BEAU MILLER CONSULTING –BOT, COURSE & ONLINE STORE TERMS OF USE

The Bots, Courses and Online Store (‘Digital Products’) are owned and operated by Beautique Management Pty Ltd and our related entities (We, Our or Us). These Terms set out the full extent of the agreement between You and Us in relation to the Digital Products and as to how You may use them, and other resources We may make available in connection with the Digital Products.

Definitions

Bot means any computer program or application provided by Us to assist in the operation of Your business including but not limited to Our PM Guru digital training support. Competitor means any entity which provides or any person who owns or is employed by a business which provides services which compete or conflict with the Digital Products. Confidential Information means all confidential information, non-public or propriety information, including intellectual property, technical, commercial, financial or other information, exchanged between the Parties or known to a Party before, on, or after the date of purchase. Course means any courses, programs, training module/s, educational sessions, series of presentations and/or webinars presented by Us or on Our behalf from time to time for the Course Term. Course Services means the inclusions of the Course as updated from time to time, which may include Templates, videos, access to the Digital Products and Public Interactive Platforms. Course Term means the duration of the Course for which You have subscribed, being the period of time and/or sessions comprising the Course and commencing on the Course start date and ending on the Course end date, and does not include any periods of renewal. Fee means Our non-refundable fee charged in consideration for Your Subscription to the Digital Products or Your purchase of a product from the Online Store (as applicable).Malicious Code means viruses, worms, time bombs, Trojan horses and other harmful or malicious code, files, scripts, agents or programs. Members Area means the online portal for the Digital Products where the online component of the Bot and/or Course can be accessed and/or the online portal for the Online Store where store purchases can be accessed. Online Store means any product, template, service or item which can be purchased direct through Our website. Parties means You and Us. Public Interactive Platform means the Members Area, third party applications that host the Digital Products and any live group training delivered via Zoom, Teams or other platform, and any other online platforms used to deliver the Digital Products from time to time. Subscription means a valid and active subscription to the Digital Products. Templates means
any documents created by You or Us in connection with the Digital Products which include but are not limited to learning notes, slides, booklets and tailored documents, and in any format including but not limited to word documents, PDFs, or videos. Terms means these terms of use.Us/We/Our means Beautique Management Pty Ltd and our related entities. Website Terms means the terms of Our website that can be found here. You/Your means the person or entity whose name the Subscription or other purchase is registered under.

Terms and Conditions

These Terms constitute a legally binding agreement between the Parties. By subscribing to the Digital Products, You agree to use the Digital Products in accordance with the Terms, which You are deemed to have read and understood at the time You subscribe to the Digital Products. We reserve the right to amend the Terms from time to time at Our own discretion, with any such amendments being effective immediately upon publication on Our website.  Your continued use of the Digital Products represents an agreement by You to be bound by the Terms as amended. If You do not agree to be bound by the amended terms, then You can cancel Your Subscription in accordance with clause 16.Any query in relation to the Terms may be directed to Us [email protected]

Use of Bot and Online Store

The Bot will be available to You on a month by month basis and will automatically renew upon expiry of each month for a further period of a calendar month, unless You have indicated that You do not wish to renew on or before the expiration of the current month. The products in the Online Store are designed to be once-off purchases. You agree that the Bot and Online Store is personal to You and Your licence to use the Bot and products from the Online Store is on a per office basis. If You have multiple offices or are part of a larger franchise group, then each office will require its own licence to use the Bot and the products from the Online Store, unless otherwise agreed by Us in writing.The Parties acknowledge that the Bot and use of the Online Store does not in any way constitute a joint venture, partnership, employment, or agency relationship between themselves. You acknowledge that We may conduct Our own due diligence, background checks and research in respect of Your business profile, business operations and Your credit-worthiness, as relevant to the use of the Bot and use of the Online Store. Such information obtained by Us will, in addition to the information You have provided Us, be treated as Confidential Information in accordance with clause 7.We reserve the right to decline a Subscription or use of products from the Online Store by any entity or person for any reason, at Our sole discretion.Use of the Bot and use of the Online Store are not available to a Competitor. If You, being a Competitor, subscribe to use the Bot or use products from the Online Store and We become aware of this fact after You have made a purchase, We reserve the right to terminate your access under clause 17 at any time and not allow You to use the bot or products from the Online Store. You agree not to assign or transfer the Subscription without Our prior written consent, except that You may assign it to a successor by reason of merger, reorganisation, change of control, sale of business or by operation of law, provided such successor is not a Competitor. If You choose to retain additional services in respect of Your business operations from an unaffiliated consultant, You acknowledge that it will be entirely at Your own expense and that We are under no obligation to work in conjunction with or report to an unaffiliated consultant. The use of the Bot and use of Our Online Store will at all times remain exclusive from any additional services You engage. You warrant that all personal and business information You provide to Us at the time of subscribing for the Bot or making a purchase from the Online Store is true and correct as at the date of Your purchase with Us and if You have a Subscription You agree to notify Us should any of that information change during the term of Your use.

Use of Course

The Course Services will be available to You for the duration of the Course Term only. You agree that the Course is personal to You and Your licence to use Course Services is on a per person basis. The Parties acknowledge that the Course Services does not in any way constitute a joint venture, partnership, employment, or agency relationship between themselves. You acknowledge that We may conduct Our own due diligence, background checks and research in respect of Your business profile, business operations and Your credit-worthiness, as relevant to the Course. Such information obtained by Us will, in addition to the information You have provided Us, be treated as Confidential Information in accordance with clause 7.We reserve the right to decline a Subscription to a Course by any entity or person for any reason, at Our sole discretion. Courses are not available to a Competitor. If You, being a Competitor, subscribe to a Course and We become aware of this fact after You have made a purchase, We reserve the right to terminate the Course under clause 17 at any time and not allow You to use the Products from the Online Store. You agree not to assign or transfer the Course without Our prior written consent, except that You may assign it to a successor or assign, provided such successor or assign is not a Competitor. If You choose to retain additional services in respect of Your business operations from an unaffiliated consultant, You acknowledge that it will be entirely at Your own expense and that We are under no obligation to work in conjunction with or report to an unaffiliated consultant. The Course will at all times remain exclusive from any additional services You engage. You warrant that all personal and business information You provide to Us at the time of subscribing for the Course is true and correct as at the date of Your purchase with Us and if You are in the Course You agree to notify Us should any of that information change during the Course Term. You agree that the Course is personal to You and Your licence to use the Course is on a per person basis. If You have multiple employees, offices or are part of a larger franchise group, then each person will require their own licence to access the Course, unless otherwise agreed by Us in writing.

No Legal Advice or Legal Services

You acknowledge that whilst the Digital Products may have an element of legal or compliance information in them, this is general advice only and cannot be relied upon as legal advice as it does not take into consideration Your exact agency circumstances and We are not lawyers. This information in the Digital Products is for guidance only as there are many variables in Your agency. Contact Us to find out if any of these variables apply to You. Whilst We may provide high level advice in live group sessions or other platforms, this is not legal advice and You are not covered by professional legal privilege in those settings and anything sensitive or potentially litigious should only be discussed privately with your own lawyer to maintain privilege. You acknowledge that, access to the Digital Products and any other training sessions or consultations with Us, does not constitute legal advice or legal services.

Accuracy and AI

You agree and acknowledge that We, when providing the Digital Products, will derive information from a range of sources, including data inputted by You, which We believe to be correct, accurate, complete and up to date. However, We: do not warrant or guarantee that the information, data or insights are accurate, complete, reliable, up to date or fit for purpose; do not accept any liability for any information that We provide or to which We give access when providing the Digital Products; and reserve the right to alter the information at any time where reasonably required to do so. The Digital Products may include advertising or links to third party websites. The responsibility for the content appearing on these third-party websites rests solely with the third parties.  The placement of such links to other websites does not constitute a recommendation or endorsement by Us of the third-party products or services, and each other third party is solely responsible for any representations made in connection with its website. You must take Your own precautions to ensure that the system that You use for accessing the Services does not expose You to the risk of viruses, malicious computer code or other forms of interference which may damage Your or Our computer system.  To avoid any doubt, We do not accept responsibility for any interference or damage to Your or any other computer system which arises in connection with the Your access to or use of the Services or any linked website. You agree that You have sole responsibility for the accuracy, quality, integrity, legal compliance, reliability, appropriateness and rights ownership in all Your data. You also agree that there are limitations to the Digital Products and their ability to assist Your business. You agree that the Digital Products do not detect faulty or aberrant input data, do not take into account all of the matters that should be considered in decision making regarding matters of relevance to Your business and should not be used as a substitute for Your independent and appropriately qualified decisions regarding matters of relevance to Your business.  You warrant that You will not make or permit any access to or use of the Digital Products unless You have in place appropriate strategies, in addition to (and not reliant on) Your use of the Digital Products to manage all risks attendant on Your business. 

Confidentiality

The Parties agree to treat as confidential, all Confidential Information exchanged in use of the Digital Products. The Parties may not disclose any Confidential Information of the other Party to a third party with the exception of information which is:in or becomes part of the public domain (unless it has entered the public domain by breach of this clause 7);required to be disclosed by law; ordisclosed to a third party with the written consent of the Party to whom the information belongs .The Parties’ duty of confidentiality to each other is ongoing and survives ceasing to use the Digital Products .The Parties acknowledge that any information that is disclosed by You in a Public Interactive Platform under clause 10 does constitute Confidential Information.

Pricing

The Digital Product pricing is set out on our website and We may revise these from time to time at Our own discretion, with any such updates being effective immediately upon publication on Our website. If You do not agree to the change in pricing, then You can cancel Your Subscription in accordance with clause 16.We may revise special offers from time to time. You agree that You are entitled to any special offers which are applicable to Your Digital Products as at the date of purchase and not to any subsequent special offers advertised following that date.

Members Area & Online Store

Whilst We use reasonable efforts to ensure the Members Area and Online Store are secure, nothing on the internet is truly 100% secure. You acknowledge and agree that:

using and accessing the Members Area and Online Store is at Your risk; We accept no responsibility whatsoever if Your sharing of information on the Members Area or Online Store causes You loss of any form including but not limited to loss of goodwill and consequential loss; nothing in the Members Area or Online Store constitutes legal advice – if You wish to obtain legal advice, You must speak with your lawyer; recording, screenshotting or otherwise sharing any content in the Members Area or Online Store is not permitted; any content, behaviour or language that is defamatory, abusive, inappropriate or antagonistic will not be tolerated in the Members Area; Your username and login details are personal to You and must not be shared with anyone else; and We, at Our absolute discretion, reserve the right to remove any person or entity in breach of this clause 9 from the Members Area or Online Store and to terminate their Subscription or access to the Online Store if We deem necessary.

Public Interactive Platforms

You acknowledge that:

Our Public Interactive Platforms are public forums which may be accessed by all Our subscribed members, which may include Your own competitors and persons or entities with whom You may have a conflict of interest; any information You share on a Public Interactive Platform is shared entirely at Your own risk and it does not constitute Confidential Information; We accept no responsibility whatsoever if Your sharing of information on any Public Interactive Platform causes You loss of any form including but not limited to loss of profits, goodwill and consequential loss; no form of training or information shared by Us on a Public Interactive Platform can be construed as legal or compliance advice – if You wish to obtain legal advice, You must speak with Your lawyer; recording, screenshotting or otherwise sharing any content from a Public Interactive Platform is not permitted; any content, behaviour or language that is defamatory, abusive, inappropriate or antagonistic will not be tolerated on a Public Interactive Platform; and We, at Our absolute discretion, reserve the right to remove any person or entity in breach of this clause 10 from a Public Interactive Platform and to terminate their Subscription if We deem necessary.

Templates

Your licence to use the Templates is as set out in clause 12.You may only provide copies of the completed Templates to your team. You acknowledge that any change You make to the Templates without consulting Us compromises the integrity of the document and as such, We will not be responsible for any issue, legal or otherwise, that arises in relation to that changed part of that document. We may update the Templates as necessary to reflect changes in legislation and commercial practice and as such, You agree to download and rely on the most recent version of that Template at all times. If You rely on an older version of a Template, We will not be responsible for any issues, legal or otherwise, concerning the content in that Template.

Intellectual Property

All Digital Products are subject to copyright protection including but not limited to the Bot, Course materials, Templates, webinars,training modules, training sessions, and training videos(Licensed Services) are protected by the intellectual property laws of Australia and they belong exclusively to Us and are the property of Us or Our licensors (if any), and We retain all ownership rights to them. We grant You a limited, non-exclusive, royalty-free, revocable, worldwide, non-transferable licence to use the Licensed Services at office level for: Online Store products, for life unless You breach any of these Terms and Conditions in which case Your use must cease immediately; or Bots, for the life of Your Subscription; or Course Services, for the Course Term.

For the avoidance of doubt, when Your Subscription or Course ends, You no longer have the right to use any of the Licensed Services, including any Templates which You may have downloaded, and if You continue to use such Digital Products, We will charge You the cost of purchasing those Digital Products.

The Licensed Services are licensed for Your use only at individual or office level (as set out in these Terms) and You may not reproduce, transmit, sell, distribute, sub-license or otherwise make available copies of these to any other person or entity. We own or license all intellectual property rights (including copyright and trade marks) in all Digital Products,  Templates, information, text, material, graphics, logos, icons, sound recordings, software and source code on Our Members Area and Online Store(Subject Matter).Material in our Digital Products and on Our Members Area and Online Store, including photographs, plans, and drawings, and other content are protected by copyright and are Our property or Our licensor’s. Unless otherwise indicated, We reserve all rights in the Subject Matter. You may make a temporary copy of all or part of this material on Your local computer for the sole purpose of viewing it and print a single hardcopy of a whole page of the Subject Matter for limited use in Your business (excluding using it in the operation of a legal service business). Except as permitted by the Copyright Act 1968(Cth), You may not otherwise copy or reproduce the Subject Matter. Using the photographs, and other Subject Matter without Our permission may constitute an infringement of copyright and may expose You to serious liability.

Platform, Products and Technology 

From time to time, We may make changes to the Digital Products. These changes may include: Making additional functionality, features, deliverables or services available for access; or Removing functionality, features, deliverables or services; or Discontinuing any particular Digital Product. If You do not wish to accept the changes You may terminate this Agreement by notice to Us within 30 days of Us making the changes. Although We will use commercially reasonable efforts to ensure the Digital Products are available 24 hours a day, 7 days per week, all or part of the Digital Products may become unavailable from time to time for scheduled downtime or as a result of events beyond Our reasonable control including: failure or default by any contractor of Ours that is providing infrastructure or services such as utilities, telecommunications services, data services or data centre or cloud hosting or storage services ;an abnormal peak of transaction volume; orany breach of these Terms by You or the negligence of You or Your personnel. You will not :sell, resell, rent or lease the Digital Products; knowingly use the Digital Products to store or transmit infringing, libelous, or otherwise unlawful or tortuous material, or knowingly to store or transmit material in violation of third-party privacy rights; copy, reproduce, translate, decompile, reverse-engineer, resell, modify or vary the Digital Products; knowingly use the Digital Products to store or transmit Malicious Code; intentionally interfere with or disrupt the integrity or performance of the Digital Products or third-party data contained in it; or  attempt to gain unauthorised access to the Digital Products or its related systems or networks. You acknowledge and agree that: The Digital Products may rely on one or more third-party application programming interfaces (“APIs”) for certain functionalities; The availability, performance and continued operation of the APIs are outside of Our control; Changes or failures in third-party APIs may impair or render inoperable parts of the Digital Products; and Because the availability, performance and continued operation of such APIs are outside of Our control, We make no warranties or guarantees regarding the availability, reliability or continued access to any third-party APIs, and We will not be liable for any disruptions, modifications, limitations, or discontinuation of such APIs. You acknowledge and accept that the Digital Products may be: hosted by Us or by a third-party hosting provider; and managed and supported by Us or utilising a third-party cloud based hosting provider. You must maintain Your own equipment from which You access and use the Digital Products, as well as connectivity to the internet to access and use the Digital Products. The Digital Products are not a stand-alone application and are not available to be installed 'locally' on Your systems, and no 'back-end' access to the Digital Products (including access to source code) is available to You.

Payment

You agree to pay to Us, through Our third party payment provider, Our Fee, which for a Subscription as determined in accordance with the relevant price for each Digital Product as set out on Our website as advertised.Our Fee is GST exclusive, unless stated otherwise. Any ongoing Subscription, including any Courses, are to be paid every 28 days in advance by direct debit, unless We have arranged another method with You. You will be required to provide Us or Our third party payment provider with Your credit card information at the time You subscribe to the Digital Products. At the time You subscribe, We or Our third party payment provider will charge Your credit Card for the first month of Our Fee. Our Fee will then subsequently be charged to Your credit card each 28 days after checkout. You acknowledge and agree that the obligation to pay the full Course Fee arises at the time You enrol in the Course, but You are afforded the opportunity to spread the payments over the duration of the Course .For a standalone consultation which will be conducted by Us in a 1 on 1 setting, You will be invoiced for Our Fee (plus GST) prior to the consultation. You authorise Us, through Our third party payment provider, to: Charge Your credit card for the payment of Our Fee; and Store Your credit card information on Our third party payment provider's system for the purposes of processing payments and/or automatically renewing the Subscription term. In the event You default to pay Our Fee, You acknowledge that We may take any steps as We think necessary to recover any outstanding amounts from You and/or cancel Your Subscription and access to the Course, Bot or other Digital Products.

Minimum Term of Subscription

There is no minimum subscription period of the Bot. There is a minimum commitment period of 6 months for any Course (Commitment Period) during which any attempt to conclude or cancel the Subscription will not be valid, unless We have breached these Terms. After the Commitment Period you may cancel the Subscription at any time by emailing Us at [email protected].For all Digital Products other than the Course, You will be required to pay Our Fee up to and including the last date of the billing month in which You cancel the Subscription and any of Our Fees that are paid in advance will not be refunded. In relation to the Course, if You cancel Your Subscription prior to the end of the Commitment Period, You will be required to pay all outstanding Our Fees up to the end of the Commitment Period and any of Our Fees that are paid in advance will not be refunded. 

Cancellation of Subscription

You may cancel the Subscription, other than Courses, at any time by emailing Us [email protected].If You cancel the Subscription, We will not be required to refund to You any Fees. If Your Subscription or Digital Product is a Course and You have selected: the ‘pay in full’ option, no Fees will be refunded to You; the ‘payment plan’ option, if You choose to cancel or exit the Course, You are still required to make all further payment instalments under the payment plan of Our Fee until such time as the balance has been fully paid. Upon cancellation of the Subscription, Your licence to use the Digital Products (including any Templates and corresponding guided video explainers You may have downloaded) will cease on the last date of the billing month in which You cancel the Subscription. For the avoidance of doubt, You only have the right to use the Bot, Templates and other Digital Products whilst You have a Subscription with Us. If You continue to use such Digital Products, We will charge You the cost of purchasing (rather than licensing) those Digital Products. On Cancellation of Your Subscription, You and Your related entities will not be eligible to sign up to the Subscription again for a period of 6 months, unless We otherwise agree. 

Termination of Subscription 

We may, in Our sole discretion, terminate Your Subscription or access to the Course or products in the Online Store immediately at any time for any reason including but not limited to: You breaching these Terms, where We have given You written notice to remedy a breach and You do not do so within 14 days; You breaching Our rules of conduct under clause 10 in respect of Our Public Interactive Platforms; You breaching clauses 7 or 12in respect of Confidentiality or Intellectual Property; or if We determine that You are or have become a competitor of Ours. In the event of termination under clause 17.1: your licence to use the Digital Products, including the Templates, will be terminated with immediate effect on the date We give You notice of Your termination; and You will be required to pay Our Fee up to the end of the current monthly billing period as at the date of termination (inclusive) as well as any arrears or the balance of any payment plans. For the avoidance of doubt, when Your Subscription ends, You no longer have the right to use any of the Licensed Services, including any Templates which you may have downloaded, and if You continue to use such Digital Products We will charge You the cost of purchasing those Digital Products.

Limitation of Liability

To the maximum extent permitted by law, and without limiting any other provision in these Terms:

We exclude all liability for indirect, incidental, special and consequential loss or damage of any kind, loss or corruption of data, loss of use, loss of revenue, loss of profits, failure to realise expected profits or savings and any other commercial or economic loss of any kind, in contract, tort (including negligence), under any statute or otherwise arising from or relating in any way to this agreement and/or its subject matter; Our Members Area, Bots, Course Services, Online Store, Templates and other Digital Products are provided on an ‘as is’ and ‘as available’ basis; we make and give no express or implied warranties including, without limitation, the warranties of merchantability or fitness for a particular purpose, or arising from a course of dealing, usage or trade practice, with respect to the Members Area, Bots, Course Services, Online Store, Templates and other Digital Products or any other content You obtain from Our website; no oral or written information or advice given by Us, Our suppliers, agents, representatives, or employees will create a warranty or in any way increase the scope of the express warranties given. In the event that Our supply of the Digital Products constitute a supply of goods or services to a consumer as defined in the Competition and Consumer Act 2010(Cth) (the Act)and regulations made thereunder, nothing contained in these Terms excludes, restricts or modifies any remedies or guarantees where to do so is unlawful. To the full extent permitted by law, where the benefit of any such remedy or guarantee is conferred upon You pursuant to the Act, Our sole liability for breach of any such remedy or guarantee shall be limited to the remedies available under the Act. We comply with the Australian Consumer Law (ACL) and Our supply of goods or services to You is subject to consumer guarantees provided under the ACL. If You think the supply of Our goods or services to You fails to meet a consumer guarantee, please email us at [email protected] so We can review the issue and liaise with You to remedy it. We do not guarantee that the online platforms by which You access the Digital Products, Our website or third party websites will be free from viruses, or that access to Our website or third party websites will function as intended or be uninterrupted. You must take Your own precautions to ensure that the process which You employ for accessing such online platforms and Our website does not expose You to the risk of viruses, malicious computer code or other forms of interference which may damage Your own computer system. For clarity, We do not accept responsibility for any interference or damage to Your own computer system which arises in connection with Your access or use of the Digital Products, Our website or any third party websites. Our limitation of liability will survive termination of the Subscription or Our working relationship with You.

Indemnity

You indemnify Us in respect of any liability suffered or incurred by Us for any loss, cost (including legal costs on a full indemnity basis), action, proceeding, claim, damage, demand, liability or expense as a result of Your breach of these Terms, Your use of the Digital Products or warranties given by You. This indemnity continues after the Subscription ends or Our working relationship with You ends.

Disputes

The Parties must use reasonable endeavours to resolve any dispute under these Terms by taking the following steps: a Party may serve notice on the other Party advising of a dispute (Notice);senior managers of the Parties must meet within seven days of receipt of the Notice to attempt to resolve the dispute; if the dispute remains unresolved after 10 days of receipt of the Notice, the CEO or equivalent of each Party will meet to resolve the dispute within 30 days of receipt of the Notice; and if the dispute still remains unresolved the Parties will resort to mediation or other alternative dispute resolution methods;

before they commence legal proceedings (except proceedings for interlocutory relief). Costs of any mediator or expert will be borne equally between the Parties.

Miscellaneous

Severance:

A provision of these Terms that is illegal or unenforceable may be severed from these Terms and the remaining provisions or parts of the provisions of these Terms continue in force.

Jurisdiction:

These Terms governed by and construed in accordance with the laws of Queensland, Australia. By using the Digital Products, You irrevocably and unconditionally submit to the jurisdiction of the courts of Queensland. The Digital Products may be accessed and used overseas. We make no representation that the Digital Products comply with any laws outside Australia. If You access the Digital Products from outside Australia, You do so at Your own risk and are responsible for complying with the laws of the jurisdiction where You access the Digital Products.Waiver If one of the Parties waives any part of these Terms at any time, that waiver will only be effective for the specific instance and specific purpose for which the waiver was given.Currency Unless specifically agreed otherwise between the Parties, all monetary amounts contained in these Terms are in Australian Dollars (AUD).Force Majeure We will not be liable under or in connection with the Digital Products (except in relation to an obligation to pay money) for any delay or non-performance caused by activities or factors beyond Our reasonable control, including but not limited to delays and non-performance caused by viruses, denial of service attacks, or other acts or omissions or service outages by third parties (including any internet service provider).Assignment We may assign all of Our rights under these Terms without Your consent. You may assign all of Your rights under these Terms with Our consent.

Invalidity

If any provision of these Terms is held invalid, unenforceable or illegal for any reason, it may be deleted or modified to the extent that is necessary and these Terms will otherwise remain in force.

Entire Agreement

These Terms constitutes the entire agreement between You and Us.