Terms & Conditions

Last updated: 1 October 2023

Parties

BrideBliss means BrideBliss Pty Ltd (ABN 85 665 490 942) of 80 Market Street, South Melbourne, VIC, 3205, Australia, contactable on info@bridebliss.com.au.

User means you, the Vendor or Customer using BrideBliss’ Service, contactable on the email you use to establish your Account on the Service.

Background

Capitalised words and phrases are defined in the “Definitions” section of this document unless otherwise specified.

  1. BrideBliss operates where Users (as Vendor and Customer) enter Transactions in relation to wedding products and Services.

  2. The User will use the website on the terms and conditions of the Agreement.

It is agreed as follows.

  1. Agreement

    1. User agrees to the terms of the Agreement with the clickwrap procedure on the Service.

    2. BrideBliss grants User a right to use the Service subject to the terms and conditions of the Agreement.

    3. The Agreement will apply until it is terminated.

    4. User will not use the Service unless User is over 18 years of age.

  2. Marketplace Provider

    1. Customer responsibilities

      Customer agrees that it is responsible for conducting research to ensure that:

      1. Vendor’s products and services are suitable for Customer’s purposes; and

      2. Vendor is a reputable business in good standing.

      The appearance of a Vendor on the Service is not an endorsement or guarantee of any kind by BrideBliss.

    2. Vendor responsibilities

      Vendor agrees:

      1. that it is a business registered in Australia that will only deliver products and services described on the Service within Australia;

      2. not to advertise any third party products or services without the written consent of BrideBliss; and

      3. not to “farm out” any leads or contacts it procures with the Service.

    3. BrideBliss fee

      At the Time Of Payment:

      1. Customer will pay the full Transaction Amount via Stripe; and

      2. Stripe will pay the Platform Fee to BrideBliss on behalf of the Vendor.

    4. Fees on the Service

      User agrees that, unless otherwise stated explicitly, fees paid on the Service:

      1. are non-refundable to the fullest extent available under the law; and

      2. are paid in Australian dollars.

    5. Disallowed dealings

      Vendors and Customers agree not to:

      1. deal (or attempt to induce the other party to deal) with each other in any way except by using the Service; and

      2. communicate with each other without using the functionality provided by the Service before the parties enter a Transaction.

    6. BrideBliss non-involvement

      1. BrideBliss facilitates Transactions between users of the Service, but has no relationship at law with the Transactions between users of the Service.

      2. User agrees to make a good faith effort to resolve conflicts between itself and any other user of the Service (including in connection with Transactions) without the involvement of BrideBliss in any way whatsoever.

  3. Transactions

    1. Vendor terms

      1. Vendor will display all prices in Australian dollars and inclusive of GST on the Service.

      2. Vendor agrees that it is responsible for supplying its own legal terms for Transactions and BrideBliss will not help Vendor fulfil its obligations under any Transaction.

      3. To the extent of any inconsistency between Vendor’s Transaction terms and the Agreement (particularly the provisions set out in this section), the provisions of the Agreement will take precedence.

      4. Vendor agrees that Customers may terminate the Transaction for convenience (including where the Customer “changes their mind”) by notifying BrideBliss before the Time Of Payment as set out below.

    2. Transaction payment terms

      1. The parties agree to the payment terms in this sub-section in relation to each Transaction.

      2. Any reference to a payment by Stripe to a User below refers to the initiation of a payment, which may take Stripe up to 14 days to process.

      3. BrideBliss will process payments on the Service with Stripe functionality governed by the terms at https://stripe.com.

      4. After entering the Transaction, Customer may terminate the Transaction for convenience by using the Service interface before the Time Of Payment.

      5. At the Time Of Payment Customer will pay the full Transaction Amount with Stripe.

      6. Stripe will pay Vendor 30% of the Transaction Amount on behalf of Customer 24 hours after the Time Of Payment.

      7. Stripe will pay the remainder of the Transaction Amount owing to Vendor on behalf of Customer 7 calendar days after the Wedding Date.

    3. Transaction terms for both

      Vendor and Customer agree:

      1. to communicate with each other in relation to the Transaction without unreasonable delay; and

      2. in the event of a dispute in connection with the Transaction, the parties agree to work together in good faith to resolve the dispute without the involvement of BrideBliss.

    4. Vendor transaction terms

      Vendor will:

      1. comply with all laws (including maintaining any licence or insurance required to lawfully conduct business) while providing goods and services under the Transaction;

      2. provide any Transaction services with due care, skill and diligence in accordance with the accepted standards of its industry; and

      3. provide Transaction services with personnel who have the necessary skills to perform their part of the Services.

  4. Service Accounts

    1. Account undertakings

      User agrees to:

      1. provide accurate and complete information to BrideBliss to establish the Account;

      2. keep the information used to establish the Account up to date;

      3. keep details used to access the Account secure and private; and

      4. notify BrideBliss in the event that the Account’s security is compromised in any way.

    2. Account responsibility

      User agrees that it will be responsible for the Account’s activity, even if the Account is used in an unauthorised way by another person.

  5. Intellectual Property Protection

    1. BrideBliss reserves the right to alter any element of the Service IP at its discretion.

    2. User agrees not to reverse engineer any part of the Service IP.

    3. No licence or right is granted over any intellectual property in the Service IP unless explicitly described in the Agreement.

    4. User does not have any right to resell or sub-licence the Service IP unless the Agreement explicitly provides otherwise.

  6. Privacy

    1. BrideBliss will collect, store and use the Personal Information of User in accordance with BrideBliss’s Privacy Policy.

    2. By using the Service, User consents to the collection, storage and use of their Personal Information in accordance with the Privacy Policy.

    3. User is responsible for its own compliance with privacy law. BrideBliss does not promise that any use of the Services by User complies with any privacy law.

  7. Acceptable Use

    1. User agrees to use the Service in accordance with the law at all times and only in ways that the Service was designed to be used.

    2. User agrees not to use the Service for the Unacceptable Uses.

    3. The parties agree that a breach of this acceptable use clause gives BrideBliss the right to immediately suspend User’s access to the Service until BrideBliss is reasonably satisfied that the use breaching this clause will be discontinued.

  8. Authorised Users

    1. User may authorise its employees or any other person to access the Services under the Agreement.

    2. User is responsible for ensuring that users it authorises to access the Services comply with the Agreement and User is liable to BrideBliss for the activities with any such users.

  9. Posted Information

    User agrees that:

    1. it is responsible for the legal consequences arising from Posted Content;

    2. BrideBliss is in no way responsible for legal consequences arising from Posted Content;

    3. unless otherwise indicated specifically, Posted Content will be deemed a disclosure of the data, which will make it publicly available;

    4. BrideBliss may edit or remove Posted Content at its discretion; and

    5. User promises that it will not, by posting Posted Content, infringe the Intellectual Property Rights of any third party, or cause BrideBliss to do so.

  10. Data Rights

    1. Ownership of Data

      Ownership of the Data remains with User.

    2. Data licence

      User Grants A Licence over the Data to BrideBliss for the purpose of providing the Services and meeting any other obligations under the Agreement that is global, non-transferable, sublicensable, non-exclusive, royalty free and perpetual.

  11. Product information

    Customer agrees that:

    1. any Service Content dealing with Products is for example purposes only and not necessarily accurate; and

    2. photographs of Products may not match the colour or size of Products.

  12. Service Interruptions

    1. Unplanned

      User acknowledges that:

      1. interruptions as a result of third party suppliers to BrideBliss are beyond the control of BrideBliss; and

      2. the Services may occasionally be interrupted due to technical difficulties.

    2. Remedies

      BrideBliss will use reasonable efforts to remedy interruptions to the Services as soon as reasonably practicable.

    3. Planned interruptions

      BrideBliss may interrupt the provision of the Services with 5 Business Days notice.

  13. Relying on information

    1. BrideBliss does not promise that any Service Content is complete or correct.

    2. User agrees that it should verify any Service Content before relying on it in any way.

    3. BrideBliss may change the Service Content at its discretion without any warning or notification to User.

    4. To the extent that Service Content is third party advertising, User agrees that BrideBliss does not endorse the third party advertiser or any of its information, products or services.

  14. Limitation of BrideBliss’s Liability

    The amount User can claim from BrideBliss in relation to the Agreement and Services is Limited To The Legal Minimum.

  15. Indemnity by User

    User will indemnify and hold harmless BrideBliss and its officers, employees, agents and contractors from and against losses, claims, expenses, damages and liabilities (including taxes, fees and levies and including all legal cots on a full indemnity basis) arising from:

    1. any breach of the Agreement by User; and

    2. any unlawful or negligent act or omission of User.

  16. Termination

    1. Termination for breach

      BrideBliss can terminate the Agreement immediately by written notice if:

      1. it notifies the breaching party of an Agreement breach in writing; and

      2. the breach is not remedied 5 Business Days after the breach notification.

      The non-breaching party’s obligations under the Agreement will be suspended until the notified breach is remedied

    2. Termination for convenience

      BrideBliss may terminate the Agreement without giving reasons with 10 Business Days of written notice. The parties agree that this is reasonable given the number of agreements of a similar nature that convenience cancelling party has with other parties.

    3. Insolvency

      BrideBliss may terminate the Agreement immediately with written notice if User becomes insolvent.

    4. Consequences of termination

      For the avoidance of doubt, the termination of the Agreement will:

      1. have no effect on any Transaction between users of the Service; and

      2. will not halt the operation of the Stripe payment flow.

  17. Dispute Resolution

    1. Exclusions

      This section will not apply to any dispute between users of the Service.

    2. Parties will use dispute resolution

      1. Where any dispute arises between BrideBliss and a User in relation to the Agreement, those parties must comply with the procedure described in this section to resolve the dispute before a party brings court proceedings.

      2. Nothing in this clause prevents any party from bringing court proceedings for urgent injunctive, interlocutory or declaratory relief.

    3. Process

      The parties agree to the Dispute Resolution Discussion as the first step of any dispute between the parties.

  18. Agreement Changes

    1. BrideBliss may change the Agreement by notifying User in writing with 10 Business Days notice.

    2. If User does not agree to the Agreement changes, User must cease using the Services.

    3. Where User unsubscribes from BrideBliss emails to User, it will be User’s responsibility to check for updates to the Agreement.

  19. Taxes

    1. User will be liable for all duties and taxes connected with the Agreement.

    2. User will be liable for taxes incurred under Australian taxation law.

  20. General Provisions

    1. Governing law

      1. The governing law of the Agreement will be the law of Victoria, Australia.

      2. The parties agree that this state or territory will be the exclusive jurisdiction for any proceedings under the Agreement.

    2. Notice

      Parties will send notices and other written communications connected with the Agreement to the contact details listed in the section of this document titled “Parties”.

    3. Assignment

      User will not assign any rights under the Agreement without the written consent of BrideBliss.

    4. Agreement technicalities

      The parties agree to:

      1. the Boilerplate Provisions; and

      2. the Interpretation Principles.

Definitions

  1. Account

    means a digital account for the purpose of the Services.

  2. Agreement

    means the agreement arising between the parties in accordance with this document and the other documents referred to by this document.

  3. Boilerplate Provisions

    The following sections apply to the Agreement.

    1. Further assurances

      The parties agree to do everything required to give full effect to the Agreement.

    2. Entire agreement

      The Agreement and any other document incorporated by reference constitute the entire legal agreement. The parties agree that they have not relied on any representation or statements outside the terms of the Agreement.

    3. Electronic signature

      The Agreement may be executed or entered into electronically.

    4. Counterparts

      The documents constituting the Agreement may be executed in multiple counterparts. The counterparts will be read as one legal document.

    5. Waiver

      No right or obligation under the Agreement will be waived unless the waiver is explicitly made in writing.

    6. Severance

      Any unenforceable or invalid term of the Agreement will only be severed to the extent of the unenforceability or invalidity without affecting any other term in the Agreement.

    7. Binding on successors

      The Agreement is binding on each party’s successors and permitted assigns.

    8. Agreement expenses

      The parties will cover their own expenses in preparing the Agreement documents.

  4. Business Days

    means a day, between the hours of 9am to 5pm, in the jurisdiction of the governing law of the Agreement (Area), that is not:

    1. a Saturday or Sunday; or

    2. a public holiday, special holiday or bank holiday in the Area.

  5. Compulsory Condition, Compulsory Conditions

    means any condition, warranty or guarantee that the law does not permit to be limited or excluded (such as the consumer guarantees under the Competition and Consumer Act 2010 (Cth)).

  6. Customer, Customers

    means any user of the Service purchasing wedding products and services.

  7. Data

    means any data or information conveyed to the Service by User.

  8. Dispute Resolution Discussion

    1. The party claiming that there is a dispute must provide notice of the dispute in writing to the other party that includes full and detailed particulars of the dispute (Dispute Notice).

    2. The party receiving the Dispute Notice must respond in writing to the initiating party with a response that includes full and detailed particulars of its position on the dispute within 10 Business Days (Dispute Response).

    3. Within 10 Business Days of the Dispute Response due date both parties must arrange a meeting between representatives (in person or on the telephone) with sufficient authority to resolve the dispute (Resolution Meeting).

    4. The discussion process above will be deemed to have ended if there is no resolution within 10 Business Days of the Resolution Meeting or a written agreement between the parties to extend this deadline.

  9. Grants A Licence

    means that:

    1. The licensor grants the licensee a licence to the Intellectual Property Rights in the licence subject for the licence purpose.

    2. The licence granted above will be subject to any terms and conditions specified in the clause.

    3. The licensor warrants that the licensee’s legitimate exercise of the licensed Intellectual Property Rights for the licence purpose will not infringe the rights of any third party.

    4. The licensor warrants that it will give and obtain any moral rights waivers and consents necessary to ensure the licensee can use the Intellectual Property Rights for the licence purpose without infringing moral rights.

  10. Intellectual Property Rights

    means all present and future rights conferred by common law, equity or statute connected with the results of intellectual activity, as well as the benefit of any application to register, renew or extend such a right.

  11. Interpretation Principles

    The Agreement will be interpreted as follows unless it explicitly states otherwise.

    1. Grammatical Forms

      In this document grammatical forms will be interpreted as follows:

      1. headings are for convenience and will not affect interpretation; and

      2. “$” means the Australian dollar.

    2. Definitions

      1. Parameters in definitions are indicated with italic text.

      2. Defined terms are capitalised and not legally effective except as described below.

      3. Provisions using definitions with parameters (Parameter Provisions) are not legally effective except as described below.

      4. Parameter Provisions will be read as replaced with the rights and obligations in the definition, and parameters will be substituted with the equivalent concepts in the Parameter Provision on a plain reading of it.

      5. The Parameter Provision may stipulate exceptions, which will be read as an exception to the rights and obligations in the definition.

      6. Where a definition refers to rights and obligations as “these” or “this” it refers to those created by the replacement of the Parameter Provision with the definition.

  12. Limited To The Legal Minimum

    The limited party deals with the limiting party in respect of the limitation subject at its own risk. To the fullest extent permitted by law, limiting party excludes all liability (including consequential loss) to limited party for any liabilities connected directly or indirectly with the limited party and limiting party dealings in relation to the limitation subject, including liabilities based on:

    1. contract law;

    2. tort law; or

    3. legislation,

    and including liabilities caused by any limitation risks.

    1. Indemnities not limited

      The foregoing limitation of liability will not apply to indemnities given by limiting party to limited party under the Agreement.

    2. Implied Conditions

      To the fullest extent permitted by the law, all terms and conditions implied by any other source of law in relation to dealings between the limiting party and the limited party in respect of the limitation subject are excluded from the Agreement.

    3. Compulsory Conditions

      To the fullest extent permitted by the law, limiting party’s liability to the limited party for breaching a Compulsory Condition in relation to the limitation subject is limited to:

      1. in a case where a breach is deemed to be a breach in respect of goods:

        1. the replacement of the relevant goods or the supply of equivalent goods;

        2. the repair of the relevant goods;

        3. the payment of the cost of replacing the relevant goods or of acquiring equivalent goods; or

        4. the payment of the cost of having the relevant goods repaired; and

      2. in a case where a breach is deemed to be a breach in respect of services:

        1. the resupply of the relevant services; or

        2. payment of a sum equal to the cost of resupplying the relevant services.

      The limiting party will choose which of these options will apply.

  13. Personal Information

    means any information that is categorised as ‘personal information’ or ‘personal data’ under privacy law, or is otherwise regulated by privacy law.

  14. Platform Fee

    means, 5% of the Transaction Amount

  15. Posted Content

    means any content or information posted by User that is available to third parties.

  16. Privacy Policy

    means BrideBliss’ privacy policy published at https://bridebliss.com.au/privacy.

  17. Products

    means any products for sale by Vendor on the Service.

  18. Prohibited Information

    means information that:

    1. could reasonably be considered racist, hate speech, defamatory, obscene;

    2. could be construed as “high pressure sales tactics”;

    3. infringes the intellectual property rights of a third party;

    4. could reasonably harass any third party;

    5. creates any kind of liability for BrideBliss whatsoever;

    6. is pornographic in nature;

    7. might create risk of harm (mental and physical);

    8. could reasonably be categorised as ‘malware’; or

    9. is unlawful or unlawfully communicated.

  19. Service, Services

    means a wedding marketplace web app at the bridebliss.com.au domain, and any associated mobile apps, connecting wedding vendors with couples, and facilitating payments through Stripe.

  20. Service Content

    means any information, content or data provided with or in association with the Services.

  21. Service IP

    means the Intellectual Property Rights in the Services provided.

  22. Stripe

    means the functionality known as “Stripe Connect” provided by Stripe, Inc.

  23. Time Of Payment

    12:00am on the calendar day 60 full calendar days before the date of the Customer’s wedding.

  24. Transaction, Transactions

    means the agreements for products and / or services that the Vendor and Customer enter into using the Service.

  25. Transaction Amount

    means the full amount payable by Customer to Vendor under a Transaction including GST if applicable.

  26. Unacceptable Uses

    means using the Service:

    1. for the purpose of finding security vulnerabilities;

    2. in a way that imposes an unreasonable or disproportionately large load on the infrastructure of the Services or BrideBliss’ systems or networks, or any systems or networks connected to the Services;

    3. to gain competitive intelligence about BrideBliss or the Service;

    4. to research, compete with BrideBliss or create or sell a similar product or information;

    5. with an Account that the User did not establish;

    6. with any automated means like “scrapers” or “bots”;

    7. to communicate or store any Prohibited Information; and

    8. such that the use interferes with BrideBliss’ ability to provide the same Service to other parties.

  27. Vendor, Vendors

    means any user of the Service selling wedding products and services.

  28. Wedding Date

    means the date specified by Customer as the date of wedding at the time Customer enters a Transaction.

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