Terms and conditions for Consumers
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Last Updated - 4 April 2024

Vively is committed to improving Consumers' metabolic health by providing Consumers with objective data and actionable insights to facilitate this.

These Terms and conditions (Terms) cover your use of our service. As well as our Privacy Policy and Returns Policy, there are separate Terms for Consumers and for Practitioners/Health Businesses who sign up to use Vively. The Terms for Consumers are documented below. If you are a Practioner/Health Business, please review the Terms and conditions for Practitioners and Health Businesses

About these Terms

These Terms apply to the website, app and/or the other services (“Services”) supplied to you by Vively Health Pty Ltd. You should read these Terms carefully. In these Terms:

• “Vively”, “Vively Health”, “we”, “us” or “our” means Vively Health Pty Ltd (ACN 654 451 680) and includes our directors, employees, agents and our related bodies corporate.
• “User(s)”, “you” or “your” means:
  ○  a Consumer who subscribes to the Vively app

By registering an account, accessing and/or using Vively’s website and subscribing to the Vively app and related services that we offer (collectively, website), you agree to these Terms, which include our Privacy Policy and Returns Policy. You are taken to have accepted the terms of our Privacy Policy and Returns Policy when you accept these Terms.

These Terms form a contract between you and us for your use of our service, along with:

• our current price list; and
• any other terms and conditions expressly communicated by us and accepted by you in relation to the Services.

You should review our Privacy Policy and these Terms carefully.

If you are not willing to be or cannot be bound by all of these terms and conditions, including without limitation the following agreement and acknowledgement, then do not access, browse or use the services. Moreover, Vively does not and will not grant you any right or licence to access, browse or use the services without your willingness and ability to be bound by all of the terms and conditions of this agreement.

Immediately cease using our services, app and/or website if you do not agree to these terms and conditions. Additionally, if you do not abide by the provisions of these terms and conditions, you agree that we may immediately deactivate or delete your user account and all related information and files in your user account and/or restrict any further access to such information and/or files, or our services, with or without notice.

We reserve all rights to alter these Terms at our discretion. Each time you use the website, Vively app and related services, it is your responsibility to be aware of our current terms. By continuing to use the website, app and/or the Services following our publishing of changes to these Terms, you will be deemed to have accepted those changes. These Terms, as amended by us from time to time, continue to apply for the duration of your use of our website, app and/or the Services.

You are urged and advised to seek the advice of a physician or a medical professional with any questions you may have regarding your health before beginning any weight loss effort regimen, physical activities or any other plans that may be referenced, discussed or offered under the Services. If you are being treated for an illness, taking prescription medication or following a therapeutic diet to treat a disease, it is especially urged to consult with your physician or GP before using the Services. You represent to us (which representation shall be deemed to be made each time you use the Services), that you are not using the Services or participating in any of the activities offered by the Services for the purpose of seeking medical attention. You further agree that, before using the services, you shall consult your physician, particularly if you are at risk for problems resulting from exercise or changes in your diet. If any information you receive or obtain from using the Services that is inconsistent with the medical advice from your physician, you should follow the advice of your physician.

You must exercise caution, good sense and sound judgement in using the Services. You are prohibited from violating, or attempting to violate, the security of the Services. Any such violations may result in criminal and/or civil penalties against you. Vively will investigate any alleged or suspected violations and if a criminal violation is suspected, we may contact and/or cooperate with law enforcement agencies in their investigations.

Eligibility

We do not permit individuals under 18 years of age to become registered users of our Services. By using the Services, you represent and warrant that you are at least 18 years of age and have the right, authority and capacity to enter into these Terms & Conditions and to abide by the terms and conditions of these Terms & Conditions.

Due to the physiological sensitivity that occurs with pregnancy and our inability to provide collaborative care with physicians/other medical professionals, individuals who are pregnant should not use our Services.

Registration and Use

When you register, subscribe and activate your account, you will provide us with personal information such as your name, email address, date of birth, telephone number and shipping address. You must ensure that this information is accurate and current. When you subscribe and activate your account, we will provide you with a username and password. You are responsible for protecting the security and privacy of your username and password details and must notify us immediately in the event they are lost or if you know of or suspect any unauthorised use. You are solely responsible for all activity that occurs under your account.

If you provide us with registration data, you consent to the following:

• you may receive emails and push notifications, from us regarding details of your registration and/or information relating to your access and use of the services and your account; and
• from time to time, we may email you regarding our services or third-party products and services which we believe may be of interest to you, such as new products, features, special offers and updated information. The emails may contain code that enables our database to track your usage of the emails, including whether the email was opened and/or what links (if any) were clicked. We may combine that information with other information which we have about you and may use that information to improve your site experience and/or provide customised email communications to you.

You can opt out of receiving our email communications from us at any time.

Privacy

Please ensure that you have read and considered our Privacy Policy as it forms part of these Terms.

By accessing and/or using this website, app and/or the Services, you agree and consent to the collection, use, disclosure and storage of personal and/or health information in accordance with our Privacy Policy.

We are committed to the Australian Privacy Principles contained in the Privacy Act 1988 (Cth). We may collect, use and disclose various personal information about you for the purposes of providing the Services to you.

By agreeing to receive the Services you consent to us sharing your personal information (which may include sensitive health information) with third parties, business associates, or affiliates for the purpose of us providing the Services to you.

You acknowledge and agree that Vively is an online platform. As such, the Services necessarily may involve the disclosure of your personal information to overseas locations.

We use cookies to personalise and enhance your experience on our website and improve the delivery of content to you.

Returns

Please ensure that you have read and considered our Returns Policy as it forms part of these Terms.

By accessing and/or using this website, app and/or the Services, you acknowledge, agree and consent to our Returns Policy and the specific conditions under which products and/or services purchased through this website and/or application can be returned, exchanged, or refunded.

The Return Policy includes important information regarding returns, condition of goods eligible for return, processes for requesting a return or exchange, and the methods of refund or credit. It is your responsibility to familiarise yourself with our Returns Policy.

Please review the Returns Policy carefully to understand your rights and obligations regarding returns, exchanges, and refunds.

Device and Operating System Compatibility

It is the responsibility of customers to ensure that their devices and operating systems meet the minimum requirements to use both the Vively app and the Freestyle Libre app before making a purchase. Vively is not responsible for refunds or compensation arising from incompatibility issues between a customer's device or operating system and these apps. To review the minimum device and operating system requirements for the Vively app, please visit this link. For the Freestyle Libre app compatibility requirements, please refer to this link.

Client Responsibility for Continuous Glucose Monitors (CGMs)

It is the client’s responsibility to ensure that any Continuous Glucose Monitor (CGM) provided through or used in conjunction with Vively's services is utilised within the "Use By" or "Expiration" date specified on the CGM packaging. Using a CGM past its specified date may result in inaccurate readings or compromised performance, for which Vively accepts no liability. Clients are advised to carefully check the packaging upon receipt and before use to confirm the device is within its valid usage period.

Subscription Fees and Payment

The Vively app, on-demand care team and associated services plans are accessed via a subscription model.

We begin with an online assessment which we review and use as a basis for an initial personalised membership plan. Depending on your subscription you may receive access to such things as: an on-demand holistic healthcare team for online communications; Continuous Glucose Monitors; data and insights.

You agree to pay for the cost of your Services in full, in accordance with our price list and your chosen subscription.

If, at any time, you select items not included as part of your subscription, this will be at an additional cost to the subscription fees.

For more information in relation to subscription packages and fees, refer to our website:
https://www.vively.com.au

Auto-renewal and Cancellation

Your Vively Plan will automatically renew at the end of each Subscription Period for a further Subscription Period, unless you cancel your Vively Plan. You may cancel your Vively Plan through your account at any time prior to your renewal date, or as otherwise specified by us. If you do not cancel by the relevant time we will automatically renew your subscription membership and your nominated account/credit card will be charged for the next Subscription Period.

Cancellation of your auto-renewal will only be effective at the end of the current Subscription Period and you will continue to have access to the Vively platform until the end of the relevant Subscription Period. To the extent permitted by the applicable law, payments are non-refundable and we do not provide refunds or credits for any partial membership periods. If you cancel your subscription, your account will automatically close at the end of your current billing period.

Once you commence our Services, you agree to accept all responsibility for following them through to completion. Should you wish to cancel the Services for any reason, fees will not be refunded or waived; and we accept no responsibility for the impact on your health due to the Services not being completed. We may terminate, disable, block or limit your access to or use of Vively’s website, app and/or the Services (including by the removal of your Content) at any time if, in our absolute discretion, we consider that you have misused the website, app or related services or are in breach of these Terms.

Payment methods

To use the Vively service, you must provide one or more Payment Methods. You authorise us to charge any Payment Method associated with your account in case your primary Payment Method is declined or no longer available to us for payment of your subscription fee. You remain responsible for any outstanding amounts. If a payment is not successfully settled, due to expiration, insufficient funds, or otherwise, and you do not cancel your account, we may suspend your access to the service until we have successfully charged a valid Payment Method. For some Payment Methods, the issuer may charge you certain fees, such as foreign transaction fees or other fees relating to the processing of your Payment Method. Local tax charges may vary depending on the Payment Method used. Check with your Payment Method service provider for details

Changes to the Price and Subscription Plans

We may change our subscription plans and the price of our service from time to time; however, any price changes or changes to your subscription plans will apply no earlier than 30 days following notice to you.

Ownership, access and use of information that you input

Title to, and all intellectual property rights in, the information you input into our website and app remain your property.

You grant to us a licence to use, copy, transmit, store, and back-up this information only for the purposes of enabling you to access and use the website, and any other purpose related to provision of services to you and as set out in the
Privacy Policy.

Service availability

Whilst we intend that the website, app and/or the Services should be available 24 hours a day, seven days a week, it is possible that on occasions, the website, app and/or the Services may be unavailable, among other things, due to permit maintenance, technical bugs or other development activity to take place.

Additionally, the operation and availability of the systems used for accessing the website, app and/or the Services, including telephone services, computer networks and the internet, can be unpredictable and may from time to time interfere with or prevent access to the website, app and/or the Services. We are not in any way responsible for any such interference or prevention of your access or use of the website, app and/or the Services.

If, for any reason, we have to interrupt the services on the website, app and/or the Services for longer periods than we would normally expect, we will use reasonable endeavours to publish or otherwise communicate in advance details of such activity on the website or through other communication channels.

Disclosures from us for Consumers

It is your sole responsibility to determine that the website, app and/or the Services meets your needs and is suitability for the purposes for which it is used.

You remain solely responsible for complying with all applicable privacy, health and other laws. It is your responsibility to check that storage of and access to information via the website and app will meet your needs and that you ensure that you keep copies of your information in back-up form.

It is your responsibility to use Vively in the way it is intended, and not for any other purpose. You must only use the website, app and/or the Services for your own lawful purposes, in accordance with these Terms and any notice sent by us or condition posted on the website.

You must not use the website to abuse, harass, stalk, threaten or cause harm or offence to others or do anything which would (or would be reasonably likely to) damage, unduly burden, disrupt access to or interfere with the proper operation of the website, app or related services.

Practitioner and health business guarantees will not apply in some circumstances

The website, app and/or the Services can only be used for personal use and not for your business. If you would like to sign up as a Practitioner or Health business, please do so using a different email address and accept the Terms and conditions for Practitioners and Heath Business (which can be found here ).

Obligations, Warranties and Representations

We are not a health or medical practitioner and use of the website, app and/or the Services do not constitute the receipt of health or medical advice. We do not provide any health or medical advice.

To the maximum extent permitted by law, including Australian Consumer Law, we make no warranties or representations about this website, app and/or the Services, including but not limited to warranties or representations that they will be complete, accurate or up-to-date, that access will be uninterrupted or error-free or free from viruses, or that this website will be secure. We do not warrant that the website will meet your requirements or that it will be suitable for any particular purpose. We reserve the right to restrict, suspend or terminate without notice your access to this website, any Content, or any feature of this website at any time without notice and we will not be responsible for any loss, cost, damage or liability that may arise as a result.

The provision of, access to, and use of, the website, app and/or the Services is on an "as is" basis and at your own risk. We make no warranty that:

• errors or defects will be correct;
• the website, app and/or the Services will be free of viruses or other harmful components; or
• the website, app and/or the Services will not be affected by data entry errors, including incorrect entries, double entries or delayed entries, or incorrect or untimely data supplied by third parties.

It is your sole responsibility to determine that the website, app and/or the Services meets your needs and is suitable for the purposes for which it is used.

To the maximum extent permitted by law, including Australian Consumer Law, in no event shall we be liable for any direct and indirect loss, damage or expense – irrespective of the manner in which it occurs – which may be suffered due to your use of the website, app and/or related services, or as a result of the inaccessibility of this website, app and/or related services or the fact that certain information or materials contained on it are incorrect, incomplete or not up-to-date. To the extent we are unable to exclude liability, our total liability for loss or damage you suffer or incur from your use of our website, app and/or the Services is limited in respect of any one incident, or series of connected incidents, to us re-supplying the website, app or related services to you. If you are not satisfied with the website, app and/or the Services, your sole and exclusive remedy is to cease using the website, app and/or the Services and terminate these Terms.

Except as provided in these Terms, no further warranty, condition, undertaking or term, express or implied, statutory or otherwise as to the condition, quality, performance or fitness for purpose of the Services provided in accordance with these Terms is given by us, other than as required by law. All implied warranties are hereby excluded.

Indemnity and Limitation of Liability

To the fullest extent permitted by law, you agree that you waive, release, discharge and relinquish any and all claims that you have now or may have against us which are connected with, arise out of, relate to or are incidental to your or any third party use of our website, app and/or the Services.

You indemnify us, and hold us harmless, from and against any and all claims, loss, damage, taxes, liabilities and/or expenses that may be incurred by us arising out of, or in connection with, your use of our website, app and/or the Services and any breach by you of these Terms.

You agree to accept all liability for any:

• breach (including data breaches);
• negligence; or
• fraudulent or dishonest conduct,

by you or any person using your login details.

Vively’s website is a technological platform which facilitates communication between patients and health practitioners. Whilst we have taken steps to ensure that each practitioner is suitably qualified, skilled and trained, we do not make any representation or warranty about their qualifications, skill or suitability. You release us from liability in respect of any and all acts, omissions or defaults (whether negligent or otherwise) of any practitioner or other third party with whom you come into contact through our website, app or in the course of the Services.

The services provided by health professionals through the Vively consumer app are not medical, mental health or any other type of health service. The services provided by the health professionals are not psychotherapy or mental health counselling. No diagnosis or treatment of, or advice regarding, any medical or mental health condition or illness will be offered. Vively cannot substitute for, and is not an alternative to, medical, psychiatric, psychological, psychotherapy or other healthcare diagnosis and treatment when a medical or mental health condition or illness is present. You are advised to seek diagnosis, treatment and advice regarding medical or mental conditions or illnesses from physicians practising medicine, psychotherapists, psychologists and other licensed healthcare and mental health professionals.

Vively also facilitates the use of third party hardware and services such as continuous glucose monitoring systems. The use of these third party hardware and services are subject to that third party’s terms and conditions of use.  We encourage you to read those third party terms and conditions of use prior to accessing such third party services.  As Vively has no control over such hardware and services, you acknowledge and agree that Vively is not responsible or liable for any loss or damage of any kind incurred by you as the result of the use of these third party hardware and services.

Access to our use of our website, app and/or the Services is solely at your own risk. We do not warrant that any information, data, software or other material accessible from our website is free of computer viruses, Trojan horses, worms, or other computer programs, code or other harmful components. You must ensure that the device used to access the Platform is protected by up-to-date anti-virus software.

Consent to receive Services

You acknowledge that the Services have been explained to you and are understood by you.

You consent to receive the Services on the following bases:

• our model is three-fold: Vively provides a continuous glucose monitoring system that tracks the User’s blood glucose through a flexible filament. Thereby, the Service helps the User to understand the basics of the User’s metabolic health by providing metrics on how, e.g., exercising and diet may affect to the User’s blood glucose levels, which is solely for the purposes of education and does not constitute, and should not be interpreted as, medical advice or opinion. Vively also provides a personalised lifestyle medicine plan, including a range of informational programs, which is solely for the purposes of education and does not constitute, and should not be interpreted as, medical advice or opinion. Vively also provides access to a range of holistic healthcare professionals that can be consulted on a 1:1 basis via communications in-app. Vively specifically focuses on health conditions that are non-life threatening and/or non-urgent. In urgent or emergency medical situations you should contact emergency services (dial 000) immediately;
• we are not a replacement for your primary care doctor or GP. We encourage follow-up visit with your primary GP or other medical professional to help facilitate proper management of your health;
• the duration of the Services will vary depending on your particular health condition and chosen subscription period;
• whilst we believe the Services are likely to be effective, we cannot guarantee results or successful outcomes. The Services are a new model of care and as such we will collect data from you and other patients, to measure results achieved by our patients over time;
• we do not warrant or represent to you that the Services are suitable for you;
• in some cases, an online service may not be an appropriate substitute for an “in person” consultation with appropriate medical and health professionals;
• where we provide specific clinical information to you about our Services, that information will prevail to the extent it differs from any other information of a more general nature that you may have received prior. For the avoidance of doubt, all the information and instructions provided on our website prior to you receiving the Services is of a general nature only; and

Sharing data across the Vively platform

Users may elect to share their personal health data (Health Data) such as, but not limited to, glucose data, HRV, resting heart rate, food logs, behaviour logs and so on with medical practitioners or other healthcare providers and or heath businesses (Practitioners) through the Vively platform. By choosing to share such Health Data, users acknowledge and consent that they are doing so voluntarily and at their own risk. Users accept full responsibility for, and assume the risk of any loss, damage, or harm, that may arise as a result of, or in connection with, the sharing of Health Data. Users must ensure that the sharing of this data is done with the appropriate discretion and judgement.

Additionally, information you share with Practitioners may be shared between a practitioner user and another practitioner user (e.g. within a practice or to other practitioners using Vively Health in a different practice).

• Vively does not monitor, control or oversee the transmission, use, or handling of Health Data shared by Consumers with Practitioners. As such, to the fullest extent permissible under applicable law, Vively, its affiliates, directors, officers, employees, agents, and representatives, shall bear no responsibility or liability whatsoever for the sharing of Health Data on the Vively platform. Users agree to waive any and all claims, whether in contract, tort, negligence, or otherwise, that they may have against Vively arising from or related to the sharing of Health Data;
• It is the User’s responsibility to ensure the accuracy, integrity, and confidentiality of Health Data shared through the Vively platform. Users should exercise caution and discretion when determining what Health Data to share and with whom to share it. Vively strongly recommends that Users review the privacy practices and policies of Practitioners with whom they choose to share Health Data to ensure an understanding of how such data will be used and protected;
• Users agree to indemnify, defend, and hold harmless Vively, and its affiliates, directors, officers, employees, agents, and representatives from any and all claims, damages, liabilities, costs, and expenses (including reasonable attorneys’ fees) arising from or related to the sharing of their Health Data with Practitioners through the Vively platform;
• Before sharing health data, Users are encouraged to verify the credentials, trustworthiness, and legitimacy of Practitioners. Vively is not responsible for any decisions made or actions taken by users based on assumed Recipient identity or credentials.
• Users acknowledge that sharing Health Data may be subject to various laws, regulations, and industry standards, including but not limited to, data protection and privacy laws. Users represent and warrant that they will comply with all applicable laws and regulations relating to the sharing of Health Data;

By using the Vively website, app and the Services and choosing to share Health Data, you signify your acceptance of this clause. If you do not agree to this clause, you must not share Health Data through the Vively platform.

Intellectual Property

You acknowledge that all Intellectual Property Rights in the website, app and/or the Services are the property of us (or our licensors) and your use of, and access to, the website, app and/or the Services does not give you any rights, title or interest in or to the website, app and/or the Services. Unless expressly authorised either under these Terms or otherwise by the licensors, you may not reproduce, adapt, modify, display, perform or distribute the website, app and/or the Services or any part of them.

Your use of this website and use of and access to any Content does not grant or transfer any rights, title or interest to you in relation to this website or the Content. However, we do grant you a non-exclusive licence to access the website and view the Content on the terms and conditions set out in these Terms and, where applicable, as expressly authorised by us and/or our third-party licensors.

You may not modify or copy the layout or appearance of the website, app and/or the Services or any computer software or code contained in the website, app and/or the Services, nor may you decompile or disassemble, reverse engineer or otherwise attempt to discover or access any source code related to the website, app and/or the Services.

You must not in any form or by any means reproduce, modify, distribute, store, transmit, publish, use or display the website, app and/or the Services on another website or commercialise any information obtained from any part of the website, app and/or the Services without our prior written consent.

By uploading, posting, transmitting or otherwise making available any content and communication via the website, app and/or the Services (other than content which includes your Health Data), you represent and warrant that you either own the Intellectual Property Rights in that content or have the necessary permission to upload, post, transmit or otherwise make available that content via website, app and/or the Services.

All other use, copying or reproduction of this website, the Content or any part of it is prohibited, except to the extent permitted by law.

You acknowledge that all Intellectual Property Rights in the website, app and/or the Services are the property of us (or our licensors) and your use of, and access to, the website, app and/or the Services does not give you any rights, title or interest in or to the website, app and/or the Services. Unless expressly authorised either under these Terms or otherwise by the licensors, you may not reproduce, adapt, modify, display, perform or distribute the website, app and/or the Services or any part of them.

Your use of this website and use of and access to any Content does not grant or transfer any rights, title or interest to you in relation to this website or the Content. However, we do grant you a non-exclusive licence to access the website and view the Content on the terms and conditions set out in these Terms and, where applicable, as expressly authorised by us and/or our third-party licensors.

You may not modify or copy the layout or appearance of the website, app and/or the Services or any computer software or code contained in the website, app and/or the Services, nor may you decompile or disassemble, reverse engineer or otherwise attempt to discover or access any source code related to the website, app and/or the Services.

You must not in any form or by any means reproduce, modify, distribute, store, transmit, publish, use or display the website, app and/or the Services on another website or commercialise any information obtained from any part of the website, app and/or the Services without our prior written consent.

By uploading, posting, transmitting or otherwise making available any content and communication via the website, app and/or the Services (other than content which includes your Health Data), you represent and warrant that you either own the Intellectual Property Rights in that content or have the necessary permission to upload, post, transmit or otherwise make available that content via website, app and/or the Services.

All other use, copying or reproduction of this website, the Content or any part of it is prohibited, except to the extent permitted by law.

User Content

You grant to us a worldwide, irrevocable, non-exclusive, royalty free licence to use, reproduce, adapt, publish, translate and distribute any material (including text, data, images and audio-visual) that you upload to our website (“Content”). You also grant us the right to sub-license our rights in respect of your Content.

You must not submit any Content that is illegal or unlawful, infringes any third party's legal rights, or is capable of giving rise to legal proceedings whether against you or us or a third party.

Links and third party information

Links and third party information available on or via our website is not supplied, maintained or operated by Vively. To the maximum extent permitted by law, we do not represent or warrant such links or information to be accurate, adequate, correct, up to date, suitable, legal, of a particular quality, or complete. Vively disclaims all liability in respect of all third party links and information.

The inclusion of third party links and information on our website does not imply or constitute our endorsement of, or acceptance of responsibility for, the same.

Health Insurance Cover and Rebates

If you have private health insurance, you may be eligible for a rebate on the cost of the Services from the insurer. Your policy terms, and the level of rebate, is a matter between you and your insurer. Failure of your insurer to provide you with any rebate is a matter between you and your insurer and does not constitute grounds for delaying or failing to pay for your Services.

Vively makes no representation or warranty regarding any benefits, payments or reimbursements which you may be entitled to from your insurer.

Prohibited activity

You must not commit any act that we would deem to be inappropriate, unlawful or prohibited by any laws applicable to the website, app and/or the Services, including but not limited to:

• any act that would constitute a breach of either the privacy (including uploading private or personal information without an individual's consent) or any other of the legal rights of individuals;
• using this website, app and/or the Services to defame or libel us, our employees or other individuals;
• uploading files that contain viruses that may cause damage to our property or the property of other individuals;
• posting or transmitting to this website, app and/or the Services any non-authorised material including, but not limited to, material that is, in our opinion, likely to cause annoyance, or which is defamatory, racist, obscene, threatening, pornographic or otherwise, or which is detrimental to or in violation of our systems or a third party's systems or network security.

If we allow you to post any information to the website, app and/or the Services, we have the right to take down this information at our sole discretion and without notice.

Termination of use of website, app and/or the Services

We may, at our absolute discretion, prohibit your access to the website, app and/or the Services if:

• it transpires that you have provided false or misleading information via website, app and/or the Services;
• you breach a material term of these Terms;
• you breach a term of these Terms and do not rectify the breach within 5 business days of our notifying you of the breach;
• you breach these Terms with regard to confidentiality or privacy;
• you are found by us to be offensive or abusive to any other User or Clients; and
• you breach any relevant law applicable to your use of the website, app and/or the Services.

Waiver and Liability regarding accuracy, completeness and timeliness of information

The information on the website, app and/or the Services is not comprehensive and is intended to provide a summary of the subject matter covered. While we use all reasonable attempts to ensure the accuracy and completeness of the information on the website, app and/or the Services, to the extent permitted by law, including Australian Consumer Law, we make no warranty regarding the information on the website, app and/or the Services. You should monitor any changes to the information contained on the website, app and/or the Services.

We are not liable to you or anyone else if interference with or damage to your computer systems occurs in connection with the use of the website, app and/or the Services or a linked website. You must take your own precautions to ensure that whatever you select for your use from the website is free of viruses or anything else (such as worms or Trojan horses) that may interfere with or damage the operations of your computer systems.

We may, from time to time and without notice, change or add to the website, app and/or the Services (including the Terms) or the information, products or services described in it. However, we do not undertake to keep the website updated. We are not liable to you or anyone else if errors occur in the information on the website or if that information is not up to date.

You acknowledge and agree that:

• your use of the website, app and/or the Services is at your own risk;
• we provide the website, app and/or the Services only, and are not responsible or liable for the conduct or activities of any third parties, including third party service providers, Clients, Practitioners and other Users; and
• under no circumstances will we be liable to you for (i) any illness, injury, or death resulting from use of the website, app and/or the Services;

You agree that we will not be liable for any indirect, consequential, special or exemplary losses, expenses or liabilities, or loss of profits, loss of revenue, economic loss, loss of goodwill, corruption or alteration of data, failure to realise anticipated savings, loss of opportunity, expectation loss or loss of production, arising out of, or in connection with, the provision or use of the website, app and/or the Services or these Terms.

The User acknowledges and agrees that the limitations of liability contained in this clause are a fair and reasonable allocation of the commercial risk between the parties.

Dispute resolution

If you have a complaint about the performance of these Terms or website, app and/or the Services, you will contact us at contact@vively.com.au in the first instance and allow us reasonable time to consider your complaint, determine a possible solution and notify you of the solution.

If the dispute is not resolved within 20 days, the parties agree to the following dispute resolution procedure:

• The complainant must tell the respondent in writing, the nature of the dispute, what outcome the complainant wants and what action the complainant thinks will settle the dispute. The parties agree to meet in good faith to seek to resolve the dispute by agreement between them (Initial Meeting).
• If the parties cannot agree on how to resolve the dispute at the Initial Meeting, any party may refer the matter to a mediator. If the parties cannot agree on who the mediator should be, the complainant will ask the Law Institute of NSW to appoint a mediator. The mediator will decide the time and place for mediation. The parties must attend the mediation in good faith, to seek to resolve the dispute.
• Any attempts made by the parties to resolve a dispute pursuant to this clause are without prejudice to other rights or entitlements of the parties under these Terms, by law or in equity.

Notices and Revisions

If we give you any notice that is required under these Terms, we shall give it to you by electronic communication or within your account. You must provide us with accurate, true and correct contact details and you must keep this information up to date.  Please ensure you notify us of any changes to your information by updating your contact information on your Account.

Other terms and conditions

• The Vively app and/or the Services is specifically designed for users who have access to the Australian Apple and Android Store. To use the app and/or the Services, you must have a valid account with the Australian Apple or Andriod Store and abide by its terms and conditions. Users without access to the Australian Apple or Android Store will not be able to download, install, or use this application. It is your responsibility to ensure that you have access to the Australian Apple or Android Store and comply with any regional restrictions or requirements set forth by the Australian Apple or Android Store. Failure to have access to the Australian Apple or Android Store may result in the inability to use this application or access its full range of features and services.
• Your use of the Vively website, app and/or the Services, and these Terms are governed by the law of New South Wales, Australia, and you submit to the non-exclusive jurisdiction of the courts exercising jurisdiction in New South Wales, Australia.
• Any provision of these Terms that is found to be void or unenforceable will, to the extent that it is void or unenforceable, be severed from these Terms without affecting the enforceability or validity of any other provisions.
• A party’s failure or delay to exercise a power or right does not operate as a waiver of that power or right. The exercise of a power or right does not preclude its future exercise or the exercise of any other power or right.
• These Terms, together with our Privacy Policy and the terms of any other notices or instructions given to you under these Terms, supersede and extinguish all prior agreements, representations (whether oral or written), and understandings, and constitute the entire agreement between you and us relating to our services and website and the other matters dealt with in these Terms. Vively may, from time to time, change these Terms and/or Privacy Policy. We may assign or transfer our agreement with you including our associated rights and obligations at any time and you agree to cooperate with us in connection with such an assignment or transfer.
• If any part or provision of these Terms is invalid, unenforceable or in conflict with the law, that part or provision is replaced with a provision which, as far as possible, accomplishes the original purpose of that part or provision. The remainder of these Terms will be binding on the parties.
• You may not assign or transfer any rights to any other person without our prior written consent.
• A person who is not a party to these Terms has no right to benefit under or to enforce any term of these Terms.
• We will send you information relating to your account (e.g. subscription renewal notifications, invoices, changes in password or Payment Method, confirmation messages, notices) in electronic form only, for example via emails to your email address provided during registration.
• If you have any questions about the Services or these Terms, we encourage you to contact us as soon as possible.