TURN IT OFF PTY LTD

TERMS AND CONDITIONS

TERMS AND CONDITIONS OF USE

1 About

1.1 Turn It Off Pty Ltd (ACN 647 396 834) (the Company) provides its customers with a platform to purchase (the Services) thoroughbred racing tips. Details of the Services are found on our website https://thesystemaus.com.au/packages (the Website).

2 Disclaimer

2.1 Company does not advocate gambling or gambling related products as a substitute for your income. There may be risks associated with exposure to betting sites and the user assumes all risks and releases and indemnifies Company against any or all such risks.

2.2 By agreeing to these terms and conditions you are warranting to Company that you are intentionally and knowingly using the Services and purchasing Services for your own personal use, only.

2.3 Any of the Services purchased on the Website must be used in accordance with its directions. At no time will Company be held responsible for any loss or damage caused to you or any third party, either directly caused or indirectly caused, as a consequence of your failure to properly use the Services as directed.

2.4 The Company recommends the Services to be used in accordance with the instructions. By purchasing the Services, you agree that the Company will not be responsible for any loss or damage, either caused directly or indirectly by the Services in connection with the failure to use the Services in accordance with the instructions.

2.5 You agree that you are not purchasing the Services for the purposes of re-selling and will not on-sell the Services.

3 Acceptance of these Terms

3.1 You accept these terms and conditions (the Terms) by registering for the Services, making payment to the Company, browsing the Website, or by creating an account. By using, browsing, signing up to and/or making payment through the Website, this signifies that you have read, understood and agree to be bound by the Terms. If you do not agree with the Terms, you must cease use of the Website and the Services immediately.

3.2 You may not use the Services or purchase any Services and may not accept the Terms if: (a) you are not of legal age to form a binding contract with the Company; (b) you are not of legal age to purchase the Services; (c) you are not of legal age to wager using Online Service Providers

3.3 By engaging the Company, you acknowledge and understand that the Company does not provide you with any tax, legal, accounting or other specialist, professional or technical advice. For further information, please read the Terms carefully.

3.4 The Company reserves the right to review and change any of the Terms by updating this page at its sole discretion. When the Company updates the Terms, it will use reasonable endeavours to provide you with notice of the same. Any changes to the Terms take immediate effect from the date of their publication. If you choose not to accept any changes to the Terms, your sole recourse will be to stop using the Services. Before you continue, we recommend you keep a copy of the Terms for your records.

4 Account Set Up

4.1 To access the Services, you may be required to register for an account with the Company (the Account). You may register for an Account via the Website.

4.2 As part of the registration process or as part of your continued use of the Services, you will be required to provide personal information about yourself (such as identification, contact details, payment details and other personal information).

4.3 You agree that any information you give to the Company will always be accurate, correct and up to date.

4.4 You understand that by supplying the Company with your address, email address and phone number, you may receive regular emails, newsletters, telephone calls or SMS updates from the Company to keep you informed about the Company’s activities. If you do not wish to receive updates from the Company, you may contact the Company at contact@thesystem.com.au.

4.5 The Company will hold any information provided in relation to the Services in accordance with the Privacy Policy available on the Website at https://thesystemaus.com.au/privacy-policy.

5 Identify Verification

5.1 You acknowledge and agree that due to the nature of the Services, the Company may be required to verify your identity to ensure that you are not using the Services in an illegal or fraudulent manner.

5.2 You warrant that where the Company advises you in writing that they require further verification of your identity then you will make all reasonable endeavours to comply with this request within seven (7) days of receipt of same.

5.3 You warrant that any information that you provide pursuant to this clause will be true and correct to the best of your knowledge and belief and failure to comply with this clause will warrant an immediate termination of the provision of the Services to you.

6 Payment

6.1 In using the Services to purchase the Products through the Website, you agree to pay the purchase price listed on the Website for the Product (the “Purchase Price”) at the time of placing the order.

6.2 Payment of the Purchase Price may be made through a third-party payment provider as specified on the Website (the “Payment Gateway”). In using the Services, you warrant that you have familiarised yourself with, and agree to be bound by, the applicable terms and conditions, privacy policy and other relevant legal documentation required by the Payment Gateway, prior to you using the Payment Gateway services.

6.3 Your purchasing of a subscription is an offer to buy from us. At any time, we reserve the right to decline to supply the Services to you.

6.4 By the Company offering its Service to you, you agree and acknowledge that: (a) Unless otherwise stated, all amounts are listed in Australian Dollars (AUD) and are inclusive of GST; (b) the Company may receive a commission from third parties in relation to provision of the Products or Services to you; (c) you shall remain solely responsible for assessing the implications and risks of using the Services and Products; (d) the Company retains the right to change prices of the Products and Services at any time. The prices for the Products at the point of payment via the Payment Gateway is fixed and final. (e) the Company is not obligated to honour any previous or existing prices listed on the Website or quoted by a Company’s representative; and (f) these Terms do not create a relationship of employment, trust, joint venture, agency, partnership or other relationship of a fiduciary nature between the parties.

6.5 You acknowledge that the Company has entered into these Terms in reliance on the acknowledgements, representations and warranties given by you in these Terms.

7 Non-Payment

7.1 In the event you elect to pay the fee by way of direct debit and/or credit card and there is a chargeback by your credit provider, the Company may suspend or terminate the Services immediately. You will be charged the then current Company administration fee, available on the Website, plus GST (Administration Fee), and you agree to pay 2% plus the Cash Rate Target set by the Reserve Bank of Australia (the Interest) on amounts which remain unpaid after thirty (30) days from the date of the tax invoice. Upon payment of the Administration Fee and Interest in accordance with the Terms, the Company may reinstate the Services to you.

7.2 The Company reserves the right to terminate or suspend your access to the Services in the event that you fail to pay any payment pursuant to the Services or any invoice sent by the Company from time to time.

8 Cancellation

8.1 The subscription fee for The System service will be charged to your Payment Method on the specific payment date indicated on the “Account Settings” page of the website. The length of your subscription cycle will depend on the subscription that you choose when you sign up to the service. In some cases, your payment date may change for example when you change your subscription or if your subscription began on a day not contained in a given month.

8.2 You can cancel your subscription at any time, and you will continue to have access to The System service through to the end of your subscription cycle. To cancel, go to the “Account Settings” page and manage your subscription. From there, follow the instructions for cancellation. If you cancel your subscription, your access to The System services will automatically cease and the end of the subscription cycle.

9 Refund Policy

9.1 To the extent permitted by the applicable law, subscription payments are non-refundable and we do not provide refunds or credits for any partial subscription periods or unused The System services.

9.2 If, for whatever reason, you are unsatisfied with any Product or the Services please contact the Company outlining why you believe you are entitled to a refund of any fee so that we are able to determine whether a refund should occur.

9.3 Any refunds granted pursuant to this clause will be at the Company’s absolute discretion. Any refund granted at the Company's discretion may incur a $39.99 fee. This will be communicated to you prior to the refund being processed.

9.4 Any refunds granted pursuant to the ‘Refund Guarantee’ will be at the Company’s absolute discretion. This will be determined based on the official results of The System during a consumers first subscription period of a month or longer.

9.5 If, for whatever reason, your accounts are promotionally banned or bookmakers no longer offer promotional markets, Any refunds issued will be at the Company’s absolute discretion.

9.6 In accordance with our refund guarantee policy, customers are eligible for a refund if The System's official results are negative throughout their initial and first subscription period. The first and initial subscription period encompasses any free time granted in the event of enrollment under a promotional offer.

9.7 Customers are ineligible to receive a refund guarantee if they sign up utilising a discount promotion offer

10 Warranty

10.1 The Products come with guarantees that cannot be excluded under the Australian Consumer Law. The Company provides no additional warranty.

11 Copyright and Intellectual Property

11.1 The Website, the Services, the Products, and all of the related products and services of the Company (the Material) are subject to copyright. Unless otherwise indicated, all rights (including copyright) in the content and compilation of the Materials (including but not limited to text, graphics, logos, button icons, video images, audio clips, Website, code, scripts, lists, design elements and interactive features) (the Content) are owned or controlled for these purposes and are reserved by the Company or its contributors.

11.2 The Company retains all rights, title and interest (including copyrights, patents and trademarks) in the Material, the Content, and all related content therein. Nothing you do will transfer any interest in the Material to you, other than the grant of the licence to you in clause 12.4 below.

11.3 Whilst using the Services, the Company grants you a worldwide, non-exclusive, royalty-free, revocable licence during these Terms to download and print pages from the Website for your own personal use.

11.4 the Company does not grant you any other rights whatsoever in relation to the Material and/or the Content. All other rights are expressly reserved by the Company.

11.5 You may not, without the prior written consent of the Company and the permission of any other relevant rights owner: broadcast, republish, upload to a third party, transmit, post, distribute, show or display or publish in public, adapt or change in any way the Material or Content for any purpose, other than for the purposes expressly allowed by these Terms. This prohibition does not extend to the Material and Content which are freely available for re-use or are in the public domain.

12 Material and Content

12.1 You may read and copy the Material and Content for your own needs, but you may not publish, resell or sub-licence it. The Company makes no guarantees, representations or warranties about the accuracy or legal correctness of any of the Material or Content.

12.2 Third Party Websites (a) The Company works with a number of partners and affiliates whose websites or mobile phone applications may be linked with or provided by the Company and are controlled by parties other than the Company (each a Third Party Content). (b) The Company is not responsible and does not endorse or accept any responsibility for the availability, contents, products, services or use of any Third Party Content, any website accessed from a Third Party Content or any changes or updates to such sites. the Company makes no guarantees about the content or quality of the products or services provided by such sites. (c) By using any information, product, service, or functionality originating from the Services, you are allowing the Company to share information with any third party with whom the Company has a pertinent contractual relationship – any information necessary to facilitate its provisions of products, services, or functionality to you.

13 The Company’s use of your material

13.1 By engaging the Company to perform the Service, you acknowledge and agree that the Company is granted an irrevocable, perpetual, worldwide, royalty free right to use your trade mark, logo, photographs, testimonials, feedback or name for the purpose of promoting the Company, the Products, or the Services, now and in the future. This includes any promotion, testimonials, marketing or advertising by way of online, in print, in social media, in competitions, advertisements, books and magazines, design publications and any other self-promotional or demonstrative purpose.

14 General Disclaimer

14.1 Nothing in the Terms limits or excludes any guarantees, warranties, representations or conditions implied or imposed by law, including the Australian Consumer Law (or any liability under them) which by law may not be limited or excluded. (a) If you are not a Consumer (under the Australian Consumer Law), you agree that the Company has no direct or indirect liability (including in negligence) to you in any way related to your use of the Website, Products, or the Services. (b) If you are a Consumer (under the Australian Consumer Law), the Company limits all its direct and indirect liability (including in negligence) to you to the Consumer Guarantees under the Australian Consumer Law. (c) Where there is a breach of the Consumer Guarantees, then to the maximum extent permitted by law, the Company’s liability to you is limited to resupply of the Products or Services or payment of the cost of re-supplying Products or the Services.

14.2 Subject to this clause and to the extent permitted by law: (a) the Company excludes all representations, warranties or guarantees, whether express or implied, by statute, trade or otherwise; and (b) the Company will not be liable for any claims, causes of action, damage or expenses arising out of or in connection with the Website, the Products, or the Services (including as a result of not being able to use the Services), whether at common law, in equity, pursuant to statute, or otherwise.

15 Limitation of liability

15.1 The Company’s total liability arising out of or in connection with the Services, the Products, or the Terms, however arising, including at law, in equity, under statute, or otherwise, will not exceed the resupply of the Product to you.

15.2 You expressly understand and agree that the Company, its affiliates, employees, agents, contributors, third party content providers and licensors, will not be liable to you for any direct, indirect, incidental, special consequential or exemplary damages which may be incurred by you, however caused and under any theory of liability. This includes, but is not limited to, any loss of profit, any loss of goodwill or business reputation and any other intangible loss.

15.3 You expressly understand and agree that the Company will not be liable to you for your use of the Product, Services, or information provided to you through the Materials, Services, or otherwise.

16 Indemnity

16.1 You agree to indemnify the Company, its affiliates, employees, agents, contributors, third party content providers and licensors, from and against: (a) all actions, suits, claims, demands, liabilities, costs, expenses, loss and damage (including legal fees on a full indemnity basis) incurred, suffered or arising out of or in connection with: (i) inaccurate or misleading information provided by you or your agent; (ii) any breach of the Terms; or (iii) any improper or alternative use of any Product; (b) any direct or indirect consequences of you accessing, using or transacting on the Website or the Services or attempts to do so. 16.2 This indemnity will survive termination of the Terms.

17 Dispute Resolution

17.1 Compulsory: (a) If a dispute arises out of or relates to the Terms, either party may not commence any Tribunal or Court proceedings in relation to the dispute, unless the following clauses have been complied with (except where urgent interlocutory relief is sort). 17.2 Notice: (a) A party to the Terms claiming a dispute (“Dispute”) has arisen under the Terms, must give written notice to the other party detailing the nature of the dispute, the desired outcome and the action required to settle the Dispute.

17.3 Resolution: On receipt of that notice (“Notice”) by that other party, the parties to the Terms (“Parties”) must: (a) Within seven (7) days of the Notice endeavour in good faith to resolve the Dispute expeditiously by negotiation or such other means upon which they may mutually agree; (b) If for any reason whatsoever, twenty-one (21) days after the date of the Notice, the Dispute has not been resolved, the Parties must either agree upon selection of a mediator or request that an appropriate mediator be appointed by the Australian Commercial Disputes Centre or his or her nominee and the mediation will be held in accordance with the Australian Commercial Disputes Centre’s Guidelines for Commercial Mediation; (c) The Parties are equally liable for the fees and reasonable expenses of a mediator and the cost of the venue of the mediation and without limiting the foregoing undertake to pay any amounts requested by the mediator as a pre-condition to the mediation commencing. The Parties must each pay their own costs associated with the mediation; and (d) The mediation will be held in Melbourne, Australia.

17.4 Confidential: (a) All communications concerning negotiations made by the Parties arising out of and in connection with this dispute resolution clause are confidential and to the extent possible, must be treated as "without prejudice" negotiations for the purpose of applicable laws of evidence.

17.5 Termination of Mediation: (a) If thirty (30) days have elapsed after the start of a mediation of the Dispute and the Dispute has not been resolved, either Party may ask the mediator to terminate the mediation and the mediator must do so.

18 Termination

18.1 The Terms will continue to apply until the termination of this agreement by either party as set out below.

18.2 If you elect to terminate, you must: (a) provide at least thirty (30) days’ written notice to the Company; (b) making payment of all outstanding fees, charges, expenses and monies which are due and owing to the Company or any of its third party provides as set out in these Terms; and (c) closing your accounts for all of the Services which you use, where the Company has made this option available to you. Your notice should be sent, in writing, to the Company via the contact@thesystem.com.au.

18.3 The Company may at any time, terminate the Terms with you, without refund, if: (a) you have breached any provision of the Terms or intend to breach any provision; (b) the Company is required to do so by law; (c) the partner, if any, with whom the Company offered the Services to you has terminated its relationship with the Company or ceased to offer the Services to you; (d) the Company is transitioning to no longer providing the Services to Users in the country in which you are resident or from which you use the service; (e) the provision of the Services to you by the Company is, in the opinion of the Company, no longer commercially viable; (f) if you have used the Services: (i) in breach of any law; (ii) in a way that is misleading or deceptive; (iii) in a way which is unreasonable as determined by the Company at its absolute discretion; or (iv) in a manner which can or does bring the Company into disrepute or could damage the Company’s reputation as determined by the Company at its absolute discretion.

18.4 Subject to local applicable laws, the Company reserves the right to discontinue or cancel your access to the Services at any time and may suspend or deny, in its sole discretion, your access to all or any portion of the Website or the Services without notice if you breach any provision of the Terms or any applicable law or if your conduct damages the Company’s name or reputation or violates the rights of those of another party.

18.5 Upon the termination of your Account, all of the legal rights, obligations and liabilities that you and the Company have benefited from, been subject to (or which have accrued over time whilst the Terms have been in force) or which are expressed to continue indefinitely, shall be unaffected by this cessation, and the provisions of this clause shall continue to apply to such rights, obligations and liabilities indefinitely.

19 Governing Law and Jurisdiction The Services offered by the Company are intended for residents of Australia. These Terms are governed by and are to be constructed in accordance with the laws of the State of Victoria, Australia. You submit to the exclusive jurisdiction of the courts situated in Melbourne, Australia in respect of all matters arising out of or relating to these Terms, the Website, the Products or the Services and their performance.

20 Notice

20.1 The Company may provide any notice to you under the Terms by sending a message to your email address. The notice provided by the Company to you by email shall be deemed to have been properly given on the date the Company sends the email, regardless of whether you have received the email.

20.2 Unless specified otherwise, any notices provided by you to the Company must be in writing and be delivered either in person, or via registered post to [Insert Company Address]. Notices provided by registered post shall be deemed to have properly given three days after they are posted (if posted).

21 Severance

If any part of the Terms is found to be void or unenforceable, that part shall be severed and the rest of the Terms shall remain in force.

22 Waiver

22.1 A waiver of any right, power or remedy under this Agreement must be in writing signed by the party granting it.

22.2 A waiver is only effective in relation to the particular obligation or breach in respect of which it is given. It is not to be taken as an implied waiver of any other obligation or breach or as an implied waiver of that obligation or breach in relation to any other occasion.

22.3 The fact that a party fails to do, or delays in doing, something the party is entitled to do under this Agreement does not amount to a waiver.

23 Assignment

23.1 The Company may assign or transfer its rights or obligations under the Terms without your consent.

23.2 You may not assign or transfer your rights or obligations under the Terms without prior written consent of the Company. A purported assignment without written consent will be deemed to be void and convey no rights.