TERMS AND CONDITIONS
FOR OUR SERVICES
and just browsing
Welcome to FoodLogic, the ultimate resource for foodservice leaders. Thank you for your interest in our services.
And you are you!
What are these terms about?
These terms apply when you sign up for any of our Services through our website, being www.foodlogic.com.au and any other websites we operate with the same domain name and a different extension (Website).
How do I read these terms?
We separated these terms into three parts, so they are easy to read and understand.
Those parts are:
PART A: Terms for when you use any of our Services (applies when you use our Services and incorporates Part C.)
PART B: Terms for when you browse and interact with this Website (applies when you browse and incorporates Part C)
PART C: Liability and warranties, and interpretation provisions (applies to both our Services and browsing)
Key Words used in these terms
To make it easier for you to understand the terms on which we provide, and you use, our Services, we've tried to keep these terms as simple as possible by using plain English.
When we refer to our Services in these terms, we mean:
any FoodLogic courses we offer through this Website (Online Course);
a subscription to our resource portal (Subscription); or
one-on-one live consulting sessions (Consulting Services),
depending on which of those is applicable to you – based on the offer you select at checkout or, if applicable, in a Statement of Work, when you agree to these terms.
We’ve also used a few other capitalised words and phrases as shorthand to refer to recurring concepts. Each of these are defined in bold and in brackets after the concepts are first mentioned.
FOR WHEN YOU USE OUR SERVICES
SIGNING UP FOR OUR services
By ticking the box to agree to these terms, you represent and warrant that:
you have the legal capacity and are of sufficient age to enter into a binding contract with us (or someone of sufficient age and capacity is contracting on your behalf); and
you are authorised to use the debit or credit card you provide.
Where you have signed up for our Services and paid the Fees in accordance with clause 6, the Services will be accessible for:
if the Services include Online Courses, the duration of this agreement (Course Term);
if the Services include a Subscription, the period of your subscription (Subscription Period); or
if the Services include Consulting Services, the duration of your Consultations (Consulting Period).
To use any of our Services, you will need to create an account (Account) and pay the Fees in accordance with clause 6.
You warrant that any information you give to us in the course of completing the Account registration process will always be accurate, honest, correct and up-to-date. We may verify any of the details provided by you, including your identity, by electronic means or otherwise.
You must not give access to your Account to any other person. You are responsible for managing your Account and ensuring that you only access and engage with your Account in an appropriate manner.
We may revoke your licence and terminate your Account if we suspect, in our sole discretion, that you are misusing the licence (for example by distributing the Online Course to other people or giving access to your Account to other people), you are making commercial use of or infringing our intellectual property rights in the Online Courses or Subscription Resources (defined in clause 4.1(a)), or if you do not comply with these terms. In the event your licence is revoked, or your Account is terminated, you will not be entitled to a refund of the Fees.
Creating an account or signing up for our Services constitutes your acceptance to enter into a contract with us under these terms, where we will provide you with the Services you have ordered in exchange for your payment of the total Fees listed upon checkout or in a Statement of Work.
These terms are not agreed between you and us until we have approved your payment of the Fees and you receive an email from us confirming that your order for our Services has been accepted.
ONLINE COURSES ('BRAINIAC PLATFORM)
All of our Online Courses are carefully designed to teach you the content described on our Website as being included in that Online Course.
We will endeavour to ensure that the Online Courses provided will be substantially the same as the Online Course as described on our Website.
Once we have received payment of the Fees you will be granted access to the Online Course. Our Online Courses may contain videos, e-books made up of web pages, text, graphics and images, to be viewed online through your Account and not downloaded unless otherwise stated to be a digital download that may be downloaded.
On completion of the Online Course, if the Website states that a digital badge applies to the specific course purchased by you, we will provide you with a digital badge that you may display online (for example, in your resume or LinkedIn profile).
We make no representation or guarantee that any of our Online Courses will be useful or relevant to you or that by applying any ideas, recommendations or techniques provided by us will result in growth for your business or that your earnings will increase. Many factors will be important in determining your actual results and there is no guarantee that you will achieve results similar to any other person who has undertaken our Online Courses or that any results at all will be achieved. We are not responsible for any of your actions, and any ideas, recommendations or techniques implemented by you are done so at your own risk.
CHANGES TO YOUR COURSE ENROLMENT
Once we confirm your enrolment in an Online Course, your enrolment is binding and cannot be changed by you.
Due to the nature of the materials, we do not offer change of mind refunds. We may however at our sole discretion offer a full or partial refund where there has been a failure with the Online Course.
Nothing in this clause 3.2 is intended to limit or otherwise affect the operation of any of your rights which cannot be excluded under applicable law, including the Competition and Consumer Act 2010 (Cth).
subscription (‘do it yourself’ platform)
SUBSCRIPTION TO RESOURCE PORTAL
The Subscription grants you access to the material in our resource portal (Subscription Resources). Our Subscription Resources may include guides, tutorials, video logs, webinars, monthly market updates and industry data, to be viewed online through your Account and not downloaded unless otherwise stated to be a digital download that may be downloaded.
The Subscription does not include access to our Online Courses.
We make no representation or guarantee that any of the Subscription Resources will be useful or relevant to you or that by applying any ideas, recommendations or techniques provided by us will result in growth for your business or that your earnings will increase. Many factors will be important in determining your actual results and there is no guarantee that you will achieve results similar to any other person who has viewed the Subscription Resources or that any results at all will be achieved. We are not responsible for any of your actions, and any ideas, recommendations or techniques implemented by you are done so at your own risk.
CHANGES TO YOUR SUBSCRIPTION
Once we confirm your Subscription, your Subscription is binding and cannot be changed by you. Your Subscription will continue for the subscription period you selected at the time of subscribing to the Subscription.
Due to the nature of the materials, we do not offer change of mind refunds.
Nothing in this clause 4.2 is intended to limit or otherwise affect the operation of any of your rights which cannot be excluded under applicable law, including the Competition and Consumer Act 2010 (Cth).
Consulting Services (‘done for you’ platform)
You may request that we provide you with Consulting Services by booking an online consulting session (Consultation) through our Website. Once we receive your booking request, we may send you a survey which you are required to complete to assist us in preparing for your Consultation.
Unless otherwise agreed, your first online Consultation is complimentary and does not form a part of the Consulting Services provided under these terms. You are not entitled to any remedy as result of or in connection with any complimentary Consultation.
If an in-person Consultation or subsequent Consultations are required:
you must pay the Fees in accordance with clause 6;
we will issue you with a statement of work (Statement of Work) and provide you with the Consulting Services described in the Statement of Work.
unless otherwise agreed in writing and subject to us issuing a valid tax invoice, you will bear all travel, accommodation and related expenses reasonably incurred by us in connection with a Statement of Work, if we are required to travel greater than 50km from Hornsby Railway Station, Hornsby NSW 2077 to provide the Consulting Services. We will use reasonable endeavours to notify you of such expenses prior to incurring such expenses.
In the event of any inconsistency between these terms and any Statement of Work the clauses of these terms will prevail to the extent of such inconsistency, except that any "Special Conditions" (being terms set out and described as such in a Statement of Work) will prevail over the other terms of this agreement to the extent of any inconsistency.
Our Consulting Services are modified to suit your personal circumstances and requirements and provided by suitably qualified professionals. However, we make no representation or guarantee that the Consulting Services will bring about any particular outcome for you or your business. We are not responsible for any of your actions, and any ideas, recommendations or techniques implemented by you are done so at your own risk.
If we deem, in our discretion, that the particular nature of your Consulting Services require additional commercial and legal terms between us, we will provide you with that agreement prior to commencing the Consulting Services.
CHANGES TO A STATEMENT OF WORK
You may be required to pay additional charges for changes to Consulting Services requested by you which are outside the scope set out in the relevant Statement of Work (Changes).
Unless otherwise agreed:
Changes will be charged on a time and materials basis, at our standard hourly rates; and
We may, in our discretion, extend or modify any delivery schedule or deadlines for the Consulting Services as may be reasonably required by such Changes.
All Fees are:
as displayed and accepted by you:
at the time of checkout;
at the time of subscribing for a Subscription; or
in a Statement of Work (Fees);
in Australian Dollars; and
subject to change without notice prior to you entering into these terms.
(Payment obligations) The Fees are payable:
for Online Courses, prior to you being given access to the Online Course;
for a Subscription, in the amounts and at the times agreed at the time of subscribing for the Subscription, and in accordance with clause 6(c); and
for Consulting Services, in the amounts and at the times set out in a Statement of Work, and in any event prior to each Consultation.
(Automatic Recurring Billing for Subscriptions) To the extent that you have applied for a Subscription, your Subscription will renew at the end of your Subscription Period on an annual basis indefinitely, and you must pay the Fees in respect of each such period, unless you notify us within the notification period set out on our Website that you want to cancel your Subscription. Otherwise, we will continue to debit the Fees from your account each year]. We will not pay any charge back amount if you fail to cancel your Subscription in accordance with this clause. By choosing a recurring payment plan, you acknowledge that your Subscription has an initial and recurring payment feature and you accept responsibility for all recurring charges prior to your cancellation of your Subscription. We may submit periodic charges for the Fees without further authorisation from you, until you provide prior written notice (receipt of which is confirmed by us) that you have terminated this authorisation or wish to change your payment method. Such notice will not affect charges submitted before we could reasonably act on such notice. To terminate your authorisation or change your payment method, please contact us via our Website.
(GST) For Australian customers and unless otherwise indicated, amounts stated on the Website and on a Statement of Work do not include GST. In relation to any GST payable, we may add this amount to the Fees payable at checkout or in a tax invoice.
(Card surcharges) We reserve the right to charge credit card surcharges in the event that payment of the Fees are made using a credit, debit or charge card (including Visa, MasterCard or American Express).
(Online payment partner) We may use third-party payment providers such as Stripe (Payment Providers), to collect payment of the Fees for Online Courses, Subscriptions and Consulting Services. The processing of payments by the Payment Provider will be, in addition to these terms, subject to the terms, conditions and privacy policies of the Payment Provider and we are not liable for the security or performance of the Payment Provider. We reserve the right to correct, or to instruct our Payment Provider to correct, any errors or mistakes in collecting your Fees.
(Pricing errors) In the event that we discover an error or inaccuracy in the Fees for your Online Course, we will attempt to contact you and inform you of this as soon as possible. You will then have the option of enrolling in the Online Course at the correct Fees or cancelling your Online Course. If you choose to cancel your Online Course and the Fees have already been debited, the full amount will be credited back to your original method of payment.
VOUCHERS and Discount Codes
We may provide promotional offers and codes offering a discount on the Online Courses or Subscription (Voucher). To use a Voucher, you will need to enter its code at checkout.
A Voucher may not be applied retrospectively. Vouchers are non-transferrable and cannot be redeemed for cash or credit. Additional terms or conditions may apply and these will be set out on the Voucher.
Intellectual Property Rights in the Services and any materials arising out of or relating to the Services (Materials) are owned or licensed by us. Except as permitted under applicable laws, no part of the Materials can be reproduced, adapted, distributed, displayed, transmitted or otherwise exploited for any commercial purposes without our express written consent.
You will not under these terms acquire Intellectual Property Rights in any of Our IP.
You are granted a single use licence to the Materials in the Services and the Intellectual Property Rights in the Materials for the sole purpose of your individual learning. You must not attempt to copy, mirror, broadcast, reproduce, adapt, vary, modify, sell or otherwise commercialise the Materials.
For the purposes of these terms:
“Our IP” means all materials owned or licensed by us (including the Materials) and any Intellectual Property Rights attaching to those materials.
“Intellectual Property Rights” means any and all present and future intellectual and industrial property rights throughout the world, including copyright, trademarks, designs, patents or other proprietary rights, confidential information and the right to have information kept confidential, or any rights to registration of such rights whether created before or after the date of these terms, whether registered or unregistered.
In addition to the requirements in clause 1, you agree:
not to copy, reproduce, translate, adapt, vary or modify the Online Courses or Subscription Resources without our express consent, except as expressly contemplated by these terms;
not to use the Online Courses or Subscription Resources in a manner that is illegal or fraudulent or facilitates illegal or fraudulent activity;
not to use the Online Courses or Subscription Resources for the purpose of distributing unsolicited commercial content, junk mail, spam, bulk content or harassment;
not to attempt to breach the security of the Online Courses, Subscription Resources or FoodLogic's system security, or otherwise interfere with the normal function of the Online Course, including by:
gaining unauthorised access to Online Courses, Subscription Resources or data about other users of FoodLogic;
scanning, probing or testing the Online Courses or Subscription Resources for security vulnerabilities;
overloading, flooding, mailbombing, crashing or submitting a virus to the Online Courses, Subscription Resources or FoodLogic's system; or
instigating or participating in a denial-of-service attack against the Online Courses, Subscription Resources or FoodLogic's system.
PUBLISHING PHOTOS ONLINE / ON SOCIAL MEDIA
You may publish images, screen captures or photos of your work applying what you have learnt from the Services, online or on social media (or both), and we ask that you please provide accreditation to FoodLogic by reference or hashtag. We reserve the right to require you to remove any posts that feature your work or remove any accreditation to us. You must not post anything that is disparaging of us.
If you provide photos to us of your work applying what you have learnt from the Services, or provide us with a testimonial of the Services, we may publish those photos or testimonials online, including on our Website or social media accounts, without any rights of accreditation to you. We may accredit you if appropriate information is provided.
While we will use our best efforts to ensure that your information, data or other electronic materials (Data) that is being backed-up or stored as part of the Services will be stored securely, we will not be liable for any unauthorised use, destruction, loss, damage or alteration to the Data, including due to hacking, malware, ransomware, viruses, malicious computer code or other forms of interference.
The Online Courses and Subscription Resources are made available to you strictly on an 'as is' basis. Without limitation, you acknowledge and agree that we cannot and do not represent, warrant or guarantee that:
the Online Courses or Subscription Resources will be free from errors or defects;
the Online Courses or Subscription Resources will be accessible at all times;
information you receive or supply through the Online Courses and Subscription Resources will be secure or confidential; or
any information provided through the Online Courses or Subscription Resources are accurate or true.
LOCATION OF SERVICES
FoodLogic controls the operation of the Online Courses and Subscription Resources from headquarters located in Australia. Some services or parts thereof may be operated from, or hosted on mirrors or servers, at various locations outside of Australia.
We make no representation or warranty that all of the features of the Online Courses or Subscription Resources will be available to you outside of Australia or that they are permitted to be accessed outside Australia.
You are solely responsible for your decision to use the Online Courses or Subscription Resources from other locations and you acknowledge that such use may be subject to, and you are responsible for, compliance with applicable local laws in relation to your use of the Online Courses or Subscription Resources.
TERMINATION FOR CAUSE
Either party may immediately terminate these terms by written notice to the other party if:
the other party is in default or breach of these terms;
the other party is convicted, or any of the other party’s personnel are convicted, of a criminal offence involving fraud or dishonesty or an offence which, in the opinion of the other party, affects the other party’s obligations under these terms;
the other party or any of the other party’s personnel conducts themselves in a way tending to bring them or the other party into disrepute; or
the other party or any of the other party’s personnel has a conflict of interest that cannot be resolved to the satisfaction of the other party.
EFFECT OF TERMINATION
Upon termination of these terms:
we will revoke your licence you will no longer have access to the Materials in the Services;
any Fees paid are non-refundable and any portion of the Fees remaining to be paid is immediately due and payable and recoverable as a debt owed by you to us; and
you must immediately deliver to us all property belonging to us and Materials comprising or containing any of Our IP (as defined in clause 8.2(a)) which is in your care, custody or control, and you must thereafter destroy any copies you have of such Materials.
Any clause that by its nature would reasonably be expected to be performed after the termination or expiry of these terms will survive and be enforceable after such termination or expiry.
FOR WHEN YOU BROWSE THIS WEBSITE
ACCESS AND USE OF THE WEBSITE
You must only use the Website in accordance with these terms and any applicable laws, and must ensure that your employees, sub-contractors and any other agents who use or access the Website comply with these terms and any applicable laws.
You must not:
copy, mirror, broadcast, reproduce, translate, adapt, vary, modify, sell, decipher or decompile or otherwise commercialise any part or aspect of the Website without the express consent of FoodLogic;
use the Website for any purpose other than the purposes of browsing, selecting or purchasing the Services;
use, or attempt to use, the Website in a manner that is illegal or fraudulent or facilitates illegal or fraudulent activity;
use, or attempt to use, the Website in a manner that may interfere with, disrupt or create undue burden on the Website or the servers or networks that host the Website;
use the Website with the assistance of any automated scripting tool or software;
act in a way that may diminish or adversely impact the reputation of FoodLogic, including by linking to the Website on any other website; and
attempt to breach the security of the Website, or otherwise interfere with the normal functions of the Website, including by:
gaining unauthorised access to Website accounts or data;
scanning, probing or testing the Website for security vulnerabilities;
overloading, flooding, mailbombing, crashing or submitting a virus to the Website; or
instigate or participate in a denial-of-service attack against the Website.
INFORMATION ON THE WEBSITE
While we make every effort to ensure that the information on the Website is as up-to-date and accurate as possible, you acknowledge and agree that we do not (to the maximum extent permitted by law) guarantee that:
the Website will be free from errors or defects (or both, as the case may be);
the Website will be accessible at all times;
messages sent through the Website will be delivered promptly, or delivered at all;
information you receive or supply through the Website will be secure or confidential; and
any information provided through the Website is accurate or true.
We reserve the right to change any information or functionality on the Website by updating the Website at any time without notice, including product descriptions, prices and other Website Content.
FoodLogic retains ownership of the Website and all materials on the Website (including tools, text, graphics, logos, design, icons, images, sound and video recordings, pricing, downloads and software) (Website Content) and reserves all rights in any intellectual property rights owned or licensed by it not expressly granted to you.
You may make a temporary electronic copy of all or part of the Website for the sole purpose of viewing it. You must not otherwise reproduce, transmit, adapt, distribute, sell, modify or publish the Website or any Website Content without prior written consent from FoodLogic or as permitted by law.
In this clause, "intellectual property rights" means all copyright, trade mark registered and unregistered, design rights, patent, semiconductor and circuit layout rights, trade, business, company and domain names, confidential and other proprietary rights including moral rights, and any other rights to registration of such rights whether created before or after the date of these terms both in Australia and throughout the world.
THIRD PARTY content
The Website may contain text, images, data and other content provided by a third party (Third Party Content).
We are not responsible for any of this Third Party Content and we make no representation or warranty about the quality, suitability, accuracy, reliability, currency or completeness of any Third Party Content.
THIRD PARTY LINKS
The Website may also contain links to websites operated by third parties (Third Party Links).
Third Party Links are provided for convenience and may not remain current or be maintained. We do not endorse and are not responsible for Third Party Links and have no control over or rights or content in any linked websites.
THIRD PARTY HOSTING
This Website is hosted by a third party and the terms and conditions of that third party may apply to your use of this Website to the extent applicable to you.
To the maximum extent permitted under applicable law and our agreement with our third party hosting provider, we will not be liable for any acts or omissions of that third party, including in relation to any fault or error of the Website or issues experienced in placing orders for the Services.
We do not accept responsibility for any unauthorised use, destruction, loss, damage or alteration to your data or information, your computer systems, mobile phones or other electronic devices arising in connection with use of the Website. You should take your own precautions to ensure that the process which you employ for accessing the Website does not expose you to the risk of hacking, malware, ransomware, viruses, malicious computer code or other forms of interference.
If you become aware of misuse of the Website by any person, any errors in the material on the Website or any difficulty in accessing or using the Website, please contact us immediately using the contact details or form provided on our Website.
LIABILITY AND OTHER LEGAL TERMS
To the maximum extent permitted by applicable law, we limit all liability to any person for loss or damage of any kind, however arising whether in contract, tort (including negligence), statute, equity, indemnity or otherwise, arising from or relating in any way to our Services to the value of the Fees (if any) paid for the relevant Service giving rise to the liability. If no Fee has been paid, liability is excluded to the maximum extent permitted by applicable law.
All express or implied representations and warranties in relation to the Services are, to the maximum extent permitted by applicable law, excluded.
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, you may be entitled to certain remedies (like a refund or replacement) if there is a failure with the Services we provide.
(Indemnity) You indemnify us and our employees and agents in respect of all liability for loss, damage or injury which is or may be suffered by any person arising from your or your representatives:
breach of any of these terms; or
use of any our Services.
(Consequential loss) To the maximum extent permitted by law, under no circumstances will we 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 arising under or in connection with any of our Services or these terms (except to the extent this liability cannot be excluded under the Competition and Consumer Act 2010 (Cth)).
A party claiming that a dispute has arisen under or in connection with these terms must not commence court proceedings arising from or relating to the dispute, other than a claim for urgent interlocutory relief, unless that party has complied with the requirements of this clause.
A party that requires resolution of a dispute which arises under or in connection with these terms must give the other party or parties to the dispute written notice containing reasonable details of the dispute and requiring its resolution under this clause.
Once the dispute notice has been given, each party to the dispute must then use its best efforts to resolve the dispute in good faith. If the dispute is not resolved within a period of 30 days (or such other period as agreed by the parties in writing) after the date of the notice, any party to the dispute may take legal proceedings to resolve the dispute.
A notice or other communication to a party under these terms must be:
in writing and in English; and
delivered to the other party via email, to the email address most regularly used by the parties to correspond regarding 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.
Unless the party sending the notice knows or reasonably ought to suspect that the email was not delivered to the other party's Email Address, notice will be taken to be given:
24 hours after the email was sent; or
when replied to by the other party,
whichever is earlier.
GOVERNING LAW AND JURISDICTION
These terms are 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, Australia 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.
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.
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.
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.
You cannot assign, novate or otherwise transfer any of its rights or obligations under these terms without the prior written consent of the other party. We can assign the rights or novate these terms in whole or part without your consent, on notice which may be communicated electronically on the website or by email.
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.
These terms embody 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.
(singular and plural) words in the singular includes the plural (and vice versa);
(gender) words indicating a gender includes the corresponding words of any other gender;
(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;
(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;
(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;
(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;
(document) a reference to a document (including these terms) is to that document as varied, novated, ratified or replaced from time to time;
(headings) headings and words in bold type are for convenience only and do not affect interpretation;
(includes) the word "includes" and similar words in any form is not a word of limitation; and
(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.