Terms of service

Terms of Service

1.1        General

(a)          These terms of service (“Terms”), including those additional terms and conditions and policies referenced herein and/or available by hyperlink, apply to all users of our website (including without limitation users who are browsers, vendors, customers, merchants, and/ or contributors of content) and to any Services that we supply to you.

(b)         By accessing our website and/or accepting our supply of health consultation services and/or retreat programs which seek to holistically address your physical, nutritional, emotional and spiritual concerns (“Services”), you confirm that you have read, understood and agreed to these Terms. If you do not agree to these Terms, then you may not access the website or use any Services.

(c)          In these Terms “we”, “us” and “our” refers to Superposition Pty Ltd. ”You” or “your” means the person(s) who is accessing our website or receiving Services from us.

1.2        Terms

(a)          The following forms the agreement between us and you:

(i)           these Terms;

(ii)         any terms and conditions of use applicable to a specific product or service which are provided to you;

(iii)        any tax invoice that we issue to you;

(iv)        any other document that you and we agree forms part of or varies these Terms;

(v)          any third party terms which might apply to the delivery of third party services which form part of our services,

together, the Agreement.

(b)         To the extent of any inconsistency, discrepancy or ambiguity between the above documents will be resolved and interpreted according to the same order of preference as the documents are listed above, with the documents higher in the list having higher priority.

1.3        Changes to Terms

(a)          You can review the most current version of the Terms at any time on our website.

(b)         We may update, change or replace any part of these Terms at any time by posting the updated, changed or replacement terms to our website. It is your responsibility to check this page periodically for changes. Your continued use of or access to the website or our Services after we have published any changes to these Terms constitutes your acceptance of those changes.

(a)          When you ask us to provide the Services to you, we may, in our sole and absolute discretion, choose whether or not to provide them to you.

(b)         To the fullest extent allowable at law, we make no representation and provide no warranty, whether express, implied, statutory or otherwise:

(i)           that the Services will be error free;

(ii)         that the Services will meet any particular requirements or be fit for any purpose not set out in these Terms or any Agreement;

(iii)        that the results that may be obtained from the use of the Service will be accurate or reliable; or

(iv)        that your access to our website or the Services will be uninterrupted, or available at all times.

(c)          We will use reasonable care and skill in providing our Services.

(d)         We may, at any time in our sole and absolute discretion, modify or discontinue the Service (or any part or content thereof). If you are already receiving Services from us, we will provide you with prior notice of any:

(i)           modification to the Services, if you do not agree with the changes, you may, in your sole and absolute discretion, notify us that you would like to terminate our Agreement. If you terminate the Agreement as a consequence of any such changes, you will be entitled to a refund for any unused portion of the services; or

(ii)         discontinuance, which will amount to a termination under clause 11(b).

(e)          We are not responsible if information made available on this site (or any other platform information is uploaded to, including the Platform) is not accurate, complete or current. The material on this site, any other platform information is uploaded to, or the Platform is provided for general information only and should not be relied upon or used as the sole basis for making decisions without consulting primary, more accurate, more complete or more timely sources of information. Any reliance on the material on this site is at your own risk.

(f)          You expressly agree that your use of, or inability to use, the Service is at your sole risk. The Service and all products and Services delivered to you through the Service are (except as expressly stated by us and to the extent permitted by law) provided 'as is' and 'as available' for your use, without any representation, warranties or conditions of any kind, either express or implied, including all implied warranties or conditions of merchantability, merchantable quality, fitness for a particular purpose, durability, title, and non-infringement.

2.2        Medical Disclaimer

(a)          The Services and any information that is produced, published or otherwise made available or provided to you by us (including any information contained in or on any book, website, videos, social media or other online platform) is for informational purposes only and may not be appropriate or applicable for your circumstances. We make no representation or warranty that any particular advice, device, procedure, or treatment is safe, appropriate or effective for you. To the extent that Dr Carlyle provides any explicit or implied recommendation of any particular product or service, such recommendation is only a general recommendation that is not specific to any particular person or illness.

(b)         For completeness, we note that the Services provided under this Agreement do not and will not at any time in the future form part of any registered services that we may otherwise provide as properly registered practitioners. You acknowledge and agree that those other services for which we are registered practitioners will not form part of the Services provided to you under this Agreement.

(c)          You acknowledge and agree that the Services do not provide medical, professional, or licensed advice and are not a substitute for consultation with a healthcare professional. You must not use the Services for medical diagnosis or treatment and should seek medical advice from a qualified healthcare professional for any questions.

(a)          In order for us to provide you the Services, you acknowledge and agree that the information you provide us (including any payment or billing information) must be accurate, up to date and error free.

(b)         In addition to your other obligations in the Terms or any Agreement we enter into with you, you must not use our Website (including its content) or any part of the Services we provide you:

(i)           for any unlawful purpose;

(ii)         to solicit others to perform or participate in any unlawful acts;

(iii)        to breach any Laws;

(iv)        to infringe our rights or a third party’s rights (including in relation to intellectual property);

(v)          to harass, abuse, insult, harm, defame, slander, disparage, intimidate, or discriminate any person; or

(vi)        to upload or transmit viruses or any other type of malicious code that will or may be used in any way that will affect the functionality or operation of our website.

(c)          You must not:

(i)           reproduce, duplicate, copy, sell, resell or exploit any portion of the Service; or

(ii)         copy, reproduce, republish, upload, post, publicly display, encode, translate, transmit or distribute in any content contained our website in any way to any other computer, server, platform or other medium for publication or distribution or for any commercial enterprise,

without our express written permission.

(d)         You acknowledge and agree that in receiving our Services you may be required to arrange access and/or a membership to the online platform ‘Skool’ (the Platform). It is a condition of your access to our group that you agree to and comply with:

(i)           the terms and conditions that apply to the Platform for the duration of this Agreement; and

(ii)         our ‘house rules’, which include the following notions:

(A)         our community is to support committed professionals;

(B)         your fellow members are legends in our community;

(C)         all parties will keep our community's content helpful rather than just interesting;

(D)        text-based content when using the Platform is preferred to respect everyone's time;

(E)         we encourage you to upload success stories about how you've implemented a strategy;

(F)         you should aim to post, comment, or add value at least twice a month (subject to clause 3(f) below);

(G)        you must treat all content in the Platform as confidential and not disclose any information shared therein with any other person or third party;

(H)        celebrate each other's wins, support, and challenge (where appropriate and subject to clause 3(f) below); and

(I)          if you see something that goes against the spirit of our community, breaches the rules, or makes you feel uncomfortable in any way, you must let us know immediately.

(e)          In addition to those Platform terms and conditions, you acknowledge and agree that we own all right title and interest (including all related intellectual property rights) in all material (including resources and downloadable documents) published in our group on the Platform from time to time.

(f)          You warrant that any content you publish on the Platform will not contain any material which is illegal, breaches any person or third party’s rights, is offensive, defamatory or discriminatory.

4.1        Fees

(a)          You agree to pay us the price quoted to you for the provision of the Services (Fees).

(b)         We can change our pricing for Services in our sole and absolute discretion at any time, but we will only change Fees that apply to any Agreement with you by getting your consent.

4.2        Invoicing and Payment

(a)          Unless otherwise agreed, Fees are payable in advance prior to the provision of our Services.

(b)         We will provide you with an invoice for the Fees. You must make payment of any validly issued invoice within 7 days of receipt of our invoice (and, in any event, prior to the provision of our Services).

4.3        GST

If GST is imposed on any supply we make to you and the consideration payable for the supply is not expressed to be inclusive of GST, you must pay us on demand by us, an additional amount calculated by multiplying the value of that GST-exclusive consideration (without deduction or set-off) by the prevailing GST rate. We will issue a tax invoice to you for any supply on which GST is imposed.

(a)          We may make certain Services available exclusively online through our website (“Online Sales”). Online Sales are payable upfront. We may have limited quantities and are subject to return or exchange only according to our Refund Policy, available here: https://www.drcarlyle.com.au/policies/refund-policy

(b)         We reserve the right, but are not obligated, to limit the sales of our Services to any person, geographic region or jurisdiction. We may exercise this right on a case-by-case basis. We reserve the right to limit the quantities of any Services that we offer. All descriptions of Services  are subject to change at anytime without notice, at the sole discretion of us.

(c)          We do not warrant that the quality of any Services, information, or other material purchased or obtained by you from us will meet your expectations, or that the Services will be free of any errors.

(a)          Certain content, products and Services available via our Service may include materials from third-parties.

(b)         Third-party links on this site may direct you to third-party websites that are not affiliated with us. We are not responsible for examining or evaluating the content or accuracy and we do not warrant and will not have any liability or responsibility for any third-party materials or websites, or for any other materials, products, or Services of third-parties.

(c)          We are not liable for any harm or damages related to the purchase or use of goods, Services, resources, content, or any other transactions made in connection with any third-party websites. Please review carefully the third-party's policies and practices and make sure you understand them before you engage in any transaction. Complaints, claims, concerns, or questions regarding third-party products should be directed to the third-party.

(a)          All intellectual property rights arising out of or in connection with the Services will be owned by us. You acknowledge and agree that nothing under these Terms or our Agreement with you transfers or assigns any rights, title or interest in our intellectual property rights.

(b)         All text, graphics, user interfaces, visual interfaces, photographs, trademarks, logos, sounds, music, artwork and computer code, including but not limited to the design, structure, selection, coordination, expression, 'look and feel' and arrangement of all relevant content, contained on our website is owned, controlled or licensed by or to us is protected by copyright, patent and trademark laws, and various other intellectual property rights and unfair competition laws.

(c)          You must not use, display or otherwise publish any of our trade marks without prior written consent.

We collect, use and disclose personal information as set in our Privacy Policy, which can be viewed here: https://www.drcarlyle.com.au/policies/privacy-policy

(a)          To the extent permitted by law, our total liability arising under or in connection with the Agreement is limited in the aggregate to 100% of the Fees actually paid by you for the Services in the 12 month period preceding the claim.

(b)         To the maximum extent permitted by law, we will not be liable for any consequential, indirect, incidental or special loss including without limitation loss of data, loss of profit, loss of revenue, business interruption, loss of business, loss of opportunity, loss of reputation or loss in connection with breach of third-party contracts or arrangement arising out of or in connection with your access to or use of (or inability to access or use) our Services.

(c)          Without limiting the rights you may have under the Australian Consumer Law, we expressly disclaim all warranties, express or implied, including without limitation, implied warranties of merchantability, fitness for a particular purpose, title, compatibility, security, accuracy or non-infringement.

You indemnify and agrees to keep indemnified us for any claim, demand or loss arising out of your breach of these Terms.

(a)          Any Agreement between us are effective unless and until terminated by either you or us.

(b)         In addition to any other termination rights set out in the terms of our Agreement with you, either party may terminate an Agreement at any time for any reason by providing reasonable notice.

(c)          If you are:

(i)           in breach of these Terms or the terms of any Agreement we enter with you (including any payment terms) and:

(A)         you fail to remedy such breach within a reasonable time of being requested to do so, or

(B)         if the breach is not capable of remedy,

(ii)         in persistent breach of the Agreement;

(iii)        you breach any laws; or

(iv)        you become insolvent,

we may (at our discretion) by immediate notice to you and without liability:

(v)          suspend our delivery of any Services to you; or

(vi)        terminate our Agreement with you.

(d)         If we terminate our Agreement with you in accordance with clause 11(c) or if you terminate our Agreement with us in accordance with clause 11(b), you acknowledge and agree that the Fees remain properly due and payable for any Services [or Products ]we have agreed to supply to you. You will not be entitled to a credit for the time that the Services are suspended and you will not be entitled to any compensation resulting from the suspension or termination of the Services or this Agreement.

(e)          For the avoidance of doubt, if we terminate in accordance with clause 11(b) you will be entitled to a refund for any Fees already paid for any unused portion of the Services.

12.1     Entire Agreement

These Terms, our Agreement with you and any policies or operating rules posted by us on this site or in respect to the Service constitutes the entire agreement and understanding between you and us and governs your use of the Service, 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).

12.2     Interpretation

The headings used in this agreement are included for convenience only and will not limit or otherwise affect these Terms.

12.3     Waiver

The failure of us to exercise or enforce any right or provision of these Terms of Service shall not constitute a waiver of such right or provision.

12.4     Survival

Any terms which are capable of having effect after the expiration of these Terms or the terms of any Agreement shall remain in full force and effect following the expiration of our Agreement with you.

12.5     Severability

In the event that any provision of these Terms is determined to be unlawful, void or unenforceable, such provision shall nonetheless be enforceable to the fullest extent permitted by applicable law, and the unenforceable portion shall be deemed to be severed from these Terms, such determination shall not affect the validity and enforceability of any other remaining provisions.

12.6     Governing Law

These Terms and the terms of our Agreement with you are governed by and construed in accordance with the laws of Queensland, Australia.

12.7     Contact Information

If you have any questions about these Terms, please contact us at carlyle@drcarlyle.com.au.