These Terms of Use (“Terms”) apply to all Subscribers to coffee-roulette.com (“the Website”). The Website is owned and operated by Coffee Roulette Pty Ltd (“we”, “us” or “our”).

We may modify and update these Terms at any time, without notice. You need to ensure you review the Terms from time to time. In using our Website and Services and signing up for a subscription, you agree to be bound by these Terms as well as any and all general Terms and Conditions posted on our Website from time to time.

If you do not intend to be bound by these Terms then you must stop using the Website immediately, and you must not subscribe for the Services.

“Content” means any and all material, links, words, images including but not limited to any goods and services the subscriber submits or links to the Website, as relevant.

“Matching Fee” means the fee charged per Participant, when we match Participants for a coffee meeting. The Matching Fee may be updated from time to time, but the current Matching Fee is as stated on the Website.

“Services” means employee, participant and other user (together ‘Participant’) matching services, as described in the “Matching Services” clause of these Terms.

“Subscriber” means a subscriber to the Services on this Website.

“System” means our proprietary algorithm, software and system for providing the Services, which is available via the Website.

“Website” means coffee-roulette.com.

“We”, “our” and “us” means Coffee Roulette Pty Ltd.

“You” means the person or entity that subscribes to our services and that by doing so, agrees to these Terms.

When you register on our Website, we provide the following matching services (“Services”):

• You create your organisation’s Coffee Roulette account;
• You select the frequency for coffee matches: weekly, fortnightly or monthly;
• You add your Participants’ email addresses to invite them to participate;
• You choose a start date;
• Your nominated Participants receive an email asking them to accept the invitation from you;
• Once accepted, your Participants have the opportunity to block out any days and times they are not available and to block out any leave periods;
• Our System then matches Participants so that they can meet for coffee;
• We match Participants based on the available days that they have in common;
• Participants will receive an email with the name and email address of their next coffee partner. They then reach out and arrange a time for their coffee meeting;
• Our System makes sure people are not matched with each other more than once.

It is free to subscribe for the Services.

We charge a Matching Fee per Participant, every time that Participants are matched. If the same Participant is matched multiple times, then a separate Matching Fee will be charged for each time that they are matched.

We offer a four week free trial, during which time, we may match Participants on your behalf, and no Matching Fees will apply. After the expiration of the four week free trial, the Matching Fee will apply.

Unless otherwise agreed by us, the Matching Fees must be paid by credit card and are charged monthly in arrears based on how many Participants were matched for coffee in that preceding month.

In order to use our Services and our System, you must register on the Website and provide your credit card details.

By registering on the Website, you agree to receive correspondence from us in relation to the Website, the Services, the System, and any associated matters.

By providing your credit card details, you authorise us and agree to the Matching Fees being automatically deducted from your credit card at the end of each month unless you or we cancel the subscription in accordance with the below Cancellation terms.

To be eligible to subscribe for our Services, you acknowledge and agree to the following:

• You warrant that you have the full legal capacity and authority to agree to these Terms on behalf of your organisation;
• You will not share your password or login details with any other person and you will keep your contact, payment and other information updated;
• You warrant that all information you provide is true, correct, up-to-date and accurate personal information and details;
• You will not transfer, sublicense or grant access to any of our Services to any other person, company, business except as agreed in these Terms.

In the event that you provide any of your Participants’ information to us (such as email addresses) (“Participant Information”):

• You warrant that you have the full legal authority to provide the Participant Information to us;
• You acknowledge and agree that we are in no way liable for any claim by a Participant in relation to the use by us of their Participant Information in accordance with these Terms; and
• You release us, hold us harmless, indemnify us and keep us indemnified against any claim(s) by any Participant in relation to the use by us of their Participant Information in accordance with these Terms.

Subject to these Terms, and in consideration for your agreement to be bound by these Terms and to pay the Matching Fees, we grant you a worldwide, revocable, non-exclusive, non-transferable licence to use our System.

We may, in our sole discretion, limit the number of users that may have access to our System, by nominating such limits on the Website, or by communicating such limits to you in writing.

This licence is revoked upon the termination of your subscription or the termination of these Terms.

You acknowledge and agree that we have no control over what happens once Participants are matched. We are not responsible in any way for the length of meetings, for Participants that fail to attend a meeting, for any matters that are discussed between Participants, or for any other Participant issues that arise as a result of being matched by us.

You should carefully consider whether you need to take any steps to manage Participant issues, for example, by making use of Confidentiality Agreements or by refraining from putting some Participants in contact via our System and our Services.

We, at all times, abide by the Australian Privacy legislation. Please refer to our full Privacy Policy on our Website for details of how we collect, store and use your personal information.

You hereby agree that subject to our Privacy Policy and Australian Privacy legislation, we may collect, monitor, review, analyse, use data or information we collect from your use of the Website or associated services.

In addition to other prohibitions as set forth in the Terms, you are prohibited from using the Website or our System:

• for any unlawful purpose; or
• to solicit others to perform or participate in any unlawful acts; or
• to violate any international, federal, or state regulations, rules, laws, or local ordinances; or
• to infringe upon or violate our intellectual property rights or the intellectual property rights of others; or
• to harass, abuse, insult, harm, defame, slander, disparage, intimidate, or discriminate based on gender, sexual orientation, religion, ethnicity, race, age, national origin, or disability; or
• to submit false or misleading information; or
• to upload or transmit viruses or any other type of malicious code that will or may be used in any way that will affect the functionality or operation of the Website, our System, or of any other websites, or the internet; or
• to collect or track the personal information of others; or
• for any obscene or immoral purpose; or
• to interfere with or circumvent the security features of the Website, our System, or any other websites, or the internet; or
• to spam, phish, pharm, pretext, spider, crawl, or scrape; or
• to attempt to decipher, decompile, disassemble, or reverse-engineer any of the software comprising or in any way making up a part of our business, the Website or our System; or
• to post or transmit any file which contains viruses, worms, trojan horses or any other contaminating or destructive features, or that otherwise interfere with the proper working of our business, the Website or our Systems.

We reserve the right to terminate your use of the Website or any related website for violating any of the prohibited uses.

We make no warranty that the Website or Services will meet your requirements or be available on an uninterrupted, secure or error-free basis. We will use our best endeavors to ensure the Website is always available and virus free but from time-to-time, and in some instances, this may not be the case as it may be out of our immediate control. We will endeavor to notify you if the Website becomes unavailable for any lengthy and unusual time period.

You agree and acknowledge that the Website uses third party vendors and hosting partners to provide the necessary software, hardware, service and storage.

You agree you will not transmit any viruses, malware, worms, etc. of any kind and that you will not upload, post, host or transmit unsolicited material or messages to the Website.

TO CANCEL YOUR SUBSCRIPTION: You are solely responsible for cancelling your subscription through our Website. You must cancel in writing by notifying us at admin@coffee-roulette.com.

We require 7 days’ notice in writing in order to cancel your subscription, to allow us time to update our system. Our system may continue to match Participants during this 7 day period, and in the event that it does so, Matching Fees will continue to apply.

Any applicable Matching Fees in the month of your cancellation will be charged in the ordinary manner (as described in the “Subscriptions” clause of these Terms).

WE MAY TERMINATE YOUR SUBSCRIPTION AT ANY TIME: We have the right to terminate your subscription for any reason, at any time. You agree that we may, in our sole discretion, terminate or suspend your access to the Website, our System or the Services with or without notice and for any reason, including, without limitation, breach of these Terms. Any suspected fraudulent, abusive or illegal activity may be grounds for terminating your subscription and may be referred to the appropriate law enforcement authorities.

Upon such termination, regardless of the reasons, your right to use the Website and our System and the Services immediately ceases and you acknowledge and agree that we may immediately deactivate or delete your account and all related information and files. We may also bar you from any further access to our Website or our System. We shall not be liable to you or any third party for any claims or damages arising out of any termination or suspension or any other actions taken by us in connection with such termination or suspension.

We are not required to provide any refund or part thereof to you for such termination of your subscription. Any refund may be determined in our sole discretion.

We reserve the right at any time and from time to time to remove, delete, alter or amend any Content, Services or the Website. In particular, if we believe the Content to be inappropriate, to potentially breach regulations, or if we receive complaints or for any other reason and in our reasonable discretion, we may remove or modify Content at any time without notice. We shall not be liable to you or any third party for any modification when it is required.

We reserve the right to disclose your name and any other personal details to any law enforcement authority or other competent authority or to any person for the purpose of legal proceedings, prosecution or investigation of any breach or alleged breach of the law or these Terms.

You hereby indemnify us, keep us indemnified, and hold us harmless together with any of our directors, employees, officers, agents, representatives or contractors, against any losses, liabilities, claims, damages, expenses, charges, fines, penalties or other costs whatsoever, directly or indirectly in relation to:

• your use of the Website, our System or the Services;
• your breach of these Terms;
• any costs which we might incur in enforcing our rights under these Terms, including our legal costs on a full indemnity basis;
• a claim by one or more of your Participants in relation to any Participant Information which you have provided to us or in relation to the Participant’s use of the Website, our System or the Services; or
• a claim by any third party arising out of your use of the Website, our System or the Services.

This clause will survive termination, expiration or completion of these Terms.

You agree and acknowledge that we are not liable for any direct, indirect, consequential or incidental loss or damage which may result from your use of our Website, our System, the Services or any related information. For the sake of clarity, in no event will we be liable for any consequential, indirect, incidental or special damages of any kind including any damages for loss of revenue, profits, interruption of business, loss or use of data even if the possibility of such loss was made known to us.

You agree that we shall not be liable for any reliance by you on the information on the Website and our System, or your access to or inability to use the Website or our System. You assume all risk in using the Website, our System, or the Services and we cannot be liable for your use of or reliance on the Website, our System, or the Services. While we endeavor to keep the Website and our System up-to-date and correct, we make no representation or warranties of any kind, express or implied, about the completeness, accuracy, reliability, suitability or availability with respect to the Website, our System, or the Services for any particular purpose and we provide the Website, our System, and the Services for your informational purposes and out of our own analysis. Any reliance you place on such information is therefore strictly at your own risk.

Certain legislation including the Australian Consumer Law (ACL) in the Consumer and Competition Act 2010 (Cth), and similar consumer protection laws and regulations may confer you with rights, warranties, guarantees and remedies relating to the provision of Services by us to you which cannot be excluded, restricted or modified (Statutory Rights).

Our liability is governed solely by the ACL and these Terms. We exclude all conditions and warranties implied by custom, law or statute except for your Statutory Rights.

Except for your Statutory Rights, all goods and services are provided to you without warranties of any kind, either express or implied; and we expressly disclaim all warranties of any kind including but not limited to implied warranties of merchantability and fitness for a particular purpose.

Our failure to exercise or enforce any right or provision under these Terms shall not constitute a waiver of such right or provision.

All custom graphics, icons, logos and service names are registered trademarks, copyright, trade or service marks of Coffee Roulette Pty Ltd.

All other trademarks or service marks within this Website are the property of their respective owners. You own and retain ownership of all of your Content. Nothing in these Terms grants you any right to use any trademark, service mark, logo, and/or our name or any thing you access through the Website, our System, or the Services.

You agree and acknowledge that we retain all right, title and interest in the Services, including but not limited to the inventions and intellectual property rights contained or embodied within the Website, our System, or the Services.

You are solely responsible for obtaining written permission before re-using any copyrighted material that is available on this Website, or our System. Any unauthorised use of the materials appearing on this Website or our System may violate copyright, trademark and other applicable laws and could result in criminal or civil penalties.

In the event that you become aware of any infringement or any threatened infringement of any of our intellectual property rights in relation to the Website or our System, or of any common law 'passing off' in relation to any of our intellectual property rights, (for example, if you discover that one of your Participants or any other person is engaging in this conduct) then:

• you must immediately notify us of such infringement or 'passing off'; and
• you must take all reasonably necessary steps, including executing all necessary documents, and must cooperate in good faith, in order to protect and enforce our intellectual property rights.

None of our powers or rights created under these Terms shall be deemed to have been waived by any act or acquiescence by us. Our powers or rights under these Terms may only be waived by us in writing. No waiver by us of any power or right under these Terms shall constitute a waiver of any other power or right or of the same power or right on a future date. Our failure to enforce any provisions of these Terms shall not constitute waiver of such provision or any other provision.

If any provision of these Terms is held to be unenforceable, then these Terms will be deemed amended to the extent necessary to render the otherwise unenforceable provision, and the rest of these Terms, valid and enforceable. If a court declines to amend these Terms as provided herein, the invalidity or unenforceability of any provision of these Terms shall not affect the validity or enforceability of the remaining provisions, which shall be enforced as if the offending provision had not been included in these Terms.

Notwithstanding any other provisions of these Terms, at the termination, expiration or completion of these Terms, any provisions of these Terms which would by their nature be expected to survive termination, expiration or completion shall remain in full force and effect, including but not limited to any provisions which are explicitly stated to survive termination, expiration or completion.

These Terms are governed by the laws of Victoria which are in force from time to time and both you and we agree to submit to the exclusive jurisdiction of the Courts of Victoria for determining any dispute concerning these Terms.

You may contact us about these Terms at admin@coffee-roulette.com.