Subscription Agreement

Subscription Agreement
PLEASE READ THE FOLLOWING TERMS AND CONDITIONS RELATING TO YOUR ACCESS TO AND/OR USE OF THE SUBSCRIPTION SERVICE CAREFULLY. This Agreement is effective from the date you sign up to your subscription. By using our subscription service (the “Subscription Service”), you agree to the terms and conditions set forth in this Subscription Agreement (this “Agreement”).
We reserve the right, in our sole discretion, to change, modify, add or remove provisions of this Agreement at any time. You should check this Agreement periodically for changes – you may find it through the “Subscription Agreement” link at the bottom of each page on our websites at www.kidsbooktherapy.com or www.kidsbooktherapy.com.au.  By using the Subscription Service after any changes are posted to this Agreement or you are otherwise notified of such changes, you agree to accept those changes, whether or not you have reviewed them. If you do not agree to this Agreement, you should not use or access the Subscription Service and you should arrange to cancel your subscription with Kids Book Therapy.
1.Scope of Agreement
Unless otherwise indicated, this Agreement applies to (i) your use of and/or access to the Subscription Service offered currently or in the future by Batch Group Pty Ltd trading as Kids Book Therapy ACN 614 344 875 and (ii) your use of and/or access to the Kids Book Therapy website which is owned and operated by Batch Group Pty Ltd (ABN 36 614 344 875) (“Batch Group”), or its affiliates (collectively, “we,” “us,” or “our,” and together with Batch Group), (the “Website”), in the provision of the Subscription Service. For purposes of this Agreement, “affiliates” shall mean any entity or person, directly or indirectly, owning a controlling interest in, owned by, or under common ownership control with Batch Group, and its subsidiaries. The Website is specifically directed to residents of Australia and is for use only by residents of Australia. This Agreement is specifically directed to residents of Australia and our Subscription Service is for use only by residents of Australia.

2. Your Use of and/or Access to the Subscription Service and the Website

A. Unless otherwise specified, Batch Group grants you a non-exclusive, non-transferable, limited right to access, use and display the Subscription Service to which you subscribed to and the subscription related elements of the Website and the material provided hereon, for your personal, non-commercial use, provided that you comply fully with the provisions of this Agreement. You agree not to assign, transfer or sublicense your rights as a user of, or subscriber to, the Subscription Service and/or the Website. You understand that only you may use and/or access your user account and password, and the materials provided to you, and that your subscription to the Subscription Service is only valid for your personal, non-commercial use and may not be shared with others. You agree to be financially responsible for all usage or activity of the Subscription Service subscribed to by you. To subscribe to the Subscription Service, you represent that you are an Australian citizen or a resident of Australia with a valid Australia mailing address.

B. By using or accessing the Subscription Service, you agree to be legally bound and to abide by this Agreement. If you do not comply with this Agreement at any time, Batch Group reserves the right to cancel or terminate your password, user account, and/or access to the Subscription Service and/or the Website (or any part thereof). In its sole discretion and without prior notice or liability, Batch Group may discontinue, modify or alter any aspect of the Subscription Service or the Website, including, but not limited to, (i) restricting the time a Subscription Service and/or the Website is available, (ii) restricting the amount of use and/or access permitted, and (iii) restricting or terminating any user’s right to use and/or access any of the Subscription Service and/or the Website. You agree that any termination or cancellation of your access to or use of the Subscription Service and/or the Website may be effected without prior notice to you.

C. If you do not abide by the terms of this Agreement, except as Batch Group may otherwise provide from time to time, you agree that Batch Group may immediately deactivate or delete your user account and all related information and/or files in your user account and/or bar any further access by you to such information and/or files, the Subscription Service and/or the Website (or part thereof). Further, you agree that Batch Group shall not be liable to you or any third party for any termination or cancellation of your access to, or use of, the Subscription Service and/or the Website, except for a refund of any fees or charges prepaid by you with respect to the Subscription Service in accordance with Section 5 of this Agreement, and subject to law. You acknowledge that subject to law your only right with respect to any dissatisfaction with any modification or discontinuation of service made by Batch Group pursuant to this provision or this Agreement, or any policies or practices by Batch Group in providing the Subscription Service or the Website, including without limitation any change in content or any change in the amount or type of fees or charges associated with the Subscription Service , is to cancel or terminate your subscription to the Subscription Service (subject to the rights you may have under the Australian Consumer Law (as enshrined within Schedule 2 of the Competition and Consumer Act 2010 (Cth)) and to the Subscription Cancellation and Refund Policy available at www.kidsbooktherapy.com.au/cancellation-and-refund-policy

D. From time to time, we may supplement this Agreement with additional terms and conditions pertaining to specific content, activities, features or events (“Additional Terms”). Such Additional Terms may be placed on the Website, or otherwise accessible, to be viewed in connection with the specific content, activities, features or events and shall be identified as such. You understand and agree that any such Additional Terms are hereby incorporated by reference into this Agreement.

3. Charges and Fees for Subscription Service
As a subscriber to the Subscription Service, you agree as follows:

A. You agree to pay, using a valid credit card (or other form of payment which we may accept from time to time), the fixed and periodic charges and fees (including joining fees, prepayment plan fees for multiple periods, if any such plans are offered, and the recurring monthly fees or multiple-period fees, as applicable) set forth by Batch Group, applicable taxes, and other charges and fees incurred in order to use or access the Subscription Service.

B. We reserve the right to increase charges and fees, or to institute new charges or fees at any time, upon advance notice communicated to you through a posting on the Website or such other means as we may deem appropriate from time to time (including electronic mail or conventional mail).

C. After your payment for your initial prepayment plan billing period (whether a standard/monthly plan or multiple-period plan), your membership will be renewed at our recurring monthly plan or multiple-period plan rate for the product you initially purchased, we will automatically charge your credit card or other account our standard fee on the same day of the month as the original payment or where that date is a weekend or public holiday on the next business day of the renewal period, unless you cancel your subscription before you are charged for the relevant renewal period. In the event we cannot charge your account, we reserve the right to discontinue or terminate your use of or access to the Subscription Service. If you wish to purchase another prepayment plan for monthly or multiple periods and we are currently offering prepayment plans at such time, you must notify us before you are charged for the next subscription period.

D. All fixed and periodic charges and fees for our Subscription Service are quoted in Australian dollars and are inclusive of any applicable GST, except where otherwise stated.

E. In addition to the fees and charges set forth above, you are responsible for all charges and fees associated with signing up for, using and connecting to the Subscription Service and connecting to the Website, including without limitation all travel costs, telephone access lines (including long-distance charges, when applicable), Internet service provider fees, telephone, computer and printer equipment, sales taxes and any other fees and charges necessary to use or access the Subscription Service. In addition, if our billing system is based overseas, you may incur an additional charge from your financial institution for an international transaction on each payment you make for our Subscription Service.

F. For the purposes of your access to and use of the Subscription Service, including identification, billing and shipping, you agree to provide us with true, accurate and complete information as required by the subscription or sign up process to the Subscription Service (“Subscription Data”), including your legal name, address, telephone number, email address and applicable billing information (e.g., credit card number and expiration date), and to allow us to share your Subscription Data with third parties for the purpose of verifying the information you provide and billing your credit card or otherwise charging your account. You agree to maintain and promptly update the Subscription Data and any other information you provide to us, to keep it accurate at all times. Without limiting any other provision of this Agreement, if you provide any information that is untrue, inaccurate, or incomplete, or we have reasonable grounds to suspect that such is the case, we reserve the right to suspend or terminate your user account or subscription and refuse any and all current or future use and/or access by you of any of the Subscription Service or the Website (or any portion thereof). You are obligated to check the “Member’s Account” feature of the Website to determine whether your Subscription Data is current and accurate, and, if not, to correct or update your Subscription Data including your billing information. You agree not to register or subscribe for more than one account, create an account on behalf of someone else, or create a false or misleading identity on the Website.

If your registration or subscription is revoked for any reason, you agree not to register or subscribe again using another user name or through any other means. If we have reason to suspect, in our sole discretion, that your account has previously been terminated, we reserve the right to terminate any new accounts you have registered without any notice to you, or to exercise any other remedies available to us under this Subscription Agreement or by law.

G. Certain portions, components, content and features of the Website are only available to individuals who purchase a subscription to the Subscription Service. You are entirely responsible for maintaining the confidentiality of your password and user account information. You must notify us immediately in the event of any known or suspected unauthorised use of your user account, or any known or suspected breach of security, including loss, theft, or unauthorised disclosure of your or anyone else’s password or credit card information. In the event of a breach of security by you, you will remain liable for any unauthorised use of your subscription until you update your Subscription Data. If your credit card expires, is cancelled, is lost or is subject to use without your authorisation, access the Members Account feature of the Website to update your Subscription Data. You are entirely responsible for any and all activities which occur under your user account. You are responsible for paying any amounts billed to your credit card by a third party which were not authorised by you.

4. Cancellation of Subscription

A. The Subscription Cancellation and Refunds Policy is incorporated into this Agreement by reference.

B. Subject to the Subscription Cancellation and Refunds Policy, either you or we may terminate or cancel your subscription to the Subscription Service at any time. In addition, you understand and agree that the cancellation or termination of your subscription is your sole right and remedy (subject to the Subscription Cancellation and Refunds Policy) and any rights you may have under the Australian Consumer Law (as enshrined within Schedule 2 of the Competition and Consumer Act 2010 (Cth)) , if any) with respect to any dispute with Batch Group including, without limitation, any dispute related to, or arising out of: (i) any terms of this Agreement or the enforcement or application of this Agreement; (ii) any practice or policy of ours, including the Website Terms of Access and Waiver and Privacy Policy, or the enforcement or application of these policies; (iii) the content available (or any change in content provided), on, or as part of the Subscription Service or through the Website; (iv) your ability to access and/or use the Subscription Service or the Website; or (v) the amount or types of our fees or charges, surcharges, applicable taxes, or billing methods, or any change to our fees or charges, applicable taxes, or billing methods. Upon cancellation or termination of your subscription to the Subscription Service, we may immediately deactivate your user account and all related information and/or files in your user account and/or bar any further access to such information and/or files, the Subscription Service, and/or the Website (or part thereof) except as may be otherwise provided from time to time.

C. Subject to the Subscription Cancellation and Refunds Policy we will attempt to process all cancellation requests promptly after we receive your request, provided that you send your request via the acceptable methods set forth in the Subscription Cancellation and Refunds Policy.

5. Refunds
Except for your statutory rights which are unaffected, you agree that all fees and charges assessed by us are non-refundable, except as set forth below and as detailed in the Subscription Cancellation and Refunds Policy. Non-refundable fees include the joining fee, the full monthly fee for any month (or portion thereof) of a subscription elapsed, or any prepaid multi-month plan (in each case, regardless of whether you logged onto our Website or used the respective Subscription Service during that period).

The Subscription Cancellation and Refunds Policy is incorporated into this Agreement by reference and contains full details of our refunds policy on subscriptions.
The exceptions/conditions of our general refunds policy are as follows:

If we terminate your subscription (as opposed to you cancelling your subscription), other than due to your violation of this Agreement, prior to the end of a period for which you have incurred a charge, with the exception of any fixed upfront fee, we will refund any unused portion of such period on a pro rata basis.

If you cancel your subscription and are entitled to a refund, we reserve the right to charge a fee to cover the cost to us of any administrative or other services you may have used prior to your cancellation, to the extent permitted by law.

6. Privacy and Security
We are committed to protecting your privacy and security in accordance with the Privacy Policy, which is incorporated into this Agreement by this reference.
You consent to the collection and use of personally identifiable information about you in accordance with the Privacy Policy which may be viewed at www.kidsbooktherapy.com.au/privacypolicy.

7. Website Links
This Agreement applies to the Subscription Service and the Website, and not to the websites of any other person or entity. We may provide, or third parties may provide, links to other websites or resources. You acknowledge and agree that we are not responsible for the availability of such external sites or resources, and do not endorse (and are not responsible or liable for) any content, advertising, products, or other materials, goods or services on or available from such websites or resources. You further acknowledge and agree that, under no circumstances, will we be held responsible or liable, directly or indirectly, for any loss or damage that is caused or alleged to have been caused to you in connection with your use of, or reliance on, any content, advertisements, products or other resources, goods or services available on any other website (regardless of whether we directly or indirectly link to such content, advertisements, products or other resources). You should direct any concerns with respect to any other website to that website’s administrator or webmaster.

8. Third Party Products and Services
You may be able to order or obtain services, merchandise or other products through us (including on the Website) from other parties (collectively, the “Third Party Sellers”), whether for free or for a price. All matters concerning the services, merchandise and other products promoted by or available from the Third Party Sellers, including, but not limited to, purchase terms, payment terms, warranties, guarantees, maintenance and delivery, are solely between you and the Third Party Sellers. We make no warranties or representations whatsoever with regard to any services, merchandise and other products provided by the Third Party Sellers. You will not consider us (and we will not be construed as) a party to such transactions, whether or not we may have received some form of revenue or other remuneration in connection with such transactions, or if the product was provided to you in conjunction with one of our products or services, and we will not be liable to you or any other person for any costs or damages arising out of or relating to, either directly or indirectly, such transactions.

9. Disclaimers of Warranties
PLEASE NOTE THE FOLLOWING IMPORTANT DISCLAIMERS OF WARRANTIES:

SUBJECT TO THE RIGHTS YOU MAY HAVE UNDER THE AUSTRALIAN CONSUMER LAW (AS ENSHRINED WITHIN SCHEDULE 2 OF THE COMPETITION AND CONSUMER ACT 2010 (CTH)), IF ANY, THE PRODUCTS, OFFERINGS, CONTENT AND MATERIALS (INCLUDING, WITHOUT LIMITATION, THE SUBSCRIPTION SERVICE) ON THE WEBSITE ARE PROVIDED “AS IS” AND WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. SUBJECT TO THE RIGHTS YOU MAY HAVE UNDER THE AUSTRALIAN CONSUMER LAW (AS ENSHRINED WITHIN SCHEDULE 2 OF THE COMPETITION AND CONSUMER ACT 2010 (CTH)), IF ANY, WE DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, TITLE, COMPATIBILITY, SECURITY, ACCURACY OR NON-INFRINGEMENT.

NEITHER BATCH GROUP, ANY OF OUR AFFILIATES, NOR ANY OF OUR OR THEIR RESPECTIVE LICENSORS, LICENSEES, SERVICE PROVIDERS OR SUPPLIERS WARRANT THAT THE WEBSITE OR ANY FUNCTION CONTAINED IN THE WEBSITE WILL BE UNINTERRUPTED OR ERROR-FREE, THAT DEFECTS WILL BE CORRECTED, OR THAT THE WEBSITE OR THE SERVERS THAT MAKE THE WEBSITE AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS.

SUBJECT TO THE RIGHTS YOU MAY HAVE UNDER THE AUSTRALIAN CONSUMER LAW (AS ENSHRINED WITHIN SCHEDULE 2 OF THE COMPETITION AND CONSUMER ACT 2010 (CTH)), IF ANY, ANY PRODUCT, OFFERING, CONTENT AND MATERIAL (INCLUDING, WITHOUT LIMITATION, THE SUBSCRIPTION SERVICE) DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE WEBSITE IS DONE AT YOUR SOLE RISK AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF ANY SUCH PRODUCT, OFFERING, CONTENT OR MATERIAL (INCLUDING, WITHOUT LIMITATION, THE FEE-BASED OFFERINGS).

SUBJECT TO THE RIGHTS YOU MAY HAVE UNDER THE AUSTRALIAN CONSUMER LAW (AS ENSHRINED WITHIN SCHEDULE 2 OF THE COMPETITION AND CONSUMER ACT 2010 (CTH)), IF ANY, NEITHER BATCH GROUP, ANY OF OUR AFFILIATES, NOR ANY OF OUR OR THEIR RESPECTIVE LICENSORS, LICENSEES, SERVICE PROVIDERS OR SUPPLIERS WARRANT OR MAKE ANY REPRESENTATIONS REGARDING THE USE OR THE RESULTS OF THE USE OF THE PRODUCTS, OFFERINGS, CONTENT AND MATERIALS (INCLUDING, WITHOUT LIMITATION, THE FEE-BASED OFFERINGS) IN THE WEBSITE IN TERMS OF THEIR CORRECTNESS, ACCURACY, RELIABILITY, OR OTHERWISE.

SUBJECT TO THE RIGHTS YOU MAY HAVE UNDER THE AUSTRALIAN CONSUMER LAW (AS ENSHRINED WITHIN SCHEDULE 2 OF THE COMPETITION AND CONSUMER ACT 2010 (CTH)) , IF ANY, NO ADVICE OR INFORMATION, OBTAINED BY YOU FROM OUR PERSONNEL OR THROUGH THE WEBSITE SHALL CREATE ANY WARRANTY NOT EXPRESSLY PROVIDED FOR IN THIS AGREEMENT.

10. Limitation of Liability
SUBJECT TO THE RIGHTS YOU MAY HAVE UNDER THE AUSTRALIAN CONSUMER LAW (AS ENSHRINED WITHIN SCHEDULE 2 OF THE COMPETITION AND CONSUMER ACT 2010 (CTH)), IF ANY, YOU EXPRESSLY UNDERSTAND AND AGREE THAT WE AND OUR AFFILIATES SHALL NOT BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY OR PUNITIVE DAMAGES, OR ANY OTHER DAMAGES WHATSOEVER, OR FOR ANY DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES (EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), ARISING OUT OF, OR RESULTING FROM: (A) THE USE OR THE INABILITY TO USE THE WEBSITE (INCLUDING, WITHOUT LIMITATION, THE SUBSCRIPTION SERVICE); (B) THE USE OF ANY CONTENT OR OTHER MATERIAL (INCLUDING, WITHOUT LIMITATION, THE SUBSCRIPTION SERVICE) ON THE WEBSITE OR ANY WEBSITE OR WEBSITES LINKED TO THE WEBSITE; (C) THE COST OF PROCUREMENT OF SUBSTITUTE GOODS AND SERVICES RESULTING FROM ANY GOODS, DATA, INFORMATION OR SERVICES PURCHASED OR OBTAINED OR MESSAGES RECEIVED OR TRANSACTIONS ENTERED INTO THROUGH OR FROM THE WEBSITE (INCLUDING, WITHOUT LIMITATION, THE SUBSCRIPTION SERVICE); (D) UNAUTHORISED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA; (E) STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON OUR WEBSITE (INCLUDING, WITHOUT LIMITATION, THE SUBSCRIPTION SERVICE); OR (F) ANY OTHER MATTER RELATING TO OUR WEBSITE. WHERE YOUR LOSS IS NOT OR CANNOT BY LAW BE EXCLUDED BY THIS AGREEMENT THEN (SUBJECT TO THE RIGHTS YOU MAY HAVE UNDER THE AUSTRALIAN CONSUMER LAW (AS ENSHRINED WITHIN SCHEDULE 2 OF THE COMPETITION AND CONSUMER ACT 2010 (CTH)), (IF ANY):

A. IN NO EVENT SHALL OUR TOTAL LIABILITY TO YOU FOR ALL DAMAGES, LOSSES, AND CAUSES OF ACTION (WHETHER IN CONTRACT, TORT (INCLUDING, BUT NOT LIMITED TO, NEGLIGENCE), OR OTHERWISE) EXCEED THE AMOUNT PAID BY YOU, IF ANY, FOR ACCESSING OUR WEBSITE AND OUR SUBSCRIPTION SERVICE; AND

B. OUR LIABILITY IN RELATION TO ANY LOSS OR DAMAGE DIRECTLY OR INDIRECTLY RELATED TO ANY WARRANTY OR CONDITION WHICH IS NOT EXCLUDED BY THIS AGREEMENT IS LIMITED TO, AT OUR ELECTION:

  1. IN THE CASE OF GOODS, ANY ONE OR MORE OF THE FOLLOWING: (A) THE REPLACEMENT OF THE GOODS OR THE SUPPLY OF EQUIVALENT GOODS; (B) THE REPAIR OF THE GOODS; (C) THE PAYMENT OF THE COST OF REPLACING THE GOODS OR OF ACQUIRING EQUIVALENT GOODS; OR (D) THE PAYMENT OF THE COST OF HAVING THE GOODS REPAIRED; OR
  2. IN THE CASE OF SERVICES: (A) THE SUPPLYING OF THE SERVICES AGAIN; OR (B) THE PAYMENT OF THE COST OF HAVING THE SERVICES SUPPLIED AGAIN.

IF YOU ARE DISSATISFIED WITH ANY PORTION OF OUR WEBSITE OR ANY OF OUR SUBSCRIPTION SERVICE, OR WITH ANY OF THE TERMS OF THIS AGREEMENT, YOUR SOLE AND EXCLUSIVE REMEDY (SUBJECT TO THE RIGHTS YOU MAY HAVE UNDER THE AUSTRALIAN CONSUMER LAW (AS ENSHRINED WITHIN SCHEDULE 2 OF THE COMPETITION AND CONSUMER ACT 2010 (CTH)), IF ANY) IS THE DISCONTINUATION OF YOUR USE OF THE WEBSITE AND OUR SUBSCRIPTION SERVICE. IF ANY PORTION OF THIS LIMITATION OF LIABILITY IS FOUND TO BE INVALID, LIABILITY IS LIMITED TO THE FULLEST EXTENT PERMITTED BY LAW.

11. Indemnification
You agree to indemnify, hold harmless and, at our option, defend us and our Affiliates, and our and their officers, directors, employees, stockholders, agents and representatives from any and all third party claims, liability, damages and/or costs (including, but not limited to, reasonable legal fees and expenses on a solicitor/own client basis) arising from your improper use of any Batch Group products or offerings (including, without limitation, the Subscription Service) or of the Website, your violation of this Agreement, or your infringement, or the infringement or use by any other user of your account, of any intellectual property or other right of any person or entity.

12. Governing Law and Choice of Forum

This Agreement shall be governed by and construed in accordance with the laws of the state of Victoria, without giving effect to any principles of conflicts of law. You agree that any action at law or in equity arising out of or relating to your use of the Website (including, without limitation, the Subscription Service) or this Agreement shall be filed only in the state or federal courts located in Victoria and you hereby consent and submit to the personal jurisdiction of such courts for the purposes of litigating any such action.

13. Miscellaneous Terms

A. In any action against us or our affiliates arising from this Agreement or the use of the Website (including, without limitation, the Subscription Service), the prevailing party shall be entitled to recover all legal expenses incurred in connection with the action, including but not limited to its costs, both taxable and non-taxable, and reasonable legal fees on a solicitor/own client basis. If any provision of these terms shall be unlawful, void, or for any reason unenforceable, then that provision shall be deemed severable from these terms and shall not affect the validity and enforceability of any remaining provisions. This Agreement, as it may be updated from time to time, together with the Website Terms of Access and Waiver (if applicable), the Privacy Policy, and any Additional Terms and Conditions, are the entire agreement between you and Batch Group relating to the subject matter herein. In the event of any conflict between this Agreement and the Terms of Access and Waiver, this Agreement shall control. This Agreement may be modified only by our posting changes to this Agreement on the Website, or by written agreement of you and us, as we determine in our sole discretion. Each time you access or use the Subscription Service or the Website, you will be deemed to have accepted any such changes.

B. Batch Group may assign its rights and obligations under this Agreement. This Agreement will inure to the benefit of Batch Group’s successors, assigns and licensees. The failure of either party to insist upon or enforce the strict performance of the other party with respect to any provision of this Agreement, or to exercise any right under this Agreement, will not be construed as a waiver or relinquishment to any extent of such party’s right to assert or rely upon any such provision or right in that or any other instance; rather, the same will be and remain in full force and effect.

Last modified 19 January 2017.