Terms and Conditions
Welcome to StayOnHire, an online equipment management service designed for plant hire businesses. These Terms and Conditions apply to your use of the www.stayonhire.com ("Website"), app.stayonhire.com ("Platform") and in relation to any services provided by (or acts or omissions of) StayOnHire in connection with the Platform ("Services").
By using or accessing the Platform, you agree that you are bound by these Terms and Conditions and that they record all the provisions of the contractual relationship between us and you.
If you do not agree to these Terms and Conditions, you must not use the Platform or the Services.
Capitalised terms used in these Terms and Conditions are defined in clause  ('Interpretation') at the end of this document.
You must be a registered member to access certain features of our website.
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.
To create an account, you must be:
- at least 18 years of age;
- possess the legal right and ability to enter into a legally binding agreement with us; and
- agree and warrant to use the website in accordance with these Terms and Conditions.
2. Modifications to these Terms and Conditions
We may change these Terms and Conditions, from time to time, without providing notice to you, by posting an updated version of the Terms and Conditions online at www.stayonhire.com/au/legal/terms-and-conditions.
You should regularly check these Terms and Conditions for any amendments. If these Terms and Conditions are amended, you must comply with the updated Terms and Conditions. If you do not agree to the updated Terms and Conditions, you must immediately cease using the Platform and the Services.
3. Collection Notice
We may disclose that information to third parties that help us deliver our services (including information technology suppliers, communication suppliers and our business partners) or as required by law. If you do not provide this information, we may not be able to provide all of our services or products to you.
4. Accuracy, completeness and timeliness of information
The information on our website is not comprehensive and is intended to provide a summary of the subject matter covered. While we use all reasonable attempts to ensure the accuracy and completeness of the information on our website, to the extent permitted by law, including the Australian Consumer Law, we make no warranty regarding the information on this website. You should monitor any changes to the information contained on this website.
We are not liable to you or anyone else if interference with or damage to your computer systems occurs in connection with the use of this website or a linked website. You must take your own precautions to ensure that whatever you select for your use from our website is free of viruses or anything else (such as worms or Trojan horses) that may interfere with or damage the operations of your computer systems.
We may, from time to time and without notice, change or add to the website (including the Terms) or the information, products or services described in it. However, we do not undertake to keep the website updated. We are not liable to you or anyone else if errors occur in the information on the website or if that information is not up-to-date.
5. Use of the Platform
You must provide your own internet access and Device in order to use the Platform and the Services. You are responsible for all internet access, data download and other network charges arising from your use of the Platform and the Services and you acknowledge and agree that we have no responsibility or liability for those charges.
You are responsible for the operation and maintenance of your Device and for ensuring the Platform and the Services are accessible from your Device.
We are under no obligation to monitor any transmissions made or content submitted or (where applicable) published using the Platform or the Services, or to verify the identity, standing or other characteristics of any user of the Platform or the Services. However, we have the right to monitor, edit, disclose, delete and (where applicable) refuse to transmit or post any such transmissions and content.
6. Your obligations
You must not do any act that we would deem to be inappropriate, is unlawful or is prohibited by any laws applicable to our website, use (or attempt to use) the Platform or the Services including but not limited to:
(a) for any unlawful or dishonest activity, or any activity prohibited by these Terms and Conditions;
(b) to access, transmit, publish or communicate material which: (i) is false, inaccurate, defamatory, offensive, inflammatory, obscene, unsuitable for minors, abusive, indecent, threatening, or otherwise unlawful; (ii) is xenophobic, racist, abusive, harassing or hateful; (iii) is invasive of a person’s privacy or constitutes personal abuse directed at other users; (iv) constitutes commercial advertising, the promotion of gambling or the promotion of your own site; (v) contains a virus or other harmful code; (vi) infringes a person's copyright or other rights; or (vii) contains links to other sites that contain or promote the material identified in paragraphs (i) to (v);
(c) to obtain unauthorised access to (or damage, disrupt or interfere with the operation of) any computer, system, application, network or service;
(d) to transmit, publish or communicate bulk and/or unsolicited messages;
(e) in any way that may bring negative exposure or harm to us, our suppliers or other users of the Platform or the Services; or
(f) any act that would constitute a breach of either the privacy (including uploading private or personal information without an individual's consent) or any other of the legal rights of individuals;
You must immediately comply with any request by us to cease any conduct that we believe is contrary to your obligations under these Terms and Conditions. We may immediately terminate and block your access to the Platform or the Services for any reason.
From time to time we may post on the Platform rules, procedures or policies relating to content you submit to us or on the Platform (including the form and style of that content, and ways in which you must submit or update that content) and fees you must pay to us in certain circumstances.
We cannot and do not offer Tax related advice to any person.
You are solely responsible for your Tax affairs, including: (i) determining your Tax reporting or disclosure requirements; (ii) determining what Taxes (if any) should be included in your Listings; (iii) determining what Taxes (if any) you should collect or pay in connection with any Listings; and (iv) remitting any required Taxes to relevant Tax authorities.
If we give you any transaction summaries, they will provide an indicative guide only, you must not rely on them, and you should obtain your own independent expert advice in relation to them. You should correctly document and keep records of all matters relating to your Tax obligations and compliance.
8. Consumer Guarantees
Under the Australian Consumer Law (and other similar legislation of Australian states and territories), certain statutory guarantees are conferred in relation to the supply of goods or services to a Consumer ("Consumer Guarantees").
Where you as a Consumer acquire goods or services under these Terms and Conditions and:
(a) the goods or services are of a kind ordinarily acquired for personal, domestic or household use or consumption ("PDH Goods or Services"), the operation of the Consumer Guarantees cannot be, and are not in these Terms and Conditions, excluded, restricted or modified; or
(b) the goods or services are not PDH Goods or Services,
we limit our liability for a failure to comply with any Consumer Guarantee (other than where to do so would otherwise cause all or part of this clause  to be void) to, at our option: (i) in the case of goods, repairing or replacing the goods or paying the cost of having the goods repaired or replaced; and (ii) in the case of services, re-supplying the services or paying the cost of having the services re-supplied, and we do not exclude or limit the operation of the Consumer Guarantees under any other provision of these Terms and Conditions or in any other manner and you agree it is fair and reasonable in all the circumstances for our liability to be so limited.
If you access any Confidential Information using the Platform or the Services, you must:
(a) keep such Confidential Information confidential;
(b) use such Confidential Information only in accordance with the Terms and Conditions; and
(c) not disclose such Confidential Information to any person (other than a director, officer, employee or partner of the organisation you represent who is obliged to keep that information confidential).
The obligations in paragraphs (a) to (c) above will continue to apply even if your access to the Platform or the Services is disabled, terminated, suspended or withdrawn.
The Platform and the Services use the internet to provide services and information. By using the Platform or the Services, you acknowledge and agree to accept all risks associated with using the internet, including the potential exposure to viruses and harmful code which may affect your Device.
We do not warrant or guarantee the security of the Platform or the Services. You are solely responsible for the security of your Device (including any data stored on that Device) and for using appropriate and up-to-date software on your Device to detect and manage the threat posed by viruses and other harmful code.
If you use the Platform, the information that we may collect and store includes:
(a) the type of operating system and/or other software or firmware used by your Device;
(b) the data you send and receive using the Platform, and the type and quantity of that data;
(c) the dates on which and times at which you use the Platform; and
(d) the IP and MAC address of your Device.
You represent and warrant to us that the personal information you provide to us is complete and accurate.
All copyright and other intellectual property rights in the Platform and StayOnHire Content (including any Standard Terms of Hire and StayOnHire trademarks, service marks, trade dress, proprietary logos or indicia) are owned by us and/or our licensors.
If you have your own validly issued (or validly registered) login details and password which may be used to access the Platform, we grant you a revocable, non-transferable, non-exclusive licence to use the Platform on your Device for your own purposes, and to download and print out a copy of the information available from the Platform for your own personal use.
You must not (and must not attempt to):
(a) except as permitted by the licence set out above, use or copy any part of the Platform or StayOnHire Content without our prior written consent;
(b) distribute, translate, modify or tamper with, any part of the Platform or StayOnHire Content;
(c) create derivative works of or from any part of the Platform or StayOnHire Content;
(d) use any automated process or software of any kind to query, access, copy, retrieve, scrape or index any material or StayOnHire Content to compile or generate any document or database using the material;
(e) sell, rent, lease, sub-license, assign, exchange or otherwise transfer your rights under these Terms and Conditions; or
(f) permit or assist any person to engage in any act described in paragraphs (a) to (e) above.
13. Third person links
The Platform may contain links to other sites over which we have no control. Those links are provided for your convenience only, and we are not responsible for their use, effect or content. We make no representations or warranties as to, and accept no responsibility for, the accuracy of information on those sites, nor do we endorse any information, opinions, goods or services referred to on them.
14. Performance of the Platform and Services
We will use reasonable endeavours to generally make the Platform available at all times. However, the availability of the Platform and any Services depends on various third person suppliers, of both you and us, and accordingly, we do not warrant or guarantee:
(a) that you will be able to use the Platform or any Services at any time; or
(b) that your use of the Platform or any Services will be continuous, uninterrupted, secure or error-free.
You acknowledge and agree that the Platform and Services may not be available for use from time to time, and that you may be disconnected from your use of the Platform or Services at any time for any reason, including if:
(a) any network connection difficulties occur;
(b) the systems providing those services are unavailable for any reason (including so that maintenance can be performed);
(c) you breach any of these Terms and Conditions; or
(d) we decide to terminate your access to those services for any reason.
We make no guarantee as to the reliability or other performance or nature of the Platform or Services. The performance of the Platform and Services depends on various factors, including the functions, capacity and configuration of your Device, the speed of your internet connection, and the number of users accessing the systems which support the Platform.
The information available through the Platform or Services is subject to updates from time to time and, while we aim to ensure that it is up-to-date, there may be delays, errors or omissions that could affect its currency or accuracy or suitability for your needs. Accordingly, we cannot and do not warrant or guarantee that the Platform or the Services, or the information you obtain through the Platform or the Services (including the Collective Content and Listings), is or will be fit for your purposes or current, complete or accurate at all times. You acknowledge and agree that you will make your own enquiries to determine whether the Platform and the Services, and the information you obtain through the Platform or Services, is fit for your purposes and current, complete, and accurate before using or relying on it. Subject to clause  ('Consumer Guarantees'), we are not responsible for any Loss you suffer or incur as a result of your failure to comply with this paragraph.
15. Warranties and disclaimers
To the maximum extent permitted by law, including theAustralian Consumer Law, we make no warranties or representations about this website or the Content, including but not limited to warranties or representations that they will be complete, accurate or up-to-date, that access will be uninterrupted or error-free or free from viruses, or that this website will be secure.
We reserve the right to restrict, suspend or terminate without notice your access to this website, any Content, or any feature of this website at any time without notice and we will not be responsible for any loss, cost, damage or liability that may arise as a result.
You acknowledge and agree that your access to, and use of, the Platform or Services is at your own risk.
To the extent permitted by law, we exclude from these Terms and Conditions all representations, guarantees, conditions, warranties, rights, remedies, liabilities and other terms that may be conferred or implied by statute, general law or custom, except any guarantee or right conferred under any legislation (including the Australian Consumer Law) the exclusion of which would contravene legislation or cause part or all of this clause  to be void.
Except for any liability under the Consumer Guarantees, we exclude all responsibility and liability arising from or in connection with your use of the Platform, lease of any Equipment or exposure to or interaction with any other user of the Platform or the Services, including:
(a) any and all actual or anticipated loss of profits, revenue, goodwill, savings, data, business opportunity, or expectation, and any and all indirect, special, consequential, punitive or exemplary Losses; and
(b) any other Losses.
Without limiting anything else in these Terms and Conditions:
(a) we are not required to conduct background, credit or other checks in relation to any user of the Platform or the Services, but we may conduct any such checks and if we do (or if we share the findings of any such checks), then to the extent permitted by law we disclaim any warranties, representations or liability in connection with those activities (including in relation to whether or not, or whether or not it is possible that, such checks identify prior misconduct or other acts or omissions by a user, or the likelihood that a user will engage in misconduct or other acts or omissions in the future); and
(b) to the extent permitted by law: (i) we make no representation or warranty regarding the quality or other nature of any Equipment, Lessors or Lessees; and (ii) no advice, information or statements from or by us (in any form or format, and whether or not provided through the Platform, the Services or the Collective Content) will create any warranty, representation or liability (other than as expressly stated in this document).
You indemnify StayOnHire and each of its directors, other officers, employees and agents against any Losses arising in relation to your: (a) access to or use of the Platform, the Services or any Collective Content; (b) Member Content; (c) interaction with any other user of the Platform or the Services; (d) applications to book or bookings of any Listed Equipment; (e) creation of any Listing; (f) use of any Equipment; or (g) other wrongful or negligent acts or omissions.
18. Dispute Resolution
Subject to clause [18(G)], any Dispute must be determined in accordance with the procedure in this clause . If any Dispute arises, a Dispute Party ("Referring Party") may, by giving notice to the other Dispute Parties ("Dispute Notice"), refer the Dispute to be resolved in accordance with this clause . The Dispute Notice must: (i) state that it is given pursuant to this clause ; and (ii) include or be accompanied by reasonable particulars of the Dispute including: (1) a brief description of the circumstances in which the Dispute arose; (2) references to any applicable provisions of documents relevant to the Dispute and acts or omissions of any person relevant to the Dispute; and (3) where applicable, the amount in dispute (whether monetary or any other commodity) and if not precisely known, the best estimate available.
B. Initial negotiations
Within 14 days of the Referring Party giving the Dispute Notice ("Initial Resolution Period"), one Senior Management Representative from each Dispute Party must meet at least once with one Senior Management Representative from each other Dispute Party, to attempt to resolve the Dispute. No Dispute Party may delegate the function of its Senior Management Representative to any other person. The Senior Management Representatives may meet more than once to resolve a Dispute. The Senior Management Representatives may meet in person or via telephone or videoconference facilities to effect any meeting.
C. Conditions precedent to Dispute determination
Where the Senior Management Representatives do not resolve a Dispute within the Initial Resolution Period, the Dispute must be resolved by arbitration in accordance with clause [18(D)]. A Dispute Party must not give notice to the other Dispute Parties to refer a Dispute to arbitration unless: (i) a Dispute Notice with respect to the Dispute has been given; and (ii) the Initial Resolution Period has expired without the Senior Management Representatives resolving the Dispute.
Any Dispute referred to arbitration must be resolved in accordance with the Institute of Arbitrators and Mediators Australia Rules for the Conduct of Commercial Arbitrations, which are deemed to be incorporated by reference into this clause as they exist as at [13 October 2020]. The place of the arbitration will be Perth, Australia and the number of arbitrators will be one.
E. Appeals against arbitration awards
A Dispute Party may apply to a Western Australian court of competent jurisdiction for an appeal on a question of law arising out of an arbitration award.
F. Continuance of performance
Despite the existence of a Dispute, the Dispute Parties must continue to perform their respective obligations under this these Terms and Conditions.
G. Urgent relief
Nothing in this clause  will prevent any person from instituting proceedings to seek urgent injunctive, interlocutory or declaratory relief in respect of any matter.
H. No class actions
Each of us and you hereby waives all rights to participate as a plaintiff or class-member in any purported class action lawsuit, class-wide arbitration, or any other representative proceeding. Further, unless we and you otherwise agree in writing, no arbitrator may consolidate more than one person's claims, or otherwise preside over any form of any class or representative proceeding.
These Terms and Conditions are governed by the laws of Western Australia. You submit to the non-exclusive jurisdiction of the courts of Western Australia and the courts having appeal from them.
These Terms and Conditions record the entire understanding and agreement between you and us and supersede all prior understandings and agreements of the parties.
If you use the Platform or receive Services for or on behalf of another legal entity, then you represent and warrant to us that you have the authority to bind that other entity and that your use of the Platform or receipt of the Services binds that other entity to these Terms and Conditions. In those circumstances references to "you" and "your" will be deemed to be references to that other entity (except in the preceding sentence).
We may exercise a right or remedy, give or refuse consent, approval or permission, or decide or determine a matter in any way we consider appropriate (including by imposing conditions), or revoke or change any prior such action, except where these Terms and Conditions expressly state otherwise.
No rule of construction applies to the disadvantage of us because we were responsible for the preparation of, or seek to rely on, these Terms and Conditions or any part of them.
Your use of the Platform does not create or constitute any relationship with us, other than that of a user of the Platform. You must not do anything which could create a false impression that you have any other relationship with us (including by using our trademarks, service marks, trade dress, proprietary logos or indicia).
Where a provision of these Terms and Conditions purports to grant a right or other benefit (including an indemnity or release) to a third person ("Third Person Beneficiary"), you acknowledge that you have received valuable consideration for the grant of that right or benefit and the relevant provision may be enforced by that Third Person Beneficiary in accordance with section 11 of the Property Law Act 1969 (WA) as if they were a party to these Terms and Conditions.
We do not waive a right, power or remedy in connection with these Terms and Conditions if we fail to exercise or delay in exercising the right, power or remedy.
In these Terms and Conditions:
"Australian Consumer Law" has the meaning given to that term in section 4 of the Competition and Consumer Act 2010 (Cth);
"Collective Content" means all Member Content and the StayOnHire Content;
"Confidential Information" means: (i) the information obtained through the Platform; and (ii) the identity of any user of the Platform, except in each case for information which is in, or which enters, the public domain otherwise than as a consequence of a breach of these Terms and Conditions;
"Consumer Guarantees" is defined in clause ;
"Consumer" has the meaning given to that term by section 3 of the Australian Consumer Law;
"Content" means text, graphics, images, music, software, audio, video, information or other materials;
"Device" means your own internet-enabled device that is compatible with the Platform and has a current and working internet connection;
"Dispute Notice" is defined in clause [18(A)];
"Dispute Parties" means the parties to any Dispute;
"Dispute" means any dispute, claim or controversy arising in connection with the Platform, the Services, these Terms and Conditions, or any lease of Equipment using the Platform;
"Equipment Fees" means all amounts which a Lessee must pay for its lease and use of Listed Equipment, as described in the Listing;
"Equipment" means an item owned or controlled (with a right to lease the item) by a Member who wants to use the Platform the facilitate the leasing out of that item;
"StayOnHire Account" means an account for the use of the Platform created by StayOnHire in relation to a Member;
"StayOnHire Content" means all Content that we (ourselves or through another person) make available on or through the Platform, the Services or our promotional campaigns (including our official social media channels and our photographers), regardless of whether or not we own or license the Content, but excluding Member Content;
"Initial Resolution Period" is defined in clause [18(B)];
"Losses" means any liabilities, losses, damages, costs and expenses (including legal costs and expenses, regardless of whether incurred or awarded) arising in contract, tort (including negligence) or otherwise;
"Member Content" means all Content that a Member (itself or through another person) posts, uploads, publishes, submits, transmits or includes on the Platform or in its Listings, its StayOnHire Account profile or our promotional campaigns (including our official social media channels);
"Member" means a person who has used the Platform to apply for the creation of an StayOnHire Account in respect of that person, and has received confirmation from us that the application has been granted;
"Payment Method" means a payment method that you have added to your StayOnHire Account, such as a credit card, debit card or PayPal;
"PDH Goods or Services" is defined in clause ;
"Platform" is defined in the introduction to these Terms and Conditions, and includes other websites operated by us from time to time, and includes any services provided and information obtained through those websites;
"Referring Party" is defined in clause [18(A)];
"Senior Management Representative" means, with respect to each Dispute Party: (i) if that party is an individual, then that individual; and (ii) otherwise, a representative of that party's senior management who has full and unconditional authority to resolve the relevant Dispute;
"Services" is defined in the introduction to these Terms and Conditions;
"Tax" means any tax (including GST), levy, charge, excise, impost, duty, fee, deduction, compulsory loan or withholding, which is assessed, levied, imposed or collected by any government agency and includes any interest, fine, penalty, charge, fee or any other such amount imposed on or in respect of any of the above;
"Terms and Conditions" means these terms and conditions of use and all current rules (including rules about fees you must pay to us in certain circumstances), procedures and policies posted by us on the Platform from time to time (which are incorporated by reference into this document). You can find an overview of our current rules, procedures and policies www.stayonhire.com/au/legal/terms-and-conditions;
"Third Person Beneficiary" is defined in clause ;
"we", "us" or "our" means Idle Australia Pty Ltd and (if applicable in the circumstances) its related bodies corporate (as defined in the Corporations Act 2001 (Cth)).
In these Terms and conditions, the singular includes the plural and the plural includes the singular, other parts of speech and grammatical forms of a word or phrase defined in these Terms and Conditions have a corresponding meaning, headings are for convenience only and do not affect the interpretation of these Terms and Conditions, a reference to a "clause" is a reference to a clause in these Terms and Condition, an expression importing a person includes any company, partnership, joint venture, association, corporation or other body corporate and any governmental agency as well as an individual, and specifying anything after the word "includes", "including" or similar expressions does not limit what else is included unless there is express wording to the contrary.