Terms And Conditions

The Not So Fine Print

This page contains the Blue Flame Social Media Terms & Conditions (Terms) which are referred to in the Blue Flame Social Media Order Form and Cost Summary documents (Order).

If an Order has been completed and executed by the entity identified as the customer in the Order (you, your) and by Blue Flame Social Media Pty Ltd ACN 152 500 564 (we, us), you have entered into an agreement for us to provide you with services in accordance with the Order and these Terms (collectively, the (Agreement).

Our Privacy Policy also forms part of these Terms.

Our Obligations

Subject to the other terms in this Agreement, we will provide you with;

social media training

(collectively, the Services).

The specific features of the Services we will provide you with are as set out in your Order

Duration

We will provide the Services to you on a 12 month basis (Duration). The Duration commences on the date of execution of the Order by all parties (Commencement Date).

Fees

In consideration for us providing the Services, you must pay us the fees specified in your Order (Fees) for the Duration.

Depending on which option is specified in your Order, the Fees are payable in advance without deduction, set off or counterclaim, by way of:

Your first payment of the Fees is due on the Commencement Date.

Billing

Fees are to be paid via one of the following payment methods as nominated in your Order (Payment Method):

Credit Card Payment

By specifying this Payment Method we will charge your nominated credit card for the Fees. We currently accept payment via Visa, MasterCard or American Express.

GST

Terms this clause have the same meaning as given to them in the A New Tax System (Goods and Services Tax) Act 1999 (Cth).

Unless otherwise specified in your Order all Fees are quoted exclusive of GST and are in Australian dollars. Our Services constitute a Taxable Supply and you must pay to us, in addition to the Fees, any GST on the Supply at the same time and in the same manner in which you pay the Fees to us. We will provide you with a Tax Invoice for the Supply.

The Services

We will endeavour to provide the Services:

in a timely manner;

with due care and skill; and

in accordance with the Social Media Terms.

Your Obligations

You agree and warrant to us for the Duration that:

you will provide us with true, accurate, complete and current information pertaining to you as necessary for the provision of the Services;

Intellectual Property

You retain all Intellectual Property Rights in the Owner Content and all Intellectual Property Rights in the Provider Content vests in you upon creation.

Despite the above, we solely retain all rights, title and interest, including Intellectual Property Rights, in any of our Confidential Information, including that which has been used in the course of providing the Services.

You grant to us, for the Duration, a non-exclusive, worldwide, royalty free license to use, perform, reproduce, display, publish, adapt, modify, transmit, distribute, improve, create derivative works from, sub-license and otherwise exploit the Content for the purpose of providing the Services.

You also grant to us a perpetual, non-exclusive, worldwide, royalty free license to use your business’ name, trademarks and other branding and any comments or feedback you provide us with, for the limited purpose of marketing our own business both during and after the Duration.

You will not attempt to copy, reproduce, broadcast or publish publicly, decompile, reverse engineer, disassemble, manipulate, impair or disable our Confidential Information.

Privacy Obligations

We handle Personal Information in accordance with our Privacy Policy.

Confidential Information

We must keep any Confidential Information we obtain about you confidential and not disclose it or allow it to be disclosed to a third party unless required by law or to provide the Services.

You must keep any Confidential Information you obtain about our business confidential and not disclose it or allow it to be disclosed unless required by law.

Both parties must take reasonable precautions to maintain the confidentiality of the Confidential Information of the other party.

Suspension

In addition to any other rights we have, we may temporarily suspend the Services where:

you fail to meet any of your obligations under this Agreement, including where any payment to us is overdue; or

the parties otherwise agree in writing to the suspension

Termination

We may terminate this agreement immediately without notice to you if you:

fail to pay any amount due to us when required under this Agreement and do not remedy this within seven days of the date the amount was due;

breach the Social Media Terms or any Applicable Laws;

fail to remedy any other breach of this Agreement within ten days of notice from us; or

we become aware of any act or omission by you or a third party in connection with you or the Services that we reasonably believe could result in significant harm or legal liability for us or damage to our reputation; (Default).

Either party may otherwise terminate this Agreement upon giving the other party seven days prior notice.

Effect of Termination

If we terminate this Agreement for Default, the fee paid will be forfeited.

If you terminate this Agreement, the fee paid will be forfeited.

Refund/Cancellation Policy

Due to the nature of the services, once you purchase a membership, payments are non-refundable.

Expiry and Renewal

This Agreement will automatically expire on the 1st anniversary of your purchase (Annual Agreement).

On expiry or termination of this Agreement we will cease to provide the Services to you. You will be given the option to renew your membership prior to the end date of the services.

Liability

To the maximum extent permitted by law, our Services are provided ‘as is’ and ‘as available’ with all faults and without any warranty, guarantee or representation made by us as to the accuracy, reliability or completeness of the Services. In particular, we do not guarantee, warrant or represent that the Services will achieve any specific results for your business (such as increased social media site traffic, sales or otherwise).

We disclaim all liability for any loss or damage (including, but not limited to, special, indirect, consequential loss or damage, loss of profits or loss of data), howsoever arising directly or indirectly in connection with:

the provision of the Services;

the Content;

the Social Media Sites;

Third Party Content and Interactions;

any breach of this Agreement by you;

any delay in providing the Services due to circumstances beyond our control or your failure to provide any instructions or information; and

your business and use of the Social Media Sites.

These Terms of Use do not limit any non-waivable rights that you may be entitled to by law. Our Services 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). You may be entitled to a resupply or refund for a major failure of the Services. You may also be entitled to compensation for any reasonably foreseeable loss or damage caused by a failure of the Services. Where our liability cannot be fully excluded by law, we limit our maximum liability at our option, to:

the supply of the Services again; or

the payment of the cost of having the Services supplied again.

Indemnity

You agree to indemnify and hold us harmless from and against any liability, loss, damage, costs (including legal costs), expenses or other liability we suffer or incur arising out of or in connection with any claim or demand against us by you or any third party, which arises from or is connected with:

the Services;

the Content;

the Social Media Sites;

Third Party Content and Interactions;

any breach of this Agreement by you;

any delay in providing the Services due to circumstances beyond our control or your failure to provide any instructions or information; and

your business and use of the Social Media Sites.

The indemnity given by you is reduced to the extent that any gross negligence by us has contributed to the liability arising.

General

This Agreement may only be amended by written agreement between all parties;

You may only assign your rights and obligations under this Agreement with our written consent;

This Agreement supersede all previous agreements about its subject matter and any agreements collateral to those agreements. This document embodies the entire agreement between the parties;

The failure of a party to require full or partial performance of a provision of this Agreement does not affect the right of that party to require performance subsequently;

A right under this Agreement may only be waived in writing signed by the party granting the waiver, and is effective only to the extent specifically set out in that waiver;

The laws of Queensland, Australia govern this Agreement;

A clause or part of a clause of this Agreement that is illegal or unenforceable may be severed from this Agreement and the remaining clauses or parts of the clause continue in force;

Unless otherwise expressly stated in this Agreement, any notice or consent to be given to a party under this Agreement is only effective if given in writing to that party;

This Agreement shall prevail to the extent of any inconsistency between them and any other document associated with the transactions contemplated by this Agreement;

A reference to a party includes that party’s related entities, employees, agents and contractors;

We may subcontract to any party the performance of all or any of our obligations under this Agreement; and

The Continuing Clauses survive termination or expiry of this Agreement.

Definitions

Where used in this Agreement, the below terms have the following meanings:

Applicable Laws means all laws applicable to the Services and your business including, but not limited to the Privacy Act 1988 (Cth) and the Copyright Act 1968 (Cth).

Continuing Clauses means the clauses headed ‘Confidential Information’, ‘Liability’, ‘Indemnity’, ‘General’ and ‘Definitions’.

Confidential Information means the information, forms, specifications, processes, methodologies, statements, strategies, plans, applications, formulae, source codes, trade secrets, drawings and data (and copies, notes, reports and extracts made of or from that information and data) concerning any of the following:

(a) the operations and dealings of a party or its business;

(b) the organisation, finance, customers, markets, suppliers, plans, opportunities, technology and know-how of a party; and

(d) the existence, subject matter and contents of this Agreement.

Intellectual Property Rights means all present and future intellectual or industrial property rights anywhere in the world, including without limitation any copyright, moral right, patent, trade mark, registered or unregistered design, registered or unregistered plant breeder’s right, trade secret, knowhow, right in relation to semi-conductors and circuit layouts, trade or business or company name, indication or source or appellation of origin or other proprietary right or right of registration of such rights including improvements thereto.

Personal Information has the meaning given to it in the Privacy Act 1988 (Cth).

Social Media Site means any website, application, social network, platform, search service, messaging service or other third party service which we may use from time to time, at our discretion, in connection with providing the Services. This may include but is not limited Facebook, Twitter and Google+.

Social Media Terms means the terms and conditions of any Social Media Site.