Introduction

Thank you for joining Command: The Online Experience (Offer), owned and provided by Sarah Ruby Leffley Pty Ltd (we, us, our).

By participating in the Offer, you (the purchaser, in your individual capacity or on behalf of a company or other legal entity) agree to be bound by these terms and conditions as set out below (terms). Please read these terms carefully before finalising your purchase, as they will become legally binding on you and us once your purchase is complete.

Nature of Relationship

You agree and understand that the Offer is aimed at facilitating the improvement of your business mindset and business strategies and that the implementation and success of any recommendations, suggestions or proposed strategies is ultimately your responsibility.

You understand and agree that: (a) parts of the Offer may include discussions about mindset, wellbeing, lifestyle, relationships, spirituality and health. We are not qualified health professionals and do not hold ourselves out to be. Those parts of the Offer and any information exchanged is not intended to, and does not, substitute or replace discussions and consultations with relevant health professionals, such as medical doctors, nutritionists, therapists etc. and your reliance on any information or discussions is solely at your own risk;

(b) parts of the Offer may include discussions about business strategy and finances
(both personal and business). We are not qualified finance professionals and do not
hold ourselves out to be. Those parts of the Offer and any information exchanged
is not intended to, and does not, substitute or replace discussions and consultations
with relevant professionals (including, but not limited to accountants, financial
advisors, solicitors and other professionals) and your reliance on that information is
solely at your own risk;

(c) all financial and wellbeing decisions, whether personal or in relation to your
business, should be made with your relevant health, financial or business advisors
and professionals, at your own risk.

Nothing in these terms, or the Offer, creates or is intended to create a relationship of employer/employee, principal and agent, partnership or joint venture between you and us.
Pricing & Payment

In consideration for the provision of the Program Inclusions, this Offer is free of charge and no payment is required.
Termination

As the Offer Inclusions include digital content and products, which are made available to you immediately on purchase, there are strictly no refunds. Under no circumstances will termination be permitted.

If the client requests termination of their Offer or subscription, they will be required to pay out all of the offers, at their full price, that you had access to during your time in this container.

Where you:

(a) fail to participate in the Offer or breach any of these terms, we may in our absolute
discretion take one or a combination of any of the following:
(i) remove your access to and/or restrict or prohibit your participation in the Offer;
and
(ii) retain any money paid by you.
(b) fail pay any money payable under these terms as and when it becomes payable, we may in our absolute discretion take any or a combination of the following steps:
(i) Apply interest at the rate of [insert interest amount] per annum, calculated on a daily
basis from the due date until paid in full, to any outstanding amounts, which you must
pay to us on top of the principal amount owed; and
(ii) Remove your access to and/or restrict or prohibit your participation in the Program
until all outstanding amounts are paid in full; and

You release us from any liability arising from us taking any of the above steps and agree that by properly taking those steps we are not in breach of these terms.

Limitation of Liability & Indemnity

Australian Law may confer rights, warranties and guarantees and remedies relating to the provision of the Offer which cannot be excluded, restricted or modified, including but not limited to the Australian Consumer Law and other statutes. At no time are these statutory rights which cannot be excluded, sought to be excluded.

You agree we are not liable for any loss or damage whether direct, indirect or consequential which you may suffer in reliance directly or indirectly on all or any part of the Program.

You indemnify and hold us harmless from and against any and all actions, claims, liabilities, proceedings or demands which may be brought against us in respect of any loss, death, injury, illness or damage (whether personal or property and including reasonable legal fees and expenses).

You agree to indemnify us for any costs we may incur in connection with the enforcement of our rights under terms (including all legal fees on a solicitor-client basis, court fees, and all other expenses incurred in connection with these terms).

Our liability is governed by these terms and conditions, and any other conditions or warranties which may be implied by custom, law or statute are expressly excluded to the fullest extent permitted by law.

You release us from any and all liability in respect of: (a) Our failure to provide any part of the Program which is to be provided by third parties (such as guest coaches or other participants); (b) the information, recommendations, opinions, advice shared by third parties within the Program (such as guest coaches and/or other participants); and (c) your implementation or reliance on any advice, opinion, recommendation, information shared by third parties participating in the Program (such as guest coaches and/or other participants), and any direct or indirect results arising from that reliance or implementation.

Our liability is limited at all times to the amount of the last invoice paid by you.

To the maximum extent permitted by law, we expressly exclude liability for any damage and/or delay in the performance of any obligation pursuant to these terms where such damage or delay is caused by circumstances beyond our reasonable control.

Warranties & Acknowledgements

You represent and warrant that you: (a) are over 18 years of age; (b) will provide all relevant information required for us to provide you with the products and services forming part of the Program; (c) have the legal capacity to enter into a legally binding contract; (d) have read these terms; (e) agree
Confidentiality

We agree to take all reasonable steps to maintain all information and documentation received from you (whether oral, hardcopy or softcopy) confidential unless disclosure is authorised in writing by you, otherwise required by law, or in accordance with these terms.

You acknowledge that the information and documentation provided during the course of the Program is not covered by any patient-client, legal privilege or other privilege, and may be provided to our employees, agents, representatives and associates who have a need to view the information in the proper and usual course of our business.

Confidential information does not include information which: (a) was in our possession prior to your purchase of the Offer; (b) is or becomes generally known to the public; (c) is provided to us by a third party; (d) we are required to disclose by law or Court order; (e) is disclosed to us and we reasonably believe there to be an imminent or likely risk of danger or harm to you or others; and (f) involves illegal activity.

You agree to maintain all information, documents, resources provided or disclosed by us, relating to the services, our business or personal affairs of our employees, agents, representatives or associates, confidential and must not share, sell, reproduce or use for any purpose other than as authorised, without our prior authorisation.

In the event that we or you become aware of any potential breach of confidentiality, we must notify each other as soon as reasonably practical and take steps to remedy any breaches.

Nothing in these terms prevents us from disclosing non-confidential information of the nature specified in these terms to third parties.

Non-Disparagement

You must not: (a) communicate in any way (directly or indirectly, in any capacity or manner) any statement of any kind (whether verbal, in writing, electronically transferred or otherwise) that might be critical of, or derogatory or negative towards, us or any other party included in the Offer; or (b) cause, encourage or permit any other person to do so.
Intellectual Property & Copyright

For the purpose of these terms, “Intellectual Property” means any materials, analyses, processes, discussions, patents, rights to inventions, copyright and related rights, moral rights, trademarks and service marks, trade names and domain names, rights in get-up, rights to goodwill or to sue for passing off or unfair competition, rights in designs, rights in computer software, database rights, rights in confidential information (including know-how, trade secrets and marketing secrets) and any other intellectual property rights, in each case whether registered or unregistered and including all applications (or rights to apply) for, and renewals or extensions of, such rights and all similar or equivalent rights or forms of protection which subsist or will subsist now or in the future in any part of the world, which is provided or may be developed as a result of or during the Program.

During the length of the Offer, we will share with you Intellectual Property owned by us. Your participation in the Program, and our sharing of the Intellectual Property with you, does not grant or transfer any rights, title or interest to you in relation to the Intellectual Property.

You may not modify, publish, transmit, participate in the transfer or sale of, create derivative works from, distribute, display, reproduce or perform, or in any way exploit in any format whatsoever Intellectual Property, in whole or in part without our prior written consent. We reserve the right to immediately remove your access to the Program and related member groups, without refund, if you violate these terms.

As parts of the Offer are made available to you electronically and for replay, we grant you a limited, personal, non-exclusive, non-transferable license to use the Program recordings for your own personal and internal business use. You acknowledge and agree that you have no right to change, edit, duplicate, reproduce, create derivative works of, reverse engineer, alter, sell, enhance or in any way exploit any of the recordings in any manner.

You will not remove any copyright notice from any digital product provided as part of the Offer and doing so will be deemed an infringement of our intellectual property rights.

No Intellectual Property may be reproduced or used for any purpose other than your private business

Waiver
47. No failure, delay or indulgence by a party in exercising any power or right conferred upon it under these terms will operate as a waiver of that power or right.

No single or partial exercise of any power or right precludes any other or future exercise of it, or the exercise of any other power or right under these terms.
Amendment
49. You agree to be bound by these terms as at present and varied by us from time to time.

Severability
50. If any part of these terms is deemed invalid or unenforceable:
(a) that provision may be severed to the extent of the invalidity or unenforceability; and
(b) the remaining provisions of these terms remain unaffected, valid and enforceable.

Governing Law
51. Any disputes or claims arising out of or in connection with the Offer or these terms (including non-contractual disputes or claims) are governed by, and shall be construed in accordance with, the laws of New South Wales, Australia.

You irrevocably agree that the courts of New South Wales, Australia have exclusive jurisdiction to deal with and settle any dispute or claim that arises out of, or in connection with, the Program and/or these terms, or its subject matter or formation (including non-contractual disputes or claims).
Entire Agreement

These terms contain the entire understanding between you and us in relation to Program and supersede any previous arrangement, understanding or agreement relating to its subject matter.

No express or implied conditions, warranties, promises, representations or obligations, written or oral, apply in relation to the Offer or these terms, other than those expressly stated in it or implied at statute.

Your purchase of the Offer constitutes critical of, or derogatory or negative towards, us or any other party included in the Offer; or (b) cause, encourage or permit any other person to do so.

Liability limited by a scheme approved under Professional Standards Legislation.

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