ENDGAME ACCESS

MASTERMIND TERMS AND CONDITIONS

BACKGROUND

Please read these Terms and your Membership Application carefully as together they form a binding Contract (the “Agreement”). We’ve done our best to write this contract in plain English, but you must ensure that you understand the Agreement in full prior to submitting your Membership Application.

PLEASE ENSURE THAT YOU READ THESE TERMS CAREFULLY AND IN FULL BEFORE YOU INDICATE YOUR ACCEPTANCE TO THE TERMS.

TERMS AND CONDITIONS

1. Membership

1.1 These Memberships Terms (“Terms”) and the Membership Application (“Application”) together make up the contract between ENDGAME NETWORK PTY LTD (ACN 640 464 286) (“we”, “us”) and the Member set out in the Application (“You”) for your participation in the EndGame Network Programs (the “Programs”).

1.2 As consideration for our entrance into this Agreement you agree to pay the Fee in advance.

1.3 In consideration of the Fee we will provide you with Services set out in this Agreement.

1.4 All sums of money due to Us under this Agreement must be paid on or before the date they fall due for payment and without deduction or set-off.

2. Term

2.1 This Agreement starts when we accept your Application and you pay the Fee (“Start Date”).

2.2 This Agreement shall continue in force for a period of twelve (12) calendar months, until the End Date set out in the Application or when it is terminated in accordance with this Agreement, whichever is earlier.

3. Refund Policy

3.1 We trust you will be satisfied with your Membership, but if you decide to cancel your membership for any reason we do not provide refunds. This is due to having instant access to our IP and past program content. 

4. EndGame Access Membership

4.1 As an EndGame Access Member you will receive access to our private Facebook Group granting you access to a range of informational and business coaching resources including our:

(a) members’ resource area;

(b) product templates and tools;

(c) networking opportunities;

(d) video knowledge base;

(e) online workshops;

(f) other benefits.

5. Resources May Change

5.1 As our group is constantly evolving to meet our members’ needs and demands, these resources may change over the course of your membership without notice to you. Such a change shall not constitute a breach of this agreement.

6. Your Responsibility

6.1 You acknowledge that it is your sole responsibility to take advantage of the Services offered under this Agreement membership, including by participating in any events, taking advantage of networking opportunities, applying any training offered and ensuring you are available at the times and in the places where the Services are offered.

6.2 You must behave in a courteous and professional manner to Us, our employees, agents or contractors and the other participants of the program.

6.3 You must arrange for your attendance at any meetings, video-conferences or Live Events included in your Membership and further acknowledge that your inability or failure to attend any Live Event(s) will not constitute a breach of this agreement.

6.4 You agree to seek independent financial, legal and/or other professional advice before acting on any information or guidance provided by Us.

6.5 You further agree to comply with our Acceptable Use Policy as published and updated from time to time.

7. Representations and Warranties

7.1 We represent and warrant to you;

(a) that we will provide the Services in a professional & workmanlike manner;

(b) that we will use reasonable efforts to maintain the reliability of the Services and minimise interruptions to the availability of the Services.

7.2 By entering into this Agreement you represent and warrant to us that:

(a) you have all necessary permissions, to enter into this agreement and pay the Fee;

(b) if the member is a company or other entity, the person signing the Application has authority to bind that company or entity;

(c) you understand the limitation of liability set out in clause 8 and agree that such limitation on our liability is reasonable in the circumstances;

(d) you do not know or suspect any circumstance which would prevent your compliance with your responsibilities under clause 5 or your compliance with these Terms generally.

8. Intellectual Property

8.1 In the course of providing the services we may provide you with access to materials and information owned or licensed by Us including methods, know-how, written materials and other information in written or unwritten forms (all “Our IP”).

8.2 During the term of this agreement we grant to you a non-exclusive, non-transferable license to use, view and re-view Our IP in accordance with the term of this Agreement. You may only use Our IP for personal and non-commercial use.

8.3 You may not modify, publish, transmit or distribute, create derivative works from, or in any way exploit Our IP without our prior written consent - including by posting excerpts of Our IP on social media or blogging platforms, or in any other medium that would reasonably appear to share Our IP with a party that is not a Member.

8.4 You must keep Our IP in a secure and confidential manner and not disclose that information nor allow others to use that information in a commercial manner.

8.5 As our programs are based on a group learning model you may additionally receive confidential intellectual property from other participants in the program (“Participant IP”). You must keep Participant IP in a secure and confidential manner and not disclose that information to parties who are not Members nor use that information in a commercial manner.

9. Liability and Indemnity

9.1 The Services provided under this agreement are not intended to comprise financial, legal or accounting advice and You are not, at any time, obliged to act on any information, suggestion or guidance provided by Us.

9.2 Neither party shall be liable to the other party in respect of any loss of profits, loss of revenue, goodwill or anticipated savings.

9.3 Neither party shall be liable to the other party in respect of any special, indirect or consequential loss or damage.

9.4 To the maximum extent permitted by law, our liability to you under this Agreement shall be limited at our option to the replacement or resupply of the Services or refund of the fees that were paid under this Agreement.

9.5 You shall indemnify and keep indemnified Us, our officers, employees, agents or contractors from any third-party actions, claims, demands, damages, judgments costs and expenses which arise from or in connection with this Agreement, including our reasonable legal costs.

9.6 Nothing in this Agreement will:

(a) limit or exclude liability for fraud or fraudulent misrepresentation; or

(b) exclude or limit liabilities in a manner that is not permitted under the Australian Consumer Law or other applicable law.

10. Termination

10.1 Either party may terminate this Agreement without cause by giving the other party not less than 30 days’ written notice of termination.

10.2 Where the Agreement is terminated under clause 10.1 without cause:

(a) by Us, you will receive a pro-rated refund of the Fee from the date of termination to the End Date.

(b) by You, no refund will be given in accordance with clause 3.

10.3 We may terminate this agreement immediately by giving written notice if you:

(a) commit a material breach of this Agreement which is not capable of remedy;

(b) commit a material breach of this agreement capable of remedy and does not remedy that breach within 14 days of notice of the breach; or

(c) fail to pay any amount payable under this Agreement by the date that amount falls due.

10.4 Where this Agreement is validly terminated in accordance with this clause, all fees or other amounts due to us under this Agreement shall become immediately due and payable.

10.5 Given that:

(a) there are a limited number of memberships available each year;

(b) it is difficult to re-sell memberships during the term of this Agreement; and

(c) we allocate fixed assets to the provision of the Services for the duration of the Term,

(d)no refunds will be granted in the case of an early termination except in accordance with clause 3.

10.6 You may not without our prior written consent assign this Agreement, part with any interest in it, or grant any license of the rights conferred by it.

10.7 The termination of this Agreement shall be without prejudice to the accrued rights of either party prior to termination.

11. Events Outside our Control

11.1 We will not be liable for any failure or delay resulting from an event beyond our reasonable control (“Force Majeure”). If such an event is likely to adversely affect performance of Our obligations under these Listing Terms, we will inform you as soon as is reasonably possible and take all reasonable steps to minimise the delay.

11.2 Our affected obligations under this Agreement will be suspended and any time limits that We are bound by will be extended for the duration of the event.

11.3 If the event outside of Our control continues for more than 6 months, We will cancel the Contract and inform you of the cancellation and provide you with a pro-rated refund from the date of the notice under clause 11.1.

11.4 An event beyond our control includes power failure, ISP failure, strikes, lock-outs, industrial action by third parties, riots and civil unrest, fire, explosion, flood, storms, terrorism (threatened or actual), war, epidemic, pandemic or other natural disaster.

12. Definitions

12.1 In this Agreement, except to the extent expressly provided otherwise:

Coaches: means James Paros and/or Michael Fenech or such other suitably qualified persons as may be substituted with the consent of the Member.

Fee: means the total of all fees due to us under this Agreement. The Fee shall be set out in your Member Application and shall be binding upon Us except in the case of manifest error.

Member: means a person who is a current paid participant in any EndGame Network programs.

Services: means business coaching and group education services, training at events and in one-to-one formats, access to networking opportunities

13. General Provisions

13.1 (Waiver) No failure or delay by either party in exercising any right, power or privilege under this agreement will impair the same or operate as a waiver of the same nor will any single or partial exercise of any right, power or privilege preclude any further exercise of the same or the exercise of any other right, power or privilege.

13.2 (Severability) If any provision of this Agreement is determined by any court or competent authority to be unlawful and/or unenforceable, that clause or part shall be severed and the other provisions of this Agreement shall continue in force.

13.3 (Entire Agreement) This Agreement shall constitute the entire agreement between the parties.

13.4 (Notices) All notices required to be given to you under this agreement shall be deemed delivered if sent by email or posted to the address nominated by in your Application. You must update us if these contact details change.

13.5 (Governing Law) This agreement is governed by and construed in accordance with the laws of the State of Victoria, and the parties submit to the exclusive jurisdiction of the courts of that State.