Terms and Conditions
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1. ACCEPTANCE OF TERMS
1.1 You have requested the Services set out in the attached Client Tax Invoice (Invoice). You agree and accept that our Services are provided to you on the terms and conditions set out in the Invoice, these terms & conditions, and the additional terms referred to as set out on our Website, (together the Terms). Capitalised terms in the Invoice apply to the Terms.
1.2 You can accept the Terms by:
(a) stating in writing, including by email that you accept the Terms; or
(b) acceptance by conduct, by paying the Fee set out in the Invoice.
1.3 We may provide the Services to you using our employees, contractors and third party providers, and they are included in the definition of Extraordinary You, where relevant, in these Terms.
1.4 We are able to send electronic mail to you and receive electronic mail from you. However, as such mail is not secure it may be copied, recorded, read or interfered with by third parties while in transit. If you ask us to provide or transmit any document or information electronically, by email or other online or electronic system for sharing or storing documents, you release us from any claim you may have as a result of any unauthorised copying, recording, reading or interference with that document or information after transmission, for any delay or non-delivery of any document or information and for any damage caused to your system or any files by a transfer.
2. FEE & PAYMENT
2.1 If you have paid online on booking a Service, then you have paid the fee for our Services (Fee), thank you.
2.2 If you have enquired about a Service, then we will contact you to discuss and agree the Service and the fee for the Service (Fee), and, you agree to pay us the Fee as set out in the attached Invoice, thank you.
2.3 Fees are payable in advance prior to your first consultation, as specified on the Invoice.
2.4 Fees are payable by PayPal, Master Card, Visa Card, American Express or Direct Debit.
2.5 Fees paid by PayPal, Master Card, Visa Card or American Express attract a 2.6% surcharge for Australian clients and 3.6% for International clients (this is the surcharge that we are charged).
2.6 The Service period is specified on the Invoice.
2.7 The Fee and Services can be varied by written agreement between us, including by email.
2.8 If an invoice is unpaid we will cease to provide Services to you, until we receive payment of the Invoice.
3. CLIENT OBLIGATIONS
You warrant that throughout the terms of engagement that:
3.1. there are no legal restrictions preventing you from engaging us for the Services;
3.2 if you are under 18 years old, or over 18 years old and in the care of a parent or legal guardian, you warrant that your parent or legal guardian has consented to you receiving the Services;
3.3. if you are under 18 years old, or over 18 years old and in the care of a parent or legal guardian, you warrant and agree that your parent or legal guardian will be present during provision of the Services, including by phone, online meeting or copied to email
3.4. you will cooperate with us and provide us with any information and comply with all requirements, which are requested by us from time to time, that are reasonably necessary to enable us to perform the Services;
3.5. the information you provide to us is true, correct and complete;
3.6. you will not infringe any third party rights or violate any other Terms in working with us and receiving the Services;
3.7. you will inform us if you have reasonable concerns relating to our provision of Services under the Terms, with the aim that we and you will use all reasonable efforts to resolve the concerns;
3.8. you are responsible for obtaining any consents, licences and permissions from other parties necessary for Services to be provided, at your cost, and for providing us and/or the Supplier the necessary consents, licences and permissions;
3.9. if applicable, you have a valid ABN which has been advised to us;
3.10. if applicable, you are registered for GST purposes; and
3.11. you will not canvass, employ, induce or attempt to employ, induce, solicit or entice away from us, any employee or contractor, that was employed by us during the Term or the prior twelve months period.
4. CONFIDENTIALITY AND INTELLECTUAL PROPERTY
4.1 At all times we will seek to maintain the confidentiality of your Confidential Information. We, including our employees and contractors, agree not to disclose your Confidential Information to any third party at any time; to use all reasonable endeavours to protect Confidential Information from any unauthorised disclosure; only to use the Confidential Information for the purpose for which it was disclosed by you and not for any other purpose; and to use all reasonable endeavours to ensure that our agents and consultants to whom Confidential Information is disclosed, maintain the confidentiality of the Confidential Information.
4.2 You, including your employees and contractors, agree not to disclose our Confidential Information or Intellectual Property to any third party at any time; to use all reasonable endeavours to protect Confidential Information and Intellectual Property from any unauthorised disclosure; and only to use the Confidential Information and Intellectual Property for the purpose for which it was disclosed by us and not for any other purpose.
4.3 These obligations do not apply to Confidential Information that:
(a) is already in the public domain and/or where such information is no longer confidential, except as a result of breach of these Terms;
(b) is received from a third party, except where there has been a breach of confidence;
(c) must be disclosed by law or by a regulatory authority including under subpoena;
(d) where failure to disclose would place you or another person at serious risk of harm; and/or
(e) where your prior approval has been obtained to provide a written report to another professional, agency or institution (e.g. a school); or
(f) you disclose to your parent or legal guardian, if you are under 18 years old, or over 18 years old and in the care of a parent or legal guardian.
4.4 You may not modify, adapt or create derivative works based on or contained in our Services or any associated written material accompanying or produced by us. You may not reverse engineer, decompile or disassemble our Services or any associated written material accompanying or produced by it. Without limitation this restriction shall apply in respect of the questionnaire and reports generated during the Term of our Services, and/or while using our Services.
4.5 Please note that the third party assessment tests (Assessments) are generally trademarks or registered trademarks of the owner.
4.6 The obligations under this clause will survive termination of these Terms.
5. PRIVACY, ASSESSMENT AND PERSONAL INFORMATION
5.1 In performing the Services, we agree to comply with the legal requirements of the Australian Privacy Principles as set out in the Privacy Act 1988 (Cth) and any other applicable legislation or privacy guidelines.
Third Party Assessments
5.2 We will offer to assess your career and personal interests, skills, values and personality to identify your strengths. We may recommend Assessments.
5.3 You may choose whether to participate in an Assessment, and what personal information you provide for an Assessment. This is at your sole discretion. Assessments are a useful tool for your career counsellor, and for you to gain insight about yourself.
5.5 You are able to retain a copy of each Assessment, for your own records, once the Assessment is complete and the Assessment report is available.
5.6 All communications between you and your career counsellor become part of your Client records, which are stored in your Client file. Client files are held in a secure location, physical or online, that is accessible only by your career counsellor.
5.7 As part of providing our Service to you, your career counsellor will need to collect and record personal information that is relevant to your current situation. Collection of personal information is an important part of your career assessment.
5.8 Personal information we gather as part of your assessment is only seen by your career counsellor and the provider of Assessment tools that you choose to use. The information is retained in order to enables us and the provider of Assessment tools to provide a relevant and informed service to you.
Your access to your personal information
5.9 You have a general right of access to all information in your file, unless one of the exceptions in the Australian Privacy Principles apply.
5.10 If you wish to view and/or have a copy of the material recorded in your file then, by law, it is necessary to make the request in writing and send it to the person whose details appear at the front of these Terms. Upon receiving your request we will discuss your access options. Please allow 14 days for these arrangements to be made, but we will strive to make your file available earlier if possible.
6. TERMINATION AND COMPLETION
6.1 We agree to perform the Services for you from the date of the first consultation, for the period set out in the attached Invoice, or the date on which these Terms is terminated, if earlier
6.2 Either Party may terminate these Terms by giving the other Party 14 days written notice, or a shorter notice period if both parties agree in writing including by email.
6.3 We may terminate the Terms at any time, without notice, if:
(a) we consider that a request for a Service is inappropriate or for any improper, immoral or unlawful purpose;
(b) we consider that our working relationship has broken down including a loss of confidence and trust.; or
(c) you fail to pay an Invoice within 30 days of the due date.
This is in our sole and absolute discretion.
6.4 On termination of these Terms you agree to:
(a) pay all Invoices for all Services rendered, and
(b) promptly return to us all of our Confidential Information and Intellectual Property, and/or documents containing or relating to our Confidential Information and Intellectual Property; or delete or destroy all of our Confidential Information and Intellectual Property and any copies of Confidential Information and Intellectual Property not returned to us. For the avoidance of doubt, you are able to keep the reports generated by the Assessment tools.
6.5 On termination of these Terms, we agree to promptly return to you all of your Confidential Information and Intellectual Property and/or documents containing or relating to your Confidential Information and Intellectual Property, however we will make copies as required by law and regulatory authority and for our own internal record keeping purposes.
6.6 On completion of the Services, we will retain your documents (including copies as referred to above) for 7 years. Your express or implied agreement to the Terms constitutes your authority for us to destroy the file 7 years after the date of our Invoice, or termination of these Terms.
6.7 On completion of the Services or following termination by either party, you will be liable for the cost of retrieving documents in storage and also any photocopying charges we incur and our professional fees in connection with the provision of your file to you as requested by you.
6.8 The accrued rights, obligations and remedies of the Parties are not affected by the termination of these Terms.
7.1 If, for some reason you need to cancel or postpone the appointment, please give your career counsellor at least 24 hours’ notice, otherwise you will be charged a cancellation fee of $50.00 that will be separately invoiced to you.
7.2 Please note that it may be difficult to book a new client at short notice, which is why we have the right to charge a cancellation fee for missed appointments.
8. ACKNOWLEDGMENT, LIMITATION OF LIABILITY AND INDEMNITY
8.1. You acknowledge that any report or document provided by us is based solely on information provided by you and that we cannot warrant the accuracy or truthfulness of your response. The information contained in our reports should not be used or relied upon as the sole determiner for the purposes of your employment or other career or vocational matter. You should consider your own personal situation in addition to the information provided by our services.
8.2. You acknowledge that we are career counsellors. We do not provide advice in other areas. This includes law, tax, financial planning, accounting or insurance. You should seek advice from a specialist, including a lawyer, accountant, financial adviser, insurance broker or other qualified adviser regarding law, tax, financial planning, accounting matters or insurance, if required.
8.3. On request by you, we may provide you with contact details of third party specialists. This is not a recommendation by us for you to seek their advice or to use their services. We make no representation or warranty about the third party advice or provision of services. We disclaim all responsibility and liability for all losses, damages, expenses and costs that you or any person may incur due to the third party advice or provision of services, or failure to advise or provide services.
8.4. You agree that our liability for the Services is governed solely by the Australian Consumer Law and these Terms. Nothing in these Terms removes your statutory rights as a consumer under Australian Consumer Law.
8.5. Where liability cannot be excluded, our liability is limited as provided in the Australian Consumer Law. If such legislation applies, to the extent possible and to the extent allowed by the Australian Consumer Law, we limit our liability in respect of any claim to, at our option, the supply of the services again; or the payment of the cost of having the services supplied again.
8.6. Other than as required by law, we make no representations, guarantees or warranties, express or implied, with respect to our Services, their medium, any written material accompanying the Services, or produced by the Services, its use, suitability, reliability, accuracy, performance or results, its merchantability, or fitness for a particular purpose, title and non-infringement.
8.7. We are not liable for any direct, indirect, punitive, incidental, special, consequential damages or any damages whatsoever including, without limitation, damages for loss of use, data, profit earnings, or lost opportunities, arising out of or in any way connected with the use or performance of our Services whether based on contract, tort, negligence, strict liability or otherwise even if we have been advised of the possibility of damages.
8.8. We are not liable for any delay or failure in performance resulting directly or indirectly from acts of nature, forces, or causes beyond its reasonable control, including without limitation, incorrect email addresses, internet failures, computer equipment failures, other equipment failures, or non-performance of third parties.
8.9. You are liable for and agree to indemnify us in respect of any claim, action, damage, loss, cost, charge, expense, penalty, fine or payment which we suffers, incurs or is liable for as a result of any breach of these Terms by you, your employees, contractors or agents.
8.10. The obligations under this clause will survive termination of these Terms.
9.1 Taxable supply
(a) If GST is payable by the Service Provider on any supply made under these Terms the Client must pay to Extraordinary You an amount equal to the GST payable on the supply.
(b) That amount must be paid at the same time that the consideration for the supply is to be provided under these Terms and must be paid in addition to the consideration expressed elsewhere in these Terms.
(c) On receiving that amount from the Client, Extraordinary You must provide the Client with a tax invoice for the supply.
9.2 Adjustment events
If an adjustment event arises in respect of any supply made by Extraordinary You under these Terms, a corresponding adjustment must be made between Extraordinary You and the Client in respect of any amount paid to Extraordinary You by the Client under these Terms and any payments to give effect to the adjustment must be made.
If the Client is required under these Terms to pay for or reimburse an expense or outgoing of Extraordinary You or is required to make a payment under an indemnity in respect of an expense or outgoing of Extraordinary You, the amount to be paid by the Client is the sum of:
(a) the amount of the expense or outgoing less any input tax credit in respect of that expense or outgoing that Extraordinary You is entitled to; and
(b) if Extraordinary You’s recovery from the Client is in respect of a taxable supply, an amount equal to the GST payable by Extraordinary You in respect of that recovery.
9.4 GST terminology
The terms “adjustment event”, “consideration”, “GST”, “input tax credit”, “supply”, “taxable supply” and “tax invoice” each has the meaning which it is given in the A New Tax System (Goods and Services Tax) Act 1999 (Cth).
Any notice required or permitted to be given by either party to the other under these conditions will be in writing addressed to you at the address given at the time of initial contact or any new principal place of business or residential address that you have notified to us. Our address is set out on the Invoice. Any notice may be sent by standard post or email, and notice will be deemed to have been served on the expiry of 48 hours in the case of post, or at the time of transmission in the case of transmission.
11. FORCE MAJEURE
Neither party will be in breach of its obligations, or incur any liability, to the other party if the failure to perform its obligations is a result of a force majeure event including, but not limited to, major illness, accidents, acts of God, terrorism, war, labour disputes or strikes. The party affected by the force majeure event shall, as soon as reasonably practicable, provide notice of the force majeure event to the other party. The parties will resume the normal performance of the Terms as soon as reasonably practicable. The party affected by the force majeure event is entitled to a reasonable extension of time to perform its obligations.
12. RELATIONSHIP OF PARTIES
The Terms are not intended to create a relationship between the parties of partnership, joint venture, or employer-employee.
The Terms is personal to the Parties. A Party must not assign or deal with the whole or any part of its rights or obligations under these Terms without the prior written consent of the other Party (such consent not to be unreasonably withheld). Any purported dealing in breach of this clause is of no effect.
If any provision (or part of it) of the Terms is held to be unenforceable or invalid in any jurisdiction, then it will be interpreted as narrowly as necessary to allow it to be enforceable or valid. If a provision (or part of it) of these Terms cannot be interpreted as narrowly as necessary to allow it to be enforceable or valid, then the provision (or part of it) must be severed from these Terms and the remaining provisions (and remaining part of the provision) of the Terms are valid and enforceable.
15. JURISDICTION & GOVERNING LAW
The Terms is governed and construed in accordance with the laws of New South Wales. Each party irrevocably and unconditionally submits to the exclusive jurisdiction of the courts of New South Wales.
1 In these Terms:
Business Day means a day which is not a Saturday, Sunday or bank or public holiday in New South Wales.
Confidential Information means any information or document about or in any way relating:
(a) to your personal information, including that you provide to us in a consultation, or in an Assessment; or
(b)to us, including but not limited to any information or documents about our business, business organisational structure, programs, methods, activities, operating procedures, products and services, trade secrets and know how, finances, plans, transactions and policies.
Fee means the payment amount set out in the Invoice, unless varied by agreed between us in writing including by email.
Intellectual Property means all present and future rights to intellectual property including techniques, invention, improvements, trademarks (whether registered or common law trade marks), patents, designs, copyright, any corresponding property rights under the laws of any jurisdiction and any rights in respect of an invention, discovery, trade secret, secret process, know-how, concept, idea, information, process, data or formula.
Parties means the parties entering into these Terms.
Services means the services set out in the Invoice, unless varied by as agreed between us in writing including by email.
Term is as set out in the Invoice, or the date on which these Terms is terminated, if earlier.
Website means www.extraordinaryyou.com.au
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