Terms and Conditions
PLEASE READ THE FOLLOWING TERMS AND CONDITIONS OF USE CAREFULLY BEFORE USING THIS WEBSITE OR OUR SERVICES. All users of this site agree that access that the use of this site and our services are subject to the following terms and conditions and other applicable law. If you do not agree to these terms and conditions, please do not use this site or our services.
Terms of this agreement
Copyright
The entire content included in this site, including but not limited to text, graphics or code is copyrighted as a collective work under the United States and other copyright laws, and is the property of Virtual Science. The collective work includes works that are licensed to Virtual Science Copyright 2022, Virtual Science ALL RIGHTS RESERVED. Any other use, including but not limited to the reproduction, distribution, display or transmission of the content of this site is strictly prohibited, unless authorised by Virtual Science. You further agree not to change or delete any proprietary notices from materials downloaded from the site.
Trademarks
All trademarks, service marks and trade names of Virtual Science used in the site are trademarks or registered trademarks of Virtual Science.
For the purposes of this agreement:
1. “Virtual Science ” means Virtual Science (ACN 159148900). The “Customer” means the person, company, trust or business entity which has engaged Virtual Science to provide goods and services.
1.1. These terms are incorporated into any invoice, quote, statement, variation, contract, or similar agreement supplied by Virtual Science to the Customer.
1.2. These terms and conditions supersede any other agreements, arrangements, or understandings (whether written or oral).
1.3. These terms and conditions supersede any conditions contained in the Customer’s order unless Virtual Science has expressly agreed in writing by initialing each such requested Customer Term(s).
1.4. No variation waiver, or cancellation of the Agreement will be effective unless signed in writing by each party and any failure by Virtual Science to enforce any clause of this Agreement will not be construed as a waiver of Virtual Science's rights under this agreement.
2. Quotation Validity
2.1. Unless otherwise agreed in writing, a quotation provided by Virtual Science may be accepted up to 30 days from the quotation date, after which Virtual Science reserves the right to amend or withdraw it without notice.
3. Site Charges and Assumptions
Unless otherwise agreed in writing, charges for work performed:
3.1. Are based on work being carried out during “Normal Working Hours” being (0830 to 1630) Monday to Friday except for public holidays and subject to alteration by Virtual Science.
3.2. Are based on having continuous, uninterrupted, and unhindered access to the required people, equipment, facilities and areas where the work is to be carried out.
3.3. Do not cover extraneous work, lifting or refitting and should Virtual Science agree to carry out such work at the request of the Customer then Ocean Stars Marine Education shall not be liable for any damage arising.
3.4. The Customer agrees to pay for all additional costs arising from 3.1 above and any alteration to the specifications required by the Customer including any interruption or delays by the Customer, its employees, agents or other trades during the course of work performed.
3.5. If it becomes necessary to pay any additional allowances, other than a State or Federal Award or amounts in excess of any current workplace agreement applicable to the type of work being performed, these costs will be added to the Virtual Science Fee (which means all amounts payable under this Agreement by the Customer to Virtual Science for the Products and Services).
3.6. If Virtual Science is delayed in reaching completion of the services by the date agreed between the parties by an event outside of its control, including those listed in clause 3.1 above, then Virtual Science shall be entitled to a reasonable extension of time to complete the services.
3.7. The Customer agrees to pay for any variations to the services required by the Customer including an amount for any lesson design, project management, overheads and profit.
4. Customer Responsibilities
4.1. The Customer shall:
4.2. Provide adequate facilities at the premises at no cost to Virtual Science including access, parking, power, display equipment.
4.3. Ensure that the premises must at all times be a safe working environment and (without limitation) will not contain asbestos or similar hazards.
4.4. Indemnify Virtual Science against any claims for the failure of the fire alarm monitoring equipment, telecommunication carrier lines, power supply, costs relating to fire brigade charges, or relocation of equipment.
5. Delivery
5.1. Virtual Science shall use reasonable endeavours to complete delivery of the Products and Services. However delivery dates or periods quoted are estimates only and are subject to prompt receipt of all Customer information and other materials from the Customer necessary to allow Virtual Science to proceed with the delivery of the product and services. Virtual Science accepts no liability whatsoever for any loss or damage suffered by the Customer as a consequence of any delay or failure to deliver the Products and Services.
6. Intellectual Property
6.1. Virtual Science retains all rights, title and interest in any intellectual property including any design(s), documentation, diagrams, lessons or programs existing during the course of the work under this Agreement. All intellectual property supplied by the Customer at the commencement of this Agreement remains the property of the Customer but the Customer grants Virtual Science a perpetual irrevocable, royalty free, non-exclusive license to use, reproduce and modify the Customer owned intellectual property. The Customer agrees to indemnify Virtual Science for any threatened or actual claim or intellectual property infringement arising out of Virtual Science's use of the Customer’s intellectual Property.
7. Liability
7.1. The liability of Virtual Science for any of the matters referred to in clause 6.1 and this clause 9.1 shall be limited to the lesser of:
7.2. a. The minimum required by The Trade Practices Act (Cth) 1974;
7.3. b. $100.00 (one hundred dollars).
7.4. This limitation of liability applies:-To any personal injury, or loss of, damage to, or delay in relation to any goods or in relation to any services provided under any circumstances whatsoever;
7.4.1. To any negligent or wrongful act or deliberate act or default on the part of contractors of Virtual Science its agents, servants or subcontractors;
7.4.2. To any mis-delivery, delay or non-delivery (whether any specific time for delivery has been agreed or not);
7.4.3. To any breach of contract or tortious duty;
7.4.4. To any consequential loss for whatever reason and under any circumstances;
7.4.5. To any loss of or damage to or deterioration in or contamination of goods while the goods are in the possession, custody or control of the Customer;
7.4.6. To any claim for delay or damage, to the amount of Virtual Science charges to the company for or in relation to the goods;
7.4.7. For any failure or delay in performance hereunder due in whole or in part to strikes, internet connection issues, work stoppages, fire, acts of
terrorism, accidents, wars, rebellions, civil commotion, public strife, acts of any government, whether legal or otherwise, acts of public enemies, forces majeure, or qualified labour, or any other causes beyond the reasonable control of Virtual Science;
7.4.8. For any delays or inabilities to obtain product because of the actions of a supplier to Virtual Science.
7.5. On entering into this contract, The Customer does so not only on its behalf but as agent and trustee for all of its contractors, servants, sub-contractors and agents.
7.6. The Customer shall defend, indemnify and hold harmless Virtual Science from and against all claims, costs and demands whatsoever and by whosoever made in relation to or arising out of the goods and services provided, in excess of the liability of Virtual Science under the terms of these conditions and without prejudice to the generality of this clause, this indemnity shall cover all product failures, claims, costs and demands arising from or in connection with the negligence or wrongful or deliberate acts of Virtual Science, its contractors, servants, sub–contractors and agents.
8. Title/Risk of Loss/Insurance
The risk or loss of goods shall pass from Virtual Science to the Customer when the goods or component parts, whether manufactured by Virtual Science or another supplier, are placed in the possession of the carrier for shipment to the Customer. The Customer shall provide all necessary insurance to be for no less than the total amount owing to Virtual Science with loss first payable to Virtual Science.
9. Payments
9.1 The Customer agrees to pay Virtual Science the fees specified in this Agreement within set terms of the date of invoice without set-off, deduction or discount of any kind. Unless otherwise agreed to by Virtual Science in writing, all amounts payable hereunder shall be due to Virtual Science within fourteen (14) days of the invoice date. Late payments shall incur a late payment fee of $100 and interest at the current bank overdraft rate per month on the largest amount owing during the month.
9.2 Virtual Science reserves the right to issue progress invoices for materials, services and/or labour expended on work in progress and to place into bond materials which cannot be accepted for delivery on site and invoice the full value thereof.
9.3 Virtual Science shall have the right to issue a notice of default, requesting the Customer to pay the amount of any fee within the time specified in the notice. The Customer will be required to pay Virtual Science the fees due upon receipt of this notice and pay all reasonable expenses, including legal costs incurred in the enforcement of the notice of default.
9.4 Payment of fees is a fundamental term of this Agreement and to the maximum extent permitted by law, Virtual Science will have no liability to the Customer for acts or omissions or work required to be undertaken by Virtual Science if the circumstance or event which would otherwise give rise to liability occurs at a time when the Customer is in breach of payment obligations to Virtual Science.
9.5 The Customer agrees that it must pay all outstanding invoices before commencing any legal process.
9.6 Virtual Science shall have the right to adjust the Fees on an annual basis in respect of an increase/fall in the cost of any annual services.
9.7 The Customer shall pay all costs and expenses incurred by Virtual Science on an indemnity basis in connection with Virtual Science attempting to obtain payment of any outstanding amounts, including fees charged by a collection agency or Solicitor, whether or not formal proceedings are brought to remedy the Customer’s breach of this agreement or to collect any amount due.
9.8 The Customer agrees to deliver written notice of any error in any invoice or statement of account to Virtual Science within three (3) days after the day that the invoice or statement of account is dated. The invoice or statement of account shall be deemed to be correct and accepted as rendered, unless Virtual Science has received the Customer’s written notice to the contrary within the above time period. All sums owing to Virtual Science by the Customer shall be paid in accordance with the terms and conditions expressed on any written quotation signed by Virtual Science or on a Virtual Science invoice. Whether or not expressed in a quotation or invoice, all amounts not paid when due shall bear interest pursuant to clause 11.1.
10. Invoices;
10.1 Once we post, fax or email an invoice or statement to you, then you agree that you have received it.
10.2 If you do not provide written notice to us of any objection or complaint within 7 days of this receipt, then you agree that:
10.2.1 the amount is owing, and
10.2.2 the amount on the statement is accurate;
10.2.3 the onus will be on the Customer to prove otherwise thereafter;
10.2.4 if you do wish to make any counterclaim, or set-off against us, then you agree and undertake to pay the amount claimed on all
outstanding invoices owed to us in full, before:
10.2.5 you make any such claim; and
10.2.6 raise any dispute to a demand served pursuant to section 459E of the Corporations Act 2001.
11. Defaults
In the event of the Customer’s refusal to accept a service or other default, Virtual Science, at its discretion and option shall be entitled to retain all monies paid by the Customer on accounts as liquidated damages. If the Customer fails to make any payments when due, or if there is a breach of any covenant or agreement by the Customer, or if Virtual Science deems itself insecure, then the Customer shall be deemed in default and Virtual Science shall have, at its option, the right to take immediate possession of all unpaid amounts immediately due and payable and or suspend further services to the Customer. Virtual Science shall be entitled to settle for any amount owed by the Customer or any of the Customer’s related entities against any amount payable to Virtual Science in connection with any unpaid monies due to Virtual Science. A waiver by Virtual Science of any breach or default shall not constitute a waiver of any subsequent breach or default.
12. Acceptance
These terms and conditions shall be deemed binding on the Customer by its purchase of services or products from Virtual Science.
13. Choice of Law
13.1 This contract shall be governed by the laws of Queensland. Virtual Science and the Customer hereby agree:
13.1.1 to submit to the exclusive jurisdiction of the Courts of Queensland; and
13.1.2 that proceedings are to be filed and tried in the Court registry at Brisbane (including the Magistrates Court, District
Court, and Supreme Court) at the sole discretion of Virtual Science.
14. Severability
14.1 If these terms and conditions shall, so far as possible, be interpreted and construed so as not to be invalid, illegal or
unenforceable in any respect, but if a provision, on its true interpretation or construction is held to be illegal, invalid or
unenforceable:
14.1.1.1 that provision shall, so far as possible, be read down to the extent that it may be necessary to ensure that it is not
illegal, invalid or unenforceable and as may be reasonable in all the circumstances so as to give it a valid operation; or
14.1.1.2 if the provision or part of it cannot effectively be read down, that provision or part of it shall be deemed to be void and
severable and the remaining provisions of this Agreement shall not in any way be affected or impaired and shall continue
notwithstanding that illegality, invalidity or unenforceability.
15. Price
15.1 All quotations are inclusive of GST unless otherwise stated. GST will have the meaning of a tax, impost or duty on goods, services or other things introduced by a Government Authority either before, on, or after the quotation has been given.
15.2 All quotations are provided as an estimation only and should only be relied upon as a guide. The price provided for within the quotation will not include any incidental charges, extensions of time during visit or additional participant numbers that may not have been made aware to Virtual Science and or by a Virtual Science supplier.
16. Guarantee
The person (the “Guarantor”) who undersigned the purchase docket on behalf of the Customer guarantees to Virtual Science that he or she will do everything that the Customer is required to do under these Trading Terms. The Guarantor will separately continually indemnify Virtual Science against any loss and damage that Virtual Science suffers because the Customer fails to comply with the Trading Terms. The Guarantor is jointly or severally liable to perform the terms contained herein with the Customer. Virtual Science is entitled to enforce these Trading Terms against the Guarantor solely due to the Customer’s breach of any terms herein.
17. Charging Clause
17.1 The Customer, Directors of the Customer and Guarantors jointly and severally provide irrevocable guarantees that the Customer will fully satisfy its obligations pursuant to this Agreement.
17.2 That the said Customer, Directors and Guarantors provide equitable security over any and all real property in their possession either now or any time in the future including (but not limited to) any property, undertaking or rights held as trustee.
17.3 The Customer, Directors of the Customer and Guarantors provide a caveatable interest over any real property held by said persons or parties (including by way of joint tenancy) either now or in the future as security for any monies owing under this agreement plus all of Virtual Science's indemnity legal costs.
18 Enduring Power of Attorney
18.1 The Customer irrevocably appoints Virtual Science and each and every one of Virtual Sciences directors to be the true and lawful attorney of the Customer to act at any time after the Customer breaches any terms herein. The attorney is empowered (but not limited):
18.1.1 to do all things which the Customer is required to do under these Trading Terms; and
18.1.2 to execute and register (if necessary) any document to effect a bill of sale or mortgage, over the Customer’s assets or properties for the amount of debt owing.
18.2 The Customer acknowledges and agrees that whilst there is any alleged monies owing to Virtual Science, Virtual Science may register a caveat over any real property held by the Customer until the monies are paid, or until the Court so orders.
19 Force Majeure
Virtual Science will not be in breach of this Agreement or liable to a party if it fails to perform or delays in performance of any obligation as a result of an event beyond its reasonable control. Including but not limited to strikes, medical events, internet performance, industrial disputes, fire, flood, acts of god, war, vandalism, sabotage, riot, national emergency, embargoes or restraints, extreme weather or traffic conditions, temporary closure of roads, legislation, order or other act of government.
20 Termination
20.1 Virtual Science may terminate this Agreement if:
20.1.1 The Customer commits any breach of its obligations under this Agreement;
20.1.2 The Customer becomes insolvent, bankrupt or enters into a scheme or arrangement with creditors; or
20.1.3 By providing seven (7) days prior written notice.
20.2 Termination can be effected by Virtual Science verbally, by email, or by written notice to the Customer.
21 Effect of Termination or Cancellation
21.1 In the event that the Customer wishes to terminate this Agreement (or cancel any order, contract or agreement whether it has
commenced or not) prior to the expiry of the Term then:
21.1.1 the Customer will be required to pay all remaining payments which will be due up to the end of the contract term or order; plus
21.1.2 a sum equivalent to all Virtual Science's costs, fees and expenses incurred up to the date of such purported cancellation including variations, damages payable to Virtual Science's sub-contractors or suppliers together with a reasonable proportion of Virtual Science's loss of anticipated profits.
21.2 Virtual Science may terminate this Agreement in whole or in part at its convenience upon the provision of 14 days notice in writing to the Customer.
22 Site Induction
22.1 In the event that Virtual Science (or its employees) elects or is required (by the Customer or other) to undergo a site induction, including but not limited to orientations, job site safety training, or similar (“the Site Induction”) the Customer will advise Virtual Science of the date, duration, and all other relevant information pertaining to the Site Induction within fourteen (14) days of Virtual Science's scheduled work commencement date.
22.2 If the Customer fails to provide adequate notice and information required by 22.1 above, the Customer agrees to pay Virtual Science its hourly or daily rate, whichever is greatest, for time spent (and time lost) as a result of the Site Induction.
23 General
23.1 Virtual Science may perform any of its obligations through sub-contractors or external staff.
23.2 Virtual Science may assign its rights and obligations under these terms and conditions.
23.3 If the Customer changes its corporate status, both Customer and its successors continue to be bound by these terms and conditions of sale, but Virtual Science reserves its rights pursuant to clause 23.
23.4 No prior representation, affirmation, or agreement shall be enforceable unless set forth herein.
23.5 If the Customer sells part or all of its business to another entity, and that other entity purchases any goods from Virtual Science then that purchase shall confirm that the new entity has agreed to be bound by the same Terms and Conditions set out herein.
Privacy Policy
What information do we collect?
How do we use your information?
We may use the information we collect from you when you register, purchase products, enter a contest or promotion, respond to a survey or marketing communication, surf the website, or use certain other site features in the following ways:
How do we protect visitor information?
We implement a variety of security measures to maintain the safety of your personal information. Your personal information is contained behind secured networks and is only accessible by a limited number of persons who have special access rights to such systems, and are required to keep the information confidential. When you place orders or access your personal information, we offer the use of a secure server. All sensitive/credit information you supply is transmitted via Secure Socket Layer (SSL) technology and then encrypted into our databases to be only accessed as stated above.
Do we use "cookies"?
Yes. Cookies are small files that a site or its service provider transfers to your computer's hard drive through your Web browser (if you allow) that enables the site's or service provider's systems to recognise your browser and capture and remember certain information. For instance, we use cookies to help us remember and process the items in your shopping cart. They are also used to help us understand your preferences based on previous or current site activity, which enables us to provide you with improved services. We also use cookies to help us compile aggregate data about site traffic and site interaction so that we can offer better site experiences and tools in the future.
We may contract with third-party service providers to assist us in better understanding our site visitors. These service providers are not permitted to use the information collected on our behalf except to help us conduct and improve our business.
You can choose to have your computer warn you each time a cookie is being sent, or you can choose to turn off all cookies. You do this through your browser (like Netscape Navigator or Internet Explorer) settings. Each browser is a little different, so look at your browser Help menu to learn the correct way to modify your cookies. If you turn cookies off, you won't have access to many features that make your site experience more efficient and some of our services will not function properly. However, you can still place orders over the telephone by contacting customer service.
Do we disclose the information we collect to outside parties?
We do not sell, trade, or otherwise transfer to outside parties your personally identifiable information unless we provide you with advance notice, except as described below. The term "outside parties" does not include Bar Lovers. It also does not include website hosting partners and other parties who assist us in operating our website, conducting our business, or servicing you, so long as those parties agree to keep this information confidential. We may also release your information when we believe release is appropriate to comply with the law, enforce our site policies, or protect ours or others' rights, property, or safety.
However, non-personally identifiable visitor information may be provided to other parties for marketing, advertising, or other uses.
How can you opt-out, remove or modify information you have provided to us?
To modify your e-mail subscriptions, please let us know by return email stating your wish to opt out.
Third party links
In an attempt to provide you with increased value, we may include third party links on our site. These linked sites have separate and independent privacy policies. We therefore have no responsibility or liability for the content and activities of these linked sites. Nonetheless, we seek to protect the integrity of our site and welcome any feedback about these linked sites (including if a specific link does not work).
Changes to our policy
If we decide to change our privacy policy, we will post those changes on this page. Policy changes will apply only to information collected after the date of the change. This policy was last modified on November 16, 2022.
Questions and feedback
We welcome your questions, comments, and concerns about privacy. Please send us any and all feedback pertaining to privacy, or any other issue.
Online Policy Only
This online privacy policy applies only to information collected through our website and not to information collected offline.
Terms and Conditions
Please also visit our Terms and Conditions section establishing the use, disclaimers, and limitations of liability governing the use of our website.
Your consent
By using our site, you consent to our privacy policy.
PLEASE READ THE FOLLOWING TERMS AND CONDITIONS OF USE CAREFULLY BEFORE USING THIS WEBSITE OR OUR SERVICES. All users of this site agree that access that the use of this site and our services are subject to the following terms and conditions and other applicable law. If you do not agree to these terms and conditions, please do not use this site or our services.
Terms of this agreement
Copyright
The entire content included in this site, including but not limited to text, graphics or code is copyrighted as a collective work under the United States and other copyright laws, and is the property of Virtual Science. The collective work includes works that are licensed to Virtual Science Copyright 2022, Virtual Science ALL RIGHTS RESERVED. Any other use, including but not limited to the reproduction, distribution, display or transmission of the content of this site is strictly prohibited, unless authorised by Virtual Science. You further agree not to change or delete any proprietary notices from materials downloaded from the site.
Trademarks
All trademarks, service marks and trade names of Virtual Science used in the site are trademarks or registered trademarks of Virtual Science.
For the purposes of this agreement:
1. “Virtual Science ” means Virtual Science (ACN 159148900). The “Customer” means the person, company, trust or business entity which has engaged Virtual Science to provide goods and services.
1.1. These terms are incorporated into any invoice, quote, statement, variation, contract, or similar agreement supplied by Virtual Science to the Customer.
1.2. These terms and conditions supersede any other agreements, arrangements, or understandings (whether written or oral).
1.3. These terms and conditions supersede any conditions contained in the Customer’s order unless Virtual Science has expressly agreed in writing by initialing each such requested Customer Term(s).
1.4. No variation waiver, or cancellation of the Agreement will be effective unless signed in writing by each party and any failure by Virtual Science to enforce any clause of this Agreement will not be construed as a waiver of Virtual Science's rights under this agreement.
2. Quotation Validity
2.1. Unless otherwise agreed in writing, a quotation provided by Virtual Science may be accepted up to 30 days from the quotation date, after which Virtual Science reserves the right to amend or withdraw it without notice.
3. Site Charges and Assumptions
Unless otherwise agreed in writing, charges for work performed:
3.1. Are based on work being carried out during “Normal Working Hours” being (0830 to 1630) Monday to Friday except for public holidays and subject to alteration by Virtual Science.
3.2. Are based on having continuous, uninterrupted, and unhindered access to the required people, equipment, facilities and areas where the work is to be carried out.
3.3. Do not cover extraneous work, lifting or refitting and should Virtual Science agree to carry out such work at the request of the Customer then Ocean Stars Marine Education shall not be liable for any damage arising.
3.4. The Customer agrees to pay for all additional costs arising from 3.1 above and any alteration to the specifications required by the Customer including any interruption or delays by the Customer, its employees, agents or other trades during the course of work performed.
3.5. If it becomes necessary to pay any additional allowances, other than a State or Federal Award or amounts in excess of any current workplace agreement applicable to the type of work being performed, these costs will be added to the Virtual Science Fee (which means all amounts payable under this Agreement by the Customer to Virtual Science for the Products and Services).
3.6. If Virtual Science is delayed in reaching completion of the services by the date agreed between the parties by an event outside of its control, including those listed in clause 3.1 above, then Virtual Science shall be entitled to a reasonable extension of time to complete the services.
3.7. The Customer agrees to pay for any variations to the services required by the Customer including an amount for any lesson design, project management, overheads and profit.
4. Customer Responsibilities
4.1. The Customer shall:
4.2. Provide adequate facilities at the premises at no cost to Virtual Science including access, parking, power, display equipment.
4.3. Ensure that the premises must at all times be a safe working environment and (without limitation) will not contain asbestos or similar hazards.
4.4. Indemnify Virtual Science against any claims for the failure of the fire alarm monitoring equipment, telecommunication carrier lines, power supply, costs relating to fire brigade charges, or relocation of equipment.
5. Delivery
5.1. Virtual Science shall use reasonable endeavours to complete delivery of the Products and Services. However delivery dates or periods quoted are estimates only and are subject to prompt receipt of all Customer information and other materials from the Customer necessary to allow Virtual Science to proceed with the delivery of the product and services. Virtual Science accepts no liability whatsoever for any loss or damage suffered by the Customer as a consequence of any delay or failure to deliver the Products and Services.
6. Intellectual Property
6.1. Virtual Science retains all rights, title and interest in any intellectual property including any design(s), documentation, diagrams, lessons or programs existing during the course of the work under this Agreement. All intellectual property supplied by the Customer at the commencement of this Agreement remains the property of the Customer but the Customer grants Virtual Science a perpetual irrevocable, royalty free, non-exclusive license to use, reproduce and modify the Customer owned intellectual property. The Customer agrees to indemnify Virtual Science for any threatened or actual claim or intellectual property infringement arising out of Virtual Science's use of the Customer’s intellectual Property.
7. Liability
7.1. The liability of Virtual Science for any of the matters referred to in clause 6.1 and this clause 9.1 shall be limited to the lesser of:
7.2. a. The minimum required by The Trade Practices Act (Cth) 1974;
7.3. b. $100.00 (one hundred dollars).
7.4. This limitation of liability applies:-To any personal injury, or loss of, damage to, or delay in relation to any goods or in relation to any services provided under any circumstances whatsoever;
7.4.1. To any negligent or wrongful act or deliberate act or default on the part of contractors of Virtual Science its agents, servants or subcontractors;
7.4.2. To any mis-delivery, delay or non-delivery (whether any specific time for delivery has been agreed or not);
7.4.3. To any breach of contract or tortious duty;
7.4.4. To any consequential loss for whatever reason and under any circumstances;
7.4.5. To any loss of or damage to or deterioration in or contamination of goods while the goods are in the possession, custody or control of the Customer;
7.4.6. To any claim for delay or damage, to the amount of Virtual Science charges to the company for or in relation to the goods;
7.4.7. For any failure or delay in performance hereunder due in whole or in part to strikes, internet connection issues, work stoppages, fire, acts of
terrorism, accidents, wars, rebellions, civil commotion, public strife, acts of any government, whether legal or otherwise, acts of public enemies, forces majeure, or qualified labour, or any other causes beyond the reasonable control of Virtual Science;
7.4.8. For any delays or inabilities to obtain product because of the actions of a supplier to Virtual Science.
7.5. On entering into this contract, The Customer does so not only on its behalf but as agent and trustee for all of its contractors, servants, sub-contractors and agents.
7.6. The Customer shall defend, indemnify and hold harmless Virtual Science from and against all claims, costs and demands whatsoever and by whosoever made in relation to or arising out of the goods and services provided, in excess of the liability of Virtual Science under the terms of these conditions and without prejudice to the generality of this clause, this indemnity shall cover all product failures, claims, costs and demands arising from or in connection with the negligence or wrongful or deliberate acts of Virtual Science, its contractors, servants, sub–contractors and agents.
8. Title/Risk of Loss/Insurance
The risk or loss of goods shall pass from Virtual Science to the Customer when the goods or component parts, whether manufactured by Virtual Science or another supplier, are placed in the possession of the carrier for shipment to the Customer. The Customer shall provide all necessary insurance to be for no less than the total amount owing to Virtual Science with loss first payable to Virtual Science.
9. Payments
9.1 The Customer agrees to pay Virtual Science the fees specified in this Agreement within set terms of the date of invoice without set-off, deduction or discount of any kind. Unless otherwise agreed to by Virtual Science in writing, all amounts payable hereunder shall be due to Virtual Science within fourteen (14) days of the invoice date. Late payments shall incur a late payment fee of $100 and interest at the current bank overdraft rate per month on the largest amount owing during the month.
9.2 Virtual Science reserves the right to issue progress invoices for materials, services and/or labour expended on work in progress and to place into bond materials which cannot be accepted for delivery on site and invoice the full value thereof.
9.3 Virtual Science shall have the right to issue a notice of default, requesting the Customer to pay the amount of any fee within the time specified in the notice. The Customer will be required to pay Virtual Science the fees due upon receipt of this notice and pay all reasonable expenses, including legal costs incurred in the enforcement of the notice of default.
9.4 Payment of fees is a fundamental term of this Agreement and to the maximum extent permitted by law, Virtual Science will have no liability to the Customer for acts or omissions or work required to be undertaken by Virtual Science if the circumstance or event which would otherwise give rise to liability occurs at a time when the Customer is in breach of payment obligations to Virtual Science.
9.5 The Customer agrees that it must pay all outstanding invoices before commencing any legal process.
9.6 Virtual Science shall have the right to adjust the Fees on an annual basis in respect of an increase/fall in the cost of any annual services.
9.7 The Customer shall pay all costs and expenses incurred by Virtual Science on an indemnity basis in connection with Virtual Science attempting to obtain payment of any outstanding amounts, including fees charged by a collection agency or Solicitor, whether or not formal proceedings are brought to remedy the Customer’s breach of this agreement or to collect any amount due.
9.8 The Customer agrees to deliver written notice of any error in any invoice or statement of account to Virtual Science within three (3) days after the day that the invoice or statement of account is dated. The invoice or statement of account shall be deemed to be correct and accepted as rendered, unless Virtual Science has received the Customer’s written notice to the contrary within the above time period. All sums owing to Virtual Science by the Customer shall be paid in accordance with the terms and conditions expressed on any written quotation signed by Virtual Science or on a Virtual Science invoice. Whether or not expressed in a quotation or invoice, all amounts not paid when due shall bear interest pursuant to clause 11.1.
10. Invoices;
10.1 Once we post, fax or email an invoice or statement to you, then you agree that you have received it.
10.2 If you do not provide written notice to us of any objection or complaint within 7 days of this receipt, then you agree that:
10.2.1 the amount is owing, and
10.2.2 the amount on the statement is accurate;
10.2.3 the onus will be on the Customer to prove otherwise thereafter;
10.2.4 if you do wish to make any counterclaim, or set-off against us, then you agree and undertake to pay the amount claimed on all
outstanding invoices owed to us in full, before:
10.2.5 you make any such claim; and
10.2.6 raise any dispute to a demand served pursuant to section 459E of the Corporations Act 2001.
11. Defaults
In the event of the Customer’s refusal to accept a service or other default, Virtual Science, at its discretion and option shall be entitled to retain all monies paid by the Customer on accounts as liquidated damages. If the Customer fails to make any payments when due, or if there is a breach of any covenant or agreement by the Customer, or if Virtual Science deems itself insecure, then the Customer shall be deemed in default and Virtual Science shall have, at its option, the right to take immediate possession of all unpaid amounts immediately due and payable and or suspend further services to the Customer. Virtual Science shall be entitled to settle for any amount owed by the Customer or any of the Customer’s related entities against any amount payable to Virtual Science in connection with any unpaid monies due to Virtual Science. A waiver by Virtual Science of any breach or default shall not constitute a waiver of any subsequent breach or default.
12. Acceptance
These terms and conditions shall be deemed binding on the Customer by its purchase of services or products from Virtual Science.
13. Choice of Law
13.1 This contract shall be governed by the laws of Queensland. Virtual Science and the Customer hereby agree:
13.1.1 to submit to the exclusive jurisdiction of the Courts of Queensland; and
13.1.2 that proceedings are to be filed and tried in the Court registry at Brisbane (including the Magistrates Court, District
Court, and Supreme Court) at the sole discretion of Virtual Science.
14. Severability
14.1 If these terms and conditions shall, so far as possible, be interpreted and construed so as not to be invalid, illegal or
unenforceable in any respect, but if a provision, on its true interpretation or construction is held to be illegal, invalid or
unenforceable:
14.1.1.1 that provision shall, so far as possible, be read down to the extent that it may be necessary to ensure that it is not
illegal, invalid or unenforceable and as may be reasonable in all the circumstances so as to give it a valid operation; or
14.1.1.2 if the provision or part of it cannot effectively be read down, that provision or part of it shall be deemed to be void and
severable and the remaining provisions of this Agreement shall not in any way be affected or impaired and shall continue
notwithstanding that illegality, invalidity or unenforceability.
15. Price
15.1 All quotations are inclusive of GST unless otherwise stated. GST will have the meaning of a tax, impost or duty on goods, services or other things introduced by a Government Authority either before, on, or after the quotation has been given.
15.2 All quotations are provided as an estimation only and should only be relied upon as a guide. The price provided for within the quotation will not include any incidental charges, extensions of time during visit or additional participant numbers that may not have been made aware to Virtual Science and or by a Virtual Science supplier.
16. Guarantee
The person (the “Guarantor”) who undersigned the purchase docket on behalf of the Customer guarantees to Virtual Science that he or she will do everything that the Customer is required to do under these Trading Terms. The Guarantor will separately continually indemnify Virtual Science against any loss and damage that Virtual Science suffers because the Customer fails to comply with the Trading Terms. The Guarantor is jointly or severally liable to perform the terms contained herein with the Customer. Virtual Science is entitled to enforce these Trading Terms against the Guarantor solely due to the Customer’s breach of any terms herein.
17. Charging Clause
17.1 The Customer, Directors of the Customer and Guarantors jointly and severally provide irrevocable guarantees that the Customer will fully satisfy its obligations pursuant to this Agreement.
17.2 That the said Customer, Directors and Guarantors provide equitable security over any and all real property in their possession either now or any time in the future including (but not limited to) any property, undertaking or rights held as trustee.
17.3 The Customer, Directors of the Customer and Guarantors provide a caveatable interest over any real property held by said persons or parties (including by way of joint tenancy) either now or in the future as security for any monies owing under this agreement plus all of Virtual Science's indemnity legal costs.
18 Enduring Power of Attorney
18.1 The Customer irrevocably appoints Virtual Science and each and every one of Virtual Sciences directors to be the true and lawful attorney of the Customer to act at any time after the Customer breaches any terms herein. The attorney is empowered (but not limited):
18.1.1 to do all things which the Customer is required to do under these Trading Terms; and
18.1.2 to execute and register (if necessary) any document to effect a bill of sale or mortgage, over the Customer’s assets or properties for the amount of debt owing.
18.2 The Customer acknowledges and agrees that whilst there is any alleged monies owing to Virtual Science, Virtual Science may register a caveat over any real property held by the Customer until the monies are paid, or until the Court so orders.
19 Force Majeure
Virtual Science will not be in breach of this Agreement or liable to a party if it fails to perform or delays in performance of any obligation as a result of an event beyond its reasonable control. Including but not limited to strikes, medical events, internet performance, industrial disputes, fire, flood, acts of god, war, vandalism, sabotage, riot, national emergency, embargoes or restraints, extreme weather or traffic conditions, temporary closure of roads, legislation, order or other act of government.
20 Termination
20.1 Virtual Science may terminate this Agreement if:
20.1.1 The Customer commits any breach of its obligations under this Agreement;
20.1.2 The Customer becomes insolvent, bankrupt or enters into a scheme or arrangement with creditors; or
20.1.3 By providing seven (7) days prior written notice.
20.2 Termination can be effected by Virtual Science verbally, by email, or by written notice to the Customer.
21 Effect of Termination or Cancellation
21.1 In the event that the Customer wishes to terminate this Agreement (or cancel any order, contract or agreement whether it has
commenced or not) prior to the expiry of the Term then:
21.1.1 the Customer will be required to pay all remaining payments which will be due up to the end of the contract term or order; plus
21.1.2 a sum equivalent to all Virtual Science's costs, fees and expenses incurred up to the date of such purported cancellation including variations, damages payable to Virtual Science's sub-contractors or suppliers together with a reasonable proportion of Virtual Science's loss of anticipated profits.
21.2 Virtual Science may terminate this Agreement in whole or in part at its convenience upon the provision of 14 days notice in writing to the Customer.
22 Site Induction
22.1 In the event that Virtual Science (or its employees) elects or is required (by the Customer or other) to undergo a site induction, including but not limited to orientations, job site safety training, or similar (“the Site Induction”) the Customer will advise Virtual Science of the date, duration, and all other relevant information pertaining to the Site Induction within fourteen (14) days of Virtual Science's scheduled work commencement date.
22.2 If the Customer fails to provide adequate notice and information required by 22.1 above, the Customer agrees to pay Virtual Science its hourly or daily rate, whichever is greatest, for time spent (and time lost) as a result of the Site Induction.
23 General
23.1 Virtual Science may perform any of its obligations through sub-contractors or external staff.
23.2 Virtual Science may assign its rights and obligations under these terms and conditions.
23.3 If the Customer changes its corporate status, both Customer and its successors continue to be bound by these terms and conditions of sale, but Virtual Science reserves its rights pursuant to clause 23.
23.4 No prior representation, affirmation, or agreement shall be enforceable unless set forth herein.
23.5 If the Customer sells part or all of its business to another entity, and that other entity purchases any goods from Virtual Science then that purchase shall confirm that the new entity has agreed to be bound by the same Terms and Conditions set out herein.
Privacy Policy
What information do we collect?
- We collect information from you when you register on the site, place an order, enter a contest or sweepstakes, respond to a survey or communication such as e-mail, or participate in another site feature.
- When ordering or registering, we may ask you for your name, e-mail address, mailing address, phone number, credit card information or other information. You may, however, visit our site anonymously.
- Like many websites, we use "cookies" to enhance your experience and gather information about visitors and visits to our websites. Please refer to the "Do we use 'cookies'?" section below for information about cookies and how we use them.
How do we use your information?
We may use the information we collect from you when you register, purchase products, enter a contest or promotion, respond to a survey or marketing communication, surf the website, or use certain other site features in the following ways:
- To personalise your site experience and to allow us to deliver the type of content and product offerings in which you are most interested.
- To allow us to better service you in responding to your customer service requests.
- To quickly process your transactions.
- To administer a contest, promotion, survey or other site feature.
- If you have opted-in to receive our e-mail newsletter, we may send you periodic e-mails. If you would no longer like to receive promotional e-mail from us, please refer to the "How can you opt-out, remove or modify information you have provided to us?" section below. If you have not opted-in to receive e-mail newsletters, you will not receive these e-mails. Visitors who register or participate in other site features such as marketing programs and 'members-only' content will be given a choice whether they would like to be on our e-mail list and receive e-mail communications from us.
How do we protect visitor information?
We implement a variety of security measures to maintain the safety of your personal information. Your personal information is contained behind secured networks and is only accessible by a limited number of persons who have special access rights to such systems, and are required to keep the information confidential. When you place orders or access your personal information, we offer the use of a secure server. All sensitive/credit information you supply is transmitted via Secure Socket Layer (SSL) technology and then encrypted into our databases to be only accessed as stated above.
Do we use "cookies"?
Yes. Cookies are small files that a site or its service provider transfers to your computer's hard drive through your Web browser (if you allow) that enables the site's or service provider's systems to recognise your browser and capture and remember certain information. For instance, we use cookies to help us remember and process the items in your shopping cart. They are also used to help us understand your preferences based on previous or current site activity, which enables us to provide you with improved services. We also use cookies to help us compile aggregate data about site traffic and site interaction so that we can offer better site experiences and tools in the future.
We may contract with third-party service providers to assist us in better understanding our site visitors. These service providers are not permitted to use the information collected on our behalf except to help us conduct and improve our business.
You can choose to have your computer warn you each time a cookie is being sent, or you can choose to turn off all cookies. You do this through your browser (like Netscape Navigator or Internet Explorer) settings. Each browser is a little different, so look at your browser Help menu to learn the correct way to modify your cookies. If you turn cookies off, you won't have access to many features that make your site experience more efficient and some of our services will not function properly. However, you can still place orders over the telephone by contacting customer service.
Do we disclose the information we collect to outside parties?
We do not sell, trade, or otherwise transfer to outside parties your personally identifiable information unless we provide you with advance notice, except as described below. The term "outside parties" does not include Bar Lovers. It also does not include website hosting partners and other parties who assist us in operating our website, conducting our business, or servicing you, so long as those parties agree to keep this information confidential. We may also release your information when we believe release is appropriate to comply with the law, enforce our site policies, or protect ours or others' rights, property, or safety.
However, non-personally identifiable visitor information may be provided to other parties for marketing, advertising, or other uses.
How can you opt-out, remove or modify information you have provided to us?
To modify your e-mail subscriptions, please let us know by return email stating your wish to opt out.
Third party links
In an attempt to provide you with increased value, we may include third party links on our site. These linked sites have separate and independent privacy policies. We therefore have no responsibility or liability for the content and activities of these linked sites. Nonetheless, we seek to protect the integrity of our site and welcome any feedback about these linked sites (including if a specific link does not work).
Changes to our policy
If we decide to change our privacy policy, we will post those changes on this page. Policy changes will apply only to information collected after the date of the change. This policy was last modified on November 16, 2022.
Questions and feedback
We welcome your questions, comments, and concerns about privacy. Please send us any and all feedback pertaining to privacy, or any other issue.
Online Policy Only
This online privacy policy applies only to information collected through our website and not to information collected offline.
Terms and Conditions
Please also visit our Terms and Conditions section establishing the use, disclaimers, and limitations of liability governing the use of our website.
Your consent
By using our site, you consent to our privacy policy.