Terms & Conditions

1. Acceptance

(a)In this Agreement, unless the context otherwise requires, capitalised terms have the meaning given to them in this Agreement. Parties means you and us.

(b)We own the cloud-based software, including all instructions in hard copy or electronic form and any update, modification or release of any part of that software (Software) which is accessible at https://meetalfie.com/ (Site). The Software as a service, as described on the Site (SaaS Services) provides you access to an operations platform which improves your customer service and helps you manage your operations, deliver your services, including receiving, managing and tracking orders made by your guests, live chatting with your guests, personalising the experience of your guests and other exciting features.

(c)By accepting this Agreement:

  • (1)  you warrant to us that you have the authority to act on behalf of any person or entity for whom you are using the Services, and you are deemed to have agreed to this Agreement on behalf of any entity for whom you use the Services; and
  • (2)  you warrant to us that you have all hardware, software and services which are necessary to access and use the Services; and agree to use the Services in accordance with this Agreement.

2. Registration and Account

(a)After you accept this Agreement, we will create an Account for you (Account), in order for you to access and use the Services. You must ensure that any information you give us when filling in the registration form is accurate and up- to-date. All personal information that you give to us will be treated in accordance with our Privacy Policy.

(b)We will provide you with certain Account details (such as a username(s) and password(s)). You agree that we may alter or update these details at any time during the Term. It is your responsibility to keep your Account details confidential. You are liable for all content posted and all activity on your Account, including activity by end users and administrator users and for ensuring that any activities on your Account comply with this Agreement. You must immediately notify us of any unauthorised use of your Account

(c)You may ask us to create end user accounts and administrator accounts, each with different features. You are responsible for designating who will have access to your Account as an end user or administrator

3. SaaS Licence

(a)In consideration for payment of the Fees for your chosen monthly or annual plan which provides for certain service features and may specify a number of authorised users, as set out in the Order Form (Plan), we grant you a non- exclusive, non-transferable, non-sublicensable (except as otherwise permitted under this Agreement), personal and revocable licence to access and use the SaaS Services for business purposes for the Term (SaaS Licence).

(b)You agree that:

  • (1)  the SaaS Licence permits you to use and access the SaaS Services, as set out in your Account or
    otherwise agreed by us; and
  • (2)  we reserve the right at any time and from time to time to change or remove features of the SaaS Services provided that, where there is any material alteration to the SaaS Services in accordance with this clause, we will provide you with 20 Business Days’ notice.
  1. (c)We may contact you to warn you that you have exceeded the included features or other limits of your Plan.

4. Restrictions

(a)You must not (and must ensure the authorised users do not) access or use the SaaS Services except as permitted by the SaaS Licence and you must not do, omit to do, or authorise any act that would or might invalidate or be inconsistent with our intellectual property rights in the SaaS Services or Software. Without limiting the foregoing provisions, you must not and must not permit any other person to:

  • (1)  resell, assign, transfer, distribute or provide others with access to the SaaS Services;
  • (2)  “frame”, “mirror” or serve any of the SaaS Services on any web server or other computer server over the Internet or any other network;
  • (3)  copy, alter, modify, create derivative works from, reproduce to a third party, reverse assemble, reverse engineer, reverse compile or enhance the SaaS Services or Software;
  • (4)  alter, remove or tamper with any trademarks, any patent or copyright notices, any confidentiality legend or notice, any numbers or any other means of identification used on or in relation to the SaaS Services or Software;
  • (5)  use the SaaS Services in any way which is in breach of any applicable local, state, federal and international laws and regulations (Laws) or which infringes any person's rights, including intellectual property rights;
  • (6)  use the SaaS Services to transmit, publish or communicate material that is defamatory, offensive, abusive, indecent, menacing or unwanted;
  • (7)  use the SaaS Services in any way that damages, interferes with or interrupts the supply of the SaaS Services;
  • (8)  introduce malicious programs into our hardware and software or our hardware, software and services which are integrated and operate together, including our networks (Systems), including viruses, worms, trojan horses and e-mail bombs;
  • (9)  reveal your Account password to others or allow others to use your Account (other than authorised users);
  • (10)  use the SaaS Services to make fraudulent offers of goods or services;
  • (11)  use the SaaS Services to carry out security breaches or disruptions of a network. Security breaches include accessing data where you are not the intended recipient or logging into a server or account that you are not expressly authorised to access or corrupting any data (including network sniffing/ monitoring, pinged floods, packet spoofing, denial of service and forged routing information for malicious purposes);
  • (12)  use any program/script/command, or send messages of any kind, with the intent to interfere with, or disable, any person’s use of the SaaS Services;
  • (13)  send any unsolicited email messages through or to users of the SaaS Services in breach of the Spam Act 2003 (Cth) or to send any form of harassment via email, or any other form of messaging, whether through language, frequency, or size of messages or use the SaaS Services in breach of any person’s privacy (such as by way of identity theft or “phishing”); or
  • (14)  use the SaaS Services to circumvent user authentication or security of any of your networks, accounts or hosts or those of your customers or suppliers.

5. Support Services

(a)During the Term, we will provide you with support services, including initial on-boarding assistance and email support at any time via contact@alfieguest.com and as set out on the Site (Support Services), provided that, in relation to email support, (i) you notify us in accordance with any applicable systems and processes set out on the Site and (ii) where required, you assist us in investigating and ascertaining the cause of the fault and provide us with access to all necessary information relevant to the fault (including what you or your personnel have done in relation to the fault). We will aim to respond to your request within 24 hours.

6. Your Data

(a)Licence: You grant us and our sub-processors a limited license to (i) copy, back-up, process, transmit, store and aggregate documents, information and other data you, your personnel or any authorised users provide to us or upload to the SaaS Services or which we otherwise access in providing the Services (Data) and (ii) otherwise access, use or make reference to the Data or any intellectual property rights in the Data:

  • (1)  to supply the Services (including enabling you, your personnel and authorised users to access and use the SaaS Services);
  • (2)  for diagnostic purposes;
  • (3)  to test, enhance and otherwise modify the Services whether requested by you or not;
  • (4)  to develop other services; and
  • (5)  as reasonably required for the performance of our obligations under this Agreement.

(b)General: You must, at all times, ensure the integrity of your Data and that your use of your Data is compliant with all Laws. You represent and warrant that: (i) you have obtained all necessary rights, releases and permissions to provide all your Data to us and to grant the rights granted to us in this Agreement; and (ii) your Data and its transfer to and use by us as authorised by you under this Agreement do not violate any Laws (including those relating to export control and electronic communications) or rights of any third party, including any intellectual property rights, rights of privacy, or rights of publicity, and any use, collection and disclosure authorised in this Agreement is not inconsistent with the terms of any applicable privacy policies. We assume no responsibility or liability for your Data, and you shall be solely responsible for your Data and the consequences of using, disclosing, storing or transmitting it.

(c)Removals: We have no obligation to monitor any content uploaded to the SaaS Services. Nonetheless, if we deem such action necessary for any reason, we may (without limiting our other rights) remove your Data from the SaaS Services. We have no liability to you for removing your Data from the SaaS Services.

7. Your Responsibilities and Obligations

You must, at your expense:
(a)provide us with all materials and all reasonable assistance and cooperation in order for us to supply the Services in an efficient and timely manner, including obtaining from authorised users any consents necessary to allow you and your personnel to engage in the activities described in this Agreement and to allow us to provide the Services;

(b)ensure that only your personnel and authorised users access and use the SaaS Services and such use and access is in accordance with this Agreement;

(c)ensure all information provided to us is kept up-to-date and the email address you provide is valid and regularly checked; and

(d)make any changes to your computing environment including all Systems, information technology and telecommunications services (Computing Environment), such as system upgrades, that may be required to support the delivery and operation of any Services.

8. Payment

(a)You must pay us the Subscription Fee and any other amount payable to us under this Agreement, without set off or delay, via direct debit or credit card through our third party payment processor or any other payment method as agreed.

(b)The Subscription Fee for your Plan is payable in advance of the next billing cycle for your Plan and will be charged on a recurring basis depending on the billing cycle chosen to your selected payment method on the calendar day corresponding to when you registered for an Account. In some cases your payment date may change, for example if payment is unable to be processed or if your SaaS Licence began on a day not contained in a given month.

(c)We will also charge you a Transaction Fee for each guest transaction made through your Account. You agree that:

  • (1)  when a guest pays for a transaction (for example for room service) through our guest application, the
    guest will pay the service fees set out in the application through our third party payment processor. The relevant service fees will be paid to your nominated account after deduction of our Transaction Fee; and
  • (2)  when a guest transacts with you through our guest application but pays you directly for the services (for example by “billing to the room”), we will direct debit you through our third party payment processor for our Transaction Fee for all guest transactions during the month at the end of each month (unless otherwise agreed).

(d)The Fees are non-refundable. To the maximum extent permitted by law, there will be no refunds or credits for any unused Plan (or part thereof), Plan downgrade or unused Accounts. Downgrading your Plan may result in the loss of content, features or capacity of your Account. We do not accept any liability for any losses or damages that may arise in such cases.

(e)If you upgrade or downgrade your Plan (by written notice to us), the payment method linked to your Account will automatically be charged the Subscription Fee for your new Plan minus any credit remaining on your current Plan. Please ensure that the account linked to your chosen payment method has sufficient funds to pay the Fees. If your chosen payment method is blocked or expires and you do not cancel your Account, you will remain responsible for paying the Subscription Fees for the Plan, which will accrue to your Account until we receive a cancellation notice.

(f) All Fees exclude GST. If you are located outside Australia you will not be charged GST. You are responsible for all taxes, levies or duties imposed by taxing authorities in your own country, and you shall be responsible for payment of them. We have no responsibility to them on your behalf.

(g)The Fees are subject to change upon 30 days’ written notice from us to you and will apply to the next Plan billing cycle. Such notice may be provided at any time by sending you a written notice via email or via a notification to your Account. If you do not agree to the Fee change, you may cancel your Account in accordance with the termination clause 11(a).

(h)If any payment is not made in accordance with our payment terms, we may (at our absolute discretion):

  • (1)  immediately cease providing the Services, suspend your Account and recover as a debt due and
    immediately payable from you our additional costs of doing so;
  • (2)  charge interest at a rate equal to the Reserve Bank of Australia’s cash rate from time to time plus 8% per annum, calculated daily and compounding monthly, on any amounts unpaid after the due date of payment;
  • (3)  engage debt collection services and/or commence legal proceedings in relation to any unpaid amounts; and/or report you to independent credit data agencies.

9. Intellectual Property Rights

(a)All intellectual property (including copyright) developed, adapted, modified or created by us or our personnel (including in connection with this Agreement, the Software and the Services) will at all times vest, or remain vested, in us.

(b)You must not, without our prior written consent:

  • (1)  copy or use, in whole or in part, any of our intellectual property;
  • (2)  reproduce, retransmit, distribute, disseminate, sell, publish, broadcast or circulate any of our intellectual property to any third party; or
  • (3)  breach any intellectual property rights connected with the Site, the Software or the Services, including (without limitation) altering or modifying any of our intellectual property; causing any of any of our intellectual property to be framed or embedded in another website; or creating derivative works from any of our intellectual property.

(c)This clause will survive termination of your Account.

10. Indemnity and liability

(a)Despite anything to the contrary, to the maximum extent permitted by the law:

  • (1)  our maximum aggregate liability arising from or in connection with this Agreement (including the Services or the subject matter of this Agreement) will be limited to, and must not exceed the total amount of Fees you paid to us in the year in which the liability arose; and
  • (2)  we will not be liable to you for any loss of profit (including anticipated profit), loss of revenue, loss of business, loss of goodwill, loss of opportunity, loss of savings (including anticipated savings), loss of reputation, loss of use and/or loss or corruption of data, whether under statute, contract, equity, tort (including negligence), indemnity or otherwise.

(b)Despite anything to the contrary, to the maximum extent permitted by the law, we have no liability, and you release and discharge us from all liability, arising from or in connection with any:

  • (1)  disputes between you and any party you have used the Services with, including your guests;
  • (2)  damage, injury or loss to any person or property;
  • (3)  failure or delay in providing the Services;
  • (4)  unavailability, outage or interruption to the Services or your Systems; or
  • (5)  breach of this Agreement or any Laws,

where caused or contributed to by any:

  • (6)  event or circumstance beyond our reasonable control;
  • (7)  a fault, defect, error or omission in your Computing Environment or Data; or
  • (8)  act or omission of you, your related parties, personnel or a third-party service provider, and, in any event, any error, omission or lack of suitability (or the absence of, or reduction in, any anticipated result, outcome or benefit) with respect to the Services.

(c)Certain legislation including the Australian Consumer Law (ACL) in the Competition and Consumer Act 2010 (Cth), and similar consumer protection laws and regulations may confer you with rights, warranties, guarantees and remedies relating to our provision of our services which cannot be excluded, restricted or modified (Statutory Rights). Nothing in this Agreement attempts to exclude, restrict or modify your Statutory Rights as a consumer under the ACL. Any and all other warranties or conditions which are not guaranteed by the ACL are expressly excluded where permitted, except to the extent such warranties and conditions are fully expressed in this Agreement.

(d)You acknowledge and agree that:

  • (1)  you are responsible for all users using the Services, including your personnel and any authorised users;
  • (2)  you use the Services and any associated programs and files at your own risk;
  • (3)  the technical processing and transmission of the Services, including your Data, may be transferred unencrypted and involve (i) transmissions over various networks; and (ii) changes to conform and adapt to technical requirements of connecting networks or devices;
  • (4)  we may use third-party service providers to host the Services. If the providers of third party applications or services cease to make their services or programs available on reasonable terms, we may cease providing any affected features without liability or entitling you to any refund, credit, or other compensation;
  • (5)  the Services may use third party products, facilities or services. We do not make any warranty or representation in respect of the third-party products, facilities or services;
  • (6)  we do not guarantee that any file or program available for download and/or execution from or via the Services is free from viruses or other conditions which could damage or interfere with Data, hardware or software with which it might be used;
  • (7)  any collation, conversion and analysis of Data performed as part of the Services (whether by the Services or otherwise) is likely to be subject to human input and machine errors, omissions, delays and losses, including any loss of Data; we are not liable for any such errors, omissions, delays or losses; and you are responsible for adopting reasonable measures to limit the impact of such omissions, delays losses and errors;
  • (8)  we may relocate the Data to another jurisdiction, in which case we will give you 15 business days’ notice and use all reasonable endeavours to minimise the effect of such change on your access and use of the Services;
  • (9)  we are not responsible for any corruption or loss of any Data if such corruption or loss is due to an act or omission by you, your personnel, your related bodies corporate or any authorised users;
  • (10)  we are not responsible for the integrity or existence of any Data on the Computing Environment, network or any device controlled by you or your personnel; and
  • (11)  we may pursue any available equitable or other remedy against you if you breach any provision of this Agreement.

(e)Despite anything to the contrary, to the maximum extent permitted by law, you must indemnify us and hold us harmless from and against any loss, cost, liability or damage, howsoever arising, suffered or incurred by us and arising from or in connection with any claim relating to your Data, your use of the Services or any breach of this Agreement by you.

(f) This clause will survive termination of your Account.

11. Termination

(a)You may terminate your Account and this Agreement by emailing our support staff at contact@alfieguest.com. No refunds will be given upon termination in accordance with this clause 11(a) and your Account and access to the SaaS Services will be terminated within 24 hours of your notification to us. You may email us to request reactivation of your terminated Account and we will consider your request but we reserve the right to refuse your request.

(b)You must ensure that all your Data on the SaaS Services is backed up so that you do not lose your Data if we suspend or terminate your Account.

(c)We may terminate this Agreement and the Order Form if you:

  • (1)  have breached a material term of this Agreement and has failed to remedy such breach within 10
    Business Days of receiving notice to do so, subject to any other express right of termination;
  • (2)  cease operation without a successor;
  • (3)  fail to pay any Fees due within 10 Business Days of receiving notice form us to do so; or
  • (4)  seek protection under any insolvency, bankruptcy, receivership, trust deed, creditors arrangement,
    administration, composition or comparable proceeding, or if any such proceeding is instituted against you (and not dismissed within 60 days).

(d)If we determine that your actions endanger the operation of the Services or other users, we may suspend your Account immediately without notice. You will continue to be charged for the Services during any suspension period in which you are in breach of this Agreement. If we suspend your Account and you are not in breach of this Agreement, we will apply a credit to your Account for the Fees you have paid for any unused portion of your Plan to which the period of suspension relates. If we terminate your Account and you are not in breach of this Agreement, we will refund you the Fees you have paid for any unused portion of your Plan. If we terminate your Account and you are in breach of this Agreement, no refunds will be given.

(e)We may suspend overdue Accounts without notice to you. A reinstatement charge may apply to reactivate any suspended Account once full payment has been received.

12. Collection Notice

(a)We collect personal information about you in order to create your Account, enable you to access and use the Site, to contact and communicate with you, to respond to your enquiries and for other purposes set out in our Privacy Policy.

(b)We may disclose that information to third party service providers who help us deliver our services (including information technology service providers, data storage, web-hosting and server providers, professional advisors, payment systems operators and our business partners) or as required by law. If you do not provide this information we may not be able to provide the Services to you. In certain circumstances, we may disclose your personal information to third parties located, or who store data, outside Australia.

(c) Our Privacy Policy contains further information about: (i) how we store and use your personal information; (ii) how you can access and seek correction of your personal information; (iii) how you can make a privacy-related complaint; and (iv) our complaint handling process. By providing personal information to us, you consent to us collecting, holding, using and disclosing your personal information in accordance with our Privacy Policy.

(d)Notwithstanding anything to the contrary in this Agreement or elsewhere, we may monitor, analyse and compile statistical and performance information based on and/or related to your use of the Services, in an aggregated and anonymized format (Analytics). You agree that we may make such Analytics publicly available, provided that it: (i) does not contain identifying information; and (ii) is not compiled using a sample size small enough to make the underlying data identifiable. We and/or our licensors own all right, title and interest in and to the Analytics and all related software, technology, documentation and content provided in connection with the Analytics, including all intellectual property rights in the foregoing.

13. General

(a)We reserve the right to refuse any request for or in relation to Services that we deem inappropriate, unreasonable, illegal or otherwise non-compliant with this Agreement.

(b)Non-exclusive: Services will be provided to you on a non-exclusive basis.

(c)Subcontracting: We may engage subcontractors to perform the Services on our behalf.

(d)Force Majeure: If a party (Affected Party) is unable to perform any of its obligations under this Agreement due to an event or circumstance beyond its reasonable control (Force Majeure) and it gives the other party prompt written notice of such, the Affected Party’s obligations shall be suspended to the extent necessary. The Affected Party must use reasonable efforts to limit the impact of the event on its performance and must continue to perform its obligations in full as soon as the Force Majeure ceases.

(e)Disputes: Neither party may commence court proceedings relating to any dispute arising from, or in connection with, this Agreement without first meeting with a senior representative of the other party to seek (in good faith) to resolve that dispute (unless that party is seeking urgent interlocutory relief or the dispute relates to compliance with this provision).

(f) Notices: Any notice given under this Agreement must be in writing and addressed to us at the details set out below or to you at the details provided when setting up your Account. Any notice may be sent by standard post or email, and will be deemed to have been served on the expiry of 48 hours in the case of post, or at the time of transmission in the case of email.

(g)Waiver: Any failure or delay by a party in exercising a power or right (either wholly or partly) in relation to this Agreement does not operate as a waiver or prevent a party from exercising that power or right or any other power or right. A waiver must be in writing.

(h)Relationship of parties: This Agreement are not intended to create a partnership, joint venture or agency relationship between the parties.

(i) Severance: If a provision of this Agreement is held to be void, invalid, illegal or unenforceable, that provision is to be read down as narrowly as necessary to allow it to be valid or enforceable, failing which, that provision (or that part of that provision) will be severed from this Agreement without affecting the validity or enforceability of the remainder of that provision or the other provisions.

(j) Assignment: You must not assign any rights or obligations under this Agreement, whether in whole or in part, without our prior written consent.

(k)Amendment: This Agreement may only be varied by written agreement executed by both parties.

(l) Governing law: This Agreement is governed by the laws of New South Wales. You irrevocably and unconditionally submit to the exclusive jurisdiction of the courts operating in New South Wales and any courts entitled to hear appeals from those courts and waive any rights to object to proceedings being brought in those courts. The Services may be accessed in Australia and overseas. We make no representation that the Services complies with the laws (including intellectual property laws) of any country outside of Australia. If you access the Services from outside Australia, you do so at your own risk and are responsible for complying with the laws in the place you access the Services.