Terms of Service

These terms govern how PWJ Solutions Pty Ltd ACN 629 826 786 trading as My Coffee Counts and its related bodies corporate and affiliates (We, Our, Us) provide products and services including mobile applications, website, software, cloud-based solutions (Products or Solutions) to you or the company which you represent.  By accessing and using our Solutions, you agree to these Terms and our policies (including our Privacy Policy) available at www.mycoffeecounts.com.au (Terms). Where the context permits, the terms ‘Products’ and ‘Solutions’ will be interchangeable when used in these Terms.

If you are using the Solutions on behalf of a business, you represent you have authority to bind and accept that business to these Terms. You will be taken to have accepted these Terms if you download and use our Solutions or pay for any Solutions provided by us.  We may update any part of these Terms at any time without notice to you.  You continuing to order, accept, pay or use any of our products and/or services following such an update will represent an agreement by you to be bound by these Terms as amended.

You should review these Terms carefully and immediately cease using our Solutions if you do not agree to these Terms.

1.        THE SOLUTIONS

1.1          Scope  

The Solutions include: 

  • Our software and applications for consumers and venues including:
    • My Coffee Counts App – features include functionality for orders, loyalty programs and charitable donations; and
    • Venue App – features include Points of Sale (POS), loyalty program management, charitable donations, order and vendor management and marketing tools;
  • Our merchant and payment related software – My Order Payments; and
  • Any other Products and Solutions we have provided you or may in the future provide you from time to time. 

1.2          Licence and Updates

We grant you a non-exclusive, non-transferable licence to use the Solutions and provide access to the Solutions for approved users.  We may make updates to the Solutions available to you, which you must install to continue using the Solutions. Any such updates may be subject to additional terms made known to you at that time.

1.3          Hosted Services

We store any data using a third-party hosting service selected by us (Hosting Service):

  • You acknowledge and agree we may host the Solutions via cloud-based services which use storage servers located in and potentially outside Australia.
  • While we use best efforts to select an appropriate hosting provider, we do not guarantee the Hosting Service will be free from errors or defects or your data will be always accessible or available.
  • We use best efforts to ensure data is stored securely. However, we do not accept responsibility or liability for any unauthorised use, destruction, loss, damage, or alteration to your data, including due to hacking, malware, ransomware, viruses, malicious computer code or other forms of interference.
  • If your data is lost due to a system failure (e.g., a database or webserver crash), we cannot guarantee any backup will be available, or if available that such a backup will be free from errors or defects.

1.4          Subcontracting  

We may subcontract any aspect of providing the Solutions and you consent to such subcontracting.

1.5          Free Services

Our Solutions are free for all individual consumer users and free for business/venue customers when paired with certain services offered by our third-party payment partners. We may receive transaction-based fees or commissions from such payment partners. Our payment partners have their own terms and to the maximum extent permitted by law, we are not liable for the security or the performance of the third-party payment partner.

1.6          Paid Services

We offer paid services on a paid recurring basis (Subscription). By agreeing to a Subscription, you agree:

  • To pay us the subscription fees and any applicable taxes under these Terms. 
  • Unless otherwise provided, Subscriptions will be charged annually (paid monthly) until cancelled.  You may cancel a Subscription after the initial minimum term of one year through your account settings. Your Subscription will automatically renew annually after the initial minimum term unless you have provided 30 days’ notice prior to the end of an applicable renewal term. If you cancel a Subscription, you will continue to have access to that Subscription through to the end of your then current billing period, but you will not be entitled to a refund or credit for any subscription fee already due or paid.
  • We reserve the right to change our subscription fees upon at least thirty (30) days’ advance notice. Your continued use of the Subscription after notice of a change to our subscription fees will constitute your agreement to such changes.

1.7           Your obligations

You agree to:

  • Provide us with all documentation, information and assistance reasonably required for us to deliver the Solutions including accurate company operating information, technical information, bank account information and credit card information;
  • Use the Solutions strictly in accordance with our instructions.  We will not be liable for any loss or damage arising out of your failure to use the Solutions in accordance with our instructions and you indemnify us for such loss or damage; and
  • Be responsible for complying with all applicable laws and payment of applicable taxes.

2.             REGISTRATION & ACCOUNTS

2.1          Account registration

  • You must be a registered member to access our Solutions. To create an account, you must be at least 13 years of age (for individual consumer accounts) or 18 years of age (for venue/business related accounts) and agree to use the Solutions in accordance with these Terms.
  • When you register and activate your account, we will provide you with a user name and password. You are responsible for keeping this user name and password secure and are responsible for all use and activity carried out under this user name.
  • When you register and activate your account, you will provide us with personal information including your name, email address and telephone number. You must ensure this information is accurate and current. Personal information will be handled in accordance with our privacy policy and we may disclose your personal information to third parties to help us deliver the Solutions (including suppliers and our business partners) or as required by law.
  • We may send you marketing and promotional messages and other information that may be of interest to you, including information sent by, or on behalf of, our business partners we think you may find interesting (in accordance with the Spam Act). You can opt out of receiving marketing materials from us by using the opt-out facility provided (e.g. an unsubscribe link).
  • Once you complete the account registration process, we may, in our absolute discretion, choose to accept you as a registered user and provide you with an account. We may suspend or cancel your Account if you do not comply with these Terms or any other reason on notice to you.
  • Depending on the type of account you create, different user permissions and entitlements will apply which we will assign and apply to your account.

2.2          Account modification and deletion

  • If you wish to cancel, modify, terminate, or delete your account, you can do so by using the functionality within the applicable Product and you can refer to our FAQs for the detailed processes and steps to follow for account modification, termination, and deletion.   
  • Upon account termination, the provisions of these Terms which by its nature would reasonably be expected to be complied with after termination, will continue to apply.
  • We will continue to store and retain any data (including financial records) in compliance with our legal obligations including those imposed by the Australian Taxation Office and the Corporations Act 2001 (Cth). 

3.        PAYMENTS, FEES, AND DONATIONS

  • All prices are in Australian Dollars.
  • Unless otherwise indicated, amounts stated do not include GST. For any GST payable for a taxable supply by us, you must pay the GST subject to us providing a tax invoice.
  • We reserve the right to charge credit card surcharges if payments are made using a credit, debit, or charge card (including Visa, MasterCard or American Express).
  • Unless otherwise agreed, we may, in our absolute discretion, not provide any part of the Solution until you have paid any fees in respect of such Solutions and withhold delivery of any part of or all the Solutions until you have paid.

3.1           Venue Solutions

If you are a venue/business customer, you authorise us to:

  • Deduct all nominated charitable donations (at the pre-set nominated donation value) from your account balance in accordance with each transaction recorded by your venue or with your nominated credit card;
  • Pay and/or deduct any fees specific to your venue (including fees payable to your nominated charity) prior to paying net funds to your nominated bank account;
  • Offset/net out the collated and combined donations and any fees from payments to your venue prior to paying net funds to your nominated bank account; and
  • If a payment reversal (charge back) is requested by a customer of your venue, and we are unable or not permitted to prevent it, then you will be responsible and liable for the amount and any charge back fees charged by the relevant payment provider and we will not be liable to you. 

3.2           Transaction Fees

We may receive transaction-based fees or commissions relating to your usage of certain Solutions from our third-party service provider and partners.  These third parties have their own terms and policies and to the maximum extent permitted by law, we are not liable for the security or the performance of the third-party provider.

4.             THIRD-PARTY TERMS

  • You acknowledge and agree third-party terms and conditions (Third-Party Terms) may apply to your use of the Solutions.
  • You agree to any Third-Party Terms applicable to any third-party goods and services used in providing the Solutions and we will not be liable for any loss or damage suffered by you in connection with such Third-Party Terms.
  • You acknowledge and agree issues can arise when data is uploaded to software, when data is transferred between different software programs, and when different software programs are integrated together.
  • We cannot guarantee integration processes between the Solutions and other software programs, or IT systems will be free from errors, defects, or delay.
  • You agree we will not be liable for the functionality of any third-party goods or services, including any third-party software, or for the functionality of the Solutions if you integrate it with third party software, or changes or augments the Solutions, including by making additions or changes.

5.             YOUR OBLIGATIONS

You must not:

  • copy, mirror, reproduce, translate, adapt, vary, modify, sell, decipher, reverse engineer or decompile any part or aspect of the Solutions;
  • use the Solutions for any purpose other than what they are intended and designed; 
  • use, or attempt to use, the Solutions in a manner that is illegal or fraudulent or facilitates illegal or fraudulent activity;
  • remove or alter any copyright, trade mark or other notice on or forming part of the Solutions;
  • create derivative works from, translate or reproduce the Solutions;
  • use, or attempt to use, the Solutions in a manner that may interfere with, disrupt or create undue burden on the Solutions or the servers or networks that host the Solutions;
  • use the Solutions with the assistance of any automated scripting tool or software;
  • act in a way that may diminish or adversely impact our reputation, including by linking to the Solutions on any other website without our prior consent;
  • attempt to circumvent any technological protection mechanism or other security feature of the Solutions;
  • permit any person other than registered users to use or access the Solutions; and
  • attempt to breach the security of the Solutions, or otherwise interfere with the normal functions of the Solutions, including by:
  • gaining unauthorised access to our accounts or data;
  • scanning, probing or testing the Solutions for security vulnerabilities;
  • overloading, flooding, mailbombing, crashing or submitting a virus to the Solutions; or
  • instigate or participate in a denial-of-service attack against the Solutions.

6.             INFORMATION & DEVICES

  • While we make every effort to ensure the information on our Solutions is as up-to-date and accurate as possible, you acknowledge and agree that from time to time, you may encounter the following issues:
  • our Solutions may have errors or defects (or both, as the case may be);
  • our Solutions may not be accessible at times;
  • messages sent through the Solutions may not be delivered promptly, or delivered at all;
  • information you receive or supply through the Solutions may not be secure or confidential; and
  • any information provided through the Solutions may not be accurate or true.
  • We reserve the right to change any information or functionality on our Solutions by updating at any time without notice, including product descriptions, prices, and other content.
  • We do not warrant that the Solutions will be compatible with your mobile device, tablet, or carrier. Your use of the Solutions may be subject to the terms of your agreements (including standard charge, data rates and other fees) with your mobile / tablet device manufacturer or your carrier.

7.             INTELLECTUAL PROPERTY

7.1          Our IP

  • We own or licence from third parties all rights, title, and interest in the Solutions and all our IP and reserve all rights in any intellectual property rights owned or licensed by us which are not expressly granted to you.
  • You may make a temporary electronic copy of all or part of the Solutions for the sole purpose of viewing it. You must not otherwise reproduce, transmit, adapt, distribute, sell, modify, or publish the Solutions or any Content without our prior written consent or as permitted by law.
  • Any developed IP will be solely and exclusively owned by us and vest in us immediately upon creation.

7.2          Your Content

  • The Solutions may include functionality to upload your Content. You grant to us (and our subcontractors, employees, and agents) a non-exclusive, royalty free, non-transferable, worldwide, perpetual, and irrevocable licence to use your Content to the extent reasonably required for the Solutions. You may modify or remove your Content via your account or terminating your account, but you acknowledge your Content may persist in historical, archived, or cached copies and versions available on or through the Solutions.
  • You warrant our use of Content will not infringe any third-party Intellectual Property Rights and will indemnify us from and against all losses, claims, expenses, damages, and liabilities (including any taxes, fees, or costs) which arise out of such infringement or a claim of such an infringement.

7.3          Definitions

  • “Content” means any material supplied by you to us (for example your logo, photos, documents, advertisements) under or in connection with these Terms.
  • “IP” means all tangible and intangible information, documents, reports, drawings, designs, software (including source code and object code), inventions, concepts, data, and materials including text, graphics, logos, design, icons, marks, images, sound and video recordings, pricing, downloads.
  • “Intellectual property rights” means all copyright, trademark, design, patent, semiconductor and circuit layout rights, trade, business, company and domain names, confidential and other proprietary rights, and any other rights to registration of such rights whether created before or after the date of these terms both in Australia and throughout the world.

8.        CONFIDENTIALITY

  • Except as contemplated by these Terms, each party must not, and must not permit any of its officers, employees, agents, contractors, or related companies to, use or disclose to any person any confidential information disclosed to it by the other party without its prior written consent.
  • This clause does not apply to:
  • information which is generally available to the public (other than as a result of a breach of these Terms or another obligation of confidence);
  • information required to be disclosed by any law; or
  • information disclosed by us to our subcontractors, employees, or agents for the purposes of delivering the Solutions or our obligations under these Terms.

9.             LINKS TO OTHER WEBSITES

Our Solutions may contain links to other websites operated by third parties which are not our responsibility.  We have no control over the content of any linked websites, and we are not responsible for that content. Inclusion of any linked website does not imply our approval or endorsement of the linked websites.

10.        INFORMATION SECURITY

To the maximum extent permitted by law, we do not accept responsibility for loss or damage to computer systems, mobile phones or other electronic devices arising in connection with use of the Solutions. You should take your own precautions to ensure your mode of accessing the Solutions does not expose you to risk of viruses, malicious computer code or other forms of interference.

11.        REPORTING MISUSE

If you become aware of misuse of our Solutions by any person, any errors in the material on our Solutions or any difficulty in accessing or using the Solutions, please contact us. 

12.        WARRANTIES

To the maximum extent permitted by applicable law, all express or implied representations and warranties not expressly stated in this agreement are excluded. Nothing in this agreement is intended to limit the operation of the Australian Consumer Law contained in the Competition and Consumer Act 2010 (Cth) (ACL). Under the ACL, you be entitled to certain remedies (like a refund, replacement or repair) if there is a failure with the goods or services provided.

13.        TERMINATION

If these Terms or your account are terminated or suspended for any reason:

  • The license and any other rights granted under these Terms will end and you agree to immediately terminate and cease use of all Solutions.
  • We will retain your information and account data stored on our servers in a manner that complies with our legal obligations.
  • We will not be liable to you or any third party for compensation, reimbursement, or damages for any termination of access to the services, or for deletion of your information or account data, except to the extent arising from our breach of a material term under these Terms or fraud, negligence or wilful misconduct of our officers or directors.

14.        LIABILITY

14.1     Disclaimer

  • Our Solutions are a medium to facilitate the introduction of customers to hospitality venues and merchants to purchase goods and services and to make charitable donations.
  • We collect transaction fees and provide the technical solutions and we do not have any obligations or liabilities to, and we are not a party to any contract between the customers and the venues/merchants in relation to such goods and services.
  • To the maximum extent permitted by applicable law, all express or implied representations and warranties not expressly stated in this agreement are excluded.

14.2     Limitation of Liability  

  • To the maximum extent permitted by law (including the ACL), our liability in respect of any non-excludable warranties or conditions relating to these terms or the Solutions is limited to resupplying the relevant Solutions or the reasonable cost of resupplying the relevant Solutions, whichever we see fit to provide.
  • For all other claims or liability, and to the extent permitted by law, our maximum liability for any loss, damage, claim, cost, or expense whatsoever arising out of or in connection with these Terms, or our Solutions will be the lesser of $500 or the amount paid by you to us in the 3 months preceding the date of the event giving rise to the relevant liability.

14.3     No Consequential Loss

To the maximum extent permitted by law, neither party will be liable for any incidental, special or consequential loss or damages, or damages for loss of data, business or business opportunity, goodwill, anticipated savings, profits or revenue in connection with the Solutions or these Terms except in relation to a party’s fraud, personal injury, death or loss or damage to tangible property or to the extent this liability cannot be excluded under Competition and Consumer Act 2010 (Cth).

15.        DISPUTE RESOLUTION

  • If there is a dispute, you and we agree, in good faith, attempt to resolve any dispute which arises out of or in connection with these Terms prior to commencing any proceedings.
  • If a party requires resolution of a dispute, it must immediately submit full details of the dispute to the chief executive officer of the other party or, if the party is an individual, that individual.
  • You and we agree to arbitrate all disputes by a neutral independent arbitrator.  Any dispute arising out of these Terms will be submitted to arbitration in accordance with, and subject to, Resolution Institute Arbitration Rules. Unless the parties agree upon an arbitrator, either party may request a nomination from the Chair of Resolution Institute.
  • The parties acknowledge compliance with this clause is a condition precedent to any entitlement to claim relief or remedy, whether by way of proceedings in a court of law or otherwise in respect of such disputes, except in the case of applications for urgent interlocutory relief.

16.        GENERAL

  • This agreement is governed by the law applying in Queensland, Australia and the parties submit to the non-exclusive jurisdiction of the courts of Queensland, Australia.
  • Any term of these terms which is wholly or partially void or unenforceable is severed to the extent that it is void or unenforceable. The validity and enforceability of the remainder of these terms is not limited or otherwise affected.
  • These Terms and any rights and licenses granted by you may not be transferred or assigned by you without our prior written consent.
  • This agreement embodies the entire agreement between the parties and to the extent permitted by law supersedes any prior negotiation, conduct, arrangement, understanding or agreement, express or implied, in relation to the subject matter of these terms.

Last Updated: May 10th 2024