TERMS AND CONDITIONS

BuyStyle® Terms and Conditions – Member (User)  Agreement

Welcome to BuyStyle®. By using BuyStyle®, and signing up as a Member, you agree to be legally bound by these Terms and Conditions of Use (the “Terms and Conditions”, “T&C”), including those terms and conditions incorporated by reference. Please read these Terms and Conditions carefully.

If you do not accept these Terms and Conditions, you may not use the BuyStyle® service. BuyStyle® may revise these Terms and Conditions at any time by updating this posting. You should visit this web page periodically to review the Terms and Conditions, because they are binding on you. In these Terms and Conditions, all services provided by and related to BuyStyle®, and all text, images, photographs, user interface, “look” and “feel”, data and other content included at BuyStyle.net from time to time (including, without limitation, the selection, coordination and arrangement of such content) are sometimes referred to as the “Web Site” and/or “Service.” BuyStyle® is owned and operated by Emma Warwick Pty Ltd (ACN 128 764 278) and Youseme Pty Ltd in Partnership (ACN 119 172 986). Australian Companies trading as BuyStyle (ABN 99 789 058 854).

You acknowledge and agree that BuyStyle® shall have the right (but not the obligation) in its sole discretion, to pre-screen, refuse or remove any project and/or user provided content that violates these Terms and Conditions or is otherwise objectionable, including, without limitation, projects or content that is illegal, obscene, indecent, defamatory, incites religious, racial or ethnic hatred, or violates the rights of others. Activity that is brought to our attention, which appears in our sole judgment to violate the law, will be brought to the attention of the proper authorities. You acknowledge, consent and agree that BuyStyle® may access, preserve, and disclose your account information and content if required to do so by law or in a good faith belief that such access preservation or disclosure is reasonably necessary to: (a) comply with legal process; (b) enforce these Terms and Conditions; (c) respond to claims that any content violates the rights of third-parties; (d) respond to your requests for customer service; or (e) protect the rights, property, or personal safety of BuyStyle®, its users and the public.

1. User Eligibility
User acknowledges and agrees that the System is available only to persons aged 18 years old and over. User represents and warrants that he/she is 18 years old or over.

2. BuyStyle® Service Generally
(a) Description.
 The BuyStyle® Service is an online offering where individuals or entities that have signed up with BuyStyle® as Members (each, a “Member”) can post specific story profiles, including illustrative samples or other media (each, a “Profile’, “Story Profile”), and obtain a style kit (each, a “Style Kit”) to those Profile   from Stylists retained by BuyStyle® (“Stylists”). BuyStyle® will provide you, as a Member, the Service according to the Style Kit you have chosen.

(b) Story Profile, Style Kits
 You are solely responsible for preparing and posting a detailed Story Profile to the Web Site, including providing samples illustrating your Profile and any relevant deadlines.
For each Style Kit to a Profile that you want to receive, a term and condition sheet (a “Term Sheet”) will be generated that will contain, and be subject to, the terms and conditions you have established in the Story Profile.  BuyStyle® is under no obligation to review a Story Profile or Term Sheet for any purpose, including accuracy, completeness of information, quality or clarity. However, BuyStyle® shall do it’s best to  notify members of any obvious discrepancies.

(c) Style Kits.
When BuyStyle provides you with a Style Kit, you are responsible for reviewing the Kit. If you fail to  inform BuyStyle within 72 hours that the Kit is not reasonably responsive to the related Story Profile, you will be deemed to have accepted the Kit. If you notify BuyStyle® that you think a Kit is not reasonably responsive to the related Story Profile, you shall then submit to the Web Site a Revised Story Profile  containing information regarding amendments or modification to be made to the initial  Profile.  After you provide BuyStyle®  with a Revised Profile, BuyStyle® will consider providing  you with supplements to your Style Kit that conform to the additional criteria you requested. BuyStyle® is not responsible for the content of Style Kits developed to the extent that such Style Kits are prepared to conform to your Story Profile and Revisions.

d) Member Accounts.
When you register for the Service, you must pay for the Service via credit card, or other payment method expressly authorized by BuyStyle®. You will be charged for the Style Kit you have selected. If you pay by credit card, you will be required to provide a valid credit card number and credit card billing address when registering as a Member. BuyStyle® will e-mail you a receipt for the transactions in which you are involved. Our fee policy for Members may change and we may decide to impose additional fees on Members at any time; however, such additional fees will not apply to projects submitted before BuyStyle®  implements any such change in fees.

3. User Warranties

3.1 Member agrees that it will:
(a) not use the Site for illegal purposes including without limitation by posting to the Site information encouraging conduct that would constitute a criminal offence;
(b) not use any feature of the Site to send unsolicited commercial e-mails to Members, whether individually or as a group;
(c) not copy, translate, reproduce, communicate to the public, adapt, vary or modify anything on the Site without BuyStyle’s prior written consent;
(d) not use anything on this Site for or in connection with any business or enterprise (whether for profit or otherwise) and in particular in any enterprise of a service which is in competition with BuyStyle®;
(e) not post to the Site or otherwise propagate material of any kind which contains computer worms, viruses or other types of malicious or harmful programs;
(f) not take any action that imposes an unreasonable or disproportionately large load on BuyStyle® ’s infrastructure;
(g) not damage, modify, interfere with, disrupt or destroy the files, data, passwords, devices or resources that belong to BuyStyle® or do anything that compromises the security of the Site;
(h) not use the Site to engage in misleading or deceptive on-line marketing practices;
(i) not use the Site to transmit junk mail, spam, chain letters or engage in other flooding techniques or mass distribution of unsolicited e-mail; or
(j) provide BuyStyle® with complete and accurate contact details when using the System enabling Providers to contact Member as requested.

4. BuyStyle’s Reservation of Rights

4.1 BuyStyle reserves the right to:

(a) remove or refuse to post any information and/or materials (in whole or in part) that it, in its sole and absolute discretion, regards in any way objectionable or in violation of any applicable law or this Agreement without notice to Member; and
(b) modify or discontinue any services BuyStyle offers at any time without notice or liability to Member.

5. Intellectual Property

5.1 All intellectual property rights in information, data and materials used or appearing on the Site including (without limitation) all software, tools, know-how, equipment or processes, trade marks, logos and other materials shall remain the sole and exclusive property of BuyStyle® or its licensors. Member acknowledges and agrees that it shall not acquire any rights, title or interest in or to any of BuyStyle’s intellectual property rights.

5.2 To the extent that Member submits any information or material to BuyStyle relating to a story profile or for otherwise posting on the Site, Member automatically grants BuyStyle® a licence to use the information or material for the purpose for which it is provided.

6. Disclaimer and Acknowledgments

6.1 BuyStyle® provides  supplier and product details on an ‘as is’ basis and without any warranty, express, implied or statutory as to the quality, efficacy, reliability or other attribute or characteristic of any product or supplier.

6.2 To the fullest extent legally possible, BuyStyle® excludes any representation or warranty concerning the System, the Site or any third party Site referred to or connected via the Site.

6.3 Without limiting the foregoing, Member acknowledges that:

(a) BuyStyle® does not check the truth or currency of the material or information that suppliers provide or make available to it;
(b) BuyStyle® does not control, endorse, approve or warrant to the Member the merchantability or fitness for any particular purpose of any of the goods or services of third parties referred to at the Site or whose identities become known to Member as a result of using the System or otherwise;
(c) BuyStyle® does not warrant to the Member that anything on the Site or any third-party Site referred to or connected via the Site is accurate, complete or up to date and makes no performance warranty whatsoever concerning anything on or implied from them;
(d) Member should satisfy itself through its own enquiries as to the condition or suitability of any Product,  Services or any other goods and/or services supplied, offered by or recommended by on behalf of a stylist. Member agrees to consult professionals for advice that is specifically tailored to User’s particular circumstances;
(e) BuyStyle® does not offer professional advice on the fitness of any goods, services or information supplied by any third parties including stylist;
(f) BuyStyle® does not warrant to the User that the Site or any information or communication it provides is or will be reliable, timely, error or fault free, complete or accurate;
(g) the Site may experience interruptions and access difficulties from time to time and that BuyStyle® will not be responsible for such interruptions or access difficulties; and
(h) BuyStyle® shall not be liable for any loss or damage whether directly or indirectly incurred by User or any third person as a result of any failure or delay in BuyStyle® doing any thing, including, but not limited to transmitting any information to User or removing any information from the Site.

6.4 User agrees that BuyStyle and all affiliates and related entities of BuyStyle® have no responsibility for the legality of the actions of other users.

7. Limitation of Liability

7.1 To the extent permitted by law BuyStyle® excludes all liability to the User or any other person for any loss claim or damage (whether arising in contract, negligence, tort, equity or otherwise for any loss, whether it be consequential, indirect, incidental, special, punitive, exemplary or otherwise, including, without limitation any loss of profits, loss or corruption of data or loss of or damages to reputation or goodwill) arising out of or in connection with any:
(a) removal or termination of User’s access to the System and Site; or
(b) use of the Site or the System or information on or provided through the Site or the System or any information or advice otherwise provided by BuyStyle® or a Stylist, even if BuyStyle has been advised of the possibility of such loss or damage.

7.2 To the extent permitted by law, BuyStyle and all affiliates and related entities of BuyStyle® expressly limit their liability for breach of a non-excludable condition or warranty implied by virtue of any legislation to the following remedies (the choice of which is to be at BuyStyle’s sole discretion):
(a) in the case of goods, any one or more of the following:
(i) the replacement of the goods or the supply of equivalent goods;
(ii) the repair of the goods;
(iii) the payment of the cost of replacing the goods or of acquiring equivalent goods; or
(iv) the payment of the cost of having the goods repaired; and
(b) in the case of services and:
(i) the supply of the services again; or
(ii) the payment of the cost of having the services supplied again.

8. Indemnity

User indemnifies and holds BuyStyle® and its parent, subsidiaries, affiliates, officers, directors, agents, employees, partners, suppliers, franchisors and franchisees, harmless from and against any claims, demands, proceedings, losses and damages (whether actual, special and consequential of every kind and nature including all legal fees) made by User or a Stylist arising out of or in any way related to Users’ use of the Site or its breach of this Agreement, or User’s violation of any law or the rights of a third party.

9. Breach

9.1 Without limiting other remedies available to BuyStyle at law, in equity or under this Agreement, BuyStyle may, in its sole discretion, immediately issue a warning, temporarily suspend, indefinitely suspend or terminate User’s access to the System and refuse to provide services to User if:
(a) User breaches any of this Agreement, the Privacy Policy or the terms and policies those documents incorporate by reference;
(b) BuyStyle is unable to verify or authenticate any information the User provides to it; or
(c) BuyStyle believes that User’s actions may cause damage and/or legal liability for BuyStyle or other users.

10. Termination

This Agreement is effective until terminated by BuyStyle, and BuyStyle may terminate it and User’s right to post information and material to the Site at any time without prior notice.

11. Circumstances beyond BuyStyle’s control

BuyStyle® will not be liable for any failure or delay in the performance of its obligations to the User if that failure or delay is due to circumstances beyond our reasonable control including, without limitation, any act of God or other cause beyond its reasonable control including any mechanical, electronic, communications or third party supplier failure.

12. Use of Material on Site

12.1 Users agree that information contained on this Site is for personal use only and may not be sold, used or redistributed for any other purpose.

12.2 Users may not use screen scraping, data mining or any similar data gathering and extraction technological devices on this Site for the purpose of reproducing information contained on this Site on or through any other medium, except with BuyStyle’s prior written consent.

13. Website Links

13.1 BuyStyle may provide links and pointers to websites maintained by third parties from its Site which websites are not under the control of BuyStyle and BuyStyle is not responsible for the contents of any linked website or any website link contained in any linked website.

13.2 BuyStyle will not be liable for any damages or loss arising in any way out of or in connection with or incidental to any information or third party service provided by or through any linked websites whether linked to or from BuyStyle’s Site.

14. General

14.1 Interpretation
(a) Headings are for reference purposes only and in no way define, limit, construe or describe the scope or extent of such section.
(b) User agree that this Agreement may not be construed adversely against BuyStyle solely because BuyStyle prepared it.
(c) The singular includes the plural and vice-versa.
(d) A reference to a person includes any corporation or body corporate.

14.2 Definitions

In this Agreement the following terms have the following meanings:
“ Services” means the goods and/or services that Buystyle offers and/or provides to Users and proposals to provide.
“Site” means the website operated by BuyStyle at www.BuyStyle.com.au or on any affiliate website.
“System” means the system operated by BuyStyle as described in this Agreement, and as developed by BuyStyle from time to time.

14.3 Governing Law

This Agreement shall be governed in all respects by the laws of the State of New South Wales, Australia. The User irrevocably submits to the non-exclusive jurisdiction of the courts of New South Wales, Australia and to the Federal Court of Australia sitting in New South Wales.

14.4 Severability
The provisions of this Agreement are severable, and if any provision of this Agreement is held to be illegal, invalid or unenforceable, under present or future law, such provision may be removed and the remaining provisions shall be enforced.

14.5 No Waiver
BuyStyle’s failure to take action with respect to a breach by User or others does not waive BuyStyle’s right to take action with respect to subsequent or similar breaches.

14.6 Entire Agreement
This Agreement and those policies incorporated by reference herein set out the entire understanding and agreement between the parties with respect to the subject matter hereof.

14.7 Survival
Those clauses capable of surviving termination of this Agreement shall do so.

14.8 Notices
BuyStyle may provide notices to User by simply posting the notice on the Site. This is in addition to any other mode of services permitted by law.

14.9 Variation
BuyStyle may modify this Agreement at any time and such modifications shall be effective immediately upon posting the new or revised terms on the website.