Terms and Conditions

Effective Date: 01 January 2025

1. Agreement to Terms

1.1. These Terms and Conditions ("Terms") govern your access to and use of the website located at https://smartflows.com.au (the "Website"), operated by Smart Flows (ABN 81 534 936 652) ("we," "us," "our"), a sole trader business based in Melbourne, Victoria, Australia.

1.2. By accessing or using the Website, including downloading any resources or submitting information through forms, you acknowledge that you have read, understood, and agree to be bound by these Terms and our Privacy Policy (available at https://smartflows.com.au/pp). If you do not agree with these Terms or the Privacy Policy, you must cease usage of the Website immediately.

1.3. We reserve the right to modify these Terms at any time. Any changes will be effective immediately upon posting the revised Terms on the Website. Your continued use of the Website after such changes constitutes your acceptance of the new Terms. We encourage you to review these Terms periodically.

2. Use of Website and Content

2.1. Permitted Use: You are granted a non-exclusive, non-transferable, revocable license to access and use the Website and its content strictly in accordance with these Terms for your personal, non-commercial informational purposes, and to inquire about or engage our Services.

2.2. Downloadable Resources: We may offer downloadable resources (e.g., guides, templates) on the Website. These resources are provided for your personal, informational, non-commercial use only. You may not modify, reproduce, distribute, display, perform, publish, license, create derivative works from, transfer, or sell any information, software, products or services obtained from these resources. Resale or commercial exploitation of these resources is strictly prohibited.

2.3. Prohibited Conduct: You agree not to use the Website to:

• Engage in any activity that is illegal, fraudulent, or harmful, or in connection with any unlawful, illegal, fraudulent, or harmful purpose or activity.
• Transmit any data, send or upload any material that contains viruses, Trojan horses, worms, time-bombs, keystroke loggers, spyware, adware, or any other harmful programs or similar computer code designed to adversely affect the operation of any computer software or hardware.
• Collect or harvest any personally identifiable information, including account names, from the Website.
• Interfere with or disrupt the Website or servers or networks connected to the Website.

2.4. Intellectual Property: All content on this Website, including but not limited to text, graphics, logos, icons, images, audio clips, digital downloads, data compilations, and software, is the property of Smart Flows or its content suppliers and is protected by Australian and international copyright and trademark laws. You may not use any of our intellectual property without our express prior written consent.

3. Services Offered

3.1. The Website provides information about our Services, which include, but are not limited to, automation audits, strategy development, automation sprints, and plug & play automation packages. The descriptions of Services are for informational purposes and do not constitute a binding offer to perform such Services.

3.2. Service Engagement: To engage our Services, you will typically be required to fill out a form on the Website or contact us directly. The specific scope, deliverables, timelines, fees, and terms for any Service engagement will be detailed in a separate written proposal, Service Agreement, or Scope of Work ("Client Agreement") provided to you by Smart Flows. In the event of any conflict between these Website Terms and a Client Agreement, the terms of the Client Agreement will prevail for that specific service engagement.

3.3. Disclaimers Regarding Service Information on Website:

• Information about our Services on the Website is for general guidance only and is subject to change without notice. Specific advice, scope, and deliverables will only be confirmed through direct consultation and formal written agreement.
• Any case studies, examples, or testimonials presented on the Website are illustrative of past work and the potential benefits of our Services. Individual results for your business may vary based on numerous factors specific to your operations and requirements.
• Our Services may involve the use or integration of third-party platforms, software, or tools. While we strive to work with reliable third-party solutions, Smart Flows is not responsible for the ongoing availability, functionality, terms of service, security, or changes to features made by these third-party providers. Your use of such third-party platforms will be subject to their respective terms and conditions.

4. Fees, Payments, and Refunds (General Information)

4.1. General information about our service engagement process may be outlined on the Website. Specific fees and payment schedules for Services will be detailed in your Client Agreement.

4.2. Audits: For automation audit services, full payment is typically required upfront before the audit commences, as specified in the relevant Client Agreement.

4.3. Other Services (Sprints, Packages, etc.): For other services, a deposit is generally required to secure the engagement, with the remaining balance due upon completion or as per milestones defined in the Client Agreement.

4.4. Refund Policy (General Principle): Our aim is to deliver services to your satisfaction as agreed in our Client Agreement. If Smart Flows fails to deliver an agreed Service due to our own fault or failure, a refund or other appropriate remedy (such as re-performance of the Service) may be considered, as determined in our reasonable discretion and in accordance with the Australian Consumer Law. Refunds will generally not be provided if a client chooses to terminate the service engagement prematurely for reasons not attributable to a failure by Smart Flows, or due to a change in the client's business requirements or preferences after commencement of the work. Specific refund terms, if any, will be detailed in your Client Agreement.

5. User-Submitted Information and Mailing List

5.1. If you submit information to us through contact forms, newsletter sign-up forms, or forms for accessing downloadable resources on the Website, you agree that such information is true, accurate, current, and complete.

5.2. By providing your email address through such forms, you consent to Smart Flows adding your email address to our mailing list for the purpose of sending you the requested information/resource, newsletters, marketing communications, and updates about our Services. You may opt-out of receiving marketing communications at any time by following the unsubscribe link provided in such emails or by contacting us directly at hi@smartflows.com.au.

5.3. The collection and use of your personal information are governed by our Privacy Policy https://smartflows.com.au/pp.

6. Limitation of Liability

6.1. To the fullest extent permitted by law (including the Australian Consumer Law), Smart Flows (including its proprietor, employees, and agents) shall not be liable for any direct, indirect, incidental, special, consequential, or punitive damages, including but not limited to, damages for loss of profits, goodwill, use, data, or other intangible losses, resulting from: (i) your access to or use of or inability to access or use the Website; (ii) any conduct or content of any third party on the Website (though we note you do not currently link to third-party sites); (iii) any content obtained from the Website; and (iv) unauthorized access, use, or alteration of your transmissions or content, whether based on warranty, contract, tort (including negligence), or any other legal theory, whether or not we have been informed of the possibility of such damage.

6.2. Whilst we endeavor to ensure the information on this Website is correct, we do not warrant its completeness or accuracy; nor do we commit to ensuring that the Website remains available or that the material on the Website is kept up to date. Our liability is limited and excluded to the maximum extent permitted under applicable law.

6.3. Nothing in these Terms shall exclude or limit our liability for any liability which cannot be excluded or limited under applicable law, such as the Australian Consumer Law.

7. Indemnification

You agree to indemnify, defend, and hold harmless Smart Flows and its proprietor from and against any and all claims, liabilities, damages, losses, costs, expenses, or fees (including reasonable attorneys' fees) that such parties may incur as a result of or arising from your (or anyone using your account's) violation of these Terms or your use of the Website.

8. Governing Law and Dispute Resolution

8.1. These Terms shall be governed by and construed in accordance with the laws of the State of Victoria, Australia, without regard to its conflict of law provisions.

8.2. In the event of any dispute, claim, question, or disagreement arising from or relating to these Terms or the breach thereof, the parties hereto shall use their best efforts to settle the dispute, claim, question, or disagreement. To this effect, they shall consult and negotiate with each other in good faith and, recognizing their mutual interests, attempt to reach a just and equitable solution satisfactory to both parties.

8.3. If they do not reach such a solution within a period of thirty (30) days, then upon notice by either party to the other, all disputes, claims, questions, or differences shall be finally settled by mediation administered in Melbourne, Victoria, in accordance with the provisions of the Australian Disputes Centre (ADC) Guidelines for Commercial Mediation, or another mutually agreed mediation service.

8.4. If mediation is unsuccessful, the parties agree to submit to the exclusive jurisdiction of the courts of Victoria, Australia.

9. Severability

If any provision of these Terms is found by a court of competent jurisdiction to be invalid, the parties nevertheless agree that the court should endeavor to give effect to the parties' intentions as reflected in the provision, and the other provisions of these Terms remain in full force and effect.

10. Entire Agreement

These Terms and any policies or operating rules posted by us on this Website (including, without limitation, the Privacy Policy) constitute the entire agreement and understanding between you and us and govern your use of the Website, superseding any prior or contemporaneous agreements, communications, and proposals, whether oral or written, between you and us (including, but not limited to, any prior versions of the Terms and Conditions).

11. Contact Information

If you have any questions about these Terms, please contact us at: