New Business Listing Terms & Conditions

General Terms

1. Overview of the agreement

This agreement together with any attachment containing a reference to this agreement and any annexure, addendum or supplementary terms annexed at the end of this agreement, collectively, is an agreement ("Agreement") between Splash Tech Co ACN 665 693 069 (“RewardSplash”, “we” or “us”) and the entity or person (“you”, “your” “partner” or “merchant”) who signs up for the provision of RewardSplash Platform which consists of a mobile application known as “RewardSplash”, enablement of mobile payment, customer acquisition and loyalty engine that leverages our native digital loyalty currency known as “Splash Coins”, and any other services that may be offered to you by us, our affiliates including any third-party services providers approved by us to provide their services (each a “Service” and collectively “Services”) via the RewardSplash platform.

By accessing any of the Services, you agree to be bound by the terms and conditions of this Agreement, and any third-party service provider's terms and conditions. If you do not accept these terms and conditions, you must immediately cease using the Services.

2. Commencement

The store/s will be activated on the Commencement Date specified in the Service Order Form or when the listing goes live on the RewardSplash app (whichever is later). If there is significant delay with activation caused by you, we reserve the right to terminate this Agreement.

3. Fees and charges

In order to access the RewardSplash Platform and use one of the Services, you will be charged the Platform Service Fee for every transaction processed via the RewardSplash Platform. In addition, all transactions made via the RewardSplash Platform are subject to standard credit card fees charged by the relevant third-party payment processing company (“Payment Processing Fee”).

4. Use of RewardSplash equipment

We may provide you with a device for you to confirm successful payments from your customers using the RewardSplash app. The device must not be used for any purpose other than for which it was provided. The device is our property and you must handle it with care. You must not, without our prior written consent, make or allow any adjustments, modifications, alterations, repairs or servicing to the device. If the device is misused or its mobile data is used for any purpose other than for the Services.

5. Fraudulent or Illegal activities

You must use the Services for lawful purposes only. If we suspect that you are involved in any fraudulent activities or any activity which we deem inappropriate, we reserve the right to terminate this agreement. By signing this Agreement you warrant that the bank deposit details nominated above belong to an account associated with the business specified, and that you will abide by all applicable anti-money laundering and counter-terrorism financing regulations.

6. Anti-spam law
If RewardSplash app users have agreed to be contacted by you directly, you must ensure that you handle their personal information in accordance with SPAM Act 2003, Privacy Act 1988, and our privacy policy, in addition to your own privacy policy. You agree to indemnify us for any loss or damage we may incur as a result of you mishandling the users’ personal information.

7. Limitation of liabilities

The Services are provided to you strictly on an “as is” and “as available” basis. You acknowledge that (a) your use of the Services is at your own risk, (b) prior to accepting this Agreement you have been given a reasonable opportunity to examine and satisfy yourself regarding the Services which are the subject of this Agreement; and (c) at no time prior to accepting this Agreement have you relied on our skill or judgment and that it would be unreasonable for you to do so. Despite our best endeavours our Services may be subject to technical malfunction or errors from time to time and you will not hold us responsible for any loss or damage (whether direct or consequential) you may suffer as a result. To the extent permitted by law, all other terms, conditions and warranties expressed or implied other than those specified in this Agreement are expressly excluded.

8. Australian consumer law

Notwithstanding anything in this Agreement, you must comply with all applicable laws including the Australian Consumer Law and must ensure that you or your staff are not engaged in any misleading or deceptive conduct when dealing with customers. If a customer notifies us of any misleading or deceptive conduct by you or your staff or you disallow customers to use our service whilst your listing is active on our platform and without first informing us or seeking approval from us, we may redirect the complaint to the relevant government consumer protection agencies for further investigation. If a customer makes a claim against us in relation to the goods or services you provided to the customer, you are solely responsible and liable for those claims and you agree to compensate and reimburse us accordingly. For more information, please visit https://consumerlaw.gov.au

9. Termination of agreement, and our rights thereafter

If you are in breach of this Agreement, we may (a) restrict your access to the RewardSplash Platform (a) withhold all or part of the payments due to you as a security, (b) suspend any further payments to you until the breach is remedied, and (c) if the breach cannot be remedied, at our discretion, terminate this Agreement entirely.

At the time of termination, if we have paid your supplier for goods and services already supplied to you, then you acknowledge that we have a lien over any goods or services for which we have paid (“Supplier Goods”). We have the right to seize and retrieve our equipment and Supplier Goods from your premises, as well as instructing your supplier to cease your access to the Supplier Goods until the breach is remedied.

10. Confidentiality

You acknowledge that the terms of Services specified in the Service Order Form and the content of this Agreement in general are sensitive and confidential and must not be disclosed to anyone without our written permission, except if the disclosure is required by law or to your professional advisors (e.g. lawyers, accountants, etc).

11. Relationship between you and us
This agreement does not create a relationship of employment, trust, agency or partnership between you and us.

12. Verbal instructions binding

You agree that a verbal instruction, agreement or confirmation by any one or more of you pursuant to this Agreement is binding on you. This includes any instruction, agreement or confirmation by any one or more of you (including any director of you) over the telephone.

13. Waivers

Any failure or delay by us in exercising our rights under this Agreement does not operate as a waiver and the single or partial exercise of any right by us does not prevent any further exercise by us of that right or any other right.