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Terms of Use

Please read these Terms of Use before using this Service. By continuing to use the Site, You agree to the Terms of Use.

Definitions In this Agreement, unless the context otherwise requires:

1. Agreement means this document and any Digital Agreement, contracts, deeds, variations between the You and EveryPay;
2. Bulk Electronic Clearing System (BECS) means the exchange and settlement of bulk electronic transactions by Split Payments;
3. Content means the information, features and services available through the Site;
4. Direct Debit Request Authority means authorisation from You to EveryPay permitting us to collect future (set or variable) payments from your nominated bank
5. EveryPay (“we”, “us” or “our”) means EveryPay Pty Ltd ACN 636 658 538;
6. Force Majeure Event means a declared emergency, event, pandemic, or act outside the control of EveryPay which prevents part or all of EveryPay obligations under the Agreement being met, including but not limited to:
   (A)           tsunami, flood, cyclone, earthquake, bushfire, or other act of nature;
   (B)           riot, civil commotion, war, invasion, or terrorist act;
   (C)           medical emergency;
   (D)           catastrophic internet failures;
   (E)           an imminent threat of an event in paragraphs (i), (ii) or (iii); or
   (F)           compliance with any lawful direction or order by a Commonwealth, State, Territory or local government agency or Court or Tribunal;
7. Privacy Policy means the policy available on our Site;
8. Schedule means the agreement reached between You and EveryPay as to the frequency and timing of direct debit payments; ;
9. Site means www.everypay.com.au;
10. Split Payments means Split Payments Pty Ltd of 7b/11 Banksia Drive, Byron Bay NSW 2481; Split Payments Platform means https://www.splitpayments.com.au;
11. Terms of Use ("TOU") means this Agreement;
12. User means You; and
13. You means You as the customers and user of our Site and Services.

INTRODUCTION

1. EveryPay provides the Site and the information and Services offered on the Site to You, subject to this Agreement.  
2. This Agreement is formed between You as the user and EveryPay. You accept these TOU by clicking to accept or agree to the Terms where this option is made available to You by us in the user interface or otherwise, by using this website and purchasing our Services. We recommend You read the following TOU carefully and print out/save and keep a copy of them for your future reference. If You do not wish to accept any part of these TOU, then You must cease use of this Site and not continue with any Services.  
3. We may, in our sole discretion, modify these TOU with or without notice to You and such modifications shall be effective immediately upon posting the modified TOU on the Site. Any changes to the TOU take immediate effect from the date of their publication. You should check the website from time to time, especially when purchasing further goods or services, to acquaint yourself with the current version of these TOU. By continuing to access and use the Site after these TOU have been modified, You are agreeing to such modifications.
4. In addition, when accessing information and or using particular Services or features on the Site, You shall be subject to any posted guidelines or rules applicable to such information and Services. All such guidelines or rules are hereby incorporated by reference into these TOU.
5. This Agreement sets out the entire agreement between You and EveryPay and supersedes any prior agreements of EveryPay and You with respect to the transactions set out in this Agreement.
6. EveryPay does not provide any advice on your tax obligations. You responsible for compliance with any and all laws, regulations, rules, and tax obligations that may apply to your use of EveryPay’s Services, Site and content.
7. You agree that You will use the Service in compliance with all applicable laws, rules and regulations.

SERVICES

1. All Services are provided in accordance with the short term credit exemption contained in the National Credit Code at section 6 of Schedule 1 of the National Consumer Credit Protection Act 2009 (Cth).
2. Unless explicitly stated otherwise, any new features or services that augment or enhance the Service in the future shall be considered part of the Service and subject to these TOU.
3. We shall not be responsible or liable for the accuracy, completeness, usefulness or availability of any Content transmitted or made available via the Site.
4. We shall not be responsible or liable for any decisions made in reliance on Content.

REGISTRATION / ENROLMENT

1. You may be required to register for and create an account with the Service in order to access certain information, Services and features offered through the Site.
2. As part of the registration and account creation process, You will select a password and provide us with certain registration information. You are solely responsible for maintaining the confidentiality of your password(s) and for all usage or activity on your account, including the use of your account by any person using your password(s).
3. If You choose to register with the Service or otherwise provide personal or other information to the Service, You agree to:
   
   (a) provide true, accurate, current and complete information about yourself as prompted by the Service’s enrolment process or other areas of the Service; and
   
   (b) maintain and promptly update such information to keep it true, accurate, current and complete.
4. If You provide any information to us that is untrue, inaccurate, not current or incomplete, or if we have reasonable grounds to suspect that such information is untrue, inaccurate, not current or incomplete, we have the right to suspend or terminate your account and refuse any and all current or future use of the Service (or any portion thereof).
5. As a condition of using the Service, You agree to the terms of EveryPay’s Privacy Policy, which may be updated from time to time. Any personal or other information You provide to us is subject to our Privacy Policy.
6. Any information provided during the registration process will form part of your Digital Agreement and be subject to these Terms of Use.
7. The Digital Agreement, Terms of Use and ancillary Agreements will continue on an ongoing basis and will automatically renew until terminated in writing by you.

THIRD PARTY WEBSITES

1. The Service may provide links to websites or resources outside of the Site.
2. You acknowledge and agree that we are not responsible for the availability of third party sites or resources, and do not endorse and are not responsible or liable for any Content, use, advertising, goods, services or other materials on, available through or provided by such sites or resources.
3. Any use of third-party websites or applications is done so at your own risk. Your correspondence or dealings with, or participation in promotions of, any websites that You find or link to through the Service, including payment and delivery of related goods or services, and any other terms, conditions, warranties or representations associated with such dealings, are solely between You and such websites.
4. You agree that we shall not be responsible or liable for any loss or damage of any sort incurred as the result of any such dealings or as the result of the presence of links to such websites in connection with our Service.

CONNECTING TO SOCIAL MEDIA WEBSITES

1. If You choose to use social media connect functions on the Site, You acknowledge and agree to abide by the relevant TOU of each respective social media website that we may utilise.
2. This function is intended to enable us to connect with social media websites so that You can send newsfeeds about your activities to each of these websites. Such social media websites may also be able to use information about action You take on our Site and any such use of these sites is done at your own risk.
3. You acknowledge and agree that we are not responsible for the availability of these websites, or any other social media websites that we may add to the connect function, and do not endorse and is not responsible or liable for any Content, advertising, goods, services or other materials on, available through or provided by such websites or resources.

INTELLECTUAL PROPERTY

1. We reserve all intellectual property rights, including but not limited to, copyright in material and/or Services provided by us. Nothing in this Agreement gives You a right to modify, rent, lease, loan, sell, distribute, create derivative works based on, or otherwise use any of our marketing material, business names, trademarks, logos, domain names or other distinctive brand features without prior approval in writing by EveryPay.
2. You acknowledge and agree that the Service and any necessary software used in connection with the Service (the “Software”) contain proprietary and/or confidential information, Content and other materials that are protected by applicable intellectual property and other laws (including, without limitation, copyrights, trademarks, service marks and patents).
3. In addition, You may not copy, reproduce, republish, upload, post, transmit or distribute materials from the Site in any way or manner without our prior written permission. EveryPay, the accompanying logos, trade dresses and all other intellectual property on this Site is owned by EveryPay Pty. Ltd.
4. By providing information on our Site or corresponding with us in circumstances where it is reasonable from the context of your communication to expect that You intend the correspondence or communication to be made public, then You automatically grant, represent and warrant to EveryPay that You have the right to grant to us an irrevocable, perpetual, exclusive, royalty-free, worldwide licence to use, copy, perform, display, publish and distribute the content and to prepare derivative works of the content or incorporate the content into other works in order to publish and promote such content.
5. Any communication or material You do transmit to the Site by e-mail, social media or otherwise will be treated as non-confidential and non-proprietary.
6. In addition, by submitting or posting any Content, You represent and warrant that:
   (a)           You own or otherwise control all of the rights to the Content that You submit by e-mail or post;
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   (b)           that all “moral rights” that You may have in such Content have been voluntarily waived by You;
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   (c)            that the Content is accurate; and
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   (d)           that use of the Content You supply does not violate this policy and will not cause injury to any person or entity.
7. You agree to indemnify us and our affiliates for all Claims, resulting from:
   (a)           a breach of your representations, warranties or obligations set forth herein;
   
   (b)           your actions or Content You supply;
   
   (c)            violation of any law or the rights of a third party; and
   
   (d)           hold us and our affiliates harmless from and against all damages, losses and expenses of any kind (including reasonable legal fees and costs) related to such claims.
8. Furthermore, we reserve the right to refuse, accept, post, display, change, condense, delete or transmit any Content in our sole discretion.
9. We do not guarantee that You will have any recourse through us or our affiliates to edit or delete any Content You have submitted.
10. We reserve the right to remove or to refuse to post any submission or Content for any reason.
11. You acknowledge that You, not EveryPay Pty. Ltd, are responsible for the contents of your submission.

POSTINGS/USER CONDUCT

1. Although we may from time to time monitor or review discussions, chats, postings, transmissions, bulletin boards, and the like on the Site, we are under no obligation to do so and assume no responsibility or liability arising from the content of any such locations nor for any error, defamation, libel, slander, omission, falsehood, obscenity, pornography, profanity, danger, or inaccuracy contained in any information within such locations on the Service.
2. You are prohibited from posting or transmitting any content or material that is, or may reasonably be considered to be, abusive, offensive, unlawful, threatening, libellous, defamatory, obscene, scandalous, inflammatory, hateful, racially or religiously biased or offensive, pornographic, or of a sexual nature, profane, illegal, threatening, harassing, intimidating to any person or entity that could constitute or encourage conduct that would be considered a criminal offence, give rise to civil liability, or otherwise violate any law.
3. We will fully cooperate with any law enforcement authorities or court order requesting or directing us to disclose the identity of anyone posting or transmitting any such information or materials.
4. You may not use the Service or the Site to
   (a)           interfere with any other user’s use of the Service;
   (b)           conduct any unlawful activity;
   (c)            intentionally solicit or harm minors in any way;
   (d)           misrepresent your own identity or any affiliation that You may have;
   (e)           modify, adapt, sub-license, translate, sell, reverse engineer, decompile or disassemble any portion of the Service, Site or Content;
   (f)             alter or remove any copyright, trademark or other proprietary rights notices; and
   (g)           “frame,” “mirror,” or “deep link” any part of the Site or Content.
5. We will not take responsibility or be liable for the conduct of any person who uses the Site, or for any loss or damage suffered by person as a result of the use of the Site.

MODIFICATIONS TO SERVICE

1. We reserve the right at any time and from time to time to modify or discontinue, temporarily or permanently, the Service (or any part thereof) with or without notice. You agree that we shall not be liable to You or to any third party for any modification, suspension or discontinuance of the Service.

TERMINATION

1. We reserve the right, in our sole discretion, immediately and without notice to suspend or terminate these TOU, your account (if You have registered) and/or your ability to access the Site, for any reason including any breach by You of these TOU or conduct by You that we determine to be inappropriate.
2. Without limiting the foregoing, if You post any images or Content to the Site that infringes the copyright of any third party, such conduct shall be grounds for immediate termination of your account.
3. Should You wish to terminate our Services, You may do so by contacting us via email at support@everypay.com.au or via the online portal.

AUTOMATIC PAYMENTS

1. An automatic payment is a payment, through direct debit that we will automatically charge directly to your bank account/s on a one-time or regular basis in agreed upon amounts (‘Automatic Payment’).
2. You hereby expressly consent to, authorise and instruct EveryPay to deduct Automatic Payment amounts from your nominated bank account for the amounts and on those Scheduled dates set out by EveryPay.
3. You acknowledge that You are giving us the ability to collect or reverse variable payment amounts from or to your nominated bank account, in accordance with terms of this Agreement.
4. You are responsible for ensuring that You have sufficient funds in your nominated bank account available to make Automatic Payments on the dates specified by EveryPay.
5. You are liable for any fees or charges imposed by your nominated nominated bank account, except to the extent that such fees or charges arise as a result of our error or system failure. If any fees or charges are imposed as a result of our error or system failure, please provide us with a copy of the relevant records, and we will reimburse You for the relevant fees or charges.
6. If an Automatic Payment fails (for example, if You have insufficient funds in your nominated bank account), late fees may apply unless You otherwise make the Scheduled payment on or before the relevant due date. You authorise us to satisfy any monetary liability You owe us by:
   (a)           debiting your nominated bank account at a later time or date;
   (b)           debiting any other nominated bank account which You have provided details of;
   (c)            offsetting the payment amount against any amounts we may owe to You; or
   (d)           any other legal means.

TOU OF SPLIT PAYMENTS DIRECT DEBIT REQUEST (‘DDR’) SERVICE AGREEMENT

1. Initial Terms, Split Payments will debit your nominated account for the amounts and at the frequency of payments as agreed between You and EveryPay with whom You have a direct debit agreement.
2. Continuation of Agreement, The Digital Agreement, Terms of Use and ancillary Agreements will continue on anongoing basis and will automatically renew until terminated in writing by you.
   
3. Change of Terms, Terms may be changed immediately with the approval of EveryPay or within the parameters of the Digital Agreement issued by EveryPay and approved by the User. This is managed through the Split Payments Platform.
4. Deferring or Stopping a Payment, Should You wish to defer a payment to another date You must contact EveryPay before the date of that payment to request the deferment. Deferments are entirely at the discretion of EveryPay. You may request to stop an individual payment through the Split Payments platform however You will still be liable to make this payment to EveryPay.
5. Altering the Schedule, Should You wish to alter the payment frequency or day to debit, contact EveryPay. Altering the Schedule is solely at the discretion of EveryPay. EveryPay may charge a fee for this service. EveryPay shall notify You of these fees. Any changes made will not affect the total amount You would otherwise have paid over the minimum term of your Digital Agreement.
6. Cancelling the Payments, You can cancel this Direct Debit Request Authority at any time through the Split Payments platform. Cancellation of the authority to debit your account will not terminate your Digital Agreement or remove your liability to make the payments You have agreed to with EveryPay.
7. Disputes, If You dispute any debit payment, You must notify EveryPay immediately. EveryPay will respond to your dispute within seven (7) Business Days and will immediately refund the amount of the debit if they are not able to substantiate the reason for it. If You do not receive a satisfactory response from EveryPay to your dispute, contact Split Payments who will respond to You with an answer to your claim within 5 business days if your claim is lodged within twelve (12) months of the disputed drawing, or within 30 business days if your claim is lodged after twelve (12) months from the disputed drawing.
8. Business Days, When the day to debit falls on a weekend or public holiday the debit will be initiated onthe next working day.
   
9. Dishonoured Payments, It is your responsibility to ensure that on the due date clear funds are available in your nominated account to meet the direct debit payment. Should your payment be dishonoured, You authorise Split Payments to debit your account when clear funds become available in your nominated bank account.
10. Enquiries, Enquiries may be directed to enquiries@splitpayments.com.au
    
11. 12.11. Your Other Responsibilities, In addition to those already mentioned, You are responsible for ensuring that your nominated account is able to accept direct debits. If it is not, it is your responsibility to provide Split Payments with a new account number.
    
    You request and authorise Split Payments Pty Ltd (User ID #492448, 531942, 543948, 543950, 543949, 543954, 538925, 543947, 543955, 543956, 543957, 543958, 543962) on behalf of EveryPay with whom You have a direct debit agreement, to arrange through its own financial institution, to debit from your nominated account any amount EveryPay has deemed payable by You.
    
    This debit or charge will be made through the Bulk Electronic Clearing System (BECS) from your account held at the financial institution You have nominated below and will be subject to the TOU of the Direct Debit Request Authority.
    

LATE PAYMENTS

1. If You fail to pay any amounts on the due date, EveryPay will attend another direct debit the next day.
2. EveryPay reserves the right to charge additional late fees. For the avoidance of doubt, the total late fees that may be applied are capped at twenty-four percent (24%) of the original outstanding balance.
3. We may, at our sole discretion, reasonably delay the application of, or waive wholly or partly, any Late Fee. If late fees are or may be incurred as a result of EveryPay's error, please let us know, and we will waive or refund such fees, as relevant.

CHARGES

1. For the use of EveryPay services, You will be charged a fixed administrative fee equivalent to five percent (5%) of the amount You receive in advance from EveryPay.

NO SET OFF

1. Notwithstanding any other provisions of this Agreement, You must make all payments in accordance and pay all other amounts in full to us under this Agreement without any set- off, withholding or reduction for any reason whatsoever, including any existing or future act, omission or default by us.

ASSESSMENT AND CHECKS

1. We reserve the right to assess and determine whether to accept or cancel your application.

REPAYMENT CAPABILITY AND IDENTITY CHECKS

1. We reserve the right to verify your identity, including if required under the Anti-Money Laundering and Counter-Terrorism Financing Act 2006 (Cth). Verifying your identity does not mean we will approve your application for other variables that are considered.
2. You agree to provide any information or documentation reasonably requested by EveryPay to verify your identity in connection with your EveryPay account.
3. You authorise us to make, directly or through third parties, any enquiries we consider necessary to verify your identity and assess your capability to make payments according to the Schedule . This may include ordering a credit report, performing other repayment capability checks and verifying information You provide against third party databases.
4. All information that EveryPay collects about You, including information collected in connection with the verification of your identity, will be collected, used and stored in accordance with the EveryPay Privacy Policy.
5. You authorise EveryPay (or any third parties providing services on behalf of EveryPay) to disclose to third parties, to the extent required by any applicable laws or regulations, any information in relation to You or your EveryPay Account. In addition, You acknowledge that EveryPay reserves the right to report any negative activity on your EveryPay Account (including late payments, missed payments, defaults or chargebacks) to credit reporting agencies.
6. As part of our approval process and our assessment as to whether or not You have the means to fulfil your obligation to make payments to EveryPay according to the agreed Schedule, we reserve the right to conduct a pre-authorisation of your nominated bank account. This may involve placing funds in the account linked to your nominated bank account on hold when You first apply for the service.

DISCLAIMER OF WARRANTIES

1. You expressly understand and agree that:
   
   (a)  your use of the service is at your sole risk;
   
   (b)  the Service and all information, content, services or products obtained through the Service are provided on an “as is” and “as available” basis; and
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   (c)  we expressly disclaim all warranties of any kind, whether express or implied, as to the operation of the Service or the information, content, services or products included or offered on or through the Service, including, but not limited to the implied warranties of merchantability, fitness for a particular purpose and non- infringement.
2. We make no warranty that:
   
   (a)  the Service or any information, content, services or products obtained through the Service will meet your requirement;
   
   (b)  the Service will be uninterrupted, timely, secure, or error-free;
   
   (c)  the results that may be obtained from the use of the Service or any information, content, services or products provided therein will be accurate or reliable;
   
   (d)  the quality of any Services or any information, content, services or products obtained by You through the service will meet your expectations; and
   
   (e)  any errors in the Service will be corrected.
3. Any material obtained from through the use of the Service is obtained at your own discretion and risk and that You will be solely responsible for any damage to your computer system or loss of data that results from obtaining any such material.
4. No advice or information, whether oral or written, obtained by You from us or from or through the Service shall create any warranty not expressly stated in these terms of service.
5. We shall not be held liable for any defect, fault, or disruptions to the Site. To the extent allowed by law and except as expressed to the contrary in this Agreement, we exclude all liability to You or anyone else for loss or damage of any kind (however caused or arising) including consequential loss relating in any way to the Content and/or Site, including but not limited to loss or damage You might suffer as a result of:
   
   (a) errors, mistakes or inaccuracies on the Site;
   
   (b) You acting, or failing to act, on any information contained on or referred to on the website and/or any linked website;
   
   (c) personal injury or property damage of any nature resulting from your access to, and use of, the website and any purchases of goods or services acquired through the Website;
   
   (d) defamatory, harmful, offensive or unlawful conduct of any user of the Site;
   
   (e) any unauthorised access to or use of our secure servers and/or personal information and/or financial information stored on those servers;
   
   (f) any interruption or cessation of transmission to or from our Site;
   
   (g) any bugs, viruses, Trojan horses or other malevolent code or communications which may be transmitted to or through our website by any third party; and/or
   
   (h) failures in relation to the provision, merchantability or fitness for any purpose of any goods or Services offered or provided on the Site or any linked sites.
   
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6. Except if and to the extent only required by law, we do not warrant to You, endorse, guarantee or assume responsibility for any goods or services advertised, offered by or acquired from a third party through the website or any linked website or featured in any banner or other advertising. We will not be a party to or in any way responsible for monitoring any transaction between You and third party providers of goods and /or services.

LIMITATION OF LIABILITY

1. You expressly understand and agree that we shall not be liable for any direct, indirect, incidental, special, consequential or exemplary damages, including but not limited to, damages for loss of profits, goodwill, use, data or other intangible losses (even if we have been advised of the possibility of such damages), resulting from:
   
   (a)  the use or the inability to use the Service or any product obtained through the Site;
   
   (b)  use of our Site;
   
   (c)  unauthorised access to or alteration of your transmissions or data;
   
   (d)  statements or conduct of any third party on the Service; or
   
   (e)  any other matter relating to the Service.
2. You indemnifies, defends and holds harmless EveryPay and any of its officers, directors, agents, affiliates, distributors, franchises, subsidiaries, contractors and employees from and against all claims, actions, liabilities, losses, expenses, damages and costs (including, without limitation, reasonable legal fees) that may at any time be incurred by any of them by reason of any claims, suits or proceedings for libel, defamation, violation of right of privacy or publicity, copyright infringement, trade mark infringement or other infringement of any third party right, fraud, false advertising, misrepresentation, product liability or violation of any law, statute, ordinance, rule or regulation throughout the world in connection with the Services or Site.
3. EveryPay accepts no liability (including for loss or damage, personal injury, damage or destruction of property, whether direct or indirect) for any act, omission or default, whether negligent or otherwise of any third-party provider. Where EveryPay’s liability cannot be excluded, and to the extent permissible at law, such liability is limited to the value of the Service purchased by You or to such other remedy.
4. EveryPay is not responsible or liable in any manner for any Site content (including third party content) posted on the website or in connection with the Services, whether posted or caused by customers of EveryPay, by third parties or by any of the Services offered by EveryPay.
5. EveryPay does not control and is not responsible for the behaviours and actions of its customers or target audience, their comments, posts or information that they upload to our Site or social media outlets. Accordingly, EveryPay is not responsible for any offensive, inappropriate, obscene or unlawful Content You may encounter on the Site or in connection with any of the Services.

EXCLUSIONS AND LIMITATIONS

1. If anything in these TOU is unenforceable, illegal or void then it is severed and the rest of these TOU remain in force.
2. In the event that any provision of this Agreement is held invalid by a court with jurisdiction over the parties to this Agreement, such provision shall be deemed to be restated to reflect as nearly as possible the original intentions of the parties in accordance with applicable law, and the remaining terms, provisions, covenants and restrictions of this Agreement shall remain in full force and effect.

NO PERSONAL ADVICE OR ENDORSEMENTS

1. The Site and its Content (including any postings, comments, e-mails or information provided by users) are for informational purposes only and is not intended to replace or substitute for any professional financial, legal or other advice.

NOTICE

1. The Service may provide notices to You including, without limitation, notices of changes to these TOU or other matters by displaying such notices or links to such notices to You generally on the Service.

COPYRIGHT

1. We are under no obligation to, and do not, scan content used in connection with the Service for the inclusion of illegal or impermissible content.
2. It is our policy not to permit materials known by us to infringe another party’s copyright to remain on the Site. We reserve the right to immediately remove any Content which may infringe another party’s copyright as and when it become known to us.
3. If You believe that your work has been copied in a way that constitutes copyright infringement, You should provide us with written notice that contains the following information:
   
   (a)  Your contact details;
   
   (b)  identification of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works are covered by a single notification, a representative list of such works;
   
   (c)  identification of the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled and information reasonably sufficient to permit us to locate the material;
   
   (d)  information reasonably sufficient to permit us to contact the complaining party, such as an address, telephone number and, if available, an e-mail address at which the complaining party may be contacted;
   
   (e)  a statement that the complaining party has a good faith belief that use of the material in the manner complained of is not authorised by the copyright owner, its agent or the law; and
   
   (f)  a statement that the information in the notification is accurate and, under penalty of perjury, that the complaining party is authorised to act on behalf of the owner of an exclusive right that is allegedly infringed.
4. All notices should be sent electronically to: support@everypay.com.au.

DISPUTE RESOLUTION

1. If You are not happy with our Services, You must provide details of your complaint in writing to EveryPay. EveryPay will use all reasonable endeavours to address any complaint within a reasonable time after receipt of your complaint.
2. In the event the parties cannot resolve the dispute, to the fullest extent permissible under applicable law, all Disputes shall be resolved by confidential binding arbitration on an individual basis.
3. You expressly agree that no other Disputes shall be consolidated or joined with your Dispute, whether through class arbitration proceedings or otherwise (“Class Arbitration”).
4. You further acknowledge and agree that any arbitrator assigned to a Dispute lacks the authority to conduct Class Arbitration and that such arbitrator shall only hear individual Disputes. By using the Site and the Service, You acknowledge that You are voluntarily and knowingly waiving any right to participate as a representative or member of any class of claimants pertaining to any Dispute subject to arbitration under this TOU, such that You shall not be entitled to arbitrate any Dispute as a representative, a class action or in a private attorney general capacity.

GENERAL INFORMATION

1. These TOU constitute the entire agreement between You and us and govern your use of the Service, superseding any prior agreements between You and us.
2. You also may be subject to additional TOU that may apply when You use affiliate services, third-party content or third-party software.
3. Any failure on our part to exercise or enforce any right or provision of these TOU shall not constitute a waiver of such right or provision.

CONSENT TO BE CONTACTED BY TELEPHONE, EMAIL OR POSTAL MAIL

1. By submitting your contact information to us, You are expressly consenting to be contacted by us by telephone, email or postal mail.
2. In connection with the Services, we may need or want to contact You from time to time in connection with your account or any product or service for which You have begun to inquire and or completed an enrolment process. You are consenting to be contacted by us by telephone, written notices, email messages, text application, and instant messages. In connection with any such telephone calls, You consent to the use pre- recorded/artificial voice messages and/or automatic dialling devices, at any telephone number associated with your account, including mobile telephone numbers that could result in charges to You, or at any email address or mailing address we have for You in our records or from other public and non-public databases we may lawfully access.

GST

1. If anything supplied under or in connection with these TOU constitutes a taxable supply for the purposes of the GST Act, the supplier may recover from the recipient an amount on account of GST.
2. The amount on account of GST is:
   
   (a) equal to the value of the supply calculated in accordance with the GST law multiplied by the prevailing GST rate; and
   
   (b) is payable:
   (b.1) at the same time and in the same manner as the recipient is required to pay or provide monetary consideration for the supply to which the additional amount relates; or
   
   (b.2) where the recipient is not required to pay or provide monetary consideration for the supply in accordance with GST law to the recipient of the supply.

CONFIDENITALITY

1. You acknowledge that in the course of performing their obligations hereunder it may be furnished with, receive, or otherwise have access to confidential information and/or materials, documents or other information of or concerning EveryPay which EveryPay considers to be confidential, proprietary, a trade secret or otherwise restricted.
2. All confidential information furnished by EveryPay to You in the course of performing their obligations hereunder shall remain the property of and be deemed proprietary to EveryPay.
3. You agree:
   
   (a)  to receive such confidential information in strict confidence and not disclose it to any third party without the prior written consent of EveryPay;
   
   (b)  to accord such confidential information at least the same level of protection against unauthorised use or disclosure that You customarily accords to its own confidential, proprietary or trade secret information of a like nature, but in no event less than reasonable care; and
   
   (c)  to use such confidential information solely and exclusively for the purposes of and in accordance with these TOU.
4. In the event of any disclosure or loss of, or inability to account for, any confidential information of EveryPay, You shall notify EveryPay promptly upon becoming aware thereof.
5. Notwithstanding the foregoing, You will not be liable for disclosure of any particular confidential information of EveryPay if the same:
   
   (a)  is in the public domain at the time of its disclosure or thereafter enters the public domain through no fault of You;
   
   (b)  is or becomes known to the receiving party on a non-confidential basis without breach of any obligation of confidentiality;
   
   (c)  is independently developed by You without reference to the EveryPay’s confidential information; or
   
   (d)  is legally required to be disclosed (provided that You promptly inform EveryPay of the requirement and afford EveryPay a reasonable opportunity to resist the required disclosure). The provisions of this clause 28 shall survive the termination or expiration of these TOU for any reason.
6. Each party acknowledges that:
   
   (a) EveryPay may suffer financial and other loss and damage if any unauthorised act occurs in relation to confidential information, and that monetary damages would be an insufficient remedy; and
   ‍
   (b) In addition to any other remedy available at law or in equity, EveryPay is entitled to injunctive relief to prevent a breach of and to compel specific performance of this clause 28.

INDEMNITY

1. The Client is liable for and indemnifies EveryPay, its officers, employees, agents and representatives against all proceedings, claims, demands, damages, reasonable amounts paid in settlement, costs and expenses (including legal costs on an indemnity basis) losses and liabilities of whatever nature (whether actual or contingent) suffered or incurred, sustained or threatened against EveryPay:
   
   (a)  arising out of EveryPay’s observance of these TOU;
   
   (b)  arising out of EveryPay’s use of any plans, specifications, drawings, reports, documents, information, images, logos, slogans, or other material supplied or performed by a third party including any party engaged by or at the suggestion or recommendation of EveryPay;
   
   (c)  arising out of any works undertaken, goods supplied or services performed by a third party including any party engaged by or at the suggestion or recommendation of EveryPay;
   
   (d)  in respect of any amounts, costs, penalties, charges, expenses or losses arising out of EveryPay’s performance of its obligations hereunder, including legal costs in respect of the foregoing on an indemnity basis;
   
   (e)  arising from EveryPay acting on instructions or information from the Client and its officers, employees or agents;
   
   (f)  arising in connection with any certification, reporting requirements, claims for exemptions or refunds (if any), additions for late payment, interest, penalties and other expenses (including legal expenses on an indemnity basis) that pay be assessed against EveryPay on account of the Client; or
   
   (g)  as a result of any breach of these TOU by the Client or its officers, agents, employees or representatives including any breach in connection with EveryPay’s Confidential Information or Intellectual Property Rights and any breach or non- compliance with any warranty, covenant or obligation hereunder.
2. You understand and agree that except to the extent required by law, we do not accept liability in respect of errors or omissions caused by incorrect or inadequate information supplied to us or by providers.
3. You agree to make your own enquiries to verify information provided about the goods and services promoted on the website and to assess the suitability of these goods and services before You purchase on the website.

FORCE MAJEURE

1. Neither party is in breach of these TOU’s or is liable to the other in respect of any failure or delay in the performance of that party’s obligations that is caused, whether wholly or in part and directly or indirectly by a Force Majeure Event or act or omission.
2. This clause does not apply to any obligations of You to pay money under this Agreement.

CONTACTING US

1. If You have any questions or comments about these terms, please contact us at the address listed above. Please report any violations of these TOU to support@everypay.com.au.

GOVERNING LAW

1. These TOU are governed by the laws of the State or Territory in which the Services are provided by EveryPay.