1. Acceptance Of Terms
The following are terms of a legal agreement between you and AGContext Pty Ltd (“Company”, “we”, “us”). By using or purchasing education, coaching and/or consulting services from our Company or any other property held by our Company, you acknowledge that you have read, understood, and agree to be bound by these terms and to comply with all applicable laws and regulations.
By continuing to use the Company’s business Education, Coaching and/or Consulting Services (defined below). As a Client, you agree to be bound by these Terms and Conditions, both for current and for any additional services for which you may contract with Company, including all payment terms (collectively, the Agreement). In this Agreement, “you” and “your” refers to the Client.
You agree that any of your agents, representatives, employees, or any person or entity acting on your behalf with respect to the use of the Education, Coaching and/or Consulting Services, shall be bound by, and shall abide by, these Terms and Conditions. You further agree that you are bound by these Terms and Conditions whether you are acting on your own behalf or on behalf of a third party, including another Client.
2. Term, Payment & Modification
Any and all purchases (Courses, Strategy Sessions, Events, In-Person Consulting) shall not be tied to any other services or subject to this Agreement, unless otherwise specified by client.
The Client agrees to pay to the Company all applicable charges to its account in Australian dollars, in accordance with the payment terms and conditions and/or payment plan mutually agreed upon, including, if any, all applicable taxes. If any mutually agreed upon payment terms of additional services requested by you are different than the terms set forth in these Terms and Conditions, the payment terms for the additional services shall apply to those services. Client agrees that any setup fee or deposit (or similar one-time payment depending on the service selected by Client) is non-refundable as it is applied to costs immediately incurred by Company in initiating services.
Client understands and agrees that the Education, Coaching, Online Membership and/or Consulting Services are billed one month in advance. In addition, if Client has elected to pay Company by credit card, Client agrees to authorize Company to charge its credit card in advance for such payments and for any amounts owed under this Agreement.
In the event collection proves necessary, the Client agrees to pay all fees (including all attorneys’ fees and court costs) incurred by that process.
You understand that the Company may modify its standard terms and conditions and service offerings from time to time and that AGContext Pty Ltd reserves the right to adjust the pricing of such services. Following the fulfillment of initial contract terms, Clients in month-to-month contracts may be subject to revised terms and conditions and/or pricing.
3. Method Of Payment
Client must set up direct withdrawal from a valid, sufficiently funded bank account, provide a valid credit card with sufficient credit, assign an online payment service endorsed by the Company, or maintain a deposit with the Company that can be billed for all contracted Services.
4. Refund Policy And Cancellations
The product and/or services referenced herein is sold with strictly no refund after a 14-calendar day trial period. All cancellations within 14 calendar days of purchase need to be submitted in writing to email@example.com. Cancellations shall take effect within a 10-day period after the written request and the client’s credit card will not be charged again.
5. Refunds For Physical Products
Any orders of physical products must be returned within 30 days (in original condition) to be eligible for a refund.
6. Services Provided
Education, Coaching and/or Consulting Services are the process by which Company will help you transform, improve and grow your business via proprietary systems, frameworks, and advice. Though Company cannot guarantee specific results, we proactively seek to provide high quality advice and systems that maximize the Client’s success in digital transformation.
7. Ownership Of Non-client Property
Title and full ownership rights in and to the Education, Coaching and Consulting frameworks, strategies systems and content, together with any and all ideas, concepts, computer programs, and other technology supporting or otherwise relating to Company’s operation of the Company network and website(s) (collectively, the “Company Materials”), shall remain at all times solely with Company and/or with the respective outsourced service provider or author. Client acknowledges that it has not acquired any ownership interest in the Company Materials and will not acquire any ownership interest in the Company Materials by reason of this Agreement.
8. No License
Nothing contained in this Agreement or use of Coaching and/or Consulting Services should be understood as granting you a license to use any of the trademarks, service marks, or logos owned by Company or by any third party.
9. Confidential Information
All information disclosed by the Company to the Client shall be deemed Confidential Information, regardless of whether marked or identified as “CONFIDENTIAL” or “PROPRIETARY.” Notwithstanding anything to the contrary, Confidential Information shall also include, and the provisions of this Agreement shall apply to any other information in oral, written, graphic or electronic form which, given the circumstances surrounding such disclosure to or learning by Client, would be considered confidential.
“Confidential Information” means any non-public, oral, written graphic or machine-readable information, including but not limited to, that which relates to patents, patent applications, trade secrets, research, product plans, products, developments, inventions, processes, designs, drawings engineering, formulae, markets, market research, market plans, software (including source and object code), hardware configuration, computer programs, algorithms, regulatory information, business plans, pricing, agreements with third parties, services, customers, marketing or finances of the Company or one of its subsidiaries or affiliates.
10. Personal And Non-commercial Use Limitation
Unless otherwise specified, the Services are for your personal and non-commercial use. You may not modify, copy, distribute, transmit, display, perform, reproduce, publish, license, create derivative works from, transfer, or sell any information, software, products or services obtained from the Services.
Client shall not in any way:
- disclose or otherwise transfer Confidential Information to any third party at any time, including consultants , except as approved by Company in writing in advance;
- use (except as specifically permitted in writing by Company), copy. Modify and/or transfer the Confidential Information and/or merge the Confidential Information with any other technology, formula or materials;
- to the maximum extent permitted by applicable law reverse engineer any of the Confidential Information; and/or
- disclose the parties’ discussions about the Confidential Information. Client agrees that it will disclose the Confidential Information only to its employees who have a specific need to know regarding the Coaching and/Consulting Services and only to the extent necessary for such purpose.
11. Client Representations And Warranties
Client represents and warrants to Company that for the term of this Agreement, this Agreement constitutes a valid, binding, and enforceable agreement in accordance with its terms; Client is the authorized owner or representative of the website(s) for which Coaching and Consulting Services will be performed; and Client’s website will not violate any applicable law or regulation; does not infringe upon in any manner any third party rights, including but without limitation to copyright, patent, trademark, trade secret, or other intellectual property right or right of privacy or publicity; is not false or misleading; has not and will not result in any consumer fraud, product liability, breach of contract, injury, damage, or harm of any kind to any person or entity; is not defamatory, libelous, slanderous, or threatening; is free of viruses; does not contain, promote, or offer any form of spyware, adware, or other advertising or information collection software; and/or does not contain, link to or promote any of the following: violence, hate crimes (whether racial or otherwise), illegal activities, discrimination based on race, sex, religion, nationality, disability, sexual orientation, or age.
12. Limitation Of Liability And Warranty Disclaimer
Company makes no representations or warranties relating to the results of Company Services, including, without limitation, the number of impressions or click-throughs and any promotional effect or return on investment thereof. As Company relies on third parties for certain data, Company makes no guarantees regarding the accuracy, reliability, or completeness of any usage statistics.
In no event shall Company be responsible for any consequential, special, lost profits, or other damages arising under this Agreement. Without limiting the foregoing, neither party shall have any liability for any failure or delay resulting from any condition beyond the reasonable control of such party, including but not limited to governmental action, fire, flood, earthquake, power failure, riot, explosion, labor, or material shortage, carrier interruption of any kind or work slowdown.
13. Successors And Assigns
Subject to the limitations set forth herein on assignment of this Agreement or the rights hereunder by Client, all of the provisions of this Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective heirs, if any, successors, and assigns.
14. Choice Of Law; Exclusive Venue
This Agreement shall be construed in accordance with the laws of the state of New South Wales, and the parties agree that should any dispute arise concerning this Agreement, venue shall be laid exclusively in a court of competent jurisdiction in the city of Sydney, New South Wales, Australia.
Waiver by one party hereto of breach of any provision of this Agreement by the other shall not operate or be construed as a continuing waiver. No waiver of any breach or default of this Agreement by either party hereto shall be considered to be a waiver of any other breach of default of this Agreement.
15. Links To Third Party Sites
The links in this area will let you leave AGContext’s site. The linked sites are not under the control of AGContext and AGContext is not responsible for the contents of any linked site or any link contained in a linked site, or any changes or updates to such sites. AGContext is not responsible for webcasting or any other form of transmission received from any linked site. AGContext is providing these links to you only as a convenience, and the inclusion of any link does not imply endorsement by AGContext of the site.
15. Entire Understanding
This document and any exhibit, schedule, or other supplementary document attached constitute the entire understanding and agreement of the parties, and any and all prior agreements, understandings, and representations are hereby terminated and cancelled in their entirety and are of no further force and effect.
17. Attorneys’ Fees
In the event a dispute arises between the parties hereto, then the prevailing party in such dispute, whether or not a final decision is ultimately rendered by the court, shall be entitled to receive its attorneys’ fees reimbursed from the non-prevailing party.
18. No Third Party Beneficiaries
The covenants, undertakings, and agreements set forth in this Agreement are solely for the benefit of and enforceable by the parties or their respective successors or permitted assigns.
The sections of this Agreement that address or govern matters or circumstances that could occur after termination of this Agreement shall be interpreted to survive any such termination.
This agreement is executable upon successful payment from the Client. By purchasing any services from AGContext Pty Ltd or any other property held by the Company, you acknowledge that you have read, understood, and agree to be bound by these terms and to comply with all applicable laws and regulations.
Updated March 5, 2021