Fishburners Virtual Terms & Conditions
We offer a type of virtual membership called a virtual membership where people can join the Fishburners online community and have access to benefits offered by us.
This virtual membership is different from our dedicated or community memberships which are available at our Sydney or Brisbane locations.
Depending on your virtual membership type you will be either a ‘Premium Virtual Member’ or a ‘Standard Virtual Member’ and all of the provisions within these Terms and Conditions may not apply to you.
These Terms and Conditions apply only to virtual memberships being offered by us.
1. Virtual membership
1.1 You become a virtual member once your application has been accepted and we receive your first payment of the virtual membership fees. Once you are a virtual member we will notify you in writing.
1.2 Your virtual membership entitles you to the benefits offered by us from time-to-time.
1.3 A list of the virtual membership types, fees and benefits you have access to as part of your virtual membership can be found at here.
1.4 The list of benefits may vary during your virtual membership and not all the benefits are guaranteed to be available during the time of your virtual membership.
1.5 We may from time-to-time offer discretionary benefits to you. The discretionary benefits may vary. You have no contractual right to receive discretionary benefits, and they do not form part of your virtual membership benefits.
1.6 If you are a Premium Virtual Member you may have access to our premises (Sydney and/or Brisbane) (Premises) to use of a hot desk once a month during the term of your virtual membership.
1.7 We accept the business that you list in your virtual membership application. If your business changes or pivots during your virtual membership, or you start work on or with another business, you must notify us in writing immediately.
2.1 We hereby grant to you a non-exclusive, non-transferable right to access our online intranet portal (Portal), use the services available through the Portal and use any documentation and/or content which is on the Portal (Content) during your term of your virtual membership and solely for your internal business operations on these terms and conditions.
2.2 You must ensure that you keep your password to access the Portal secure and confidential.
2.3 We reserve the right to monitor your use of the Portal to verify your identity are using the Portal and the use they are making of the Portal.
2.4 If the monitoring referred to in clause 2.3 reveal that any password has been provided to or acquired by any individual who is not authorised by us, then without prejudice to our other rights, we reserve the right to promptly disable such passwords and all related access to the Portal.
2.5 You will comply, and ensure that each of your employees or agents complies, with any policies published by us on the Portal.
2.6 You must not:
a) attempt to gain unauthorised access to computer systems or content through the Portal;
b) use a false email address, impersonate others or misrepresent your affiliation with others;
c) share your login and password details with any other person or use the login details of any other person to access the Portal;
d) use the Portal or any of the materials and/or content made available through the Portal in a way that violates any applicable laws, the intellectual property or other rights of ours or others, or that is fraudulent, obscene, unprofessional, offensive, misleading or defamatory;
e) reverse engineer, decompile or disassemble the Portal or use the Portal to develop a solution that is the same or substantially similar to the Portal;
f) licence, sell, rent, lease, transfer, assign or otherwise commercially exploit, or otherwise make the Portal and/or the Content available to any third party;
g) assist third parties in obtaining access to the Portal and/or the Content; or
h) except as permitted under these terms and conditions, modify, reproduce, display, publish, distribute, copy, transmit, perform, license, create derivative works from, transfer, or sell or resell any information, documentation, software, or materials made available through the Portal.
2.7 You will use all reasonable endeavours to prevent any unauthorised access to, or use of, the Portal and/or the Content and, in the event of any such unauthorised access or use, promptly notify us.
2.8 The rights provided under this clause 2 are granted to you only and will not be considered granted to any subsidiary or holding company of yours.
2.9 Subject to any aspects of the Portal for which you will take responsibility, the Portal will be managed and supported exclusively by third party provider Bisner Europe B.V. (company number: 64895246). More information about the Portal can be found on our Portal Policy when available.
3. Virtual Membership Fees
3.1 The fees charged by us for virtual membership are those shown on our website from time to time. We reserve the right to adjust these fees. We will give at least one months’ notice for any increase in fees.
3.2 You must pay your virtual membership fees at least one month in advance each month.
3.3 All fees are GST exclusive unless stated otherwise.
3.4 Virtual membership fees are not refundable upon request in any circumstances.
3.5 We will engage a third-party payment facilitator called Chargebee to enable you to pay for your virtual membership and for us to receive payment, without us collecting your payment details.
3.6 We will send you an invoice for your monthly virtual membership fees. Unless otherwise specified the invoice will be sent to the email address specified in your application.
3.7 If you are a Premium Virtual Member your minimum virtual membership term is three months (Minimum Term). You cannot cancel your virtual membership until after the Minimum Term and you must pay your virtual membership fees for the entire Minimum Term.
3.8 We reserve the right to suspend your virtual membership and block your access to the Portal, in accordance with clause 15.5 if your virtual membership fees are overdue by 7 days or more. Please note late fees may also be charged each time an automatic debit fails to debit.
4. Virtual member Obligations
4.1 You warrant that:
a) you are at least 18 years old;
b) any details you provide to us when applying for virtual membership are true, accurate and complete when you submit them;
c) you have the authority to provide us with information you provide us to when applying for virtual membership;
d) you will comply with any policies published by us;
e) you are solely responsible for any and all content that is posted through your account which you have access to in connection with your virtual membership; and
f) not do anything that violates applicable laws, that violates the intellectual property rights or other rights of us or others, or that is fraudulent, obscene, unprofessional, offensive, misleading or defamatory.
5. Use of the Premises
5.1 If you are a Premium Virtual Member you will be granted access to visit and work from our office Premises once per month during your virtual membership. To access this benefit, you must notify the Fishburners staff by email at least three days before you would like to visit the Premises. The Fishburners staff will confirm or deny the date and time of your visit in writing. When you arrive on the day of your visit you must check in to Fishburners reception at the relevant Premises immediately upon arrival.
5.2 Premium Virtual Members may use the Premises address as your business address and/or registered office.
5.3 You must not:
a) allow any other person access, or assist a person to obtain access, to the Premises at any time, without our prior written consent;
b) smoke on the Premises at any time;
c) conduct auction or sale on the Premises;
d) sleep on the Premises;
e) use the Premises for any other purpose than conducting your business (which was specified on your virtual membership application);
5.4 You must comply with our Code of Conduct. Without limiting this obligation you must:
a) not behave in an offensive manner to our staff or other members or their guests;
b) keep your desk and the adjacent area clean and free of rubbish;
c) not alter any part of the setup of the Premises;
d) take good care of all parts of the Premises;
e) not put up any partitions or make any alterations or additions to the Premises;
f) not bring any explosive or flammable or corrosive fluids or chemicals into the Premises; and
g) not obstruct or prevent the use of the Premises by other Members of their guests.
5.5 No tenancy interest, leasehold estate or other real property interest is created in your favour with respect to the Premises.
6. Desk Usage
6.1 You will have a non-exclusive right to use the desk identified as being community desks when you visit the Premises.
6.2 You must not touch or remove anything from another virtual member’s desk without their expressed permission.
6.3 We reserve the right to use all desks for events or for another reason that we see necessary. If we need the desk you are using you will be notified by one of our staff. You must remove your property from your desk in advance of the event or when one of our team notifies you to do so.
7.1 We do not make any representations as to the security of Fishburners network or the internet or of any information that the client places on it. You should adopt whatever security measures (e.g. encryption) you believe is appropriate to your circumstances.
7.2 We cannot guarantee that a particular degree of availability will be attained in connection with your use of Fishburners network or internet. Your sole and exclusive remedy shall be the remedy of such failure by Fishburners within a reasonable time after notice by email or phone.
7.3 Your network activity may be monitored from time to time to improve performance.
7.4 All due care will be taken to ensure personal communications are not interrupted.
7.5 You must not use the internet access provided for excessive downloads or for a purpose considered to be illegal in Australia. The use includes, and is not limited to, the use of any torrent client software.
8.1 You are entitled to invite Guests onto the Premises between 10am and 6pm during weekdays, excluding public holidays.
8.2 Your Guests’ visit must be for business purposes only.
8.3 Your Guest may stay on the Premises for no longer than three hours.
8.4 If your Guests’ stay is longer than three hours they will need to purchase a day pass from us.
8.5 You are responsible for your Guests. You must accompany them while they are on our Premises.
8.6 If your Guest breaches any of these terms and conditions then you will be deemed to be in breach of these terms and conditions.
8.7 For the purposes of this clause and clause 5 a Guest means any person who is not a virtual member who you invite onto the Premises to meet with you for business purposes (including an intern, agent, volunteer, supplier, customer or client) and who you have obtained our prior written consent to do so.
9. Founder Members
9.1 If you identify as being the founder of the startup business described in your application to us for virtual membership, then you:
a) must notify us about any new employees and/or contractors joining your business if they are going to be working on the Premises (in which case they will need to be accepted as a virtual member by us and if successful you will need to pay an additional virtual membership for them);
b) you are responsible for any of our property provided to the employees and/or contractors of your business;
c) must ensure each employee and contractor of your business complies with our Code of Conduct, OH&S Policy, Desk Use Policy and our other policies;
d) must notify us of any employees and/or contractors who are leaving your business, if they have been working on the Premises, so we can cancel their virtual membership with us; and
e) must ensure that any of our property (such as swipe cards, keys or access codes) provided to employees and/or contractors of your business is returned to us when no longer required.
10.1 You must comply with our Code of Conduct, and our other policies relating to virtual membership and use of the Premises and the facilities in the Premises (Policies). The Policies do not form part of these terms and conditions. Copies of them are available on our website.
10.2 You must check our Policies regularly as they may be changed by us. We will endeavour to give you notice of any change but we do not guarantee to do so.
10.3 You must inform your Guests about the Policies and take all steps to ensure that your Guests comply with them.
10.4 You must comply with and ensure that your business complies with all Australian laws and regulations that govern the conduct of your business.
10.5 You must not do anything, in connection with your virtual membership, that is illegal, that may interfere with the use of the Premises by us or by other Members and their Guest, or that may cause any nuisance or annoyance, increase the insurance premiums we have to pay, or harm our reputation or that may cause us loss or damage.
11.1 At any time during your virtual membership, and for a period of 6 months after your virtual membership ends, you must not approach any of our employees and/or contractors, for the purpose of persuading that person to terminate his or her employment or contract with us.
11.2 You may employ a person who was previously one of our employees or contractors if:
a) that person ceased to be employed or engaged by us more than 6 months before being employed or engaged by you; or
b) we consent to you doing so (a right we can exercise at our absolute discretion) and, if demanded, you promptly reimburse us for all reasonable costs and expenses that we incur in recruiting and training a replacement.
12.3 You may enter other data, information or material on the Portal during your use of the Portal (Data). You grant consent for us to access, review or copy on our own account, or disclose and transfer to any third party, any Data, to the extent required:
a) to permit us together with our officers, employees and contractors to provide you the Portal, virtual membership benefits and services associated with your virtual membership;
b) to effect a sale (or proposed sale) of all or part of our business; and
c) otherwise as required or permitted by any law to which we and our related bodies corporate may be subject.
13. Limitation of Liability
13.1 We exclude liability to you for any of these things incurred by you: loss of revenue, loss of profit, loss of goodwill, loss of customers, loss of capital, damage to reputation, loss in connection with any other contract, loss of data, or indirect, Consequential Loss or special loss, damage or expense.
13.2 We do not exclude or restrict our liability for any matter which it would be unlawful for us to exclude or attempt to exclude our liability.
13.3 We are not responsible for:
a) any injury (whether physical or mental) that occurs while you are a virtual member; or
b) any loss of property that occurs while you are a virtual member.
13.4 To the full extent permitted by the law, our liability for our breach of any guarantee, condition or warranty is limited to fees actually paid by you in respect of your virtual membership in the year in which the event giving rise to our liability occurs.
13.5 For the purposes of this clause Consequential Loss means loss of revenue, loss of profits, loss of anticipated savings or business, pure economic loss, loss of data, loss of value of equipment (other than the cost of repair), loss of opportunity or expectation loss and any other form of consequential, special, indirect, punitive or exemplary loss or damages.
14.1 You must indemnify us against and pay on demand any and all loss, liability or costs (including third party claims for personal injury, death or tangible property damage) suffered or incurred by us or our officers, employees, contractors, agents and visitors arising out of or in connection with your actions or omissions or those of the staff of your business, including:
b) fraud, unlawful conduct or wilful misconduct;
c) fraudulent or innocent misrepresentation;
d) breach of these terms and conditions or any of our policies; and
e) breach of any laws.
15. Term, Termination and Suspension
15.1 You become a virtual member once your application has been accepted by us and your virtual membership will continue until terminated in accordance with clause 15.
15.2 We may terminate your virtual membership, with immediate effect, by giving you written notice if:
a) you do not pay your virtual membership fees in accordance with our terms of payment;
b) you are in breach of any one or more of these terms and conditions provided that, where the breach is capable of being remedied, we have given you written notice of the breach, given you 14 days to remedy the breach and you have failed to remedy the breach in that 14 day period; or
c) your conduct, in our reasonable opinion, is incompatible with your virtual membership and the values to which we subscribe.
15.3 We may also terminate or suspend your virtual membership:
a) for convenience, by giving you at least one month’s written notice; or
b) with immediate effect if we can no longer provide you access to the Portal or provide you with the virtual membership benefits.
15.4 Subject to clause 3.7, you may terminate your virtual membership:
a) for convenience, by giving us at least two months’ written notice; or
b) if we are in material breach of these terms and conditions by giving us at least two months’ written notice, provided that, where the breach is capable of being remedied, you have given us written notice to remedy the breach and we have failed to do so within 14 days of receiving that notice.
15.5 We may suspend your access to the Portal if you fail to pay any fees, which have become due from you in respect of your virtual membership. If your right to access and use the Portal is suspended, then you remain liable to pay the fees due to us in respect of your virtual membership.
16. After Termination
16.1 When you cease to be a member you cease to be entitled to the benefits of membership, and if you are at the Premises, you must vacate the Premises.
16.2 On or before the last day of your virtual membership, you must return all property belonging to us. A fee will be charged for any items that are not returned within 24 hours after the last day of your virtual membership.
16.3 When you vacate the Premises you must leave the desk you were using and the adjacent area clean and free of any rubbish and in the same condition as it was when you took possession (fair wear and tear excluded).
16.4 We reserve the right to charge additional fees for any repairs required to restore your desk and adjacent area to the condition it was when you took possession (fair wear and tear excluded).
16.5 If you leave any property in the Premises, we may remove and dispose of that property at your cost in any way we choose, including by sale or destruction. We are not obliged to account to you for the proceeds we receive (if any) from the sale of your property.
17. Updates to these Terms and Conditions
17.1 We may change these terms at any time and, if we make changes, we will take reasonable steps to let you know about the changes. However, you should also keep track of whether changes have been made to these terms and conditions by referring to the date of publication at the end of this page.
17.2 If you continue to enjoy the virtual membership benefits following any amendment to these terms and conditions you will be taken to have agreed to comply with the terms and conditions as changed. If you do not agree with changes to the terms and conditions, you can choose to no longer be a virtual member.
18.1 Any notice we send to you will be emailed to the email address that you provide to us when applying for virtual membership.
19.1 If any provision in these terms and conditions is invalid under any law, the provision will be limited, narrowed, construed or altered as necessary to render it valid but only to the extent necessary to achieve such validity. If necessary, the invalid provision will be deleted from these terms and conditions and the remaining provisions will remain in full force and effect.
19.2 These terms and conditions are to be governed by and construed in accordance with the laws of New South Wales and any claim made by either party against the other which in any way arises out of these terms and conditions will be heard in New South Wales. You agree to submit to the jurisdiction of the courts in New South Wales.
FISHBURNERS COLLECTION NOTICE
We ensure that our overseas partners have robust security in place to protect your personal information and we will take reasonable steps to ensure that any overseas recipients do not breach the APPs. By giving us your information, you consent to overseas disclosure and accordingly subclause 8.1 of the APPs will not apply to the disclosure of your personal information to an Overseas Recipient.