The intent of the
FlexiSchools System is to provide an efficient and convenient method of
electronic payment using the FlexiSchools Website owned by The Scotney Group
Pty Ltd ACN 114 508 771. The names FlexiSchools and FlexiSchool Systems are
registered trading names of The Scotney Group Pty Ltd (formerly FlexiMeals Pty
The FlexiSchools Management
System (“the System”) may only be used subject to these terms and conditions.
Upon completion of online registration as an Authorised User of the System by
you, you agree to be subject to these terms. By completing the online
registration process, you represent and warrant that you have the right,
authority and capacity to accept these terms and conditions and agree to abide
by the terms. If you do not agree to these terms, you must not use
or access the System
In these Terms and
Account means the accessible
account on the System restricted by a username and password, supplied to you
upon acceptance of the Terms and Conditions set out in the Agreement;
Agreement means this agreement
and the Policies as updated or amended from time to time;
Authorised User means a member of the school
community who has an account created by FlexiSchools for the purpose of
allowing that person to access and use the FlexiSchools Management System for
the purpose of acquiring Goods from the Facility Provider.
Facility Provider means the entity from
which Goods and services may be purchased using the System;
Fees mean the fees payable to
FlexiSchools for using your Account on the System as set out in clause 7;
FlexiSchools Management System (the System) means the service owned
by The Scotney Group Pty Limited which has the functionality outlined in the
website and in these terms and conditions. The System includes the Website and
associated processes and software.
FlexiSchools is a trading name of The
Scotney Group Pty Ltd (ACN 114 508 771)
Goods mean food, beverage and
other items supplied by a Facility Provider.
Intellectual Property Rights means all intellectual
property rights, including: patents, copyright, rights in circuit layouts,
registered designs, trade marks; and any application or right to apply for
registration of any of those rights.
Materials means menus, customisation
options, pricing, delivery times and other details regarding the supply of
Non-excludable Condition means an implied
condition or warranty the exclusion of which from a contract (including a contract
with a consumer as defined in the Trade Practices Act 1974) would
contravene any statute or cause any part or all of these Terms and Conditions
to be void.
Order means an order for goods or
services placed via the Website
Policies mean the policies
specific to particular features of the FlexiSchools Management System as
available via the Website and as updated or amended from time to time in
accordance with clause 15;
Transaction means a purchase of Goods
using the Account, or adding funds onto the Account, and does not include Fees
Website means the website that FlexiSchools has
created located at archive-2013.flexischools.com.au, which you are licensed to
use in accordance with the terms of these Terms and Conditions.
You means the Authorised User with an Account and
Your is interpreted accordingly.
In these Terms and
Conditions, any use of the verb includes, or of words such as for
example or such as, do not limit anything else that is
included in general speech.
Acceptance of Terms and Conditions
acknowledge that if you are a parent, or guardian, you may grant your child or
ward access to System by allowing them to have a login to your Account. You
also acknowledge that you take full responsibility for any actions taken by
your child or ward and agree to ensure that they comply with these terms and
clicking "I agree to the Terms and Conditions" when you create an
Account, you agree to be bound by these terms and conditions and any Policies,
including any update or amendment made to these terms and conditions in
accordance with this Agreement.
undertake to familiarise yourself with and comply with any Policies relevant to
your use of the System, including but not limited to the Refund Policy and
GRANT OF LICENCE
grants you a non-exclusive and non-transferable
licence to participate in the FlexiSchools Management System
FlexiSchools MANAGEMENT SYSTEM
responsibility for the preparation and supply of Goods lies with the Facility
can purchase Goods from a Facility Provider using the System. Your Account
will be debited with the cost of the Goods and the Fees.
must be placed before the cut-off time notified to you through the Materials. FlexiMeals
cannot warrant that you will be able to place and order after this time.
will maintain electronic or other records for each Authorised User's Account.
These records will contain the name and contact details of the Authorised User
to whom the login was issued, other information provided in the Authorised
Users FlexiSchools application and details of all transactions.
Authorised User consents to the use of the Authorised User's personal
information for this purpose and acknowledges that it is the Authorised User's
responsibility to advise FlexiSchools of any changes to the information
provided in the Authorised User's application (e.g. contact details).
Authorised User acknowledges receiving a copy of the FlexiSchools Privacy
Statement. The current FlexiSchools Privacy Statement can be viewed on the
FlexiSchools website. Hard copies will be made available on request.
may use personal information collected from Authorised Users for any other
purpose mentioned in the FlexiSchools Privacy Statement, including notifying
Authorised Users of new services, changes to conditions of use and changes to
or discontinuance of services, and for related market research.
an Authorised User performs a transaction using the FlexiSchools System, the
charge will automatically be debited to the Authorised User's account.
each prepaid account, FlexiSchools will operate an Account for the purpose of
accounting for all goods purchased and Fees;
Authorised User must make an initial prepayment and then maintain the account
in credit by payment of top up increments. Top up increments must be $20.00 or
greater (or such lesser amount as may be nominated by FlexiSchools). Top-up
increments will incur a top up processing fee of $0.29;
Users may authorise FlexiSchools to automatically top up the account from a
nominated credit card when the account balance falls to a nominated level;
for any reason any payment on a prepaid account is dishonoured, FlexiSchools
will debit the dishonour plus relevant fees against the account.
for any reason a prepaid account falls into debit the account will
automatically be suspended, unless the ability to operate in debit has been
specifically agreed with the school and Facility Provider.
Authorised User will remain liable to pay any outstanding charges should the
prepaid account balance be insufficient to meet all charges.
may close a prepaid account at any time at its discretion or may refuse to
accept an application for such an account.
4.10 Subject to
clause 4.9, each time a login issued to the Authorised User is used to make a
purchase, whether by the Authorised User or another person, the Authorised
User's account will be debited with the purchase amount.
4.11 If an
account login is compromised or stolen, the Authorised User must notify FlexiSchools
in writing immediately and FlexiSchools will suspend the account. The
Authorised User will not be held responsible for any charges that might arise
from the use of the compromised account after the time the notification is
received by FlexiSchools. The Authorised User will be entitled to a refund of
any unused amount on a compromised prepaid account.
as expressly permitted by the Copyright Act 1968 (Cth) you must not, and
you must not allow any other person to reproduce, modify or adapt the System,
the Website or its contents.
must not, and you must not
allow any other person to, use the System, the Website or its contents:
as to breach any law or
regulation (including any trade practices or fair trading legislation),
infringe a third party’s rights, or breach any standards, content requirements
or codes promulgated by any relevant authority; or
connection with any information or material that may be, or that may encourage
conduct that may be, unlawful, threatening, abusive, defamatory, obscene,
vulgar, pornographic, profane or indecent.
are responsible for maintaining the confidentiality of the Account identification,
password, security questions and answers and any other information specific to
your Account. This includes ensuring the ongoing security of such items by
regularly updating your security information.
must immediately report any unauthorised use of the Account to FlexiSchools.
may request that you or the School provide a photograph of individuals
permitted by you to use your Account and the Service. You acknowledge and agree
that FlexiSchools may provide this photograph to the Facility Provider for
identification purposes. Where the
individual depicted in any photograph provided to FlexiSchools is a minor, you
acknowledge and agree that you are the minor's parent or guardian and you
consent to the photographs use in the manner contemplated by this Agreement on
the minor's behalf.
Adding AND REDEEMING funds ON your
may add funds to your Account at any time in accordance with the following
procedure set out in this clause.
will advise you on the available payment methods which may vary from time to
FlexiSchools is satisfied that the funds have 'cleared', FlexiSchools will
credit the Account. Depending upon the payment method selected, this process
may take up to five business days.
can redeem funds from your account by logging into the Website and clicking the 'Close Account'
button under the 'My Profile' section of the website and
subject to clause 12.4.
Fees and Services
consideration for access to the System, FlexiSchools may charge you a periodic
fee, the details of which are displayed on the registration page when you
create your Account. You acknowledge that you accept this fee by using the
an Order is placed online, FlexiSchools may charge you a transaction Fee which
is displayed to you prior to completing the Order. You acknowledge that you
accept this fee by completing an Order in the System.
you are not charged a periodic fee under clause 7.1 and a Transaction has not
been performed on your Account for a period of 6 months, a fee of $1.50 per
month will be charged to your Account at the start of the each subsequent month
until such time as you perform a Transaction on your Account or you Terminate
your Account as outlined in clause 11. This clause cannot cause an Account to
go into a negative or debit balance.
may amend the Fees from time to time.
may make temporarily amendments to the Fees for promotional or other events and
such changes are effective in accordance with the terms and conditions that
are responsible for paying all Fees associated with the Services, including all
applicable taxes (including any goods and services or value added including the
incurrence of any taxes, which will be added to amounts billed to you, if
within clause 7 are inclusive of GST.
this clause 8:
expressions Consideration, GST, Input Tax Credit, Recipient, Supply, Tax
Invoice and Taxable Supply have the meanings given to those expressions in the
A New Tax System (Goods and Services Tax) Act 1999 (GST Act); and
means any party treated by the GST Act as making a Supply under this Agreement.
otherwise expressly stated, all prices or other sums payable or Consideration
to be provided under or in accordance with this Agreement are exclusive of GST.
GST is imposed on any Supply made under or in accordance with this Agreement,
the Recipient of the Taxable Supply must pay to Supplier an additional amount
equal to the GST payable on or for the Taxable Supply.
of the additional amount must be made at the same time and in the same way as
payment for the Taxable Supply is required to be made in accordance with this
will not provide a Tax Invoice to the Recipient of a Taxable Supply unless
requested to by the Recipient. If the Recipient requests a Tax Invoice,
FlexiSchools will provide the Recipient with a Tax Invoice for the Supply
within 28 days of the Recipient's request.
this Agreement requires a party (the First Party) to pay for, reimburse, set
off or contribute to any expense, loss or outgoing (Reimbursable Expense)
suffered or incurred by the other party (the Other Party), the amount required
to be paid, reimbursed, set off or contributed by the First Party will be the
amount of the Reimbursable Expense net of Input Tax Credits (if any) to which
the Other Party is entitled in respect of the Reimbursable Expense (Net
the Other Party's recovery from the First Party is a Taxable Supply, any GST
payable in respect of that Supply, such that after the Other Party meets the
GST liability, it retains the Net Amount.
you add funds to your Account using your credit card or through your bank
account you must not charge back, cancel or de-authorise the credit card or
bank account charge.
you purchase Goods using the System, you must not charge back, cancel or
de-authorise the credit card or bank account charge.
you breach clause 9.1 or 9.2, FlexiSchools may, at its sole discretion, recover
the cost of any Goods purchased by you and the amount of any Fees incurred by
FlexiSchools. This will be achieved by reducing your Account balance,
re-charging your credit card or bank account for the amount or otherwise
collecting such amount from you.
INTELLECTUAL PROPERTY RIGHTS
You acknowledge that
these Terms and Conditions do not transfer any Intellectual Property Rights to
you in the FlexiSchools Management System or its contents, except for the
licence granted under clause 3.
11.1 FlexiSchools may suspend or terminate
the licence granted under clause 3 and remove your access to and your
participation in the FlexiSchools Management System at any time and for any
reason, including but not limited to:
any of these Terms and Conditions; or
there is a suspicion that the Account has been used for unauthorised, unusual
or illegal activity; or
a Transaction has not been performed on the Account for more than 6 months and
the Account balance is zero.
Users may terminate this Agreement by requesting the closure of their Account
via email to email@example.com. In the case of prepaid accounts the
Authorised User may also entitled to a refund of any unused funds in accordance
with clause 12.4.
11.3 On termination of these Terms and
must cease using and return to FlexiSchools, or destroy, all
copies of any FlexiSchools materials in
your possession or control;
access to the System will be removed by FlexiSchools; and
outstanding balances on your Account will be refunded as outlined in clause 12.
11.4 Despite any other
provision of this Agreement, this clause 11 and clauses 5,7,10,12,13 and 14
will survive expiration or termination of this Agreement.
12.1 This clause
should be read in conjunction with the Refund Policy posted on the Website. If
any part of the Refund Policy available on the Website is inconsistent with any
term set out in this Agreement, the terms of the Refund Policy posted on the
Website will prevail to the extent of the inconsistency.
12.2 In the event
of an Authorised User reporting to FlexiSchools either:
failure of the Facility Provider to supply the Goods, or
Goods being unsatisfactory upon receipt;
will pass the details of the Authorised User complaint to the Facility
Provider. If the Facility Provider wishes to grant a full or partial refund, it
is the responsibility of the Facility Provider to either refund the customer
directly, or provide the refund value to FlexiSchools and have FlexiSchools
credit the customer's account.
will not provide cash refunds to the customer for individual purchases.
the event of receiving a request from the Authorised User to close their Account,
FlexiSchools will refund the remaining value of the account (less any orders
which have been processed by the Facility Provider) by one of the following
methods at FlexiSchools' discretion:
card refund using the credit card originally used to place funds into the
payment into the customer's nominated bank account; or
in the customer's name
will be provided within 10 working days
12.5 If a refund
requires FlexiSchools to contact the Authorised User and a reasonable attempt
is made for a period of 30 days, but is unsuccessful, the balance will be
credited back to an Account in the name of the Authorised user.
LIMITATION OF LIABILITY
13.1 You acknowledge that:
is a distributor of the Facility Provider’s
Materials and is not responsible for the content of the Materials;
have not relied on any representation, description, illustration or
specification which is not expressly stated in this Agreement.
for Non-excludable Conditions, FlexiSchools make no warranties or
representations about the FlexiSchools Management System or its accuracy,
reliability, completeness, currency, or ability to achieve any purpose;
for liability for breach of any
Non-excludable Condition, FlexiSchools is not liable for any loss or
damage arising out of an Authorised Users use of the FlexiSchools Management
maximum aggregate liability of FlexiSchools for all proven losses, damages and
claims relating to personal injury, sickness or death is limited to the amount
set out in clause 9.3
does not warrant that you or
the Account Holders will have continuous access to the System;
is not liable if the System is unavailable for any reason;
is not the supplier of Goods and is not liable for any claims in relation to
the Goods, including their quality, merchantability or fitness for any
is not a bank, is not acting as a Trustee in relation to funds held in your
Account, is not holding your funds in Trust, and does not pay interest on any
funds held in your Account;
is not responsible for any instructions that you provide via the System and is
not responsible for detecting any errors in your Account instructions;
has no control over the quality, safety or legality of any items sold by a Facility
Provider to any Authorised User or over any content used by a Facility Provider
in its advertising or marketing;
is not a party to any dispute between you and the Facility Provider. If you
have a dispute with an Facility Provider, you release FlexiSchools (and our
officers, directors, agents, related companies, subsidiaries, joint ventures
and employees) from any and all claims, demands and damages (actual and
consequential) of every kind and nature arising out of or in any way connected
with the dispute; and
cannot and does not warrant that a Facility Provider will complete any
13.2 FlexiSchools excludes:
these Terms and Conditions all conditions, warranties and terms implied by
statute, general law or custom, except any Non-excludable Condition;
for liability in relation to a breach of a Non-excludable Condition, all liability
to you in contract for lost profits and damage suffered as a result
of claims by any third person, such as a Customer, and consequential or
indirect loss arising out of, or in connection with, the services and these
Terms and Conditions , even if:
knew that loss was possible; or
loss was otherwise foreseeable; and
liability for any negligent acts or omissions of FlexiSchools, its employees,
agents and contractors arising out of, or in connection with, the services
and these Terms and Conditions.
total liability to you for breach
of these Terms and Conditions,
or for breach of any Non-excludable Condition (other than one implied by
section 69 of the Trade Practices Act 1974),
is limited, at FlexiSchools’ option, to any one of:
resupplying, replacing or
repairing the Goods provided to you;
paying the cost of resupplying, repairing, or
replacing the Goods provided to you;
supplying again, the services in respect of which
the breach occurred;
paying the cost of supplying again, the services in
respect of which the breach occurred; or
the cost of any the Fees paid by you in respect of which the breach occurred.
14.1 You agree to indemnify FlexiSchools
against and must pay FlexiSchools on demand the amount of:
loss, claim or legal liability to the extent that the loss, claim or legal
liability arises from or is connected with:
(i) a breach
by you of these Terms and Conditions; or
consumption of the Goods; or
Goods not being provided;
of consultants and legal expenses on a full indemnity basis incurred by FlexiSchools
in connection with any claim under this indemnity; and
tax and associated penalties which may be incurred by FlexiSchools (including
any Goods and Services Tax) arising from the performance by you of your
obligations under these Terms and Conditions.
15.1 Any prices
included as part of the Materials will be your sole responsibility and risk.
will provide you with a help desk for any queries in relation to the FlexiSchools
Management System, only between 8:00 to 17:00 Sydney time on business days in Sydney.
will use reasonable commercial efforts to maintain the FlexiSchools Management
15.4 FlexiSchools does not
guarantee continuous, uninterrupted or secure access to the FlexiSchools Management System,
and the operation of the System may be interfered with by numerous factors outside of our control.
15.5 You acknowledge
that you are responsible for your network security.
cannot guarantee that the FlexiSchools Management System and Materials will be
free of errors or viruses.
does not guarantee or warrant that your existing equipment, hardware or
software is compatible with the FlexiSchools Management System.
document sets out the entire agreement between the parties in relation to its
subject matter and all prior representations are excluded.
may suspend your access to the FlexiSchools Management System in whole or in
part at any time without notice or compensation where deemed necessary in FlexiSchools’
15.10 You cannot
assign or otherwise transfer the benefit of this Agreement without the prior
written consent of FlexiSchools. FlexiSchools may assign or otherwise transfer
the benefit of this Agreement to any third party that purchases or acquires the
business which conducts the System.
may vary the Terms
and Conditions and Policies from time to time by giving written notice of the
variation to you.
and Conditions are governed by the law applicable in New South Wales, Australia and you irrevocably and unconditionally submit to the non-exclusive jurisdiction
of the courts of that state