USER AGREEMENT

The Promisor is Red Apple Education Ltd

The Promisee is a potential Premium Subscriber, having been offered, subject to this Agreement, such a subscription by the Promisor

A Premium Subscriber is defined as a person who, under this Agreement, has been furnished, by the Promisor with Access Details that allow use of the Service.

Access Details are pieces of confidential information, supplied by the Promisor to every Premium Subscriber, that are used to facilitate enjoyment of the Service

Agreement means this contract between the Promisor and the Promisee, which both parties agree consists of the entirety of the relationship between the parties, to the complete and unqualified exclusion of any other terms, promises, representations, warranties or other agreement of any kind with respect to the Service.

The Service is defined as the website, owned and operated by the Promisor, that supplies educational materials including but not limited to written content, multimedia presentations, testing procedures, online educational assistance, study aides and relevant images.

To use and enjoy the Service, or the use and enjoyment of the Service includes: any actual use by the Promisee, regardless of the Access Details employed and; any constructive use by the Promisee, regardless of the Access Details employed and; any use by any person, whether authorised by the Promisee or not, under the Access Details of the Promisee where those Access Details have not been obtained from the Promisor, howsoever occurring.

Promisor (Red Apple Education Ltd) is able to alter any and all terms of this Agreement at any time. Such terms as have been altered shall be brought to the attention of the Promisee, in a reasonable time before they become effective, via email to the primary account nominated by the Promisee.

It is the responsibility of the Promisee to access such account as has been so nominated, and failure to do so shall not cause any harm to the Promisor in any manner whatsoever.

In order to become a premium subscriber, the Promisee, where a natural person, is required to be of at least 18 years of age at the time of acceptance.

By proceeding to complete this online Agreement, the Promisee warrants and declares that the Promisee is of full legal capacity.

By proceeding to complete this online Agreement, the Promisee, including a Promisee acting as agent or servant for a principal, warrants and declares that the Promisee has the full authority, howsoever arising, to enter and perform this Agreement.

Use and enjoyment of the Service is restricted to personal use. Corporations, government organizations, voluntary associations, businesses, partnerships, trusts, and other service providers are not able to become a Premium Subscriber without the express, prior, written consent of the Promisor.

Notwithstanding anything in this Agreement, any Premium Subscriber may not use and enjoy the Service for any commercial operations, or in the preparations thereof, such as, but not limited to, in order to obtain the email addresses of other persons.

In consideration of the payment of a subscription, the Promisor shall provide to the Promisee, as a Premium Subscriber, Access Details for the Service.

The Promisor warrants that such Access Details shall be valid for the entirety of this Agreement, subject to this Agreement.

The Promisor, whilst making every effort to ensure the continual availability of the website, expressly disclaims any guarantee as to the continuing availability of the website, and, further, gives notice that regular, necessary, maintenance may cause disruptions to the Service.

The Promisor gives notice that the Service may not be available in all geographical areas and cannot be held responsible for any loss or damage resulting from the total unavailability of the Service.

The Promisor makes no representations or warranties whatsoever concerning the content that is posted or available on the Service.

By checking the box at the conclusion of this Agreement, the Promisee agrees to this Agreement without reservation. Any potential Promisee who does not agree to the terms of the Agreement ought not to become a premium subscriber.

Upon acceptance of this Agreement, there shall exist a legally binding contract between the parties, the terms of which being subject from amendment from time to time, by the Promisor.

This Agreement shall commence after the terms of this Agreement have been accepted, being when the registration and payment requirements have been successfully fulfilled.

The Promisor accepts the methods of payment outlined in the online registration process.

The Promisee agrees to indemnify the Promisor against any costs reasonably related to recovering payments or monies due to the Promisor under this Agreement, being costs so incurred by the fault of the Promisee.

This Agreement shall continue, subject to the terms of this Agreement, until either party gives notice of intent to terminate. This clause is without prejudice to the rights of the Promisor to terminate the Agreement without notice in the event that the Promisee breaches this Agreement.

The Promisee, being a Premium Subscriber, may terminate this Agreement by giving a minimum of fourteen (14) days?notice to the Promisor, in writing, that the Promisee intends to discontinue the premium subscription at the conclusion of the relevant subscription period.

The Promisor shall not refund any consideration to the Promisee in the event of repudiation of the contract by the Promisee.

The Promisor may terminate this Agreement without notice if the Promisee, being a premium subscriber, materially breaches this Agreement. Confirmation of termination will be sent, via email, to the primary account nominated by the Promisee. A material breach is a serious breach, including, but not limited to, any breach of clause five (5) or clause six (6), irrespective of whether such breach was intentional.

The Promisor may suspend the utility, for the purposes of investigation, the Access Details of the Promisee, or remove contest posted on the Service by the Promisee if, in the opinion of the Promisor, there is reason to believe that the Promisee has breached this Agreement.

The Promisee agrees, acknowledging that breach of this clause is a breach of a condition in the sense that it gives rise to a right, in the Promisor, to terminate this Agreement without notice, that:

1. Any material, whatsoever, posted on the Service by the Promisee, or anyone using the Access Details of the Promisee, becomes the intellectual property of the Promisor.
2. All personally identifiable information is, at all times, subject to the Privacy Policy of the Promisor.
3. The Promisee is responsible for anything actually posted by the Promisee, or for anything posted with the consent of the Promisee, or anything posted by any person who uses the Access Details of the Promisee, unless those Access Details were mistakenly disseminated by the Promisor.
4. The Promisee warrants that any material, represented as fact, posted during any use and enjoyment of the Service is, to the knowledge of a reasonable person, accurate, realistic, and not intentionally or negligently misleading.
5. The Promisee warrants that any material, posted during any use and enjoyment of the Service, is not offensive, racially discriminatory, harassing, libellous, supportive or suggestive of any act injurious to person or property and, further, the Promisee agrees that the Promisor may remove, at the discretion and in the subjective opinion of the Promisor, any material that breaches this Agreement.
6. The Promisee warrants that the Promisee shall not use and enjoy the Service in any manner that breaches the Privacy Policy of the Promisor, including, but not restricted to, any information that might reasonably used to identify or to locate or to contact any person.
7. The Promisee warrants that the Promisee shall not use and enjoy the Service: to advertise any products or services or; to solicit any other person to buy, hire, or sell any products or services or; to transmit chain letters or junk email or unsolicited email of any kind.
8. Notwithstanding anything in this Agreement, the Promisee warrants that the Promisee shall not use and enjoy the Service in any manner that: exploits minors; solicits information from minors; encourages, promotes or incites inappropriate behaviour in minors; encourages or promotes the use of drugs by minors or; causes the image of a minor, whosever that minor may be, to be posted on the Service.
9. The Promisee shall not operate multiple accounts, without the express, prior, written consent of the Promisor.

The Promisee agrees, acknowledging that breach of this clause is a breach of a condition in the sense that it gives rise to a right, in the Promisor, to terminate this Agreement without notice, that the Promisee shall not use and enjoy the Service in any manner that:

1. Constitutes, or incites, or solicits, or attempts to be, or conspires to be criminal conduct in any State or territory of Australia, in the Commonwealth of Australia, or in any other jurisdiction;
2. Infringes any legal or equitable or moral right of any third party in any jurisdiction;
3. Breaches any intellectual property right of any third party without the express consent of said third party;
4. Impersonates any person whomsoever;
5. Harasses any person with unwelcome behaviour or solicits money from any person;
6. Suggests or implies that the Promisor approves of any material posted;
7. Deploys any robot, spider, worm, or other device to copy, retrieve, alter, or reproduce the navigational structure or presentation of the Service, or any information or material stored thereon;
8. Redirects, or causes to be redirected, any other user of the Service;
9. Except and only to the extent permitted by statute, modifies, adapts, sublicences, translates, sells, reverse engineers, deciphers, or otherwise disassembles any part of the Service

After this Agreement has commenced, the Promisor shall supply to the Promisee a confidential user name and password (the Access Details).

The Promisee is responsible for maintaining the confidentiality of the Access Details furnished to the Promisee, and, further, the Promisee agrees that the Promisor shall have no liability whatsoever for any unauthorised use of the Service.

The Promisee warrants that the Promisee shall take all reasonable steps to maintain the confidentiality of the Access Details and shall notify, immediately, the Promisor when the Promisee, or a reasonable person in the position of the Promisee, has reason to believe that there has been unauthorised use.

The Promisor shall retain all legal and equitable rights in the Service, and all material posted thereon, irrespective of origin, unless otherwise agreed.

Any material on the Service may not be reproduced, copied, transmitted, published, edited, uploaded or dealt with in any way whatsoever, unless the express, prior, written permission of the Promisor has been obtained.

The Promisee warrants that the Promisee shall not use and enjoy the Service in any manner that infringes the copyright or any other intellectual property right of any other person or entity.

Any and all use and enjoyment of the Service is governed by, and subject to, the Privacy Policy of the Promisor

Whilst the Promisor, in providing the Service makes every effort to ensure its reliability, the Promisor, to the maximum extent possible by law, expressly, irrevocably and totally disclaims any liability whatsoever for any loss or damage caused by the use of or reliance upon the Service, and whatsoever material is contained thereon, including, but not limited to, any representations made by the Promisor or servants of the Promisor concerning any advertised or current or potential capability of the Service.

Any material posted on the Service does not represent the views of the Promisor, and is not endorsed by the Promisor.

This clause extends to cover any claims in connection with any actual or anticipated use and enjoyment of the Service, and any inability to use and enjoy the Service.

Any liability whatsoever, howsoever incurred, in any form of action, on the part of the Promisor, shall be limited, subject to the maximum extent possible on a reasonably arguable view of the law, to the value of the consideration provided to the Promisor by the Promisee. This clause covers any loss or damage suffered by the Promisee, be that loss or damage direct or indirect, with no exceptions and no qualifications whatsoever.

This clause extends to cover any claims in connection with any actual or anticipated use and enjoyment of the Service, and any inability to use and enjoy the Service.

Customer support shall be available via email, and via telephone during business hours and such other hours as the Promisor may advertise on the Service.

Notwithstanding anything else in this Agreement, the Promisor unreservedly maintains the right, exclusive of procedural fairness, to suspend or terminate the premium subscription if, in the subjective opinion of Promisor, the decision to suspend or terminate subscription is in the best interests of the Promisor or other premium subscribers.

Such a decision shall be without prejudice to any other rights of the Promisor.

The Promisor and the promisee agree and acknowledge that there is no relationship, capable of creating rights and obligations at law or in equity, between the parties, apart from the express contractual relationship governed by this Agreement.

This Agreement is governed by the laws of the State of New South Wales, and to all disputes in which litigation is used or threatened, the courts of the State of New South Wales shall have exclusive jurisdiction.

If any clause of this Agreement be invalid, it shall be severed so as to preserve the balance of this Agreement, and terms being reasonable and conducive to business efficacy shall so be implied.

The Promisor strongly advises the Promisee to obtain independent legal advice before forming this Agreement, in order that the Promisee be fully cognisant of the effect of this Agreement.

The Promisee agrees that, in any action commenced against the Promisor by a third party, the substance of which relates to use and enjoyment of the Service by the Promisee, the Promisee shall indemnify and hold harmless the Promisor.