JADESTART®

Terms and Conditions

Updated 26 June 2026

Welcome to www.jadestart.com

Operator: JadeStart Pty Ltd ABN 13 605 681 838 trading as JadeStart (“JadeStart”, “we”, “us”, “our”).

We provide business coaching and consulting services to our members, together with marketing services and HR and workplace services, and we offer programs, coaching, courses, information, the ability to sign up to our products and services, access to Digital Products, the ability to join our mailing list, and the ability to purchase our products and services (collectively the “JadeStart Services”). Please take the time to read the terms of use that apply to your use and enjoyment of this Site, our JadeStart Services and the free content made available to you via this Site and our social media channels (“Terms”). These Terms, together with our Privacy Policy, apply to all Site visitors, subscribers, customers and all other users of the Site (“user”, “you” and “your”).

These Terms govern your use of jadestart.com and our programs, courses, coaching, digital products and services (together, the JadeStart Services). By using the Site or purchasing JadeStart Services you agree to these Terms and our Privacy Policy.

1. Eligibility and Consent

You warrant that you are 18 years or older and have the capacity to contract.

We reserve the right to change or modify these Terms at any time consistent with applicable laws and principles, without notice to you. These changes will be effective as of the date we post the revised version on this Site. It is your responsibility to review these Terms prior to use and periodically throughout your use of our Site and the JadeStart Services. If at any time you choose not to accept these Terms, you should not use this Site.

By remaining on this Site, your continued use of this Site is deemed acceptance of any modification or amendment of these Terms. You may also accept these Terms where you click “Agree”, “Accept” or “Buy” where such an option is made available to you during your use of the Site. If you are uncertain about the Terms or anything else on our Site, please do not hesitate to contact us before completing any purchase.

2. Accounts

To place orders and access some features of the Site, including the JadeStart Services, you may have to register an account. This means you will have to give us accurate information, including your name, your business name, address, a valid email address and telephone number, and you must be at least 18 years old.

You warrant that any information you provide during the account set up process is accurate and correct at the time you provide it, and that you will update the information should there be any changes. You are solely responsible for the activity that occurs on your account, including orders placed on your account, so please keep your account password secure.

We reserve the right to suspend or cancel your account at any time, at our sole discretion, including if you breach any provision of these Terms or applicable law, or where your conduct impacts our reputation.

3. Intellectual Property

Ownership of Intellectual Property

The Site and JadeStart Services contain intellectual property owned by us and by third parties that license the content to us (“Third-Party Licensed Intellectual Property”), including without limitation trademarks, copyrights, proprietary information, designs, patents and other intellectual property rights, as well as the business name, logo, all designs, text, videos, audio files, graphics, other files and software (“Content”). Your use of the Site, the JadeStart Services and access to any Content does not grant or transfer any rights, title or interest to you in relation to this Site, the products or services, or the Content.

All Content, such as text, data, graphics files, videos, sound files and other materials contained in the Site or the JadeStart Services, is copyrighted unless otherwise noted and is the property of JadeStart or a supplier to JadeStart. No such materials may be used except as provided in these Terms. All information delivered and obtained through coaching, replays, message chat groups, email and voicemail is owned by JadeStart and is not permitted to be shared without prior written approval from JadeStart.

No Commercial Use

You may not modify, publish, transmit, participate in the transfer or sale of, create derivative works from, distribute, display, reproduce, perform, or in any way exploit in any format whatsoever the Site, our JadeStart Services, the Content, our intellectual property or Third-Party Licensed Intellectual Property, in whole or in part, without our prior written consent. We reserve the right to immediately remove your access to our Site, JadeStart Services and the Content, without refund, if you are found to be violating these Terms.

Free or paid content

Where you download or purchase our digital products (including checklists, guides, ebooks, workbooks, video or audio content) (“Digital Products”), whether directly or via our JadeStart Services, you are granted a non-exclusive, non-transferable, limited licence to access and use the Digital Products for your own personal use. You may not assign or transfer the Digital Products or your membership of any JadeStart Services to any other person without our express written consent. We reserve the right, in our sole discretion, to accept or refuse to provide the products or services to you at any time for any reason.

Except as otherwise provided, you acknowledge and agree that you have no right to modify, edit, copy, reproduce, create derivative works of, reverse engineer, alter, sell, enhance or in any way exploit any of the Digital Products in any manner whatsoever except as authorised by us.

4. Access to Courses and Coaching

You agree to provide accurate, current and complete information about yourself as requested or directed on the Site, and to promptly update this information to maintain its accuracy. We have the right to suspend or terminate your access if we suspect that such information is inaccurate or incomplete.

Your selected JadeStart Service commences when your application has been accepted by us and you pay the price as displayed on our Site and in accordance with these Terms. We may review and approve or deny your application at our sole discretion. Your selected JadeStart Service continues until terminated in accordance with these Terms.

You may sign up for the applicable JadeStart Service using the online application form located on our Site. You will need to make an account in order to access the selected JadeStart Service. You are solely responsible for maintaining the security of this account by protecting your password and account information and maintaining the accuracy of the information provided in this account.

You will pay us the fees in full upfront or by instalment payments (if applicable) over the term of the JadeStart Service selected:

a.by electronic funds to an account nominated by us or by any other method nominated by us; and

b.on the date that the fees become due.

The fees are non-refundable except as required by law or at our sole discretion. We do not provide refunds simply because your situation has changed or you have changed your mind, except as set out under the Money-Back Guarantee clause below.

5. Conflict of Interest

If you are establishing or operating a business which either is in direct competition with JadeStart, or is perceived to be in direct competition with JadeStart, this fact must be disclosed to JadeStart prior to the purchase of any courses, programs or coaching. We reserve the right at any stage to revoke access to memberships, private groups and any other content that is accessible via purchase, if we deem there to be a conflict of interest between JadeStart and any individual participating in program material, or a person within close proximity of that individual.

If the conflict of interest is not disclosed prior to engaging JadeStart’s services or purchasing any of JadeStart’s courses or programs, no refund will be provided. A refund in full will only be issued for any or all programs currently in progress if the fact was disclosed upon sign up and JadeStart exercises its rights in relation to this clause.

6. Entitlements, Benefits and Complaints Procedure

During your selected JadeStart Service, we will provide you with certain entitlements, in our sole discretion, that may include but are not limited to video, audio, workbooks, ebooks and lessons.

You consent to receive electronic communication, including by email, SMS or announcement, including but not limited to communications for the JadeStart Services or for marketing purposes.

You are granted access to the selected JadeStart Services until such time as these Terms are terminated or the selected JadeStart Service is taken down. If the selected JadeStart Service is taken down, we will provide you with 30 days’ notice.

From time to time we may also provide you with certain benefits that may include products, classes, workshops, gift packs or other courses, in our sole discretion. We cannot guarantee the duration for which these benefits will be available. Where we provide you with gift packs, the content of each gift pack may vary. These gift packs cannot be exchanged for credit against any of the JadeStart Services. Where clothing is provided as part of a gift pack, please contact us at jade@jadestart.com should the size be incorrect and we will exchange it for the correct size, provided the item has not been worn and is in its original condition.

During your selected JadeStart Service, you may also be invited to participate in our online group. In order to be admitted and retain access to the online group, you will be required to comply with the online group rules, including the rules provided by the platform which hosts the group. Where you breach the online group rules, your access will be removed and, depending on the severity of your breach, your JadeStart Service may also be cancelled. We reserve the right to cease this group with 7 days’ notice.

We are committed to providing a high standard of service. If you have any concerns or are dissatisfied with the service you have received and wish to raise a complaint, please submit your complaint through our Contact Us form. Any complaint must include the following information at a minimum:

a.your name;

b.the email address you used to apply for the JadeStart Service;

c.details of your concern or complaint;

d.details of what you would like us to do to resolve the matter; and

e.copies of any relevant correspondence.

We will provide you with an acknowledgement of your complaint within 3 business days of receipt. We will aim to resolve your complaint within 14 business days of receipt. If we are unable to address the complaint within 14 business days, we will write to you to explain what is happening with your complaint.

7. Pricing and Discounts

All prices are in Australian Dollars (AUD) and are inclusive of any Australian Goods and Services Tax (GST), as applicable. The prices indicated on the Site may change at any time without advance notice to you. If you have purchased one of our JadeStart Services, it will be charged at the price in force at the time your order is validated.

We reserve the right at any time to modify or discontinue any or all of the JadeStart Services without notice. We will not be liable to you or to any third party for any modification, price change, suspension or discontinuance of any program, course, product or service that forms part of the JadeStart Services.

We may from time to time provide discounted products or services. You may only use one discount code with each purchase. We reserve the right to reject or cancel any order where you add more than one discount code. Discount codes and vouchers are subject to the terms on which they were issued, may be subject to eligibility and maximum order value conditions, and cannot be used in conjunction with any other offer or promotion.

8. Club 88 Consulting Membership

A contract will be sent to you upon joining our Club 88 Consulting Membership. These Terms are to be read together with any terms and conditions outlined in that contract. For the Club 88 Consulting Membership specifically, the following terms apply:

•  Deposit: one month’s payment to join the waitlist and to secure your start date.

•  Payments: weekly, to remain 30 days in advance at all times.

•  Cancellation: permitted in the first 3 months with 30 days’ email notice; after Month 3 you are committed for the remaining 9 months.

•  After Month 12: continues month to month, with weekly payments continuing. Cancellation requires 30 days’ notice.

•  Price changes after the initial term will be provided with 30 days’ written notice.

•  No refunds at any stage for the Club 88 Consulting program, subject to the Australian Consumer Law.

9. Marketing Services (Social, Email, Website, Google and Meta)

9.1  Scope

We may provide one or more of the following (“Marketing Services”):

•  Organic social media: content planning, creation, captions, scheduling, community prompts and basic engagement guidance across supported platforms.

•  Email marketing (EDM): strategy, list segmentation guidance, copy, design, automations and flows, and broadcast campaigns.

•  Google Business Profile: listing setup and optimisation, posting, review response templates and profile maintenance.

•  Google Ads: account setup, conversion tracking implementation, campaign build, optimisation and reporting.

•  Meta Ads (Facebook and Instagram): account and Business Manager setup, pixel and conversion tracking implementation, audience and campaign build, creative, optimisation and reporting.

•  Website design and build: planning, design, copy, build, and the configuration of pages, forms and tracking on your chosen website platform, together with any maintenance or updates agreed in the Marketing Scope.

A detailed scope (channels, volumes, posting frequency, campaigns and any website build deliverables and milestones) will be set out in your service proposal, onboarding form or welcome email (“Marketing Scope”). If not stated, our standard package for your tier applies.

9.2  Term, Commitment and Termination

•  Initial Term: minimum 3 months from service start.

•  Thereafter: rolls month to month.

•  Termination: either party may terminate with 30 days’ written notice (email is sufficient).

•  Pauses: pausing campaigns does not pause management fees during the notice period.

•  We may suspend or terminate immediately for non-payment, unlawful or non-compliant content requests, or reputational risk.

9.3  Fees, Invoicing and Prepayment

•  Management fees are invoiced weekly or monthly (as specified in the Marketing Scope) and must be maintained 30 days in advance at all times.

•  No refunds on Marketing Services fees once paid, subject to Non-Excludable Conditions under the Australian Consumer Law.

•  Media and ad spend on Google, Meta and other platforms is paid directly by you to the platforms or, if routed through us by agreement, we may require a float or top-ups. Media spend is separate from our fees.

•  Website builds may be quoted as a separate project fee, payable by the milestones or deposit and balance stages set out in the Marketing Scope, and are separate from any ongoing management fee. Website project fees are non-refundable once the relevant stage of work has commenced, subject to Non-Excludable Conditions under the Australian Consumer Law.

•  Third-party costs (stock, apps, scheduling tools, email platforms, website platform and hosting, themes and plugins, domain and DNS, and landing page software and similar) are your responsibility.

9.4  Client Responsibilities

You must, at your cost:

•  Provide timely access to platforms (Google Ads, Meta and Facebook Business Manager, Google Tag Manager, GA4, Google Business Profile, email and SMS platforms, your website platform or CMS, website hosting and your domain registrar and DNS), brand guidelines, logos, images, offers, pricing, disclaimers and required legal notices.

•  Ensure all claims, promotions and pricing are accurate, current and lawful, and obtain any required approvals or consents (including AHPRA and TGA compliant wording for regulated health services, Privacy Act compliance, and Spam Act consent and unsubscribe).

•  Review and approve content promptly. Your approval, whether explicit or deemed after the approval window stated in the Marketing Scope, authorises us to publish.

•  Maintain working websites and landing pages, and analytics, tracking and conversion access.

•  Hold and maintain your own ad accounts and data assets. We recommend that accounts remain in your legal ownership.

9.5  Compliance (Health, Privacy and Spam)

•  For aesthetic and health clients, you acknowledge responsibility for AHPRA and TGA compliance, including prohibitions on therapeutic claims, before and after comparisons, inducements, and prescription S4 advertising. We may refuse or amend non-compliant requests.

•  You warrant that your email and SMS marketing is compliant with the Spam Act 2003 (Cth) (consent, sender identification and functional unsubscribe) and the Privacy Act 1988 (Cth) (collection notices, use and disclosure, security and any required consents).

•  You indemnify us for losses arising from your non-compliance, as set out in the Indemnity clause.

9.6  Performance, Platforms and Tracking

•  We do not guarantee specific results (such as ROAS, CPA, rankings, impressions, engagement or revenue). Results depend on many factors outside our control, including offers, pricing, competition, seasonality, platform algorithms and ad approvals.

•  Platforms (such as Meta, Google, TikTok and email providers) may change features or policies, or suspend or restrict accounts. You acknowledge these risks and that we are not liable for platform actions, outages or policy changes.

•  We will use reasonable efforts to implement and guide conversion tracking, but tracking accuracy depends on your site, your consent tools and third-party systems.

•  For website builds, once a site is delivered and handed over, you are responsible for its hosting, security, updates, backups and ongoing maintenance unless we have agreed otherwise in writing. We do not warrant that a website will be uninterrupted or error free, or that it will be compatible with every browser, device or future third-party update.

9.7  Content, Approvals and Usage

•  Unless otherwise agreed, we create content using assets you supply or stock assets we license for your campaigns. Stock licences remain subject to the stock provider’s terms.

•  You are responsible for obtaining any required consents (such as talent releases) and for ensuring materials do not infringe intellectual property or privacy rights.

•  Upon full payment of fees, you receive a non-exclusive licence to use deliverables created specifically for you, including website builds, advertising creative and campaign assets, for the intended channels during and after the engagement. Our underlying methodologies, templates, code frameworks, know how and tools remain ours, as do any third-party themes, plugins or stock assets which remain subject to their providers’ licences.

9.8  Changes to Scope

Out-of-scope work (such as extra posts, designs, copy, landing pages, additional platforms or urgent turnarounds) may be quoted separately or billed at our then-current rates with your approval.

10. HR and Workplace Services

Where we provide HR or workplace-related services, we provide guidance, templates, processes and support to assist you. We are not a law firm, and we do not provide legal advice or representation in relation to employment, industrial or workplace matters.

You remain the employer and the decision-maker. You are responsible for ensuring that your employment practices comply with the Fair Work Act 2009 (Cth), applicable modern awards, work health and safety laws, anti-discrimination laws and all other applicable laws. You are responsible for all decisions relating to recruitment, performance management, discipline, termination and remuneration, and for obtaining your own legal advice before taking any action that carries legal risk, including any dismissal or disciplinary action.

To the fullest extent permitted by law and subject to any Non-Excludable Conditions, we are not liable for any claim, penalty, loss or liability arising from your employment decisions or from your non-compliance with workplace laws, and you indemnify us against any such claim brought by an employee, contractor or other third party.

11. Professional Advice and No Reliance

The JadeStart Services, including all consulting, coaching, marketing and HR guidance, are provided for general business purposes only. They are based on the information you give us and on our professional experience. They are not legal, financial, accounting, taxation or employment-law advice.

You acknowledge that you are responsible for your own business decisions. Before acting on any recommendation, you should consider your own circumstances and, where the matter is significant or regulated, obtain advice from a qualified professional such as a solicitor, accountant or registered HR or workplace-relations adviser. To the fullest extent permitted by law and subject to any Non-Excludable Conditions, we are not liable for any decision you make, or action you take or do not take, in reliance on the JadeStart Services.

12. Money-Back Guarantee (selected programs only)

We want you to be happy with your purchase, and consequently we do provide a money back guarantee on some of our JadeStart Services in accordance with the time frames and conditions set out below. To request a refund, you must email us at jade@jadestart.com and:

a. provide a valid reason for your request to cancel; and

b. provide any evidence to support the request.

We will not refund where you have:

a. failed to submit your request within the applicable timeframe noted below;

b. requested a refund for a service that is not eligible for a refund (such as the Club 88 Membership or our Marketing Services);

c. submitted the request after the timeframe noted below, in which case you remain responsible for payment of all fees due, irrespective of whether you choose to complete the applicable JadeStart Services; or

d. consumed more than 10% of the entire members area for any of our programs since being granted access.

We will inform you within 14 days of receipt of your request whether a refund is applicable, and where we have determined that a refund is due, we will organise prompt payment via our payment provider. Where a refund has been agreed, all access to the program or course will cease, and you must immediately cease using any material provided to you and destroy any copies of that material. Any costs incurred by third-party providers (where agreed in writing prior to the fees being incurred) must be paid to JadeStart prior to any refund request being considered. JadeStart reserves the right to deduct any amounts outstanding from the card details provided.

Timeframes for requesting a refund

•  Aesthetics and Beauty GrowthPad: within 14 days from when access is granted to the program. To qualify, there is an expectation that you will have used your best efforts to actively participate and incorporate the strategies, and you must not have consumed more than 10% of the course materials or contents inside the members area.

•  Club 88 Consulting Membership: no refunds at any stage, subject to the Australian Consumer Law.

•  Marketing Services: no refunds at any stage, subject to the Australian Consumer Law.

13. Electronic Communications and Electronic Signatures

You acknowledge and agree that you will be bound by any affirmation, acceptance or agreement that is transmitted through this Site, including any consent you provide to receive communications from us by means of electronic transmission. You further acknowledge and agree that when you click or tick “I agree”, “I consent”, or other similarly worded options by electronic means, using a device such as a mobile phone, tablet, desktop, laptop or any other computer device, your agreement or consent will be legally binding and enforceable and will be deemed to be as effective as if you had written your signature by hand.

14. Testimonials and Recording

On our Site we present real life examples and insights of other people’s experiences for illustration purposes only, and any results personally achieved are due to the individuals themselves. These testimonials show users what can be possible but are not intended to represent or guarantee that any current or future user of our JadeStart Services will achieve the same or similar results.

As part of the JadeStart Services, all coaching services are recorded, and we reserve the right to use these recordings for our business purposes, including for staff training and marketing purposes. Our use of the recordings will be in accordance with our Privacy Policy and will not incorporate any sensitive information.

15. No Guarantees

Our role is to support and assist you in reaching your goals. We cannot guarantee that undertaking any coaching or participating in any of the JadeStart Services will ensure success. Any success you gain will depend on your own efforts, commitment, motivation and intent to follow through. Under no circumstances can we guarantee a particular result, whether financial or otherwise. You acknowledge and agree that results may differ from person to person, and that each person’s success is dependent on their background, dedication, drive and motivation, as well as many other factors. Any client reviews, statements or examples advertised or available on our Site or communicated to you (including any newsletter, social media or other advertising) are merely examples of what can be possible.

16. Personal Responsibility

By participating in any JadeStart Services or otherwise using our Site, you acknowledge that you are solely and personally responsible for any results you achieve. You further acknowledge and agree that you will undertake your own due diligence and judgement before applying anything you have gained or learned from your use of this Site, your purchase of any JadeStart Services, or your participation in any JadeStart Services, taking into account your own personal circumstances.

17. Prohibited Use

In addition to any other prohibitions, you must not, under any circumstances, use the Site or its content:

a. for any unlawful purpose;

b. to solicit others to perform or participate in any unlawful acts;

c. to violate any international, federal, state or local regulations, rules, laws or ordinances;

d. to change, remove, deface, hack or otherwise interfere with this Site or any material or content displayed on the Site;

e. to hack into any aspect of the service, corrupt data, or cause annoyance to other users;

f. to infringe upon the proprietary rights of any other person;

g. to send any unsolicited advertising or promotional material, commonly referred to as spam; or

h. to affect the performance or functionality of any computer facilities of, or accessed through, this Site.

18. Use of Artificial Intelligence and Client Data

18.1  Our use of AI

We use artificial intelligence tools (“AI Tools”) to support the delivery of the JadeStart Services, including drafting, research, analysis and reporting, website design and build, the setup and management of advertising across Google and Meta, social media and email content, and administrative tasks. All AI-assisted work is reviewed, edited and approved by a member of our team before it is provided to you. AI Tools support our work and do not replace our professional judgement.

We take the security of your information seriously. We will not input personal information that identifies you or any individual, including full names, contact details, financial details or account access information, into any AI Tool unless that tool operates under a confirmed zero data-retention policy or an equivalent contractual data-protection standard. AI Tools are operated by third parties under their own terms, and AI-generated output can contain errors, which is why we apply the human oversight described above.

18.2  Your obligations regarding AI Tools

All deliverables we produce for you, including but not limited to strategies, plans, reports, templates, written materials, designs, campaign assets and other Content, remain our intellectual property until full payment is received, and remain subject to copyright protection after payment in accordance with these Terms.

You must not input any JadeStart deliverable or Content, in whole or in part, into any AI Tool, platform or model, including AI image generators, language-model tools, and design or productivity platforms with AI features, or any tool whose terms permit submitted content to be used to train or improve a model, unless we have agreed otherwise in writing. This restriction exists because many AI platforms retain the right to use submitted content to train their models even when a private setting is selected, because submitting our deliverables may constitute unauthorised reproduction of copyrighted material, and because we cannot be responsible for the accuracy or legal standing of any AI output derived from our work. If you are unsure whether a particular tool complies with this clause, please contact us before using it.

18.3  Breach

Breach of clause 18.2 may constitute copyright infringement and will be treated as a material breach of these Terms. The indemnity in these Terms applies to any loss, claim or liability arising from your breach of this clause.

19. Warranties, Disclaimers and No Guarantees

This Site, the Digital Products and the JadeStart Services are provided on an “as is” and “as available” basis, and to the fullest extent permitted by law we make no representations or warranties about our Site, the Digital Products or the JadeStart Services, including that:

a. they are suitable, reliable, complete, secure, accurate or fit for any particular purpose;

b. access will be free of any harmful components (including viruses) or other harmful code; or

c. there is no possibility of failure to store communications or other data.

The use of any JadeStart Services requires personal choices and actions that are unique to the individual. You should not rely on the Content made available on our Site, through our JadeStart Services or our Digital Products, unless you are satisfied that it is appropriate in your individual circumstances.

20. Data Protection and Privacy

Each party will comply with the Privacy Act 1988 (Cth) and the Australian Privacy Principles in connection with any personal information handled under these Terms. We will handle personal information in accordance with our Privacy Policy.

Where you provide us with personal information about any person, including your staff, contractors or customers, you warrant that you have collected it lawfully and that you are entitled to disclose it to us and to authorise us to use it to provide the JadeStart Services. You are responsible for issuing any collection notices and obtaining any consents required for that information to be used by us and by the third-party tools and platforms used to deliver the JadeStart Services.

You will not provide us with sensitive information (as defined in the Privacy Act 1988 (Cth)) unless it is necessary for the JadeStart Services and any required consents are in place. To the fullest extent permitted by law, you indemnify us against any loss, claim or penalty arising from your breach of this clause or from the unlawful collection, use or disclosure of personal information by you.

21. Security, System Access and Cyber Risk

Where you give us access to your systems, accounts or platforms (including advertising accounts, Google Business Profile, email or SMS platforms, websites, content management systems and domain or DNS settings), you remain the owner of, and responsible for, those systems and accounts. You are responsible for maintaining your own security, including strong and unique credentials, multi-factor authentication, current software and your own data backups.

We will take reasonable steps to keep secure any credentials or access you provide, and to use reputable third-party tools and platforms. You acknowledge, however, that no system is completely secure, and that the platforms and tools used to deliver the JadeStart Services are operated by third parties. To the fullest extent permitted by law and subject to any Non-Excludable Conditions, we are not liable for any loss arising from a security incident, data breach, outage, suspension or unauthorised access affecting a third-party platform or tool, or arising from your own systems, accounts or credentials.

If either party becomes aware of an actual or suspected data breach affecting information handled under these Terms, it will notify the other party as soon as reasonably practicable and cooperate in good faith to respond, including in meeting any obligation under the Notifiable Data Breaches scheme. This clause survives termination.

22. Australian Consumer Law and Liability

If you are a consumer within the meaning of the Australian Consumer Law (Schedule 2 of the Competition and Consumer Act 2010 (Cth)), you have certain rights, including the consumer guarantees under the Australian Consumer Law, which cannot by law be excluded (“Non-Excludable Conditions”).

Subject to the application of any applicable Non-Excludable Conditions and to the fullest extent permitted by law, in no event are we, any of our subsidiaries, or any of their shareholders, directors, officers, employees or licensors responsible for any losses and expenses however arising, including without limitation any direct or indirect, present, unascertained, future or contingent loss, loss of use, loss of data, loss caused by a virus, loss of income or profit or projected profit, loss or damage to property, claims of third parties, or other losses of any kind arising from or in connection with your use of our Site, our Digital Products or our JadeStart Services, your inability to access our Site, any interruption or outage of our Site, or the fact that content on our Site or in our services is inaccurate, incomplete or out of date.

If our liability under these Terms cannot be lawfully excluded, then to the maximum extent permitted by law our liability for breach of any Non-Excludable Condition is limited, at our option, to supplying the Digital Products or JadeStart Services again, or paying the cost of having them supplied again.

Subject to any Non-Excludable Conditions and to the fullest extent permitted by law, our total aggregate liability to you for all claims arising out of or in connection with these Terms and the JadeStart Services, whether in contract, tort (including negligence), under statute or otherwise, is limited to the total fees paid by you to us for the relevant JadeStart Service in the twelve (12) months immediately before the event giving rise to the liability. This cap is in addition to, and does not limit, the exclusions of liability and the re-supply limitation set out above, and it does not apply to the extent a liability cannot be limited by law.

23. Indemnity

To the fullest extent permitted by applicable law, you agree to indemnify, release and hold us and our related entities and affiliates, and our and their respective officers, agents and employees, harmless from any loss, liability, claim or demand (including reasonable legal fees on a full indemnity basis):

a. made by any third party due to or arising out of your use of this Site, our Digital Products or our JadeStart Services in violation of these Terms;

b. arising from a breach of these Terms;

c. arising from your unlawful or non-compliant content or marketing (including AHPRA, TGA, Privacy Act and Spam Act breaches);

d. arising from your employment decisions or your non-compliance with workplace laws;

e. arising from your breach of the Data Protection and Privacy clause or the Use of Artificial Intelligence and Client Data clause;

f. arising from any breach of your representations and warranties set out in these Terms, or your breach of any law or the rights of a third party; and

g. arising in connection with any JadeStart Services, or parts of them, which are delivered to you by a Consultant,

except to the extent that the loss, liability, claim or demand was caused by our negligence or intentionally wrongful act.

24. Insurance

We maintain insurance appropriate to the JadeStart Services, including cyber liability cover. Nothing in these Terms requires us to make a claim on, or limits our rights under, any policy of insurance. Where the JadeStart Services involve your advertising, marketing or employment activities, we recommend that you maintain your own appropriate insurance, and you are responsible for doing so.

25. Third-Party Consultants

You acknowledge and agree that we may engage third-party consultants or subcontractors (“Consultants”) to deliver the JadeStart Services in whole or in part.

26. Confidentiality

Each party must keep the other party’s non-public information confidential and use it only for the purpose of performing or receiving the JadeStart Services, except where disclosure is required by law. Each party will take reasonable steps to protect the other party’s confidential information from unauthorised access, use or disclosure, using a standard of care no less than it applies to its own confidential information of a similar kind. This clause survives termination of these Terms.

27. Force Majeure

Neither party is liable for any delay or failure to perform its obligations (other than an obligation to pay money) caused by events beyond its reasonable control, including platform outages, government action, network or telecommunications failures, pandemics, natural disasters and acts of God, and including cyber attacks, ransomware, malicious code and data or security incidents affecting either party or a third-party platform. The affected party will notify the other party as soon as reasonably practicable and use reasonable efforts to mitigate the effect of the event.

28. Termination of JadeStart Services

We may terminate the applicable JadeStart Service with immediate effect, by giving you written notice, if:

a. you do not pay the JadeStart Service fees when due;

b. you fail to comply with any of the provisions of these Terms or otherwise breach any undertaking, warranty or obligation under these Terms;

c. you engage in conduct injurious or potentially harmful to our reputation;

d. you disclose confidential information without consent;

e. you fail to conform to or abide by our applicable rules, policies or procedures;

f. your actions are contrary to our interests; or

g. we consider that mutual trust or confidence no longer exists.

If we terminate your JadeStart Service, we may, but are not obliged to, refund any prorated balance of the applicable JadeStart Service fee already paid by you.

29. Breach and Termination

The agreement constituted between us by your use of the Site may be terminated:

a. where you breach any provision of these Terms; or

b. at any time by us without notice, in which case all disclaimers and limitations of liability will survive termination, and you will no longer be authorised to access the Site.

30. Severability, Assignment and Entire Agreement

If any term or provision of these Terms is held by a court of competent jurisdiction to be contrary to law, that provision will be changed and interpreted so as to best accomplish the objectives of the original provision to the fullest extent allowed by law, and the remaining provisions of these Terms will remain in full force and effect.

We are permitted to assign, transfer and subcontract, in whole or in part, our rights and obligations under these Terms without any notification or consent required. However, you are not permitted to assign, transfer or subcontract your rights or obligations under these Terms.

These Terms, together with our Privacy Policy, our Coaching Terms and Conditions, our disclaimers, any accepted proposal or statement of work, and any service-specific terms such as the Marketing Scope or the Club 88 Consulting Program terms, constitute the entire understanding and agreement between us and you in relation to your use of this Site, our Digital Products and the JadeStart Services, and supersede all previous communications, negotiations and agreements, whether oral, written or electronic, in respect of your use of this Site, our Digital Products and the JadeStart Services.

31. Governing Law and Disputes

These Terms are construed in accordance with, and governed in all respects by, the laws of the State of Queensland, Australia. In relation to any dispute, we ask that you contact us in the first instance so that both parties can, acting in good faith, resolve the dispute to our mutual satisfaction as quickly, cost-effectively and efficiently as possible. Where a dispute cannot be resolved, you agree to submit to the non-exclusive jurisdiction of the courts of the State of Queensland, Australia.

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