TERMS AND CONDITIONS OF TRADE – DEVELOP HQ LIMITED
- The terms and conditions (“Terms”) set out below govern all of the supplies of goods and services contained on our website https://www.develophq.com (“Website”) to the registered members (“Member”, “you” and “your”) by Develop HQ Limited (“Develop HQ”, “we”, “us” and “our”). By accessing the Website and using the Website’s content you agree to be bound by theseT erms.
- We may in our sole discretion vary these Terms of trade from time to timewithout further notice to you.
- To be a Member as an individual (“Individual Member”), you must be over the age of 13 years and have a valid email address that must be kept current throughout the term of your membership.
- To become a subscriber to our Website as an individual (“Individual Subscriber”), you must be an Individual Member and have a valid credit/debit card that must be kept current to allow Develop HQ to process payment of the applicable subscription fees in accordance with these Terms.
- Business Eligibility
- To be a Member as a business (“Business Member”), you must have a valid email address that must be kept current throughout the term of your membership.
- To become a subscriber to our Website as a business (“Business Subscriber”), you must be a Business Member and provide sufficient details to allow Develop HQ to invoice you for the applicable business subscription fees in accordance with these Terms.
- Creating Membership Account
- When you sign up to be a Member, you will need to create an account, as prompted by the Website (“Membership Account”). All information you provide must be true, correct and complete.
- Develop HQ reserves the right to reject any membership application and to revoke or suspend any membership in their sole discretion and without having to give any reason for the rejection.
- Members are responsible for all activities that occur under the Member’s Account. All Members are responsible for maintaining the security and confidentiality of all Membership Account usernames and passwords.
- You shall notify Develop HQ promptly of any unauthorized use of your Membership Account or any other known or suspected breach of security of which you become aware.
- No Member may permit or allow any other person to use their Membership Account. If it is discovered that you are allowing others acces to your Membership Account we may cancel your subscription and Membership Account immediatley without further notice.
- Intellectual Property
- You agree that Develop HQ solely owns all of the intellectual property and proprietary rights (including, without limitation, all copyright) existing in the Website and all content on or contained therein, including all text, images, videos, logos and layout (“Website Content”).
- You agree not to in any way copy, reproduce, republish, upload, post, transmit, distribute or store or modify the Website Content in whole or in part without Develop HQ’s prior written consent.
- Develop HQ does not transfer any right, title or interest in any copyright, trade marks, or other intellectual property rights relating to any of the Website Content to you.
- This clause 5 shall survive the termination of the membership.
- Website Content
a. Develp HQ reserves the right to alter the Website Content in any way at our sole discretion from time to time.
- For Individual Subscribers, the relevant subscription fee will be charged in advance to your nominated credit/debit card at the time you subscribe. We will use a service provider (chosen by us at our sole discretion) to charge your nominated credit/debit card.
- Develop HQ will automatically charge your nominated credit/debit card monthly on the anniversary of the date you subscribe. You agree that we may charge such amounts until such a time as your subscription expires, is terminated or you cancel the subscription, depending on the subscription type. Your subscription will automatically renew unless you have advised us in writing that you wish to cancel your subscription prior to the relevant subscription period.
- WE MAY SUBMIT PERIODIC CHARGES FOR PAYMENT WITHOUT FURTHER AUTHORIZATION FROM YOU, UNTIL YOU PROVIDE WRITTEN NOTICE THAT YOU HAVE TERMINATED THIS AUTHORIZATION OR WISH TO CHANGE YOUR PAYMENT METHOD. SUCH NOTICE WILL NOT AFFECT CHARGES SUBMITTED BEFORE DEVELOP HQ COULD REASONABLY ACT.
- Develop HQ reserves the right to change the subscription fee after providing you with written notice of such change. Unless you have advised us in writing that you wish to cancel your subscription, we will charge you the updated subscription fee in accordance with this clause 7.
- You are responsible for ensuring that all credit/debit card and other details are correct and kept up to date. You must advise us of any changes to these details.
- If we try to deduct payment from your card, but payment is declined, then we may continue to attempt to deduct such payment from your card until payment in full is received by us. If we cannot deduct such payment from your card, then we may, at our sole discretion, terminate or suspend your Membership Account and/or subscription.
- For Business Subscribers, the term of subscriptions is for 1 year. The subscription fees are as advised by us to you, in writing.
- We will invoice you for the applicable subscription fee at the time of subscription. Your subscription will renew automatically upon expiry of the 1 year term and we will invoice you for the renewed subscription period, unless you have advised us in writing that you wish to cancel your subscription prior to your subscription being renewed or your subscription has been terminated by us for any reason.
- Payment for your subscription will be due and payable on or before the 20th day of the month following the date of the invoice from us, except where we have agreed in writing that other terms shall apply. If you fail to pay us in accordance with this clause, we may (at our sole discretion) terminate or suspend your Membership Account and/or subscription.
- Availability & Termination/Suspension of Access and Membership
- We will, subject to planned downtime make reasonable efforts to ensure that the Website is generally available; however, Develop HQ does not guarantee, represent or warrant that access to the Website will be uninterrupted or error- free, and Develop HQ does not guarantee that Members will be able to access or use all of the Website’s features at all times. Develop HQ will make reasonable efforts notify Members of system outages and scheduled downtime.
- Develop HQ may suspend or interrupt your access to the Website and terminate your membership without notice, in whole or in part, if:
- You are using the Website in violation of these Terms or in violation of the law;
- Your Membership Account has been compromised or unlawfully accessed;
- Limiting access to the Website is necessary to protect the systems of Develop HQ;
- It is necessary to protect Develop HQ’s other members,
- suspension or termination is required under the law; or
- if you fail to pay the fees applicable under these Terms when due; or
- for any other reason at Develop HQ’s sole discretion.
- Technical Issues
a. We will use our best endeavors to promptly address (during normal business hours) all technical issues that arise in relation to the Website. However, we will not be liable for any loss or damage suffered as a result of any partial or total breakdown of the Website, any technical malfunctions, the Website being unavailable or performing slowly, or any viruses or other forms of interference that may damage any Member’s computer system.
- If you wish to cancel your membership and/or subscription, you can do so by emailing us notice of cancellation at email@example.com.
- Cancelling your subscription will not result in us refunding any unexpired subscription fees which have already been paid by you. Cancellation of your
subscription will result in your subscription not being renewed and no further fees will be payable by you.
11. Lawful Purpose
a. You agree that you may only use the Website in accordance with applicable law, and not for any illegal purpose or other purposes that violates the law.
a. You undertake and agree to indemnify and hold harmless Develop HQ or its officers, employees, contractors or agents immediately on demand against any loss, claim, damage, expense, costs (including legal costs on a solicitor/client basis), liability or proceeding suffered or incurred at any time by Develop HQ occurring as a result of, or resulting directly or indirectly from any breach of your obligations, undertakings or warranty contained or implied in these Terms.
- Limitation of Liability
- Except as provided in these Terms, under no circumstances will Develop HQ or its officers, employees, contractors or agents, be liable in contract, tort (including negligence) or otherwise to compensate you for any loss, injury or damage, whether consequential or otherwise, arising directly or indirectly from Develop HQ’s breach of these Terms.
- If for any reason, notwithstanding clause 13.a, Develop HQ and/or its officers, employees, contractors and/or agents are liable to you in contract, tort, or otherwise, the combined maximum liability of Develop HQ and their officers, employees, contractors and agents to you shall be equal to the cost of one month’s subscription in respect of any one event or related series of events.
- Consumer Guarantees Act 1993 & Fair Trading Act 1986
a. If you are using the Website for the purpose of a trade or business, you acknowledge and agree to contract out of:
- the provisions of the Consumer Guarantees Act 1993; and
- sections 9, 12A, 13 or 14(1) of the Fair Trading Act 1986.
15. Privacy Information
- You agree that any information about you provided to us may be used by us at any time for any purposes connected with our business including but not limited to direct marketing, debt collection and credit reporting or assessment.
- You authorise us to provide such information to any external agency or any party for credit information and assessment purposes and that agency or party are hereby authorised to use and continue to use such information as part of their business services. Any personal information is held via cloud storage by Develop HQ and you have certain right of access to your personal information under the Privacy Act 1993.
16. Unsolicited Electronic Messages Act 2007
a. Under the Unsolicited Electronic Messages Act 2007, you must consent to receiving commercial emails from us. Consent can either be explicit, inferred or deemed. We will infer that we have your consent to send you commercial emails from time to time unless you inform us otherwise by letter or email. The email address for unsubscribing to commercial emails is firstname.lastname@example.org.
a. No waiver of any breach or failure to enforce any provision of these Terms at any time by either party shall in any way limit or waive the right of that party to subsequently enforce and compel strict compliance.
a. You agree that:
- all the provisions of this agreement are reasonable in all thecircumstances and that each provision is deemed to be severable andindependent; and
- if any provision or part of a provision is or becomes void, invalid or is heldto be illegal or unenforceable, the agreement shall remain in force apart from such provisions which shall be deemed deleted.
19. Entire Agreement
a. You acknowledge tht these Terms set out the entire legal relationship and understanding of the parties and supersedes all prior oral and written agreements, understandings or arrangements related to its subject matter.
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