COVERPAY TERMS.

These terms and conditions (Terms) apply to your use of the Platform and are a legally binding agreement between you and Coverpay Pty Ltd.

Please read these Terms carefully before you access or use the Platform and keep a copy for future reference. We may update these Terms from time to time and you will need to agree to any updated Terms.

By clicking "Confirm" or accessing the Platform, you agree to these Terms. If you do not agree, you must immediately stop using the Platform.

In these Terms, a reference to “we”, “us” and “our” means Coverpay Pty Ltd ACN 644 007 081.

PLAN SUMMARY

AGREEMENT.

1.

Your Account

1.1

Eligibility

• To be eligible to open an Account with us, you must:
• 1.1.1
  be an individual who is at least 18 years old;
• 1.1.2
  be an Australian citizen;
• 1.1.3
  not suffering an Insolvency Event;
• 1.1.4
  be capable of entering into a legally binding contract;
• 1.1.5
  have identification documents that meet our requirements for the purposes of conducting identification checks in accordance with our practices and any applicable laws;
• 1.1.6
  have an Australian residential address;
• 1.1.7
  have a valid email address and Australian mobile number; and
• 1.1.8
  have a credit card or debit card.

1.2

Registration

• 1.2.1
  You will need to set up an Account to access and use the Platform.
• 1.2.2
  You can apply for an Account via the Platform on our Website.
• 1.2.3
  You can only set up one Account.
• 1.2.4
  Once you have set up your Account, you can request Payment Plans under clause 2.

1.3

Log-in credentials

• 1.3.1
  In setting up an Account, you will be required to nominate an active email account as your username and select a password.
• 1.3.2
  You are responsible for keeping your log-in details secure and confidential and must not disclose them to any other person.
• 1.3.3
  We will not be liable for any loss, cost, damage, or expense to you or any other person arising out of, or in connection with, your failure to maintain the security and confidentiality of your log-in details.
• 1.3.4
  We are not responsible for any unauthorised access to, or use of, your Account unless we have failed to take reasonable steps to prevent such access or use.
• 1.3.5
  You are fully responsible for all activities carried out under or using your log-in details (whether or not authorised by you) and any loss, cost, damage, or expense to you or any other person that may arise as a result of that activity.
• 1.3.6
  You must immediately notify us of any unauthorised use of your log-in details or any other breaches of security.

1.4

Access and use

• 1.4.1
  You may access and use the Platform only as permitted by these Terms.
• 1.4.2
  To access and use the Platform, you must:
  • a.
    agree and warrant to use the Platform in accordance with these Terms;
  • b.
    read our Privacy Policy and provide us with a Privacy Consent; and
  • c.
    have an active Account.
• 1.4.3
  You may not authorise others to use your Account, and you may not assign or otherwise transfer your Account to any other person without our prior written consent.

1.5

Your obligations

• As a holder of an Account, you agree to:
• 1.5.1
  not allow others to access or use your Account;
• 1.5.2
  fully cooperate with us in investigating any improper, unlawful or fraudulent access to or use of your Account;
• 1.5.3
  contact us immediately if you believe that your Account may be subject to an unauthorised transaction or other type of fraudulent activity or security breach;
• 1.5.4
  only open one Account;
• 1.5.5
  not cause or permit any damage to, or otherwise interfere with, the Platform;
• 1.5.6
  to provide us with all reasonably required co-operation, assistance and access to such information we require under these Terms;
• 1.5.7
  you will comply with all applicable laws in relation to your use of the Platform; and
• 1.5.8
  you will carry out all your obligations under these Terms in a timely and efficient manner.

1.6

Closure, suspension and cancellation

• 1.6.1
  We may, where we have reasonable cause to do so and without prior notice, immediately suspend or close your Account, including, but not limited to:
  • a.
    where we reasonably suspect or become aware that you are in breach of these Terms;
  • b.
    subject to compliance with clause 5, you are in default of your obligations under these Terms;
  • c.
    where we reasonably consider Account activity to be suspicious;
  • d.
    where we consider it reasonably necessary to prevent fraud or limit, or otherwise protect us against, any legal, regulatory or non-payment risk;
  • e.
    if you provide any inaccurate or incomplete information to us, or we have reasonable grounds to suspect you have;
  • f.
    where you fail to continue to meet the eligibility criteria in clause 1.1;
  • g.
    where requests are made by law enforcement or other government agencies;
  • h.
    where there is a discontinuance or material modification to our Platform (or any part thereof);
  • i.
    where unexpected technical or security issues or problems arise; or
  • j.
    where extended periods of inactivity.
• 1.6.2
  Where we take action under clause 1.6.1:
  • a.
    any Payment Plans submitted under clause 2, but not yet approved, will be cancelled;
  • b.
    your Account will be suspended until all Instalments for all Payment Plans have been paid by you and your Account Balance is zero;
  • c.
    if your Account has been suspended and you do not make all the Instalments for all Payment Plans, we may cancel all your Policies in accordance with clause 5.3.2 and close your Account; and
  • d.
    if we close your Account, these Terms will automatically terminate without any further action required by us.
• 1.6.3
  We will not be liable to you, a Merchant or any third party for any suspension or closure of your Account under any circumstances.

1.7

Notices in relation to your account

• 1.7.1
  We may send notices, notifications and other important information to you via your nominated email, SMS and / or your Account.
• 1.7.2
  You agree that if we provide notices to you in relation to your Account, these Terms or any other matter via your email, SMS and / or Account, such notice constitutes written notice under these Terms.

1.8

Communications

• 1.8.1
  All communications between you and us will be electronic, whether via email and/or SMS.

2.

Payment Plans

2.1

Payment Plan

• 2.1.1
  Once your Account has been set up, you can apply for a Payment Plan at any time to pay for a Policy that has been purchased from a Merchant.
• 2.1.2
  You can apply for a Payment Plan for:
  • a.
    Yourself provided the person named in the Payment Plan is identical to the person named in the Policy; or
  • b.
    any business that you are duly authorised to act for or on behalf.
• 2.1.3
  If you request a Payment Plan for a business, we may request that you provide evidence to our reasonable satisfaction that you are duly authorised to act for, or on behalf of, the business.
• 2.1.4
  Subject to clause 2.1.5, each Payment Plan must:
  • a.
    Be less than the Maximum Plan Limit;
  • b.
    match the Invoice Amount uploaded by you in the Platform or provided directly to us as part of the Merchant’s sale process;
• 2.1.5
  Your Payment Plan may be for any amount greater than the Maximum Plan Limit if:
• a.
  your Invoice Amount is less than the Maximum Boost Limit;
• b.
  the Payment Plan matches the Invoice Amount uploaded by you in the Platform or provided directly to us as part of the Merchant’s sale process; and
• c.
  you pay a deposit as part of the first instalment that is equal to the difference between the Invoice Amount and Maximum Plan Limit on the day your Payment Plan is approved.
• 2.1.6
  We will not approve a Payment Plan if:
• a.
  you are in default of your obligations under these Terms;
• b.
  you have failed to comply with the requirements under clause 2.1.2;
• c.
  if the request does not match the Invoice Amount;
• d.
  if the requested Payment Plan:
• i.
  exceeds the Maximum Plan Limit;
• ii.
  exceeds the Maximum Boost Limit; or
• iii.
  is less than the Maximum Boost Limit and you cannot pay a deposit with your first instalment in accordance with clause 2.1.5;
• e.
  your Account Balance exceeds, or by processing a Payment Plan will exceed, your Maximum Platform Limit;
• f.
  you no longer meet the eligibility criteria in clause 1.1; or
• g.
  if your Account has been suspended or closed under clause 1.6.
• 2.1.7
  Once a Payment Plan has been approved by us, we will pay the Merchant the Invoice Amount.
• 2.1.8
  Once a Payment Plan has been approved, we will update your Account Balance to reflect the Instalments owing to us under the Payment Plan.
• 2.1.9
  Once a Payment Plan has been approved, you cannot cancel or change your Payment Plan unless the Policy has been cancelled under clause 4.
• 2.1.10
  You can pay all Instalments owing under a Payment Plan in full at any time and, if you do:
• a.
  your Payment Plan will automatically expire on the date you pay all Instalments; and
• b.
  we will notify you that your debt is settled in full and no further amounts are owed by you to us in respect of the Payment Plan.
• 2.1.11
  If your Payment Plan has been rejected, we will not pay the Invoice Amount. However, you may submit another Payment Plan request for another Policy purchased from a Merchant.

2.2

Policies

• 2.2.1
  You can only request a Payment Plan for a Policy.
• 2.2.2
  You can request a Payment Plan for a Policy that bundles different classes of coverage under the one Policy.
• 2.2.3
  You cannot request a Payment Plan to cover more than one Policy.
• 2.2.4
  From time to time, there may be Policies that are ineligible for a Payment Plan and we will notify you if your Policy is not eligible at the time you make a Payment Plan request.
• 2.2.5
  We may block a Payment Plan request, or decline a Payment Plan request, if the request relates to an ineligible Policy.

2.3

Endorsements

• 2.3.1
  We will amend your Payment Plan for a Policy where you have received an Endorsement provided that:
• a.
  You are not in default on your Payment Plan;
• b.
  The annualised value of the Endorsement will not result in you exceeding the Maximum Plan Limit; and
• c.
  Either:
  • i.
    There are more than two (2) Instalments remaining on your Payment Plan; or
  • ii.
    There are only two (2) Instalments remaining on your Payment Plan and you have provided us all required documentation at least three (3) Business Days prior to the next Instalment due date.
• 2.3.2
  Once we have processed your Endorsement variation, we will:
  • a.
    Vary the amount owing on the remaining Instalments in your Payment Plan equally, by dividing the Invoice Amount of the Endorsement by the number of remaining Instalments, and adding this amount to the original Instalment amount, to reflect the change in cost as a result of the Endorsement; and
  • b.
    Vary the Plan Management Fee on the remaining Instalments in your Payment Plan, by multiplying the original number of Instalments by the new Instalment amount for the Endorsement variation and charging the applicable Plan Management Fee for this new amount. The new Plan Management Fee amount will be clearly stated at the time you apply for your Endorsement variation.
• 2.3.3
  We will provide you with the updated Instalment amount when your Endorsement takes effect.

2.4

Preferred payment method

• 2.4.1.
  When requesting a Payment Plan via your Account, you must provide us with your Nominated Card for us to deduct your Instalments and any other amounts payable under these Terms.
• 2.4.2
  By providing us with your Nominated Card, you expressly consent, authorise and instruct us to automatically deduct all Instalments in accordance with your Payment Plan and any other amounts payable by you under these Terms as when they are due and payable.
• 2.4.3
  You acknowledge and agree that:
  • a.
    you are giving us the ability to collect or reverse variable payment amounts from or to your Nominated Card in accordance with your Payment Plan and these Terms;
  • b.
    you are responsible for confirming that your Nominated Card can be used as intended by this clause 2.4
  • c.
    you are responsible for ensuring that you have sufficient funds in your Nominated Card to meet all your payment obligations under these Terms;
  • d.
    you are liable for any fees or charges imposed by your Nominated Card provider, except to the extent that such fees or charges arise as a result of our error or system failure. If any fees or charges are imposed as a result of our error or system failure, please provide us with a copy of the relevant records, and we will reimburse you for the relevant fees or charges;
  • e.
    if a payment processed by us in accordance with clause 2.4.2 fails:
    • i.
      Plan Default Fees may apply unless you otherwise make the required payment on or before the relevant due date;
    • ii.
      you authorise us to satisfy any liability you owe us by:
      • A.
        debiting your Nominated Card at a later time or date;
      • B.
        debiting any other debit card or credit card you have provided details of to us;
      • C.
        offsetting the payment amount against any amounts we may owe to you; or
      • D.
        any other legal means; and
    • iii.
      if your liability cannot be discharged in accordance with clause 2.4.3e.ii, you may be in default and your Policy may be cancelled in accordance with clause 5.
• 2.4.4
  You can update or change your preferred Nominated Card at any time via your Account.

2.5

Advance

• If we approve a Payment Plan for a Policy, we will advance the Invoice Amount to the Merchant in accordance with the Merchant Terms.

2.6

Instalments

• 2.6.1
  For each Payment Plan approved by us under clause 2.1, we will provide you with a Plan Instalment Schedule.
• 2.6.2
  We will deduct each Instalment for a Payment Plan using your Nominated Card.
• 2.6.3
  You may wish to make a deposit to:
  • a)
    reduce the Payment Plan value to under the Maximum Plan Limit; or
  • b)
    reduce your Account Balance to under the Maximum Platform Limit.
  If you do make a deposit with your first instalment at the time the Payment Plan is approved under this clause, we will update your Plan Instalment Schedule and your Account Balance accordingly.
• 2.6.4
  You may wish to repay all remaining Instalments before their due date in accordance with clause 2.1.10.
• 2.6.5
  Any Payment Plan paid in accordance with these Terms is not consumer credit and is not regulated under the National Consumer Credit Protection Act 2009 (Cth)

2.7

Payment Gateway

• 2.7.1
  All payments made under clause 2.6.2 will be processed via a Payment Gateway in the Platform.
• 2.7.2
  You acknowledged and agree that all payments will be subject to a 1% card surcharge.

2.8

Account Balance

• 2.8.1
  Your Account Balance is calculated as the sum of all outstanding Instalments for all active Payment Plans in your Account less any payments made to you under clause 4.1.3.

3. Security

3.1

Grant

• 3.1.1
  As consideration for each advance made under a Payment Plan, you grant a security interest to us over all of your rights, title and interest in and to:
  • a.
    the Policy which is the subject of the Payment Plan (Funded Policy);
  • b.
    any policy acquired in replacement of the Funded Policy;
  • c.
    any Premium Refund; and
  • d.
    any Claims Proceeds.
• 3.1.2
  This security interest secures all amounts payable by you to us under these Terms.

3.2

Registration

• 3.2.1
  We may register any security granted under this clause 3.
• 3.2.2
  If we do register a security granted under this clause 3, you agree to do all things necessary to effect, confirm, and register our security interest in the Funded Policy/ies, including signing any documents.
• 3.2.3
  We may notify each Insurer of our security in the Funded Policies, and arrange for our name and interest to be noted on Policies and in the Insurer’s records.

3.3

Authorisation

• You:
• 3.3.1
  Authorise us to make any and all claims upon the Funded Policy/ies on your behalf;
• 3.3.2
  Agree that we are entitled to receive any Premium Refund/s and/ or Claims Proceeds paid in connection with the cancellation of a Funded Policy, up to the amount of your Account Balance;
• 3.3.3
  Agree that we may cancel the Funded Policy/ies in accordance with clause 5 of these Terms;
• 3.3.4
  Agree to forward to us the Premium Refund and / or any Claims Proceeds you receive in connection with the Funded Policy/ies up to the amount of your Account Balance at that date;
• 3.3.5
  Agree to the Authority, and any other document we require, to evidence our rights under these Terms (regardless of whether we intend to register a security interest) and authorise us to provide such document to your Insurer and /or Merchant.

3.4

Obligations

• 3.4.1
  You must not without our prior written consent:
  • a.
    Assign, transfer, mortgage or otherwise deal with, any right or power relating to any Funded Policy, Premium Refund and / or Claims Proceeds;
  • b.
    Vary any Funded Policy or make or settle any claim under any Funded Policy; or
  • c.
    Do or allow anything to be done which might prejudice our rights (including any security over or collection of, any Premium Refund and / or Claims Proceeds) or reduce the amount payable in respect of any Premium Refund and / or Claims Proceeds.
• 3.4.2
  You must provide to us details of all persons holding a security interest affecting any Funded Policy. At our request, you must notify all such persons of our rights over the Premium Refund and / or Claims Proceeds and, if we choose to register the security, obtain all necessary consents and releases from them to perfect the assignment and payment to us of any Premium Refund and / or Claim Proceeds.
• 3.4.3
  You must, by means of signing and providing to us any document required under clause 3.3.5, notify each Insurer of our interests and rights in respect of the Premium Refund and / Claims Proceeds, and that you irrevocably:
  • a.
    Authorise the Insurer to cancel the Funded Policies on receipt of a notice of cancellation issued by us to the Insurer in accordance with clause 5; and
  • b.
    Direct the Insurer, and any other person holding the Premium Refund and / or Claims Proceeds to pay all amounts comprising the Premium Refund and / or Claims Proceeds to us or as we direct.
• 3.4.4
  We agree to pay to you any Premium Refund and / or Claims Proceeds we receive in excess of the amounts owed to us under these Terms.
• 3.4.5
  If you pay us all amounts payable under these Terms, we will release you from your obligations under clause 3 and notify your Insurer accordingly.

4.

Cancellations

• 4.1.1
  You may cancel a Policy at any time in accordance with the terms of the Policy without our consent.
• 4.1.2
  You must notify us of the Cancellation Dates.
• 4.1.3
  If you cancel a Policy, then the following will apply:
  • a.
    if you cancel the Policy in the Cooling-off Period, then we will:
    • i.
      contact the Merchant or the Insurer to request a Premium Refund; and
    • ii.
      once we receive the Premium Refund, refund you the sum of all Instalments made by you to us under the Payment Plan using your Nominated Card; and
    • iii.
      cancel your Payment Plan; and
    • iv.
      notify you that your Payment Plan has been cancelled, your debt is settled in full and no further amounts are owed by you to us in respect of that Payment Plan.
  • b.
    if you cancel the Policy after the Cooling-off Period, then we will:
    • i.
      contact the Merchant or the Insurer to request a Premium Refund and any Claims Proceeds; and
    • ii.
      once we receive the Premium Refund and any Claims Proceeds, first apply the Premium Refund and any Claims Proceeds to the Account Balance; and
    • iii.
      second process a payment to you equal to the difference between the Premium Refund plus any Claims Proceeds and the Account Balance (if any); and
    • iv.
      cancel your Payment Plan; and
    • v.
      notify you that your Payment Plan has been cancelled, your debt is settled in full and no further amounts are owed by you to us in respect of that Payment Plan.
• 4.1.4
  We will refer any of your enquiries relating to Policy cancellations to the Merchant or Insurer.

5.

Defaults

5.1

Default

• 5.1.1
  You are in default if:
  • a.
    you do not pay any Instalment for a Payment Plan on time;
  • b.
    a claim arises under any Policy that is subject to a Payment Plan and you fail to meet the Insurer’s requirements on time, or any Policy is invalid or otherwise void;
  • c.
    If your direct debit authority is cancelled without our prior consent;
  • d.
    you suffer an Insolvency Event; or
  • e.
    you breach any other obligation under these Terms.

5.2

Our rights

• 5.2.1
  If you are in default under clause 5.1, we may do one or more of the following:
  • a.
    declare that all outstanding Instalments for one or more Payment Plans are immediately due and payable, in which case you must immediately pay to us these amounts together with all applicable fees and charges;
  • b.
    suspend your account in accordance with clause 1.6 of these Terms;
  • c.
    cancel the Policy in accordance with clause 5.3 of these Terms;
  • d.
    terminate Coverpay’s obligations under the Payment Plan; and
  • e.
    exercise and enforce all our rights under these Terms and at law.
• 5.2.2
  If there is a breach of these Terms, you agree to pay all Enforcement Expenses on demand, and if the Policy is cancelled, we may debit the Premium Refund with all Enforcement Expenses incurred prior to the Policy being cancelled.

5.3

Cancellation for default

• 5.3.1
  If you fail to make any Instalment required under the these Terms, then we will:
• a.
  notify you in writing (including electronically) that you have missed an Instalment required under these Terms (Outstanding Instalment); and
• b.
  you will be provided with a further three (3) days (Three Day Period) to pay the Outstanding Instalment;
• c.
  we will send you a reminder on the last day of that Three Day Period to pay the Outstanding Instalment; and
• d.
  if you pay the Outstanding Instalment within the Three Day Period, we will not take any further action and the Policy will not be cancelled; or
• e.
  if you do not pay the Outstanding Instalment within the Three Day Period, then:
  • i.
    we will notify you in writing (including electronically) that:
    • A.
      you are in default of these Terms;
    • B.
      we will charge you the Plan Default Fee and the Plan Default Fee will be added to your Outstanding Instalment; and
    • C.
      the Policy will be cancelled if Outstanding Instalment has not been paid within seven (7) days of deemed receipt of the notice (Seven Day Period); and
    • D.
      you may pay the Outstanding Instalment at any time during the Seven Day Period via the Platform;
  • ii.
    we will charge you the Plan Default Fee and the Plan Default Fee will be added to your Outstanding Instalment;
  • iii.
    we will send you a reminder on the fourth and sixth day of the Seven Day Period to pay the Outstanding Instalment;
  • iv.
    we will send a notice to the Merchant or Insurer (as applicable) which explains that you have an Outstanding Instalment and contains substantially the same information as in clause 5.3.1e; and
  • v.
    we will cancel the Policy in accordance with clause 5.3.2 if you have not paid the Outstanding Instalment with the Seven Day Period.
• 5.3.2
  We may cancel a Policy that is subject to a Payment Plan where all of the following requirements are satisfied:
  • a.
    you are in default of one or more of your obligations under these Terms, including non-payment of an Instalment to Coverpay;
  • b.
    for:
    • i.
      a default that is non-payment of an Instalment to us, we have followed the process in clause 5.3.1; or
    • ii.
      all other defaults, we have notified you in writing (including electronically) that the Policy may be cancelled if the default has not been remedied within 7 days of deemed receipt of the notice; and
  • c.
    at the time of the cancellation of the Policy, you have not remedied the default in accordance with clause 5.3.2b.
• 5.3.3
  If we cancel a Policy under clause 5.3.2, the date of cancellation will be the date of your default under these Terms.
• 5.3.4
  If a Policy is cancelled by us under clause 5.3.2, then we will:
  • a.
    notify you that your Policy has been cancelled; and
  • b.
    contact the Merchant or the Insurer to request a Premium Refund and any Claims Proceeds; and
  • c.
    once we receive the Premium Refund and any Claims Proceeds, first apply the Premium Refund and any Claims Proceeds to the Account Balance; and
  • d.
    second process a payment to you equal to the difference between the Premium Refund plus any Claims Proceeds and the Account Balance (if any); and
  • e.
    cancel your Payment Plan; and
  • f.
    refer any of your enquiries relating to Policy cancellations to the Merchant or Insurer.

6.

Representations, warranties and no advice

6.1

Your representations and warranties

• 6.1.1
  You represent and warrant to us that while any amount is outstanding under these Terms:
• a.
  No other person has or will have any interest in any Policy or any Premium Refund and / or Claims Proceeds;
• b.
  You have not relied on any representation or statement by or on behalf of us to enter these Terms, or to select or effect any Policy, and you have done so based solely on your own assessment and / or independent advice;
• c.
  You have the capacity, power and authority to enter into these Terms and fully perform all of the duties and obligations referred to in these Terms;
• d.
  Where you apply for a Payment Plan on behalf of a business, you are duly authorised to act for, or on behalf of, the business and you can produce evidence of that authority;
• e.
  All information provided, and to be provided, in accordance with these Terms is accurate, complete and current; and
• f.
  You will use the Platform in accordance with these Terms.
• 6.1.2
  You acknowledge that we have relied on your representations and warranties in order to approve a Payment Plan.

6.2

No Warranty

• 6.2.1
  You expressly understand and agree that except as otherwise set out in these Terms, the Platform is provided on an “as is” and “as available” basis. We expressly disclaim all warranties of any kind, whether expressed or implied, including, but not limited to, the implied warranty of merchantability, fitness for a particular purpose and non-infringement.
• 6.2.2
  We make no warranty that the Platform will:
  • a.
    be uninterrupted, timely, secure, or error-free;
  • b.
    the results that may be obtained from the use of the Platform will be accurate or reliable;
  • c.
    that any errors or defects in the Platform will be corrected; or
  • d.
    will meet all of your requirements.
• 6.2.3
  Although considerable effort is expended to make the Platform and any other operating communication channels available at all times, no warranty is given that these channels will be available and error free every minute of every day.
• 6.2.4
  You acknowledge and agree that we are not responsible for temporary interruptions in service due to failure beyond our control including, but not limited to, the failure of interconnecting operating systems, computer viruses, and forces of nature, labour disputes, pandemics and armed conflicts.
• 6.2.5
  This clause 6.2 will apply to the maximum extent permitted by applicable law.
• 6.2.6
  Nothing in these Terms is intended to affect your statutory rights.

6.3

No advice

• In providing the Platform, you acknowledge and agree that we are not providing any financial product advice in relation to your purchase of a Policy from a Merchant. You are responsible for ensuring that the Policy meets your financial circumstances, needs and preferences and, if you are unsure, you should obtain your own independent advice from a professional adviser.

6.4

Beta Features

• From time to time, we may offer new features or tools with which you may experiment with on the Platform. Such features or tools are offered solely for experimental purposes and without any warranty of any kind, and may be modified or discontinued at our sole discretion.

7.

Fees and charges

7.1

Fees

• 7.1.1
  You may be charged the fees:
• a.
  Plan Activation Fee;
• b.
  Plan Management Fees; and
• c.
  Plan Default Fee.
• 7.1.2
  You will not be charged any additional fee for paying any Instalments before their due date under clause 2.6.
• 7.1.3
  Your Instalments are interest-free.

7.2

Changes

• We may vary the amount, frequency and time for payment of any applicable fees and / or impose new fees and charges without your consent by giving you at least 20 days’ written notice in compliance with the law. Any changes will only apply to any new Payment Plan/s made by you after the changes. If you are unhappy with any of the changes, you may terminate these Terms in accordance with clause 11.2.

7.3

Referrals

• To assist your Merchant with administration costs, we may pay an administration fee to your Merchant when we approve a Payment Plan. If we will pay a fee to your Merchant, we will clearly disclose the applicable fee at the time you create your Payment Plan. We do not pay any other fees or commissions to Merchants for any referrals to our Platform.

8.

Indemnity and Liability

8.1

Your indemnity

• You indemnify us against, and must pay on demand, all amounts in respect of any action, claim, demand, loss, liability, and expense (including legal costs) of any nature and arising under any theory of liability, that is incurred by us in connection with:
• 8.1.1
  Your breach of these Terms, including a breach of any representations or warranties made by you; or
• 8.1.2
  Your negligent or wrongful act or omission in connection with these Terms.

8.2

Your liability

• Your liability under clause 8.1 is limited to the Premium Refund and / or Claims Proceeds where the Policy is cancelled.

8.3

Liability Cap

• To the maximum extent permitted by law, our liability to you for all claims arising out of or in connection with these Terms shall not exceed the total value of your Account Balance at any given time, regardless of whether the liability arises under any breach of contract, tort (including negligence), statute, equity, contract or any other cause of action.

8.4

Consequential loss

• Neither you, nor us are liable to the other for any consequential or indirect loss including, but not limited to, loss of profit, lost opportunity cost, loss of enjoyment.

9.

Privacy

9.1

Privacy Policy

• 9.1.1
  We will collect, store, use and disclose your personal information in accordance with our Privacy Policy.
• 9.1.2
  You must read our Privacy policy and provide the Privacy Consent before you first access the Platform.
• 9.1.3
  We may change the Privacy Policy from time to time by publishing an updated version on the Platform when you next log-in to your Account. You will need to agree to the updated Privacy Policy before you can access your Account and submit any Payment Plan requests.

10.

Intellectual Property

10.1

Intellectual Property rights

• 10.1.1
  You acknowledge and agree that the Platform contains proprietary and confidential information that is protected by law.
• 10.1.2
  Except as expressly authorised by us, you agree not to modify, rent, lease, loan, sell, distribute or create derivative works based on the Platform, in whole or in part.
• 10.1.3
  Subject to these Terms and your compliance with them, we grant you a limited, non-exclusive, non-transferable licence to access and use the Platform. We reserve all rights, title and interest not expressly granted under this licence to the fullest extent possible under law.
• 10.1.4
  Any use of the Platform not specifically permitted under these Terms is strictly prohibited.
• 10.1.5
  You agree not to modify the Platform in any manner or form, or to use modified versions of the Platform, including (without limitation) for the purpose of obtaining unauthorised access to the Platform.
• 10.1.6
  You agree not to access the Platform by any means other than through the Website or any other interface that is provided by us for use in accessing the Platform.

11.

Term and Termination

11.1

Term

• These Terms commence on the date you agree to them and will continue until terminated by you, or us in accordance with this clause 11.2.

11.2

Termination

• 11.2.1
  Either you or us may terminate these Terms immediately by notice.
• 11.2.2
  If these Terms are terminated then:
  • a.
    Any submitted Payment Plan requests, which have not been approved or rejected, will be automatically cancelled;
  • b.
    You will not be able to submit any further Payment Plan requests;
  • c.
    Your Account will be suspended until you have paid all Instalments for your Payment Plans and your Account Balance is zero;
  • d.
    If your Account has been suspended and you have not paid all Instalments, we may cancel all your Policies in accordance with clause 5.3.2 and close your Account;
  • e.
    You will not be able to access the Platform once your Account is closed; and
  • f.
    We will keep a copy of any information or data relating to your Account in compliance with the law.

12.

Assignment

• 12.1.1
  We may transfer, or assign, our rights under these Terms without your consent, provided we reasonably believe you will not suffer any material detriment from the transfer or assignment. In doing so, you consent to us giving any information (including documents) about you to the assignee or to anyone who is considering becoming the assignee.
• 12.1.2
  You cannot transfer or assign your Account or any rights under these Terms.

13.

Changes to these Terms

• 13.1.1
  We reserve the right to modify, update or otherwise alter these Terms.
• 13.1.2
  We will notify you of any changes to the Terms, including any changes to fees and charges, by displaying the updated terms the first time you log into your Account after the change. Any changes will apply to your next Payment Plan request, but will not apply to any Payment Plan that has been:
  • a.
    approved; or
  • b.
    submitted but not yet approved or rejected.
• 13.1.3
  If you are unhappy with any of the changes, you may terminate these Terms in accordance with clause 11.2.

14.

Inquiries or complaints

14.1

Policy

• If you have any disputes or complaints in relation to the Policy, please contact your Merchant or Insurer.

14.2

Payment Plan

• 14.2.1
  If you wish to raise a dispute or submit a complaint to us about a Payment Plan, you should do so by contacting us using the details stated on our Website.
• 14.2.2
  We may request additional documentation from you to assist us in resolving any complaints or disputes, and you must provide all reasonable assistance to us to facilitate resolution of any complaints or disputes in a timely manner.
• 14.2.3
  Where the dispute cannot be resolved within 21 days, we will notify you of the reason for the delay as well as an indication of when we expect to resolve the complaint or dispute.
• 14.2.4
  If you are not satisfied with the outcome of your complaint after it has been through the internal disputes process described above, you can contact the Australian Financial Complaints Authority using the contact details listed below:
  • Phone 1800 931 678
  • Email info@afca.org.au
  • Website https://www.afca.org.au/about-afca/contact-us

15.

Anti-Money Laundering and Counter-Terrorism Financing

• You agree:
• 15.1.1
  Not to knowingly do anything to put us in breach of the Anti-Money Laundering and Counter-Terrorism Financing Act 2006 and related legislation (AML/CTF Laws), and to immediately notify us if you become aware of anything that would put us in breach of AML/CTF Laws;
• 15.1.2
  To provide additional information and assistance upon our request and comply with all reasonable requests to facilitate our compliance with AML/CTF Laws in Australia or an equivalent overseas jurisdiction; and
• 15.1.3
  That in making an application for a Payment Plan, you consent to us disclosing in connection with AML/CTF Laws any of your personal information as defined in the Privacy Act 1988 (Cth) (if any).

16.

General

• 16.1.1
  These Terms are governed by the law in force in the State of Victoria. The parties submit to the non-exclusive jurisdiction of the courts of that place.
• 16.1.2
  Any failure to exercise or enforce any right or provision of these Terms does not constitute a waiver of such right or provision.
• 16.1.3
  If any provision of these Terms is held invalid, the remainder of the Terms will continue in full force and effect.
• 16.1.4
  Unless stated otherwise, all amounts in these Terms are exclusive of GST (if any).
• 16.1.5
  No party will be liable to the other party for any failure to perform its obligations under these Terms during the time and to the extent that such performance is prevented by a Force Majeure Event. The party subject to a Force Majeure Event (the non-performing party) must notify the other party of the relevant details as soon as practicable after the Force Majeure Event occurs and endeavour to mitigate and remedy the effect of the Force Majeure Event and minimise the impact of the event on the other party.
• 16.1.6
  An expression importing a natural person includes any company, trust, partnership, joint venture, association, body corporate or governmental agency.