Terms & Conditions

Last updated: 11th August 2022

Welcome to CarBuyer and CarCalc!

To make it easier for you (“you”) to understand the terms on which we provide our services, we've tried to keep these terms and conditions (which includes Schedule 1) (Terms) as simple as possible by using plain English.

When we talk about "Automotive Websites", "we," "our," or "us" in these Terms, we are referring to Automotive Websites Pty Ltd ACN 662 195 931.

When we talk about the "Services" in these Terms, we are referring to:

(a)

‘CarBuyer’, the comprehensive car affordability review blog available at carbuyer.com.au (CarBuyer);

(b)

‘CarCalc’, the calculator web application which allows you to determine the total cost of ownership of a car located at carcalc.au and carcalc.com.au and which is licenced to you in accordance with Schedule 1 (CarCalc); and

(c)

and any associated services we offer.

We also refer in these Terms to our:

(d)

(e)

cookie policy located at Cookie Policy; and

(f)

web terms located at Website Terms,

which all also apply to your use of the Services and our Website.

In these Terms, capitalised words and phrases have the meanings given to them where they are followed by bolded brackets, or as set out in the Definitions table at the end of these Terms.

INTRODUCTION

These Terms set out the terms and conditions that apply when you use the Services.

Please have a careful read through these Terms before using the Services. If you don't agree to these Terms, please don't use the Services.

By ticking the box to accept these Terms, using the Services or otherwise engaging with the content on the Services, you agree to be bound by these Terms, which form a binding contractual agreement between you and us.

We may modify our Terms from time to time. If we do, we will post a note on this page or email you. If you continue to use the Services after we modify our Terms, you'll be taken to have agreed to the Terms as modified, and you’ll be taken to have affirmed each of your previous agreements to the Terms (in the forms the Terms took at the time of those previous agreements).

WHO MAY USE THE SERVICES

By using the Services, ordering any goods or services through the Services, or otherwise engaging with the content on the Services:

(a)

you represent and warrant that you are:

(i)

at least 18 years old, have the legal capacity to enter into a binding legal agreement with us and you agree to be bound by these Terms; or

(ii)

the parent or legal guardian of a person under the age of 18 who intends to use the Services, and you agree to be bound by these Terms on that person’s behalf; and

(b)

if you are using the Services or accepting these Terms on behalf of a company or organisation, you represent and warrant that you have the necessary authority from that company or organisation to do so.

DISCLAIMERS AND LIMITATIONS

3.1

GENERAL DISCLAIMERS

You acknowledge and agree that:

(a)

any information provided in the Services is an expression of an opinion only, general in nature and based on personal experience;

(b)

information provided in the Services is based on data provided by Users, Partner Data and other third party sources, and whilst we reserve the right to, from time to time, screen that information, we are not responsible for that information and we make no representation or warranty about the quality, suitability, accuracy, reliability, currency or completeness of that information;

(c)

purchasing a car carries risk, and we take no responsibility for anything caused by you purchasing a car (or taking any other action) in reliance on any information provided in the Services;

(d)

if you purchase a car in reliance on information in the Services, you have conducted your own independent research and have made an informed decision as to the suitability of that car based on all of your circumstances;

(e)

our Services are designed for Users looking to buy new or demonstrator cars in Victoria, Australia, and accordingly any information provided through our Services will not be appropriate for analysing the suitability of purchasing any used or secondhand cars and/or any cars in jurisdictions other than Victoria,

(f)

if you fail to provide certain information in requesting or generating a Car Affordability Review, we will use default values (e.g. ‘Annual Estimated Distance’: 15,000 kms) which may result in the relevant Car Affordability Review being unsuitable or inadequate for your specific needs;

(g)

no information provided in the Services (including Partner Data) is intended to be financial advice of any kind and it should not be relied on as such, and you should obtain specific financial advice before relying on the Services. By not seeking such advice, you accept the risk that the information provided to you in the Services may not meet your specific needs; and

(h)

our Services are dependent on Partner Data and software developed by third party providers, and if, following a failure to obtain Partner Data or an update by a third party provider, the Services no longer function as they did before, we will not (to the maximum extent permitted by law) be liable to you for any loss or damage you might suffer as a result.

3.2

SERVICE LIMITATIONS

The Services are made available to you strictly on an 'as is' basis. We cannot guarantee, and make no warranties, to the extent permitted by law, that:

(a)

the Services will be free from errors or defects;

(b)

the Services will be accessible or available at all times;

(c)

messages sent through the Services will be delivered promptly, or delivered at all;

(d)

information you receive or supply through the Services will be secure or confidential; or

(e)

any information provided through the Services is accurate or true.

3.3

SECURITY

(a)

We do not accept responsibility for any unauthorised use, destruction, loss, damage or alteration to Your Content, your computer systems, mobile phones or other electronic devices arising in connection with use of the Services.

(b)

You should take your own precautions to ensure that the process which you employ for accessing the Services does not expose you to the risk of hacking, malware, ransomware, viruses, malicious computer code or other forms of interference.

HOW OUR SERVICES WORK

4.1

OUR SERVICES

(a)

Our Services allow you to determine the estimated total cost of purchasing and owning a new or demonstrator car in Victoria, Australia, based on the information provided by you, other Users, Partner Data and information from other third party sources (Car Affordability Review).

(b)

If you are considering buying a new or demonstrator car in Victoria, Australia you can:

(i)

use CarBuyer to request us to generate a Car Affordability Review for you; or

(ii)

use CarCalc to generate your own Car Affordability Review. If you use CarCalc, please refer to our additional terms set out in Schedule 1

(c)

To request or generate a Car Affordability Review, you may be asked to provide personal information and other details, including:

(i)

email address;

(ii)

first and last name;

(iii)

mailing or street address, including your state or territory in Australia and your post code;

(iv)

social media information;

(v)

telephone number and other contact details;

(vi)

preferred alias;

(vii)

profile photo;

(viii)

gender;

(ix)

age;

(x)

date of birth;

(xi)

information about your occupation;

(xii)

information related to your intended purchase of a car (Car Purchase Information), such as:

(A)

your budget for purchasing the car, your selected car specifications and options (including dealer fitted accessories, as well as state and federal taxes and charges), your estimated running costs (including registration, fuel, electricity, insurance, servicing and tyres) and other incidental expenses (including tolls, parking fines, traffic fines and parking expenses);

(B)

your estimated annual distance;

(C)

your intended date of purchase of the car;

(D)

your intended term of ownership of the car;

(E)

your preferences for trade-in estimates and details;

(F)

your preferences for inflation rate;

(G)

your preferences for financing; and

(xiii)

any other information as determined by us from time to time.

4.2

YOUR DATA

(a)

We operate a comprehensive car affordability review blog known as CarBuyer which allows users to input and share information about the estimated total cost of ownership for a car, taking into account their budget, financing options and other relevant individual usage preferences.

(b)

The key benefits of CarBuyer include the ability to access:

(i)

Car Affordability Reviews on our website; and

(ii)

links, quotes, offers and discounts from our Partners which are relevant to your circumstances.

(c)

To enable our Users to identify whether a car is suitable for their circumstances, we publish our Car Affordability Reviews on our Website and provide deidentified statistical data to our Partners for us to identify quotes, offers and discounts which are most relevant for your circumstances.

(d)

You acknowledge and agree that, while will take steps to deidentify your information (for example, we will use your preferred alias instead your first and last name, email address or profile photo in the publishable version of your Car Affordability Review), we disclose other details such as your age, occupation, gender, your state or territory of residence in Australia and your Car Purchase Information, and you consent to such disclosure.

(e)

To understand how we collect, use and handle your personal information, please read our Privacy Policy. By accepting these Terms, you agree to be bound by the clauses in our Privacy Policy.

YOUR OBLIGATIONS

(a)

You must comply with these terms at all times. You acknowledge and agree that we will have no liability in respect of any damage, loss or expense which arises in connection with your breach of these terms, and you indemnify us in respect of any such damage, loss or expense.

(b)

You must not, and must not encourage or permit any third party to, without our prior written approval:

(i)

use the Services in a manner that is illegal or fraudulent or facilitates illegal or fraudulent activity;

(ii)

intimidate, harass, impersonate, stalk, threaten, bully or endanger any other User of the Services;

(iii)

act in any way that may harm our reputation or associated or interested parties or do anything at all contrary to our interests or the Services;

(iv)

publish or otherwise communicate the Services to the public, including by making it available online or sharing it with third parties;

(v)

use the Services for the purpose of distributing unsolicited commercial content, junk mail, spam, bulk content or harassment;

(vi)

make any automated use of the Services or copy, reproduce, translate, adapt, vary or modify the Services without our express written consent;

(vii)

remove or alter any copyright, trade mark or other notice on or forming part of the Services;

(viii)

create derivative works from or translate the Services;

(ix)

sell, loan, transfer, sub-licence, hire or otherwise dispose of the Services to any third party;

(x)

decompile or reverse engineer the Services or any part of it, or otherwise attempt to derive its source code;

(xi)

attempt to breach the security of the Services or our system security, or otherwise interfere with the normal function of the Services, including by:

(A)

gaining unauthorised access to our data about other Users of the Services;

(B)

scanning, probing or testing the Services for security vulnerabilities;

(C)

overload, flood, mailbomb, crash or submit a virus to the Services or our system; or

(D)

instigate or participate in a denial-of-service attack against the Services or our system; and

(xii)

in relation to CarCalc only, share your Account information with any other person, and you agree that any use of your Account by any other person is strictly prohibited. You must immediately notify us of any unauthorised use of your account, password or email, or any other breach or potential breach of CarCalc’s security.

(c)

You agree:

(i)

that we may change any features of the Services at any time on notice to you;

(ii)

that we may cancel your Account at any time if we consider, in our absolute discretion, that you are in breach or are likely to breach this clause 5.

YOUR CONTENT

6.1

TYPES OF CONTENT

As part of using the Services, you will be uploading information, content, images, information and materials you share with us or the public, including:

(a)

by using the features of the Services, including when requesting or generating a Car Affordability Review or posting on our Public Forum;

(b)

sharing content via the app on social media;

(c)

by contacting us, including where you provide feedback, suggestions and enhancement requests; or

(d)

when you register an Account on CarCalc,

(Your Content).

6.2

YOUR CONTENT

By providing or posting Your Content, you represent and warrant that:

(a)

you are authorised to provide Your Content;

(b)

Your Content is free from any harmful, discriminatory, defamatory or maliciously false implications and do not contain any offensive or explicit material;

(c)

Your Content is not “passing off” of any product or service and does not constitute unfair competition;

(d)

Your Content does not infringe any third party Intellectual Property Rights;

(e)

Your Content in the form of a review or feedback is honest, accurate and presents a fair view of the relevant person and/or your experience;

(f)

Your Content does not contain any viruses or other harmful code, or otherwise compromise the security or integrity of any network or system; and

(g)

Your Content does not breach or infringe any applicable laws, regulations or orders.

6.3

YOUR CONTENT – IP LICENCE

(a)

By uploading or providing to us any of Your Content, you grant to us (and our Personnel and service providers) a perpetual, irrevocable, transferable, worldwide and royalty-free licence (including the right to sublicense) to use, copy, modify, reproduce and adapt any Intellectual Property Rights in Your Content in order for us to provide the Services to you and other Users (including, but not limited to, sharing Your Content on our Website for promotion purposes).

(b)

If it is determined that you retain moral rights (including rights of attribution or integrity) in any of Your Content, you forever release us from any and all claims that you could assert against us by virtue of any such moral rights.

6.4

REMOVAL OF YOUR CONTENT

(a)

Our Services act as a passive conduit for the online distribution of Your Content and we have no obligation to screen Your Content. However, we may, in our absolute discretion, review and remove any of Your Content at any time without giving any explanation or justification for removing Your Content, including (without limitation) where, in our reasonable opinion, Your Content infringes any third party Intellectual Property Rights.

(b)

You agree that you are responsible for keeping and maintaining records of Your Content.

OUR CONTENT

(a)

We retain ownership, at all times, all materials used in the Services, including:

(i)

any Car Affordability Reviews generated using User Data and published on our Website, and any Intellectual Property Rights attaching to, or subsisting in, the Car Affordability Reviews;

(ii)

all materials owned or licensed to us in connection with the Services, and the Intellectual Property Rights attaching to, or subsisting in, the Services;

(iii)

any customisations of, and modifications, additions and upgrades to, the Services (including where such modifications are made to suit the individual User’s needs);

(iv)

information or data, source codes and other information technology relating to or connected with the Services;

(v)

marketing information relating to or connected with the Services; and

(vi)

technical information, including trade secrets, drawings, plans, encryptions, codes and product descriptions and information relating to or connected with the Services,

(Our Content).

(b)

You are granted a licence to Our Content, and you may make a temporary electronic copy of all or part of Our Content provided to you for the sole purpose of viewing Our Content and using Our Content for the purposes of the Services. You must not otherwise reproduce, transmit, adapt, distribute, sell, modify or publish Our Content without prior written consent from us or as otherwise permitted by law.

THIRD PARTIES

8.1

THIRD PARTY CONTENT

The Services may contain text, images, data and other content provided by a third party (Third Party Content). We are not responsible for any of this Third Party Content and we make no representation or warranty about the quality, suitability, accuracy, reliability, currency or completeness of any Third Party Content.

8.2

THIRD PARTY LINKS

The Services may also contain links to websites operated by third parties (Third Party Links). Third Party Links are provided for convenience and may not remain current or be maintained. We do not endorse and are not responsible for Third Party Links and have no control over or rights in linked websites.

8.3

THIRD PARTY TERMS AND CONDITIONS

(a)

By using the Services, or any other third party service, you acknowledge and agree that third party terms & conditions (Third Party Terms) may apply.

(b)

You agree to any Third Party Terms applicable to any third party goods and services, and we will not be liable for any loss or damage suffered by you in connection with such Third Party Terms.

8.4

LINKED PARTNERS

Our Services may provide links to, and quotes, offers and goods and services from our Partners (Partner Links). You acknowledge and agree that:

(a)

any terms and conditions relating to a Partner or Partner Links provided via our Services are solely between you and the relevant Partner and do not involve us in any way (except that they must not be inconsistent with your obligations under these Terms);

(b)

any Partner Link which is owned, operated or otherwise provided by our Partners is not under our control, and any queries or complaints about any Partner Link should be directed to the Partner;

(c)

that any liability for a Partner Link is a risk of the relevant Partner and we will not be a party to any such claim or dispute;

(d)

we do not constantly examine, determine or warrant the legality, certification and/or licensing, competence, solvency or information of any Partners listed on our Services. In the event you wish to use a Partner, you are solely responsible for making your own enquiries;

(e)

our provision of Partner Links through the Website does not imply any endorsement or recommendation by us of any Partner;

(f)

we make no guarantee of any cost savings or any other financial outcome by facilitating introductions between you and Partners; and

(g)

all Partner Links provided by a Partner are subject to change by the Provider without notice.

LIABILITY

9.1

LIMITATIONS

(a)

(Exclusion) To the maximum extent permitted by applicable law, all express or implied representations and warranties (whether relating to fitness for purpose or performance, or otherwise) not expressly stated in these Terms are excluded.

(b)

(Consumer law) Nothing in these Terms is intended to limit the operation of the Australian Consumer Law contained in the Competition and Consumer Act 2010 (Cth) (ACL). Under the ACL, you may be entitled to certain remedies (like a refund, replacement or repair) if there is a failure with the goods or services we provide.

9.2

LIMITATION OF LIABILITY

To the maximum extent permitted by applicable law, we limit all liability in aggregate of all claims to any person (including any third party who encounter the Services through your business) for loss or damage of any kind, however arising whether in contract, tort (including negligence), statute, equity, indemnity or otherwise, arising from or relating in any way to:

(a)

CarCalc, to the amount paid by you to us in the [3] months preceding the date of the event giving rise to the relevant liability;

(b)

all Services other than CarCalc, these Terms and any other goods or services provided by us, $100 (AUD) in aggregate.

9.3

INDEMNITY

You agree to indemnify us and our Personnel in respect of all liability for any claim(s) by any person (including any third party who encounter the Services through your business) arising from your or your Personnel’s:

(a)

breach of any third party intellectual property rights;

(b)

breach of any term of these Terms;

(c)

negligent, wilful, fraudulent or criminal act or omission; or

(d)

use of the Services or any other goods or services provided by us.

9.4

CONSEQUENTIAL LOSS

To the maximum extent permitted by law, under no circumstances will we be liable for any incidental, special or consequential loss or damages, or damages for loss of data, business or business opportunity, goodwill, anticipated savings, profits or revenue arising under or in connection with these Terms, the Services or any other goods or services provided by us (except to the extent this liability cannot be excluded under the Competition and Consumer Act 2010 (Cth)).

DISPUTE RESOLUTION

(a)

A party claiming that a dispute has arisen under or in connection with these Terms must not commence court proceedings arising from or relating to the dispute, other than a claim for urgent interlocutory relief, unless that party has complied with the requirements of this clause.

(b)

A party that requires resolution of a dispute which arises under or in connection with these Terms must give the other party or parties to the dispute written notice containing reasonable details of the dispute and requiring its resolution under this clause.

(c)

Once the dispute notice has been given, each party to the dispute must then use its best efforts to resolve the dispute in good faith.

(d)

If the dispute is not resolved within a period of 14 days after the date of the notice, a party may by notice to the other party or parties to the dispute refer the dispute for mediation by the Australian Disputes Centre (the ADC) in accordance with the ADC Guidelines for Commercial Mediation operating at the time the matter is referred to the ADC (Guidelines). The terms of the Guidelines are hereby deemed incorporated into these Terms.

(e)

If the dispute is not resolved within 28 days after the appointment of the mediator any party may take legal proceedings to resolve the dispute.

REPORTING MISUSE

If you become aware of misuse of the Services by any person, any errors in the material on the Services or any difficulty in accessing or using the Services, please contact us immediately using the contact details or form provided on our Website.

NOTICES

(a)

A notice or other communication to a party under these Terms must be:

(i)

in writing and in English; and

(ii)

delivered via email to the other party, to the email address specified in these Terms, or if no email address is specified in these Terms, then the email address most regularly used by the parties to correspond regarding the subject matter of these Terms as at the date of these Terms (Email Address). The parties may update their Email Address by notice to the other party.

(b)

Unless the party sending the notice knows or reasonably ought to suspect that an email was not delivered to the other party’s Email Address, notice will be taken to be given:

(i)

24 hours after the email was sent; or

(ii)

when replied to by the other party,

whichever is earlier.

GENERAL

13.1

GOVERNING LAW AND JURISDICTION

This agreement is governed by the law applying in Victoria, Australia. Each party irrevocably submits to the exclusive jurisdiction of the courts of Victoria, Australia and courts of appeal from them in respect of any proceedings arising out of or in connection with this agreement. Each party irrevocably waives any objection to the venue of any legal process on the basis that the process has been brought in an inconvenient forum.

13.2

WAIVER

No party to this agreement may rely on the words or conduct of any other party as a waiver of any right unless the waiver is in writing and signed by the party granting the waiver.

13.3

SEVERANCE

Any term of this agreement which is wholly or partially void or unenforceable is severed to the extent that it is void or unenforceable. The validity and enforceability of the remainder of this agreement is not limited or otherwise affected.

13.4

JOINT AND SEVERAL LIABILITY

An obligation or a liability assumed by, or a right conferred on, two or more persons binds or benefits them jointly and severally.

13.5

ASSIGNMENT

A party cannot assign, novate or otherwise transfer any of its rights or obligations under this agreement without the prior written consent of the other party.

13.6

ENTIRE AGREEMENT

This agreement embodies the entire agreement between the parties and supersedes any prior negotiation, conduct, arrangement, understanding or agreement, express or implied, in relation to the subject matter of this agreement.

13.7

LOCATION OF SERVICES

We control the operation of the Services from headquarters located in Australia. Some Services or parts thereof may be operated from, or hosted on mirrors or servers, at various locations outside of Australia.

We make no representation or warranty that all of the features of the Services will be available to you outside of Australia or that they are permitted to be accessed outside Australia.

You're solely responsible for your decision to use the Services from other locations and you acknowledge that such use may be subject to, and you are responsible for, compliance with applicable local laws in relation to your use of the Services.

13.8

INTERPRETATION

(a)

(singular and plural) words in the singular includes the plural (and vice versa);

(b)

(gender) words indicating a gender includes the corresponding words of any other gender;

(c)

(defined terms) if a word or phrase is given a defined meaning, any other part of speech or grammatical form of that word or phrase has a corresponding meaning;

(d)

(person) a reference to “person” or “you” includes an individual, the estate of an individual, a corporation, an authority, an association, consortium or joint venture (whether incorporated or unincorporated), a partnership, a trust and any other entity;

(e)

(party) a reference to a party includes that party’s executors, administrators, successors and permitted assigns, including persons taking by way of novation and, in the case of a trustee, includes any substituted or additional trustee;

(f)

(this agreement) a reference to a party, clause, paragraph, schedule, exhibit, attachment or annexure is a reference to a party, clause, paragraph, schedule, exhibit, attachment or annexure to or of this agreement, and a reference to this agreement includes all schedules, exhibits, attachments and annexures to it;

(g)

(document) a reference to a document (including this agreement) is to that document as varied, novated, ratified or replaced from time to time;

(h)

(headings) headings and words in bold type are for convenience only and do not affect interpretation;

(i)

(includes) the word “includes” and similar words in any form is not a word of limitation; and

(j)

(adverse interpretation) no provision of this agreement will be interpreted adversely to a party because that party was responsible for the preparation of this agreement or that provision.

DEFINITIONS

Term

Meaning

Account

has the meaning given to it in clause 2(a) of Schedule 1.

Billing Cycle

means the period between the last billing date and the current billing date, as agreed when you sign up for CarCalc or as otherwise updated using the functionality provided in CarCalc.

Car Affordability Review

has the meaning given to it in clause 4(b).

Car Purchase Information

has the meaning given to it in clause 4(c)(x).

CarBuyer

has the meaning given to it at the beginning of our Terms.

CarCalc

has the meaning given to it at the beginning of our Terms.

CarCalc Content

has the meaning given to it in clause 4.1(a) of Schedule 1

Intellectual Property Rights

means any and all present and future intellectual and industrial property rights throughout the world (whether registered or unregistered), including copyright, trade marks, designs, patents, moral rights, semiconductor and circuit layout rights, trade, business, company and domain names, and other proprietary rights, trade secrets, know-how, technical data, confidential information and the right to have information kept confidential, or any rights to registration of such rights (including renewal), whether created before or after the date of this agreement.

Our Content

has the meaning given to it in clause 7(a).

Partner Data

means data provided by our Partners used in our Services, including (but not limited to) products, offers and discounts related to:

(a)

car price;

(b)

dealer options (eg window tinting);

(c)

factory options (eg metallic paint);

(d)

tyres;

(e)

registration fees, compulsory third party insurance and stamp duty;

(f)

car servicing;

(g)

car insurance; and

(h)

car financing, including interest rates and loan establishment fees.

Partners

means third party providers of data used in our Services, including (but not limited to) car manufacturers, car dealers, financial institutions offering car financing, car service providers, tyre retailers and car insurance providers.

Partner Links

has the meaning given to it in clause 8.4.

Payment Provider

has the meaning given to it in clause 3.3(d) of Schedule 1

Personnel

means, in respect of a party, its officers, employees, contractors (including subcontractors) and agents.

has the meaning given to it at the beginning of our Terms.

Published Review

has the meaning given to it in clause 4(d).

Services

has the meaning given to it at the beginning of our Terms.

Subscription

has the meaning given to it in clause 3.2(a) of Schedule 1

Subscription Fees

has the meaning given to it in clause 3.2(a) of Schedule 1

Subscription Period

has the meaning given to it in clause 3.2(a) of Schedule 1.

Support Services

has the meaning given to it in clause 4.2(a) of Schedule 1

Third Party Content

has the meaning given to it in clause 8.1.

Third Party Links

has the meaning given to it in clause 8.2.

Third Party Terms

has the meaning given to it in clause 8.3.

User

means an end user of our Services.

Your Content

has the meaning given to it in clause 6.1.

Schedule 1

ADDITIONAL TERMS FOR CARCALC

APPLICATION OF SCHEDULE 1

In addition to the terms and conditions set out above, the terms in this Schedule 1 apply if you use or access our web application, CarCalc.

ACCOUNT REGISTRATION

(a)

In order to use CarCalc, you will be required to sign up for an account (Account).

(b)

As part of the Account registration process and as part of your continued use of CarCalc, you may be required to provide personal information and details, such as your email address, first and last name, preferred username, a secure password, billing, postal and physical addresses, date of birth, gender, details about your employment such as the name of your employer and your employee ID, details about your memberships of professional associations and trade bodies and other information as determined by us from time to time.

(c)

When you register for an Account, you must provide true, accurate and complete information as requested and keep this information up to date after registration.

(d)

You agree that you’re solely responsible for:

(i)

maintaining the confidentiality and security of your Account information and your password; and

(ii)

any activities and those of any third party that occur through your Account, whether those activities have been authorised by you or not.

(e)

You also agree to let us know if you detect any unusual activity on your account as soon as you become aware of it.

(f)

We won’t be responsible to you for, and expressly disclaim any liability for, any cost, loss, damages or expenses arising out of a failure by you to maintain the security of your Account information or your password.

FEES

3.1

TRIAL

We offer a no cost trial which will allow you to access CarCalc for a period of 3 to 7 days (Trial). If, at the end of the Trial, you do not make a payment, then your Trial will end. If you wish to continue using CarCalc, you must make a payment as set out in clause 3.2.

3.2

SUBSCRIPTION

(a)

CarCalc is only available after the Trial via a paid subscription (Subscription). We may also have different subscription periods (Subscription Period). Details of Subscriptions as well as the associated fee for each (Subscription Fees) will be set out on our Website.

(b)

The Subscription Fees may be paid via the Website or as otherwise notified by us to you, depending on our current prices and billing processes.

(c)

Once you subscribe to CarCalc, your Subscription will continue to renew automatically at the end of each Subscription Period, and you will continue to be charged Subscription Fees unless you cancel your Subscription in accordance with clause 6 of this Schedule 1.

3.3

SUBSCRIPTION FEES AND PAYMENT

(a)

(When Subscription Fees are due) You must pay the Subscription Fee at the beginning of each Subscription Period. You may choose your preferred Subscription Period via CarCalc.

(b)

(Automatic recurring billing) Your Subscription will continue to renew after the end of each Subscription Period, indefinitely, and you must pay Subscription Fees in respect of each Subscription Period in advance, unless you notify us before the end of the then current Subscription Period that you want to cancel your Subscription. Otherwise, we will continue to automatically charge the Subscription Fees from your nominated account at the beginning of each Subscription Period. We will not pay any charge back amount if you fail to cancel your Subscription. You acknowledge that your Subscription has an initial and recurring payment feature and you accept responsibility for all recurring charges prior to your cancellation of your Subscription.

(c)

(Failure to pay) If Subscription Fees are not paid when they are due, we may revoke your Account and require payment for you to continue accessing CarCalc.

(d)

(Third Party Payment Provider) We use third-party payment providers (Payment Provider) to collect Subscription Fees. The processing of payments by the Payment Provider will be, in addition to these Terms, subject to the terms, conditions and privacy policies of the Payment Provider and we are not liable for the security or performance of the Payment Provider. We reserve the right to correct, or to instruct our Payment Provider to correct, any errors or mistakes in collecting your payment.

(e)

(Credit card surcharges) We reserve the right to charge credit card surcharges in the event payments are made using a credit, debit or charge card (including Visa, MasterCard or American Express).

(f)

(Changes to Subscription Fees) We reserve the right, from time to time, to change the Subscription Fees. We will notify you in advance if we do this if you have a current Subscription.

LICENCE, SUPPORT & ENHANCEMENTS

4.1

LICENCE

(a)

(Our Intellectual Property) We retain ownership or a licence to CarCalc and all materials owned or licensed by us in connection with CarCalc and any Intellectual Property Rights attaching to those materials (CarCalc Content) and reserve all rights in any Intellectual Property Rights owned or licensed by us not expressly granted to you.

(b)

(CarCalc Licence) While you maintain a Subscription, we grant to you a non-exclusive, non-transferable and revocable licence to use CarCalc.

(c)

(CarCalc Content Licence) You are granted a licence to the CarCalc Content while you maintain a Subscription, and you may make a temporary electronic copy of all or part of any materials provided to you for the sole purpose of viewing them and using them for the purposes of CarCalc. You must not otherwise reproduce, transmit, adapt, distribute, sell, modify or publish those materials or any CarCalc Content without prior written consent from us or as otherwise permitted by law.

4.2

SUPPORT

We will provide you with support where necessary to resolve technical issues with the CarCalc (Support Services), the following terms apply unless otherwise specifically agreed in writing:

(a)

we will take reasonable steps to provide Support Services where necessary. You must first endeavour to resolve any issues with CarCalc yourself and we will not assist with issues that are beyond our reasonable control;

(b)

you are responsible for all internal administration and managing access, including storing back-up passwords; and

(c)

you will not have any claim for delay to your access to CarCalc due to any failure or delay in Support Services.

4.3

ENHANCEMENTS

We may from time to time in our absolute discretion release enhancements to CarCalc, where enhancements means any upgraded, improved, modified or new versions of CarCalc. Any enhancements to CarCalc will not limit or otherwise affect these Terms. Enhancements may cause downtime or delays from time to time, and credits will not be provided for such downtime.

4.4

ERRORS

We will correct any errors, bugs or defects in CarCalc which arise during the Subscription Period and which are notified to us by you unless the errors, bugs or defects:

(a)

result from the interaction or integration of CarCalc with any other platform or any computer hardware, software or services;

(b)

result from any misuse of CarCalc; or

(c)

result from the use of CarCalc by you other than in accordance with these Terms.

REFUNDS

Except as required by law (including the Australian Consumer Law), we generally don’t offer refunds for any of our Subscriptions and any refunds we issue will be solely at our discretion. Please let us know if you have any issues with CarCalc that you think should entitle you to a refund and we’ll consider your situation.

CANCELLATION

(a)

You may cancel your Subscription any time prior to the end of the then current Subscription Period by using the functionality provided in CarCalc. Your Subscription will end at the end of the then current Subscription Period. You will not be refunded for that Billing Cycle.

(b)

Your licence to CarCalc under clause 4.1 of this Schedule 1 will last for the remainder of the then current Billing Cycle to ensure you have an opportunity to retrieve any of Your Content associated with your Account. Once the then current Billing Cycles ends, we will have no responsibility to store or otherwise retain, or make available any of Your Content, and you release us in respect of any loss or damage which may arise out of us not retaining any of Your Content beyond that point.

(c)

Your access to CarCalc will be revoked at the end of the relevant Billing Cycle in which you cancel your Subscription.

(d)

Any clause of these Terms that by its nature would reasonably be expected to be performed after you cancel your Subscription will survive and be enforceable after such cancellation.

WEBSITES TERMS AND CONDITIONS

INTRODUCTION

(a)

These terms and conditions (Terms) apply when you use any of our websites, including carbuyer.au, carbuyer.com.au, carcalc.au and carcalc.com.au (Websites).

(b)

You agree to be bound by these Terms which form a binding contractual agreement between you and us, Automotive Websites Pty Ltd ACN 662 195 931 (Automotive Websites, our, we or us).

(c)

If you don’t agree to these Terms, you must refrain from using the Websites.

(d)

We may change these Terms at any time by updating this page of the Websites, and your continued use of the Websites following such an update will represent an agreement by you to be bound by the Terms as amended.

ACCESS AND USE OF THE WEBSITES

You must only use the Websites in accordance with these Terms and any applicable laws, and must ensure that your employees, sub-contractors and any other agents who use or access the Websites comply with the Terms and any applicable laws.

YOUR OBLIGATIONS

You must not:

(a)

copy, mirror, reproduce, translate, adapt, vary, modify, sell, decipher or decompile any part or aspect of the Websites without the express consent of the Company;

(b)

use the Websites for any purpose other than the purposes of browsing, selecting or purchasing goods;

(c)

use, or attempt to use, the Websites in a manner that is illegal or fraudulent or facilitates illegal or fraudulent activity;

(d)

use, or attempt to use, the Websites in a manner that may interfere with, disrupt or create undue burden on the Websites or the servers or networks that host the Websites;

(e)

use the Websites with the assistance of any automated scripting tool or software;

(f)

act in a way that may diminish or adversely impact the reputation of the Company, including by linking to the Websites on any other websites; and

(g)

attempt to breach the security of the Websites, or otherwise interfere with the normal functions of the Websites, including by:

INFORMATION ON THE WEBSITES

While we make every effort to ensure that the information on the Websites is as up-to-date and accurate as possible, you acknowledge and agree that we do not (to the maximum extent permitted by law) guarantee that:

(a)

the Websites will be free from errors or defects;

(b)

the Websites will be accessible at all times;

(c)

messages sent through the Websites will be delivered promptly, or delivered at all;

(d)

information you receive or supply through the Websites will be secure or confidential; or

(e)

any information provided through the Websites is accurate or true.

We reserve the right to change any information or functionality on the Websites by updating the Websites at any time without notice, including product descriptions, prices and other Website Content.

INTELLECTUAL PROPERTY

(a)

We retain ownership of the Websites and all materials on the Websites (including text, graphics, logos, design, icons, images, sound and video recordings, pricing, downloads and software) (Website Content) and reserves all rights in any intellectual property rights owned or licensed by it not expressly granted to you.

(b)

You may make a temporary electronic copy of all or part of the Websites for the sole purpose of viewing it. You must not otherwise reproduce, transmit, adapt, distribute, sell, modify or publish the Websites or any Website Content without prior written consent from us or as permitted by law.

LINKS TO OTHER WEBSITES

(a)

The Websites may contain links to other websites that are not our responsibility. We have no control over the content of the linked websites and we are not responsible for it.

(b)

Inclusion of any linked Websites on the Websites does not imply our approval or endorsement of the linked Websites.

SECURITY

We do not accept responsibility for loss or damage to computer systems, mobile phones or other electronic devices arising in connection with use of the Websites. You should take your own precautions to ensure that the process that you employ for accessing the Websites does not expose you to risk of viruses, malicious computer code or other forms of interference.

REPORTING MISUSE

If you become aware of misuse of the Websites by any person, any errors in the material on the Websites or any difficulty in accessing or using the Websites, please contact us immediately using the contact details or form provided on our Websites.

PRIVACY

You agree to be bound by our Privacy Policy, which can be found here.

LIABILITY

We make no warranties or representations about this Websites or any of its content and will not be responsible to you or any third party for any direct or consequential loss suffered in connection with the use of this Websites. To the maximum extent permitted by law, we exclude any liability that may arise due to your use of our Websites and/or the information or materials contained on it. You agree to indemnify us for any loss or liability arising out of your use of this Websites.

GENERAL

11.1

GOVERNING LAW AND JURISDICTION

11.2

WAIVER

No party to this agreement may rely on the words or conduct of any other party as a waiver of any right unless the waiver is in writing and signed by the party granting the waiver.

11.3

SEVERANCE

11.4

JOINT AND SEVERAL LIABILITY

An obligation or a liability assumed by, or a right conferred on, two or more persons binds or benefits them jointly and severally.

11.5

ASSIGNMENT

A party cannot assign, novate or otherwise transfer any of its rights or obligations under this agreement without the prior written consent of the other party.

11.6

ENTIRE AGREEMENT

11.7

INTERPRETATION

(a)

(singular and plural) words in the singular includes the plural (and vice versa);

(b)

(gender) words indicating a gender includes the corresponding words of any other gender;

(c)

(defined terms) if a word or phrase is given a defined meaning, any other part of speech or grammatical form of that word or phrase has a corresponding meaning;

(d)

(e)

(f)

(g)

(document) a reference to a document (including this agreement) is to that document as varied, novated, ratified or replaced from time to time;

(h)

(headings) headings and words in bold type are for convenience only and do not affect interpretation;

(i)

(includes) the word “includes” and similar words in any form is not a word of limitation;

(j)

(adverse interpretation) no provision of this agreement will be interpreted adversely to a party because that party was responsible for the preparation of this agreement or that provision; and

(k)

(currency) a reference to $, or “dollar”, is to Australian currency, unless otherwise agreed in writing.

COOKIES POLICY

INTRODUCTION

(a)

This Cookies Policy applies between you and us, Automotive Websites Pty Ltd ACN 662 195 931 (“we”, “us”, or “our”).

(b)

This Cookies Policy applies when you use our websites accessible at carbuyer.au, carbuyer.com.au, carcalc.au and carcalc.com.au (“Websites”), and describes the types of cookies we use on our Websites, how we use them, and how you can control them.

(c)

A cookie is a small file that’s stored on your computer or device when you visit a website that uses cookies. We may use several different cookies on our Websites, for the purposes of website functionality, performance, advertising, and social media or content cookies. Cookies enhance your experience on our Websites, as it allows us to recognise you, remember your details and preferences (for example, your log-in details), and provide us with information on when you’ve visited and how you’ve interacted with our Websites.

TYPES OF COOKIES WE USE

The below table sets out the type of cookies we may collect on our Websites.

Strictly Necessary Cookies

Certain cookies we use are essential for the proper functioning of our Websites, without which our Websites won’t work or certain features won’t be accessible to you. For example, we may need to remember data you’ve inputted from one page to the next in a single session.

Performance Cookies

Performance cookies collect information about your use of the Websites to help enhance the services we provide to you. We collect information about how you interact with the Websites, including the pages you visit and the frequency of your visits. This information helps us identify patterns of usage on the site, collect analytics data, identify issues you may have had on the Websites, make changes to enhance your browsing experience, and analyse if our marketing is effective and relevant to you.

HOW LONG WILL COOKIES REMAIN ON MY DEVICE?

The amount of time that a cookie remains on your computer or device depends on the type of cookie – cookies are either “persistent” or “session” cookies. Persistent cookies last until they expire or are deleted, so they may remain on your device for as little as 10 minutes to several years. Session cookies last until you stop browsing, so just for the relevant session.

HOW DO THIRD PARTIES USE COOKIES ON THE WEBSITES?

We may use third party analytics cookies to collect information about your interaction with our Websites. We also may use Google Analytics and other third-party analytics providers to help process data. To find out more, see How Google uses data when you use our partners’ sites or apps.

HOW DO I CONTROL COOKIES?

(a)

Usually, you can control and manage cookies through your browser. You can control whether or not your browser accepts cookies, how to filter and manage cookies, and how to delete cookies at the end of a session.

(b)

If you remove or block cookies, this may negatively impact your experience of our Websites and you may not be able to access all parts of our Websites.

(c)

Many third party advertising services allow you to opt out of their tracking systems, by giving you the opportunity to opt out by way of a pop-up before downloading cookies to your device.

UPDATES TO THIS POLICY

We may update this Cookies Policy from time to time. When we make changes, we’ll update the “Last updated” date at the top of the Cookies Policy and post it on our sites. We encourage you to check back periodically to review this Cookies Policy to ensure that you are aware of our current Cookies Policy.