Terms & Conditions

MARKETPLACE TERMS AND CONDITIONS

Honeycomb Media Pty. Ltd. ACN 166 152 405 (referred to as Brauz) provides a searchable directory and purchasing platform for shoppers and retailers, where retailers can offer promotions and shoppers can browse and shop collections (collectively, the Services). The Services are available at https://brauz.com/ and https://business.brauz.com (Site) and on the Brauz mobile application (App).

1. Contract

(a)These Marketplace Terms and Conditions (Terms) form a binding legal agreement between Brauz, its directors, officers, employees, successors and assignees, and each person, organisation or entity using the Services (referred to as User). By using the Site, the App and Services, each User agrees to comply with and be legally bound by these Terms. Please read the Terms carefully. If there are any questions, the User is encouraged to contact Brauz using the contact details at the end of these Terms.

(b)The User’s use of the Site, the App and the Services indicates that:

  1. the User has had sufficient opportunity to access the Terms and contact Brauz;
  2. the User has read, accepted and will comply with the Terms;
  3. the User has legal capacity to enter into a contract for sale; and
  4. the User is 18 years or older; or if younger than 18 years, the User has the approval of its parent or guardian.

(c)If this is not correct, or if the User does not agree to these Terms, the User is not permitted to use any of the Services.

(d)These Terms supplement and incorporate:

  1. The Brauz policies and terms and conditions, including without limitation the Website Terms of Use and Privacy Policy posted on the Site; and
  2. the Stripe Services Agreement.
  3. the AfterPay Terms.

(e)Brauz’s Privacy Policy sets out how Brauz collects, uses and protects the personal information of its Users. Brauz’s Website Terms of Use govern your use of the Site. These documents are available on the Site.

2. Introductory Service Only

(a)The Site, the App and the Services provide a searchable directory of retailers and brands (a Retailer) and a purchasing platform, through which:

(i)Retailers will be able to:

  1. create a listing (Listing) on the Site and App;
  2. advertise the sale of Retailer products (Retailer Product) through a Listing or Listings; and
  3. advertise Retailer promotions, events or offers (Retailer Promotion).

(ii)Shoppers (a Shopper) will be able to:

  1. view Listings;
  2. purchase Retailer Products offered by a Retailer;
  3. follow Retailers using the functionality provided on the Site and App;
  4. ‘collect’ Retailer Products in order to receive notifications of any Retailer Promotions; and
  5. contact Retailers using the contact details provided on the Site and the App.

(b)Once a Retailer has created an Account, a Retailer may create a Listing. A Retailer must set out all relevant information in a Listing such as the purchase price of a Retailer Product, any delivery fees in respect of a Retailer Product and any other terms and conditions applicable to the sale of a Retailer Product.

(c)Each User understands and agrees that the Site and the App is an online introductory platform and purchase platform only, and that Brauz’s responsibilities are limited to facilitating the availability of the Site, the App and the Services. Listings set out the purchase price and relevant delivery fee for a Retailer Product. The Retailer is to arrange delivery of any Retailer Product to the Shopper. Brauz is not involved in the delivery process

(d)Brauz is not a party to any agreement entered into between a Shopper and a Retailer. Brauz has no control over the conduct of Shoppers, Retailers and any other users of the Site, the App and the Services. Brauz disclaims all liability in this regard, as set out in these Terms.

(e)Any arrangement between a Shopper and a Retailer is solely between the Shopper and Retailer. It is strictly and expressly not part of the User’s agreement with Brauz

(f)Analytics: Brauz may, from time to time, provide Retailers with a data analysis service as part of the Service, to analyse, track and visualise data obtained from the Services.

3. Online Registration

(a)A User can browse and view Listings, the Site and App as an unregistered user of the Site or App. A User must register on the Site and create an account (Account) to access some Services and features on the Site and the App, including for Retailers to create a Listing and for Shoppers to purchase a Retailer Product.

(b)Each User may only have one (1) Account on the Site and App.

(c)Basic information is required when registering on the Site for an Account. Each User is required to provide certain information including name, email address, and location and select a username and password. Users may also access the Site and App using the social login functionality provided on the Site and App.

(d)Each User agrees to provide accurate, current and complete information during the registration process and to update such information to keep it accurate, current and complete. Brauz reserves the right to suspend or terminate any User’s Account and his/her access to the Site, App and Services if any information provided to Brauz proves to be inaccurate, not current or incomplete.

(e)To keep information secure and confidential, Brauz uses SSL Certificates and other security software to protect Users, to establish an encrypted link between a server and a User. Users will be requested by Brauz to change their passwords at regular intervals. Further information on the storage and security of your personal information can be found in our Privacy Policy and Website Terms of Use.

(f)It is the User’s responsibility to keep its Account details, username and password confidential. The User is liable for all activity on its Account, including purchases made using its Account details. The User agrees that it will not disclose its password to any third party and that it will take sole responsibility for any activities or actions under its Account, whether or not it has authorised such activities or actions.

(g)The User will immediately notify Brauz of any unauthorised use of its Account.

4. User Acknowledgment

(a)Brauz is not a party to any agreement entered into between a Shopper and a Retailer.

(b)Each User acknowledges and agrees that any communications entered into with another User is at his or her own risk. Brauz does not provide a User with and cannot guarantee that other Users have genuine intentions.

(c)Each User should report to Brauz, any activities or requests of Users which are, or which the User reasonably believes to be:

  1. suspicious;
  2. inconsistent;
  3. illegal; or
  4. likely to have a negative effect on the reputation of Brauz, the Site, the App, Services and/or a User.

(d)Each User acknowledges and agrees that while the Site allows Users to communicate with each other, Users are not permitted to share the contact information of other Users.

(e)Each User represents and warrants that any content that it provides and Listing that it creates:

  1. will not breach any agreements it has entered into with any third parties;
  2. will be in compliance with all applicable laws, tax requirements, and rules and regulations that may apply to any User in its local area and country and in Australia; and
  3. will not conflict with the rights of third parties.

(f)For the avoidance of doubt, Brauz assumes no responsibility for a User’s compliance with any applicable laws, rules and regulations.

(g)Brauz reserves the right, at any time and without prior notice, to remove or disable access to any Account and/or Listing for any reason, including Accounts and/or Listings that Brauz, at its sole discretion, considers to be objectionable for any reason, in violation of these Terms or otherwise harmful to the Site, the App or Services or Brauz’s reputation.

5. Ratings and Reviews

(a)Users may rate a Listing (Rating), using the rating system on the Site. Shoppers may also provide feedback to a Retailer regarding Retailer Promotions or Retailer Products purchased by that Shopper (Review).

(b)Ratings and Reviews of a Retailer can be viewed by any User. Ratings and Reviews will remain viewable until the relevant Retailer’s Account and Listing is removed or terminated.

(c)Shoppers must provide true, fair and accurate information in their Review.

(d)If, in Brauz’s reasonable assessment, the Review is untrue, unfair, inaccurate, offensive or inappropriate, Brauz may delete the Review or ban the Shopper from posting the Review. Brauz does not undertake to review each Review made by a Shopper.

(e)To the fullest extent permitted by law, Brauz is not responsible for the content of any Reviews.

6. Prices and Payments

(a)Account Setup Fees

  1. Retailers are required to pay the once-off set up fee and monthly subscription fee as set out on our Site or App (Fees).
  2. Retailers agree to pay the Fee, in the currency specified on the Site and App, at the time that it creates an Account.
  3. Retailers may pay for the Services by Stripe or the payment method set out on the Site or App. The payment will be processed upon receipt of the request for an Account. Retailers must not pay, or attempt to pay for the Services through any fraudulent or unlawful means. If a Retailer's payment is not able to be successfully processed then the request for an Account may not be processed.

(b)Retailer Product Prices

  1. Shoppers must pay for the Retailer Products they purchase via the App. Shoppers agree to pay the price for any Retailer Product purchased (Purchase Price).
  2. Shoppers will be able to pay using one of the payment methods set out on the Site or App, including Stripe or AfterPay.
  3. Goods and Services Tax (GST) will be charged where applicable.

(c)Retailer Payment

  1. As a Retailer's limited payment collection agent, Brauz will collect from Shoppers the Purchase Price on behalf of that Retailer.
  2. Within fourteen (14) business days of the end of each month, or another prior agreed to between the parties, Brauz will facilitate payment to a Retailer's nominated bank account the total Purchase Price accrued for the Retailer Products delivered to a Shopper by that particular Retailer during the previous month, less the fee due to Brauz for connecting that Retailer with Shoppers (Brauz Fee)

(d)In the absence of fraud or mistake, all payments made are final and the Retailer shall not have the right to cancel its purchase for any reason and further each User agrees to satisfy all such payments made.

(e)Nothing prevents Brauz from taking any action necessary to recover any unpaid fees. If the Retailer fails to pay, the Retailer’s information will be passed on for collection and/or legal action. The Retailer acknowledges and agrees that it is liable for and will pay all costs including debt collection, commission, solicitor’s fees and any out of pocket expense incurred by Brauz. If the Retailer at any time exceeds Brauz’s payment terms and as a result are passed on for collection and or legal action, Brauz may place a default against the Retailer with a credit reporting agency.

(f)Brauz’s pricing structure or payment methods may be amended from time to time at its sole discretion. Brauz’s pricing structure may, from time to time, include a cost per click component, payable by the Retailer for Retailer Products or Retailer Services which are boosted using the functionality provided by the App, Site and/or Services.

7. Offers and Promotions

(a)Brauz may, from time to time, make offers or promotions which may be applicable to the Services (Brauz Offers). Brauz Offers are separate to Retailer Promotions.

(b)The conditions of such offers or promotions will be specified on the Site.

(c)The User acknowledges and agrees that Brauz may, at its sole discretion, remove or extend any offers or promotions, and Brauz will not be responsible or liable for any potential loss or damage which the User incurs as a result of the removal or extension of any offers or promotions.

8. Dispute Resolution

(a)By using our Site, App and Services, each User agrees that any legal remedy or liability that he or she may seek to obtain for actions or omissions of a Shopper, Retailer, or other third party, will be limited to a claim against the Shopper, Retailer or other third party, who caused harm to him or her. Brauz encourages Users to communicate directly with the relevant Shopper, Retailer or third party to resolve any disputes.

(b)Brauz welcomes feedback from its Users. Brauz seeks to resolve concerns quickly and effectively. If any User has any feedback or questions about the Services, please contact us using the contact details provided below.

(c)If there are any complaints from a User, Brauz will aim to respond and provide a suitable solution within 45 days. If a User is not satisfied with Brauz’s response, the User and Brauz agree to the following dispute resolution procedure:

  1. 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 User and Brauz agree to meet in good faith to seek to resolve the dispute by agreement between them (Initial Meeting)
  2. If a resolution cannot be agreed upon at the Initial Meeting, either the User or Brauz may refer the matter to a mediator. If the User and Brauz cannot agree on who the mediator should be, the complainant will ask the Law Society of Victoria to appoint a mediator. The mediator will decide the time and place for mediation. Each party to the dispute must attend the mediation in good faith, to seek to resolve the dispute

(d)Any attempts made by a party to resolve a dispute pursuant to this clause are without prejudice to other rights or entitlements of either party under these Terms, by law or in equity.

9. Cancellation of Registration

(a)If a User wishes to cancel its registration, it will need to do so by writing an email to the address listed at the end of these Terms. No refund of the Fees will be made to a Retailer on cancellation of their Account. For Shoppers that wish to cancel or terminate their Account, Retailers must fulfill any orders placed prior to the cancellation of an Account.

10. Refund Policy

(a)Any cancellation, exchange or refund of a Retailer Product is strictly a matter between the Shopper and the Retailer. The terms and conditions agreed to between the Shopper and Retailer should be set out clearly in the Listing in respect of the Retailer Product.

11. Consumer Guarantees

(a)Consumer legislation in Australia including the Australian Consumer Law (ACL) in the Competition and Consumer Act 2010 (Cth), and similar consumer protection laws and regulations may confer the User with rights, warranties, guarantees and remedies relating to the provision of Services by Brauz to the User which cannot be excluded, restricted or modified (Statutory Rights)

(b)If the User is a consumer as defined in the ACL, the following notice applies to the User from Brauz: "Brauz guarantees that the Services, being the provision of a directory and payment platform, supplied to the User are rendered with due care and skill; fit for the purpose that Brauz advertises, or that the User has told Brauz he, she or it wishes the Services to achieve, unless Brauz considers and discloses that this purpose is not achieveable; and will be supplied within a reasonable time. To the extent Brauz is unable to exclude liability; Brauz's total liability for loss or damage suffered or incurred by the User from the Services is limited to Brauz resupplying the Services to the User, or, at Brauz's option, Brauz refunding to the User the amount he, she, or it has paid Brauz for the Services to which his, her or its claim relates."

(c)Nothing in these Terms excludes a User's Statutory Rights as a consumer under the ACL. THe User agrees that Brauz's liability for Services provided to Users who are defined as consumers is governed solely by the ACL and these Terms.

(d)Brauz excludes all conditions and warranties implied by custom, law or statute except for the User's Statutory Rights. Except for the User's Statutory Rights, all material and work is provided to the User without warranties of any kind including but not limited to implied warranties of merchantability and fitness for a particular purpose.

12. Intellectual Property

(a)All logos, slogans, content, designs, diagrams, drawings, graphics, images, layouts, appearance, videos, ideas, methods, databases, codes, algorithms, software, fees, pricing, notes, documents, domain names, confidential information, copyright, rights in circuit layouts (or similar rights), registered or unregistered trade marks, trade names, patent, know-how, trade secrets and any other intellectual or industrial property whether such rights are capable of being registered or not (collectively Intellectual Property), including but not limited to copyright which subsists in all creative and literary works displayed on the Site, the App and Services, the layout, appearance and look of the Site and App, together with any applications for registration and any rights to registration or renewal of such rights anywhere in the world, whether created before or after the date of these Terms and whether used or contained in the Site is owned, controlled or licensed to Brauz (or its affiliates and/or third party licensors as applicable).

(b)The User agrees that, as between the User and Brauz, Brauz owns or holds the relevant licence to all Intellectual Property rights in the Site, the App and Services, and that nothing in these Terms constitutes a transfer of any Intellectual Property. The Intellectual Property, Site, App and Services are protected by copyright, trademark, patent, trade secret, international treaties, laws and other proprietary or industrial rights whether such rights are capable of being registered or not, and also may have security components that protect digital information only as authorised by Brauz or the owner of the content.

(c)Some Intellectual Property used in connection with the Site, App and Services are the trademarks of their respective owners (collectively Third Party Marks).

(d)Brauz’s Intellectual Property and Third Party Marks may not be copied, imitated or used, in whole or in part, without the prior written permission of Brauz or the applicable trademark holder or Intellectual Property owner.

(e)Users of the Site do not obtain any interest or licence in the Intellectual Property or Third Party Marks without the prior written permission of Brauz or the applicable Intellectual Property owner. Users may not do anything which interferes with or breaches the Intellectual Property rights.

13. User Licence

(a)Subject to these Terms, Brauz grants the User a personal, non-exclusive, non-transferable, limited and revocable licence to use the Site, App and Services for its own personal and/or non-commercial use only on a computer or mobile device owned or controlled by the User as permitted in accordance with these Terms (User Licence), and not to use the Site, App and Services in any other way or for any other purpose, apart from local fair dealing legislation in accordance with the Copyright Act 1968 (Cth). All other uses are prohibited without Brauz’s prior written consent.

(b)The right to use the Site, App and Services is licensed to the User and not being sold to the User. A User has no rights in the Site, App and Services other than to use it in accordance with these Terms.

(c)This Agreement and User Licence governs any updates to, or supplements or replacements for the Site, App and Services, unless separate Terms accompany such updates, supplements or replacements, in which case the separate Terms will apply.

14.Retailer obligations

(a)It is a condition of creating a Listing on the Brauz App that the Retailer is able to provide any Retailer Product that it advertises for sale on the Brauz App. Retailers are responsible for providing a Retailer Product that is purchased by a Shopper on the App.

(b)Retailers warrant that they will comply with their ACL obligations and that they will provide a repair, refund, or replacement, or other remedy where obliged to by law.

(c)Retailers warrant that the Retailer Products they provide will be of merchantable quality.

(d)Any refund or return of a Retailer Product is strictly a matter between the a Retailer and a Shopper; Brauz requires Retailers to provide Shoppers with instructions on how to return products, if applicable.

15.Permitted and Prohibited Conduct

(a)The User is solely responsible for compliance with any and all laws, rules, regulations, including but not limited to tax obligations that may apply to its use of the Site, App and Services. In connection with the User’s use of the Site, App and Services, the User may not and agrees that it will not:

  1. use the Site, App or Services for any commercial or other purposes that are not expressly permitted by these Terms;
  2. use the Site, App or Services to sell adult products or pornography;
  3. use the Site, App or Services to sell products which are illegal, outlawed or not permitted to be sold by Australian law;
  4. register for more than one Account or register for an Account on behalf of another individual and/or entity;
  5. use the Services to find a Retailer and then complete, or assist another individual to complete, a Booking or transaction independent of the Services in order to circumvent the obligation to pay any fees related to Brauz’s provision of the Services;
  6. post any Review or upload any content (including but not limited to User Content) that is offensive, contains nudity or inappropriate language, contains racial or religious ranting or discrimination or defames another User or Listing;
  7. submit any false or misleading information;
  8. as a Retailer, offer any Retailer Products that it cannot provide;
  9. as a Shopper, make any offers to the Retailers that it does not intend to honour;
  10. violate any local, state, provincial, national, or other law or regulation, or any order of a court, including, without limitation, zoning restrictions and tax regulations;
  11. copy, store or otherwise access any information contained on the Site, App and Services or content for purposes not expressly permitted by these Terms;
  12. infringe the rights of any person or entity, including without limitation, their intellectual property, privacy, publicity or contractual rights;
  13. use the Site, App or Services to transmit, distribute, post or submit any information concerning any other person or entity, including without limitation, photographs of others without their permission, personal contact information or credit, debit, calling card or account numbers;
  14. use the Site, App or Services in connection with the distribution of unsolicited commercial email, i.e. spam or advertisements;
  15. stalk or harass any other user of the Services or collect or store any personally identifiable information about any other user other than for purposes of transacting as a User on the Site or App;
  16. use, display, mirror or frame the Site or App, or any individual element within the Site or App, Services, Brauz’s name, any Brauz trademark, logo or other Intellectual Property, information, or the layout and design of any page or form contained on a page, without Brauz’s express written consent; or
  17. advocate, encourage, or assist any third party in doing any of the foregoing.

16. Brauz Content

(a)The Site, App, Services, and Intellectual Property are protected by copyright, trademark, and other laws of Australia and international countries. The User acknowledges and agrees that the Site, App, Services and Intellectual Property, including all associated intellectual property rights are the exclusive property of Brauz and its licensors. The User will not remove, alter or obscure any copyright, trademark, service mark or other proprietary rights notices incorporated in or accompanying the Site, App and Services, or Intellectual Property.

(b)The User must not post, upload, publish, submit or transmit any content that:

  1. infringes, misappropriates or violates a third party’s patent, copyright, trademark, trade secret, moral rights or other intellectual property rights, or rights of publicity or privacy;
  2. is fraudulent, false, misleading or deceptive;
  3. denigrates Brauz, the Site, the App, Services, a Shopper, or a Retailer;
  4. violates, or encourages any conduct that would violate, any applicable law or regulation or would give rise to civil liability;
  5. is defamatory, obscene, pornographic, vulgar, offensive, promotes discrimination, bigotry, racism, hatred, harassment or harm against any individual or group;
  6. is violent or threatening or promotes violence or actions that are threatening to any other person; or
  7. promotes illegal or harmful activities or substances.

17. User Content

(a)Users are permitted to post, upload, publish, submit, transmit or integrate relevant information and content (User Content). By making available any User Content or any Intellectual Property on or through the Site, App and Services, the User grants to Brauz a worldwide, irrevocable, perpetual, non-exclusive, transferable, royalty-free licence to use the User Content and Intellectual Property, with the right to use, view, copy, adapt, modify, distribute, license, sell, transfer, publicly display, publicly perform, transmit, stream, broadcast, access, or otherwise exploit such User Content and Intellectual Property on, through, or by means of the Site, App and Services.

(b)The User agrees that it is solely responsible for all User Content and Intellectual Property that it makes available through the Site, App and Services. The User represents and warrants that:

  1. it is either the sole and exclusive owner of all User Content and Intellectual Property that it makes available through the Site, App and Services, or that it has all rights, licences, consents and releases that are necessary to grant to Brauz the rights in such User Content or Intellectual Property, as contemplated under these Terms; and
  2. neither the User Content nor the posting, uploading, publication, submission or transmittal of the User Content or Brauz’s use of the User Content (or any portion thereof) on, through or by means of the Site, App and the Services will infringe, misappropriate or violate a third party’s patent, copyright, trademark, trade secret, moral rights or other Intellectual Property rights, or rights of publicity or privacy, or result in the violation of any applicable law or regulation.

(c)Brauz may at its sole discretion remove any User Content that is offensive or in breach of these Terms.

18. Disclaimers

(a)Brauz does not guarantee that Retailer Promotions will be successful, that Shoppers will purchase Retailer Products, nor does Brauz guarantee that Shoppers will be able to find desirable Retailers and/or Retailer Products.

(b)Brauz does not provide Retailer Products and is only responsible for connecting Shoppers with retailers and providing the Services, App, and Site.

(c)Brauz does not endorse any Shopper, Retailer, Listing and Retailer Products. Brauz requires Shoppers and Retailers to confirm that they have provided accurate information.

(d)Brauz cannot and does not control the content contained in any Listings or the condition, legality or suitability of any Retailer or Retailer Products. Shoppers are responsible for determining the identity and suitability of Retailers that they contact via the Services and the Retailer Products.

(e)Brauz accepts no responsibility for and makes no representations or warranties to the User or to any other person or entity as to the reliability, accuracy or completeness of the information contained on the Site or the App. Brauz disclaims any and all liability related to any and all Shoppers, Retailers, Listings and Retailer Products.

(f)To the extent permitted by law, Brauz accepts no responsibility for and makes no representations or warranties to the Retailer or to any other person or entity as to the reliability, accuracy or completeness of the data analysis service. Brauz disclaims any and all liability related to any and all data analysis.

(g)By using the Site, App or Services, the User agrees that any legal remedy or liability that it seeks to obtain for actions or omissions of other Shoppers or Retailers or other third parties will be limited to a claim against the Shopper or Retailer or other third party who caused it harm. Brauz encourages the User to communicate directly with the relevant Shopper or Retailer on the Site, App and Services regarding any communications or arrangements made between them and to resolve any dispute between them.

(h)To the fullest extent allowable under applicable law, Brauz disclaims all warranties, representations and conditions, whether express or implied, including any warranties, representations and conditions that the Site, App or Services are merchantable, of satisfactory quality, reliable, accurate, complete, suitable or fit for a particular purpose or need, non-infringing or free of defects or errors.

(i)For the avoidance of doubt, Brauz is not responsible for any duties, fees, and taxation, visa or immigration matters associated under these Terms. Brauz advises that all Users using the Site, App and Services should seek advice in relation to these matters.

(j)Each Shopper and Retailer who uses the Site, App and the Services does so at their own risk.

(k)Brauz excludes all express and implied conditions and warranties, except for the User’s Rights, to the fullest extent permitted by law, including but not limited to:

  1. Brauz expressly disclaims any implied or express guarantees, warranties, representations or conditions of any kind, which are not stated in these Terms;
  2. Brauz does not warrant that the Site, the App, the Services, content on the Site or App (including pictures, videos, sound clips, resumes, links etc.), or the User’s access to the Site, the App or the Services will be error free, that any defects will be corrected or that the Site, the App or the server which stores and transmits material to the User is free of viruses or any other harmful components;
  3. Brauz takes no responsibility for, and will not be liable for, the Site, the App, the Services, the Shoppers, the Retailers and Retailer Products being unavailable, of a particular standard of workmanship, failing to meet the Listing description, failing to meet the User’s needs, or being of less than merchantable quality; and
  4. Brauz will not be liable for any loss, damage, costs or expense whether direct, indirect, incidental, special, consequential and/or incidental, exemplary or consequential damages, including lost profits, loss of data or loss of goodwill, service interruption, computer damage or system failure or the cost of substitute products or services, or for any damages for personal, bodily injury, death or emotional distress, loss of revenue, production, opportunity, access to markets, goodwill, reputation, use or any indirect, remote, abnormal or unforeseeable loss, or any loss or damage relating to business interruption, loss of programs or other data on the User’s information systems or costs of replacement goods, or otherwise, suffered by the User or claims made against the User, arising out of or in connection with the Site, the App, Services, content on the Site or App, inability to access or use the Site, the App, the Services, any Listing, the Retailer Products or the Terms, even if Brauz was expressly advised of the likelihood of such loss or damage.

(l)The User agrees not to attempt to impose liability on, or seek any legal remedy from Brauz with respect to such actions or omissions.

19. Limitation of Liability

(a)Brauz’s total liability arising out of or in connection with the Site, the App, the Services or the Terms, however arising, including under contract, tort, including negligence, in equity, under statute or otherwise, will not exceed the total fees paid by the User to Brauz in the twelve (12) month period prior to the event giving rise to the liability, or one hundred dollars (AUD$100) if no such payments have been made, as applicable.

(b)The limitations of damages set forth above are fundamental elements of the basis of the bargain between Brauz and the User. Some jurisdictions do not allow the exclusion or limitation of liability for consequential or incidental damages, so the above limitation may not apply to the User.

(c)This limitation of liability reflects the allocation of risk between the parties. The limitations specified in this section will survive and apply even if any limited remedy specified in these terms is found to have failed of its essential purpose. The limitations of liability provided in these terms inure to the benefit of Brauz.

20. Indemnity

(a)Each User agrees to defend and indemnify and hold Brauz (and Brauz’s parent, related bodies corporate, officers, directors, contractors, employees and agents) harmless from and against any claims, actions, suits, demands, damages, liabilities, costs or expenses (including legal costs and expenses on a full indemnity basis), including in tort, contract or negligence, arising out of or connected to the User’s use of or access to the Services; any breach by the User of these Terms; any wilful, unlawful or negligent act or omission by the User; and any violation by the User of any applicable laws or the rights of any third party.

(b)Brauz reserves the right to assume the exclusive defence and control of any matter otherwise subject to indemnification by the User, in which event the User will cooperate in asserting any available defences.

(c)This defence and indemnification obligation will survive these Terms and the User’s use of the Site, App or Services. These Terms, and any rights and licences granted hereunder, may not be transferred or assigned by the User, but may be assigned by Brauz without restriction.

21. General

(a)Accuracy: While Brauz will endeavour to keep the information up to date and correct, Brauz makes no representations, warranties or guarantee, express or implied, about the completeness, accuracy, reliability, suitability or availability of any information, images, products, services, or related graphics contained on the Site or App for any particular purpose. The User hereby acknowledges that such information and materials may contain mistakes, inaccuracies or errors and Brauz expressly excludes any liability for such to the fullest extent permissible by law.

(b)Security: Brauz uses Amazon Web Services, which includes a Digicert Wildcard SSL certificate to protect all User transactions and to ensure maximum security. Brauz also uses strong passwords requiring alphanumeric characters and encrypts all financial information. All credit card payments are processed by a secured third party processor with Level 1 PCI DSS compliance.

(c)Termination: Brauz reserves the right to refuse supply of the Services required by any User, terminate any User’s Account, terminate its contract with any User, and remove or edit content on the Site or App at its sole discretion, without incurring any liability to the User. If Brauz decides to terminate a User’s Account the User’s Account will be deactivated, its password will be disabled and it will not be able to access the Site, App, Services, its Account or its User Content.

(d)Fraudulent Activities: Each User acknowledges and agrees that, in the event Brauz reasonably suspects that there are fraudulent activities occurring within the Site, App and Services, Brauz reserves the right to immediately terminate any Accounts involved in such activities, contact the relevant authorities and provide all necessary information to assist in proceedings and investigations.

(e)Force Majeure: Brauz will not be liable for any delay or failure to perform its obligations under the Terms if such delay is due to any circumstance beyond its reasonable control.

(f)Notice: Any notice in connection with the Terms will be deemed to have been duly given when made in writing and delivered or sent by email or post to the party to whom such notice is intended to be given or to such other address or email address as may from time to time be notified in writing to the other party.

(g)Waiver: Any failure by a party to insist upon strict performance by the other of any provision in the Terms will not be taken to be a waiver of any existing or future rights in relation to the provision. No waiver by Brauz of any of the Terms shall be effective unless Brauz expressly states that it is a waiver and Brauz communicates it to the User in writing.

(h)Assignment: A User must not assign any rights and obligations under the Terms whether in whole or in part without Brauz’s prior written consent.

(i)Severability: If any of the Terms are determined by any competent authority to be invalid, unlawful or unenforceable to any extent, such term, condition or provision will to that extent be severed from the remaining terms, conditions and provisions which will continue to be valid to the fullest extent permitted by law.

(j)Jurisdiction and Applicable Law: These Terms, use of this Site, the App, the Services and any dispute arising out of any User’s use of the Site, App or Services is subject to the laws of Victoria, Australia, and subject to the exclusive jurisdiction of the Victoria courts. The Site and App may be accessed throughout Australia and overseas. Brauz makes no representation that the content of the Site and App complies with the laws (including intellectual property laws) of any country outside Australia. If a User accesses the Site or App from outside Australia, it does so as its own risk and are responsible for complying with the laws in the place where he/she accesses the Site or App.

(k)Entire Agreement: These Terms and any document expressly referred to in them represent the entire agreement between Brauz and each User, and supersede any prior agreement, understanding or arrangement between Brauz and each User, whether oral or in writing.

For questions and notices, please contact us at:

Honeycomb Media Pty. Ltd. ACN 166 152 405 trading as Brauz
4/35 Hope St, Brunswick, VIC 3056
Email: compliance@brauz.com

Last update: 21 July 2017

LegalVision ILP Pty Ltd owns the copyright in this document and use without permission is prohibited.