Terms and Conditions

Please note in particular the provisions in these terms and conditions relating to the rights you grant us to use content that you upload to the Platforms (clause 11), limitations on our liability to you (clause 14), your agreement to indemnify us in the event you breach these terms and conditions (clause 15) and information regarding the third parties to whom we may disclose your personal information (clause 17(c)).

Accepting the Terms of Use

(a)  Please read our Terms of Use carefully before accessing or using the Platforms.

(b)  By accessing or using the Platforms, including by placing orders on the Platforms, you acknowledge that you have read and understood and agree to be bound by our Terms of Use.

Changes to the Terms of Use

(a)  We may change our Terms of Use from time to time. Any changes we make will be effective immediately upon our posting of the changes on the Platforms. Please check back from time to time to review our Terms of Use. By continuing to use the Platforms, you agree to be bound by the updated Terms of Use.

(b)  If you do not agree to be bound by our Terms of Use, or any updates to them, you must immediately cease using the Platforms.

Our Services

(a)  We will provide the following services (Services) to you:

• provide you with access to and use of the Platforms;
• provide you with certain customer service assistance relating to your access to and use of the Platforms; and
• facilitate the payments you make for products that you purchase on the Platforms.

(b)  The Services are made available to you solely for your personal, non-commercial use, unless we agree otherwise in writing.

Order and payment processing

(a)  You acknowledge that when you purchase products using the Platforms:

• we are not the sellers of the products;
• the products are being offered for sale by third party sellers (Third Party Sellers) and you are purchasing the products from the relevant Third Party Seller of the product you purchase (and not from us); and
• the contract of sale in relation to your purchase of the products will be between you and the relevant Third Party Seller.

(b)  When you purchase products using the Platforms, we will facilitate your payment of the applicable purchase price for the products on behalf of the Third Party Seller as the Third Party Seller’s agent. Payment of the purchase price in such manner will be considered the same as you making payment directly to the Third Party Seller. Third Party Sellers pay us a small commission for the products they sell on our Platforms.

(c)  You acknowledge that the Third Party Sellers (and not us) are not responsible for setting the prices applicable to the products displayed for sale

(d)  We use Stripe to facilitate your payment of products to Third Party Sellers on the Platforms.

For further information about Stripe, you may visit its website at https:/stripe.com.au. We also suggest that you review the Stripe Terms and Conditions and Privacy Policy before ordering and giving your payment details, at https:/stripe.com/payment-terms/legal and https:/stripe.com/ au/privacy respectively.

(e)  Your payment for products will be processed, in the manner that you authorise, at the time you place your order for the products on the Platform.

(f)  If the product that you have ordered is unavailable, or a Third Party Seller is unable to fulfil your order for the product for any reason, we will provide you with a full refund of the purchase price you have paid for the product.

Delivery

(a)You acknowledge that:

• the Third Party Sellers from whom you purchase products on the Platforms are responsible for arranging delivery of the products to you (and we are not responsible for delivering the products); and
• the Third Party Sellers may determine the locations to which they offer a delivery service and that, as a result, it may not be possible for products displayed on the Platforms to be available for delivery to you (if you are not located in an area to which a Third Party Seller offers delivery services).

(b) We will not, and we require that the Third Party Sellers do not, charge you a delivery fee for delivering products that you purchase on the Platforms to you.

(c) Third Party Sellers may display their own terms and conditions relating to the delivery service they provide for products purchased on the Platforms, provided that such terms and conditions do not conflict with our Terms of Use. If a Third Party Seller displays such terms and conditions on the Platforms, please ensure that you read and are comfortable with them before you order products from that Third Party Seller.

(d) Title to, and risk in, the products you purchase on the Platforms will remain with the Third Party Seller until such time as the products are delivered to your nominated address for delivery, at which time title to, and risk in, the products will pass to you.

(e) You acknowledge and agree that we will not be responsible or liable for any loss, damage, negligence, personal injury or death caused by the Third Party Sellers (or their employees, contractors or agents) in connection with the delivery to you of products you have purchased on the Platforms.

Use of our Platforms

You agree:

(a) that to use the Platforms and order products from the Platforms, you must be over 18 years of age;

(b) that you are responsible for ensuring that the details you select in an order for products (for example, quantity and size) are correct and accurate;

(c) that you may be asked to provide proof of identity to use the Platforms or to order or receive products you purchase on the Platforms, and that you may be denied access to the Platforms or delivery of the products, if you refuse to provide proof of identity;

(d) that to use the Platforms, we may require you to register for and maintain an active user account;

(e) that you are responsible for all activity that occurs on your user account, and you must maintain the security and secrecy of your account username and password;

(f) not to authorise third parties to use your user account, or use another person’s details without their consent;

(g) to ensure that all information you provide to us on the Platforms, including on your user account, is correct, accurate and current;

(h) not to use the Platforms in any way that is illegal, that will infringe the rights of any third party or that breaches our Terms of Use;

(i) not to reproduce, exploit, modify, reverse engineer or create derivative works of the Platforms or the materials on them;

(j) not to copy, share or insert a link to the Platforms for the purpose of suggesting that you or a third party has a sponsorship, affiliation or other connection with iHeartwine, unless you have our prior written consent to do so;

(k) not to use the Platforms in any way that causes, or is likely to cause, the Platforms or access to them to be interrupted, damaged or impaired in any way, or to introduce computer viruses, spyware programs, or other software which may affect or compromise the security or availability of the Platforms.

Liquor sales

(a) All sales of liquor are made by Third Party Sellers at their respective licensed premises pursuant to their applicable liquor licences.

(b) By placing an order through the Platforms, you are making an offer to purchase the subject liquor from the relevant Third Party Seller. Your order is subject to acceptance of your offer by the applicable licensee on behalf of the Third Party Seller, certification and evidence of you being over 18 years of age, and the availability of the products you have ordered.

(c) When your order has been accepted by the Third Party Seller, that Third Party Seller is responsible for picking, packing and arranging delivery of the products you have ordered. You agree that the delivery of purchased liquor will be refused if the person accepting delivery is intoxicated, appears to be under 18 years of age and/or is unable to produce evidence of age, or otherwise may make the Third Party Seller or its licensee liable to committing any offence whatsoever.

(d) You acknowledge that we are not responsible for compliance by Third Party Sellers with the applicable legislation governing the sale of liquor pursuant to their respective liquor licences.

Refunds

(a) We require the Third Party Sellers that display their products for sale on the Platforms to ensure that their products will be:

• as described;
• not flawed or defective; and
• compliant with the requirements under the Australian Consumer Law, including the consumer guarantees contained in the Australian Consumer Law.

(b) If you receive a product that you believe does not comply with clause 8(a), we will ask you to provide us with information about the issues with the product, and if we agree that the product does not comply with clause 8(a), you will be entitled to receive either a full refund or a replacement of the product (as we determine in our discretion).

Promotions

(a) Third Party Sellers may offer promotions in connection with their products displayed for sale on our Platforms, including but not limited to discounts or other special offers.

(b) The relevant Third Party Sellers (and not us) are responsible for the terms and conditions applicable to such promotions.

(c) The relevant Third Party Sellers may display (or provide links to) terms and conditions applicable to such promotions on the Platforms. If that is the case, we encourage you to read and ensure that you are comfortable with such terms and conditions before placing your order.

Intellectual Property in Our Content

(a) All trademarks, copyright, database rights and other intellectual property rights of any nature in the data, content, layout and design of the Platforms (Our Content) are owned by or licensed to us. All our rights in respect of Our Content are fully reserved. (b) In consideration of you agreeing to our Terms of Use, we grant you a non-exclusive, royalty free, revocable, non-transferable, non-sublicenseable licence to use the Platforms in accordance with our Terms of Use. (c) Nothing in our Terms of Use constitutes, or may be construed as, a transfer of any intellectual property rights in Our Content to you. (d) You must not reproduce, sell, license, or otherwise exploit Our Content, unless you have our prior written consent to do so.

Intellectual Property in User Content

To the extent we allow you to post, upload, transmit or otherwise make available any information, images, video, suggestions, comments, improvements, ideas, feedback or other data on the Platforms (User Content), you agree that:

(a) you are solely responsible for the User Content that you post, upload, transmit or otherwise make available;

(b) you will not share anything which you do not have the permission or right to share; and (c) you grant us a worldwide, non-exclusive, perpetual, irrevocable, royalty free and sub- licensable licence to use, exploit, distribute, publish, and create derivative works from, all such User Content (excluding personal information) including for the purposes of advertising and marketing iHEARTWINE and/or the Platforms, without further notice to or consent from you, and without any requirement for us to pay you or any other person or entity.

Links to external websites

The Platforms may contain links to other websites (Linked Websites) which we do not control. We do not make any representations or provide any warranties about the currency or accuracy of the content on those Linked Websites. We will not be liable for the content or privacy practices associated with Linked Websites.

Warranties

(a) To the maximum extent permitted by law, we give no warranties or representations of any kind whether express, implied, statutory or otherwise, including but not limited to any warranties or representations relating to the accuracy, adequacy, security or completeness of any information contained on the Platforms. (b) You acknowledge that despite all reasonable precautions on our part, there is a risk of errors or viruses affecting the Platforms, or other unauthorised access to your data, to information contained on your computer system or to the Platforms. To the extent permitted by law, we exclude all liability for any damage or losses you may sustain as a result of such unauthorised access.

Limitation of liability

(a) To the maximum extent permitted by law, we will not be liable for any claims, losses, liability and/or costs (Claims) arising in connection with your use of the Platforms.

(b) We will not be responsible or liable for any products that you order from Third Party Sellers on the Platforms. Such responsibility and liability will remain with the Third Party Sellers of the relevant products.

(c) You acknowledge that the descriptions and images of the products we display for sale on the Platforms are based on information and images provided to us by Third Party Sellers, and you agree that we are not responsible for any incomplete or inaccurate information, descriptions or images regarding the products displayed on the Platforms.

(d) You may see advertising material of third parties on our Platforms. Each advertiser is solely responsible for the content of its advertising material and we accept no responsibility for the content of such advertising material, including, without limitation, any error, omission or inaccuracy in such content.

(e) We may restrict, suspend or terminate your access to the Platforms or any feature of the Platforms for security, operational or maintenance reasons without notice. We may revise the content of, amend links on, or withdraw access to, the Platforms without notice. We will not be responsible for any loss, cost, damage or liability that may arise as a result.

(f) Nothing in our Terms of Use limits or excludes any guarantees, warranties, representations or conditions implied by law, including the Australian Consumer Law, which by law cannot be limited or excluded.

Indemnity

You agree to indemnify us, our directors, officers, employees and agents, from any and all Claims arising from or in connection with your misuse of the Platforms or your breach of our Terms of Use, except to the extent that we (or our officers, employees or agents) cause or contribute to the Claim.

Member communication

(a) We may send you email updates, reminders and information regarding the status of your membership, and promotional offers and material. All such communication will include the option to unsubscribe at any time.

(b) From time to time, we may send you communications on behalf of Third Party Sellers or our other third party partners, which we believe may be relevant and of interest to you. These communications will also include the option to unsubscribe at any time.

Collections notice and privacy

(a) We collect your personal information so that we can provide our Services and the Platforms to you.

(b) We will use any personal information you supply to us when using the Platforms in accordance with our Privacy Policy. For a complete description of how we use and protect your personal information, please see our Privacy Policy at on the footer below

(c) We note in particular that we may disclose your personal information, subject to our Privacy Policy and the Privacy Act 1988 (Cth), to:

• our related companies, employees, officers, insurers, professional advisers, agents, suppliers, subcontractors or external service providers, such as Stripe, Inc., and data storage and analysis service providers, insofar as is reasonably necessary for the purposes set out in our Privacy Policy; and
• Third Party Sellers, for the purpose of facilitating any purchases you make through the Platforms, such as providing your personal information to Third Party Sellers to the extent reasonably necessary for them to deliver products you have purchased to you.

(d) If you object to us transferring or using your information as detailed in the Privacy Policy, you must immediately cease using the Platforms.

General

(a) If any provision of our Terms of Use is held to be illegal or unenforceable for any reason, then that provision will be disregarded and will not affect the enforceability of the remaining provisions of our Terms of Use.

(b) The laws in force in the State of New South Wales will govern our Terms of Use. You agree to submit to the non-exclusive jurisdiction of the courts of that State.

(c) You may not assign or transfer your rights under our Terms of Use without our prior written consent. You agree that we may assign or transfer our rights under our Terms of Use, including to a subsidiary or affiliate or a third party that acquires us or our business or assets.