Terms & Conditions
Welcome to our site provided by Scriptly Pty Ltd (ACN 652 957 018) (trading as “Scriptly”) and/or their related entities (together, “we”, “us” or “our”).
(b) If any order is to be provided to an international destination, we have no control over international customs or international postal operations and as such, take no responsibility for damaged items or items claimed to be missing.
(c) We will not refund any international orders where such claims are made. We recommend such claims are placed with your local customs and or postal service.
(d) By placing an order to be delivered internationally, you acknowledge and agree that we:
(ii) will not liable for any cost that may be incurred due to customs tax or delivery tax.
(iii) will not be liable to any orders that are detained by any countries customs which may also affect delivery times and we hold no responsibility on the order being delivered within a certain timeframe or cost;
(iv) cannot guarantee the quality of any consumable products delivered due to extended shipping times and weather and hold no liability on replacing/refunded them; and
(v) cannot guarantee the quality of any of the Products delivered due to extended shipping times and weather and hold no liability on replacing/refunded them.
(b) You are entitled to amend or terminate any subscription at any time through your Account.
(c) Unless you amend or terminate the subscription of the Products before each order, you expressly authorise us to debit the credit card or other payment method elected and process and deliver the Products which are the subject of such subscription.
(b) If GST is payable by us in respect of any supply made under or in relation to these Terms and Conditions, the recipient of the supply must pay an amount (“GST Amount”) equal to the GST payable on the supply.
(c) The GST Amount is payable in addition to and at the same time as the net consideration for the supply.
(d) For the avoidance of doubt, any services provided by a Third Party provider as an agent of us are treated as supplies made by us for GST purposes.
(b) If the Charges exceed $100 on any single payment of the Products, then we will issue you with a valid tax invoice for those Charges if requested by the User.
(b) Nothing in these Terms and Conditions constitutes a transfer of any Intellectual Property.
(c) Our Intellectual Property and Third Party Marks may not be copied, imitated or used, in whole or in part, without the prior written permission of us or the applicable trademark holder or Intellectual Property owner.
(b) You agree that where you use any Third Party applications or services to interact with this Site in any way, you do so at your own risk and on the understanding that we are not responsible for any claims or loss arising out of, incidental to or in any way related to (either directly or indirectly), your use of such Third Party applications or services and/or the interaction of such Third Party applications or services with this Site.
(ii) use the Site and purchase any of the Products only as permitted in accordance with these Terms and Conditions;
(iii) ensure at all times that all details that are uploaded are accurate, true and correct;
(iv) must provide all information that may be requested by us from time to time in connection with the purchase of any of the Products;
(v) only use the Products strictly in accordance with their intended purpose and in accordance with any requirements provided on the packaging of the Products or published on this Site;
(vi) not provide us with any information that is incomplete, false, inaccurate or misleading in any way including but not limited the information provided to register your Account, or make payments;
(vii) pay all applicable Charges;
(viii) ensure any information about you, including your contact details, is accurate, current and complete. If your information changes, you must update it through your Account;
(ix) not use the Site or purchase any of the Products for any fraudulent, improper or unlawful activity;
(x) cooperate fully with us to investigate any reported or suspected unlawful, fraudulent or improper activity;
(xi) not permit others to use your Account;
(xii) not use any technology to damage, intercept, download, scan, skim or otherwise interfere with the Site;
(xiii) not attempt to undermine the security or integrity of our computing systems or networks or, where the Site is hosted by a Third Party, that Third Party’s computing systems and networks;
(xiv) immediately contact us if you believe your Account may be subject to unauthorised access and unauthorised actions;
(xv) not use, or misuse, the Site in any way which may impair the functionality of Site, or other systems used to deliver the Site or impair the ability of any other person to use the Site;
(xvi) not cause us to lose (in whole or in part) or risk losing (in whole or in part), whether by any of your acts or omissions the services, integrations, or access of, to, or with, our integrated providers or third party suppliers whether you have knowledge of their link(s) to our business or not;
(xvii) provide your own Device and other access facilities (including terminal, software, internet access, modem and telecommunications facilities) necessary for utilising this Site and accessing the Products;
(xviii) keep your Account details, username and password confidential;
(xix) not disclose your Account password to any Third Party and you will take sole responsibility for any activities or actions under its Account, whether or not it has authorised such activities or actions;
(xx) take sole responsibility for any activities or actions under your Account, whether or not it has authorised such activities or actions;
(xxi) confirm that you have read and accepted the terms and conditions of the providers of any third party platform that are used by us in connection with this Site and the Products;
(xxii) not reproduce, make error corrections to or otherwise modify or adapt this Site or create any derivative works based upon this Site (including but not limited to copying, editing, amending or re-using the code and/or functionality of any of this Site);
(xxiii) not de-compile, disassemble or otherwise reverse engineer this Site permit any Third Party to do so; and
(b) Under no circumstances will we be liable for the suspension, removal, termination or disabling of access to your Account, this Site or any of the Products. We may also impose limits on the use of or access to the Services in any case and without any notice or liability.
(b) your use or access of this Site;
(c) improper use of any of the Products;
(d) any breach or inaccuracy in any representations or warranties made by you, including the warranties and promises contained in these Terms and Conditions;
(e) any wilful, unlawful or negligent act or omission;
(f) your failure to provide true, accurate and correct Data which is required to be provided by you in order for us to provide the Products;
(g) your failure to provide true, accurate and correct personal information for any purpose including but not limited to the provision of the Products and the personal information required in order to verify your identity;
(h) any violation, contravention or infringement of any applicable laws by a User; and
(i) any act, omission, neglect or default on the part of a User that results in a claim, liability or loss being brought by a Third Party against those indemnified.
(iii) we do not warrant or guarantee that the Site or any of the Products are free from defects, viruses or other harmful components, or your access to the Site will be uninterrupted or error free;
(iv) we will not be in any way responsible for the delivery and/or receipt of any emails sent by us to any email address if such emails are not received by the recipient as a result of or in connection to any email portal or system that may be in use or any email approvals, policies and/or protocols that may be in place;
(v) we are not in any way responsible for any such interference or prevention of your use of or access to the Site which is caused or contributed to by a fault with your Device or by the systems (including public telephone services, computer networks and the internet) used by you to access the Site;
(vi) we accept no responsibility for a User’s failure to provide true, accurate and correct information in connection with accessing or using the Site and/or purchasing the Products including but not limited to providing false information regarding the User’s identity or the correct billing information;
(vii) we accept no liability for the loss of Data where such loss is wholly or partly caused by factors beyond our reasonable control including, but not limited to, failure or fault in the hosted environment of the Site, defective network or internet connections, defective equipment utilised by you or incorrect operation by you of your own Device or other access facilities;
(viii) we will not be responsible for any disclosure, use, modification or deletion of your Data resulting from any access by third party platform providers; and
(ix) neither us, nor our directors, officers, employees, contractors or agents, will be liable for any direct, indirect, consequential or other loss or damage to any person or entity, however caused (whether by negligence or otherwise), arising in connection with your use of, or inability to use, the Site, or reliance upon any of the content or other information posted on the Site.
(b) Nothing in these Terms and Conditions excludes, restricts or modifies any rights that you have under existing laws or regulations and codes, including the Competition and Consumer Act 2010 (Cth) and fair trading laws. Our services and the Products provided to you and thunder these Terms and Conditions come with guarantees that cannot be excluded under the Australian Consumer Law set out in Schedule 2 of the Competition and Consumer Act 2010 (Cth).
(c) To the maximum extent permitted by law, our total liability arising out of or in connection with the Products or these Terms and Conditions is limited to resupplying any of the Products or a refund for a major failure (which is capped at the Charges directly related to those Products).
(b) You acknowledge and agree that:
(ii) where you intend to post any negative review or comment with respect to us or the Products or on any external review site or social media platform, you will contact us and provide us with an opportunity to discuss your concerns before publishing such negative review or comment.
(b) With respect to social media, for the purposes of marketing and/or promotion, you hereby acknowledge and authorise us to:
(ii) make use of any publicly available information for the purposes of any publication, post or repost.
(c) For the avoidance of doubt, by using the Site and/or purchasing any of the Products, you agree and consent to us undertaking any of the activities contemplated by subsection 18(b) without the need to obtain any further consent from you.
(b) If a User is not satisfied with our response, the User agrees to provide us with written notice specifying the nature of the dispute, what outcome the User wants and what action the User thinks will settle the dispute. The User and us agree to, within fourteen (14) days of our receipt of a written notice, meet (either in person or via teleconference) in good faith to seek to resolve the dispute by agreement between them.
(ii) if by email, “hello@scriptly.com.au”,
(c) Notices to you may be sent via electronic messages, including email, text message/SMS, or mobile push notifications, to the email address or numbers which you provided when setting up your access to the Services.
(b) is designated by a person as confidential; or
(c) the recipient of that information knows or ought to know is confidential
the Data;
but does not include information:
(e) that is or becomes public knowledge otherwise than by breach of these Terms and Conditions or any other confidentiality obligation;
(f) that was obtained from a Third Party on a non-confidential basis without breach by that Third Party of an obligation of confidence concerning that Confidential Information; or
(g) was already in the possession of the Receiving Party when provided by or on behalf of the Disclosing Party.
- About us
The Site allows you to access to purchase various products and information in relation to medication and pharmaceuticals and other related products and expert advice relating to your pets (together, the “Services”).
- How to access the Site
You can visit our internet site at the domain “https://scriptly.com.au”.
You can access the Site or your Account and purchase any of the Products using any type of device including a computer, mobile phone, tablet or console that meets the minimum specifications required to use the Site or the Account (“Device”).
- Customers
You are a “Customer”, “User” or “you” in these Terms and Conditions if you use the Services on any Device.
- Eligibility
In order for a User to be eligible to purchase any of the Products, the User must:
- be an individual who is at least 18 years old;
- have full legal capacity and power to enter into these Terms and Conditions and to access and use the Services in the manner contemplated by these Terms and Conditions;
- have a valid and verifiable email address and Australian mobile telephone number; and
- provide their real name and true and correct personal details which may be subject to our verification of identity check.
By agreeing to these Terms and Conditions, you represent and warrant that you are eligible to use the Services and purchase any of the Products and you will not use the Services (or cease using the Services immediately) or purchase any of the Products if you are not eligible to do so at any time.
- Legal nature of these Terms and Conditions
These Terms and Conditions form a binding legal agreement between us, our successors and assignees, and each User. The Terms and Conditions explain our obligations as a service provider and the User’s obligations as a consumer of the Services and/or the Products. By using the Services or purchasing any of the Products, each User understands and agrees to comply with and be legally bound by these Terms and Conditions. Please read these Terms and Conditions carefully before accessing and/or using any of the Services and/or purchasing any of the Products.
If any of the above is not correct, or if the User does not agree to these Terms and Conditions, the User is not permitted to access or use any of the Services and/or purchase any of the Products.
These Terms and Conditions may be amended from time to time, without prior notice. Use of the Services or purchase of any of the Products following any such amendments will be deemed to be confirmation that the User accepts those amendments. We recommend that each User reviews the current Terms and Conditions, before continuing to use the Services or purchase any of the Products.
- Privacy Policy
Your privacy is very important to us. These Terms and Conditions supplement and incorporate our Privacy Policy. Please refer to our Privacy Policy (which is available at https://scriptly.com.au/pages/privacy-policy ) for further information about how we collect, use, store, process and disclose your personal information.
- Shipping Policy
These Terms and Conditions supplement and incorporate our Shipping Policy. Please refer to our Shipping Policy (a copy of which either has been provided or can be provide to you on request) for further information about how we arrange for the delivery of the Products.
- Definitions and Interpretation
All capitalised terms in these Terms and Conditions have the meaning given to that term in the in the Schedule “Definitions” unless the context requires otherwise.
A reference to dollars or “$” in these Terms and Conditions is a reference to Australian currency.
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Creating an Account
1.1 Registration process and identity verification
(a) You are entitled to set up an Account through the Site, which will allow you to receive email updates about upcoming products and to receive bonuses and benefits as a result of your membership and any Products that are purchased from the Site.
(b) As part of the registration process of your Account, you may be required to provide personal information about yourself (such as identification or contact details), including your:
(i) first and last name;
(ii) email address;
(iii) Australian mobile phone number;
(iv) date of birth; and
(v) any other information that may be requested by us as part or in connection to the registration process.
1.2 Creating your Account
(a) Your Account will be created once you have provided us with all the information required for us to register your Account.
(b) By registering for an Account, you acknowledge you have accepted these Terms and Conditions, Privacy Policy and any other policies on our Site.
(c) You will be asked to create a secure password for your Account. You may then access your Account using your secure password.
1.3 Your Obligations
(a) In consideration of us allowing you to create your Account, you agree to:
(i) provide true, accurate, current and complete information about yourself as prompted by the registration form ("Registration Information") and
(ii) maintain and promptly update the Registration Information to keep it true, accurate, current and complete.
(b) If you provide any information that is untrue, inaccurate, not current or incomplete, or we have reasonable grounds to suspect that such information is untrue, inaccurate, not current or incomplete, we may suspend or terminate your registration and refuse any and all current and future use of the Site.
1.4 Your Responsibilities
(a) You are responsible for maintaining the confidentiality of all of the details of your Account, including your password and registration and you are fully responsible for all activities that occur under your password and registration.
(b) You agree to immediately notify us of any unauthorized use of your password or account or any other breach of security.
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Products
2.1 List of Products
You can access all of the Products that are offered and available for sale through the Site.
2.2 Use of the Products
The Products are solely for the use as directed either on the packaging of the Product or otherwise as described on the Site. For the avoidance of doubt, none of the Products are intended for human use and/or consumption.
2.3 Product Description and Colours
We have used all reasonable endeavours to display the description and colour of each of the Products offered on the Site. Notwithstanding this, we do not provide any representation or warranty in respect of the accuracy and correctness of any such descriptions or colours of any of the Products and will not be liable for any claim, loss or damage incurred, suffered, sustained, paid or payable by the User as a result of any inaccuracy of such Product.
2.4 Errors and Inaccuracies
We have used all reasonable efforts to present information on the Site and in respect of the products in an accurate manner (including (without limitation) the product design and description, quantity levels and price), however such information may contain errors or inaccuracies and may not be complete. As such:
(a) we reserve the right to correct any errors, inaccuracies and omissions and the right to correct any information on the Site or in respect of any of the Products at any time without prior notice (including after you have agreed to purchase the Products); and
(b) we do not provide any representation or warranty in respect of the accuracy and correctness of any such descriptions or colours of any of the Products and will not be liable for any claim, loss or damage incurred, suffered, sustained, paid or payable by the User as a result of any inaccuracy of such Product.
2.5 No Warranty
Except as expressly stated herein:
(a) we make no representations or warranties whatsoever (either express or implied) or any kind with respect of any of the Products published, offered and/or sold on the Site;
(b) we expressly disclaim all warranties or representations (whether express or implied) of any kind whatsoever in respect of or in connection to (either directly or indirectly) any of the Products published, offered and/or sold on this Site including without limitation the merchantability and fitness of use for any of the Products for a particular purpose except as provided by the Australian Consumer Law;
(c) you agree that the sole and exclusive maximum liability of us arising in respect of or in connection to any of the Products published, offered and/or sold on this Site will be the price paid for the Products that are ordered; and
(d) in no event will any of our directors, officers, employees and/or representatives be liable for any special, indirect, consequential or punitive damages related to any of the Products published, offered or sold on the Site.
2.6 Other Terms
(a) Additional or further terms and conditions may apply to the purchase of particular Products, including any prescription products offered (“Special Products”).
(b) You agree to abide by such other terms and conditions applying to any Special Products, including (where applicable) representing that you are of sufficient legal age and the ultimate recipient of such Special Products.
(c) If there is a conflict between these Terms and Conditions and the terms posted for or applicable to any Special Products, the latter terms shall have precedence and authority with respect to your use of those Special Products.
(d) You are liable for and will bear all costs of delivery, including insurance, taxes and duties until receipt of any Special Products.
(e) We may at our sole and absolute discretion accept overseas orders. For any overseas orders, we cannot take responsibility for parcels seized by Customs as these are events and circumstances, which are out of our control, or for parcels seized by authorities because they may contain a product that is not approved for import into the country to which they are being sent.
(f) By placing an order with us, you hereby covenant and agree that you are legally entitled to place an order for the goods requested and that all risk and title passes to you upon dispatch of the same ex warehouse.
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Site
3.1 Use of the Site
You acknowledge and agree that you use our Site at your sole risk. In no event whatsoever will we or our directors, officers, employees, representatives, third party content providers or any other persons provide any warranties or representations whatsoever:
(a) that our Site will be free of any interruptions or free of any errors; and
(b) of the results that may be obtained from the use of our Site or the use of any information, content, service or products from our Site.
3.2 Third Party Links
We explicitly disclaim any and all responsibility whatsoever for any of the accuracy, content or availability of the information contained on our Site or that is linked either to or from our Site from a third party or external site. You acknowledge and agree not to hold us responsible or liable for any accuracy, copyright, compliance, legality or decency of material contained in any third party sites and you irrevocably waive any claim against us with respect to or in connection with (either directly or indirectly) any third party site.
3.3 Limitation of Liability
We nor any of our directors, officers, employees, representatives or any other party involved in creating, producing, distributing or publishing our Site will be liable for any direct, indirect, incidental, special or consequential losses whatsoever or howsoever arising (even if we or any of these parties had been previously advised of the possibility of such loss or damage) that result from or in connection with:
(a) the use or inability to use our Site;
(b) the cost of procurement of any substitute goods or services required to be obtained due to an issue with our Site or messages received or transactions entered into through or from our Site;
(c) unauthorised access to or alteration of your Account or any of your other information or data;
(d) negligent or wilful acts of us, our directors, officers, employees and/or representatives; or
(e) any other matters relating to our Site.
3.4 Indemnity
You agree to indemnify and hold us, and our directors, officers, employees and representatives harmless from any claim or demand, including reasonable legal fees, made by any you or any third party due to or arising out of the Content you submit, post to or transmit through the Site, your use of the Site, your connection to the Site, your violation of the Terms and Conditions, or your violation of any rights of another.
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Information
4.1 Information Warranty
By using the Site and/or purchasing any of the Products, you acknowledge and agree that we do not make any warranty and/or representation (whether express or implied) in respect of:
(a) any information supplied on the Site and in respect of any of the Products; and
(b) any information on or linked to this site is complete and/or accurate.
4.2 Professional Advice
All information, documents and statements of any kind contained on the Site or available through the Site, including information relating to medical and health conditions, products and treatments, is:
(a) for informational purposes only and It is often presented in summary or aggregate form;
(b) is intended for animals and in no way is intended to relate to any human medical or health conditions or treatments; and
(c) not intended to diagnose, treat, cure, or prevent any disease whatsoever.
Professional advice is required for each particular illness, disease, infection, injury or other medical condition and for dosages of the Products offered on our Site. This information is not to be taken as any sort of medical advice whatsoever. You take full and total responsibility for what you do with this information, and any resulting outcomes from your actions.
You acknowledge and agree that nothing contained on the Site is intended to be or should be taken for medical diagnosis or treatment regardless of what may be provided or stated on the Site. You agree to consult a medical professional (including without limitation a veterinarian or other qualified non-human health care provider) before ordering, purchasing, using or consuming any of the Products.
4.3 Product Information
The information contained in this Site is not intended nor is it implied to be a substitute for professional medical advice or any information contained on or in any Product packaging or labels. Regardless of what is provided on the Site, you agree to always seek the advice of medical professionals (including without limitation a veterinarian or qualified non-human health provider) when starting any new medical treatment, continuing with medical treatment or with any questions you may have regarding any medical conditions relating to any animals.
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Disclosure of personal information
5.1 Privacy
Any personal information provided by a User to us will be used in accordance with our Privacy Policy.
5.2 Payments
By using our Services and/or providing us with any of your personal information (including payment details to make a payment), you acknowledge and consent to us disclosing some or all of your personal information to Third Parties in accordance with our Privacy Policy and in accordance with local data protection laws. Please refer to our Privacy Policy which deals with the disclosure of your personal information to Third Parties.
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Payments
6.1 Charges
(a) The fees and charges in respect of each of the Products are as published on our Site or otherwise as advised by us to you from time to time (“Charges”).
(b) You understand and acknowledge that the Charges may change from time to time without warning or notice. As such, you:
(i) must review the Charges prior to each purchase of any of the Products as they may differ from any previous requests and/or provisions of such Services; and
(ii) agree that the Charges will be such Charges as set out at the time of the request for the purchase of such Products.
(c) You acknowledge and agree that all the Charges are exclusive of any charges or amounts payable to any Third Party including without limitation delivery charges and any export taxes, which are all due and payable by you in addition to the Charges.
6.2 Payments
(a) You agree to pay all amounts due and owing on demand (without set-off or deduction).
(b) Any amounts due and owing are able to be paid using a Visa or MasterCard. Your credit card will be billed as soon as your order is placed.
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Orders
7.1 Order Confirmation
Your receipt of an electronic or other form of order confirmation does not signify our acceptance of your order, nor does it constitute confirmation of our offer to sell. We reserve all of our rights at any time after receipt of your order to accept or decline your order for any reason whatsoever. We reserve the right at any time after receipt of your order, without prior notice to you, to supply less than the quantity you ordered of any item. We may require additional verifications or information before accepting any order.
7.2 Incomplete Information
If we require any further or additional information as part of your order (including without limitation, the provision of any medical records or prescriptions for certain Products), the order for such Products will not be processed by us until such time that all of the information has been provided to us.
7.3 Limited Quantities
We reserve the right to (at our sole and absolute discretion):
(a) monitor and limit the purchase amounts of any of the Products; or
(b) restrict sales to a non-commercial level.
In such cases we will reduce the number and/or quantities of any of the Products to what we consider a non-commercial quantity. Any commercial size quantities can be requested and ordered by contacting hello@scriptly.com.au.
7.4 International Destinations
(a) We may at our sole and absolute discretion accept or reject any order that is requested to be made to a destination outside of Australia.
(b) If any order is to be provided to an international destination, we have no control over international customs or international postal operations and as such, take no responsibility for damaged items or items claimed to be missing.
(c) We will not refund any international orders where such claims are made. We recommend such claims are placed with your local customs and or postal service.
(d) By placing an order to be delivered internationally, you acknowledge and agree that we:
(i) reserve the right (at our sole and absolute discretion) to restrict parcels where the destination country is not Australia;
(ii) will not liable for any cost that may be incurred due to customs tax or delivery tax.
(iii) will not be liable to any orders that are detained by any countries customs which may also affect delivery times and we hold no responsibility on the order being delivered within a certain timeframe or cost;
(iv) cannot guarantee the quality of any consumable products delivered due to extended shipping times and weather and hold no liability on replacing/refunded them; and
(v) cannot guarantee the quality of any of the Products delivered due to extended shipping times and weather and hold no liability on replacing/refunded them.
7.5 Orders by Subscription
(a) Any orders of Products which are made by subscription will be processed at the frequency that you have selected at the time that you submit your order.
(b) You are entitled to amend or terminate any subscription at any time through your Account.
(c) Unless you amend or terminate the subscription of the Products before each order, you expressly authorise us to debit the credit card or other payment method elected and process and deliver the Products which are the subject of such subscription.
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Delivery and Returns
8.1 Deliveries
All Products which are ordered through the Site will be dispatched and delivered in accordance with our Shipping Policy which is available at https://scriptly.com.au/pages/shipping-returns (“Shipping Policy”).
8.2 Returns and Refunds
Any Products which are sought to be returned to us may only be returned strictly in accordance with our Shipping Policy or otherwise as advised by us to you from time to time.
8.3 Shipping Policy Amendments
You acknowledge and agree that the Shipping Policy may be amended by us from time to time without notice to you and that you will carefully review the terms of the Shipping Policy each time that you submit or place an order with us.
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Scriptly Perks
9.1 Scriptly Perks
(a) By creating an Account, you will be entitled to receive one point for every dollar spent on any of the Products on our Site.
(b) The points are able to be used and redeemed for products using any formula we determine from time to time and as published on our Site.
9.2 Amendments to Scriptly Perks
We may make any amendments or variations (at our sole and absolute discretion) to any terms and conditions attaching to the Scriptly Perks points, including (without limitation):
(a) varying the manner in which the points are able to be earned and redeemed;
(b) changing the exchanged value of the points; and
(c) cancelling the Scriptly Perks at any time at our sole and absolute discretion.
You acknowledge and agree that you will not be entitled to any compensation or make any Claim whatsoever for any amendments, variations or termination of the Scriptly Perks.
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GST
10.1 Interpretation
Words or expressions used in this section 9 which are defined in the GST Act have the same meaning in this section.
10.2 GST Gross Up
(a) Unless specifically described otherwise, all amounts (including without limitation the Charges) are GST exclusive.
(b) If GST is payable by us in respect of any supply made under or in relation to these Terms and Conditions, the recipient of the supply must pay an amount (“GST Amount”) equal to the GST payable on the supply.
(c) The GST Amount is payable in addition to and at the same time as the net consideration for the supply.
(d) For the avoidance of doubt, any services provided by a Third Party provider as an agent of us are treated as supplies made by us for GST purposes.
10.3 Tax invoices
(a) You acknowledge that we will not issue you with a valid tax invoice where the total amount of the Charges that are payable by you in respect of any payment of the Products is valued at $100 (GST inclusive) or less. You are still required to pay the GST on these taxable supplies where you have not been provided with a valid tax invoice.
(b) If the Charges exceed $100 on any single payment of the Products, then we will issue you with a valid tax invoice for those Charges if requested by the User.
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Intellectual Property
(a) This Site including (without limitation) copy, images, logos, indicia, text, content, and unique method of showcasing products is subject to copyright. Permission to use documents delivered from this Site and/or server and related graphics is restricted.
(b) Nothing in these Terms and Conditions constitutes a transfer of any Intellectual Property.
(c) Our Intellectual Property and Third Party Marks may not be copied, imitated or used, in whole or in part, without the prior written permission of us or the applicable trademark holder or Intellectual Property owner.
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Data
(a) You agree that we may collect, process, use, disclose, store, and back-up your Data for any purpose (including the purpose of enabling you to use or access the Site and purchase any of the Products and any other purpose related to provision of services to you or any User).
(b) Where we collect, process, use, disclose, store, and back-up any of your personal information (including any of your Data) we will do so in accordance with our Privacy Policy.
(c) If you want us to delete your Data at any time, you must request this from us by following the process set out in our Privacy Policy under the heading ‘8. Access to and correction of personal data’.
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Third Party Applications and Your Data
(a) If you enable Third Party applications for use in conjunction with this Site, you acknowledge that we may allow the providers of those Third Party applications to access your Data as required for the interoperation of such Third Party applications with this Site.
(b) You agree that where you use any Third Party applications or services to interact with this Site in any way, you do so at your own risk and on the understanding that we are not responsible for any claims or loss arising out of, incidental to or in any way related to (either directly or indirectly), your use of such Third Party applications or services and/or the interaction of such Third Party applications or services with this Site.
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Your rights and obligations
(a) You acknowledge and agree that at the time that you apply to create your Account and/or each time you access this Site or purchase any of the Products, you will:
(i) be eligible to establish an Account or purchase any of the Products;
(ii) use the Site and purchase any of the Products only as permitted in accordance with these Terms and Conditions;
(iii) ensure at all times that all details that are uploaded are accurate, true and correct;
(iv) must provide all information that may be requested by us from time to time in connection with the purchase of any of the Products;
(v) only use the Products strictly in accordance with their intended purpose and in accordance with any requirements provided on the packaging of the Products or published on this Site;
(vi) not provide us with any information that is incomplete, false, inaccurate or misleading in any way including but not limited the information provided to register your Account, or make payments;
(vii) pay all applicable Charges;
(viii) ensure any information about you, including your contact details, is accurate, current and complete. If your information changes, you must update it through your Account;
(ix) not use the Site or purchase any of the Products for any fraudulent, improper or unlawful activity;
(x) cooperate fully with us to investigate any reported or suspected unlawful, fraudulent or improper activity;
(xi) not permit others to use your Account;
(xii) not use any technology to damage, intercept, download, scan, skim or otherwise interfere with the Site;
(xiii) not attempt to undermine the security or integrity of our computing systems or networks or, where the Site is hosted by a Third Party, that Third Party’s computing systems and networks;
(xiv) immediately contact us if you believe your Account may be subject to unauthorised access and unauthorised actions;
(xv) not use, or misuse, the Site in any way which may impair the functionality of Site, or other systems used to deliver the Site or impair the ability of any other person to use the Site;
(xvi) not cause us to lose (in whole or in part) or risk losing (in whole or in part), whether by any of your acts or omissions the services, integrations, or access of, to, or with, our integrated providers or third party suppliers whether you have knowledge of their link(s) to our business or not;
(xvii) provide your own Device and other access facilities (including terminal, software, internet access, modem and telecommunications facilities) necessary for utilising this Site and accessing the Products;
(xviii) keep your Account details, username and password confidential;
(xix) not disclose your Account password to any Third Party and you will take sole responsibility for any activities or actions under its Account, whether or not it has authorised such activities or actions;
(xx) take sole responsibility for any activities or actions under your Account, whether or not it has authorised such activities or actions;
(xxi) confirm that you have read and accepted the terms and conditions of the providers of any third party platform that are used by us in connection with this Site and the Products;
(xxii) not reproduce, make error corrections to or otherwise modify or adapt this Site or create any derivative works based upon this Site (including but not limited to copying, editing, amending or re-using the code and/or functionality of any of this Site);
(xxiii) not de-compile, disassemble or otherwise reverse engineer this Site permit any Third Party to do so; and
(xxiii) not modify or remove any copyright or proprietary notices on any of this Site.
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Our rights and obligations
(a) We reserve the right to change, suspend, limit, remove, or disable access to any of this Site, your Account or the Products at any time without notice including suspending or terminating any Account and/or any access to the Products if any information provided to us proves to be inaccurate or false.
(b) Under no circumstances will we be liable for the suspension, removal, termination or disabling of access to your Account, this Site or any of the Products. We may also impose limits on the use of or access to the Services in any case and without any notice or liability.
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Indemnity
You agree to indemnify and hold us and our related bodies corporate, officers, employees and agents harmless ("Indemnified") from and against any action, liability, Claims, loss, damage, proceeding, expense (including reasonable legal costs and expenses) suffered or incurred by any of the Indemnified, whether directly or indirectly, in connection with:
(a) your breach or non-observance of any obligation you may have to us pursuant to these Terms and Conditions;
(b) your use or access of this Site;
(c) improper use of any of the Products;
(d) any breach or inaccuracy in any representations or warranties made by you, including the warranties and promises contained in these Terms and Conditions;
(e) any wilful, unlawful or negligent act or omission;
(f) your failure to provide true, accurate and correct Data which is required to be provided by you in order for us to provide the Products;
(g) your failure to provide true, accurate and correct personal information for any purpose including but not limited to the provision of the Products and the personal information required in order to verify your identity;
(h) any violation, contravention or infringement of any applicable laws by a User; and
(i) any act, omission, neglect or default on the part of a User that results in a claim, liability or loss being brought by a Third Party against those indemnified.
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Our Liability
(a) To the maximum extent permitted by law:
(i) all warranties, whether express or implied including warranties as to fitness for any purpose and merchantability are expressly excluded;
(ii) we shall not be liable for any injury loss expense or damages of any kind whatsoever or however arising whether directly, indirectly, consequently or contingently to any person or property and without limiting the generality of the foregoing, we shall not be liable for any losses, expenses or damages caused by delays or any other reasons or additional expenses incurred by you or the User including losses of prospective profits or actual profits incurred by you or the User;
(iii) we do not warrant or guarantee that the Site or any of the Products are free from defects, viruses or other harmful components, or your access to the Site will be uninterrupted or error free;
(iv) we will not be in any way responsible for the delivery and/or receipt of any emails sent by us to any email address if such emails are not received by the recipient as a result of or in connection to any email portal or system that may be in use or any email approvals, policies and/or protocols that may be in place;
(v) we are not in any way responsible for any such interference or prevention of your use of or access to the Site which is caused or contributed to by a fault with your Device or by the systems (including public telephone services, computer networks and the internet) used by you to access the Site;
(vi) we accept no responsibility for a User’s failure to provide true, accurate and correct information in connection with accessing or using the Site and/or purchasing the Products including but not limited to providing false information regarding the User’s identity or the correct billing information;
(vii) we accept no liability for the loss of Data where such loss is wholly or partly caused by factors beyond our reasonable control including, but not limited to, failure or fault in the hosted environment of the Site, defective network or internet connections, defective equipment utilised by you or incorrect operation by you of your own Device or other access facilities;
(viii) we will not be responsible for any disclosure, use, modification or deletion of your Data resulting from any access by third party platform providers; and
(ix) neither us, nor our directors, officers, employees, contractors or agents, will be liable for any direct, indirect, consequential or other loss or damage to any person or entity, however caused (whether by negligence or otherwise), arising in connection with your use of, or inability to use, the Site, or reliance upon any of the content or other information posted on the Site.
(b) Nothing in these Terms and Conditions excludes, restricts or modifies any rights that you have under existing laws or regulations and codes, including the Competition and Consumer Act 2010 (Cth) and fair trading laws. Our services and the Products provided to you and thunder these Terms and Conditions come with guarantees that cannot be excluded under the Australian Consumer Law set out in Schedule 2 of the Competition and Consumer Act 2010 (Cth).
(c) To the maximum extent permitted by law, our total liability arising out of or in connection with the Products or these Terms and Conditions is limited to resupplying any of the Products or a refund for a major failure (which is capped at the Charges directly related to those Products).
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Feedback and Review
(a) From time to time, we may request that you provide us with feedback or reviews on the Services. You are not obliged to provide such feedback.
(b) You acknowledge and agree that:
(i) we, at our sole discretion, may determine whether such comments are published on our Site or any social media platform; and
(ii) where you intend to post any negative review or comment with respect to us or the Products or on any external review site or social media platform, you will contact us and provide us with an opportunity to discuss your concerns before publishing such negative review or comment.
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Social Media
(a) You agree that, where our Site integrates in any way with social media, that you will adhere to these Terms and Conditions and any other terms and conditions of the social media provider from time to time.
(b) With respect to social media, for the purposes of marketing and/or promotion, you hereby acknowledge and authorise us to:
(i) upload, publish, post or repost any content which directly or indirectly references you; and
(ii) make use of any publicly available information for the purposes of any publication, post or repost.
(c) For the avoidance of doubt, by using the Site and/or purchasing any of the Products, you agree and consent to us undertaking any of the activities contemplated by subsection 18(b) without the need to obtain any further consent from you.
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Dispute Resolution
(a) If there are any complaints from a User, we will aim to respond and provide a suitable solution within five (5) business days.
(b) If a User is not satisfied with our response, the User agrees to provide us with written notice specifying the nature of the dispute, what outcome the User wants and what action the User thinks will settle the dispute. The User and us agree to, within fourteen (14) days of our receipt of a written notice, meet (either in person or via teleconference) in good faith to seek to resolve the dispute by agreement between them.
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Cancellation of Account
You can directly cancel your Account by using the cancellation function in the account setting section of the Site.
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Our Rights
Any express statement of a right of ours under these Terms and Conditions is without prejudice to any other rights we may have including those expressly stated in these Terms and Conditions or existing at law.
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Governing Law
The parties to these Terms and Conditions shall be bound by the laws of the State of Victoria in relation to all matters arising from all contracts between the parties and the parties agree to submit to the non-exclusive jurisdiction of the Court of Victoria and the Federal Courts of Australia and that any legal proceedings may be heard in these courts.
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Severability
If any part or provision of these Terms and Conditions are invalid, unenforceable or in conflict with the law, that part or provision is replaced with a provision which, as far as possible, accomplishes the original purpose of that part or provision. The remainder of these Terms and Conditions will be binding on the parties.
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Notices
(a) Any notice given under these Terms and Conditions by either party to the other must be in writing by email (other than in respect of any dispute) and will be deemed to have been given on transmission.
(b) Notices must be sent to:
(i) if by post, PO Box 4767 North Rocks, New South Wales 2151; or
(ii) if by email, “hello@scriptly.com.au”,
or to any other address or email address notified by email to you by us.
(c) Notices to you may be sent via electronic messages, including email, text message/SMS, or mobile push notifications, to the email address or numbers which you provided when setting up your access to the Services.
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Rights of third parties
A person who is not a party to these Terms and Conditions has no right to benefit under or to enforce any term of these Terms and Conditions.
Schedule – Definitions
The Following words and expressions have the following meanings for the purpose of these Terms and Conditions and the provision of any Services in connection with the Terms and Conditions:
“Account” means an account set up by you using the Site.
"Australian Consumer Law" means schedule 2 of the Competition & Consumer Act 2010 (Cth).
“Claim” means a claim, action, proceeding, judgment or demand made or brought by or against a person, however arising and whether present, unascertained, future or contingent.
"Confidential Information" means the information that:
(a) is by its nature confidential:
(b) is designated by a person as confidential; or
(c) the recipient of that information knows or ought to know is confidential
the Data;
but does not include information:
(e) that is or becomes public knowledge otherwise than by breach of these Terms and Conditions or any other confidentiality obligation;
(f) that was obtained from a Third Party on a non-confidential basis without breach by that Third Party of an obligation of confidence concerning that Confidential Information; or
(g) was already in the possession of the Receiving Party when provided by or on behalf of the Disclosing Party.
"Data" means any data inputted by you or with your authority through the use of the Services and includes, without limitation, data owned or supplied by you or data which may otherwise be generated, compiled, arranged or developed by you in using the Services pursuant to these Terms and Conditions.
‘Default Rate” means the rate fixed by the Attorney-General under section 2 of the Penalty Interest Rate Act 1983 (Victoria).
“GST” has the meaning given by section 195-1 of the GST Act.
“GST Act” means the A New Tax System (Goods and Services) Tax Act 1999 (Cth) as amended or replaced from time to time.
“GST Amount” has the meaning given to that term in subsection 9.2(b).
"Indemnified” has the meaning given to that term in subsection 15.
“Intellectual Property” means all copyright (including moral rights), patents, registered and unregistered trademarks (including service marks), registered and unregistered designs, Confidential Information, circuit layout, inventions, trade secrets and know-how and all other intellectual property as defined in Article 2 of the Convention Establishing the World Intellectual Property Organisation of July 1967.
"Intellectual Property Rights" means all intellectual property rights including current and future registered and unregistered rights in respect of copyright (including moral rights), designs, circuit layouts, trade marks, trade secrets, know-how, confidential information, domain names, patents, inventions and discoveries and all other intellectual property as defined in Article 2 of the Convention establishing the World Intellectual Property Organisation of 1967, together with any right to apply for the grant or registration of same.
“Products” means any of the items or products that are published, offered and/or sold on our Site.
"Services" means any and all services provided by us through the Site and any other website, mobile site or portal operated by us from time to time.
“Site” means the internet site at the domain at “www.scriptly.com.au”.
"Terms and Conditions" means these terms and conditions (as may be changed or updated without notice from time to time by us).
“Third Party” means any third party which is needed for the Site to function, or has partnered with us to enable the Site to function, optimise performance and enhance the over all experience for Users of the Site and “Third Party” has a corresponding meaning. These Third Parties include but are not limited to payment providers, payment gateways, analytics tools, marketing tools, cloud solutions, data bases, verification of identity software provider and any other third parties set out in our Privacy Policy.
“Third Party Marks” means trademarks owned by any person or entity other than us and which are used in connection with the Services.
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