Terms & Conditions
These terms & conditions form part of the Details Form.
Your use of the SHOPON AUSTRALIA website and the information and software available is subject to the following terms & conditions along with the Details Form completed by You.
1. Ownership – This site www.shoponaustralia.com.au and websites provided by Shopon Australia (“Website”) is owned and operated by ShopOnAustralia Pty Ltd (ACN 123 710 878) (“ShopOn Australia”).
2. Acceptance and modification of terms & conditions – Your access and use of the Website is conditional upon your acceptance and compliance with the terms, conditions, notices and disclaimers contained in this document and elsewhere on the Website (known collectively as the Terms & Conditions). Your use of and/ or continued access to the Website constitutes your agreement to the Terms & Conditions. ShopOn Australia reserves the right to modify the Terms & Conditions at any time and in any manner at their sole discretion. Such variations become effective upon posting, and your continued use of the Website after such variations have been posted constitutes your agreement to be bound by them.
3. Right to use Member Services – ShopOn Australia grants to You for the Term, and You accept, the non-exclusive right to use the Member Services to sell Your goods and services via the ShopOn AustraliaWebsite during the Term in accordance with the Terms & Conditions of this Agreement. Commencement and Access to the Member Services will not commence until ShopOn Australia is in receipt of payment of either the Monthly or Yearly Fee.
4. Term – Your Agreement will commence on the date you or a representative completes the Details Form and 'checks' the "I ACCEPT" box to agree to the Terms & Conditions or signs the Terms & Conditions attached to contract and pay the required amount and receipted by ShopOn Australia and shall continue thereafter on either a month to month basis or a yearly basis as noted in the Details Form and confirmed by ShopOn Australia.
5. Restrictions on Use – The Website is available only for the purposes set out in these Terms & Conditions. ShopOn Australia has the right to change or discontinue any feature of the Website including the Material defined in clause 7, hours of availability and equipment required for access. You may not copy, reproduce, republish, frame, post upload, distribute, transmit or modify in any way all or any part of the material contained on this Website, unless expressly provided for on the Website or expressly authorised in writing by ShopOn Australia. Our Website is available only to, and may only be used by, individuals who can form legally binding contracts under their applicable law. Without limiting the foregoing, our services are not available to and may not be used by persons under 18 years of age. If you do not qualify, please do not use our services.
6. Trademarks – All names, logos and trademarks are the property of ShopOn Australia or the third parties who have contributed to the Website. Nothing on the Website should be interpreted as granting any rights to use or distribute names, logos or trademarks, without the express written agreement of ShopOn Australiaor the relevant contributor.
7. Copyright – The content of this Website, including all information such as text, graphics, images and other material (“Materials”), is protected by Australian and international copyright law. Unauthorised use of the Material may violate these laws.
8. Payments – You are required to make the required Payments in accordance with the Details Form completed by You, generally payable in advance unless otherwise specified by ShopOn Australia in writing. Monthly and Yearly fees are subject to change at any time with written notice from ShopOn Australia.
(i) You are required to provide your credit card details with the required information contained in the Details Form to allow for fees to be debited automatically from the credit card. Unless a full thirty (30) days written notice is given to ShopOn Australia to cancel the Member Services. Yearly and Monthly Member Fees are automatically renewed and charged after the contract expires.
(ii) If you wish to cancel your Yearly Member Services prior to the expiration date, ShopOn Australia will charge a Cancellation Fee which is to be (the full amount due up till the end of contracted date). ShopOn Australia will reimburse any amount to You, 10 days after receiving the required notice as provided in (i) above.
(iii) You must pay any applications fees, user fees including but not limited to monthly fees and any taxes which are payable on the same calendar day of the due date each month.
(iv) If You fail to pay any fees by the applicable due date including the Monthly or Yearly fees, ShopOn Australia will have the right to charge You, and You must pay on demand the default on any unpaid amount payable by You under this. If you fail to pay the amounts seven (7) business days from the due date, ShopOn Australia may suspend the services and You must not continue to use the Website. Any such suspension or termination will not relieve You from paying any outstanding fees plus late charges. You will be responsible for any costs associated with collecting such fees including, without limitation, legal costs and court costs.
9. GST – If ShopOn Australia is liable to pay GST in respect of the sale or supply of any goods or services under this Agreement, the amount(s) payable by You will be increased by the amount of the GST payable by ShopOn Australia in respect of that sale or supply. The GST amount will be notified by ShopOn Australia to You and must be paid by You in the same manner and at the same time as the rest of the amounts.
10. Your Obligations – You acknowledge and agree that:
(i) You shall be responsible for all goods and services offered by You via the Member Services as described in the Details Form, all materials used or displayed by You, and all acts or omissions that occur or in connection with Your account or password. ShopOn Australia will have the discretion to cancel the Member Services if it deems that the goods or services offered by You are inappropriate, unfair, deceptive, illegal or which contains prohibited or potentially prohibited content or selling goods or services featuring nudity and acts of a sexual nature.
(ii) You must display with Your goods and services Your contact information, including but not limited to Your company name, address, telephone number, fax number and e-mail address. You must also update such information to keep it true, accurate, current and complete.
(iii) You represent and warrant that You have full power and authority under all relevant laws and regulations:
(a) to offer and sell the goods and services offered by You, including but not limited to holding all necessary licenses from all necessary jurisdictions to engage in the advertising and sale of the goods or services offered;
(b) You represent and warrant that You will accurately describe all goods and services You are proposing to sell in Your Store.
(c) To provide for credit card payment or any other offered payment method and delivery of goods or services as specified by You.
(iv) You acknowledge and agree that You use the Member Services at Your own risk and agree to indemnify ShopOn Australia from all claims and demands and all liabilities which may arise in respect of any loss or damage of whatever nature or kind from Your use of the Member Services.
(v) You represent and warrant that You will not engage in any activities:
(a) that constitute or encourage a violation of any applicable law or regulation, including but not limited to the sale of illegal goods or the violation of export controls or obscenity laws;
(b) that defame, impersonate or invade the privacy of any third party or entity;
(c) that infringe the rights of any third party, including but not limited to the intellectual property, business, contractual, or fiduciary rights of others; and
(d) that are in any way connected with the transmission of "junk mail", "spam" or the unsolicited mass distribution of e-mail, or with any unethical marketing practices. If You are found to be connected in the transmission of "spam" and/or "junk mail" using ShopOn Australia’semail accounts and mail server, ShopOn Australia will take legal action against the merchant and heavy fines will be applied.
11. Termination – ShopOn Australia may terminate this Agreement if You commit or permit one or more of the following Events of Default to occur and if capable of remedy, fails to remedy the Event of Default after the service of a written notice.
An Event of Default occurs if:
(i) You being a company file or is the subject of a petition for voluntary or involuntary winding up or if any resolution is passed or proceedings commenced for its winding up; or
(ii) a liquidator, provisional liquidator, receiver, receiver and manager or administrator is appointed; or
(iii) You purport to assign or otherwise transfer the rights under this Agreement (or any part of them) without first complying with the provisions of this Agreement; or
(iv) You receive serious, continual or a significant number of genuine complaints from customers relating to the operation of Your business via the ShopOn Australia Website; or
(v) You fail to pay ShopOn Australia any amount due to ShopOn Australia under this Agreement;
(vi) You materially breach any term & condition of this Agreement; or
(vii) You voluntarily abandon Your use of the ShopOn Australia Website for the conduct of Your business;
(viii) You are convicted of a serious offence;
(ix) operate Your business or sell products and services in a manner that presents a health or safety hazard;
(x) are fraudulent in connection with the operation of Your business; or
(xi) agree to termination of this Agreement.
12. Upon Termination – In the event of termination or expiration of this Agreement:
(i) You must immediately cease to exercise, directly or indirectly, all of the rights granted under this Agreement;
(ii) You must immediately cease carrying on business from the ShopOn Australia Website;
(iii) pay all outstanding amounts due within seven (7) days of the termination;
(iv) must immediately and permanently cease to use all of the Confidential Material and any other Intellectual Property and must return to ShopOn Australia or destroy (as directed by ShopOn Australia) any and all such materials or materials featuring the same;
(v) permit ShopOn Australia to delete from its servers, after offering to return the information, any and all information held by ShopOn Australia relating to Your use of the ShopOn Australia Website, including but not limited to order processing information, mailing lists, and any Web pages generated by the Software, without liability for any loss, costs, expense or damaged suffered by You.
13. Non-Competition – You agree and acknowledge by accepting these terms & conditions that You shall not during the term of this Agreement or for a period of 12 months from the expiration of the Term or Termination of the Agreement either directly or indirectly be engaged in, carry on any business or obtain a direct or indirect benefit from a business which is similar to the ShopOn Australia business or Website except as permitted by this Agreement or agreed in writing by ShopOn Australia.
14. Disclaimers and Limitation of Liability – Except where to do so would cause any part of these terms & conditions to be illegal, void or unenforceable, ShopOn Australia:
(i) excludes all conditions and warranties implied into these terms & conditions;
(ii) to the fullest extent permitted by applicable law, is not liable to You or
anyone else for any loss or damage, however caused (including negligence), which may be directly or indirectly suffered, in connection with use of the Website Services; and
(iii) excludes liability (whether that liability arises under contract, tort (including negligence) or statute) for any special, indirect or consequential loss or damage (including without limitation loss of revenue and loss of, or damage to, data) suffered or incurred in connection with the Website Services.
Without limiting the general disclaimer above, ShopOn Australia:
(i) makes no warranty as to the completeness or accuracy of any material or as to its merchantability or fitness for a particular purpose. ShopOn Australia is not liable to you or anyone else if errors occur in the information on the Website or if that information is not up to date;
(ii) will not be liable for disruptions to the Website, loss of downtime, internet outages, unavailability of website; and we will not be liable for loss of revenue due to disruption to the website;
(iii) is not liable to You or anyone else if interference with or damage to Your computer systems occurs in connection with use of the Website or an external site. You must take your own precautions to ensure that whatever you select for use from the Website is free of viruses or anything else that may interfere with or damage the operation of Your computer systems.
15. Maintenance - Any maintenance work to be provided to You as part of the Power Package or other package nominated by ShopOn Australia:
(i) is limited to changing the word content of your website and creating basic graphic material;
(ii) will be performed only if you instruct ShopOn Australia by email of the content and maintenance you wish performed and ShopOn Australia will not be responsible for any errors or omissions in respect to the content. It is your obligation to ensure its accuracy;
(iii) will be performed within 5 days of your email unless You are otherwise notified, in which case it will be performed within a reasonable time;
If You do not instruct ShopOn Australia to perform maintenance in any given week, unused time that is part of your package will be credited to You to use at later times during the Term. You acknowledge that only one (1) hour per week may be credited and that unused time will accrue to a maximum credit of four (4) hours.
If ShopOn Australia can no longer provide maintenance to your website, You shall be placed on a lower package with the option of unsubscribing. Any maintenance work requested which does not fall within 15(i) may involve additional fees and You will be notified accordingly.
16. Advertising – ShopOn Australia reserves the right to use Your name for advertising purposes. If You does not consent You must mark the relevant box on the New Client Signup Form. If at a later stage You wish to withdraw consent You must notify ShopOn Australia in writing, and ShopOn will take reasonable steps to ensure that future advertising does not contain Your name.
17. Training – The time and date of any training sessions provided with your package will be allocated to You by ShopOn Australia, or as otherwise agreed in writing. You agree that it is your sole responsibility to ensure that You or a designated representative attend this training session. If You fail to attend, ShopOn Australia reserves the right to charge You a fee for attendance at a later training session, or may refuse further training.
18. Client Information - You will be prompted to provide personal information on the Details Form. You agree to provide true, accurate, current and complete information about Yourself and You agree to maintain and promptly update this information to keep it true, accurate, current and complete by notifying ShopOn Australia of any changes to Your personal information.
18. Privacy & Customer Information – You must ensure that in dealing with information collected from the Website and Your business that You comply with the provisions of the Privacy Act 1988 (Cth), and shall obtain all necessary consents as required by the Act.
19. Governing Law – This Agreement shall be governed by and construed in accordance with the laws from time to time in force in the State of New South Wales and both parties hereby submit to the non-exclusive jurisdiction of the courts of that State.
Interpretation
Member Services means the ShopOn Australia online member service, including but not limited to the proprietary or administration software provided by ShopOn Australia to any Member, or any rights of access to the Website and its products.
Terms and conditions are subject to change at anytime
