1. OUTLINE + PLATFORM

    1. These Terms govern your use of and access to the Platform. By using the Platform, you agree to these Terms. If you do not agree to the Terms, you must not use the Platform.

    2. ASPIRE is an online marketplace that allows users to offer, sell and buy

      waste solutions, products and services in a variety of pricing formats and

      locations.

    3. ASPIRE operates as both a finder and facilitator seeking to match the needs of users with providers. the Platform

      is as a neutral facilitator and you

      acknowledge and agree that we are

      not directly involved in the transactions between users and providers. The

      actual contract for sale is directly between the user and provider.

    4. We are not responsible for the

      accuracy and content of any listings, services and item offered.

    5. We may change, vary or modify all or part of these Terms at any time at our sole discretion, in which case:

    6. we will post the new Terms on the Platform; and

    7. they will apply to your use of and

      access to the Platform through your acceptance of them by subsequent or

      continued use of the Platform.

    8. It is your responsibility to check these Terms periodically for changes. If you object to any variation to these Terms, your only remedy

      is to immediately discontinue your use of the Platform.

    9. By using the Platform, you affirm that you:

    10. are 18 years or over; or

    11. otherwise possess legal parental or guardian consent and have obtained the consent of the payment method provider for your purchase of our Goods and Services.

    12. As long as you comply with these Terms, we grant you a personal, non-exclusive,non-

      transferable, limited privilege to enter and use the Platform.

  2. PRIVACY

    1. The Privacy Policy can be found on the Platform and applies to your use of the Platform and the Services.

    2. The Privacy Policy may be changed from time to time and is effective immediately upon

      posting such changes on the Platform.

  3. ACCESS TO THE PLATFORM

    1. Your access to the Platform may be suspended without notice in the case of system failure,

      maintenance or repair, or any reason beyond

      our control or simply because we wish to do so.

    2. Except as expressly provided otherwise in the

      Terms, we reserve the right to change or discontinue any website, page,

      functionality, feature or service on the Platform at any time.

    3. The Platform contains Content that is protected by our Intellectual Property Rights and those belonging to third

      parties.

    4. Except as expressly provided otherwise in the Terms, you do not have any right, title or interest in or right of use of any Content on the Platform

  4. TERMS & CONDITIONS

    1. The Terms and Conditions apply to purchases of Goods and Services

      and to the use of specific portions or features of the Platform.

    2. You agree to abide by such Terms and Conditions.

    3. Our obligations for the Services are governed solely by the Terms and Conditions. Nothing on the Platform alters such Terms Conditions.

    4. The Goods and Services offered by us, and the applicable prices can be found on the Platform

    5. The Terms and Conditions can be found on the Platform or as we otherwise

      indicate.

  5. REGISTRATION OF USERS

    1. To access or use certain parts of the Platform, you will be required to register as a user and open an account (including setting up an

      identification name and password) and agree to certain terms and

      conditions.

    2. When registering as a user of the Platform, you must:

    3. provide us with accurate, complete and up-to-date registration

      information, as requested;

    4. provide us with a form of

      identification to verify your identity, if requested; and

    5. inform us of any changes to your registration information.

    6. When registering as a user of the Platform, you must not:

    7. register as a user multiple times

      or more than once using one email address; or

    8. impersonate or create a user

      registration for any person other than yourself.

    9. As a registered user of the Platform, you must:

    10. ensure the security and

      confidentiality of your user

      registration details, including any

      username and/or password that you

      select;

    11. notify us immediately if you become aware

      of any unauthorised use of your user details; and

    12. not permit your user details to be used by or transferred to any other person.

    13. You are entirely responsible for all

      activities which occur under your user

      details as a result of your failure to keep your information secure and confidential

      (including unauthorised use of your credit card or other payment details).

    14. We reserve the right to, in our sole

      discretion, suspend or terminate your use or access to all or any part of the Platform, including if we believe you:

    15. are abusing the use of the Platform in any way;

    16. have breached these Terms, including any provision of clause 6; or

    17. are no longer an active user of the Platform.

    18. If we suspend or terminate your use or

      access to all or any part of the Platform, we may, without limitation:

    19. delete and/or remove or prevent further access to any or all of your Material; and

    20. refuse to allow you future access to the Platform or use of our Services.

    21. We reserve the right to validate your

      information at any time, including but not limited to validation against third party

      databases or the verification against one

      or more official government or legal documents that confirm your identity. You authorise us, directly or through third parties, to make any inquiries

      necessary to validate your identity and confirm your ownership of your

      email address or financial accounts, subject to applicable law.

  6. USE OF PLATFORM

    1. Some parts of the Platform allow

      users and third-party service providers to identify each other and connect

      to buy and sell goods and services

      online. In relation to these parts of the Platform you expressly acknowledge, agree and understandthat:

    2. we are not a party to any contracts between you and the third-party

      service providers;

    3. we do not, in any way, supervise, direct, or control any third-party services;

    4. we have no control over service providers or over the services

      promised or rendered by third party service providers;

    5. we make no representations as to the reliability, capability, or qualifications of any third-party service providers or the quality, security or legality of any services; and

    6. we will not be liable under any

      circumstance for you entering into

      any agreements with any third-party service providers.

    7. Some of the essential features of the Platform may require the use of “location-based” services and

      technology. Your use of the Platform is your acknowledgement that that

      the location tracking features of

      your mobile device can be enabled at all times when you are using

      the Platform, however you may

      disable this function at any time. We expressly disclaim any liability for

      the failure of the Platform to perform as intended if such location tracking features have been disabled or fail

      to properly function on your mobile device.

    8. You must not, without our prior written consent:

    9. use the Platform in breach of any applicable laws or regulations;

    10. use the Platform (or Content obtained from the Platform):

      1. to transmit (or authorise the

        transmission of) “junk mail”, “chain letters”, unsolicited emails, instant

        messaging, “spimming,” “spamming” or large amounts of untargeted,

        unwanted or repetitive content,

        other than to share links to or content

        you generate by and through the Platform on those of your authorised social media platforms for the purposes of beneficially sharing your use of the Platform and the

        Services and promoting the Platform and the Services;

      2. to impersonate any personor entity;

      3. to solicit money, passwords or personal information from any person;

      4. to harm, abuse, harass, stalk, threaten or

        otherwise offend others other than accessing user location data made available to you in

        the manner intended by the Platform; or

      5. for any unlawful purpose;

    11. use the Platform to upload, post, transmit or otherwise make available (or attempt to upload, post, transmit or otherwise make

      available) any Material that, in our opinion:

      1. is not your original work or material in which you have all relevant Intellectual Property

        Rights, or which in any way violates or

        infringes (or could reasonably be expected to violate or infringe) the Intellectual

        Property Rights or other rights of another person;

      2. contains, promotes or provides information about unlawful activities or conduct;

      3. is, or could reasonably be expected to be, defamatory, obscene, offensive,

        threatening, abusive, vulgar, profane or

        otherwise unlawful, including Material that racially or religiously vilifies,

        contains cruelty or abuse (including to animals), incites violence or

        hatred, or is likely to offend, insult or humiliate others based on race,

        religion, ethnicity, gender, age, sexual orientation or any physical or mental disability;

      4. exploits another person in any manner;

      5. contains excessive violence or sexual acts;

      6. includes an image or personal

        information of another person or persons unless you have their

        consent;

      7. poses or creates a privacy or security risk to any person;

      8. you know or suspect (or ought reasonably to have known or

        suspected) to be false, misleading or deceptive;

      9. contains restricted or hidden content;

      10. contains viruses, or other computer codes, files or programs designed

        to interrupt, limit or destroy the functionality of other computer software or hardware;

      11. advertises, promotes or solicits any goods or services or commercial

        activities;

      12. contains financial, legal, medical or other professional advice;

      13. interferes with, disrupts, or creates an undue burden on the Platform or any

        systems, or networks connected to the Platform; or

      14. uses any deep-link, page-scrape, robot, spider or other automatic device, program, algorithm, or

      methodology or any similar process to retrieve, index, or in any way

      reproduce, modify or circumvent the navigational structure, security or

      presentation of the Platform or any Content on it;

    12. copy, store, alter, reproduce,

      republish, upload, post, display,

      transmit or distribute any part of the Platform or Content to any other

      device, server, website or other medium for publication or for any commercial enterprise or use;

    13. use the Platform with the assistance of any automated scripting tool or

      software;

    14. frame or mirror any part of thePlatform;

    15. use code or other devices containing any reference to the Platform to direct other persons to any other web page;

    16. attempt to gain unauthorised access

      to any portion or feature of the Platform, or any other systems or networks connected

      to the Platform or to any of our servers, or

      to any of the Services offered on or through the Platform, by hacking, password mining or any other illegitimate means;

    17. probe, scan or test the vulnerability of

      the Platform or any network connected to the Platform, nor breach the security or

      authentication measures on the Platform or any network connected to the Platform;

    18. reverse look-up, trace, or seek to trace any information on any other user of or visitor

      to the Platform to its source, or exploit the Platform or any service or information made available of offered through the Platform,

      in any way where the purpose is to reveal any information, as provided for by the

      Platform;

    19. use any device, software or routine to interfere or attempt to interfere with

      the proper working of the Platform or

      any transaction being conducted on the

      Platform or with any other person’s use of the Platform;

    20. modify, adapt, sublicense, translate, sell, reverse engineer, decipher, decompile or otherwise disassemble any portion of the Platform or cause any other person to do so; or

    21. delete any attributions or legal or

      proprietary notices on the Platform.

    22. You may use Content and information on our Services purposely made

      available by us for access via

      from the Platform, provided that

      you, unless we provide our written consent otherwise:

    23. do not remove any proprietary

      notice language in copies of such documents;

    24. use such information only for

      your personal, non-commercial

      informational purpose and do not

      copy or post such information on any networked computer of broadcast it

      in any media; and

    25. make no modifications to any such information.

    26. You must, immediately upon our

      request or as we direct, remove, take down, modify and/or remedy and

      reference, post, share or upload you make on any other social media or

      internet-based platform that contains any Content in connection with the

      Platform or the Services.

  7. MATERIAL OF USER

    1. By uploading, transmitting, posting or otherwise making available any Material via the Platform (where

      permitted), you:

    2. grant us a non-exclusive, worldwide,

      royalty-free, perpetual, licence to use, reproduce, edit and exploit the Material in any form and for any purpose;

    3. except where expressly stated

      otherwise, also grant each user of the Platform a non-exclusive, worldwide,

      royalty-free, perpetual, licence to use, reproduce, edit and exploit the Material in any form for any purpose;

    4. warrant to us that you have the right to grant the licence above; and

    5. warrant to us that the Material does not breach these Terms.

    6. We reserve the right (but have no obligation) to:

    7. review, modify, reformat, reject or

      remove any Material which you upload, post, transmit or otherwise make

      available (or attempt to upload, post, transmit or otherwise make available)

      that, in our opinion, violates the Terms or otherwise has the potential to harm, endanger or violate the rights of any

      person; and

    8. monitor use of the Platform, and store or disclose any information that we

      collect, including in order to investigate compliance with the Terms or for the

      purposes of any police investigation or governmental request.

    9. Notwithstanding clause 7.2, you

      acknowledge that we have the right,

      but are not obliged, to:

    10. review, moderate or monitor your use of the Platform; or

    11. confirm whether any Material you upload using the Platform conforms with these Terms.

    12. We are not responsible for, and accept no liability with respect to, any Material

      uploaded, posted, transmitted or otherwise made available on the Platform by any

      person other than us.

    13. We will not be taken to have uploaded, posted, transmitted or otherwise made

      Material available on the Platform simply by facilitating others to post, transmit or make Material available, nor do we endorse any

      opinion, advice or statement made by any person other than us.

    14. You are responsible for ensuring the accuracy and completeness of any

      Material or information you provide to us via the Platform or otherwise in order for us to provide our Services. We are not

      responsible or liable to you for any loss or damage due to, without limitation, you are providing us with inaccurate or incomplete information regarding the requested

      Services such as recipient identification or delivery information.

  8. THIRD PARTY FEATURES

    1. The Platform may feature or display links

      and pointers to services, websites, content and advertising owned

      and/or operated by third parties

      (Third Party Features). Third Party Features (if any) do not form part of the Platform or Services and are not under our control. By featuring or

      displaying such Third Party Features we do not in any way represent

      that we recommend or endorse

      the relevant third party, its goods or services. We do not accept any

      responsibility in connection with any Third-Party Features. If you engage with any such Third-Party Features, you do so entirely at your own risk. Third-Party Features may be subject to separate terms and conditions.

    2. Any payment gateways integrated into the purchase process made

      available through this Platform are maintained or developed by third

      party service providers and are not maintained or developed by us.

      Your use of such services is subject to the terms and conditions of use

      maintained by such third parties and we are not responsible to you for

      your use of their payment gateway services. You acknowledge that we have no responsibility for and are

      liable in relation to any information

      provided to or via the payment gateway.

    3. We do not accept any responsibility as a result of you linking to the

      Platform from any other website.

    4. If you contact a person using

      functionality provided on the Platform, we do not accept any responsibility for any communications or transactions

      between you and the relevant person.

    5. From time to time, we may promote, advertise, or sponsor functions,

      events, offers, competitions,

      services or other activities that

      may be conducted offline and may be conducted by third parties. You participate in any such activities

      entirely at your own risk. We do not accept any responsibility in

      connection with your participation

      in activities conducted by any third party. These communications and/ or activities may be subject to

      separate terms and conditions and

      are conducted in accordance with the terms of the Privacy Policy.

  9. CONTENT DISCLAIMER + ACKNOWLEDGEMENTS

    1. You assume total responsibility for your use of the Platform and

      any linked independent third-party

      websites.

    2. You acknowledge that:

    3. we do not check the truth or currency of the material or information that providers provide or make available to you;

    4. we do not control, endorse, approve or

      warrant to you the merchantability or fitness for any particular purpose of any of the

      goods or services of third parties (including providers) referred to on the Platform or

      whose identities become known to you as a result of using the Platform or otherwise;

    5. we do not warrant to you that anything on

      the Platform or any third-party site referred to or connected via the platform is accurate, complete or up to date and we make no

      performance warranty whatsoever concerning anything on or implied from them;

    6. you should satisfy yourself through your own enquiries as to the condition or suitability of any provider, provider services or any other goods and/or services supplied, offered by

      or recommended by on behalf of a provider. You agree to consult professionals for advice that is specifically tailored to your particular circumstances;

    7. we not offer professional advice on the

      fitness of any goods, services or information supplied by any third parties including

      providers;

    8. we do not endorse or recommend any

      provider, goods or services, including where

      details of a provider are provided by us to you or otherwise become known using the platform;

    9. we are not a party to any

      transactions between you as and

      any third party providers and you are responsible for paying any provider

      for any goods or services provided by the provider;

    10. the User is responsible for

      completing all transactions it participates in; and

    11. we will not be liable for any loss or

      damage whether directly or indirectly incurred by User or any third person as a result of any transaction entered into with a provider.

    12. Except where expressly stated

      otherwise, Content on the Platform is provided as general information

      only. It is not intended as advice and must not be relied upon as such. You should make your own inquiries and take independent advice tailored to

      your specific circumstances prior to making any decisions.

    13. You acknowledge and agree that:

    14. transmissions on the internet are never completely private or secure and you understand that any

      message or information you send to or download from the Platform

      (where permitted) may be read or intercepted by others;

    15. we are not responsible for, and accept no liability in relation to, any other

      users’ use of, access to or conduct in connection with the Platform in any

      circumstance;

    16. we cannot ensure that any images, files or other data you download,

      share or obtain from the Platform (if you are permitted to do so) will be

      free of viruses or contamination or destructive features;

    17. the Platform and its Content is

      delivered on an as-is and as-available basis;

    18. while we use reasonable endeavors to ensure that the Platform is available

      continuously, we do not make any representations or warranties that your access will be uninterrupted, timely, secure, error free, or that

      any defects will be corrected, or that your use of the Platform will provide

      specific results or benefits and we will not be liable for the same; and

    19. your sole remedy against us for

      dissatisfaction with the Platform or any Content or Material is to stop using the Platform.

  10. EXCLUSIONS + LIMITATIONS

    1. All express or implied representations,

      conditions, statutory guarantees, warranties and provisions (whether based on statute,

      common law or otherwise), relating to these Terms, that are not contained in it, are

      excluded to the fullest extent permitted by law.

    2. Any liability arising in relation to your

      use of the Platform, however arising and

      whether for consequential loss or otherwise, including any liability arising by virtue of any representation or warranty, whether express or implied by law, is hereby excluded to the fullest extent permitted by law.

    3. No warranty is given and we will not be liable for:

    4. alterations, modifications or variations to the Platform or Content which are not performed by us;

    5. damage or failure caused by unusual or

      non-recommended use or application of the Platform or Content;

    6. updates to the iOS, Android or other

      relevant mobile operating platform, the API

      environment for the relevant mobile operating platform or any other release of a version of any relevant software which renders features of the Platform unstable or unusable; and/or

    7. loss caused by any factors beyond our control.

    8. We will not be liable for any special, indirect, consequential or economic loss or damage

      or loss of profits (in contract or tort or arising from any other cause of

      action) suffered by you or any other person resulting from any act or

      omission by us.

    9. You assume full responsibility for any information transmitted via the

Platform and for your personal safety at all times while using the Platform.

10. NOTICE OF INFRINGEMENT

    1. If you think that the Platform has been accessed or used by another user in

      breach of the Terms, please email us at: circular@aspiresme.com

    2. If you wish to send us a copyright

      infringement notification, you must:

    3. identify the Content or Material(s) that you believe infringe(s) your copyright;

    4. identify each copyright protected work in which you own the rights and which you believe has been infringed;

    5. identify how each copyright protected work has been or is being infringed; and

    6. include your contact information.

  1. GENERAL

    1. Lawful purpose: You shall ensure that the Platform is used only for lawful

      purposes and in accordance with any

      applicable laws.

    2. Binding: These Terms shall bind our successors, administrators and permitted assigns and your

      executors and permitted assigns,

      or, being a company, its successors, administrators and permitted assigns.

    3. Force Majeure: If a Force Majeure Event occurs, we may:

    4. totally or partially suspend any

      Platform, any part of the Platform

      during any period in which we may be prevented or hindered from delivering by our normal means of supply or

      delivery due to that Force Majeure Event; and

    5. elect to extend at our discretion the period for performance of an

      obligation under these Terms as is

      reasonable in all the circumstances.

        1. Assignment: We may without notice to you assign, transfer and/or sub-

          contract our rights and/or obligations (in whole or in part) under these

          Terms. You may not assign, transfer, hold on trust or otherwise delegate

          any of your rights or obligations under these Terms without our prior written consent.

        2. Severability: Each clause in these Terms is severable and if any clause

          is held to be illegal or unenforceable,

          then the remaining clauses will remain in full force and effect.

        3. Waiver: No failure, delay, relation or

          indulgence on our part in exercising any

          power, right or remedy precludes any other or further exercise of that or any other

          power, right or remedy.

        4. Governing law: These Terms shall be

      governed by the laws of the State of New South Wales.

  2. INTERPRETATION + DEFINITIONS

    1. Personal pronouns: Except where the context otherwise provides or requires:

    2. the terms we, us or our refers to

    3. ASPIRE (ABN 47 632 061 164); and

    4. the terms you or your refers to a user of the Platform.

    5. Defined terms: In these Terms, unless

otherwise provided, the following terms shall have their meaning as specified:

Content means all text, graphics, user

interfaces, visual interfaces, photographs, illustrations, audio, video, 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 such content contained on the Platform which is owned controlled or licensed by

or to us and is protected by Intellectual

Property Rights.

Force Majeure Event means circumstances beyond our reasonable control shall include, but not be limited, to compliance with any

laws, regulations, orders, acts, instructions or priority request of any government, or

any department or agency, civil or military authority, acts of God, acts of the public

enemy, your acts or omissions, fires, floods, strikes, lockouts, embargoes, wars, labour or material shortages, riots, insurrections or defaults of our suppliers or subcontractors.

Goods means any goods and products we sell from time to time.

Intellectual Property Rights means all

forms of intellectual property rights (whether registered or unregistered) in copyright,

designs, patents, trademarks, domain names, trade secrets, know- how, confidential

information, and all other similar proprietary

rights and all extensions and renewals thereof anywhere in the world which currently exist

and/or are recognised in the future.

Material means any material in which you have Intellectual Property Rights provided by you for use on the Platform or in the

production, development and supply of the Services to you including, but not limited to,

text, illustrations, photographs, audio, video,

any combination of these or other material.

Platform means all or any of the relevant platform/s, mobile applications, electronic interfaces and websites that are owned,

provided and/or operated from time to time by us regardless of how it is accessed by users (including via the internet, mobile

phone or any other device or other means).

Privacy Policy means our privacy policy as amended from time to time available via our Platform.

Services means any services that we may provide through the Platform or otherwise. Terms and Conditions means relevant and applicable terms and conditions for the

supply of Goods and Services by us to you.

Terms means these terms and conditions of access to the Platform and any additional

terms, conditions, notices and disclaimers displayed elsewhere on the Platform, as

amended from time to time.