Terms & Conditions

1. Legal Compliance

You agree to comply with all applicable laws, regulations, and industry standards when using our services. This includes but is not limited to:

• • Compliance with Australian federal and state laws
• • Adherence to data protection and privacy regulations
• • Respect for intellectual property rights and licensing requirements
• • Compliance with advertising standards and consumer protection laws

2. Conduct Requirements

When engaging with Velomar, you must:

• • Provide truthful, accurate, and complete information
• • Act in good faith and maintain professional communications
• • Respect our team members and maintain appropriate boundaries
• • Respond promptly to reasonable requests for information or clarification
• • Honor payment obligations according to agreed terms

3. Prohibited Behaviors

You may not:

• • Use our services for any unlawful or fraudulent purpose
• • Misrepresent your identity, qualifications, or authority
• • Engage in harassment, discrimination, or abusive behavior
• • Attempt to reverse engineer or misappropriate our methodologies
• • Share confidential information without authorization

4. Age Restrictions

Our services are intended for use by adults acting on behalf of organizations. You must be at least 18 years of age and have the authority to bind your organization to these terms. By using our services, you represent that you meet these requirements.

5. Service Warranties

We warrant that our services will be performed with reasonable skill and care consistent with industry standards. However, we make no guarantees regarding specific business outcomes, market performance, or competitive positioning results. Strategic success depends on multiple factors beyond our control.

6. Disclaimer of Warranties

Except as expressly stated in service agreements, our services are provided without warranties of any kind, either express or implied. We disclaim all warranties including merchantability, fitness for a particular purpose, and non-infringement to the maximum extent permitted by law.

7. Limitation of Liability

To the maximum extent permitted by law:

• • We shall not be liable for any indirect, incidental, special, consequential, or punitive damages
• • Our total liability shall not exceed the fees paid for the specific service giving rise to the claim
• • We are not liable for damages resulting from your failure to implement recommendations
• • We are not responsible for third-party actions or market conditions beyond our control

8. Exclusion of Consequential Damages

Neither party shall be liable for loss of profits, loss of revenue, loss of data, loss of business opportunities, or any other indirect or consequential damages, even if advised of the possibility of such damages.

9. Force Majeure

We shall not be liable for failure to perform our obligations due to circumstances beyond our reasonable control, including natural disasters, pandemics, government actions, labor disputes, telecommunications failures, or other force majeure events.

10. Client Indemnification

You agree to indemnify, defend, and hold harmless Velomar, its officers, employees, and contractors from any claims, damages, losses, or expenses arising from your use of our services, violation of these terms, infringement of third-party rights, or your business operations.

11. Our Indemnification

We will indemnify you against claims that our original work products directly infringe third-party intellectual property rights, provided you notify us promptly of such claims and allow us to control the defense. This indemnification does not apply to modifications you make or to combined use with other materials.

12. Data Protection

Our handling of personal information is governed by our Privacy Policy, which forms part of these terms. We commit to protecting your data in accordance with applicable privacy laws.

13. Confidential Information

Both parties agree to maintain the confidentiality of non-public information shared during our engagement. This obligation survives termination of the relationship and applies except where disclosure is required by law.

14. Third-Party Interactions

You are responsible for your interactions with third parties encountered through our services. We are not liable for the actions or omissions of third parties, including service providers you engage based on our recommendations.

15. Governing Law

These terms are governed by and construed in accordance with the laws of the State of Victoria, Australia, without regard to conflict of law principles. The United Nations Convention on Contracts for the International Sale of Goods does not apply.

16. Jurisdiction

Any legal action or proceeding arising from these terms shall be brought exclusively in the courts located in Melbourne, Victoria, Australia. You consent to the personal jurisdiction of such courts and waive any objection to venue.

17. Dispute Resolution Procedure

In the event of a dispute:

• • The parties will first attempt to resolve the matter through good-faith negotiation
• • If negotiation fails within 30 days, the parties may pursue mediation
• • Either party may proceed to litigation if mediation does not resolve the dispute
• • This procedure does not apply to claims seeking urgent injunctive relief

18. Severability

If any provision of these terms is held to be invalid, illegal, or unenforceable, the remaining provisions shall continue in full force and effect. The invalid provision shall be modified to the minimum extent necessary to make it valid and enforceable.

19. Entire Agreement

These Terms and Conditions, together with our Privacy Policy, Terms of Service, and any written service agreements, constitute the entire agreement between the parties regarding the subject matter and supersede all prior agreements or understandings.

20. Modifications to Terms

We reserve the right to modify these terms at any time. Changes will be effective immediately upon posting to our website. Your continued use of our services after changes constitutes acceptance of the modified terms. We recommend reviewing these terms periodically.

21. No Partnership

Nothing in these terms creates a partnership, joint venture, employment, or agency relationship between you and Velomar. Neither party has authority to bind the other or incur obligations on the other's behalf.

22. Assignment

You may not assign or transfer your rights or obligations under these terms without our prior written consent. We may assign these terms in connection with a merger, acquisition, or sale of substantially all our assets.

23. Waiver

Our failure to enforce any provision of these terms shall not constitute a waiver of that provision or our right to enforce it in the future. Any waiver must be in writing and signed by an authorized representative.

24. Notices

All notices under these terms must be in writing and delivered by email or physical mail to the addresses specified. Notices are deemed received when delivered by email or three business days after mailing.

25. Survival

Provisions regarding intellectual property, confidentiality, indemnification, limitation of liability, and dispute resolution survive termination of these terms or any service relationship.