a) QuickCliq provides the Online System for the provision of Goods to Recipients in Schools and Clubs.
b) QuickCliq has agreed to grant You access to the Online System on the terms and conditions of this Agreement.
c) By completing the online registration process and using the Online System, You agree to be bound by this Agreement. If you do not agree to the terms and conditions below, You must not access or use the Online System.
1.1. In this Agreement, the following terms have the below meanings:
a) “Account” means Your account on the Online System protected by username and password, which will be opened for You on registration.
b) “Agreement” means these QuickCliq Parent Portal Terms and Conditions.
c) “Business Day” means a day that is not a Saturday, a Sunday or a public holiday or bank holiday, when banks are open in Sydney.
d) “Club” means a club which has agreed to adopt the Online System which you have nominated when You registered.
e) “Commencement Date” means the date when QuickCliq accept Your online registration application.
f) “Fees” mean the Merchant Service Fees and the Order Fees.
g) “Goods” mean food, beverages or any other items supplied by the Supplier as listed on the Menu.
h) “Intellectual Property” means all present and future copyright, all proprietary rights in relation to inventions (including patents), registered and unregistered trademarks, rights in confidential information (including trade secrets), registered designs, circuit layout rights and all other rights generally falling within the scope of the term intellectual property rights.
i) “Licence” means the licence of Online System granted pursuant to this Agreement.
j) “Menu” means the menu compiled by the Supplier outlining Goods for Order as amended from time to time.
k) “Merchant Service Fee” means the transaction fee for using a debit card, credit card or bank account, including GST, being:
1.5% of the transaction value for Visa or MasterCard cards;
4% of the transaction value for American Express cards;
l) “Online System” means an online ordering website developed and owned by QuickCliq for the provision of Goods to Recipients in Schools and Clubs.
m) “Order” means a request made through the Online System to supply Goods to a Recipient on a particular day, and “Orders” means a request made through the Online System to supply goods to more than one (1) Recipient on a particular day or to supply Goods to the same Recipient on different days.
n) “Order Fee” means the charges for the use of the Online System, being:
standard Ordering fee of $0.28 per Order transaction per Recipient;
manual processing fee of $2.00 for any Orders are placed after the Prescribed Time; and
o) “Prescribed Time” means the time by which you must place an Order as outlined on the Menu or as notified to You from time to time.
p) “QuickCliq” means Our Online Canteen Pty Ltd ABN 32 142 542 014, trading as ‘QuickCliq’.
q) “Recipient” means the person nominated by You for whom the Order is for.
r) “Sale Price” means the prices for Goods in Australian dollars (AUD) as set by the Supplier, which will include GST.
s) “Schedule” means the schedule forming part of this Agreement.
t) “School” means a school which has agreed to adopt the Online System which you have nominated when You registered.
u) “Supplier” means the supplier nominated by QuickCliq to provide the Goods to the School or Club.
v) “You” means all persons entering into this Agreement with QuickCliq, and where context allows, Your partners, officers, employees, consultants, contractors and agents.
2.1. In this Agreement, unless context otherwise requires:
a) Headings and bold type are for reference only and in no way define, limit, construe or describe the scope or extent of such section.
b) The plural includes the singular and the singular includes the plural.
c) References to any “party” means a party to this Agreement and includes the successors, executors, administrators and permitted assignees of that party.
d) Where a party consists of more than one person, the liability of those persons under this Agreement is joint and several.
e) References to a clause, schedule, attachment or exhibit is a reference to a clause of, schedule, attachment or exhibit to this Agreement.
f) References to any document include references to that document as modified, novated, supplemented, varied or replaced from time to time.
g) All references to legislation include any re-enactment of, or amendment to, that legislation and all legislation passed in substitution for that legislation.
h) A reference to Australian dollars, dollars or $ is a reference to Australian currency.
i) References to a month or a year are references to a calendar month or calendar year.
j) A reference to a time of day means the time of day in Sydney, Australia.
k) Specifying anything in this Agreement after the terms ‘include’, ‘including’, ‘includes’, ‘for example’, ‘such as’ or any similar expression does not limit the sense of the words, description, definition, phrase or term preceding those terms unless there is express wording to the contrary.
3.1. This Agreement commences on the Commencement Date and is ongoing until such time as either party terminates this Agreement in accordance with clause 11.
3.2. You agree and acknowledge that by completing the online registration process and using the Online System, You have entered into this legally binding and enforceable Agreement with QuickCliq.
3.3. You warrant and represent that You have the right, authority and capacity to accept the terms and conditions of this Agreement.
4.1. QuickCliq grants You the Licence which is non-exclusive and non-transferrable to participate in the Online System.
4.2. QuickCliq will set up Your Account and will use commercially reasonable efforts to ensure that the Online System has a percentage uptime of 99.9% for the duration of this Agreement.
4.3. QuickCliq will send Your Orders to the Supplier who is responsible for preparing the Orders and delivering them to the School or Club at the time agreed between the Supplier and the School or Club.
4.4. QuickCliq will provide telephone and email support during the business hours of 7:30AM – 5:00PM on Business Days.
5.1. Without limiting any other provision of this Agreement, You agree:
5.1.1. to act in accordance with all reasonable directions given by QuickCliq from time to time in respect of Your use of the Online System;
5.1.2. that You are responsible for maintaining the confidentiality of the Account identification, password, security questions and answers and any other information specific to Your Account;
5.1.3. that You will ensure that all information provided to QuickCliq is correct and up-to-date, and in the event that you find any errors, You agree to promptly correct such information.
5.1.4. to immediately report any unauthorised use or access of the Account to QuickCliq;
5.1.5. that You will not use the Online System for any purpose that is unlawful or beyond the scope of this Agreement;
5.1.6. that You will not attempt to damage, disable, overburden or impair the Online System or interfere with any other party’s use and enjoyment of the Online System; and
5.1.7. that You are responsible for your devices and network security.
6.1. You may use the Online System to place Orders to purchase Goods from the Supplier for the Recipient. You may purchase Goods from the Supplier either by adding funds to Your Account or by nominating Paypal or a VISA, MasterCard or American Express debit card or credit card when placing an Order.
6.2. You may add funds to Your Account at any time using a debit card, credit card or bank account. Once QuickCliq is satisfied that the funds have been delivered, QuickCliq will credit Your Account. Depending on the payment method selected, this may take up to five (5) Business Days.
6.3. Orders must be placed by the Prescribed Time. An Order is deemed to be placed if payment has been made and You have received electronic confirmation from QuickCliq by email or Short Messaging Service (SMS).
6.4. You may cancel an Order at any time before the Prescribed Time and QuickCliq will refund payment to You.
6.5. If You wish to place an Order, change an Order or cancel an Order after the Prescribed Time has passed, You may contact QuickCliq directly on 1300 11 66 37. QuickCliq will contact the Supplier and request that the Order be placed, changed or cancelled. This is at the discretion of Supplier and QuickCliq does not represent or warrant that You will be able to place, change or cancel an Order after the Prescribed Time has passed.
7.1. As consideration for the License and access to use the Online System, You agree to pay QuickCliq the Fees.
7.2. You acknowledge and agree by using the Online System that QuickCliq may vary the Fees from time to time which will be notified to You. If You do not agree to any Fee variation You may terminate this Agreement in accordance with clause 11.
7.3. You agree that You are responsible for paying the total Sale Price for all Orders that You submit on the Online System.
7.4. You agree that when You top-up funds to Your Account, You will be charged the Merchant Service Fee.
7.5. When You place an Order using Your Account funds, the Sale Price and the Order Fees will be debited from the funds in Your Account.
7.6. When You place an Order using a nominated debit card or credit card, the Sale Price, Order Fees and Merchant Service Fee will be debited from the funds on Your nominated card.
7.7. You agree that You are responsible for paying all taxes including GST, which is included in the Sale Price.
7.8. Any bank fees incurred by QuickCliq regarding Your Account will be charged to You and QuickCliq may recover these costs by reducing Your Account balance or obtaining payment from You by charging Your nominated credit card, debit card or bank account.
8.1. If You add funds to or purchase Goods from Your Account using Your credit card, debit card or bank account, You must not charge back, cancel or de-authorise the charge. This includes if You do not receive the Goods that You Ordered and You must instead request a Refund in accordance with clause 9.
8.2. Should You breach this clause 8, QuickCliq may at its sole discretion recover the cost of any Goods purchased by You and the amount of any Fees incurred by QuickCliq by reducing Your Account balance, recharging Your credit card, debit card or bank account for the amount, or otherwise collecting such amount from You.
9.1. If the Order is delivered by the Online System to the Supplier without error or failure and the Supplier fails to deliver the Goods or delivers incorrect or unsatisfactory Goods, QuickCliq will pass Your complaint to the Supplier. The Supplier may at its so discretion to grant You a full or partial refund by either
9.2. If the Supplier fails to address Your Complaint under clause 9.2, You may contact QuickCliq and QuickCliq may at its sole discretion provide You with a voucher for the value of the Goods.
10.1. You acknowledge and agree that QuickCliq may, acting reasonably, immediately suspend Your access to Online System in whole or in part without notice or compensation, if:
10.2. You acknowledge that QuickCliq may suspend access to the Online System at any time for the purpose of conducting maintenance, repairs or upgrades to the Online System, provided that QuickCliq provides You with reasonable notice and attempts to schedule it at time that has minimal impact on Your access, such as during School holidays.
11.1. This Agreement will terminate:
11.1.1. immediately upon written notice by either party that they wish to terminate this Agreement at any time and for any reason, including if the other party has breached the terms of this Agreement; or
11.1.2. If You have not accessed the Online System for a period of eighteen (18) months.
11.2. Upon the termination of this Agreement:
11.2.1. You must cease using the Online System immediately;
11.2.2. QuickCliq will remove Your access to and License to use the Online System; and
11.2.3. QuickCliq will credit any funds in Your Account back to Your nominated credit card, debit card or bank account, less any outstanding Fee payable by You to QuickCliq. If You have not nominated a credit card or bank account, QuickCliq will notify You and hold these funds in credit for a period of twelve (12) months for You to claim back. If You do not claim these funds within the twelve (12) month period, the funds will be forfeit to QuickCliq.
11.3. The termination of this Agreement shall not affect any accrued rights and liabilities of either party, nor shall it affect any provision of this Agreement which is expressly or by implication intended to continue in force after such termination.
12.1. You agree to indemnify and hold QuickCliq harmless from and against all liability, losses, costs, expenses and claims sustained, incurred or arising out of or in connection with this Agreement in respect of or connected to:
12.1.1. a dispute between You and the Supplier;
12.1.2. Your material breach of this Agreement, including but not limited to:
12.1.2.1. Your non-payment of any amounts payable to QuickCliq under this Agreement;
12.1.2.2. Your misuse of the Online System;
12.1.2.3. Your failure to provide full and correct information to QuickCliq; and
12.1.2.4. any liability arising from a chargeback, de-authorisation or cancellation of a transaction to transfer funds into Your Account or to purchase an Order; or
12.1.3. Your breach of any applicable law, rule or regulation.
13.1. You acknowledge and agree that QuickCliq is not liable to You for:
13.1.1. any indirect or consequential loss arising if the Online System is offline or not working properly;
13.1.2. any loss or damage arising from Your breach of this Agreement or any applicable law or regulation;
13.1.3. the Supplier’s content of Menus pricing, packaging, delivery, food description ingredients or any other matter relating to the provision of the Goods or their delivery, except as contemplated in clause 9.2; or
13.1.4. any Order that may cause an allergic reaction to a Recipient. It is solely the parent or guardian’s responsibility to ensure the Order fits in with the Recipient’s health requirements.
13.2. You agree that the maximum liability of QuickCliq to You (whether under this Agreement, any applicable law, in tort (including negligence) or otherwise) in connection with this Agreement (including in respect of an implied warranty or condition that cannot be excluded under applicable law) is limited:
13.2.1. where the liability of QuickCliq relates to a default in the Online System:
13.2.1.1. replacing or repairing the Goods; and
13.2.1.2. reimbursing any Fee paid by You;
13.2.2. where the liability of QuickCliq does not relate to a default in the Online System, the liability of QuickCliq is limited to the aggregate amount of Fees paid by You to QuickCliq under this Agreement in the twelve (12) month period immediately preceding the event which gave rise to the liability (to be calculated on a pro-rata basis if twelve (12) months have not yet passed).
14.1. QuickCliq makes no representations or warranties:
14.1.1. about the suitability, merchantability or fitness for a particular purpose of the Online System;
14.1.2. that You will have uninterrupted or secure access to the Online System;
14.1.3. that the Online System is free of errors or viruses; or
14.1.4. that Your existing equipment, hardware or software is compatible with the Online System.
14.2. QuickCliq expressly excludes any implied or statutory warranties to the maximum extent possible by law.
15.1. In this clause, “Personal Information” has the same meaning as it has in the Privacy Act 1988 (Cth) (“Privacy Act”).
15.2. QuickCliq acknowledges that it has obligations under the Privacy Act to ensure that its collection, use, disclosure and storage of Personal Information (as that term is defined in the Privacy Act) complies with the Australian Privacy Principles. QuickCliq agrees to comply with the Privacy Act and the Australian Privacy Principles. QuickCliq must also comply with QuickCliq’s Privacy Policy (which can be found at: https://www.quickcliq.com.au/Privacy-Statement.aspx) in respect of any Personal Information collected in connection with this Agreement.
15.3. QuickCliq may utilise the information provided by You, including Your Personal Information, to enable QuickCliq and the Supplier to:
15.3.1. perform the services outlined in this Agreement;
15.3.2. notify You of any changes to the services; and
15.3.3. notify You of any variations to the terms and conditions of this Agreement.
15.4. In the event that QuickCliq transfers or in any way assigns or disposes of its interest in the Online System, QuickCliq reserves the right to transfer its user base together with all Personal and non-Personal Information. This may include transferring Your details to the party acquiring an interest in QuickCliq or the Online System.
16.1. QuickCliq owns all Intellectual Property in the Online System. This Agreement does not grant You any proprietary rights in the Intellectual Property.
16.2. You must not, without the written consent of QuickCliq, use the Intellectual Property in any manner that is not contemplated by this Agreement.
16.3. If You become aware of any claims against or infringements of any rights associated with the Intellectual Property, then You shall immediately notify QuickCliq If requested by QuickCliq, You must render all reasonable assistance including if necessary, providing evidence.
16.4. At the expiry or termination of this Agreement, all of Your rights to use the Intellectual Property shall cease.
17.1. The QuickCliq Website may contain links and pointers to internet sites maintained by third parties. QuickCliq does not operate or control in any respect the information, products or services on such third-party sites. Third-party links are included solely for the convenience of users and do not constitute any endorsement by QuickCliq or its suppliers. Users assume sole responsibility for the use of third-party links and pointers.
18.1. QuickCliq may amend this Agreement at any time by posting the Agreement incorporating the amendments (‘Amended Agreement’) on the QuickCliq website, and following provisions apply to any such amendment.
18.2. The Amended Agreement will come into effect and apply from the Amendment Effective Date, which is, subject to this clause, immediately on the date the Amended Agreement is posted on the QuickCliq website.
18.3. If an amendment will have a material impact on You, QuickCliq will give You notice of the amendment at least 30 days before the Amendment Effective Date. If you do not request that QuickCliq close Your Account, You will be deemed to have accepted the amendment.
19.1. This Agreement is subject to the laws of New South Wales, Australia. Each party irrevocably and unconditionally submits to the non-exclusive jurisdiction of the courts of New South Wales, Australia.
20.1. This document sets out the entire agreement between the parties in relation to its subject matter and all prior agreements, undertakings and representations are excluded.
20.2. You may not transfer or assign Your Account to any other party without the prior written consent of QuickCliq, not to be unreasonably withheld or delayed.
20.3. QuickCliq may assign or otherwise transfer the benefit of this Agreement to any third party that purchases or acquires the Online System or the business that conducts the Online System.
20.4. Each party’s rights under each provision of this Agreement are cumulative and without prejudice to the party’s other rights under another provision of this Agreement or otherwise in law.
20.5. Nothing contained or implied in this Agreement will create or constitute, or be deemed to create or constitute, a partnership between the parties. A party must not act, represent or hold itself out as having authority to act as the agent of or in any way bind or commit the other Parties to any obligation.
20.6. Each provision of this document is individually severable. If any provision is or becomes illegal, unenforceable or invalid in any jurisdiction it is to be treated as being severed from this document in the relevant jurisdiction, but the rest of this document will not be affected. The legality, validity and enforceability of the provision in any other jurisdiction will not be affected.
