VISA ELIGIBILITY PROGRAM AGREEMENT
Our complete terms and conditions are contained below, but some important points for you to know before you become a customer are set out below:
Nothing in this Agreement limits your rights under the Australian Consumer Law.
TERMS AND CONDITIONS
- This Agreement is entered into between Maison Chen Law Group Pty Ltd (ABN 51 648 831 967) (we, us or our) and you, (you or your), together the Parties and each a Party.
- This Agreement forms the agreement under which we agree to provide you the Program. Please read this Agreement carefully. If you have any questions, please contact us before accepting this Agreement.
1. Acceptance and Term
- You accept this Agreeement by clicking “I accept” on the Platform, using the Platform or paying us the Fees.
- This Agreement will commence on the Program Start Date and will continue until the Program End Date, unless earlier terminated in accordance with its terms (Term).
- You may not cancel this Agreement after the Program Start Date, except as set out in clause 10.
2. The Program
- In consideration of your payment of the Fees, and subject to your compliance with the terms of this Agreement, we will provide the Program (including the Platform and the Content) in accordance with this Agreement, whether ourselves or through our Personnel.
- You agree:
- you have not relied on any representations or warranties made by us in relation to the Program (including as to whether the Program is or will be fit or suitable for your particular purposes), unless expressly stipulated in this Agreement;
- the Program is provided to you solely for your benefit and you will not (or you will not attempt to) disclose, or provide access to, the Program (including the Platform and Content) to third parties without our prior written consent; and
- you have all the hardware, software, licences and services which are necessary to access and participate in the Program, including any required operating systems as set out on the Site or Platform.
The Program is for information purposes only
- You represent, warrant and agree that:
- we may amend the Content at any time; and
- any information contained on the Platform and Content (collectively Materials) are not intended to provide legal, tax, immigration or financial advice. The Materials are general information only. The Materials have not been adapted to your personal circumstances; your personal migration status and financial and legal situation is unique, and any information obtained through the Materials may not be appropriate for your situation. Accordingly, before making any decision or implementing any strategy, you should consider obtaining additional information and advice from a legal practitioner or other advisors who can provide you with personalised advice.
Third Party Inputs
- You agree that the provision of the Program may be contingent on, or impacted by, Third Party Inputs.
- You agree that the Program may include Third Party Inputs that may interface, or interoperate with, the Program, including third party software or services (for example, Kajabi, the Platform provider).
- In relation to Kajabi, we agree to obtain and maintain (at no additional cost to you) the required licence for access and use, for the purposes of your use and enjoyment of the Services, provided that you comply with:
- the terms and conditions relating to such licences; and
- our instructions and directions.
3. The Platform
- You must create an account in order for you to access and use the Platform (Account), in accordance with the Platform Licence in clause4.
- You are responsible for:
- keeping your Account details confidential;
- ensuring that any information you provide to us, or we request from you, for your Account, is complete and accurate and you are authorised to provide this information to us; and
- all activity on your Account.
- You are the Account owner and regardless of any change in any contact details, you will remain responsible for your Account, as set out in this Agreement.
Platform Licence and restrictions on use
- Subject to the payment of any applicable Fees and your compliance with the terms of this Agreement, we grant you a non-exclusive and revocable right to access and use the Platform for the Program Period, for your use and enjoyment of the the Program as contemplated by this Agreement (Platform Licence).
- You must not access or use the Platform except as permitted by the Platform Licence and you must not (and must not permit any other person to) use the Platform in any way which is in breach of any applicable Laws or which infringes any person's rights, including Intellectual Property Rights, including to:
- use the Platform to transmit, publish or communicate material that is defamatory, offensive, abusive, indecent, menacing or unwanted;
- use the Platform in any way that damages, interferes with or interrupts the supply of the Platform;
- introduce malicious programs into our hardware and software or Systems, including viruses, malware worms, trojan horses and e-mail bombs;
- carry out security breaches or disruptions of a network, including accessing data where you are not the intended recipient or logging into a server or account that you are not expressly authorised to access or corrupting any data (including network sniffing/monitoring, pinged floods, packet spoofing, denial of service and forged routing information for malicious purposes);
- use any program/script/command, or send messages of any kind, with the intent to interfere with, or disable, any person’s use of the Platform;
- if applicable, send any form of harassment via email, or any other form of messaging, whether through language, frequency, or size of messages, or use the Platform in breach of any person’s privacy (such as by way of identity theft or “phishing”); or
- circumvent user authentication or security of any of the Platform, networks, accounts or hosts or those of our other users.
3.6 During the Program Period, we will provide you technical support services via email and/or the Platfrom, and subject to Kajabi’s terms and conditions. You agree that where required, you will assist us/Kajabi in investigating and ascertaining the cause of the fault and provide us/Kajabi with access to all necessary information relevant to the fault (including what you have done in relation to the fault).
- Payment Terms: You must pay us the Fees using the payment method set out on the Platform, prior to you being able to access the Program.
- You agree to pay us the Fees, and any other amounts payable to us under this Agreement, in accordance with the Payment Terms.
- If any payment has not been made in accordance with the Payment Terms, we may (at our absolute discretion):
- immediately cease or suspend the provision of the Program; and
- engage debt collection services and/or commence legal proceedings in relation to any such amounts.
- To the maximum extent permitted by law, there will be no refunds or credits for any any amounts paid by you.
- We may disclose that information to third party service providers who help us deliver our Program (including third party software providers (currently Kajabi), data storage providers, web-hosting and server providers, professional advisors and our business partners) or as required by law. In certain circumstances, we may disclose your Personal Information to third parties located, or who store data, outside Australia.
- By providing Personal Information to us, you understand:
- you do not have to provide Personal Information to us, but if you do not provide Personal Information to us this may affect your ability to participate in the Program.
6. Intellectual Property Rights
Our Intellectual Property
- You agree that all Intellectual Property Rights:
- in the Program, including the Platform and the Content;
- in the Intellectual Property developed, adapted, modified or created by us, or our Personnel (including in connection with this Agreement, the Platform, the Content and any machine learning algorithms output from the Platform); and
will at all times vest, or remain vested, in us (or, if applicable, our third party service providers). To the extent that ownership of the Intellectual Property Rights do not automatically vest in us, you agree to do all acts necessary or desirable to assure our title to such rights.
- You agree that we may use Feedback in any manner which we see fit (including to develop new features) and no benefit will be due to you as a result of any use by us of any Feedback.
- We grant you a non-exclusive, worldwide, revocable, non-sublicensable and non-transferable licence, for the Program Period, to access and display the Content for your personal use, as required, solely for the purpose of participating in the Program (Content Licence). You must not use our Content for your own commercial gain or share it with a third party.
- Other than as expressly permitted in this Agreement, you must not, whether directly or indirectly, without our prior written consent:
- copy or use, in whole or in part, any of our Intellectual Property;
- reproduce, retransmit, distribute, disseminate, sell, publish, broadcast or circulate any of our Intellectual Property to any third party;
- reverse assemble, reverse engineer, reverse compile or enhance the Platform;
- attempt to discover the source code or object code or underlying structures, ideas, know how or algorithms in relation to the Platform, the data or documentation;
- breach any Intellectual Property Rights connected with the Program, including altering or modifying any of our Intellectual Property;
- cause any of our Intellectual Property to be framed or embedded in another website; or create derivative works from any of our Intellectual Property;
- resell, assign, lease, hire, sub-license, transfer, distribute or make available the Program to third parties;
- “frame”, “mirror” or serve any of the Program on any web server or other computer server over the Internet or any other network; and/or
- alter, remove or tamper with any trademarks, any patent or copyright notices, any confidentiality legend or notice, any numbers or any other means of identification used on or in relation to the Program.
- This clause 6 will survive the termination or expiry of this Agreement.
- Despite anything to the contrary, we may monitor, analyse and compile statistical and performance information based on and/or related to your participation in the Program, including your use of the Platform, in an aggregated and anonymised format (Analytics). You agree that we may make such Analytics publicly available, provided that it:
- does not contain identifying information; and
- is not compiled using a sample size small enough to make Your Data identifiable.
We, and our licensors own all rights, title and interest in and to the Analytics and all related software, technology, documentation and content used or provided in connection with the Analytics, including all Intellectual Property Rights in the foregoing.
8. Australian Consumer Law
- Certain legislation, including the ACL, and similar consumer protection laws and regulations may confer you with rights, warranties, guarantees and remedies relating to the provision of our services which cannot be excluded, restricted or modified (Statutory Rights).
- If the ACL applies to you as a consumer, nothing in this Agreement excludes your Statutory Rights as a consumer under the ACL. You agree that our Liability for the Platform provided to an entity defined as a consumer under the ACL is governed solely by the ACL and this Agreement.
- Subject to your Statutory Rights, we exclude all express and implied warranties, and all material, work and services (including the Program) are provided to you without warranties of any kind, either express or implied, whether in statute, at Law or any other basis.
- This clause 8 will survive termination or expiry of this Agreement.
Limitations on Liability
- Despite anything to the contrary, to the maximum extent permitted by law:
- neither Party will be liable for any Consequential Loss;
- a Party’s liability for any Liability under this Agreement will be reduced proportionately to the extent the relevant Liability was caused or contributed to by the acts or omissions of the other Party, including any failure to mitigate that Liability; and
- our aggregate liability for any Liability arising from or in connection with this Agreement will be limited to us resupplying the Program to you or, in our sole discretion, to us repaying you the amount of the Fees paid by you to us in respect of the supply of the relevant part of the Program to which the Liability relates.
Exclusions to Liability
- Despite anything to the contrary, to the maximum extent permitted by law, we will not be liable for, and you waive and release us from and against, any Liability, caused or contributed to by, arising from or connected with:
- loss of, or damage to, any property or any injury to or loss to any person in connection with your acts or omissions;
- the Computing Environment;
- your breach of any provision of this Agreement;
- any use or application of the Program (including the Platform and Content) by a person or entity other than you, or other than as reasonably contemplated by this Agreement;
- your reliance on the Content, or you making decisions in respect of your migration status on the basis of the Content;
- any work, services, goods, materials or items which do not form part of the Program (as expressed in this Agreement), or which have not been provided by us;
- any Third Party Inputs;
- the Program being unavailable, or any delay in us providing the Program to you, for whatever reason; and/or
- any event outside of our reasonable control, including any Force Majeure Event.
- You acknowledge and agree that:
- you use the Platform and Content and any associated programs and files at your own risk;
- the technical processing and transmission of the Platform, including Your Data, may be transferred unencrypted and involve:
- transmissions over various networks; and
- changes to conform and adapt to technical requirements of connecting networks or devices;
- the Program may use third party products, information, facilities, links or services. We do not make any warranty or representation in respect of the third party products, links, facilities information or services;
- the Platform may contain links to websites operated by third parties. Unless we tell you otherwise, we do not control, endorse or approve, and are not responsible for, the content on those websites. We recommend that you make your own investigations with respect to the suitability of those websites. If you purchase goods or services from a third party website linked from the Platform, such third party provides the goods and services to you, not us. We may receive a benefit (which may include a referral fee or a commission) should you visit certain third-party websites via a link on the Platform (Affiliate Link) or for featuring certain products or services on the Platform. We will make it clear by notice to you which (if any) products or services we receive a benefit to feature on the Platform, or which (if any) third party links are Affiliate Links; and
- we are not responsible for the integrity or existence of any data on the Computing Environment, network or any device controlled by you.
General termination rights
- This Agreement will terminate immediately upon written notice by:
- us, if:
- you breach any provision of this Agreement and that breach has not been remedied within 10 Business Days of being notified by us;
- for any other reason outside our control which has the effect of compromising our ability to provide the Program;
- you, if we:
- are in breach of a material term of this Agreement, and that breach has not been remedied within 15 Business Days of being notified by you;
- are unable to pay our debts as they fall due; or
- you, if you can prove to us that your termination is due to circumstances beyond your reasonable control and we agree with you (acting reasonably).
After expiry or termination
- Upon expiry or termination of this Agreement:
- we will immediately cease providing the Program;
- pursuant to clause 1(a)(1), you agree to pay our additional costs, reasonably incurred, and which arise directly from such termination (including legal fees, debt collector fees and mercantile agent fees) and any third party expenses reasonably incurred by us up to the date of termination, and all other amounts due and payable under this Agreement;
- pursuant to clause 1(c), you agree to pay any third party expenses reasonably incurred by us up to the date of termination, and all other amounts due and payable under this Agreement;
- we will be entitled to permanently delete all of Your Data; and
- you agree to immediately return (where possible) or delete or destroy (where not possible to return), any of our property (including any of our Intellectual Property).
- Termination of this Agreement will not affect any rights or liabilities that a Party has accrued under it.
- This clause 10 will survive the termination or expiry of this Agreement.
- GST: If GST is payable on any supply made under this Agreement, the recipient of the supply must pay an amount equal to the GST payable on the supply. That amount must be paid at the same time that the consideration is to be provided under this Agreement and must be paid in addition to the consideration expressed elsewhere in this Agreement, unless it is expressed to be inclusive of GST. The recipient is not required to pay any GST until the supplier issues a tax invoice for the supply.
- Access: The Program may be accessed in Australia and overseas. We make no representation that the Program comply with the Laws (including Intellectual Property Laws) of any country outside of Australia. If you access the Program from outside Australia, you do so at your own risk and you are responsible for complying with the Laws in the place you access the Program.
- Force Majeure: We will not be liable for any delay or failure to perform our obligations under this Agreement if such delay is due to any circumstance beyond our reasonable control (including but not limited to fire, flood, earthquake, war, civil unrest, epidemics, pandemics, and Government sanctioned restrictions and orders (including any delay or disruption caused or contributed to by COVID-19), whether known or unknown at the time of entering into this Agreement (Force Majeure Event).
- Amendment: This Agreement may only be amended by a written instrument executed by the Parties.
- Assignment: A Party must not assign or deal with the whole or any of its rights or obligations under this Agreement without the prior written consent of the other Party (such consent is not to be unreasonably withheld).
- Counterparts: This Agreement may be executed in any number of counterparts that together will form one instrument.
- Dispute: A Party may not commence court proceedings relating to any dispute, controversy or claim arising from, or in connection with, this Agreement (including any question regarding its existence, validity or termination) (Dispute) without first meeting with a representative of the other Party to seek (in good faith) to resolve the Dispute. If the Parties cannot agree how to resolve the Dispute at that initial meeting, either Party may refer the matter to a mediator. If the Parties cannot agree on who the mediator should be, either Party may ask the Queensland Law Society to appoint a mediator. The mediator will decide the time, place and rules for mediation. The Parties agree to attend the mediation in good faith, to seek to resolve the Dispute. The costs of the mediation will be shared equally between the Parties. Nothing in this clause will operate to prevent a Party from seeking urgent injunctive or equitable relief from a court of appropriate jurisdiction.
- Email: You agree that we are able to send electronic mail to you and receive electronic mail from you. You release us from any Liability 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.
- Entire agreement: This Agreement contains the entire understanding between the Parties, and supersedes all previous discussions, communications, negotiations, understandings, representations, warranties, commitments and agreements, in respect of its subject matter.
- Further assurance: Each Party must promptly do all things and execute all further instruments necessary to give full force and effect to this Agreement and their obligations under it.
- Governing law: This Agreement is governed by the laws of Queensland, Australia. Each Party irrevocably and unconditionally submits to the exclusive jurisdiction of the courts operating in Queensland and any courts entitled to hear appeals from those courts and waives any right to object to proceedings being brought in those courts.
- Notices: Any notice given under this Agreement must be in writing addressed to the relevant address last notified by the recipient to the Parties. Any notice may be sent by standard post or email, and will be deemed to have been served on the expiry of 3 Business Days in the case of post, or at the time of transmission in the case of transmission by email.
- Relationship of Parties: This Agreement is not intended to create a partnership, joint venture, employment or agency relationship between the Parties.
- Severance: If a provision of this Agreement is held to be void, invalid, illegal or unenforceable, that provision is to be read down as narrowly as necessary to allow it to be valid or enforceable, failing which, that provision (or that part of that provision) will be severed from this Agreement without affecting the validity or enforceability of the remainder of that provision or the other provisions.
In this Agreement, unless the context otherwise requires, capitalised terms have the meanings given to them in this Agreement and:
ACL or Australian Consumer Law means the Australian consumer laws set out in Schedule 2 of the Competition and Consumer Act 2010(Cth), as amended, from time to time;
Agreement means these terms and conditions, all schedules, annexures and attachments included, or referred to, in this agreement;
Business Day means a day on which banks are open for general bank business in Queensland, excluding Saturdays, Sundays and public holidays;
Computing Environment means your computing environment including all hardware, software, information technology and telecommunications services and Systems;
Consequential Loss includes any consequential loss, indirect loss, real or anticipated loss of profit, loss of benefit, loss of revenue, loss of business, loss of goodwill, loss of opportunity, loss of savings, loss of reputation, loss of use and/or loss or corruption of data, whether under statute, contract, equity, tort (including negligence), indemnity or otherwise;
Content means any content we make accessible to you as part of the Program, including via the Platform, such as written content, video content, quizzes, assessment outlines, podcasts and similar;
Content Licence has the meaning given in clause 6.6;
Feedback means any idea, suggestion, recommendation or request by you, whether made verbally, in writing, directly or indirectly, in connection with the Program;
Fees means the fees payable by you to us in consideration for the Program as set out on the Platform. You must pay us the Fees in accordance with the Payment Terms;
Force Majeure Event has the meaning given in clause 11.3;
Intellectual Property means any copyright, registered and unregistered trade marks, designs (whether or not registered or registrable), domain names, know-how, inventions, processes, trade secrets or confidential information; or circuit layouts, software, computer programs, databases or source codes, including any application, or right to apply, for registration of, and any improvements, enhancements or modifications of, the foregoing;
Intellectual Property Rights means for the duration of the rights in any part of the world, any industrial or intellectual property rights, whether registrable or not, including in respect of Intellectual Property;
Laws means all applicable laws, regulations, codes, guidelines, policies, protocols, consents, approvals, permits and licences, and any requirements or directions given by any person with the authority to bind the relevant Party in connection with this Agreement or the provision of the Program, and includes the Privacy Act 1988 (Cth) and the Spam Act 2003 (Cth);
Liability means any expense, cost, liability, loss, damage, claim, notice, entitlement, investigation, demand, proceeding or judgment (whether under statute, contract, equity, tort (including negligence), indemnity or otherwise), howsoever arising, whether direct or indirect and/or whether present, unascertained, future or contingent and whether involving a third party or a Party to this Agreement or otherwise;
Personal Information has the meaning given in the Privacy Act 1988 (Cth);
Personnel means, in respect of us, any of our employees, consultants, suppliers, subcontractors or agents;
Platform means the Software as a service which you will access as part of the Program;
Platform Licence has the meaning given in clause 3.4;
Program means our visa eligibility program (Visa Eligibility Program) and includes access to the Visa Eligibility Program during the Program Period and the Content on the Platform;
Program End Date means 6 months from the Program Start Date;
Program Period means the period between the Program Start Date and the Program End Date;
Program Start Date means the date the Program commences which is the date that you accept this Agreement in accordance with its terms.
Site means our website located at https://www.maisonchenlaw.com.au/, and as may be available through other addresses and channels;
Software means the third party software used to provide the Platform, and includes any instructions in hard copy or electronic form and any update, modification or release of any part of that software after this Agreement is entered into by the Parties;
System means all hardware, software, networks and other IT systems used by a Party from time to time, including a network;
Third Party Inputs means third parties or any goods and services provided by third parties, including customers, end users, suppliers, service providers or other subcontractors which the provision of the Program may be contingent on, or impacted by; and
Your Data means the information, materials, documents, qualifications and other Intellectual Property or data provided by you or created by you before or during the Program Period (excluding any parts which are our Intellectual Property), or inputted by you into the Platform or generated by the Platform as a result of your participation in the Program, including your use of the Platform.