Terms and Conditions

Definitions

Account has the meaning given to it in clause 4.4;

Agreement means these terms and conditions;

App means the Coo-e mobile application;

Coo-e, we, our or us means Coo-e App Pty Ltd ACN 618 633 373 and its Related Bodies Corporate;

Coo-e Content has the meaning given to it in clause 14.1;

End-User means users who are not Organisations;

Fee has the meaning given to it in clause 6.1;

End-User Subscription has the meaning given to it in clause 4.2;

Intellectual Property Rights has the meaning given to it in clause 13.4;

Message Content has the meaning given to it in clause 13.1;

Organisation means an organisation or group, including not-for-profit, community and sporting groups, schools, businesses, associations or corporations, that obtains an Organisation Subscription;

Organisation Subscription has the meaning given to it in clause 4.3;

Password has the meaning given to it in clause 4.4;

Payment Provider has the meaning given to it in clause 6.5;

Personal Information has the meaning given to that term in the Privacy Act 1988 (Cth);

Push Notifications mean notifications generated by the App on the user’s mobile device and include alerts, badges, banners and sounds;

Related Body Corporate has the meaning given to that term in the Corporations Act 2001 (Cth);

User, you, or your means users of the App under this Agreement; and

Subscription means End-User Subscription or Organisation Subscription.

Your acceptance
1. 1. This Agreement sets out the terms on which Coo-e permits users to access, use and upload content to the App.
    By clicking “I consent to the Terms and Conditions” or installing and using the App you agree to be bound by this Agreement. If you click “I do not agree with the Terms and Conditions” with the terms of this Agreement, you are not entitled to use the App and you must cease using the App and uninstall the App from your mobile device.
  2. You must be 18 years old or more and live in Australia in order to use the App.
  3. Coo-e may from time to time, without notice, modify, change or update the App. In the event of any such modification, change or update, Coo-e does not represent that any feature or functionality of the App will remain.
  4. Coo-e may from time to time review and update this Agreement including to take account of new laws, regulations, products or technology. Your use of the App will be governed by the most recent Agreement made available via the App. By continuing to use the App, you agree to be bound by the most recent Agreement. It is your responsibility to check the App regularly for updated versions of the Agreement.
Licence
1. Subject to, and in accordance with, this Agreement, Coo-e grants you a non-exclusive, royalty free, revocable, and non-transferable licence (without the right to sub-licence) to install and use copies of the App on your personal mobile device in machine executable object code form solely for sending and receiving Message Content for your Organisation’s purposes.
2. You are not entitled to install and use the App for purposes connected to:
  1. critical or life-threatening circumstances;
  2. health and/or therapeutic services; or
  3. advertising, marketing or promoting any goods or services.
3. You are not entitled to install and use the App outside of Australia.
Registration of Accounts and Subscriptions
1. The App aims to be a resource for:
  1. End-Users, including members, stakeholders or customers of Organisations to receive messages and notifications from Organisations; and
  2. Organisations to send messages and notifications to a specific audience of End-Users.
2. An end-user subscription enables End-Users to receive notifications from Organisations and, subject to Organisations’ Subscriptions, send notification receipt confirmations to Organisations (End-User Subscription). An End-User Subscription is provided free of charge and is ongoing until this Agreement is terminated in accordance with clause 18.
3. An organisation subscription enables Organisations to upload Message Content and send notifications to End-Users (Organisation Subscription). There are different types of Organisation Subscriptions with different functionalities and features, which are set out on the Coo-e website.
4. In order to access the features and functionalities of the App you will have to register as an End-User or Organisation via the Coo-e website by creating an account (Account) and by providing all of the information required, including by entering an Account password (Password), at registration.
5. Coo-e will offer a separate service for Organisations to authenticate their accounts for a fee. This service will verify the authenticity of your Organisation’s official account.
6. When creating your Account, you may be asked to provide your personal details, (including phone number and email), or connect your Account with your Facebook, Twitter or Google accounts. This information will assist us in providing the services associated with the App to you.
7. You warrant that all information and data provided by you in the registration of your Account is accurate, complete and up to date. You will promptly inform Coo-e if there is any change to this information or data. You warrant that if you sign up for an Organisation Subscription, you are the Organisation named in the Subscription and have the authority to subscribe on its behalf.
8. You may elect to change the Password at any time using the facility provided on the App. You must immediately change your Password if it becomes lost, inoperable or used in an unauthorised manner.
9. If you are uploading Message Content which involves or contains images of or references to a person(s), you warrant that the person is aware and has consented to the use of that Message Content in accordance with this Agreement.
10. You will be fully responsible for all acts and omissions of any person using your Password and Account, as if they were your own acts and omissions. You agree that you will not share, disclose, or permit disclosure of, your Password, let anyone else access your Account or do anything that would risk the security of your Account. Coo-e will not in any event be liable for any loss, damage, claims, costs or expenses arising out of the use or misuse of your Password and Account, and you will indemnify Coo-e against all loss, damage, claims, costs or demands in this regard.
11. You must notify us immediately if you become aware of any unauthorised access or use of your Account.
12. You agree that if we disable or terminate your Account for any reason, you will not create another one without our permission, whether through the use of your own personal details or those related to you or created by you.
13. We reserve the right to refuse registration of any Account, at our sole discretion.
14. If you are an Organisation, your registration (and your applicable Subscription) may be terminated if your Message Content involves:
  1. any of the prohibited uses as set out in clause 7; or
  2. is otherwise deemed inappropriate in our absolute discretion.
Push notifications
1. The App is enabled to allow Organisations to use Push Notifications to send messages to you.
2. During installation of the App on your mobile device, the App will ask you whether you would like it to send you Push Notifications.
3. If you choose to receive Push Notifications, the App will generate Push Notifications on your mobile device. You acknowledge and consent to receive these Push Notifications, subject to clause 5.4 below.
4. You may choose to stop receiving Push Notifications by deactivating the push notifications in the settings in your mobile phone.
5. Push Notifications will be stored on the App for 30 days before they are deleted by Coo-e.
Fees
1. If you are an Organisation, in consideration of Coo-e granting the licence set out in clause 3 to you, pursuant to this Agreement, you must pay Coo-e the fees in accordance with your applicable Subscription (Fee).
2. All currency references and transactions are processed in Australian dollars.
3. We reserve the right to vary the Fee in our absolute discretion without notice.
4. The Fee is inclusive of goods and services tax and all other taxes, duties and charges imposed or levied in Australia in connection with the supply of goods or services.
5. Payment of the Fee is required to be made via facilities provided by such payment provider as made available to you on the App (Payment Provider), where available. Your use of the Payment Provider’s system is subject to any relevant user agreements and privacy policies of the Payment Provider.
6. When submitting your credit card or other payment information on our website you represent:
  1. that you are properly authorised to use the credit card or other payment method for your Subscription;
  2. the information you provide is true, correct and complete;
  3. any fees or charges incurred by you will be honoured by your credit card company or other payment provider; and
  4. you will pay all charges incurred by you at the listed prices, including any applicable taxes.
7. We reserve the right at our discretion to cancel any payment if it appears fraudulent in any way, and we may notify the card holder and the relevant authorities.
8. Your credit card information may be retained by the Payment Provider for the purpose outlined in clause 6.9 below.
9. If you choose the monthly or annual renewal option, you authorise the Payment Provider to use your credit card details to renew your Subscription automatically on a monthly or annual basis.
10. If this Agreement is terminated, your Subscription will not be automatically renewed and you will be able to use the App until the end of the already paid Subscription period.
11. We may update or change our payment policies at any time without prior notice to you.
12. In this clause, the expressions Consideration and GST have the meanings given to those expressions in A New Tax System (Goods and Services Tax) Act 1999 (Cth).
13. Unless otherwise expressly stated, all prices or other sums payable or Consideration to be provided under or in accordance with this Agreement are exclusive of GST.
  1. Prohibited uses
    1. You agree that in accessing and using the App, you will not engage or attempt to engage in any activities that:
14. 1. 1. 1. violate any applicable local, state, federal or international law including, without limitation the Spam Act 2003 (Cth), Copyright Act 1968 (Cth), principles of law or equity established by decisions of courts and statutes, regulations or by-laws of the Commonwealth of Australia, or any State or Territory of the Commonwealth of Australia or a government agency;
      2. result in the placement, posting, uploading of, linking to, sending, storing or otherwise communicating or distributing in any way:
        
        content (including Message Content) that is, or may reasonably be, classified “RC” or “X18+” by the Australian Government Classification Board (formerly the Office of Film and Literature Classification) based on criteria contained in the Classification (Publications, Films and Computer Games) Act 1995 (Cth), the Classification Code and the Guidelines for the Classification of Films and Computer Games 2005;
        
        content that contains pornography or actual, implied or simulated sexual activity, excessive or sexual violence, detailed instruction in crime, racial or sexist opinions or slurs, or that is likely to incite discrimination, hate or violence towards a person or group because of their race, religion, gender, sexuality or nationality, likely to be considered unsuitable for minors (without using appropriate and clear warnings), enables a minor to access material inappropriate for a minor, establishes, or attempts to establish, contact with a minor otherwise not known to you or content that is otherwise (or we deem) inappropriate, defamatory, abusive, profane, infringing, obscene, indecent, or unlawful material or information; or
        
        any content that promotes, incites or provides information concerning self destructive behaviours or activities or disparages, defames, vilifies, criticises any individual or group of individuals or could adversely affect the reputation or character of a person;
      3. violate the rights of any third party including, without limitation abusing, stalking, threatening or otherwise, infringement of copyright, trademark, or other intellectual property right, misappropriation of trade secrets, confidential information, electronic fraud, invasion of privacy, pornography, obscenity or libel;
      4. interfere with or disrupt any other third parties (including other users of the App), equipment, functions or features or the App;
      5. introduce or allow the introduction, transmission, distribution or uploading of any, virus, worm, trojan horse, zombie, keylogger, time bomb, cancelbots, Easter eggs, spyware, mail bombing, flashing, spamming, flooding, or other potentially harmful programs, materials, information or malicious code into the App or any related network;
      6. use any robot, spider, site search/retrieval application or other manual or automatic device or process to retrieve, index, “data mine” or in any way reproduce or circumvent the navigational structure or presentation of the App;
      7. involve distribution of unsolicited advertising or chain letters, repeated harassment of other users or third parties, impersonating another user, falsifying a user’s network identity for improper or illegal purposes, gaining unauthorised access to any parts of the App, sending unsolicited bulk emails or calls, continuing to send someone email after being asked to stop and using a network to gain unauthorised entry to any other machine accessible via a network;
      8. involve the unauthorised use of any machine or network, denial of service attacks, falsification of header information or user identification information, monitoring or scanning the networks of others;
      9. gain unauthorised access to the App;
      10. disrupt, impair, alter or otherwise interfere with the functions, features, or the App;
      11. improperly display any TCP/IP packet header or part of the header information in any email or other postings;
      12. express or imply that statements you make are endorsed by Coo-e, without Coo-e’s prior written consent;
      13. modify, adapt, decompile, reverse engineer, disassemble or otherwise reduce the App to a human-perceivable form;
      14. remove any copyright, trademark or other proprietary rights notices contained in the App;
      15. harvest or collect information about the App’s users without their express consent;
      16. include selling, modifying, displaying, distributing or otherwise using any Coo-e Content, in whole or in part, for any public or commercial purpose without Coo-e’s prior written consent, marketing, advertising or promoting goods or services, collecting and using any product lists or pricing for the benefit of other merchants, or re-selling, sublicensing or translating the App;
      17. use any meta-tags or any other “hidden text” utilising Coo-e’s name without Coo-e’s express written permission; or
      18. impersonate or falsely claim to represent a person or organisation.
Wireless carrier charges and availability
1. You acknowledge and agree that by using the App you may incur charges from your usage of data over the internet and that any such charges will be your sole responsibility.
2. Coo-e does not promise you that you will have uninterrupted or error-free access to and use of the App or Message Content.
Denial of access
1. Coo-e may at any time deny all or part of your access to the App where in Coo-e’s opinion you fail to comply with this Agreement, or otherwise suspend your access to the App without being obliged to give you a reason. You acknowledge and agree that Coo-e is under no obligation to retain the Message Content and that Coo-e may:
  1. 1. delete any Message Content; and
    2. discontinue your access to the App.

Access and communication
1. The App requires, among other things, network services to operate.
2. Coo-e does not guarantee the delivery of communications over the internet as such communications rely on third party service providers. Electronic communication (including electronic messaging) is vulnerable to interception by third parties and Coo-e does not guarantee the security or confidentiality of these communications or the security of the App.
3. Coo-e does not provide, and has no control over, communications, networks or services, the internet or other technology required or used across the App and accepts no responsibility for any direct or indirect loss in any form associated with them, whether due to congestion, technical malfunction, viruses or otherwise.
Privacy
1. You consent to our use of any Personal Information you provide us in accordance with this Agreement and our Privacy Policy.
2. To the extent of any inconsistency between any part of this Agreement, and our Privacy Policy, the terms and conditions in this Agreement will prevail.
Google Analytics
1. This App uses Google Analytics which anonymously tracks and reports on users’ activity inside of the App. Coo-e uses reports provided by Google Analytics to help better understand how users engage with the App. None of the information collected by Google will be personal information. Further information on how Google uses the data collected through Google Analytics is set out at https://www.google.com/policies/privacy/partners.
2. By using this App you consent to the collection and processing of data collected from the App by Google in the manner described in Google’s Privacy Policy set out at http://www.google.com/policies/privacy.

Message Content

1. When you use the App, subject to clause 7 you may upload pictures, photographs, graphics, information, commentary, content, communication, text or other material to the App (Message Content).
2. Any Message Content you upload to the App:

1. 1. may be accessed and viewed by other users of the App; and
  2. can be used by us in accordance with the licence terms set out in clause 13.5.

1. You agree to be solely responsible for any Message Content that you upload to the App. You warrant and represent that any Message Content you upload to the App will not violate this Agreement.
2. For the purposes of this Agreement, the term “Intellectual Property Rights” means all rights in respect of registered and unregistered copyright, patents, designs, trade marks, confidential information and circuit layout rights.
3. You retain all Intellectual Property Rights in the Message Content you upload to the App. By uploading the Message Content, you grant us a perpetual, non-exclusive, royalty free, irrevocable, transferable and worldwide licence (including the right to sub-license) to use, adapt, copy, communicate, reproduce, modify, display, exploit, publish, re-distribute, broadcast, transmit, create derivative works from and incorporate in other works, at any time in the future in any form and for any purpose (including but not limited to promotion or advertising use in the future).
4. You consent to your Message Content being altered, edited or adapted by us for any reason including to ensure your Message Content does not infringe this Agreement. To the extent that you have any moral rights (pursuant to the Copyright Act 1968 (Cth)) in the Message Content, by agreeing to this Agreement, you provide an irrevocable and unconditional consent in favour of us, our successors, assignees, licensees and any other person authorised by any of them to use, modify or deal with your Message Content (whether or not currently in existence) to:

1. 1. perform, exhibit, reproduce, adapt and communicate any part of your Message Content in any medium and anywhere in the world without attributing you or any other person as an author of or contributor to that Message Content;
  2. do any act or omission that would constitute a derogatory treatment of your Message Content;
  3. make any use of your Message Content that may falsely attribute authorship of the Message Content to another person;
  4. delete or adapt or change any of your Message Content in any way, including by addition to or subtraction from your Message Content; or
  5. combine or juxtapose your Message Content with anything else.

1. Where the Message Content uploaded by you to the App contains material from third parties, you warrant that you have obtained the moral rights consents described in clause 13.6 from such third parties.
2. We may access or examine any Message Content and at our discretion monitor, move, remove, block, modify, edit, refuse to upload or disable access to Message Content which we consider, in our sole discretion, to breach any law or this Agreement or to be otherwise unacceptable.
3. You acknowledge that we:
  1. have no responsibility or liability for the deletion or failure to store any Message Content uploaded by you or any other user on the App; and
  2. are not responsible for any Message Content uploaded to the App by you or any user nor under any obligation to monitor, move, remove, block, modify, edit, refuse to upload or disable access to it.
4. You represent and warrant that:
  1. you own the Message Content or have the necessary licences, rights, consents and permissions to publish the Message Content you upload on the App;
  2. you have the right and power to grant the licence contained in clause 13.5 to us;
  3. the Message Content uploaded by you will not infringe the Intellectual Property Rights of any third party; and
  4. you will not upload Message Content that will cause you to breach this Agreement.
5. You understand that we do not guarantee any confidentiality with respect to any Message Content you upload to the App.
Coo-e Content and trade marks
1. Except in relation to Message Content, all Intellectual Property Rights in the App and all components of it (including, but not limited to, any information, photos, text, or other material transmitted, communicated or otherwise provided by Coo-e (Coo-e Content)) are owned or licensed by Coo-e.
2. The App displays trade marks, logos, service names and trade names of Coo-e or third parties which may be registered or otherwise protected by law. You are not permitted to use any trade marks, logos, service names and trade names appearing in the App.

Infringement of Intellectual Property Rights
1. You acknowledge and agree that we are under no obligation to take legal action in relation to commencing, defending, enforcing, settling or compromising (as appropriate) any infringement, claim or action relating to your Intellectual Property Rights in Message Content or Coo-e Content.
2. If you become aware of any infringements or suspected infringements by any third party of any Intellectual Property Rights in the App, you must immediately notify us and must, at our request and expense, take such action as we may reasonably deem appropriate to protect our Intellectual Property Rights.
3. If you become aware of any actual or potential claim which may be made against us or you alleging that the App infringes any third party’s Intellectual Property Rights, you must immediately notify us of that claim.
Warranties, consumer guarantees and limitation of liability
1. Subject to clause 16.2, any representation, warranty, condition, guarantee or undertaking that would be implied in this Agreement by legislation, common law, equity, trade, custom or usage is excluded to the maximum extent permitted by law.
2. Nothing in this Agreement excludes, restricts or modifies any consumer guarantee, right or remedy conferred on you by the Australian Consumer Law being Schedule 2 to the Competition and Consumer Act 2010 (Cth) (ACL) or any other applicable law that cannot be excluded, restricted or modified by agreement.
3. To the fullest extent permitted by law, the liability of Coo-e for a breach of a non-excludable guarantee referred to in clause 16.2 is limited, at Coo-e’s option, to:
  1. in the case of goods supplied or offered by us, any one or more of the following:
    1. the replacement of the goods or the supply of equivalent goods;
    2. the repair of the goods;
    3. the payment of the cost of replacing the goods or of acquiring equivalent goods; or
    4. the payment of the cost of having the goods repaired; or
  2. in the case of services supplied or offered by us:
    1. the supplying of the services again; or
    2. the payment of the cost of having the services supplied again.
4. Subject to clause 16.2, Coo-e will not be liable to you for any indirect, incidental, special or consequential loss or damage, loss of profits or anticipated profits, economic loss, loss of business opportunity, loss of data, loss of Message Content, loss of reputation or loss of revenue (irrespective of whether the loss or damage is caused by or relates to breach of contract, tort (including negligence), statute or otherwise) arising in connection with the App, Coo-e Content, all links to or from the App or the goods and services advertised or referred to on the App.
5. Subject to clause 16.2, to the maximum extent permitted by law, the maximum aggregate liability of Coo-e for all proven losses, damages and claims arising out of or in connection with this Agreement or a supply under this Agreement, including liability for breach, in negligence or in tort or for any other common law or statutory action, is limited to the sum of $100.
Indemnity
1. You fully indemnify Coo-e, its officers, agents and employees in respect of all loss, damage, costs, expenses (including legal fees on a full indemnity basis), fines, penalties, claims, demands and proceedings howsoever arising, whether at common law (including negligence) or under statute, in connection with any of the following:
  1. any breach of this Agreement by you;
  2. your use of the App;
  3. Message Content you post to the App; or
  4. without limiting the foregoing, any claim that your use of the App, Coo-e Content or Message Content infringes the rights of any person (including without limitation, Intellectual Property Rights, rights in respect of privacy, defamation, confidentiality, breach of contract and other personal and proprietary rights).
2. You agree to give full cooperation and provide Coo-e with reasonable assistance in conducting the defence of such a claim.
Termination
1. Without prejudice to any other rights, Coo-e may at any time terminate this Agreement for any reason (including due to your breach or alleged breach of this Agreement) in its sole discretion and without prior notice.
2. In such event, you must delete all copies of the App that are on any mobile devices, on your computer or are otherwise in your possession or control.
3. You may terminate this Agreement at any time by destroying all copies of the App and related documentation in your possession or under your control.
4. All licences granted by you, and any indemnities given by you and any limitations of our liability survive such termination.
International Use
1. We make no representation or warranty that any competition, offering or content accessible through the App are appropriate or available for use in locations outside Australia.
2. You are not authorised to access the App from any location outside of Australia or where doing so would be illegal, nor are you authorised to use the App to send messages outside of Australia.
Minimum terms required by Apple
1. If you have obtained the App via Apple’s App Store, this clause 20 applies.
2. You acknowledge and agree that:
  1. this Agreement is concluded between you and Coo-e, and not Apple, Inc. (Apple);
  2. Coo-e, and not Apple, is solely responsible for the App;
  3. the licence granted to you under clause 3 is subject to Apple’s Usage Rules set out in the App Store Terms and Conditions set out at http://www.apple.com/legal/internet-services/itunes/au/terms.html#APPS, except that the App may be accessed and used by other accounts associated with you via Family Sharing or volume purchasing;
  4. Apple has no responsibility whatsoever to furnish any maintenance and support services with respect to the App;
  5. in the event of any failure of the App to conform to any applicable warranty, you may notify Apple and Apple will refund the purchase price you paid for the App;
  6. to the maximum extent permitted by applicable law, Apple will have no other warranty obligation whatsoever with respect to the App;
  7. Apple is not responsible for any claims that you have arising out of your use of the App;
  8. any other claims, losses, liabilities, damages, costs or expenses attributable to any failure to conform to any warranty will be Coo-e’s sole responsibility;
  9. Coo-e, not Apple, is responsible for addressing any claims by you or any third party relating to the App or your possession and/or use of the App, including, but not limited to: (i) product liability claims; (ii) any claim that the App fails to conform to any applicable legal or regulatory requirement; and (iii) claims arising under consumer protection, privacy, or similar legislation, including in connection with the App’s use of the HealthKit and HomeKit frameworks;
  10. Apple will have no responsibility whatsoever for the investigation, defence, settlement or discharge of any third-party claim that your possession and use of the App infringes that third party’s intellectual property rights; and
  11. Apple and its subsidiaries are third party beneficiaries of this Agreement and, upon your acceptance of this Agreement, Apple will have the right (and will be deemed to have accepted the right) to enforce this Agreement against you as a third party beneficiary.
3. You represent and warrant that:
  1. you are not located in a country that is subject to a US Government embargo, or that has been designated by the US Government as a “terrorist supporting” country; and
  2. you are not listed on any US Government list of prohibited or restricted parties.
4. You must comply with applicable third party terms of agreement when using the App.
Jurisdiction and governing law

This Agreement is governed by and must be construed in accordance with the laws of the State of Victoria, Australia. You submit to the exclusive jurisdiction of the courts of that State and the Commonwealth of Australia in respect of all matters arising out of or relating to this Agreement, its performance and subject matter.

Severability

Each provision of this Agreement is severable from the others and no severance of a provision will affect any other provision.

Waiver

You may not rely on the words or conduct of Coo-e as a waiver of any right unless the waiver is in writing.

Entire agreement

This Agreement represents the entire agreement between you and Coo-e concerning the subject matter of this Agreement and it supersedes any prior proposal, representation, or understanding between the parties.

Contacting us

If you have questions, complaints or claims about the App, this Agreement, or the Privacy Policy, please contact Janelle Donnelly, Managing Director by phone on +61 458 521 742, by email at janelle.donnelly@cooeapp-a31bce.ingress-baronn.easywp.com or write to us at 79 Glen Druitt Road, Mt Macedon, VIC Australia 3441