Terms of Service

These Terms of Service (“Terms”) govern your use of the websites and services (collectively, the “Services”) provided by Circhoolar (as defined below).

1. General

These Terms apply to all users of the Services, including without limitation users who are sellers, buyers, schools, or contributors of content, information and other materials. If you are entering into this agreement for and on behalf of a business entity, and the term “you” in this agreement shall mean the business entity on whose behalf you are using the Services, unless the context does not permit.

These Terms are between you and Circhoolar Pte. Ltd or between you and any different service provider identified for a particular Service. For ease of reference, each of Circhoolar Pte. Ltd. and its subsidiaries are referred to in these Terms as “Circhoolar”.

By using the Services in any manner, including but not limited to visiting or browsing the Services, you agree to observe and be bound by these Terms and the additional terms and conditions and policies referenced herein and/or available by hyperlink.

Circhoolar reserves the right to change or modify these Terms at any time. You will be deemed to have agreed to the amended Terms by your continued use of the Services following the date on which the amended Terms are posted here.

2. Use of the Services

Subject to your compliance with these Terms, Circhoolar grants you a limited, non-exclusive, revocable (with or without cause), non-transferable right and license to use the Services.

You shall use the Services in accordance with these Terms and shall not:

Upload or communicate any Content (as defined below) that violates or infringes another party’s rights of publicity, privacy, copyright, trademark or any other intellectual property right.
Copy, decompile, reverse engineer, disassemble, attempt to derive the source code of, decrypt, interfere with, or disrupt the integrity or the performance of the Services.
Make any modification, adaptation, improvement, enhancement, translation or derivative work from the Services.
Violate any applicable laws, rules or regulations in connection with your access or use of the Services.
Use the Services in violation of or to circumvent any sanctions or embargo.
Remove, alter or obscure any proprietary notice (including any notice of copyright and trademark) of Circhoolar or its affiliates, partners, suppliers or licensors.
Use the Services for any purpose for which it is not designed or intended.
Use the Services to create or promote a product, service or software that is, directly or indirectly, competitive with or in any way a substitute for the Services or any services, product or software offered by Circhoolar.
Use any proprietary information or interfaces of Circhoolar or any other intellectual property of Circhoolar in the design, development, manufacture, licensing or distribution of any application, accessories or devices for use with the Services.
Use the Services to send, post, or otherwise communicate any Content which is false, offensive, indecent, threatening, abusive, insulting, harassing, defamatory, libellous, deceptive, infringing, fraudulent, tortious, obscene, profane, invasive of another person’s privacy, or racially, ethnically or otherwise objectionable.
Use the Services to send automated, unsolicited or unauthorised messages, advertising or promotional material or any junk mail, spam or chain letters.
Upload to, or transmit through the Services any data, file, software or link that contains or redirects to a virus, Trojan horse, worm or other harmful components.
Use any scraper, robot, bot, spider, crawler or any other automated device or means to access, acquire, copy or monitor any portion of the Services, or any data or content found or access through the Services.
Collect any information in respect of other users without their consent.
Commit any act to avoid paying any applicable fees and/or charges.
Attempt to and/or engage in any activity or act that is intended to abuse, abuses or inappropriately manipulates any promotion, campaign and/or discount codes offered through the Services. Such act and activities include but are not limited to: creating fake or duplicate accounts; generating fake orders; buying and reselling your own inventory.
Use the Services to upload, post, or otherwise communicate any Content which falsely represents that your listing(s) falls under a program offered by Circhoolar when it is not. This includes but is not limited to misrepresenting that a listing is a Certified listing under Circhoolar’s Certified Program.
Authorise or encourage anyone to do any of the foregoing.

Circhoolar reserves the right to claw back any cashbacks, prizes and/or amounts paid to you under any event, promotion, offers, campaign and any other activities and/or terminate or suspend your account, if you are subsequently found or suspected to be engaged in any activity or act that is in breach of these Terms, our guidelines, any additional terms and conditions and policies.

3. Account

You would need to have an account with Circhoolar (“Account”) in order to use some parts of the Services. When you create an Account, you represent and warrant that:

If you are an individual, you are at least 18 years of age.
If you are representing a company, organisation or any other legal entity (“Entity”), you have authority to bind the Entity to these Terms.
You are capable of entering into and performing legally binding contracts under applicable law.
All information which you provide is accurate, up to date, truthful and complete.

If you are under 18 years of age, you may only use the Services with the consent of and under the supervision of your parent or legal guardian who shall be responsible for all your activities.

You are responsible for all activities and transactions under your Account. We will not be responsible in any way if your password and/or Account are misappropriated or used by a third party. You, therefore agree to:

Keep your password secure.
Keep your account information up to date at all times.

Comply with Circhoolar’s prevailing policies and guidelines (which form a part of these Terms) and all applicable laws with respect to your activities and the Content which you upload to the Services.

Unless expressly permitted by Circhoolar and subject to these Terms and any other additional terms as Circhoolar determines, you shall not set up multiple Accounts. You shall not lend, transfer or sell your Account or user ID to another party and must not use another user's Account without their permission. To this end, Circhoolar reserves the right to suspend or terminate your Accounts and/or your access to the Services at any time, without advance notice to you.

Circhoolar reserves the right to treat multiple Accounts set up by or on behalf of the same user, whether after obtaining Circhoolar’s authorization or not, as one. This includes the right to treat the funds held in multiple Accounts as one, including to debit any such Account to satisfy debts, payments and refunds under any other Account held by you or on your behalf. For instance, where you have engaged in a Prohibited Transaction using one of your multiple accounts, Circhoolar may use the funds in that account and/or any of your other accounts to reimburse a buyer up to the amount equivalent to monies the buyer paid in connection with that Prohibited Transaction.

4. Fees and Payments

Depending on the type and/or number of listings you choose to post and any additional services you may request in relation to your Account or listing, you may be charged selling fees, listing fees, quota fees, charged for the Circhoolar Coins you may purchase and/or fees and charges otherwise in relation to your Account or listing (collectively, the “Circhoolar Fees”).

You may pay your Circhoolar Fees using a credit card, debit card, cheque or by way of telegraphic or other electronic means of transfer. You may also pay your Circhoolar Fees through any of the methods as may be made available on the Platforms or as may be notified to you from time to time.

You acknowledge and agree that:

in the event of a subscription or recurring payment, you shall ensure that all payments are made and cleared by your bank before each monthly and/or annual recurring payment is due. For payments by credit card, your credit card account must be in good standing and remain valid for the monthly/annual charge(s) to be debited successfully. In the event of an unsuccessful payment, your Circhoolar Subscription will automatically be suspended and/or terminated if payments are not received within ten (10) days from due date;
If your credit card has expired, or if you wish to use a different credit card, please notify us promptly by sending an email to finance@circhoolar.com at least 14 days before your next subscription fee payment is due. Please indicate “Expiry/Change of CC details” at the subject header;
save as set out in this Clause, all subscription fees, listing fees and/or other fees and charges paid by you to us with respect to your Account or otherwise for your access to and use of the Services, are non-refundable. For the avoidance of doubt, there will be no refunds of any Circhoolar Fees in the event that: (i) your Account is suspended or terminated due to a breach of these Terms; and/or (ii) any Content has been removed in accordance with these Terms;
You shall make prompt payment of all Circhoolar Fees, in full before the due date stipulated by Circhoolar for such payment (where applicable) and in accordance with our payment instructions. In the event of late payment or non-payment of amounts due to Circhoolar, without prejudice to any other rights or remedies available to us, Circhoolar shall be entitled to: (i) terminate and/or suspend your Account and/or your access to the Services; and/or (ii) charge you a late payment fee on the overdue amount at the rate of 1.5% per month, or, if lower, the maximum rate allowed by applicable law. You shall pay such fees together with the overdue Circhoolar Fees and any legal fees and collection costs incurred by Circhoolar in collecting any past due amounts. This fee will be applied on the day after the payment due date and will applied each month until the overdue amount is paid;
in the event your Account is suspended or terminated for any reason any amounts due on your Account will immediately become due and payable. Circhoolar reserves the right to immediately charge any amounts you have not previously disputed to the billing method that you are using and shall be entitled to terminate your Account, without prejudice to any other rights or remedies available to us; and
you are responsible for collecting and paying any taxes associated with using and making sales through the Services. Depending on the tax legislation of your country of residence, goods and services tax or similar consumption tax might apply in addition to your fees.

7. Circhoolar is a Venue

The Services provide a venue for users to interact with each other, and to buy and sell items. Circhoolar does not pre-screen a user or the Content provided by a user, nor is Circhoolar directly involved in transactions between users save for transactions under Circhoolar Certified where Circhoolar is the seller and transactions under Sell to Circhoolar. Consequently, Circhoolar has no control over, and you agree that Circhoolar is not responsible or liable for, any of the following:

The quality, safety, morality, legality or authenticity of any aspect of the items or services advertised and/or listed, and for items listed by a Circhoolar Certified Partner, the authenticity of such items.
The truth or accuracy of the listings, the ability of sellers to sell items or the ability of buyers to pay for items.
The true identity, age, nationality, or sense of humour of a user.
Any Content posted by users.

You are encouraged to use the features and functions available on the Services to communicate with other users and/or to find out more about an item which a user has put up for sale. However, please exercise common sense and good judgment in your interactions with other users. While Circhoolar endeavours to keep the Services safe for everyone, your use of the Services and your interactions with other users is entirely at your own risk.

8. Content

The Services allow users to create listings and/or share, post and/or communicate content, such as photos, videos, comments, data, text, links, product description, product specification and/or other information (“Content”).

You retain ownership rights in the Content which you upload or share on the Services but you grant Circhoolar a worldwide, fully-paid, royalty-free, sub-licensable, and transferable licence to host, store, use, display, reproduce, modify, adapt, edit, publish and distribute such Content (subject to Circhoolar’s Privacy Policy) for the purpose of operating, developing, providing, promoting, and improving the Services and to research and develop new products and services.

You understand and agree that you are solely responsible for the Content which you post or share on or through the Services and any loss or damage which you sustain as result of such Content is solely your responsibility.

You acknowledge that Circhoolar does not pre-screen Content uploaded by users. Circhoolar shall have the right (but not the obligation) in its sole discretion to refuse, delete or move any Content that is available on the Services. Without limiting the foregoing, Circhoolar shall have the right to remove Content, without liability or the obligation to offer a refund, in any of the following events:

If the Content is suspected to be / is in breach of these Terms.
If Circhoolar has received a complaint or notice of infringement in respect of the Content.
If the Content is otherwise objectionable.

Circhoolar may also block Content and the delivery of a communication (including, without limitation, feedback, postings, messages and/or chats) to or from the Services as part of efforts to protect the Services or users, or to otherwise enforce these Terms.

9. Selling and Buying on Circhoolar

In using the Services to create a listing and offer an item for sale, post a job opening and/or offer a service (as the case may be), you agree to comply with the following:

All items must comply with these Terms and Circhoolar's policies, which can be foundhere.
Our listing policy which is applicable to all categories except Property, Autos, Jobs and Services.
You must provide a fair, accurate and complete information of each item, including your price for the item or whether it is free of cost.
Your listing for an item may only include text, descriptions, graphics, images and other content relevant to the item. All Content contained in a listing must be true, complete, accurate and not misleading in any manner whatsoever.
All items, job opening and/or offer of services must be listed in the appropriate category. All job listings must comply with all applicable laws, regulations, guidelines or policies and any notices, guidelines and/or policies issued by the Australian Goverment.
Any links included in your listing leads to your personal or corporate website and must not include any links to third party websites.

You acknowledge and agree that Circhoolar has no control over any website other than the Circhoolar website and shall not in any event be responsible or held liable for any expired job listing which appears on any website other than the Circhoolar website or any expired job listing which is retrieved by any search engine.

Without prejudice to the rest of these Terms and Circhoolar’s policies, you warrant, in respect of each job opportunity, services and/or item which you offer for sale on the Services (as the case may be), that:

You are the owner of the item, and the item is not stolen.
The item is not counterfeit and does not infringe upon any third party's copyright, patent, trademark, trade secret or other proprietary or intellectual property rights.
The sale of the item complies with all laws and regulations which apply to that item.
The item is not dangerous, hazardous or subject to a recall by a government or manufacturer.
All selection criteria stated in a service listing are clear, objective and relevant and does not refer to age, race, language, gender, marital status and religion, except where it is a Specific Attribute.
The Content in any listing does not infringe or violate any applicable laws and regulations, the intellectual property rights or proprietary rights of a third party.

All offers made and accepted through the Services are binding.

If you are a seller who has accepted a buyer’s offer for an item:

You agree to ship the item or otherwise complete the transaction with the buyer in a prompt manner unless there is an exceptional circumstance, for instance, if the buyer fails to meet the terms of your listing (such as payment method), or you cannot authenticate the buyer's identity.
You may charge reasonable shipping and handling fees to cover the costs for packaging and mailing the item. However, you must not charge excessive shipping fees or otherwise avoid fees.
You may not alter the item's price after a sale, or misrepresent the item's location and price.

If you are a buyer whose offer for an item has been accepted by a seller, you agree to make prompt payment to the seller for the item, unless there is an exceptional circumstance, for instance, if you cannot authenticate the seller’s identity.

In communicating with a user through the Services for the offering of or acceptance of a service listing and/or services or purchase or sale of an item (each, a “Transaction”), you may obtain personal information of that user, such as their email address, phone number and mailing address. Without obtaining prior permission of the user, you shall use such information solely for the purpose of the Transaction.

Notwithstanding the foregoing, where Circhoolar is not involved in a Transaction which is solely between users, Circhoolar cannot ensure that a user (whether as a buyer or seller) would follow through and complete a Transaction.

10. Listings and Agreeing to exchange

Any user may post a listing at any time, through the functionality in the platform.
All listings must comply with the Posting Policies and Circhoolar reserves the right to not publish or remove at any time any listing which violates the Posting Policies.
Any user may, in its absolute discretion, engage with any listing, which is not a commitment to proceed with the offer in the listing.
You agree to only use the Platform’s messaging functionality to communicate with other users, and to use that functionality.
You agree to personally post, and respond to inquiries about, listings. You must not use any automated tools, programs or applications to provide automated responses on your behalf (unless any such tools, programs or applications are provided to you as part of the Platform).
If two users agree to the terms of a listing (as amended by any related communications through the Platform), they may use the functionality on the Platform to agree to exchange the Goods or Services, or perform the Job, for a fee as agreed between them (in accordance with all applicable laws) (Exchange).
Depending on the nature of the listing, additional terms set out in the following clauses will apply.

11. Specific Terms for Services

If a listing offers the performance of Services, this clause 11 applies to those Services.
The Provider represents and warrants that it has the appropriate skills, qualifications, and experience to perform the Services described in the listing and otherwise communicated to the Consumer.

If a Provider performs Services, it must ensure that the Services:

are of an acceptable standard with regard to the nature of the Services as described by the Provider;
are performed with due care and skill; and
meet all representations made to the Consumer during Exchange.

The Consumer acknowledges that it is responsible for reading the Services description and satisfying itself that the Services as described will meet the Consumer’s requirements prior to agreeing to Exchange.
The Consumer is responsible for ensuring the location for performance of the Services is made accessible to the Provider on the agreed date, at the agreed time, for performance.
The Provider is responsible for ensuring compliance with work health and safety procedures when performing the Services, including ensuring they hold workers’ compensation insurance, professional indemnity and worker’s compensation insurance as applicable to the Services.
Consumers are strongly encouraged to hold home and contents insurance and public liability insurance if applicable to the Services.

12. Specific Terms for Goods

If a listing offers Goods for sale or to give away for free, this clause 12 applies to those Goods.

The Provider represents and warrants that:

they are the sole beneficial owner of the Goods, with title lawfully obtained, free from any security interests, finance, or other encumbrances; and
any defects (including minor defects) are clearly and accurately stated in the description of the Goods and are not otherwise disguised or overlooked in the listing.

The Provider acknowledges and agrees that Consumers have rights under the Consumer Laws, which to the extent applicable to the Provider and Consumer, apply to second-hand goods to the extent reasonable with regard to their age, description and price. This includes that the Goods are of acceptable quality, will match its description and be fit for purpose. The Provider must have regard to these guarantees when describing the quality, condition, and functionality, and setting the price, of the Goods and must not attempt to exclude, restrict or modify any guarantees that are applicable under the Consumer Laws.

Consumer Responsibilities

The Consumer acknowledges that Goods may be second hand if described as such, and the Consumer is responsible for reading the description of the Goods and satisfying itself that the Goods as described will meet the Consumer’s requirements prior to agreeing to Exchange, including with regard to its age, description and price.

Delivery

For all Exchanges, Circhoolar strongly encourages you to inspect the Goods prior to making payment.

If Exchange will occur in person, users are encouraged to ensure their safety by:

verifying the identity of the Seller prior to meeting in person;
selecting a public place to meet, during daylight hours; and
never allowing anyone to enter your home.

Circhoolar strongly encourages users to be cautious when giving their address to Providers and use secure, third-party technology to arrange delivery of Goods.

Title to the Goods will pass to the user on payment of the Exchange Fee. Risk of loss or damage to the Goods will pass to the Consumer on delivery.

If the delivery issue cannot be resolved, and the Provider cannot provide evidence that the Goods were shipped, the Provider must refund the Consumer the amount paid to the Provider for the Goods including shipping.

If the Provider can provide evidence that the Goods were shipped, the Provider must take all steps necessary to ensure the third party courier delivers the Goods or refunds the amount lost to the Consumer.

If the Provider can evidence that the Goods were delivered, the Goods will be deemed delivered.

Claims for loss of or damage to Products in transit must be made against the carrier by the Provider.

13. User Content

Ownership of Content & Related IP

Your Intellectual Property Rights in any Goods or Services you offer remain yours.

You acknowledge that all listings, data, text, messages and other materials, whether publicly posted or privately transmitted, you share through the Platform or otherwise with Circhoolar or another User (Content) is immediately assigned to and owned by Circhoolar.

If you share any Content on the Platform which contains any Intellectual Property Rights, for example an image, you represent and warrant that you are either the owner of those Intellectual Property Rights or are licensed to share that Content both on Circhoolar’s website and publicly for commercial purposes. You indemnify Circhoolar for any claims that any Content you post in a Listing, or your dealings with any Goods or Services, infringes any third party Intellectual Property Rights.

Responsibility for Content

The accuracy and completeness of the Content is the sole responsibility of the person providing the Content.

Circhoolar does not control the Content posted via the Platform and, as such, does not guarantee the accuracy, completeness, lawfulness or usefulness of such Content. This means that you, and not Circhoolar, are entirely responsible for any actions you take in reliance on Content. You agree that you must evaluate, and bear all risks associated with, the use of any Content, including any reliance on the accuracy, completeness, lawfulness and usefulness of such Content.

Prohibited Content

Without limiting or otherwise affecting the Posting Policies, you acknowledge and agree that you must not use the Platform to, on public or private pages:

upload or download any Content in a manner that is inconsistent with the platform licence and restrictions in clause 14;
upload any Content which is inconsistent or noncompliant with the Posting Policies or any applicable laws, including the Employment Laws, Consumer Laws and Privacy Laws
upload, post or otherwise transmit any Content that is intended to further any political, legal, social or economic agenda which Circhoolar deems, in its discretion, to be inconsistent with the spirit or values of the Posting Policies, its business objectives or the common good of its community of users;
solicit or provide any Goods, Services or Jobs which are illegal in the jurisdiction in which you reside, including in relation to pornography, prostitution, or prohibited or restricted substances;
upload, post, or otherwise transmit any Content that is unlawful, harmful, threatening, abusive, harassing, tortuous, defamatory, vulgar, obscene, libellous, invasive of another’s privacy, hateful, or racially, ethnically or otherwise objectionable;
forge headers or otherwise manipulate identifiers in order to disguise the origin of any Content transmitted through the Platform;
upload, post, or otherwise transmit any Content that you do not have a right to transmit under any law or under contractual or fiduciary relationship (such as insider, proprietary or confidential information learned or disclosed as part of employment);
upload, post, or otherwise transmit any material that contains software viruses or any other computer code, files or programs designed to interrupt, damage, destroy or limit the functionality of any computer software or hardware or telecommunications equipment, including any automated posting software or bots to make automatic communications on the Platform;
interfere with or disrupt Platform or servers or networks connected to Platform, or disobey any requirements, procedures, policies or regulations of networks connected to Platform;
upload, post or otherwise transmit any Content that infringes any, trademark, copyright or other proprietary rights of any party;
upload, post or otherwise transmit any unsolicited or unauthorised advertising, promotional materials, junk mail, spam, chain letters, pyramid schemes;
publish, republish, transmit, display, or otherwise make available any content from the Website (whether online or otherwise); or
intentionally or unintentionally violate any applicable law or regulation including, but not limited to, regulations promulgated by any securities exchange.

You acknowledge that Circhoolar does not pre-screen Content, but that Circhoolar and its agents will have the right (but not the obligation) in their sole discretion to refuse or move any Content that is available via Platform.

13. Privacy and User Communications

We will abide by, and you agree to, ourPrivacy Policy, which can be accessed via the link at the start of these Terms and may be updated from time to time by written notice to you.

You must not share any Content with any other user, including in any listing, which is not necessary to understand or discuss the Listing. You must never provide credit card details or bank details to any other user. Any information you provide to another user is done so at your own risk.

However, all users must take all steps necessary to protect from misuse or distribution the information you receive from other users. If Circhoolar becomes aware of any User misusing or distributing information of another User, Circhoolar will investigate and terminate the user’s Account.

Without limiting ourPrivacy Policy, which will prevail to the extent of any inconsistency with this clause, you agree that Circhoolar may monitor, use, access, store, and disclose your Content, including your communications with any other user:

for the purpose of providing the Platform to you in an efficient manner;
for the purpose of ensuring your compliance with this Agreement;
for the purpose of properly administering your Account in accordance with the standard operating procedures of Circhoolar or its affiliated or subsidiary companies or agents; and
if required to do so by law or in the good faith belief that any such access, preservation or disclosure is reasonably necessary to:

comply with legal process;
enforce the Terms;
respond to claims that any Content violates the rights of third-parties;
respond to your requests for customer service; or
protect the rights, property, or personal safety of Circhoolar, its Users and the public at large.

You acknowledge that Circhoolar enters into partnerships with external organisations and companies who, on occasion will convey their messages or offerings (for commercial purposes or otherwise) to you in the form of advertisements via our communications, web, mobile or social media platforms.

Retention and deletion of Account / Content- We may retain your Content for such period we reasonably consider necessary for our legitimate business purposes, including legal reasons. However, unless your Account has been terminated in accordance with clause 21(b), we grant you the right to request your Account be deleted (where some Content may be retained). If you want to ask us to delete your Account, you may contact us using the functionality at the ends of these Terms. We will use our best endeavours to action any such request within a reasonable timeframe.

14. Platform License And Intelectual Property Restrictions

While ever you continue to meet your obligations under this Agreement, we grant to you a non-exclusive, non-transferable, royalty-free, revocable licence to use the Platform for the sole purpose of engaging in legitimate and lawful Exchanges.

You acknowledge and agree that the Platform contains Intellectual Property Rights and confidential information that is owned by Circhoolar in accordance with applicable laws and registration bodies, including the underlying source code. Nothing in this Agreement transfers any Intellectual Property Rights in the Platform to you. Any use of the Platform by you in breach of the Licence will be a breach of our Intellectual Property Rights for which you will be liable to us in damages and consequential damages.

You must not:

copy, scrape or data-mine the whole or any part of the Platform, including any screen or data scraping or other methods of taking any content from the Platform or any API;
manipulate or take advantage of any vulnerability in the Platform for your own commercial gain or any other purpose;
modify, merge, integrate or combine the whole or any part of the Platform or system with any other software, program or application;
attempt to assign, transfer, distribute, sell, lease, rent, sub-license, charge or otherwise deal in or encumber the Platform;
adapt, translate, reverse engineer, decompile or disassemble the whole or any part of the Platform; or
use any automated tools, hacks, scripts, programs or applications that are designed to access any data, modify or interfere with the functioning of the Platform, or interact with communications from the Platform, for any purpose.

You agree that any advertisements presented to you through the Platform are protected by copyrights, trademarks, service marks, patents or other proprietary rights and laws.

15. Disclaimers

Circhoolar may provide, or third parties may provide, links to third party sites or resources. Because Circhoolar has no control over such sites and resources, you acknowledge and agree that Circhoolar is not responsible for the availability of such external sites or resources. Circhoolar does not endorse and is not responsible or liable for any content, advertising, products, or other materials on or available from such sites or resources. Circhoolar will not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with use of or reliance on any such Content, goods or services available on or through any such site or resource.

Your use of the Platform is at your sole risk. The Platform, including the User community, is provided on an “as is” and “as available” basis. You must make all reasonable inquiries to determine the legitimacy of a user and accuracy of a listing. You acknowledge that by using the Platform, under no circumstances will Circhoolar be liable in any way for any Listing, including, but not limited to, any errors or omissions or misleading information in any Listing, or for any loss or damage of any kind incurred as a result of the use of your reliance on any listing or performance or receipt of any Exchange.

Circhoolar makes no warranty or representation that:

the Platform will meet your requirements;
the Platform will be uninterrupted, timely, secure, or error-free;
the quality of any products, services, information, or other material purchased or obtained by you through Circhoolar will meet your expectations; or
any errors in the underlying source code will be corrected.

Any material downloaded or otherwise obtained through the use of Platform is done at your own discretion and risk that you will be solely responsible for any damage to your computer system or loss of data that results from the download of any such material.

Nothing in these terms is intended to exclude or displace any guarantees or warranties provided to you as a consumer of the Platform or any Goods or Services under the Consumer Law. Under the Consumer Law, you may be entitled to a repair or replacement service, or other similar rights in accordance with the Consumer Law from time to time.

16. Issues And Disputes

Issues with the Platform

If you encounter any issues with the Platform, please contact us through the functionality at the bottom of this page. We will endeavour to resolve your issue within 5 weekdays. If we are unable to resolve your issue, your rights and our liability is limited in accordance with clause 17.

Disputes with other Users

Any issues or disputes about a listing or exchange, including services, is an issue between the Provider and the Consumer, or seller and buyer (Disputing Users).

To the maximum extent permitted at law, any issues or disputes about listings or exchanges, including services, are not an issue or dispute with Circhoolar.

The Disputing users must, in good faith, seek to efficiently and cost effectively resolve the issue in a manner that is objectively fair to both parties in the circumstances. The users are encouraged to seek independent legal advice (at their own cost) if the issue is significant or otherwise is not progressing towards independent resolution.

All users agree to refrain from initiating formal legal proceedings until any issue that cannot be resolved day to day has been discussed at mediation and the parties have made a genuine effort at resolving the issue in good faith.

17. Liability And Indemnity Of Circhoolar

To the maximum extent permitted by law, under no circumstances will Circhoolar be liable to you for any incidental, special or consequential loss or damages, or damages for loss of data, damage to reputation, business or business opportunity, goodwill, anticipated savings, profits or revenue arising under or in connection with the Platform, this Agreement or any listings, exchange, Goods or Services or incidental activities (except to the extent this liability cannot be excluded under the Competition and Consumer Act 2010 (Cth)).

If Circhoolar is liable to you (whether in contract, indemnity, tort, statute or equity), you acknowledge and agree that Circhoolar’s liability in aggregate for all claims by you or third parties who encounter related activities or goods through you, for loss or damage of any kind arising from or relating in any way to this Agreement, the Platform or any Listing, Exchange, Goods or Services, to:

if the liability relates to an Exchange - the amount paid for the relevant Goods or Services that are the subject of the Exchange giving rise to the liability – where such amount will only be paid to the party found to have suffered the loss through the dispute procedures in clause 16, be it the Consumer or Provider (but not both); or
if the liability relates to the Platform - the amount paid to Circhoolar by you for use of the Platform in the 12 months preceding the event giving rise to the liability, and if that amount is less than $100, then $100.

You indemnify Circhoolar in respect of all liability for any claim(s) by any User or person (including any third party who encounters the Listing, Services, Goods or Job through you or the initial User) arising from your or your representatives’:

breach of any third party property rights or intellectual property rights;
breach of any term of this Agreement;
breach of any applicable law (including the Consumer Laws and Privacy Laws) or the Posting Policies;
inquiry, issue or dispute with any other user;
personal injury or death arising from any Goods
use of the Platform; or
negligent, wilful, fraudulent or criminal act or omission, except to the extent Circhoolar caused or contributed to any such claims through its own wilfully reckless or negligent act or omission and Circhoolar ought reasonably to be liable for a portion of the claim (in which case Circhoolar’s liability is capped in accordance with clause 17). The parties agree that Circhoolar provides the Platform (as is, and as adjusted from time to time) based on the relationship structure, and Circhoolar providing the Platform (as is, and as adjusted from time to time) will not be considered a cause or contribution of Circhoolar to any claim.

18. Reporting Misused And Our Right To Revoke Your Account

If you have any reason to suspect any other user is using the Platform in breach of any part of this Agreement, we ask that you notify Circhoolar at the relevant link below as soon as you become aware of the breach or misuse, and provide us with as much information as possible.

If Circhoolar knows or reasonably suspects that you are or may be in breach of any clause of this Agreement – including any part of the Posting Policies - Circhoolar may, in its absolute discretion and without explanation, right of appeal or liability to you, do any or all of the following:

immediately terminate your Account;
prohibit you from further use of the Platform for any period deemed appropriate in Circhoolar’s absolute discretion including forever; or
report the breach (along with applicable evidence) to any relevant law enforcement authority, if applicable to the nature of the breach.

You acknowledge Circhoolar may, if required or otherwise in its discretion, cooperate in any proceedings relating to your misuse of the Platform or breach of this Agreement, including where Users are in dispute in accordance with clause 16. Circhoolar may decline to provide any information or data in accordance with its Privacy Policy.

19. Miscellaneous Interpretation Provisions

This Agreement is to be interpreted in accordance with the laws of victoria and the parties submit to the exclusive jurisdiction of victoria. The parties submit to the exclusive jurisdiction of the courts of Victoria and competent courts of appeal from them.

If any clause of this agreement is unenforceable at law, that clause is to be severed to the narrowest extent possible to overcome the enforceability issue, and the other terms of this agreement will continue to apply with full force and effect.

Any failure of a party to enforce a right under this agreement will not constitute a waiver of that party’s right to exercise that right in future.

This Agreement is entered into on the day and at the time you agree to it in accordance with clause 3, and will continue to apply whenever you access the Platform unless and until these terms are updated by us.

We may update this Agreement from time to time by written notice to you.