Business Terms

These terms and conditions (Terms) govern your use of the website located at masterpainters.com.au and related sites, pages and portals we operate (Website), and your membership of Master Painters Australia NSW Association Inc ABN 18 931 692 913 (Master Painters Australia, we, us, our).

By accessing or using the Website, applying for or holding membership, purchasing tickets to our events, using the “Find a Painter or Consultant” directory, or using our job referrals / job board services or any other services hosted on our website (together, the Services), you agree to be bound by these Terms. If you do not agree to these Terms, you must not use the Website or the Services.

1. These Terms apply to:
   1. your use of the Website;
   2. your membership of Master Painters Australia in New South Wales and the Australian Capital Territory;
   3. your use of our “Find a Painter or Consultant” directory and any location-based tools we make available (Directory);
   4. our job referrals and job board services (Job Services); and
   5. your purchase of tickets to events, seminars, galas and similar activities we organise (Events).
2. Additional terms may apply to specific Services (for example, event-specific terms on an event registration page). If there is any inconsistency between these Terms and any additional terms, the additional terms prevail to the extent of the inconsistency for that Service.
3. By using the Website or any of the Services, you warrant that:
   1. you are at least 18 years old; and
   2. where you apply for membership or register on behalf of a business, you are authorised to bind that business to these Terms.

1. You may apply for membership by completing our online or paper application form and providing all information we reasonably request, including your ABN and relevant licence details.
2. Membership is subject to our acceptance. We may accept or reject an application at our discretion.
3. You must:
   1. hold and maintain any licence required to lawfully operate your painting and decorating business in the jurisdiction in which you carry on business. In New South Wales, this includes any painter’s licence required under applicable home building or similar legislation;
   2. hold and maintain a current certificate of currency for public liability insurance and any other insurance reasonably required under our Code of Ethics or applicable law;
   3. provide true, accurate and complete information in your membership application and when requested by us (including information about your business size, contact details and insurance); and
   4. promptly update your details in your online profile or notify us if any information you have provided becomes inaccurate or incomplete.
4. We may make different classes or categories of membership available from time to time (for example, based on business size, location or other eligibility criteria). The benefits and fees applicable to each category will be described on the Website or in the membership application form.
5. Membership runs for an annual membership term (Membership Term), commencing on the date we notify you that your application has been accepted, and will automatically renew for further annual Membership Terms unless cancelled in accordance with these Terms.
6. Certain Services (including access to the Directory, Job Services and member pricing for Events) may only be available while your membership is current, as described on the Website.

1. You must pay the annual membership fee applicable to your membership category (Membership Fee), as set out on the Website or otherwise notified to you in writing.
2. Membership Fees are payable in advance for each Membership Term and are non-refundable, except as required by law or expressly stated otherwise in these Terms or any membership promotion.
3. We may change Membership Fees for future Membership Terms by giving you at least 30 days’ prior notice (for example, by email or by notice on the Website). If you do not agree to the new fees, you may cancel your membership before the start of the next Membership Term.
4. If you have authorised us to take payment by direct debit or stored card, you authorise us to charge your nominated payment method for Membership Fees and any other amounts payable under these Terms.
5. If you do not pay a Membership Fee on time, we may, without limiting our other rights:
   1. suspend or restrict your membership benefits (including access to the Directory, Job Services and member pricing for Events); and/or
   2. if payment remains outstanding after reasonable reminders, cancel your membership.

1. You must use the Website and Services for lawful purposes and in accordance with these Terms.
2. Where you create an online account, you are responsible for:
   1. keeping your username and password secure; and
   2. all activity that occurs under your account.
3. You must not:
   1. misuse the Website by introducing viruses, trojans or other malicious material, or attempt to gain unauthorised access to the Website or any related systems;
   2. use the Website to upload or transmit any content that is unlawful, misleading, defamatory, obscene or infringes any third party rights; or
   3. interfere with or disrupt the Website or any servers or networks connected to the Website.

1. The Directory is an informational tool only. It allows consumers to search for member businesses based on criteria such as services offered and location, including using map and geolocation features.
2. We do not:
   1. endorse, recommend or guarantee any member, business, service or work listed in the Directory;
   2. make any representation about a member’s qualifications, licensing, insurance or experience beyond the information the member has provided to us; or
   3. participate in or become a party to any contract or arrangement between you and any consumer or other third party.
3. Consumers must make their own independent enquiries and assessments before engaging any member listed in the Directory, including verifying licences, qualifications and insurance.
4. To the maximum extent permitted by law, we are not liable for any loss, damage, cost or expense you or any other person suffers arising out of or in connection with:
   1. any listing or omission in the Directory;
   2. any act or omission of a member or consumer; or
   3. any work, goods or services provided (or not provided) by a member to a consumer.

1. We may operate a job referrals service and/or a job board where jobs are advertised by third parties, including consumers, employers and industry participants (Job Posters).
2. The Job Services are facilitative only. We do not:
   1. employ you or any Job Poster;
   2. vet or guarantee Job Posters, job descriptions, remuneration, or the suitability, legality or safety of any job; or
   3. become a party to any employment, contractor or other engagement agreement between you and a Job Poster.
3. You must make your own independent assessment before accepting or applying for any job lead, including verifying the terms of engagement, work health and safety requirements and payment arrangements.
4. To the maximum extent permitted by law, we are not liable for any disputes, non-payment, underpayment, misclassification or other employment-related issues between you and any Job Poster.
5. We may make Job Services available to non-members on a paid basis, and to members at no or discounted cost, as described on the Website from time to time.

1. Tickets for Events may be advertised and sold via the Website using third party payment portals (currently eWAY and, in future, possibly Stripe or other providers).
2. Unless the Event registration page expressly states otherwise:
   1. you may cancel your Event ticket and receive a refund if you notify us in writing at least 14 days before the Event date;
   2. if you cancel less than 14 days before the Event date or do not attend, no refund is payable; and
   3. you may request that your ticket be transferred to another person, subject to our approval (which will not be unreasonably withheld) and any reasonable conditions we notify to you.
3. If we cancel or significantly reschedule an Event, you are entitled to either a full refund of the ticket price or a credit to use towards a future Event, at your election. We are not responsible for any other costs you may incur (such as travel or accommodation).
4. By attending an Event, you acknowledge and agree that we may take photos and video footage at the Event and use those photos and footage for our promotional purposes (including on our Website and social media channels), without further notice or compensation to you. If you do not wish to appear in such material, you must notify us or the Event photographer on the day and reasonable steps will be taken to accommodate your request.

1. The Website and Services are provided for general information, networking and industry support purposes. They are not legal, financial, technical or professional advice.
2. While we aim to maintain accurate information, we do not guarantee that any information on the Website (including Directory listings, job advertisements, event details or guidance materials) is complete, current or suitable for your circumstances.
3. You are responsible for making your own enquiries and obtaining independent advice before relying on any information or entering any arrangement with any member, consumer or Third Party Provider.
4. To the maximum extent permitted by law, we exclude all representations, warranties or guarantees (whether express or implied) not expressly set out in these Terms.

1. From time to time, we may provide links or referrals to third parties, including:
   1. independent paint inspectors who may assist in relation to workmanship or quality disputes;
   2. industrial relations advisors and employment law practitioners;
   3. debt recovery agencies; and
   4. other consultants or service providers (Third Party Providers).
2. Any referral or link to a Third Party Provider is informational only. We do not:
   1. act as agent for any Third Party Provider;
   2. provide dispute resolution, legal, industrial relations or debt recovery services ourselves; or
   3. guarantee any outcome from any Third Party Provider.
3. Any engagement you enter into with a Third Party Provider is solely between you and that provider. You must review and agree to their own terms and conditions and decide whether their services are appropriate for your needs.
4. To the maximum extent permitted by law, we are not liable for any act or omission of any Third Party Provider or any loss you may suffer in connection with their services.

1. obligations
   1. As a condition of membership, you must:
      1. comply with our Code of Ethics and Conduct as published on the Website and updated from time to time;
      2. comply with all applicable laws and regulations in New South Wales and the Australian Capital Territory (and any other jurisdiction in which you carry on business), including licensing, home building, fair trading, work health and safety and employment laws;
      3. in New South Wales, hold and maintain any painter or contractor licence required to perform your work lawfully;
      4. maintain current insurance cover in respect of public liability and, where applicable, employer’s liability, professional indemnity and home building compensation cover, in line with our Code of Ethics;
      5. avoid misleading or deceptive conduct, including when using our logo and branding, advertising your services, or making statements about your membership status; and
      6. not do anything that is likely to bring Master Painters Australia or the painting and decorating industry into disrepute.
   2. You must immediately notify us if:
      1. any required licence is suspended, cancelled or expires; or
      2. any required insurance policy is cancelled or not renewed.
2. PROVIDE INFORMATION
   1. You must provide us with all information we reasonably require to provide the Services and to keep your membership records and Directory listing accurate and up to date.
3. COMPLIANCE WITH LAWS
   1. You agree that you will not use the Website or the Services in a way that breaches any applicable laws or infringes the Intellectual Property Rights or other rights of any person, and you must comply with the member obligations in clause 10.

1. FEES
   1. You must pay to Master Painters Australia fees in the amounts and at the times set out on the Website or as otherwise agreed in writing with you.
   2. If no due dates for payment of the Fees are specified on the Website or in an invoice, payment must be made by the time(s) specified on such invoice (or within 2 weeks of receiving an invoice if no date is specified). 
   3. Master Painters Australia reserves the right to suspend all or part of the Services indefinitely where you fail to pay the Fees in the amounts and at the times specified on the Website or in an invoice.
2. LATE PAYMENT  
   1. If you do not pay an amount due under these Terms on or before the date it is due:
      1. Master Painters Australia may immediately suspend provision of the Services;
      2. Master Painters Australia may seek to recover the amount due by referring the matter to a collection agency; 
      3. we may charge you interest on any overdue Fees at a rate equal to the Reserve Bank of Australia cash rate plus 5% per annum, calculated daily; and
      4. you must reimburse us for any reasonable costs we incur (including legal and collection agency fees) in recovering any overdue amounts.
3. GST
   1. Unless otherwise indicated, amounts stated on the Website or in an invoice do not include GST. In relation to any GST payable for a taxable supply by Master Painters Australia, you must pay the GST subject to Master Painters Australia providing a tax invoice.

1. CONFIDENTIALITY
   1. Except as contemplated by these Terms, a party must not and must not permit any of its officers, employees, agents, contractors or related companies to use or to disclose to any person any Confidential Information disclosed to it by the other party without its prior written consent. 
   2. This clause does not apply to:
      1. information which is generally available to the public (other than as a result of a breach of these Terms or another obligation of confidence); 
      2. information required to be disclosed by any law; or
      3. information disclosed by Master Painters Australia to its subcontractors, outsourced workers, employees, cloud storage providers or agents for the purposes of performing the Services or its obligations under these Terms.

1. Each party agrees to comply with its obligations under the Privacy Act 1988 (Cth) and any other applicable privacy or data protection laws.
2. Our collection, use and disclosure of personal information is governed by our Privacy Policy, as updated from time to time and published on the Website. By using the Website, applying for membership or attending our Events, you agree to the terms of our Privacy Policy.
3. Without limiting the above, we may collect and use geolocation information from your device (where you have enabled this) to support the operation of the Directory and to show location-based listings. You can disable location services via your device or browser settings, but some features of the Website may not function properly as a result.

1. You warrant, in relation to the personal information and all other data that you provide to Master Painters Australia in connection with these Terms (Third Party Data), that:
   1. you have all necessary rights in relation to Third Party Data, such that the Services can be performed in respect of that data;
   2. you are not breaching any law by providing Master Painters Australia with Third Party Data;
   3. Master Painters Australia will not breach any law by performing the Services in relation to any Third Party Data;
   4. there are no restrictions placed on the use of the Third Party Data (including by any third party terms) and if there are any such restrictions, you have notified Master Painters Australia of this, and Master Painters Australia has agreed to perform the Services in respect of that data (being under no obligation to do so); and
   5. Master Painters Australia will not breach any Third Party terms by performing the Services in relation to any Third Party Data.
2. You agree at all times to indemnify and hold harmless Master Painters Australia and its officers, employees and agents from and against any loss (including reasonable legal costs) or liability incurred or suffered by any of those parties, where such loss or liability was caused or contributed to a breach of a warranty in clause 14(a).

1. NEW MATERIAL 
   1. Intellectual Property Rights in New Material are immediately assigned to and vest in Master Painters Australia as those rights are created.
   2. Master Painters Australia grants to you a non-exclusive, royalty free, non-transferable and revocable licence to use the New Material to the extent such use is reasonably required for you to enjoy the benefit of the Services.
2. EXISTING MATERIAL
   1. Except to the extent otherwise specifically agreed:
      1. each party retains ownership of the Intellectual Property Rights in its Existing Material; and 
      2. nothing in these Terms transfers ownership of or assigns any Intellectual Property Rights in any Existing Material to the other party.
   2. You grant to Master Painters Australia a perpetual, non-exclusive, royalty free, transferable, worldwide and irrevocable licence to use your Existing Material to the extent that such Existing Material is incorporated into the New Material.
   3. You warrant that the use of your Existing Material by Master Painters Australia will not infringe the Intellectual Property Rights of any third party and will indemnify Master Painters Australia from and against all losses, claims, expenses, damages and liabilities (including any taxes, fees or costs) which arise out of such infringement.
   4. Master Painters Australia grants to you a non-exclusive, royalty free, non-transferable and revocable licence to use its Existing Material, to the extent:
      1. such Existing Material is incorporated into the New Material; and
      2. such use is reasonably required for you to enjoy the benefit of the Services.
3. member content
   1. You may be able to upload or provide content to us or via the Website, including photos of your work, logos, testimonials and other material (Member Content).
   2. You warrant that:
      1. you own, or have obtained all necessary licences and consents to use, the Member Content and to grant the licences in this clause; and
      2. the Member Content does not infringe any third party’s Intellectual Property Rights, privacy or other rights.
   3. You grant us a non-exclusive, worldwide, royalty-free, transferable and sublicensable licence to use, reproduce, modify, adapt, publish and communicate the Member Content for the purposes of:
      1. operating the Website and the Services;
      2. administering and judging awards and Events; and
      3. promoting Master Painters Australia, our members and the painting and decorating industry (including on our Website and social media channels).
   4. You may request that we cease using specific Member Content for promotional purposes, and we will take reasonable steps to do so, but this does not require us to remove historical materials already printed or published.
4. USE OF MASTER PAINTERS BRANDING
   1. While your membership remains current and you remain compliant with these Terms and our Code of Ethics, we grant you a limited, non-exclusive, non-transferable licence to use our “Master Painters Australia” name and logo and any member-only branding we provide to you (Master Painters Australia Marks) solely:
      1. to indicate that you are a current member of Master Painters Australia; and
      2. in accordance with any branding guidelines we provide.
   2. You must not use the Master Painters Australia Marks in a way that is misleading, suggests we have certified or guaranteed any specific work, or implies we are in partnership or joint venture with you.
5. Your right to use the Master Painters Australia Marks automatically ends if your membership is suspended or terminated, and you must promptly cease all use and remove the Master Painters Australia Marks from your premises, marketing materials, websites and social media.   Query: how do we enforce this. We have had issues of non-current members having MPA Marks on their website
6. ENFORCEMENT OF BRANDING
   1. Without limiting our other rights, if you use the Master Painters Australia Marks without authorisation or after your membership has ended, we may require you to immediately cease that use and remove the Marks from all materials. You must comply with any such request within 5 Business Days. We may also take any other action reasonably necessary to protect our intellectual property and reputation.

You acknowledge and agree that Master Painters Australia may, in its absolute discretion and without further notice to or approval from you, subcontract any part of the Services. Master Painters Australia will be responsible for any subcontractors’ performance of the Services.

1. To the maximum extent permitted by applicable law, all express or implied representations and warranties not expressly stated in these Terms are excluded.
2. Nothing in these Terms is intended to limit the operation of the Australian Consumer Law contained in the Competition and Consumer Act 2010 (Cth) (ACL). Under the ACL, you may be entitled to certain remedies (like a refund, replacement or repair) if there is a failure with the goods or services provided.

1. liability
   1. To the maximum extent permitted by law and subject to clause 18.1(b), the total liability of each party in respect of loss or damage sustained by the other party in connection with these Terms is limited to the amount paid by you to Master Painters Australia in the 3 months preceding the date of the event giving rise to the relevant liability. However, this limitation does not apply to any liability we may have to you under the Australian Consumer Law which cannot be limited or excluded.
   2. Clause 18.1(a) does not apply to your liability in respect of loss or damage sustained by Master Painters Australia arising from your breach of clauses 10 (Member Obligations), 11 (Payment), 12 (Confidentiality), 13 (Privacy), 14 (Third Party Data), 15 (Intellectual Property), and 20 (Disputes).
2. CONSEQUENTIAL LOSS 

To the maximum extent permitted by law, neither party will be liable for any incidental, special or consequential loss or damages, or damages for loss of data, business or business opportunity, goodwill, anticipated savings, profits or revenue in connection with these Terms or any goods or services provided by Master Painters Australia, except:

1. in relation to a party’s liability for fraud, personal injury, death or loss or damage to tangible property; or
2. to the extent this liability cannot be excluded under the Competition and Consumer Act 2010 (Cth).

1. TERMINATION FOR CONVENIENCE
   1. Either party may cancel your membership or terminate your access to the Services for any reason by providing notice to the other party. If we terminate your membership for convenience, we may, at our discretion, refund a pro-rated portion of any Membership Fees you have paid in advance, except where termination is due to your breach.
2. termination for breach 
   1. If a party (the Notifying Party) considers that the other party is in breach of these Terms (the Breach), the Notifying Party may provide a notice to the other party.
   2. The notice must include the nature and details of the Breach, with reference to the relevant clause/s of these Terms. The Notifying Party may, if it wishes to do so, make suggestions for resolving the Breach.
   3. The other party will have 10 Business Days (or longer, in the Notifying Party’s discretion) to rectify the Breach (the Rectification Period).
   4. After the Rectification Period, the Notifying Party will:
      1. if the Breach has been successfully rectified, notify the other party that the agreement will continue; or
      2. if the Breach has not been successfully rectified, notify the other party that these Terms are terminated (Termination for Breach Notice).
   5. Following a Termination for Breach Notice, the parties will stop providing and using the Services under these Terms unless otherwise agreed. 
   6. Without limiting any other rights, we may immediately suspend your membership, Directory listing or access to the Services where we reasonably believe that:
      1. you no longer meet our membership eligibility criteria;
      2. you have failed to maintain required licences or insurance; or
      3. your conduct poses a material risk to consumers, other members or our reputation.
3. other consequences for termination

If these Terms end, in addition to the specific consequences set out in clause 19.1 or 19.2 (as applicable), the parties will:

1. return all property and Confidential Information to the other party;
2. comply with all obligations that are by their nature intended to survive the end of these Terms; and
3. stop using any materials that are no longer owned by, or licensed to, them when these Terms end.

1. A party claiming that a dispute has arisen under or in connection with these Terms must not commence court proceedings arising from or relating to the dispute, other than a claim for urgent interlocutory relief, unless that party has complied with the requirements of this clause.
2. A party that requires resolution of a dispute which arises under or in connection with these Terms must give the other party or parties to the dispute written notice containing reasonable details of the dispute and requiring its resolution under this clause.
3. Once the dispute notice has been given, each party to the dispute must then use its best efforts to resolve the dispute in good faith. If the dispute is not resolved within a period of 4 weeks (or such other period as agreed by the parties in writing) after the date of the notice, any party to the dispute may take legal proceedings to resolve the dispute.

1. A ‘Force Majeure Event’ means any occurrence beyond the control of the Affected Party which prevents the Affected Party from performing an obligation under these Terms (other than an obligation to pay money), including any:
   1. act of God, lightning strike, meteor strike, earthquake, storm, flood, landslide, explosion or fire;
   2. strike or other industrial action; 
   3. war, terrorism, sabotage, blockade, revolution, riot, insurrection, civil commotion, epidemic, pandemic; or
   4. decision of a government authority in relation to COVID-19, or other epidemic or pandemic,

to the extent the occurrence affects the Affected Party’s ability to perform the obligation.

1. If a party (Affected Party) becomes unable, wholly or in part, to carry out an obligation under these Terms (other than an obligation to pay money) due to a Force Majeure Event, the Affected Party must give to the other party prompt written notice of:
   1. reasonable details of the Force Majeure Event; and
   2. so far as is known, the probable extent to which the Affected Party will be unable to perform or be delayed in performing its obligation.
2. Subject to compliance with clause 21(b), the relevant obligation will be suspended during the Force Majeure Event to the extent that the obligation is affected by the Force Majeure Event.
3. The Affected Party must use its best endeavours to overcome or remove the Force Majeure Event as quickly as possible and resume performing the relevant obligation.

1. Any notices required to be sent under these Terms must be sent via email:
   1. in our case, to the contact email address published on the Website or otherwise notified to you; and
   2. in your case, to the email address you used to register your membership or account, or any updated email address you have provided to us in writing.
2. If no email address is stated in these Terms, the notice may be sent to the email address most commonly used by the parties to correspond in relation to these Terms at the time the notice is sent. 
3. The notice will be considered to be delivered 24 hours after it was sent, unless the sender has reason to believe the email failed to send or was otherwise not delivered or received.

1. GOVERNING LAW AND JURISDICTION    
   1. These Terms are governed by the law applying in New South Wales. Each party irrevocably submits to the exclusive jurisdiction of the courts of New South Wales and courts of appeal from them in respect of any proceedings arising out of or in connection with these Terms. Each party irrevocably waives any objection to the venue of any legal process on the basis that the process has been brought in an inconvenient forum.
2. AMENDMENTS
   1. We may amend these Terms from time to time by posting the amended Terms on the Website. Where any change is material, we will take reasonable steps to notify you (for example, by email or by notice on the Website).
   2. The amended Terms will apply from the date they are posted on the Website (or any later effective date specified in the amended Terms).
   3. Your continued use of the Website or the Services after the amended Terms take effect constitutes your acceptance of the amended Terms.
   4. Any other variation to these Terms must be in writing and signed by both parties.
3. WAIVER
   1. No party to these Terms may rely on the words or conduct of any other party as a waiver of any right unless the waiver is in writing and signed by the party granting the waiver.
4. SEVERANCE
   1. Any term of these Terms which is wholly or partially void or unenforceable is severed to the extent that it is void or unenforceable. The validity and enforceability of the remainder of these Terms is not limited or otherwise affected.
5. JOINT AND SEVERAL LIABILITY
   1. An obligation or a liability assumed by, or a right conferred on, two or more persons binds or benefits them jointly and severally.
6. ASSIGNMENT
   1. A party cannot assign, novate or otherwise transfer any of its rights or obligations under these Terms without the prior written consent of the other party.
7. COUNTERPARTS
   1. These Terms may be executed in any number of counterparts. Each counterpart constitutes an original of these Terms and all together constitute one agreement.
8. COSTS
   1. Except as otherwise provided in these Terms, each party must pay its own costs and expenses in connection with negotiating, preparing, executing and performing these Terms.
9. ENTIRE AGREEMENT
   1. These Terms embodies the entire agreement between the parties and supersedes any prior negotiation, conduct, arrangement, understanding or agreement, express or implied, in relation to the subject matter of these Terms.
10. INTERPRETATION
    1. (singular and plural) words in the singular includes the plural (and vice versa);
    2. (currency) a reference to $; or “dollar” is to Australian currency;
    3. (gender) words indicating a gender includes the corresponding words of any other gender;
    4. (defined terms) if a word or phrase is given a defined meaning, any other part of speech or grammatical form of that word or phrase has a corresponding meaning;
    5. (person) a reference to “person” or “you” includes an individual, the estate of an individual, a corporation, an authority, an association, consortium or joint venture (whether incorporated or unincorporated), a partnership, a trust and any other entity;
    6. (party) a reference to a party includes that party’s executors, administrators, successors and permitted assigns, including persons taking by way of novation and, in the case of a trustee, includes any substituted or additional trustee;
    7. (these Terms) a reference to a party, clause, paragraph, schedule, exhibit, attachment or annexure is a reference to a party, clause, paragraph, schedule, exhibit, attachment or annexure to or of these Terms, and a reference to these Terms includes all schedules, exhibits, attachments and annexures to it;
    8. (document) a reference to a document (including these Terms) is to that document as varied, novated, ratified or replaced from time to time;
    9. (headings) headings and words in bold type are for convenience only and do not affect interpretation;
    10. (includes) the word “includes” and similar words in any form is not a word of limitation; and
    11. (adverse interpretation) no provision of these Terms will be interpreted adversely to a party because that party was responsible for the preparation of these Terms or that provision.