I love It!
Terms & Conditions
MERCHANT TERMS OF SERVICE Effective 17 November 2015 (always check for the latest version at www.ililoveit.com) Hello and welcome to ili! The following ili! Terms of Service are an important part of the agreement between you and CollectMe Holdings Pty Ltd, ABN: 30 165 774 970 (CollectMe) when you use the ili! shopping services platform incorporating the ili! app, associated websites including, but not limited to, www.collectme.co, www.ililoveit.com, www.ililoveit.com.au, www.ililoveit.co, www.iliiloveit.com, www.ililove.it, retailers.ililoveit.com, associated portals and marketplaces, (Platform) or other services, Content or products provided by CollectMe (all collectively referred to as Services) and they form the terms and conditions of our Agreement. It is important that you read and understand these Terms of Service carefully before you agree to use the Services because by using or allowing the use of the Services in any manner, including by visiting or browsing the Platform, you are agreeing to these Terms of Service. Important Definitions Account – means the Retail Partner Account set up by CollectMe and the Retail Partner for the purposes of providing the Services. Apple – Means Apple Inc, its subsidiaries, affiliates and franchise partners and includes licensed Apple companies in the jurisdiction within which you use ili! and includes Apple Pty Ltd. Carrier – means a courier, transport or delivery business, including a business that is carried on as part of a cooperative or collaborative transportation network, that provides a service to deliver items from one location to another, regardless of route or method of delivery and specifically excludes CollectMe. CollectMe – means CollectMe Holdings Pty Ltd, a company incorporated in Australia. In these Terms of Service, “we” “us” and “our” refers to CollectMe Holdings Pty Ltd. Content – means any written material (including held digitally), image, graphic, representation, description, text, opinion, comment, feedback, vote, information, data, feeds or reference, howsoever provided in connection with the use of the Services. Contract of Sale – means the agreement between a Retail Partner to sell Goods and a Member to purchase Goods. Delivery Service – means the pickup, transportation and delivery of Goods by a Carrier. Goods – means all goods and/or services available from within or through the Services and the Platform. Google – Means Alphabet Inc, its subsidiaries, affiliates and franchise partners and includes licensed Google companies in the jurisdiction within which you use ili!. ili! – means the Services and Platform provided by CollectMe and used by the Retail Partner and Members to interact and transact and includes the ili! app and ili! Marketplace. Where the context indicates, a reference to ili! also includes all services, functions, apps, products and systems provided or accessed in connection with or related to the ili! app and ili! Marketplace including by a Retail Partner. ili! app – means the ili! mobile app available to consumers, including through the Apple® Store and Google® Play Store and any other site or repository that provides for the download of the ili! mobile app. ili! Marketplace – means an on-line marketplace through which Retail Partners and Members can interact and transact. Member – means a qualifying consumer who has agreed to the Terms of Service (Consumer). Merchant – means a Retail Partner Platform – means the ili! app, ili! Marketplace, associated websites and social media sites including, but not limited to, www.collectme.co, www.ililoveit.com, www.ililoveit.com.au, www.ililoveit.co, www.iliiloveit.com, www.ililove.it, retailers.ililoveit.com, associated portals and marketplaces. Retail Partner - means a qualifying Retailer who has agreed to the Terms of Service (Retail). In these Terms of Service, “you” and “your” refers to the Retail Partner operating under these Terms of Service. The definition of Retail Partner includes all people and entities authorised to represent or act on behalf of the Retail Partner. Retail Portal – means a website, app or similar technology specifically designed to provide the Retail Partners with an ability to access and update information or processes related to the use of ili! and may include the ability to upload product files, add, delete or amend store details, add, delete or amend notifications or marketing messages, amend trigger points for promotions, download or request reports, amend account information or such other tasks that may be defined generally as ‘self-service’ tasks. Services – means all goods and /or services provided by CollectMe, including through ili! app, ili! Marketplace, the Platform or otherwise provided by CollectMe, including any service, product and/or Content. Terms of Service (Retail) – means the Terms of Service you are currently reading and includes the Enrolment form you will have completed and signed or agreed to abide by to be able to use the Services. These may also be referred to as our Agreement with you. In this document, Terms of Service refers to the Terms of Service (Retail) unless the context indicates otherwise. Terms of Service (Consumer) – means the Terms of Service the Member has agreed to abide by to be able to use the Services. Trademarks – Apple, Google, Facebook, Instagram and any other trademark referenced in these Terms of Service or referenced within ili! are owned by their registered owners and not by CollectMe, unless specifically stated to be owned by CollectMe. CollectMe does not claim, suggest or imply any level of endorsement, right or commercial arrangement by these trademark owners and their respective trademarks are referenced only for the purposes of assisting in understanding the Company’s view on how its products work within the broader social, technology, consumer and retail ecosystem. Role of CollectMe and ili! 1. CollectMe is an enabler, allowing Members and Retail Partners to connect and interact and for Retail Partners and Members to offer, sell, request and purchase certain goods and/or services (Goods). CollectMe is not the seller of Goods and is not the buyer of Goods in any transaction undertaken by a Member or a Retail Partner. CollectMe does not transfer legal ownership of items from the seller to the buyer 2. CollectMe has no control over the quality, safety, suitability, morality or legality of any aspect of the items appearing on or transacted with the assistance of the Services or the Platform, the truth or accuracy of the information contained within the Services and the Platform or the ability of the Retail Partner to sell Goods that have been requested or the ability of Members to pay for Goods. 3. CollectMe cannot guarantee that a Retail Partner or Member will actually complete a transaction that has been generated within ili! or CollectMe. 4. CollectMe does not have, acquire or retain legal ownership of Goods transacted between a Retail Partner and a Member and cannot transfer legal ownership of items from the Retail Partner to the Member. 5. CollectMe cannot guarantee the true identity, age, or nationality of a Member or a Retail Partner. 6. Where CollectMe collects or acquires funds from a Member, including by applying a charge to a credit card, debit card or similar financial instrument or bank account, both the Member and the Retail Partner acknowledge that CollectMe is only providing a platform through which the Member and Retail Partner can transact, including financially, and the transaction remains solely between the Member and the Retail Partner. CollectMe may provide a bank account, payment gateway and other services to allow funds to be transferred between a Member and a Retail Partner and may deduct amounts owed to CollectMe from any funds ultimately transferred to a Retail Partner or Member. Notwithstanding the foregoing, at all times, CollectMe is operating as an enabler of the transaction, not the originator, intermediary or receiver of the transaction. In recognition of the provision of the enabling service, the Retail Partner and the Member agree that CollectMe may deduct from any remittance of funds, amounts that are rightly due and payable to CollectMe by the Retail Partner or Member as the circumstance dictates. 7. You agree that CollectMe is only an enabler of interactions and transactions and is not required to moderate or authenticate any information posted or loaded in to the Services or on to the Platform by a Member, Retail Partner or any other third party. CollectMe is not responsible or liable for any Content. 8. The Contract of Sale is between you and the Member. 9. This Agreement and any actions undertaken as a result of or under this Agreement do not create a relationship of agency, partnership, joint venture, employee-employer or franchiser-franchisee and there is no intention by either party to create such a relationship. End User License Agreement (EULA) 10. To the extent that your use of the Services includes the use of an App that has been provided through either the Apple App Store or the Google Play Store, the EULA shall apply to that Licensed Application. 11. You and we acknowledge that the EULA is concluded between You and Us only, and not with Apple or Google, and we, not Apple or Google, are solely responsible for the Licensed Application and the content thereof. 12. The license granted to you for ili! or its related software (the Licensed Application) is a non-transferable license to use the Licensed Application on any iPhone, iPad or iPod touch or similar devices or any Android device, including smartphones, tablets and wearable technology, that you own or control and as permitted by the Usage Rules set forth in the Apple App Store Terms of Service and the Google Play Store Terms of Service. 13. We are solely responsible for providing any maintenance and support services with respect to the Licensed Application, as specified in the EULA, or as required under applicable law. You and we acknowledge that neither Apple nor Google have any obligation whatsoever to furnish any maintenance and support services with respect to the Licensed Application. 14. We are solely responsible for any product warranties, whether express or implied by law, to the extent not effectively disclaimed. In the event of any failure of the Licensed Application to conform to any applicable warranty, you may notify Apple or Google, based on the store from which you downloaded the Licensed Application, and Apple or Google, as the case may be, will refund the purchase price, if any, for the Licensed Application to you; and that, to the maximum extent permitted by applicable law, neither Apple nor Google will have any warranty obligation whatsoever with respect to the Licensed Application, and any other claims, losses, liabilities, damages, costs or expenses attributable to any failure to conform to any warranty, to the extent not otherwise excluded in this agreement, will be our sole responsibility. 15. You and we acknowledge that we, not Apple nor Google, are responsible for addressing any claims you or any third party have relating to the Licensed Application or your possession and/or use of the Licensed Application, including, but not limited to: (i) product liability claims; (ii) any claim that the Licensed Application fails to conform to any applicable legal or regulatory requirement; and (iii) claims arising under consumer protection or similar legislation. 16. You and we acknowledge that, in the event of any third party claim that the Licensed Application or your possession and use of that Licensed Application infringes that third party’s intellectual property rights, we, not Apple nor Google, will be solely responsible for the investigation, defence, settlement and discharge of any such intellectual property infringement claim to the extent not otherwise excluded by this agreement. 17. You represent and warrant that (i) you are not located in a country that is subject to a U.S. Government embargo, or that has been designated by the U.S. Government as a “terrorist supporting” country; and (ii) you are not listed on any U.S. Government list of prohibited or restricted parties. 18. You and we acknowledge and agree that Apple, and Apple’s subsidiaries, Google and Google’s subsidiaries, are third party beneficiaries of the EULA, and that, upon your acceptance of the terms and conditions of the EULA, Apple and Google, as the case may be, will have the right (and will be deemed to have accepted the right) to enforce the EULA against you as a third party beneficiary thereof. Acceptance of the Terms of Service 19. Please read these Terms of Service and our Privacy Policy before using Services. By using or accessing the Services or Platform, you agree to be bound by the terms and conditions of this Agreement. If you do not agree to all the terms and conditions of this Agreement, you shouldn't and aren't permitted to use the Services. Use of the Services is expressly conditional upon your agreement to abide by all the terms and conditions of this Agreement. 20. Termination of this Agreement does not release you from the obligations and application of the Clauses that survive this agreement. 21. For the avoidance of doubt, only Retail Partners who have agreed to be bound by the Terms of Service (Retail) are permitted to access the Services. 22. We reserve the right to amend these Terms of Service at any time and your use of the Services following any amendments will represent your agreement to be bound by these Terms of Service as amended. We therefore recommend that each time you access our Services you read these Terms of Service. The most recent version of these Terms of Service are available from our website at www.ililoveit.com or by emailing support@ililoveit.zendesk.com 23. You agree to use the Services in accordance with these Terms of Service. Age restriction on use of Service and Platform 24. The Services and Platform may only be used by individuals who are over the age of 18 years or duly authorised representatives of a legal entity and who can form legally binding contracts. 25. You represent and warrant that you are at least 18 years old and that you are authorised to enter in to this agreement on behalf of yourself (if a sole trader) or on behalf of a company you are representing. Retail Partner 26. In order to access the Services, you will need to become a Retail Partner. You will need to complete an Enrolment Form by providing certain information as set out on our standard Enrolment Form, available for download from our Website or directly from us be emailing support@ililoveit.zendesk.com. Please refer to our Privacy Policy linked on our home page for information relating to our collection, storage and use of the details you provide on Enrolment and while using ili!. 27. You agree to ensure that your Enrolment details are true and accurate at all times, including a valid email address for your business, and you undertake to update your Enrolment details from time to time when they change. 28. We reserve the right, at our sole discretion, to terminate your Enrolment, refuse to offer access, terminate your access or suspend or modify your access or Account at any time, including if you breach these Terms of Service. In jurisdictions where we are prohibited from exercising this right, then your rights to access our Services and Platform are also prohibited. 29. You may not transfer or assign your Account to any other person or entity without the express written permission of CollectMe. We will not unreasonable refuse any request to assign or transfer an Account. Shopping Services Platform 30. We will provide and host a shopping services platform to allow Members to curate items from your store to their ili! app. 31. We will provide and host a shopping services platform to allow Members to share items they have curated. 32. We will provide and host a shopping services platform to allow Members to request to purchase items they have curated. 33. Photos taken by Members and curated within the ili! app may not be available to be shared. 34. To ensure the Member experience is an excellent experience, you agree to provide us with key information required to be able to provide an acceptable service to Members. This information is defined in the data provision requirements we provide to you. Retailer Pricing, Discounts and Offers 35. We will provide to consumers, the latest pricing for individual items based on the most recent information provided by you and uploaded to our Platform in line with the data provision requirements. 36. We do not warrant that the pricing you display in store, on-line, through media channels or in any other material, including promotional material, will be the same pricing displayed within ili!. 37. We will use our best endeavours to incorporate promotions and promotional pricing within the ili! Platform where available, otherwise the pricing displayed on ili! will be the previous pricing that was able to be incorporated in to the ili! Platform. 38. In circumstances where you provide shipping, you must provide us with the cost to the consumer of any shipping charges so it can be disclosed through ili!. 39. All purchase requests that you agree to fulfil are binding at the time you agree to fulfil the purchase request. You are obliged to complete the transaction with the member in a reasonable timeframe. This includes transactions fulfilled through your ecommerce store, through a ‘click & collect’ arrangement or through a purchase made within the ili! app. 40. You may not alter the price of an item once a sale transaction has occurred. Chargebacks, Credits and Retail Partner policies 41. The Retail Partner is responsible at all times for providing refunds or credits to Members for products purchased from the Retail Partner, including through the use of the ili! Platform, in accordance with the Retail Partner’s standard terms of service. 42. The Retail Partner indemnifies CollectMe for all claims made by a Member in relation to the products supplied to the Member from the Retail Partner. 43. In the event that CollectMe is required to provide a credit or refund to a Member for goods purchased from a Retail Partner, the Retail Partner agrees to fully reimburse CollectMe the value of the credit or refund provided based on CollectMe’s standard payment terms. 44. You must provide us with all relevant policies related to the sale of your products. This can be done through providing a link to a website that discloses your terms of sale policies. These policies may include, shipping, returns and exchange policies. All policies must comply with CollectMe’s standard policies. The contract of sale of your products is between you and the Member and you are responsible for enforcing your policies as they relate to the sale of products through ili!. Payments and Charges 45. Joining and setting up an Account with CollectMe is free, however, CollectMe will charge you for using the ili! Platform. These charges may include a charge for each unique view of your items that occur through ili! (Lead Generation) as well as a sales commission on sales (Sales Conversion) that occur as a result of ili!. Other charges may be introduced and also form part of the overall charges you will be responsible for. Details of standard charges are contained within our Standard ili! Services and Charges Schedule as updated from time to time. 46. You agree to allow CollectMe to administer payments from Members for Goods purchased from you. This includes allowing CollectMe to arrange for a payment to be made by the Member on behalf of you. 47. You agree that CollectMe will remit funds provided by a Member to you within 48 hours of the funds being cleared and available for transfer by the payment gateway used by CollectMe. 48. You agree to pay CollectMe for the services performed under this agreement. Such terms of payment shall be based on our Standard ili! Services and Charges Schedule. 49. You agree that CollectMe can withhold any amounts outstanding and payable by you to us from any funds we remit to you as a result of the sale of your Goods. 50. You agree not to solicit or influence or coax any Member to cease, reduce or alter their use of ili! in any way that may reduce or limit the income of CollectMe. Data Provision Requirements 51. You agree to provide CollectMe with an extract of your product data file that will include barcode reference and, where available, image, description, style, size, colour, additional information, price (inclusive of GST) and link references to webstores or eCommerce websites. 52. By listing an item within the ili! Platform you warrant that you and all aspects of the item comply with CollectMe’s policies. You also warrant that you may legally sell the item. You must accurately describe the items that are loaded on to the ili! Platform. The information you upload or provide to us for upload may only contain text descriptions, graphics, pictures and other content relevant to that item. Each item listed must accurately and completely describe the item(s) for sale in that listing. Content and Service availability 53. To ensure the Member experience is an excellent experience, you agree to provide us with key information required to be able to provide an acceptable service to Members. This information is defined in the data extract requirements we provide to you. 54. CollectMe reserves the right to change, suspend, modify, remove, disable and enable Services, Content, Accounts and options without notice. 55. CollectMe may also impose limits on use or access to the Services without notice. 56. To the maximum extent permitted by law, CollectMe will not be liable to you or any third party for any of these actions. Access 57. The Services are only available in Australia and should not be used outside or from outside Australia. We may use technologies to verify location and source information to confirm compliance. 58. The Services require supported devices, internet access, and certain software and settings to be available on supported devices. 59. The effectiveness of the Services will be impacted by the availability of internet or data services and the quality and reliability of these services is outside of the control of CollectMe. We do not accept any responsibility for any degradation in or loss of services as a result of or in connection with third party services. 60. The latest version of the ili! software is recommended for all Members to ensure the best experience and to enable access to the Services. 61. Members are solely responsible for ensuring they have the latest version of the software and CollectMe does not accept any responsibility for services that cannot be performed as a result of a Member having an incompatible device, incompatible settings or outdated software. 62. CollectMe does not guarantee, represent or warrant that the Services will be free from loss, corruption, attack, viruses, interference, hacking, or other security intrusion, and CollectMe disclaims any liability relating thereto to the maximum extent permitted by law. You shall be responsible for securing and backing up your own system. 63. You will not restrict or prevent any other person from using the Services. Security 64. You must keep your password secure at all times. You are fully responsible for all activity undertaken through any account that is provided to you by CollectMe and you are responsible for all liability and damage resulting from the use of your account, including through failure to maintain adequate password or account security. You agree to immediately notify CollectMe of any unauthorised use of your account or password or any other breach of security. You agree not to allow any third party to use your account or password. You also agree that CollectMe cannot and will not be liable for any loss or damage arising from your failure to keep your account or password secure. 65. You will not attempt to circumvent our security or network, including accessing information not intended for you. Third Party Content and Hyperlinks 66. Certain Content within our shopping services platform and forming part of our Services is composed of materials from third parties, including other Retail Partners. You agree that CollectMe is not responsible for examining or evaluating the content or accuracy of any material or information from third parties. CollectMe does not warrant and, to the maximum extent permitted by law, will not have any liability or responsibility for any third-party materials howsoever presented, displayed or provided. 67. You agree that you will not use any third party materials in a manner that would infringe or violate the rights of any other party and that CollectMe is not in any way responsible for any such use by you. 68. Our Services may from time to time contain hyperlinks to other websites or services. Such links are provided for convenience only and we take no responsibility for the content and maintenance of or privacy compliance by any linked website or services. Any hyperlink contained within our Services does not imply our endorsement, support, or sponsorship of the operator of that website or services nor of the information and/or products which they provide. 69. You may link our website with our consent. Any such linking will be entirely your responsibility and at your expense. By linking, you must not alter any of our website's content including any intellectual property notices and you must not frame or reformat any of our pages, files, images, text or other materials. Inappropriate and objectionable material 70. By using the Services, you may encounter material that you may deem to be offensive, indecent or objectionable, and that such Content may or may not be identified as having explicit material. You agree to use the Services at your sole risk and, to the maximum extent permitted by law, CollectMe shall have no liability to you for material that may be found to be offensive, indecent, or objectionable. 71. You agree not to post, upload or include any offensive, indecent or objectionable material in any file or information that is going to be uploaded or posted within the Services. This includes through the use of account names, nicknames, email addresses or similar identifying marks. 72. You agree not to sell or offer to sell any items that breach or potentially breach any law for the jurisdiction to which or from which an item is being sold. This includes materials that may be hazardous to consumers, materials that have been recalled or are the subject of a recall advice or materials that are banned from being sold within, to or from a jurisdiction. 73. Objectionable material includes defamatory or libellous material, threats or harassment, misrepresentations of identity or affiliation, pornography, nudity or adult material, discriminatory material, fraudulent, counterfeit or stolen material, materials that infringe a third party’s intellectual property rights, materials that violate any law, statute, regulation or by-laws, material that may be considered false or misleading, materials that may threaten national security and any links to such materials. Right to remove material 74. You agree that CollectMe has the right to remove, without consultation, any material that may be considered a breach of this agreement or that may cause a breach of this agreement, including offensive, indecent or objectionable material or material that may breach the intellectual property rights of third parties or material that may breach a law or material that CollectMe determines, in its sole discretion, should not be retained within the Services. 75. We do not have an obligation to remove any material from the Services, however, we will consider removing material advised to us that breaches this agreement as soon as practicable. 76. You agree that CollectMe is not in any way liable for the cost, consequence or impact, including financial and reputational losses as a result of the removal of any material. Delivery 77. You agree that CollectMe may facilitate a Delivery Service to allow Goods to be delivered from a Retail Partner to a Member. In facilitating this Delivery Service, CollectMe accepts no responsibility for the performance of the Carrier and all queries and disputes regarding the delivery, or non-delivery, of Goods should be directed to the Carrier. Where requested, CollectMe shall provide the Retail Partner with the name of the Carrier and any tracking or reference numbers related to the delivery of goods from the Retail Partner to the Member for the purposes of dispute resolution. 78. CollectMe is not a common carrier and accepts no liability as such. 79. CollectMe does not accept any responsibility for the failure or delay in delivering goods or for any damage incurred during the Delivery Service. 80. You agree to accept and comply with the Carrier’s standard Terms and Conditions which would be available from the Carrier’s website. You will be advised of the Carrier prior to Goods being collected. If you do not agree to the Terms and Conditions of the Carrier, you must immediately request to have the Delivery Service cancelled. 81. The responsibility for the Delivery Service rests solely with the Carrier and the method of undertaking the Delivery Service shall be at the sole discretion of the Carrier. 82. You are responsible for providing a valid and accessible pick up address and location to reasonably allow a Carrier to pick up the Goods due for the Delivery Service. 83. You are responsible for ensuring the Goods are suitably packaged and labelled and ready to be picked up at the scheduled time for pick up by the Carrier. 84. If Goods due to be picked up from a Retail Partner are not ready to be picked up by the Carrier at the time the Carrier arrives to pick up the Goods, based on the scheduled pick up time, or the Goods are not suitably packaged and labelled, the Retail Partner shall be responsible for any reasonable charges levied by the Carrier. 85. The Retail Partner shall be responsible for all costs and charges associated with the return of Goods, including Carrier charges. Intellectual Property Rights and licenses 86. CollectMe does not claim any ownership rights in any of your Content. You grant CollectMe a license solely to enable CollectMe to use any information or Content you provide to the full extent such that CollectMe is not violating any rights you might have in that Content. Where Content is provided by you or on your behalf, you agree that we have a non-exclusive, royalty free, worldwide, non-revokable, sub-licensable, perpetual license to use, display, reformat, redisplay and reproduce that Content, including without attribution, throughout our Services and in connection with our Services. 87. The copyright to all Content on our website and within our Services including applets, graphics, images, layouts and text belongs to us or we have a licence to use such Content. 88. All trademarks, brands and logos which are used within our Services are either owned by us or we have a licence to use them. Your access to our Services does not license you to use marks not already owned by you in any commercial way without the prior written permission of the owner. 89. You are not granted any right or licence with respect to any intellectual property, including any use and/or reproduction of such intellectual property. A breach by you may subject you to civil and criminal actions, including possible claims for damages and equitable remedies such as injunction and specific performance. 90. You agree that you will not use any robot, spider, scraper or other automated means to access ili! or extract information from ili! without prior express written permission from CollectMe. 91. Except as permitted under the Copyright Act 1968 (Cth), you are not permitted to copy, reproduce, republish, distribute or display any of the information in our website or ili! app without our prior written permission. 92. Any licence to access and use the information does not include the right to use any data mining robots, data (including screen and web) scrapers or other extraction tools. The licence also does not permit you to metatag or mirror our website without our prior written permission. We reserve the right to serve you with notice if we become aware of your metatag or mirroring of our website. 93. During the course of transacting through ili!, you may obtain personal information, including name, shipping and contact information, from a CollectMe Member. Without obtaining prior permission from the Member, this personal information shall only be used for transactions directly related to ili!. CollectMe has not granted you a license to use the information for unsolicited commercial communications or notifications. You are not permitted to sell, provide, assign or disclose this information to any third party without the express written permission of the Member. You are not licensed or permitted to add any Member or Member details to your email or physical mail list or contact the Member directly without the express permission of the Member. Such permission is not automatically granted upon a Member using ili! or engaging with you. 94. You acknowledge and accept that Content posted on the ili! Platform or in connection with the Services may be re-posted by a third party including a website or social media site not related to CollectMe and you agree to hold CollectMe harmless from any dispute or action that arises from such actions. 95. Any comment, post, feedback, idea or suggestion, including as text, image, audio or video, (“Comments”) which you or a Member provides to us through or as a result of our Services becomes our property. If we use any of those Comments in promoting our Services or in any other way, we will not be liable for any actions which may occur from such use. You agree that we are entitled to use Comments for any commercial or non-commercial purpose without compensation to you or to any other person who has transmitted the Comments. 96. You acknowledge that you are responsible for the content of any Comment made by you including its legality, originality and copyright. 97. Any data provided, created or generated as a result of a Member using our Services, including curation data, usage data, comments, feedback, votes, opinions and posts becomes solely our property at the point of creation within our Platform. Where a court determines that this data does not belong solely to CollectMe, you agree that, to the extent that ownership is attributed to you, we have a non-exclusive, royalty free, worldwide, non-revokable, sub-licensable, perpetual license to use, display, reformat, redisplay, reproduce and report that data, including without attribution and without compensation to you. 98. You agree not to modify, rent, lease, loan, sell, distribute, reverse engineer or create derivative works based on the Services in any manner, and you shall not exploit the Services in any unauthorised way whatsoever, including, but not limited to, by trespass or burdening network capacity. Dispute Resolution 99. If a dispute arises or if you have a complaint or concern, please contact CollectMe in the first instance. We will always try to resolve a dispute directly with you. 100. You and we agree that we shall use all reasonable efforts to resolve any disputes, controversies or differences arising out of or in connection with this Agreement amicably, including the use of a mutually agreeable, non-binding mediation procedure. Any dispute which cannot be settled by mutual agreement or mediation shall be finally and exclusively settled by arbitration held in Melbourne, Victoria, Australia and conducted by The Institute of Arbitrators & Mediators Australia. 101. If a dispute arises between you and a Member or a third party, you release CollectMe and our directors, officers, employees, affiliates, agents, advisors, contractors, subsidiaries, joint venture partners and licensors from any and all claims, demands and damages (including for consequential losses) whether current or future, known or unknown, reported or unreported, arising out of or in any way connected with such disputes. 102. CollectMe may, at its sole discretion, assist Retail Partners to resolve disputes. CollectMe has no obligation to resolve disputes between Retail Partners and Members or Retail Partners and third parties. Any attempt by CollectMe to resolve a dispute is done so in good faith and without any liability. CollectMe does not make legal determinations or representations regarding any dispute or any aspect of a dispute. Termination, Suspension and limitations of access 103. If you breach, or if CollectMe suspects that you are or are likely to be in breach of any of the provisions of these Terms of Service, a law or the CollectMe Privacy Policy, including through improper or fraudulent activity, CollectMe, at its sole discretion, without notice to you may: (i) terminate your access to the Services and/or (ii) suspend or preclude your access to the Services or parts of the Services. 104. Upon termination, CollectMe has no obligation to retain or provide you with any information related to the time during which you used the Services. 105. Upon termination, you will remain liable for all amounts due to CollectMe in connection with or as a result of your use of the Services including amounts that arise subsequent to termination. 106. To the maximum extent permitted by law, CollectMe will not be liable to you or to any third party should it exercise any of its rights under this clause. 107. CollectMe may retain, indefinitely, all Content related to your use of the Services or a Member’s use of the Services related to you. Disclaimers 108. Whilst we take all due care in providing our Services, we do not provide any warranty either express or implied. 109. To the extent permitted by law, any condition or warranty which would otherwise be implied into these Terms of Service is excluded. 110. We take all due care in ensuring that our Services are free of any virus, worm, Trojan horse and/or malware, however we are not responsible for any damage to your computer system which arises in connection with your use of our Services or any linked website or services. 111. We host third party Content within our Services. Responsibility for the content of such material rests with the owners of that material and we are not responsible for any claims, opinions, statements, errors or omissions in such material. 112. We do not accept liability for anything contained in the post of a Member or Retail Partner or in any form of communication which originates with a Member or Retail Partner or a third party and not with us. Limitation of Liability 113. CollectMe does not guarantee, represent or warrant that your use of the Services will be uninterrupted or error-free, and you agree that from time to time CollectMe may suspend, delay, remove or cancel the Services or a component of the Services for indefinite periods of time, without notice to you. You expressly agree that your use of, or inability to use, the Services is at your sole risk. The Services are provided “as is” and “as available” for your use, without warranties or guarantees of any kind except as required by law. 114. CollectMe, its directors, officers, employees, affiliates, agents, advisors, contractors, subsidiaries, joint venture partners and licensors will not be liable to you and accept no liability for any direct, indirect, incidental, punitive, special or consequential damages (including but not limited to loss of revenue, loss of actual or anticipated profits, loss of business, loss of opportunity, loss of goodwill, loss of reputation and/or loss of data, incurrence of costs) arising from or in connection with your use of the Services, including, but not limited to, any errors or omissions in any Content, or any loss or damage of any kind incurred as a result of the use of any Content posted, transmitted, or otherwise made available via the Services. 115. To the full extent permitted by law, our liability for breach of an implied warranty or condition is limited to the supply of the services again or payment of the costs of having those services supplied again, at our discretion. In any event, and to the full extent permitted by law, if, for whatever reason, we are found liable to you in any way and for any circumstance, then our total liability to you for all breach occurrences shall be limited to $100.00. Indemnity 116. By accessing our Services, you agree to indemnify and hold us harmless from all claims, actions, damages, penalties, costs and expenses including legal fees and including claims from third parties, arising from or in connection with your use of or access to our Services. Jurisdiction 117. These Terms of Service are to be governed by and construed in accordance with the laws of Victoria, Australia and any claim made by either party against the other which in any way arises out of these Terms of Service will be heard in Victoria, Australia and you agree to submit to the jurisdiction of those Courts. Privacy 118. We will store and transmit private information. 119. We undertake to take all due care with any information which may be provided to us when accessing or using our Services. However, we do not warrant and cannot ensure the security of any information which you may provide to us. Information you transmit to us is entirely at your own risk although we undertake to take reasonable steps to preserve such information in a secure manner. 120. Our compliance with privacy legislation is set out in our separate Privacy Policy which may be accessed from our home page. 121. CollectMe stores and processes Content on computers located both inside and outside of Australia that are protected by physical as well as technological security. While reasonable steps are taken to secure this information, you recognise and agree that there remains a risk of loss, corruption, attack, viruses, interference, hacking, or other security intrusion that CollectMe cannot reasonably control and is not liable for. Notices 122. Unless otherwise specifically stated, all notices shall be given by post to CollectMe; Level 1, 123 Camberwell Road, HAWTHORN EAST, VIC, 3123, AUSTRALIA (to CollectMe) or to the email address you provide to CollectMe (to you). Notice shall be deemed given 24 hours after an email is sent, unless the sending party is notified that the email address is invalid. CollectMe may give you notice by registered mail to the physical address provided to CollectMe by you. Where physical mail is posted, notice shall be deemed to have been given three days after the date of mailing. Survival 123. The following Clauses specifically survive the termination of this agreement. Nothing in this clause limits the survival of other clauses. Important Definitions, Role of CollectMe and ili! (Clauses 1 to 4 and Clauses 6 to 9), Acceptance of the Terms of Service (Clauses 19 to 21), Retailer Pricing, Discounts and Offers (Clauses 39 to 40), Chargebacks, Credits and Retail Partner policies (Clauses 41 to 43), Payments and Charges (Clauses 46 to 49), Content and Service availability (Clauses 54 to 56), Right to remove material (Clause 74 and Clause 76), Intellectual Property Rights and licenses (Clauses 86 to 87 and Clauses 89 to 95 and Clauses 97 to 98), Dispute Resolution (Clauses 99 to 101), Termination, Suspension and limitations of access (Clauses 104 to 106), Disclaimers, Limitation of Liability (Clauses 113 to 115), Indemnity, Jurisdiction, Privacy, Notices, Survival, General (Clauses 124 to 127). General 124. You agree to comply with all applicable laws and regulations, including regarding privacy, online conduct, conduct and acceptable content in all regions where the Services are provided to you. In addition, you must abide by CollectMe's Terms of Service as stated in this Agreement and as updated from time to time as well as all other policies, procedures and operating guidelines that may be published from time to time by CollectMe, each of which is incorporated herein by this reference and each of which may be updated by CollectMe from time to time and which are available, along with the Terms of Service, from CollectMe by sending an enquiry to support@ililoveit.zendesk.com or downloading from http://www.ililoveit.com/. 125. Where there is an inconsistency between these Terms of Service and the Enrolment Form, these Terms of Service shall prevail to the fullest extent possible within the law. 126. If any part of this Agreement is or becomes illegal, void, invalid or unenforceable under any law, the part will be limited, narrowed, construed or altered as necessary to render it valid but only to the extent necessary to achieve such validity. If necessary the invalid part will be deleted from these Terms of Service and the remaining provisions will remain in full force and effect. This severability may apply to a part of a clause, a whole clause or more than one clause, as the context determines. 127. You are responsible for all applicable taxes, levies and surcharges in connection with your use of the Services and you agree to indemnify and hold us harmless from all claims, actions, damages, penalties, costs and expenses including legal fees and including claims from third parties, arising from or in connection with your use of or access to our Services.. This includes your responsibility to collect and remit taxes and charges to various regulatory or government bodies. 128. We would like to remind you that by using or allowing the use of the Services in any manner, including by visiting or browsing the Platform, you are agreeing to these Terms of Service. If you do not agree to use the Services in accordance with these Terms of Service, you must cease using the Services immediately and settle, within 14 days, any amounts, if any, that remain payable to CollectMe. PROMOTION PERIOD CONDITIONS 129 You must register your interest on the ili! Retailer Website at retailers.ililoveit.com. 130 You must complete, sign and return/submit the ili! Retail Partner Enrollment Form by 30 April 2016. 131 You must provide the required product and store information to CollectMe by 31 May 2016. 132 Free usage period commences once your products and stores are loaded in to the ili! platform and available for barcode curation. We will advise you of this date. 133 Access to the ili! platform will be 'as is'. We will not apply any special restrictions as a result of the free usage period. 134 The Promotion Period may be extended or withdrawn at any time by CollectMe without notice and without compensation or claims by ili! Retail Partners or prospective ili! Retail Partners. 135 At the conclusion of the free usage period, you agree to continue to use the ili! platform in accordance with these Merchant Terms of Service.