Suppliers Terms and Privacy Policy

Updating the date for this User Agreement is September 2022. The agreement is binding upon those users who accept it by using Rooster Farms products or services as part of Grow To Mobile Pty Ltd (ABN 56 163 136 436).

GENERAL TERMS

We grant you a non-exclusive limited license to use the products at our websites and app stores provided that you abide by these Terms & Conditions ('License'):

Apps and plugins are delivered and installed as an application on some ecommerce platforms, directly integrated into some ecommerce platforms, or accessed via a cloud-based portal.

When you upload content to us, you retain all intellectual property rights. As a result, you are also responsible for ensuring that your content complies with any applicable laws or regulations. By uploading content, you agree that other internet users may view the content you publish publicly. You agree that, throughout the term of our agreement, we will have the right to use the copyright, trademark, service mark, and logo you have in the content so that we can provide the services you have requested.

Updates and support for our software are performed periodically. However, you agree that we are under no obligation to perform, make, or develop any specific enhancements to or customization of the Products, although we may offer such enhancements to you during the Term of this Agreement. Support will be offered via the Rooster Farms Suppliers Support Portal and will be via email, chat, or phone depending on your plan and access to customer support agents.

OWNERSHIP: You may not claim intellectual or exclusive ownership rights to any of our Products. All Products are property of Rooster Farms. They are provided "as is" without warranty of any kind, expressed or implied. We shall not be liable for any damages, including but not limited to, direct, indirect, special, incidental, or consequential damages or losses that occur out of the use or inability to use our Products.

RECURRING PAYMENTS & REFUNDS: Rooster Farms is sold via a recurring subscription and requires payment in advance for the subscription period (either monthly or annually) and where applicable, usage fees charged in arrears. For some plans, you might be able to be offered a free trial or free subscription as well. Subscriptions are automatically renewed and charged on a recurring basis unless we receive an explicit cancellation notification. Cancellations can be made by users directly via the ‘Account’ screen in the product or by contacting your representative. Refunds of subscription fees are never provided although you are free to cancel the subscription at any time to avoid future fees. Access to the product will cease from the date you fail to have a paid subscription or from the date you cancel (if it is before the end of the prepaid subscription period). Please note that by subscribing to Rooster Farms, you agree to the terms of the Refund Policy.

LIMITED WARRANTY: Rooster Farms will function in accordance with the product description on Shopify. We do not warrant that it will function without errors on all themes or with all web browsers. We are not responsible for any plugin or theme compatibility conflicts that may occur. It is our policy to support our Products as best we can and we will provide support for third-party plugin conflicts at our discretion or as time allows. We are not responsible for any data loss that may occur as a result of installing our Products. Save for this limited warranty, Rooster Farms offers its Products "as is" and with no implied meaning that they will function exactly as you would like or will be compatible with all third-party components and plugins.

TRANSACTIONAL EMAILS & PRIVACY: Rooster Farms is committed to complying with applicable laws governing the collection and use of personal information and to protecting and safeguarding a Data Subject’s privacy when that person deals with us. We may on occasion send you email notifications related to your Rooster Farms account. These transactional emails may include notification of licensing changes, specific account information, and other transactional emails related to your subscription to the Rooster Farms service. By subscribing to Rooster Farms, you agree to receive these transactional emails. We will absolutely never sell or share your personal information with third parties. All data we collect will be used for internal purposes only.

PRICING & BILLING: We reserve the right to change pricing at any time for any reason. We reserve the right to not honor typographical errors which may cause incorrect pricing on the website.

PAYMENTS TO YOU: Payments to you will be made in accordance with the rules of payments. Payments are made weekly for confirmed and delivered orders.

ACCOUNT SUSPENSION: We reserve the right, at any time, to modify or discontinue, temporarily or permanently, with or without notice. Without limiting other remedies available to us at law, in equity, or under this User Agreement, we may, without notice to you and in our sole discretion (which shall be exercised reasonably, having regard to the circumstances), delay listing or editing your item on Rooster Farms or any channel we support or delay transmitting channel orders to your ecommerce platform, issue you a warning, restrict your activities through our site, temporarily or indefinitely suspend or terminate your account, and refuse to provide our services to you if:

• You have, or we believe that you have, breached the terms of our User Agreement or the rules and policies of any online marketplace or sales channel;
• You fail to pay our monthly subscription fees for any Product services that we provide you;
• We believe that your actions may cause loss or damage to or otherwise unlawfully harm you, our users, third parties, or us, our related bodies corporate or affiliates, our directors, employees, or agents; or
• If we reasonably believe that any of your information (which includes an item listed on the site) is inappropriate or of an offensive nature.

LAW: This Agreement is governed by the laws of the State of Queensland, Australia, and the parties submit to the jurisdiction of the Courts of Queensland, Australia for determining any dispute concerning this Agreement.

TAX: You will comply with all your tax requirements and follow all tax rules and regulations.

GENERAL: The preceding terms & conditions govern the installation and sale of a subscription to our Products and are between you the subscriber or user and Rooster Farms. By placing an order with us, you acknowledge that you have read, understood, and agree with our terms & conditions. Please notify us prior to placing an order if you disagree with any of our terms & conditions. We reserve the right to alter these terms and conditions at any time for any reason.

PRIVACY POLICY Privacy Policy
Last Modified 19 November 2021

1. Introduction
   This Privacy Policy is Grow To Mobile Pty Ltd’s (ABN 56 163 136 436) (including its brand ‘Rooster Farms’) official policy relating to the collection and use of information from you. This policy explains how and why Rooster Farms collects your personal information, how it is used, and what controls you have over our use of it. Rooster Farms is committed to complying with applicable laws governing the collection and use of personal information and to protecting and safeguarding your privacy when you deal with us.

2. Acceptance
   By you sending an email, using any website of Rooster Farms, or by installing, accessing, and/or using the products and services offered by Rooster Farms, you consent to the collection of information in accordance with this Privacy Policy and other agreements between us. You acknowledge and agree that your use of Rooster Farms websites or products constitutes your acceptance of this Privacy Policy and the General Terms of Use.

3. Types of information collected
   Rooster Farms may collect a range of information in the ordinary course of its business activities, including personal and non-personal information, including your name, phone number, email, IP address, all relating to your use of Rooster Farms' products and/or services including websites.

4. Primary Purpose of collection
   Rooster Farms collects information in the course of its business activities in order to:

• Carry on its business and to provide you with products and/or services;
• Provide marketing and obtain feedback about our products and services; and
• Deliver access to and contents of websites with improved efficiency and functionality. Without this information, Rooster Farms may be unable to provide its products and/or services to you.

5. How Rooster Farms collects information
   Rooster Farms collects information in two main ways: a) Directly where you:
   i) Buy or obtain a subscription to our products and/or services;
   ii) Contact us to obtain support or make an inquiry in respect of our products or services;
   iii) Submit your email address and other information for inclusion in our database;
   iv) Browse any of Rooster Farms' active websites or domains.
   b) Indirectly, for instance, via the placement of browser cookies or other analytical tools on computers and devices used by you. At or before the time we collect information, we will take reasonable steps to inform you about such collection and draw your attention to this Privacy Policy, including Rooster Farms' Cookie Policy.

6. How your information will be used
   You acknowledge and agree that Rooster Farms may use or disclose information for the primary purpose for which it is collected, including but not limited to:

   • Provision of services and/or products, administration related thereto, fulfillment of orders placed by you, marketing and notification about changes to our services and/or products, and general record-keeping related to your use of our products and/or services, register and handle support, communicate with you, or to comply with our legal obligations; and
   • May be disclosed on a confidential basis to our third-party contractors, agents, or to our suppliers related to the primary purposes;
     We may also use such information for a purpose related to the primary purpose of collection and where a reasonable ordinary person would expect that we would use the information in such a way. Where you provide personal information to us about another person, you warrant that you are authorized to provide that information to us, and that you will inform that person who we are, how we use and disclose their information, and that they can gain access to that information.

7. Disclosure of information
   Your information will only be disclosed to parties outside of Rooster Farms as set out in this Privacy Policy or as otherwise notified to you at the time of collection of the information. Rooster Farms may be required to disclose your information where: a) We reasonably suspect that there is a threat to your health or safety or the public’s health or safety;
   b) We reasonably suspect that illegal or unlawful activity has been, is being, or may be engaged in, and the use or disclosure is a necessary part of our investigation or in reporting the matter to the relevant authorities; and/or
   c) Where such use or disclosure is required under or authorized by law (for example, to comply with a subpoena, a warrant, or other order of a court or legal process).

8. Third-party sources
   Rooster Farms' website or other materials may contain links to websites owned and operated by third parties, who may collect personal information about you. Once you navigate away from Rooster Farms' webpage(s), this Privacy Policy no longer applies, and Rooster Farms disclaims any responsibility for the privacy practices of such third parties, or the content they provide. You should always review the privacy policies of all third parties with whom you interact.

9. Cross-Border Transfer, Security, and Storage
   By accessing a Rooster Farms website, or by installing, accessing, or using Rooster Farms' products and/or services, you agree and consent to the cross-border transfer of information and/or data. Rooster Farms uses third parties, including Amazon Web Services and Zendesk, to host its emails, databases, and systems and has entered into suitable agreements to protect your data. Those providers are generally located in Australia, the European Union, and/or the European Economic Area and/or the United States of America. Rooster Farms uses commercially reasonable physical, managerial, and technical safeguards to preserve the integrity and security of personally identifiable information, including having secure data networks protected by industry-standard firewall and password protection systems. Data transmission over the Internet may not be secure and you transmit all information at your own risk. Upon receipt of your transmission, Rooster Farms makes every effort to ensure its security on our systems. You are solely responsible for keeping your passwords and/or account information secret, ensuring your computer systems are up to date, and implementing antivirus and other protective measures.

10. Contacts, Access to, and Correction of Personal Information
    Rooster Farms is committed to maintaining accurate, relevant, and appropriate information about our customers, clients, and other stakeholders. You may contact us and/or request access to your information via your preferred means. Rooster Farms will review your request in accordance with applicable privacy laws and will provide you with access to a copy of the information it holds about you, and will permit you to update or change that information, unless:

• You cannot satisfy Rooster Farms that you are entitled to access the information; or
• Rooster Farms is entitled to refuse or withhold such access.
  If you are refused access, we will provide reasons for such refusal upon your request. For security reasons, Rooster Farms will not disclose sensitive security details including such things as usernames, passwords, or credit card information.

11. Complaints
    If you have a complaint about our Privacy Policy or the collection, use, or disposal of your personal information, your complaint should be directed by email (see contact details above). We will review your complaint and attempt to resolve it. If you are not satisfied with the outcome of this review, then you may request that an independent person investigate your complaint.

12. Changes to Privacy Policy
    This Privacy Policy may be revised periodically without further notice to you and this will be reflected by the “last modified” notice above. Please revisit this page to stay aware of any changes. Your continued use of Rooster Farms' products and services, including this website, constitutes your agreement to this Privacy Policy and any future revisions.

OTHER TERMS

The Supplier warrants and represents that Rooster Farms has all necessary rights and interests in the relevant intellectual property which allows Rooster Farms Connect to use or alter any content and imagery provided by or on behalf of the Supplier in website banners and imagery, email campaign content, articles and posts (by influencers and Rooster Farms Connect), and digital banners (specifically to remarket product messages to website visitors).

A. Compliance Information
In order to ensure we operate a safe and trusted platform, we take steps to review products from certain categories where there are specific requirements for those items to be sold in Australia, and/or they may present additional risk to the experience of customers of these products.
By agreeing to our terms, you also confirm that:

• You will comply with all your tax obligations.
• You declare you will comply with all the relevant legal requirements.
• You will NOT be including any of your own marketing materials inside your package or order.
• You will ONLY supply products that you physically own and stock in Australia. All other products that you don’t physically own and stock in Australia, or products that you dropship or sell from other suppliers, will NOT be submitted or supplied to us.
• You are required to ensure you comply with all relevant regulations, laws, and standards with regard to the products you are offering for sale. Supporting documents are required when offering products from the categories defined as high risk as noted above.
• You will be liable for any litigation or legal issues arising from your products.

B. Background

1. Rooster Farms operates a platform that allows suppliers to list and sell products to buyers.
2. The Supplier wishes to use the Platform for the purpose of supplying products.
3. The Supplier confirms that they are liable for all matters in relation to the products provided.
4. In consideration for the Discounts and other fees as described in the Agreement, Rooster Farms Connect agrees to grant the Supplier the right to access, and supply its Products via the Platform, and to provide the Supplier with certain other valued-added services, in each case on the terms and conditions set out in this Agreement or other agreements.

All other general policies apply as per our Privacy Policy