on-sale to third parties. 5.5 This clause will survive the termination of these Terms.
BOLT FOR GOLD PROPRIETARY LTD SPONSOR TERMS AND CONDITIONS
6. YOUR INTELLECTUAL PROPERTY AND MORAL RIGHTS 6.1 You agree to provide information including any Intellectual Property to us to enable us to provide the Services. You: (a) warrant that you have all necessary rights to provide the Intellectual Property to us; (b) grant us a perpetual, non-exclusive, royalty-free, irrevocable, worldwide and transferable licence to use the Intellectual Property in any way we require to provide the Services to you; and (c) consent to any act or omission which would otherwise constitute an infringement of your Moral Rights. 6.2 If you (or any employee or agent) have Moral Rights in any Intellectual Property that you provide to us, you: (a) irrevocably consent to any amendment of the Intellectual Property in any manner by us for the purposes of providing Services to you; (b) irrevocably consent to us using or applying the Intellectual Property for the purposes of providing Services to you without any attribution of authorship; (c) agree that your consent extends to acts and omissions of any of our licensees and successors in title; and (d) agree that your consent is a genuine consent under the Copyright Act 1968 (Cth) and has not been induced by duress or any false or misleading statements. 6.3 This clause will survive the termination of these Terms. 7. CONFIDENTIAL INFORMATION 7.1 We, including our employees and contractors, agree not to disclose your Confidential Information to any third party (other than where necessary, to third party suppliers, or as required by law); to use all reasonable endeavours to protect your Confidential Information from any unauthorised disclosure; and only to use your Confidential Information for the purpose for which it was disclosed by you, and not for any other purpose. 7.2 You, including your employees and contractors, agree not to disclose our Confidential Information to any third party; to use all reasonable endeavours to protect our Confidential Information from any unauthorised disclosure; and only to use our Confidential Information for the purpose for which it was disclosed or provided by us to you, to provide better quality services to you and not for any other purpose. 7.3 These obligations do not apply to Confidential Information that:
(a) is authorised to be disclosed; (b) is in the public domain and/or is no longer confidential, except as a result of a 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. 7.4 This clause will survive the termination of these Terms. 8. FEEDBACK AND DISPUTE RESOLUTION 8.1 Your feedback is important to us. We seek to resolve your concerns quickly and effectively. If you have any feedback or questions about the Services, please contact us. 8.2 If there is a dispute between the Parties in relation to these Terms, the Parties agree to the following dispute resolution procedure: (a) The complainant must tell the respondent in writing, the nature of the dispute, what outcome the complainant wants and what action the complainant thinks will settle the dispute. The Parties agree to meet in good faith to seek to resolve the dispute by agreement between them at an initial meeting. (b) If the Parties cannot agree how to resolve the dispute at that initial meeting, any Party may refer the matter to a mediator. If the Parties cannot agree on who the mediator should be, the complainant will ask the Law Society of New South Wales to appoint a mediator. The mediator will decide the time and place for mediation. The Parties must attend the mediation in good faith, to seek to resolve the dispute. 8.3 Any attempts made by the Parties to resolve a dispute pursuant to this clause are without prejudice to other rights or entitlements of the Parties under these Terms, by law or in equity. 8.4 This clause will survive the termination of these Terms. 9. TERM, CANCELLATION & TERMINATION 9.1 You may cancel a scheduled Race you are sponsoring by providing us no less than 2 weeks written notice. If you cancel a scheduled Race we will refund you any monies you have deposited into our nominated bank account. 9.2 Either Party may terminate these Terms without cause by providing the other Party with notice, in writing, per the Notice Period, provided that there is no scheduled Race that you are sponsoring. 9.3 Either Party may terminate these Terms if there has been a material breach of these Terms, subject to following the dispute resolution procedure.
BOLT FOR GOLD PROPRIETARY LTD SPONSOR TERMS AND CONDITIONS
9.4 We may terminate these Terms immediately, at our sole discretion, if: (a) you commit a non-remediable breach of these Terms; (b) you commit a remediable breach of these Terms and do not remedy the breach within 10 days after receiving notice of the breach; (c) we consider that a request for the Services is inappropriate, improper or unlawful; (d) you fail to provide us with clear or timely instructions to enable us to provide the Services; (e) you fail to pay, supply, deliver or honour a prize in the requisite timeframe or fail to pay, supply, deliver or honour a prize on the advertised terms; (f) the name of your sponsored Race and/or your company logo contains language or imagery that is discriminatory, has the potential to incite hatred, is vulgar, obscene or is otherwise in bad taste; (g) we are of the reasonable opinion that there is a conflict of interest; (h) we consider that our working relationship has broken down including a loss of confidence and trust; (i) for any other reason outside our control which has the effect of compromising our ability to perform the Services within the required timeframe; or 9.5 Except for our breach, on termination of these Terms you agree that any awarded prizes are not refundable to you, and you are to pay for all costs and expenses reasonably incurred by us in providing Services to you prior to termination. 9.6 On termination of these Terms 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/or Intellectual Property. 9.7 On termination of these Terms, we agree to promptly return (where possible), or delete or destroy (where not possible to return), your Confidential Information and Intellectual Property, and/or documents containing or relating to your Confidential Information and/or Intellectual Property. 9.8 On completion of the Services, we will retain your documents (including copies) as required by law or regulatory requirements. Your express or implied agreement to these Terms constitutes your authority for us to retain or destroy documents in accordance with the
statutory periods, or on termination of these Terms. 9.9 The accrued rights, obligations and remedies of the Parties are not affected by the termination of these Terms. 10. CONSUMER LAW, LIMITATION OF LIABILITY AND DISCLAIMERS 10.1 Certain legislation including the Australian Consumer Law (ACL) in the Competition and Consumer 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). 10.2 We guarantee that the Services we supply to you are rendered with due care and skill, fit for the purpose that we advertise, or that you have told us you are acquiring the Services for, unless we consider and disclose that this purpose is not achievable; and will be supplied within a reasonable time. 10.3 Nothing in these Terms excludes your Statutory Rights as a consumer under the ACL. You agree that our liability for the Services is governed solely by the ACL and these Terms. We exclude all conditions and warranties implied by custom, law or statute except for your Statutory Rights. 10.4 Delay: Where the provision of Services depends on your information or response, we have no liability for a failure to perform the Services in the period set out in the Proposal where it is affected by your delay in response, or supply of incomplete or incorrect information. 10.5 Warranties: Except for your Statutory Rights, we exclude all express and implied warranties representations and guarantees and all material and work is provided to you without warranties, representations and guarantees of any kind, either express or implied. We expressly exclude all warranties including but not limited to implied warranties of merchantability and fitness for a particular purpose. 10.6 Availability: To the extent permitted by law, we exclude all liability for: (a) the Services being unavailable; and (b) any Claims (whether direct, indirect, incidental, special, consequential and/or incidental) for loss of profits, revenue, production, opportunity, access to markets, goodwill, reputation or any loss or damage relating to business interruption or otherwise, suffered by you or made against you, arising out of or in connection with your inability to access or use the Services or the late supply of Services, even
BOLT FOR GOLD PROPRIETARY LTD SPONSOR TERMS AND CONDITIONS
if we were expressly advised of the likelihood of such loss or damage. 10.7 Limitation: To the extent permitted by law, our total liability arising out of or in connection with the Services, however arising, including under contract, tort including negligence, in equity, under statute or otherwise, is limited to us re-supplying the Services to you, or, at our option, us refunding to you the amount you have paid us for the Services to which your claim relates. Our total liability to you for all damages in connection with the Services will not exceed the price paid by you under these Terms for the 12 month period prior to the act which gave rise to the liability, or one hundred dollars (AUD$100) if no such payments have been made. 10.8 This clause will survive the termination of these Terms. 11. INDEMNITY 11.1 You are liable for and agree to indemnify, defend and hold us harmless for and against any and all Claims, liabilities, suits, actions and expenses, including costs of litigation and reasonable legal costs, resulting directly or indirectly from: (a) any information provided by you that is not accurate, up to date or complete or is misleading or a misrepresentation; (b) your breach of these Terms; (c) any misuse of the Services by you, your employees, contractors or agents; and (d) your breach of any law or third party rights. 11.2 You agree to co-operate with us (at your own expense) in the handling of disputes, complaints, investigations or litigation that arise as a result of your use of the Services including but not limited to disputes, complaints, investigations or litigation that arises out of or relates to incorrect information you have given us. 11.3 This clause will survive the termination of these Terms. 12. GENERAL 12.1 Good faith: The Parties must at all times act toward each other with good faith. 12.2 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. 12.3 Publicity: You consent to us advertising or publically announcing that we provided Services to you, including but not limited to mentioning you on our website and in our promotional material.
12.4 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. 12.5 GST: If and when applicable, GST payable on the Fee for the Services will be set out on our invoices. You agree to pay the GST amount at the same time as you pay the Fee. 12.6 Relationship of Parties: These Terms are not intended to create a relationship between the Parties of partnership, joint venture, or employer-employee. 12.7 Assignment: These Terms are personal to the Parties. A Party must not assign or deal with the whole or any part of its rights or obligations under these Terms without the prior written consent of the other Party (such consent not to be unreasonably withheld). 12.8 Severance: If any provision (or part of it) under these 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) under 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 these Terms are valid and enforceable. 12.9 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. If we are delayed from performing our obligations due to such a circumstance for a period of at least 2 months, we may terminate these Terms with you by giving you 5 Business Days’ notice in writing. 12.10 Notices: Any notice required or permitted to be given by either Party to the other under these Terms will be in writing addressed to the relevant address in the Proposal. Any notice may be sent by standard post or email, and notices 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 by email. 12.11 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
BOLT FOR GOLD PROPRIETARY LTD SPONSOR TERMS AND CONDITIONS
exclusive jurisdiction of the courts operating in New South Wales. 12.12 Entire Agreement: These Terms and any document expressly referred to in them represent the entire agreement between the Parties and supersede any prior agreement, understanding or arrangement between the Parties, whether oral or in writing. 13. DEFINITIONS 13.1 Application means the ‘Bolt For Gold’ mobile application. 13.2 Business Day means a day which is not a Saturday, Sunday or bank or public holiday in New South Wales, Australia. 13.3 Commencement Date is set out in the Proposal. 13.4 Claim/Claims includes a claim, notice, demand, right, entitlement, action, proceeding, litigation, prosecution, arbitration, investigation, judgment, award, damage, loss, cost, expense or liability however arising, whether present, unascertained, immediate, future or contingent, whether based in contract, tort or statute and whether involving a third party or a Party to this Agreement or otherwise. 13.5 Confidential Information includes confidential information about you, your credit card or payment details, and the business, structure, programs, processes, methods, operating procedures, activities, products and services, trade secrets, know how, financial, accounting, marketing and technical information, customer and supplier lists (including prospective customer and supplier information), ideas, concepts, technology, and other information of either Party whether or not such information is reduced to a tangible form or marked in writing as “confidential”. 13.6 End Date is set out in the Proposal. 13.7 Fees are set out in the Proposal. 13.8 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.
13.9 Intellectual Property includes any and all present and future rights to intellectual and industrial property throughout the world, and includes all copyright and analogous rights, all rights in relation to inventions (including patent rights), patents, improvements, registered and unregistered trademarks, designs, any corresponding property rights under the laws of any jurisdiction, discoveries, circuit layouts, trade names, trade secrets, secret processes, know-how, concepts, ideas, information, processes, data or formulae, business names, company names or internet domain names, and any Confidential Information. 13.10 Invoice Terms is set out in the Proposal. 13.11 Materials means work and materials that we provide to you in carrying out the Services. 13.12 Moral Rights means the right of attribution of authorship, the right not to have authorship falsely attributed and the right of integrity of authorship, as defined in the Copyright Act 1968 (Cth). 13.13 Notice Period is set out in the Proposal. 13.14 Payment Method is set out in the Proposal. 13.15 Proposal means the Proposal to which these Terms are attached. 13.16 Race means a foot race contest hosted on the Application. 13.17 Services are set out in the Proposal. 13.18 Terms means these terms and conditions. 13.19 Variation means amended or additional services, including but not limited to changes to the Proposal, scope, or a sponsored Race, including the Race prize. 13.20 Variation Fee means the additional cost for a Variation. Unless otherwise defined herein or the context otherwise requires, capitalised terms used in these Terms will have the meanings given to them in the Proposal.
Last update: 14 March 2017
LegalVision ILP Pty Ltd owns the copyright in this document and use without permission is prohibited.