| 1. |
INTRODUCTION |
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1.1 |
These Terms and Conditions are in effect at all times while you are using the Website. By using the Website or paying for Our Services, you agree to the Terms and Conditions. Please read them carefully.
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1.2 |
We reserve the right to change these Terms and Conditions at any time. Please read them regularly to ensure you are aware of any changes. Your continued use of our Website and of Our Services following changes to these Terms and Conditions means you accept those changes.
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| 2. |
OUR SERVICE |
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Our Services are to: |
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2.1 |
provide you with a "do it yourself" tool for registering a proprietary company in Australia and to provide general information about such companies;
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2.2 |
to produce standard "as is" company documents (constitution, minutes, consents, etc) for your company;
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2.3 |
enable you to obtain further copies of company documents for your company upon request.
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| 3. |
NO ADVICE |
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3.1 |
Register A Company is not a law or accounting firm nor does it provide legal, accounting or other financial or taxation advice.
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3.2 |
We make no representation or recommendation than an Australian proprietary company or Our Documents are suitable for your circumstances.
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3.3 |
You are responsible for obtaining professional legal and accounting or other financial and taxation advice on:
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3.3.1 |
the suitability of an Australia proprietary company for your circumstances;
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3.3.2 |
the suitability of standard company documents for your company or the need for individually tailored company documents; and
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3.3.3 |
any ongoing responsibilities and obligations of officers and members after registration of your company.
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3.4 |
You indemnify us against all Liabilities which we may incur and release us from any Claim relating to or arising out of:
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3.4.1 |
an Australian proprietary company or Our Documents not being suitable for your circumstance; or
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3.4.2 |
your failure to obtain the professional advice referred to above.
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| 4. |
YOUR INFORMATION |
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4.1 |
We register your company based on the information you supply to us and the responsibility for that information is solely yours.
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4.2 |
We are not responsible for any errors or omissions in the information you supply to us.
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4.3 |
We are not responsible for your misunderstanding the questions we ask of you and how you answer or provided information in response to our questions.
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4.4 |
You indemnify us against all Liabilities which we may incur and release us from any Claim relating to or arising out of:
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4.4.1 |
the information or answers you give us when using the Website or by any other means;
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4.4.2 |
your failure to provide us with all information or answers required either fully or accurately.
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| 5. |
REGISTRATION AND AVAILABILITY OF DOCUMENTS |
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5.1 |
You should not use the Website if it is critical that your company be registered at or by a particular date or time.
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5.2 |
Registration of your company may be delayed due to processing by ASIC or by other factors outside our control.
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5.3 |
Our Documents will be delivered to you on the earlier of when you download them from the Website or when they are sent by us to the email or postal address you have nominated.
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| 6. |
OUR WEBSITE |
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While we take all reasonable care in the construction, operation and content of the Website we make no guarantee or warranty that: |
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6.1 |
the use of the Website will be uninterrupted or virus and error free;
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6.2 |
any information contained in the Website is complete, accurate or up to date.
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| 7. |
PRIVACY AND CONFIDENTIALITY |
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7.1 |
We will take all reasonable steps to keep your personal information private and will not knowingly disclose your personal information to other parties without your consent (unless required to do so by law).
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7.2 |
The Internet is not secure however and accordingly, we make no guarantee or warranty that your personal information cannot be intercepted by unauthorised persons.
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| 8. |
IMPLIED CONSUMER GUARANTEES |
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8.1 |
Our Services may be covered by certain consumer guarantees under the Australian Consumer Law (Implied Consumer Guarantees).
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8.2 |
If Our Services fail to meet any Implied Consumer Guarantees, you will be entitled to such rights and remedies as are permitted or provided in the Australian Consumer Law for such failure, to the extent that such rights and remedies cannot be lawfully excluded. You may only exercise such right or remedy strictly in accordance with your rights and responsibilities under the Australian Consumer Law.
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| 9. |
LIMITED GUARANTEES AND WARRANTIES |
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Subject to clause 8, and to the extent permitted by law: |
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9.1 |
all guarantees, conditions, warranties or other terms which may be implied by law or otherwise in connection with Our Services (Implied Terms) are excluded;
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9.2 |
our responsibility for any defect in Our Service or breach of these Terms and Conditions or of an Implied Term is limited at our option to resupplying Our Services or refunding the cost of Our Services;
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9.3 |
in no circumstances will we be responsible for any loss of profits or interruption to business or other indirect economic or other consequential loss (Consequential Loss) suffered by you or any third party in connection with the use of the Website or the provision of Our Services;
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9.4 |
you indemnify us against all Liabilities which we may incur and release us from any Claim for such Consequential Loss.
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| 10. |
REFUNDS |
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10.1 |
Subject to clause 8, Register A Company's fees are refundable at the sole discretion of management.
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10.2 |
If you wish to obtain a refund from us for any service provided you will need to apply to us in writing for the refund/apply for the refund here and provide reasons in support of your application.
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10.3 |
Applications for refund will only be accepted when required by law or where the company cannot be registered due to factors outside your control.
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| 11. |
INTELLECTUAL PROPERTY |
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11.1 |
You acquire no Intellectual Property Rights in using the Website, Our Services or Our Documents.
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11.2 |
We grant you a non exclusive non transferrable licence to:
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11.2.1 |
use the Website and Our Services for the sole purpose of registering an Australian proprietary company and ordering Our Documents for your personal purposes;
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11.2.2 |
copy or transmit Our Documents for the purpose of providing to your legal or other professional advisors but for no other purpose.
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11.3 |
The above licence terminates automatically and without the requirement for notice in the event you breach any of your obligations under these Terms and Conditions.
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11.4 |
Subject to clause 11.2, you may not copy, reproduce, modify, download, reverse engineer, transmit or disseminate Our Documents or any material on the Website or underlying software code or program without our permission.
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| 12. |
YOUR BREACH |
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12.1 |
You indemnify us against all Liabilities which we may incur in respect of your breach of these Terms and Conditions.
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12.2 |
Any breach or threatened breach of these Terms and Conditions entitles us to apply for and obtain injunctive relief in any court of competent jurisdiction in addition to all other available remedies.
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| 13. |
GENERAL |
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13.1 |
These Terms and Conditions cover the entire agreement and understanding between you and us with respect to Our Services and supersede any prior agreement or understanding.
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13.2 |
If there is any conflict between anything in these Terms and Conditions and anything else in the Website, these Terms and Conditions prevail.
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13.3 |
The validity and interpretation of these Terms and Conditions is governed by the laws of Australia and you irrevocably submit to the non exclusive jurisdiction of the courts of Australia in respect of any dispute in connection with Our Services or these Terms and Conditions.
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| 14. |
DEFINITIONS |
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In these Terms and Conditions unless the context otherwise requires: |
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14.1 |
Claim means any claim, demand, action or cause of action, whether in contract, tort, equity or under statute, and any loss, cost, expense or Liability arising from or in connection with such claim, demand, action or cause of action.
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14.2 |
Intellectual Property includes property and rights in connection with copyright (including future copyright and rights in the nature of or analogous to copyright), know-how, trade mark, service mark, design, inventions (including patents), semi-conductor or circuit layout rights, trade, business or company names, or other proprietary rights, or any rights to registration of such rights (including all renewals and extensions).
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14.3 |
Liabilities means liabilities, losses, damages, actions, causes of action, arbitrations, claims, orders, judgments, outgoings, costs (including legal costs calculated on a solicitor and own client basis) and expenses, whether present or future, actual or contingent.
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14.4 |
Our Documents means any documents generated using Our Services.
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14.5 |
Our Services means the viewing or use of the Website, the interface, user system and document merging engine and menu of clauses used to generate documents that you order from us either on line or by any other means, and any ancillary or related service we provide to you (including telephone and email support).
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14.6 |
Register A Company, us and we means Register A Company Ltd ABN 69 122 330 287.
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14.7 |
Website means the Website at www.registeracompany.com.au.
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14.8 |
you means any person viewing or using the Website, including any links from the Website, either wholly or in part and either directly or indirectly or by an agent and includes a person whose credit/debit card is used in conjunction with the Website.
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| 15. |
INTERPRETATION |
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In these Terms and Conditions unless the context otherwise requires:: |
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15.1 |
headings do not affect interpretation;
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15.2 |
singular includes plural and plural includes singular;
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15.3 |
words of one gender include any gender;
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15.4 |
a reference to a party includes its executors, administrators, successors and permitted assigns;
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15.5 |
a reference to a person includes a partnership, corporation, association, government body and any other entity;
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15.6 |
a provision is not to be construed against us only because we prepared it;
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15.7 |
an unenforceable provision or part of a provision may be severed, and the remainder of these Terms and Conditions continues in force, unless this would materially change the intended effect of these Terms and Conditions;
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15.8 |
the meaning of general words is not limited by specific examples introduced by 'including', 'for example' or similar expressions.
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