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Distributor Directory Terms of Use

As of 14 June, 2024

Applicable to all new and existing customers on standard contracts with effect from 14 June, 2024.

These terms – as amended by us from time to time – apply to any paid or free Product. 

You will find the terms that apply to your Products (the ones set out in your Order) in this document, so please read them carefully.

Welcome to the enagicwater.com.au Distributor Directory

Thank you for joining with Australia’s leading marketing services, platforms and directories provider for Enagic distributors to advertise your business.

You will find the terms that apply to your Products (the ones set out in your Order) in this document, so please read them carefully.

You’ll find the key Product terms in the paragraphs below, with details for each Product and general terms in the following pages.

If you need to get in touch about your Products, you can use any of the following:

  1. Key Product Terms

You should read and understand these terms because they apply to you.

  • Our products do NOT have a Minimum Period. You are within your rights to cancel your subscription at any time. However, you will not be refunded for any days remaining in the month that you have cancelled.
  • After the first month, your Contract will continue unless you cancel it. You will be automatically charged for the month ahead.
  • For all Products, your Contract will continue on the latest terms (including price) until cancelled in accordance with these terms.
  • Digital Product positioning across our sites and our advertising partners’ sites varies and we do not guarantee a particular or consistent position or ranking of your advertising.
  • We’ll send you notices by email, through your bill or invoice and by SMS. Please notify us of any changes to your contact details and check your notices and bills carefully.

Our key product features are described below. Although most words with special meanings (those are the ones with capital letters) are in the Definitions section at the end of this document, to make it easier to understand the key product features, we’ve set out the most important one here:

  • An Order is the document that lists the Products you have selected, signed by you physically, electronically, or agreed to in a call. Each Order is a separate Contract that incorporates these terms.

We have many great Products, so to make things easy, this Key Features list highlights the important information about each one, for how long your Contract continues (including whether your Contract auto-renews) and the cancellation policy (including cancellation fees).

Product Type: Digital Directory Products

What’s the Minimum Period and when does it start?

No Minimum Period, and starting when your Product is made available to the public.

When will the Contract end?

We’ll keep supplying the Product to you on the latest terms and price until cancelled.

What’s the cancellation policy and what cancellation fees apply?

You can cancel at any time. Just let us know by writing, email or phone and we’ll action it within 14 days. There are no cancellation fees. Set up fees are non-refundable.

Product Type: Paperwork Generator Automation Services

What’s the Minimum Period and when does it start?

No Minimum Period, and starting when you subscribe to the Product.

When will the Contract end?

We’ll keep supplying the Product to you on the latest terms and price until cancelled.

What’s the cancellation policy and what cancellation fees apply?

You can cancel at any time. Just let us know by writing, email or phone and we’ll action it within 14 days. There are no cancellation fees. Set up fees are non-refundable.

2. Your content

We need your input to create your Products. You agree to provide us with all Content as reasonably requested and required for us to supply your Product. We may gather content that consumers would find relevant from Your Digital Assets and display it in your Product. Content means any information or material, including business name, trade name, trade mark, design, logo, photograph, illustration, graphic, artwork, text, URL, video, or other material.

You’re responsible for:

  • making sure your Content is accurate; and
  • giving us updated Content. 

We may reject, remove or change any content in a Product:

  • if you breach your guarantees and promises made below;
  • if we reasonably believe that your content will breach your Contract, contravene any law or infringe rights of third parties or is inappropriate or defamatory;
  • a regulatory body or law enforcement agency directs us to do so; or
  • as otherwise permitted under these terms.

Where possible we will provide you with prior notice before we do so.

We may syndicate some or all of your Content to Third Party Sites and sites or applications we control.

When your Contract ends or a Product is cancelled, we may retain, delete or continue to display any Content relating to it (even if you cancel your paid Product). You will still be able to update and amend your business contact details that we continue to display.

3. Our directories

To accommodate things like new Products, changes in technology and category popularity, we may make changes to a directory or any page, site or other means of displaying a Product, including:

  • the size and presentation (such as format, design, placement, order and position); and
  • headings or categories, including the availability of Products in certain headings or categories.

Except for changes to search criteria or algorithms for Digital Products, when and how we will tell you about these changes to our directories is set out below.

Search criteria and algorithm changes – we deal with many online advertisements which means we have to make changes to algorithms and search criteria from time to time. The position of a Digital Product across our sites varies. As we do not guarantee a particular or consistent position or ranking of your advertising, we will not notify you of changes to algorithms and search criteria.

4. Payment

You will be automatically charged for the upcoming month of your subscription using the credit card on file. We may invoice you in various ways, including by sending your invoice to you via email or via SMS. If you pay by credit card, you agree to pay any credit card processing fees as disclosed to you and set out in your invoice.

If your designated card cannot be charged and you fail to rectify payment within 14 days of your due date, we may:

  • charge you:
    • interest on the unpaid amounts (at the Reserve Bank’s Official Cash Rate at the time the amount was due plus 5%) from the date the amount became due until it is paid in full;
    • any dishonour fees and reasonable debt collection and legal costs we incur; and
    • a late payment fee specified on your invoice; and/or
  •  cancel or suspend any or all of the Products you purchase from us and/or cancel any or all of the Contracts you have with us.

Unless stated otherwise, all amounts or fees in relation to the Products include any GST.

5. When we will notify you of changes to our directories, terms and prices

We continuously develop and update our Products. So, we may change a directory, page, site or other means of displaying a Product or the terms and price that apply to a Product. If you have a paid Product, we will only give you notice of changes in the situations listed below.

For Digital Products, as we do not guarantee a particular or consistent position or ranking of your advertising, we will not notify you of changes to algorithms or search criteria.

—–

Change:

Changes we reasonably think may have a neutral or beneficial effect on you.

Notice:

We do not need to tell you.

Consequences: 

Your Product continues under the new terms.

—–

Change:

Changes we reasonably think may have a minor detrimental effect on most customers (including a Marginal Price Change).

Notice:

We will give you reasonable prior notice of the change, except in the case of an urgent change (such as for legal, security, fraud and technical reasons) where we will aim to give you 3 days’ prior notice, but may have to act sooner. 

Consequence:

Your Product continues under the new terms, price or functionality.

—–

Change: 

Changes that we reasonably think may have a major detrimental effect on most customers or a Non-Marginal Price Change.

Notice:

We will give you reasonable prior notice of the change except in the case of an urgent change (such as for legal, security, fraud and technical reasons) where we will aim to give you 3 days’ prior notice, but may have to act sooner. 

Consequence:

You may cancel the affected Product.

—– 

At any time, you can cancel an affected Product.

Of course, we will not increase the price of your Product without first notifying you.

6. Intellectual property: yours and ours

Your intellectual property – You grant us and our Related Companies a perpetual, royalty free licence to use, reproduce, modify, adapt, communicate to the public and sub-license the content you give us for the purposes of providing the Product and syndicating or otherwise making available any content in a Product at our absolute discretion (including via a third party’s product or service).

Our intellectual property – We (or our licensors) own all intellectual property rights in and to the Product (other than content you own) and any other content, data, reports (including reports and any advertising performance reports) or other materials produced under these Terms or in connection with any Product. If we give you data or reports, we give you a licence to use it for internal business analytical purposes only. You must not use, reproduce or do anything else with it without our prior express written consent.

7. Termination of a Contract or Product

Apart from the minimum periods and cancellation provisions set out in the Key Product list above, there are some events that give rise to different termination rights. These are set out below, together with the consequences of termination for each reason.

Events related to us

Termination Reasons:

  • We can’t perform the Contract due to a force majeure event; or
  • if required by law; or
  • if we reasonably believe that providing the Product is or may become unlawful.

Consequences:

We may immediately terminate or cancel any or all of your Products or Contracts.

We will refund any prepaid part of the price on a pro-rata basis.

—–

Termination Reason:

  • We do not intend to renew or continue your Product or Contract at the end of the current term.

Conequences:

We may, by giving you 30 or more days’ Notice, terminate your Product or Contract which will take effect at the end of the current Term.

—–

Termination Reason:

  • At any time, we do not intend to renew or continue your Product or Contract.

Consequence:

We may, by giving you 30 or more Days’ Notice, terminate your Product or Contract. 

—–

Events related to you

Termination Reason:

  • If you don’t rectify a missed payment after 14 days.

Consequences:

We may immediately cancel or suspend any or all of the Products you purchase from us and / or cancel any or all of the Contracts you have with us.

You must pay us amounts incurred before the termination date, plus any applicable cancellation fee and any other fees expressly stated in these terms.

—– 

  • You breach a material term, apart from a payment term, of any of your Contracts; or
  • you’re unable to pay your debts as they fall due; or
  • any steps are taken for your winding up, bankruptcy or liquidation, or a controller, trustee, administrator or similar officer is appointed to you or your assets.

Consequences:

We may, acting reasonably, immediately terminate or cancel any or all of your Products or Contracts.

You must pay us amounts incurred before the termination date, plus any applicable cancellation fee and any other fees expressly stated in these terms.

—– 

Termination Reason:

We reasonably believe that you are behaving inappropriately in your interactions with our employees, agents or contractors and/or creating a risk to their health or safety, and you do not stop that behaviour, or you engage in similar behaviour, after we give you Notice of our concern.

Consequence:

We may, by giving you 30 or more days’ Notice, terminate or cancel any or all of your Products or Contracts.

You must pay us amounts incurred before the termination date, plus any applicable cancellation fee and any other fees expressly stated in these terms.

—– 

Except in the circumstances described in the list under ‘Events related to us’, we may remove the Product we supplied to you, and your content.

Selling your business during the term does not automatically cancel your contract. You remain liable for all your obligations under this contract, including payment of charges, until you cancel the contract in accordance with these terms or until you and the new business owner make a successful transfer of ownership application approved by us.

8. Our promises and our limitation of liability

We’ll use due care and skill in providing the Product, but neither we nor our Related Companies promise or guarantee that your Product will be free from errors or omissions, provided to you by a particular time, or (in the case of an online Product), available continuously or on an uninterrupted basis.

To the maximum extent permitted by law (including the Australian Consumer Law), our liability for a breach of our promises is limited at our option to:

  • resupply of the Product, free of charge; or
  • paying you the cost of having the Product resupplied.

If we are unable to rely on this limitation, then our liability is limited to the Product’s price for a period of one month.

Some Products have specific limitations, so please check your Product’s special terms later in this document.

Apart from your rights under this section (and to the maximum extent permitted by law) we and our Related Companies will not be liable for any loss, damage, claim or demand incurred or made by any person arising out of or in connection with a Contract, including from provision of, or failure to provide, the Product. Nothing in these terms is intended to exclude, restrict or modify any rights you may have under the Australian Consumer Law.

9. Your guarantees and promises

You guarantee and promise to us and our Related Companies that:

  • you lawfully provide the products and/or services advertised in your Product, you provide them from or in the advertised location, and you meet any eligibility criteria that may apply to your Product;
  • You must do all the things we reasonably ask you to do to enable us to provide your Product;
  • you either own all intellectual property rights in any Content you provide to us and in the Content on Your Digital Assets, or have obtained consent from the owner of those rights to allow us to collect, use and sub-licence any Content you provide us or any Content from Your Digital Assets;
  • nothing in your Content, in your Products, or your use of those Products:
    • contravenes any laws (including the Privacy Act and the SPAM Act 2003), or incites breaches of any law, regulation, industry code, or guideline;
    • infringes the rights of any third parties;
    • breaches any of your Contracts, your obligations to any third party, our privacy policy or relevant Third Party Terms;
    • is inappropriate, defamatory, obscene, otherwise unsuitable for minors, misleading or deceptive (or likely to be), or promotes violence or criminal activity; or
    • adversely affects our or our Related Companies’ reputation;
  •  your Content is free of “worms”, “viruses” and other disabling devices;

You agree to indemnify us and our Related Companies against all claims, damages, costs, penalties, and liabilities of any nature (Loss) caused directly or indirectly by your:

  • breach of the guarantees and promises given by you; and
  • appointment of us as your agent for any purpose specified in this Contract, but not to the extent that any Loss is caused by or contributed to by our wrongful act or breach of contract.
10. Confidentiality and privacy

Confidentiality

All information of a confidential nature we disclose to you under a Contract is confidential and must not be disclosed by you (or your employees, officers, advisers or contractors) to any third party, except for the purposes of the Contract, unless such information:

  • is already known by you;
  • has been lawfully obtained by you from another source;
  • becomes publicly known other than by your unauthorised disclosure; or
  • must be disclosed pursuant to any obligation you have at law.

Privacy

You consent to the collection, use and disclosure of Personal Information on the terms set out in our Privacy Policy.

Except for tracking tools authorised by us, your content must not include any mechanism that enables the collection of Personal Information.

You must comply with the Privacy Act and the SPAM Act 2003 (Cth) when using our Products.

Check here if you are unsure about your Spam obligations.

Our key methods of communication are:

  • by email;
  • through notices on our website; and
  • by SMS.

As technology changes, we may adopt other methods of communication, but we will notify you of these changes before we adopt them.

To ensure that we can contact you, it is essential that you notify us of changes to your contact details, including your phone number and email address. Please also make sure that you check your email and bills regularly.

If we send you emails, you’re deemed to have received any email we’ve sent to the email address you have provided to us to contact you. If we receive an automated email non-delivery notification from your email account, we’ll make reasonable attempts to contact you by other methods. If we leave you a voicemail, please call us back promptly.

11. Reports

We and our Related Companies may use the data and reports we generate for you for any purpose, such as identifying you and your participation in our Products.

You acknowledge that:

  • reports we provide to you may not contain complete data for the reporting period; and
  • we may not be able to report on Product performance on Third Party Sites as this depends on data from third parties.
12. Product Specific Terms

Distributor Profile / Landing Page Products

If you have a Distributor Profile / Landing Page Product, you have to do all the things we reasonably ask you to do to enable us to provide the Product.

We’ll create the landing page as we see fit using relevant content, including from your website. 

If you have a Distributor Profile. / Landing Page Product, we may include in it:

  • links to and content from Third Party Sites that we reasonably consider relevant to you; and
  • cookies, widgets, gadgets, tiles, pixels, and other tools that enable us to assess the efficiency of your Product, and/or that assist end-users to interact with Third Party Sites or with you.

You agree that to carry out these activities, you:

  • authorise us to accept Third Party Terms on your behalf and agree to be bound by those terms.

User generated content, such as ratings and reviews can be a great help to your advertising.

We may include user-generated ratings and reviews in your Product. Neither we nor our Related Companies are responsible for, or under any obligation to remove reviews on your business listing.

For your convenience, we may include a link to a generic privacy policy on your Landing Page Product which explains how personal information is managed, including personal information collected and used on the applicable landing page. We do not represent that any privacy policy we provide will comply with all of your obligations under law for your specific business, industry or location, and we may not update such privacy policy when there are changes in laws, rules, regulations, best practices, and other requirements. You agree that you remain solely responsible for your compliance with the provisions of such privacy policy and all applicable Laws.

We (or our licensors) own all rights, including intellectual property rights in and to any advertisements produced by us and any other materials created or provided by us including Publisher Accounts and Selected Keywords for use in an advertising campaign, advertisements or in connection with any Product.

13. Other important terms

Only we may assign or novate our rights and obligations under a Contract and we don’t need your consent to do so.

Each Contract is governed by the laws of the New South Wales, Australia.

Each Contract constitutes the entire agreement between you and us and supersedes all other agreements between you and us relating to its subject matter.

If any of the terms of a Contract are invalid, unenforceable or illegal, that term will be struck out and the remaining terms will remain in force.

Definitions

Australian Consumer Law means Schedule 2 to the Australian Competition and Consumer Law Act 2010 (Cth).

Contract means the terms and conditions (including these Customer Terms and the terms included on your Order) on which we supply any Product to you.

Digital Directory Product means any Product based upon the enagicwater.com.au Distributor Directory, including the Free Listing, Premium Profile or ELITE Membership.

Marginal Price Change means an increase no greater than CPI plus 4% in a 12 month period.

Non-Marginal Price Change means a price change that is not a Marginal Price Change.

Paid Ads means any paid ads offered on Third Party Sites and/or on sites or applications owned and operated by us.

Paperwork Generator Automation Services means any automation created, operated and maintained by Us for the purpose of completing a Customer’s order for an Enagic product.

Personal Information has the meaning given in the Privacy Act. 

Privacy Act means the Privacy Act 1988 (Cth).

Product means any advertising or marketing product that we offer from time to time on a paid or free basis.

Related Company means Related Body Corporate, as that term is defined in the Corporations Act 2001 (Cth).

Targeted Solutions means a bundle of Products named as such on your Order.

Third Party Terms means the terms of Third Party Sites that we distribute your content to, or that we link to or integrate with a Product, (which may include online media and social networking sites such as Facebook’s terms and conditions at www.facebook.com/legal/terms).

Third Party Site means a website, mobile site or application not maintained or controlled by us or our Related Companies.

We, our or us refers to enagicwater.com.au or Rhubarb Group Pty Ltd (ABN 58 653 651 855.

Your Digital Assets means Your Website and any social media and Google My Business pages that we identify as used in connection with your business, and does not need to be owned by you.

Your Website means any website that we identify as used in connection with your business, and does not need to be owned by you.