These End User Terms and Conditions (Conditions) apply to your access to and use of the Lookout platform and its associated applications and services (the Platform) operated by The Lookout Way Pty Ltd (our, we or us).

Subject to your acceptance and compliance with these Conditions, we will provide you with access to the Platform.

By:

you are deemed to have accepted these Conditions.

We reserve the right to change these Conditions at any time and will notify you via your nominated contact details if we do so. Your continued use of the Platform constitutes your acceptance of these Conditions as amended from time to time.

If you do not accept these Conditions at any time, you must immediately cease to use the Platform.

Your use of the Platform is subject to these Conditions and our Lookout Policies.

You represent and warrant at all times that your access and use of the Platform is in your capacity as, or on behalf of, a genuine Helper or Member (as applicable) and not for or in connection with any on-supply agreement, agency, recruitment business, or any similar business or activity.

Your access to and use of this Platform may be subject to your payment of Service Fees by a Provider whom is affiliated with you. If any Service Fees are not paid at any time for any reason, you may be unable to access or use of the Platform.

The output, or format of output, provided by the Platform may vary from time to time and may not deliver all outputs or formats that you require. No guarantees, warranties, or representations are made as to the accuracy, completeness or utility of any material available through the Platform at any time. Your use of the material available through the Platform is not a substitute for your own independent commercial decisions regarding matters of relevance to your business and you represent and warrant you have made your own enquiries and satisfied yourself of such matters.

Any personal information which we collect from you in the course of your use of the Platform will be handled in accordance with our Privacy Policy. All requests for your personal information must be directed to [email protected] or another email address specified by us from time to time.

You represent and warrant that:

You must only use the Platform with the account(s) for which you are authorised under clause 2.1. You must not use the Platform with any other account.

You acknowledge and agree that you are responsible and liable for ensuring the security and confidentiality of all passwords and other security information. If you become aware of or suspect that any account has been compromised, you must immediately notify us and (if possible) update the security information for the account.

You acknowledge that you may be required to provide us with certain information in order for you to be granted access to the Platform and you represent and warrant that all information you provide to us is true, accurate, complete and current.

The intellectual property rights to the Platform and the material available therein are owned by or licensed to us.

Except as expressly provided in these Conditions, you may not copy, reproduce, republish, distribute, or otherwise deal in any way with the Platform or any of the material available on the Platform without our prior written consent.

You are granted a limited, global, non-transferrable, non-assignable, licence (without the right to sublicence) to our Platform mobile application(s) from time to time for the sole purpose of your access to and use of the Platform in accordance with these Terms and Conditions.

You may use and reproduce the material available through the Platform solely for your own personal use, provided that you:

You retain all right, title and interest in any Uploaded Material. You grant us a non-exclusive, transferrable, global, royalty-free license to use, copy, modify, adapt, publish, transmit or broadcast, and sub-license any Uploaded Material for the purpose of operating the Platform or otherwise in the course of your dealings with us.

You represent and warrant that:

We may disclose material (including Uploaded Material) to Third Party Providers for the purpose of operating the Platform and for you to use the Platform.

You acknowledge and agree that you will not hold us responsible or liable for any malicious or negligent act or omission of any Third Party Provider.

To the extent that any guarantee or warranty under any statute, common law or otherwise, is read into these Conditions, our liability for failure to comply with any such guarantee is limited, at our sole discretion, to one or more of:

You acknowledge and agree that:

We are not liable to you for any loss of profit, loss of revenue, loss of contract value, loss of anticipated profit, loss of opportunity, loss of data, or any other indirect or consequential loss not arising as a natural consequence of a breach or other event giving rise to liability of a party, suffered or incurred by the other party whether in contract, tort (including negligence), statute, or otherwise, in connection with these Conditions, even if we have been advised of the possibility of such loss.

deliberate or negligent breach of these Conditions or our Lookout Policies;

infringement of the Intellectual Property Rights of a third party; or

breach or infringement of any other law.

If you breach, or we suspect that you have breached, any of these Conditions, or our Lookout Policies, we may, in addition to any other rights that we have under either of those documents, at law, or otherwise, suspend (in whole or part) or terminate your use of the Platform without notice.

You acknowledge and agree that any breach by you of these Conditions or our Lookout Policies may constitute an unlawful and unfair business practice, and may cause irreparable harm to us, for which monetary damages would be inadequate, and you consent to our obtaining, in addition to any other remedies we may have in law or equity, any injunctive or equitable relief that we deem necessary or appropriate in such circumstances.

If you believe you have a reason to raise a dispute with us under these Conditions for any reason, you must first provide us with written notice of the dispute including particulars of the dispute. Our authorised representatives will, within seven (7) days, discuss the dispute in good faith and attempt to resolve the dispute.

If our authorised representatives are unsuccessful in resolving the dispute within thirty (30) days of our receiving notice of the dispute, either of us may refer the dispute for mediation. The mediation will be held in Brisbane, Australia will be mediated by an agreed mediator, or if no mediator is agreed, by a mediator nominated by the President of the Queensland Law Society or the President's nominee. Each of us must bear our own costs of the mediation and bear equally the mediator's costs, and are entitled to legal representation at the mediation.

You acknowledge and agree that you may not commence Court proceedings (except for urgent interlocutory relief) against us without first complying with this clause 10.

You acknowledge and agree that your access to the Platform may be suspended while a dispute under this clause 10 is being resolved or if a dispute cannot reasonably be resolved within a reasonable time after complying with this clause 10.

We may transfer or assign our rights or obligations arising under these Conditions. You agree to take all steps necessary to enable us to transfer, assign, charge, sub-contract or otherwise dispose of these Conditions.

Any waiver of any of our rights under these Conditions is not effective unless in writing signed by us. Any failure or delay by us in exercising a right under these Conditions does not constitute a waiver of our rights. Any waiver by us will only waive our particular rights in the particular circumstances and will not waive any of our other rights, or the same rights in other circumstances.

If any clause of these Conditions is illegal, void or unenforceable in any jurisdiction, that clause may be severed for the purpose of that jurisdiction only and the remainder of these Conditions continues in full force and effect in that jurisdiction.

These Conditions constitute the whole of the agreement between us and sets out all the parties' rights and obligations relating to the subject matter therein, and replaces all earlier representations, statements, agreements and understandings except as stated otherwise in these Conditions. You acknowledge and agree that you have not relied on any statement, representation, assurance or warranty made by any person (including a third party) in accepting these Conditions.

You acknowledge and agree that:

You agree to comply with all laws and act in good faith and in a manner that will not harm the interests or reputation of Lookout or any of its associated entities.

A reference to an agreement includes any variation or replacement of the agreement.

Headings are provided for convenience and do not affect the interpretation of the documents making up these Conditions.

The words “include”, “includes” and “including” must be read as if followed by the words “without limitation”.

The singular includes the plural and the plural includes the singular.

If a word or phrase is defined its other grammatical forms have corresponding meanings.

Agreements, representations and warranties made by two or more people will bind them jointly and severally.

A reference to any legislation includes any consolidation, amendment, re-enactment or replacement of legislation.

A person includes the person’s executors, administrators and permitted novatees and assignees.

No rule of construction will apply to a provision of a document to the disadvantage of a party merely because that party drafted the provision or would otherwise benefit from it.