Last updated: 2 November 2023

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TERMS
These terms, together with any Booking (defined in clause 1), set out the terms (Terms) under which Messy Makers Australia Pty Ltd ABN 51 657 479 975 (Messy Makers) provides Services (defined in clause 2) to you or the company which you represent (You / the Customer). 

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1    THESE TERMS
   (a)        To make a booking with us, please choose from our range of booking options, which includes parties, events, Services, or incursions, based on your specific requirements (Service) and as set out on our website here: www.messymakers.com.au/events (each a Booking).
   (b)        You will be taken to have accepted your Booking and these Terms if you make payment of a Booking using our website or otherwise, if you order, accept or pay for any products and/or Services provided by Messy Makers after receiving or becoming aware of these Terms, or if you or your child or dependent participates in a Service.
   (c)        Messy Makers may update any part of the Terms at any time without notice to the Customer. The Customer continuing to order, accept or pay for any products and/or Services provided by Messy Makers following such an update will represent an agreement by the Customer to be bound by the Terms as amended. The Customer is encouraged to check the date at the top of the Terms to see when Messy Makers last updated the Terms.
   (d)        The Customer is responsible for confirming that their Booking accurately specifies (if applicable):
           (i)    the Messy Makers location for the Service;
           (ii)    the date and time of the Service;
           (iii)    the Booking Particulars (defined in clause 4.1(d)); 
           (iv)    the agreed number of participants in in the Booking; and
           (v)    the agreed Fees and any other rates.

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2    PRODUCTS AND SERVICES

2.1    YOUR SERVICE
    (a)        In consideration for the payment of the fees set out at the time of Booking (Fees), Messy Makers will provide the Customer with Service set out in the Booking.
   (b)        Unless otherwise agreed, Messy Makers may, in its discretion:
           (i)    not provide the Service until the Customer has paid any Fees payable in respect of such Service; and
           (ii)    cancel a Booking for a Service if the Customer fails to make payments as and when they fall due. 

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2.2    DISCLAIMERS
   (a)        While Messy Makers commits to cleaning the area once the Service has concluded, please be advised that we are not responsible for cleaning stains on carpeted areas. To ensure the best experience, we recommend hosting parties in an area where food and various stains can be easily cleaned. Our cleaning procedure extends to the specific area where the activities are conducted and does not encompass the entire venue or household. 
   (b)        If a Messy Makers educator observes that a child is unwell or displays symptoms of sickness, either before or during the Service, Messy Makers reserves the right to disallow the child's attendance in the interest of health and safety for all participants. Please note that no refunds or credits will be issued in such cases.
   (c)        While we prioritise the safety of all children by taking allergies seriously, we cannot guarantee a completely allergen-free environment. Parents and guardians are responsible for informing us about their child's allergies and ensuring their child's safety during the Service. We will accommodate allergies when possible, and we will communicate whether such accommodations can be provided at the time of booking. 
   (d)        Parents or guardians are required to be present at all times during the Service to supervise their child, especially for children under a certain age. Messy Makers educators are there to facilitate activities, but it is essential to note that we cannot, under any circumstances, assume responsibility for the care of children. Participants in our Services engage in activities involving sensory play, which can be messy and occasionally include substances like slime. While we prioritise safety, there is an inherent risk of mess and, in rare cases, minor accidents. By booking a Service, you acknowledge and accept this inherent risk. Messy Makers is not liable for any injuries or damages that may occur during the Service, except in cases of gross negligence or wilful misconduct on our part.
   (e)        Our programs and activities are designed to be age-appropriate and safe. However, individual children may react differently to the sensory materials and activities. Parents or guardians should use their judgment to determine whether a particular activity is suitable for their child.
   (f)        Any testimonials or reviews on our website or promotional materials represent the experiences of previous customers. Individual results may vary, and Messy Makers does not guarantee the same experiences or results for all participants.

 

3    CUSTOMER OBLIGATIONS AND DISCLAIMERS
   (a)        Parents or guardians of children attending a Messy Makers Service must ensure that nappies or underwear remain on at all times. While we take precautions to prevent clothing from being soiled, please be aware that Messy Makers cannot assume responsibility for the aftercare of any clothing items. We use washable paints, but it cannot be guaranteed that they will wash out of all fabrics. We recommend that you bring older or spare clothes that you don't mind getting damaged while attending a Messy Makers Service.
   (b)        If your child is unwell, we kindly request that you notify Messy Makers at least 24 hours prior to the scheduled Service. In the interest of the health of all participants, we ask that unwell children do not attend. If we are notified of the child's illness at least 24 hours in advance, we will offer you an alternative class free of charge, provided the substitute class is of equal or lesser value (in accordance with clause 4).
   (c)        When attending a Messy Makers Service, we kindly request that any food you bring be nut-free. We also encourage you to refrain from consuming food or beverages in the activity areas. While we appreciate your cooperation, please understand that we do not police these guidelines, but they help us maintain a safe and enjoyable environment for everyone. Before the Service, please inform Messy Makers of any allergic reactions your child may have so that we can adjust our activities accordingly. For special events with a Service price below $18, we are unable to accommodate allergies and recommend against booking such Services. Messy Makers endeavours to create activities that are nut-free but cannot guarantee the absence of nut traces. Parents and guardians are responsible for assessing the risk and suitability of each activity based on their child's individual abilities. You acknowledge and agree that Messy Makers assumes no responsibility for allergic reactions resulting from participation in our Services.
   (d)        Parents or guardians are responsible for supervising their child at all times, both before, during, and after the Service. Messy Makers is not a registered childcare provider and is not licensed to care for children without parental or guardian supervision. Please be aware that the area may become slippery due to food items on the ground. You acknowledge and agree that Messy Makers disclaims any responsibility for injuries sustained by children, parents, or guardians during, before, or after a Messy Makers event.

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4    BOOKINGS AND PURCHASES

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4.1    BOOKINGS
   (a)        A Booking may be made through our website or via alternative arrangements as communicated between you and Messy Makers. For corporate or special arrangements, such as those involving councils or large corporations, bookings are typically organised through direct communication and invoicing outside of the website.
   (b)        If a Customer makes a Booking in a territory that is outside the designated Service area, Messy Makers reserves the right to cancel the Booking. In such cases, a refund will be issued for the deposit amount, minus any transaction fees that may have been incurred during the Booking process.
   (c)        Messy Makers shall not be liable for any issues arising from incorrect or inaccurate contact details provided during the Booking or registration process. It is the responsibility of the Customer to ensure that their contact information is entered correctly. Messy Makers will make reasonable efforts to communicate with Customers based on the information provided, and any issues arising from incorrect details are the sole responsibility of the Customer.
   (d)        Each Booking will contain a Service type (i.e. party, event, incursion, Service or class), a scheduled Service date and a time (Booking Particulars). 
   (e)        Your Booking will not be agreed between you and us until:
           (i)    we have approved and received the deposit and/or any further amount due and payable upfront (as specified in your Booking or as otherwise set out in clause 4.1(f)); and
           (ii) you receive an email from our payment provider or us confirming that your payment has been received (Confirmation Email).
   (f)        In addition to the deposit, we may require full payment for the balance of Fees in order to confirm or otherwise accommodate your Booking. If this is the case, you will be notified upon check-out. The particulars of any booking requirements are set out in clause 8.3.
   (g)        Once your Booking is confirmed in accordance with clause 4.1(e), the Booking Particulars may only be changed in accordance with clause 6.1.
   (h)        If a Booking is cancelled, clause 5 will apply.
           (i)    Messy Makers reserves the right to refuse a person entry to a Service at their absolute discretion. If this occurs at a paid Service, a full refund will be provided, minus any transaction fees incurred by Messy Makers.

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4.2    SOFT PLAY

 (a)        You reserve the right to inspect the Service items when they are delivered and notify the Messy Makers staff at the time of arrival & set up, should there be any issues or damage.

 (b)        You agree that Messy Makers and its employees shall not be liable for personal injury or damages arising from the hire of the item/s.

 (c)        You agree that you are responsible for determining the suitability for the age and skill of participating children, and agree to supervise the use at all times. In the event of loss or theft the hirer must provide the following a police report of any theft, plus a statutory declaration.

 (d)        Should any of the items be stolen, destroyed or damaged from any cause, you agree to pay on demand the replacement cost for the damaged equipment. If individual items are damaged or lost, the cost of part or whole product will be charged.

 (e)        You agree not to bring food, cake, icing, face paint, lollies, drinks and/or shoes onto the soft play equipment. Failure to do so may result in your bond partially or fully claimed by Messy Makers.

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4.3    SHOP PURCHASES:
   Shop purchases, including but not limited to merchandise and products, are generally non-refundable unless the item is found to be defective or if any other refund conditions are mandated by applicable laws and regulations. Messy Makers will provide refunds or exchanges for defective items in accordance with the prevailing consumer protection laws.

 

5    CUSTOMERS RISK POLICY:
   For events and incursions, it is important to note that the Customer’s risk policy, including any requirements specific to childcares or similar facilities, applies. Messy Makers does not generate or complete a risk policy for the event, nor does it assume responsibility for compliance with the Customer’s risk policy. Customers are responsible for ensuring that their risk policies and safety procedures align with the nature of the event. Customers are encouraged to inquire with the Customer about any specific risk policies and safety procedures for the event or venue. Messy Makers is not responsible for enforcing or policing such policies.

 

6    CHANGES AND CANCELLATIONS

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6.1    CHANGES
   (a)        Once a Booking is confirmed, the Customer will be bound to observe the terms of the Booking, including the Booking Particulars. If the Customer wishes to make a change to the Booking Particulars, including making a change to the date, the Customer must pay a new deposit to secure the change (Change Deposit). For the avoidance of doubt, this Change Deposit shall be in addition to any original deposit paid in accordance with clause 8.2.
   (b)        Unless otherwise agreed in writing, Messy Makers may at its discretion extend or modify any delivery schedule or dates and times for the Services as may be reasonably required by such Changes.

 

6.2    CANCELLATIONS:
   (a)        For party bookings, a deposit is required to secure your chosen date. If you decide to cancel your party reservation upon providing more than 7 days notice, and you have already prepaid the entire Booking Fee, you will receive a refund for all Fees paid, less the deposit. In all other circumstances, your deposit will be non-refundable and further fees will apply to any subsequent bookings. For the avoidance of doubt, 7 days refers to 168 hours.
   (b)        For all other event types, including general events and Services, the following cancellation policies are in effect:
           (i)    cancellations made at any time up until 24 hours before the scheduled event will result in a full credit that can be used for future bookings (less any deposit paid);
           (ii) cancellations made within 24 hours of the scheduled event will result in a 50% credit; and
           (iii) In the event of a no-show, no credit or refund will be issued.
   (c)        Messy Makers reserves the right to cancel any Service or Booking if:
           (i)    you do not make payments as and when they fall due (including as set out in clause 8.3); or
           (ii) if the minimum number of attendees is not reached. In such cases, you will be offered a make up Service in accordance with clause 6.3.
   (d)        Notwithstanding this clause 6.2, for any Services that are to be conducted by a third party with its own cancellation and/or refund policy, or where we are processing Bookings on behalf of one of our franchisee’s, please refer to clause 14.

 

6.3    MAKE UP SERVICES
   (a)        We're happy to offer one make up class per Service booked (for the purpose of clarity, the same Service booked cannot be rescheduled multiple times), subject to notification given more than 24 hours prior to the Service. We are unable to issue a credit if notified after the Service has started. A credit amount will be issued to the value of the Service / Booking. For any multiple Service passes purchased, this equates to the multiple Service pass cost, divided by the number of Services included in your pass. Please note, make up Services & credits are only available for full priced Services ($18) and are not possible for any discounted or free Services. 
   (b)        Any credit issued will be active for a 3-month (90 day) period (Credit Period) and will thereafter expire if not used within the Credit Period.

 

7    TRANSFER BETWEEN FRANCHISES
   (a)        You understand that our Services our provided by various franchises within our network, from different locations. In cases where a Customer initially books a Service through one franchise and subsequently wishes to transfer to a Service hosted by a different franchise within our network, the following conditions apply:
           (i)    Booking Transfer Request: Customers may request a transfer of their Booking to another franchise location, subject to availability and the operational policies of the receiving franchise. Messy Makers will consider such request in it’s sole discretion and makes no promise or guarantee that such requests will be accommodated.
           (ii) No Obligation to Transfer Payments: The initial franchise where the Booking was made is not obligated to transfer payments or credits to another franchise's system, and any deposits paid to secure the initial Booking are non-refundable.
           (iii) Credit or Payment Adjustments: Any adjustments to payments, credits, or refunds in connection with the transfer of a Booking between franchises are solely at the discretion of the receiving franchise, and it is their responsibility to manage the transaction.
           (iv) Availability Guarantee: While we will make reasonable efforts to accommodate Booking transfers, availability at the receiving franchise is subject to their scheduling and capacity.
   (b)        Please note that all franchises within our network are independently owned and operated, and they may have their own specific policies regarding booking transfers. We recommend customers to reach out to our team for assistance and clarification when seeking to transfer their Booking between franchises.

 

8    PAYMENT

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8.1    FEES
   The Customer must pay to Messy Makers the Fees in the amounts, at the times and using the Fee payment method set out on our website at the time of checkout / making the Booking or as otherwise agreed in writing.

 

8.2    DEPOSITS AND BOOKINGS
   (a)        The Client must pay the deposit in the amount and at the times set out on our website and at the time of making the Booking.
   (b)        All deposits are non-refundable for any reason, including but not limited to change of mind, cancellation, or any other circumstance, except as otherwise provided in these Terms.  For the avoidance of doubt, this clause will only apply to the extent that it is lawful under the Australian Consumer Law contained in the Competition and Consumer Act 2010 (Cth) (ACL)). 

 

8.3    PAYMENT TERMS
   (a)        General Event Attendees:
   For individuals attending general events, payment is required in full and should be made directly on our website at the time of booking. This ensures the reservation is confirmed and secured.
   (b)        Party, Slime Party & Soft Play Bookings:
   For party bookings, the payment process is as follows:
           (i)    A party booking deposit must be made on our website to reserve your desired date. 
           (ii) The remaining payment should be made via a bank transfer (BSB and account number provided) within three days of the scheduled party date, and no later than 24 hours before the scheduled party date. If you fail to make payment at least 24 hours prior to the scheduled party date, your deposit will be forfeited and the Booking cancelled in accordance with clause 5.2(c). Please note that if payment is not successfully cleared by the Friday before your party, your reservation may be subject to cancellation.

           (ii) For soft play bookings, a bond is required upon booking which will be released after the party. If there is any damage to the soft play equipment that has occurred during the hire period, some or all of the bond may be kept to repair or replace the damaged equipment. 
   (c)    Corporate and Child Care Centre Bookings:
   For corporate clients, child care centres, and other organizations, the payment process typically involves invoicing. Payment terms are as follows:
           (i)    We will issue an invoice for your booking.
           (ii) Payment can be made via online payment methods, such as credit card or cash, as agreed upon with our team.

 

8.4    INVOICES
   Unless otherwise agreed in the Quote:
   (a)        if Messy Makers issues an invoice to the Customer, payment must be made by the time(s) specified in such invoice; and
   (b)        in all other circumstances, the Customer must pay for all goods and Services within 2 weeks of receiving an invoice for amounts payable.

 

8.5    GST
   Unless otherwise indicated, amounts stated in a Quote do not include GST. In relation to any GST payable for a taxable supply by Messy Makers, the Customer must pay the GST subject to Messy Makers providing a tax invoice.

 

8.6    CARD SURCHARGES
   Messy Makers reserves the right to charge credit card surcharges in the event payments are made using a credit, debit or charge card (including Visa, MasterCard or American Express).

 

8.7    LATE PAYMENT AND DEBT RECOVERY
   If the Customer does not pay an amount due under these Terms on or before the date that it is due:
   (a)        the Customer must pay Messy Makers interest at the rate of 1% per month on the amount due, calculated daily;
   (b)        Messy Makers may seek to recover the amount due by referring the matter to debt collectors;
   (c)        the Customer must reimburse Messy Makers for any costs it incurs, including any legal costs, in recovering the amount due or enforcing any of its rights under these terms; and
   (d)        the Customer authorises Messy Makers, its employees and agents to enter any premises occupied by the Customer or any other place where Products are located and use reasonable force to retake posService of the Products without liability for trespass or any reasonable damage.

 

9    REFUNDS    
   (a)        To the extent permitted by law, any deposit paid to Messy Makers is non-refundable (regardless of when the Booking is cancelled) in accordance with clause 8.2.
   (b)        Where Messy Makers cancels a Booking due to no fault of the Customer, Messy Makers will offer a refund to the Customer of all Fees paid.
   (c)        Messy Makers may, on occasion, approve a request for a refund submitted by a Customer. Where this occurs and a refund is subsequently approved by Messy Makers, the Customer will have their Fee refunded, less the deposit and any transaction fees.

 

10    GIFT CARDS
   (a)        Gift Cards expire 3 years after purchase. 
   (b)        eGift Cards purchased via the Messy Makers website are valid for all Services & shop items.
   (c)        For the avoidance of doubt, eGift Cards purchased on www.messymakers.com.au or through any Messy Makers franchise website are not interchangeable and cannot be used across different franchise locations. eGift Cards purchased via a specific franchise website are intended for use only on events, shop items, or Services hosted by that franchise operator. Please note that ordering a gift card for one franchise location cannot be used on events or services offered by another franchise operator. 

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11    MESSY MAKERS REWARDS
   (a)        Customers must join the Messy Makers Rewards program prior to being eligible to earn Messy Points. 
   (b)        No Messy Points can be issued for Services booked prior to joining the program. Eligible customers only. 
   (c)        Special event Services (either bookings taken by another provider externally to the Messy Makers website, or Services at $0 cost are ineligible to earn Messy Points.
   (d)         Any Services that are booked using gift cards or credits are ineligible for earning Messy Points. Services that are refunded (excluding credits issued) will have rewards points removed as a result of the refund. 
   (e)        In order for party bookings to receive & maintain the Messy Points issued, the party must be paid in full. 
   (f)        Messy Makers Rewards Points earned with a specific franchise location are only usable on Services and events hosted by that franchise operator. For the avoidance of doubt, Rewards Points earned through a specific franchise location cannot be used for events or services offered by a different franchise operator. interchangeably. Messy Makers may, at its sole discretion, discontinue the Messy Makers Rewards program at any time and forfeit all outstanding points that have not yet been redeemed. Any continuation, updates and/or discontinuation of the program will be communicated via the website only.

 

12    PRICING 
   (a)        The Customer acknowledges that despite Messy Makers’ reasonable precautions, Services may be listed at an incorrect price, or with incorrect availability and/or other information, due to typographical errors and/or oversight. In such circumstances, Messy Makers reserves the right to substitute the Services with a comparative Service, if agreed by the Customer or cancel Quote, even if the Booking has been paid for and previously accepted by Messy Makers. 
   (b)        If Messy Makers cancels a Booking in accordance with 12(a) Messy Makers will, as soon as practicable, contact the Customer and issue a refund for any payment the Customer has made for the cancelled order.
   (c)        Messy Makers will endeavour to make any refund under this clause using the same payment method as the payment method used by the Customer during the original purchase, however may vary this method at its discretion. 

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13    SERVICE INFORMATION 
   Messy Makers endeavours to ensure that the descriptions and specifications in relation to the Services on its website or in catalogues are accurate. However, photographs, drawings, illustrations, dates, times and any other particulars accompanying, associated with or given in a quotation or descriptive literature are based on point in time information and as such, Messy Makers does not guarantee that those descriptions or details are accurate or free from errors or omissions. Messy Makers reserves the right to make any necessary corrections to the descriptions or Service details without notice. 

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14    THIRD PARTY GOODS AND SERVICES
   (a)        Any Service that requires Messy Makers to acquire goods and Services supplied by a third party on behalf of the Customer may be subject to the terms & conditions of that third party (Third Party Terms), including ‘no refund’ policies.
   (b)        The Customer agrees to familiarise themselves with any Third Party Terms applicable to any such goods and Services supplied and, by instructing Messy Makers to acquire the goods or Services on the Customer’s behalf, the Customer will be taken to have agreed to such Third Party Terms.

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15    PHOTOGRAPHY / VIDEOGRAPHY
   We love to showcase the fun and excitement of our Messy Makers Services. Unless we receive written notification from attendees stating their preference not to have their child photographed, we operate on the basis of implicit approval for capturing and using images or recordings. By attending a Messy Makers Service, you agree to allow your and your child's image or recording to be used by us for the purposes of displaying them on our website, promotional material, and other platforms. You also assign your rights in any of these materials to us. If you decide at any time that you do not wish to have your or your child's image used, please provide written notification to us, either at a Messy Makers Service or by email. 
 

16    CONFIDENTIALITY
   (a)    Except as contemplated by these Terms, each party must not, and must not permit any of its officers, employees, agents, contractors or related companies to, use or disclose to any person any confidential information disclosed to it by the other party without its prior written consent.
   (b)        This clause 15 does not apply to:
           (i)    information which is generally available to the public (other than as a result of a breach of these Terms or another obligation of confidence);
           (ii) information required to be disclosed by any law; or
           (iii) information disclosed by Messy Makers to its subcontractors, employees or agents for the purposes of performing the Services or its obligations under these Terms.

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17    MARKETING
   When making a purchase or booking, unless otherwise specified during the transaction, you may be automatically opted into receiving marketing communications from Messy Makers, including promotional emails and updates. If you wish to opt-out of these communications, you can follow the unsubscribe instructions provided in the emails or contact us directly to update your preferences.

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18    WARRANTIES
   (a)    To the maximum extent permitted by applicable law, all express or implied representations and warranties not expressly stated in these Terms are excluded.
   (b)    Nothing in these Terms is intended to limit the operation of the Australian Consumer Law contained in the Competition and Consumer Act 2010 (Cth) (ACL). Under the ACL, the Customer may be entitled to certain remedies (like a refund, replacement or repair) if there is a failure with the goods or Services provided.

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19    LIABILITY
   (a)        (Limitation of liability) To the maximum extent permitted by applicable law, the maximum aggregate liability of each party in respect of loss or damage sustained by the other party under or in connection with these Terms is limited to the total Fees paid to Messy Makers by the Customer in the 6 months preceding the first event giving rise to the relevant liability. 
   (b)        (Indemnity) Each party agrees at all times to indemnify and hold harmless the other party and its employees, officers, agents and contractors (“those indemnified”) from and against any loss (including reasonable legal costs) or liability incurred or suffered by any of those indemnified where such loss or liability was caused or contributed to by the Customer or the Customer’s officers’, employees’, agents’ or contractors’: 
           (i)    breach of any term of these Terms; or
           (ii) negligent, fraudulent or criminal act or omission.
   (c)        (Consequential loss) To the maximum extent permitted by law, neither party will be liable for any incidental, special or consequential loss or damages, or damages for loss of data, business or business opportunity, goodwill, anticipated savings, profits or revenue in connection with these Terms or any goods or Services provided by the Service Provider, except:
           (i)    in relation to a party’s liability for fraud, personal injury, death or loss or damage to tangible property; or
           (ii) to the extent this liability cannot be excluded under the Competition and Consumer Act 2010 (Cth).

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20    SUBCONTRACTING
   Messy Makers may subcontract any aspect of providing the Services and the Customer hereby consents to such subcontracting.

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21    DISPUTE RESOLUTION
   (a)        The parties must, without delay and in good faith, attempt to resolve any dispute which arises out of or in connection with these Terms prior to commencing any proceedings.
   (b)        If a party requires resolution of a dispute it must immediately submit full details of the dispute to the chief executive officer of the other party or, if the party is an individual, that individual.
   (c)        The parties acknowledge that compliance with this clause 21 is a condition precedent to any entitlement to claim relief or remedy, whether by way of proceedings in a court of law or otherwise in respect of such disputes, except:
           (i)    in the case of applications for urgent interlocutory relief; or
           (ii) a breach by another party of this clause 21.

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22    FORCE MAJEURE
   (a)        If a party becomes unable, wholly or in part, to carry out an obligation under these Terms (other than an obligation to pay money) due to an event beyond its reasonable control (Force Majeure), that party must give to the other party prompt written notice of:
           (i)    reasonable details of the Force Majeure; and
           (ii) so far as is known, the probable extent to which that party will be unable to perform or be delayed in performing its obligation. 
   (b)        Subject to compliance with clause 22(a), the relevant obligation will be suspended during the Force Majeure to the extent that it is affected by the Force Majeure.
   (c)        The affected party must use its best endeavours to overcome or remove the Force Majeure as quickly as possible.

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23    NOTICES
   A notice or other communication to a party under these Terms must be:
   (a)        in writing and in English; and
   (b)        delivered via email to the other party, to the email address specified in these Terms, or if no email address is specified in these Terms, then the email address most regularly used by the parties to correspond for the purposes of the subject matter of these Terms as at the date of these Terms (Email Address). The parties may update their Email Address by notice to the other party.
   (c)        Unless the party sending the notice knows or reasonably ought to suspect that an email was not delivered to the other party’s Email Address, notice will be taken to be given:
           (i)    24 hours after the email was sent; or
           (ii) when replied to by the other party,
           whichever is earlier.

​

24    GENERAL 

24.1    GOVERNING LAW AND JURISDICTION
   These Terms is governed by the law applying in New South Wales, Australia. Each party irrevocably submits to the exclusive jurisdiction of the courts of New South Wales and courts of appeal from them in respect of any proceedings arising out of or in connection with these Terms. Each party irrevocably waives any objection to the venue of any legal process on the basis that the process has been brought in an inconvenient forum.

24.2    BUSINESS DAYS
   If the day on which any act is to be done under these Terms is a day other than a Business Day, that act must be done on or by the immediately following Business Day except where these Terms expressly specifies otherwise.

24.3    AMENDMENTS
   These Terms may only be amended in accordance with a written agreement between the parties.

24.4    WAIVER
   No party to these Terms may rely on the words or conduct of any other party as a waiver of any right unless the waiver is in writing and signed by the party granting the waiver.

24.5    SEVERANCE
   Any term of these Terms which is wholly or partially void or unenforceable is severed to the extent that it is void or unenforceable. The validity and enforceability of the remainder of these Terms is not limited or otherwise affected.

24.6    JOINT AND SEVERAL LIABILITY
   An obligation or a liability assumed by, or a right conferred on, two or more persons binds or benefits them jointly and severally.

24.7    ASSIGNMENT
   A party cannot assign, novate or otherwise transfer any of its rights or obligations under these Terms without the prior written consent of the other party.

24.8    COUNTERPARTS
   These Terms may be executed in any number of counterparts. Each counterpart constitutes an original of these Terms and all together constitute one agreement.

24.9    COSTS
   Except as otherwise provided in these Terms, each party must pay its own costs and expenses in connection with negotiating, preparing, executing and performing these Terms.

24.10    ENTIRE AGREEMENT
   These Terms embodies the entire agreement between the parties and supersedes any prior negotiation, conduct, arrangement, understanding or agreement, express or implied, in relation to the subject matter of these Terms.

24.11    INTERPRETATION
   (a)        (singular and plural) words in the singular includes the plural (and vice versa);
   (b)        (gender) words indicating a gender includes the corresponding words of any other gender;
   (c)        (defined terms) if a word or phrase is given a defined meaning, any other part of speech or grammatical form of that word or phrase has a corresponding meaning;
   (d)        (person) a reference to “person” or “you” includes an individual, the estate of an individual, a corporation, an authority, an association, consortium or joint venture (whether incorporated or unincorporated), a partnership, a trust and any other entity;
   (e)        (party) a reference to a party includes that party’s executors, administrators, successors and permitted assigns, including persons taking by way of novation and, in the case of a trustee, includes any substituted or additional trustee;
   (f)        (these Terms) a reference to a party, clause, paragraph, schedule, exhibit, attachment or annexure is a reference to a party, clause, paragraph, schedule, exhibit, attachment or annexure to or of these Terms, and a reference to these Terms includes all schedules, exhibits, attachments and annexures to it;
   (g)        (document) a reference to a document (including these Terms) is to that document as varied, novated, ratified or replaced from time to time;
   (h)        (headings) headings and words in bold type are for convenience only and do not affect interpretation;
   (i)        (includes) the word “includes” and similar words in any form is not a word of limitation; 
   (j)        (adverse interpretation) no provision of these Terms will be interpreted adversely to a party because that party was responsible for the preparation of these Terms or that provision; and
   (k)        (currency) a reference to $, or “dollar”, is to Australian currency, unless otherwise agreed in writing.