Member Terms and Conditions

1. Definitions

1.1 Definitions

Unless specified otherwise, words and phrases beginning with a capital letter in this document have the following meaning:

Account

means the Member’s account on the Website which allows the Member to access and use the Member Features.

Collective Trades Discount Group

means Collective Trades Discount Group Pty Ltd (ACN 641 646 282) trading as Collective Sparkies Discount Group.

Force Majeure Event

means any event or circumstance which is beyond Collective Trades Discount Group’s reasonable control, including acts of god and natural disasters, acts of war, terrorism, epidemic, general unavailability or failures of the internet or public utilities (eg electricity), breakdown of machinery (where not caused by gross negligence), denial of service attacks and other intentional acts of harm by third parties, strikes and industrial action, acts of any government or governmental agency, and international trade embargoes and restrictions.

Loss

means any loss, liability, cost (including legal costs on a solicitor and own client basis), charge, expense, tax or damage of any nature whatsoever, including lost profits, loss of goodwill, loss of business, loss of production and any other special, incidental, exemplary, compensatory or consequential damages, losses or expenses (howsoever arising or caused, including, without limitation, negligence).

Member

means a member of Collective Trades Discount Group’s network, being a website portal for access to wholesale pricing of suppliers.

Membership

means the membership which the Member must maintain with Collective Trades Discount Group, in order to access the Member Features.

Member Features

means the features that Collective Trades Discount Group makes available to Members only, to the exclusion of general Users of the Website. Such features may include the ability to gain access to wholesale pricing lists.

Member Prospect

means a prospective member referred to by a current Member.

Member Terms

means these Member Terms and Conditions.

Personal Information

means the information or an opinion that identifies an individual. Examples of Personal Information we may collect are your your name, email address, organisation, address and contact number.

Users

means the individuals or entities who access the Website.

Website

means csdgroup.com.au, including all pages such as the Member Features, the Website Material and its related services, products, websites, tools and applications..

Website Material

means all content and data which make up the Website.

You and your

means the Member.

2. Your Account

1. 2.1.To use the Member Features, you must have an Account and a current valid Membership. The Member Features will provide you with access to a portal to be able to view discounted pricing from third party suppliers on the Website.
2. 2.2.We may in our sole discretion accept or reject an application for an Account, without any obligation to provide reasons. If your application for an Account is accepted and you have a valid Membership, you will be granted a non-exclusive revocable licence to access and use the Member Features. Membership spots are limited, and filling out an EXOI or membership does not guarantee your membership. Membership is subject to our supplier credit application and the decision of our suppliers.
3. 2.3.To access and use your Account, you will need to set up an Account with your email address and a password. You are solely responsible for maintaining the confidentiality of your password and you are liable for all activities that happen under your Account, even if you do not authorise such activities. You must keep secret and secure all usernames and passwords in relation to the Website and not allow any other person to have access to your Account.
4. 2.4.Collective Trades Discount Group reserves the right to receive the Member’s spend from the supplier in the form of a monthly report.

3. Use of the Member Features

3.1. The Member acknowledges and agrees that:

1. (a)the Member will only use the Website and the Member Features for its intended purpose (being the access of supplier discounted price lists) and in compliance with the requirements set out herein;
2. (b)the Member shall under no circumstances attempt to use the wholesale pricing offered to it by being a Member of the Collective Trades Discount Group to its advantage during negotiation or discussions with wholesalers. The Member must not negotiate with wholesalers based on the wholesale pricing offered to it by being a member of the Collective Trades Discount Group;
3. (c)wholesale pricing is only across branches that are listed, regardless of if the same brand of wholesaler;
4. (d)the Member’s ability to utilise the Member Features will be subject to the Member retaining its Membership with Collective Trades Discount Group;
5. (e)the Member’s Account is non-transferrable;
6. (f)all communications entered into with a supplier is at the Member’s risk;
7. (g)Collective Trades Discount Group makes no guarantees as to the number of wholesale supplier lists that the Member will gain access through the Member Features; and
8. (h)Collective Trades Discount Group makes no guarantees or gives no warranty that the Website or the Member Features will be available at all times or for the purpose the Member may intend.
9. (i)The Member may not be entitled to the to the rebates or credits that a new Member would otherwise receive if it is an existing client of Collective Trades Discount Group’s third-party suppliers. This determination shall be made at the sole discretion of Collective Trades Discount Group.

3.2. The Member warrants that the Member:

1. (a)has provided correct information in the application form for their Membership, and has not engaged in fraudulent conduct; and
2. (b)will not engage in any unacceptable use of the Member Features as set out herein.

1. 3.3.In the event that it is found that you are using the Member Features in breach of these Member Terms, Collective Trades Discount Group at its sole discretion and without notice may suspend and revoke your access to the Website and the Member Features.
2. 3.4.Members are permitted to use us as a negotiation for new products and prices.
3. 3.5.Members who are not contributing to the group’s buying power by not spending or only buying discounted goods may be removed from the group in Collective Trades Discount Group’s absolute discretion.

4. Fees

1. 4.1.We may, in our sole discretion, charge Members a fee for access to the Membership and the Member Features. Access may be offered in a number of different subscription plans. To avoid interruption to your Membership, Memberships on a subscription plan will automatically renew on each renewal date. You authorise us to store your payment method and to automatically charge your account for the fees for each renewed year.
2. 4.2.The details of the fees and plans, including any annual fees will be available on the Website (or as otherwise advised by us) at the time you apply for a Membership (or on renewal).
3. 4.3.Payment of the fees is to be made via a method accepted by us.
4. 4.4.We may offer a trial program to you, at our discretion. In the event that we offer you a trial program, then unless you cancel your Membership before the end of the trial program, then following the trial program, your subscription will automatically transition into a paid subscription, and you authorise us to automatically charge you our normal billing rates.
5. 4.5.If you opt-in for a direct debit arrangement, then you irrevocably authorise us to debit the fees during the term from your nominated bank account/credit card/debit card (“Debit Account”), on or about the due date for payment without notice to you. You must ensure that the Debit Account details are up to date at all times and you must notify us in the event that the details are no longer current, and provide replacement details. You also irrevocably authorise us to deduct all other fees and charges payable by you to us under these Member Terms from your nominated Debit Account. You warrant that you are the owner or have the right to use any Debit Account details provided to us. Default charges will apply in the event that you stop the authority to charge the Debit Account without our acceptance. Insufficient funds in the Debit Account will also attract a fee.
6. 4.6.Any fees payable by you are non-refundable to the extent permitted by law.

5. Term

1. 5.1.The Member agrees and acknowledges that use of the Member Features will be on an ongoing basis, subject to the Member complying with these Member Terms and retaining a current Membership.
2. 5.2.The Member’s use and entitlement to access and use the Member Features will expire upon the suspension or termination of the Member’s Account in accordance with these Member Terms.

6. Confidentiality

1. 6.1.The Member acknowledges that through access to the Member Features, it will acquire access to information that is not of public knowledge and shall be recognised as Confidential Information owned by Collective Trades Discount Group (Confidential Information). Such Confidential Information includes but is not limited to, any information in regard to vendors and the pricing of their products and services.

6.2. The Member must:

1. (a)only use the Confidential Information as required for the purpose of gaining a benefit from the Member Features only for itself (Permitted Purpose);
2. (b)keep the Confidential Information confidential and not disclose it to any person other than to its employees, directors or agents for a Permitted Purpose, or it is in the public domain (through no breach of this clause) or where expressly agreed by all parties in writing;
3. (c)not allow or assist any of its employees, directors or agents to disclose, use, publish or release the Confidential Information for any purpose other than the Permitted Purpose or as otherwise specified in these Member Terms;
4. (d)not allow the use of the Confidential Information by any third party; and
5. (e)not disclose or allow the disclosure of the Confidential Information to any third party.

1. 6.3.For the avoidance of doubt, the Member must not take pricing gained from the Member Features elsewhere to re-negotiate or tell any third party about the pricing.
2. 6.4.The provisions of this clause 6 will survive the expiration or earlier termination of these Member Terms.

7. Cancellation

1. 7.1.You may cancel your Membership at any time, at least 5 business days prior to your next Renewal Date, by sending us a written notice at ______________.
2. 7.2.If you decide to cancel your Membership pursuant to this clause 7, your access to the Member Features will be revoked. You acknowledge and agree that you will no longer have access to the special wholesale pricing upon cancellation.
3. 7.3.You will not be entitled to a refund of any portion of the Membership Fees paid for the cancelled Membership Term, except if it is in accordance with the Australian Consumer Law.

8. Suspend, cancel or termination rights

1. 8.1.Collective Trades Discount Group reserves the right, at any time, and without prior notice, to suspend, cancel or terminate a Member’s access to the Membership or the Member Features (or any part of it) for any reason at its discretion. This includes without limitation where the Member breaches their confidentiality obligations or does not contribute enough to the membership.
2. 8.2.In the event that the Member’s Account is terminated pursuant to this clause 8, access to the Member Features will be revoked and the Member acknowledges and agrees that they will no longer have access to the special wholesale pricing. The Member will have no claim in respect of any Loss it suffers due to the termination of its Account.
3. 8.3.If you have any issues with your membership please talk to us first.

9. Use of Analytics

1. 9.1.We may use software analytics to anonymously track use of our Services by recording the number of users who have visited, the number of pages viewed, navigation patterns, what systems users have and the date and time of visits through cookies.
2. 9.2.Through the use of software analytics, we may gather information about your activities on our website to enhance your experience and engagement, and to provide you advertising based on your browsing patterns.

10. Third Parties

1. 10.1.Our website may occasionally include links to third-party websites owned or operated by entities other than us. The presence of these links in our website does not imply our sponsorship, approval, or endorsement of the content, policies, practices, or services provided by these parties, unless expressly stated in writing. Third-party websites operate under their own terms and conditions and privacy policies. It is advisable that you independently read and understand these terms.
2. 10.2.We do not provide any representations or warranties concerning third-party goods, services, or discounts and bear no responsibility or liability for them. The terms and policies of the third parties offering these goods, services, or discounts apply and govern any issues related to them.
3. 10.3.We will only disclose your Personal Information to third parties when it is reasonably necessary for the provision of our services. These third parties may include partners, suppliers, consultants, contractors, credit agencies, debt collection agencies, and other service providers that perform tasks on our behalf.

11. Membership Promotions and Referrals

1. 11.1.In the event that a Member refers a Member Prospect to Collective Trades Discount Group and the Member Prospect completes the registration and sign-up process, Collective Trades Discount Group shall offer the Member who referred the Prospective Member an incentive voucher of a value and designation as determined by Collective Trades Discount Group in its absolute discretion.
2. 11.2.For the avoidance of doubt, Collective Trades Discount Group reserves the right to terminate the promotion contemplated by clause 8.1 in its absolute discretion and without providing any reason or explanations to its Members.

12. Disclaimers

1. 12.1.The Member uses the Member Features at its own risk. Our Price Matcher feature enables members to upload products they believe are priced lower elsewhere. However, we do not guarantee a better or matched price. Members are responsible for comparing similar products and considering factors such as shipping costs when making comparisons with online alternatives. Members also assume full responsibility for any actions taken based on the information provided by our Price Matcher Feature.
2. 12.2.In the event that an incorrect price is mistakenly displayed on our website, we will endeavour to correct this error as soon as reasonably possible. Nonetheless, it is your responsibility to verify our displayed prices directly with your preferred supplier and we shall not be held responsible to pay any price difference. Transactions between the Member and the supplier are considered independent, and we bear no responsibility for such transactions. You assume full responsibility for any of your actions taken based on the information provided on our website.
3. 12.3.In the event that the Member is an existing client of Collective Trades Discount Group’s third-party suppliers, such Member may not be entitled to the rebates or credits that a new Member would otherwise receive, at the sole discretion of Collective Trades Discount Group. Collective Trades Discount Group expressly and irrevocably disclaims any liability whatsoever for any Loss or damage in connection with the particular transaction related to the relevant third-party supplier.
4. 12.4.To the maximum extent permitted by law, Collective Trades Discount Group expressly and irrevocably disclaims any liability whatsoever for any Loss or damage in connection with the use of the Website and Member Features, including but not limited to any representations made by Collective Trades Discount Group in respect of the Member Features.
5. 12.5.Collective Trades Discount Group makes no representation and gives no warranty or guarantee as to the suitability, accuracy, quality, performance or fitness for purpose of the Member Features or the Website Material and the parties agree and acknowledge that all such warranties or undertakings are excluded.
6. 12.6.Any information published by us is general in nature and does not constitute financial, legal or any other type of advice. You warrant that you have not relied on any information provided by us in making any decision.
7. 12.7.You acknowledge and agree that Collective Trades Discount Group has no control over, and does not ensure, guarantee or provide any warranty or indemnity in respect of the legality, accuracy, completeness or otherwise of:

1. (a)any information provided by suppliers to you; and
2. (b)the ability of suppliers to undertake their respective obligations.

1. 12.8.The limitation and exclusion of liability in this clause applies whether the liability claim is based on breach of contract, under a warranty or an indemnity, tort (including negligence), under statute, in equity or otherwise.
2. 12.9.This limitation of liability applies to the fullest extent permitted by law and shall survive any termination or expiration of this agreement or your use of the Member Features.

13. Use of Artificial Intelligence

1. 13.1.We feature content (such as electrical rule book) that is generated with the assistance of Artificial Intelligence (AI). However, the sheer volume and complexity of information in our content may mean that occasional inaccuracies or inconsistencies may arise, and that it may not always be up to date. As a result, we strongly recommend independently verifying any content for specific advice, instructions, or information.
2. 13.2.We hold no responsibility for your actions arising from the use of our AI-generated content. By using our AI-generated content, you acknowledge these risks and agree to ensure compliance with existing laws and regulations.

14. Force Majeure

1. 14.1.Collective Trades Discount Group is not liable for delay or non-performance of its obligations to the extent caused by a Force Majeure Event. Collective Trades Discount Group will notify Members if it is impacted by a Force Majeure Event and use reasonable endeavors to overcome it.

15. Assignment

1. 15.1.The Member shall not, at law or in equity, assign, transfer or otherwise deal with any of its rights or obligations under these Member Terms without the prior written consent of Collective Trades Discount Group, which consent shall not be unreasonably withheld.
2. 15.2.Collective Trades Discount Group may in its absolute discretion, assign, transfer or otherwise deal with any of its rights or obligations under these Member Terms without the prior written consent of the Member.

16. Governing Law

1. 16.1.This Agreement shall be constructed in accordance with the laws of the State of Queensland and the parties hereby submit to the non-exclusive jurisdiction of the Courts in Queensland and Courts competent to hear appeals from them.