Terms of use

Last Revised: April 10, 2024

WEBSITE TERMS OF USE

These terms of use (“Terms”) govern your use and access to KellyPartners.com.au/en-us and KellyPartners.com (collectively, the “Site”) which are operated and/or owned by Kelly Partners Group Holdings Limited (“we”, “us”, or “Kelly+Partners”).

PLEASE READ THIS PAGE CAREFULLY AS THESE TERMS GOVERN YOUR USE OF THIS SITE AND ASSOCIATED SERVICES OFFERED THROUGH OR REFERENCE IN THE SITE (COLLECTIVELY, THE “SERVICES”). IF YOU DO NOT AGREE TO THESE TERMS, YOU SHOULD NOT ACCESS THE SITE OR USE THE SERVICES.

THE TERMS INCLUDE A CLASS ACTION WAIVER AND WAIVER OF JURY TRIALS, AND REQUIRE BINDING ARBITRATION ON AN INDIVIDUAL BASIS TO RESOLVE DISPUTES.

We may periodically change these Terms, so please check them from time to time as your continued use of the Services signifies your acceptance of any changed terms. Kelly+Partners reserves the right, without prior notice and without incurring any obligations, to discontinue or change the specifications of any products or Services offered on this Site.

These Terms contain disclaimers and other provisions that limit our liability to you.

Document contents:

• SERVICES PROVIDED FOR INFORMATIONAL AND EDUCATIONAL PURPOSES ONLY
• NO ENGAGEMENT
• TIMELINESS OF CONTENT
• FORWARD LOOKING STATEMENTS
• ACCEPTABLE USE
• AGE REQUIREMENT
• INTELLECTUAL PROPERTY RIGHTS
• USER CONTENT
• SUBMISSION OF IDEAS
• LINKS TO THIRD PARTY WEBSITES
• DMCA NOTICE
• PRIVACY
• INDEMNITY
• DISCLAIMER OF WARRANTIES
• LIMITATION OF LIABILITY
• ARBITRATION
• WAIVER OF CLASS ACTIONS AND JURY TRIALS
• GOVERNING LAW
• WAIVER AND SEVERABILITY
• MODIFICATION
• ENTIRE UNDERSTANDING
• NOTICE TO CALIFORNIA RESIDENTS
• CONTACT US

1. SERVICES PROVIDED FOR INFORMATIONAL AND EDUCATIONAL PURPOSES ONLY

The information provided through the Services are provided solely for general information purposes and do not take into account your objectives, financial situation or circumstances. The Services are designed to supplement your internal policies, procedures, and controls. They are not intended to provide legal, tax, or investment advice. You agree that Kelly+Partners is not responsible or liable for any decisions or actions you take or authorize third parties to take on your behalf based on information you receive as a user of the Services. You should consult other resources, including your legal professional, regarding your specific situation and independently verify all information provided through the Services before you make decisions.

2. NO ENGAGEMENT

The Sites and all materials and content therein have been prepared for general information purposes only to permit you to learn more about our firm, our services, and the experience of personnel. No provider-client relationship between you and Kelly+Partners is or may be created by your access to or use of the Site, any information contained on or through it, or via email. The only way to become our client is through a mutual agreement in writing, typically in the form of an engagement letter (Contact Us communication and/or email is not sufficient). Absent such formal client relationship, we cannot assure you that your communications will be confidential or (unless we otherwise agree in a specific case) that we will treat them as such. Please do not send us any confidential or sensitive information until such relationship is created or a confidentiality agreement is executed. We reserve the right to decline any representation, and may be required to decline representation if it would create a conflict of interest with any of our current or former clients.  

3. TIMELINESS OF CONTENT

All content of the Services is presented only as of the date provided, published, or indicated, and may be superseded by subsequent changes in law or for other reasons. In addition, you are responsible for setting the cache settings on your browser to ensure you are receiving the most recent version of the applicable application or website.

4. FORWARD LOOKING STATEMENTS

The Site, and any documents or Services issued by us and available through the Site, may contain forward-looking statements, which are based on our current assumptions and expectations. These statements are typically accompanied by the words "expect," "may," "could," "believe," "would," "might," "anticipates," or words of similar import. Forward-looking statements also include statements or other passages primarily relevant to expected future events or that can only be evaluated by events that will occur in the future. All such forward-looking statements are intended to enjoy the protection of the safe harbor for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995, as amended. Although we believe there is a reasonable basis for any such forward-looking statements, actual results could be materially different. Forward-looking statements speak only as of the date they are made, and we do not undertake any obligation to update any forward-looking statement. In addition, please note that information contained in the Site shall not be included as part of, or incorporated by reference into (nor shall it be deemed to be a part of or incorporated by reference into), any prospectus or offering memorandum of Kelly+Partners used in connection with the Services or the sales or offering of any securities.

5. ACCEPTABLE USE

In no event may the Services be used in a manner that (a) harasses, abuses, stalks, threatens, defames, or otherwise infringes or violates the rights of any other party (including but not limited to rights of publicity or other proprietary rights); (b) is unlawful, fraudulent, or deceptive; (c) provides sensitive personal information unless specifically requested by Kelly+Partners, (d) includes spam or any unsolicited advertising; (e) uses or launches any automated system, including without limitation, “robots,” “spiders,” or “offline readers,” to access Kelly+Partners or the content contained on the Site; (f) attempts to introduce viruses or any other computer code, files, or programs that interrupt, destroy, or limit the functionality of any computer software, hardware, or telecommunications equipment; (g) attempts to gain unauthorized access to Kelly+Partners’s subscription services, computer network or user accounts; (h) encourages conduct that would constitute a criminal offense or that gives rise to civil liability; (i) violates these Terms; (j) attempts to damage, disable, overburden, or impair Kelly+Partners’s servers or networks; (k) impersonates any person or entity or otherwise misrepresents your identity or affiliation with another person or entity; or (l) fails to comply with applicable third-party terms.

Except as otherwise permitted by Kelly+Partners, no content or other materials from the Services may be copied, reproduced, republished, uploaded, posted, transmitted, or distributed in any way. You may download material displayed on the Services solely for your company’s internal business use in accordance with these Terms. For any materials provided to you through the Services, you agree to retain all copyright and other proprietary notices contained on the materials. You may not use, distribute, modify, transmit, or post the content of the Services for public or commercial purposes, including any text, images, audio, or video without Kelly+Partners's written permission.

We reserve the right, in our sole discretion, to terminate your or any user’s participation in or use of the Services, remove content, or assert legal action with respect to content or use of the Services, that we reasonably believe is or might be in violation of these Terms. Our failure or delay in taking such actions does not constitute a waiver of its rights to enforce these Terms.

6. AGE REQUIREMENT

The Services are designed for businesses and professionals. The Services are not directed toward, nor intended for use by, anyone under the age of 13. YOU MUST BE AT LEAST AGE 13 TO ACCESS AND USE THE SERVICES. If you are between the ages of 13 and 18, you may only use the Services under the supervision of a parent or legal guardian who agrees to be bound by these Terms.

7. INTELLECTUAL PROPERTY RIGHTS

All contents and materials on this Site or offered as part of the Services are protected as the copyrights, trade dress, trademarks and/or other intellectual properties (whether registered or unregistered) owned by Kelly+Partners or by other parties that have licensed their material to us or where such use is fair use. You may not use, copy, republish, duplicate, frame, or use any of the contents or materials on this Site without our express written consent. All rights not expressly granted are reserved.

8. LINKS TO THIRD PARTY WEBSITES

This Site may provide links or embedded content to websites operated by third parties. We do not control, endorse, or adopt any information, product, service, promotion, offering, or other content or materials included in such linked websites, including that the inclusion of any link or embedded content does not imply affiliation, endorsement, or adoption by Kelly+Partners of any website, or any information contained therein, and we can make no guarantee as to its accuracy or completeness. You acknowledge and agree that in no event may Kelly+Partners be held responsible or liable for the actions, product, and content of any such websites. When you visit other sites via links or embedded content, you should understand that our terms and policies no longer govern and that the terms and policies of those third-party sites will now apply. Before you use any linked website or embedded content, you should review such website’s applicable conditions of use and policies. If you decide to access such third-party sites, you do so at your own risk.

9. DMCA NOTICE

The Digital Millennium Copyright Act of 1998 (the “DMCA”) provides recourse for copyright owners who believe that material appearing on the Internet infringes their rights under U.S. copyright law. If you believe in good faith that materials available on the Site or through the Services infringe your copyright, you (or your agent) may send us a notice requesting that we remove the material or block access to it. If you believe in good faith that someone has wrongly filed a notice of copyright infringement against you, the DMCA permits you to send us a counter-notice. If Kelly+Partners receives a valid counter-notification, we may reinstate the removed or disabled material in accordance with the DMCA. Notices and counter-notices must meet the then-current statutory requirements imposed by the DMCA.

Notices should be sent to:

Please see 17 U.S.C. §512(c)(3) for the requirements of a proper notification. You should note that if you knowingly misrepresent in your notification that the material or activity is infringing, you will be liable for any damages, including costs and attorneys' fees, incurred by us or the alleged infringer as the result of our relying upon such misrepresentation in removing or disabling access to the material or activity claimed to be infringing.

In accordance with the DMCA and other applicable law, Kelly+Partners has also adopted a policy of terminating, in appropriate circumstances and in our sole discretion, users who are deemed to be repeat infringers. Kelly+Partners may also, in its sole discretion, limit access to the Services and/or terminate the accounts of any users who infringe any intellectual property rights of others, whether or not there is any repeat infringement.

10. PRIVACY

We take your privacy seriously. For detailed information about our data collection and use practices, as well as the choices you have in relation to your personal information, please see our PRIVACY POLICY (https://www.kellypartners.com.au/en-us/privacy-policy).

11. INDEMNITY

You agree to defend, indemnify, and hold harmless Kelly+Partners and its affiliated companies, independent contractors, service providers and consultants, and their respective employees, contractors, agents, officers, and directors (collectively, “Indemnitees”) from any and all claims, suits, damages, costs, lawsuits, fines, penalties, liabilities, and expenses (including attorneys’ fees) that arise from or relate to your use or misuse of the Services, violation of these Terms, violation of any rights of a third party, or your conduct in connection with the Services. We reserve the right to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which event you will cooperate in asserting any available defenses.

12. DISCLAIMER OF WARRANTIES

EXCEPT AS EXPRESSLY STATED OTHERWISE, THE SERVICES AND CONTENT OF THIS SITE ARE OFFERED ON AN "AS IS" BASIS, WITHOUT ANY WARRANTY WHATSOEVER, EXPRESS OR IMPLIED. WITHOUT LIMITATION AND TO THE FULLEST EXTENT ALLOWABLE UNDER APPLICABLE LAW, KELLY+PARTNERS DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS OR IMPLIED, INCLUDING ANY WARRANTIES THAT THE SERVICES ARE MERCHANTABLE, RELIABLE, AVAILABLE, ACCURATE, COMPLETE, FIT FOR A PARTICULAR PURPOSE OR NEED, NON-INFRINGING, FREE OF DEFECTS OR VIRUSES, ABLE TO OPERATE ON AN UNINTERRUPTED BASIS, THAT THE USE OF THE SERVICES BY YOU ARE IN COMPLIANCE WITH LAWS APPLICABLE TO YOU, OR YOUR INFORMATION TRANSMITTED IN CONNECTION WITH THE SERVICES WILL BE SUCCESSFULLY, ACCURATELY, OR SECURELY TRANSMITTED OR RECEIVED. THE SERVICES, MATERIALS AND INFORMATION ON THE SITE MAY INCLUDE TECHNICAL INACCURACIES OR TYPOGRAPHICAL ERRORS.

Nothing in these Terms will affect any statutory rights to which you may be entitled as a consumer to the extent your ability to alter or waive such rights by contract is limited by applicable law.

13. LIMITATION OF LIABILITY

IN NO EVENT SHALL INDEMNITIEES BE LIABLE FOR ANY DAMAGES OR INJURIES CAUSED BY OR ARISING OUT OF YOUR USE OF THE SERVICES, INCLUDING BUT NOT LIMITED TO, ANY FAILURE OF PERFORMANCE, ERROR, OMISSION, INTERRUPTION, DEFECT, DELAY IN OPERATION OF TRANSMISSION, COMPUTER VIRUS, OR LINE FAILURES. INDEMNITEES WILL NOT BE LIABLE FOR ANY DIRECT, INDIRECT, PUNITIVE, CONSEQUENTIAL, OR SPECIAL DAMAGES THAT RESULT FROM THE USE OF, OR THE INABILITY TO USE, THE SERVICES, OR CONTENTS OR MATERIALS ON THIS SITE, EVEN IF SUCH INDEMNITEE IS NEGLIGENT OR IF HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, NOR WILL INDEMNITEES BE HELD LIABLE FOR DELAY OR FAILURE IN PERFORMANCE RESULTING FROM CAUSES BEYOND ITS REASONABLE CONTROL. INDEMNITEE'S TOTAL LIABILITY FOR ANY LOSS, DAMAGES OR CAUSE OF ACTION SHALL NOT EXCEED THE COST TO ACCESS THE SITE.

THESE DISCLAIMERS AND LIMITATIONS DO NOT LIMIT LIABILITY THAT CANNOT BE EXCLUDED UNDER THE LAW.

14. ARBITRATION

Please read this section carefully as it affects rights that you may otherwise have. It provides for resolution of most disputes through arbitration instead of court trials and class actions. Arbitration is more informal than a lawsuit in court, uses a neutral arbitrator instead of a judge or jury, and discovery is more limited. Arbitration is final and binding and subject to only very limited review by a court. This arbitration clause shall survive termination of these Terms.

For all disputes, whether pursued in court or arbitration, you must first send a written description of your claim to us via certified mail with “Website Dispute” as the Subject Line to mailing address Kelly Partners Group Holdings Limited, 29575 Pacific Coast Highway, Suite B, Malibu CA 90265, Attention: Head of Legal, to allow us an opportunity to resolve the dispute. You and we each agree to negotiate your claim in good faith. You may request formal mediation before a single, mutually acceptable mediator if your claim or dispute cannot be resolved within 60 days. The mediation shall be conducted and concluded within thirty (30) days after the mediator has been engaged. If we are unable to resolve such dispute through mediation, then such claim or dispute shall be adjudicated via arbitration. If the Federal Arbitration Act, 9 U.S.C. § 1 et seq. (“FAA”) is applicable to the Services provided to you hereunder, then the FAA will govern the interpretation and enforcement of this section. If the FAA is found not to apply to any issue that arises under this section or the enforcement of this arbitration agreement, then that issue shall be resolved under the laws of the State of California.

You agree that any and all disputes arising out of the use of the Services or these Terms shall be adjudicated by arbitration conducted in accordance with the rules of the American Arbitration Association ("AAA"), including the AAA's Consumer Arbitration Rules (as applicable), as modified by these Terms. The AAA rules are available online at www.adr.org or by calling the AAA at 1-800-778-7879. Such arbitration to be held in Los Angeles County, California before one (1) arbitrator. The arbitrator’s award shall be written, and binding on the parties and may be entered as a judgment in any court of competent jurisdiction. The prevailing party in arbitration will be entitled to an award of attorneys’ fees and expenses, to the extent provided under applicable law. Any judgment on the award rendered by the arbitrator may be entered in any court having jurisdiction thereof.

15. WAIVER OF CLASS ACTIONS AND JURY TRIALS

Please read this section carefully as it affects rights that you may otherwise have. You and we each agree that any proceeding, whether in arbitration or in court, will be conducted only on an individual basis and not in a class, consolidated or representative action. If a court or arbitrator determines in an action between you and us that this class action waiver is unenforceable, the arbitration agreement will be void as to you. If for any reason a claim proceeds in court rather than through arbitration, you and we each waive any right to a jury trial.

16. GOVERNING LAW

Except with respect to principles of conflicts of laws, any dispute arising from these Terms or from any other use of the Services shall be resolved in accordance with the laws of the State of California. The exclusive venue for any claim, action, lawsuit, or other proceeding arising out of or relating to these Terms shall be Los Angeles County in the State of California. Except as otherwise stated in ARBITRATION, the prevailing party as determined by the trier of fact in any such action, proceeding, litigation, arbitration, or other dispute resolution forum or judicial proceeding shall be entitled to recover its reasonable attorney's fees and costs.

17. WAIVER AND SEVERABILITY

Our failure at any time to require performance of any provision of these or to exercise any right provided for herein shall not be deemed a waiver of such provision or such right. All waivers must be in writing. Any provision of these Terms shall be severable to the extent that the provision, or any portion thereof, might be illegal, invalid, or otherwise unenforceable. The invalidity of any provision, or portion thereof, shall not affect the enforceability of the remaining provision(s).

18. MODIFICATION

We reserve the right to modify or discontinue, temporarily or permanently, the Services or any features or portions thereof without prior notice. You agree that Kelly+Partners will not be liable for any modification, suspension or discontinuance of the Services or any part thereof.

19. ENTIRE UNDERSTANDING

These Terms, together with our PRIVACY POLICY (https://www.kellypartners.com.au/en-us/privacy-policy) and any supplemental terms contained on the Site, contain the entire understanding and agreement between you and us with respect to the Services and supersede all previous communications, negotiations, and agreements, whether oral, written, or electronic between you and us with respect to the Services.

20. NOTICE TO CALIFORNIA RESIDENTS

Under California Civil Code Section 1789.3, California residents are entitled to the following consumer rights notice: If you have a question or complaint regarding the Services, please call us at 888.962.3883 or send a letter to us with “California Resident Request” as the Subject Line at mailing address Kelly Partners Group Holdings Limited, 29575 Pacific Coast Highway, Suite B, Malibu CA 90265, Attention: Head of Legal, or email info@kellypartners.com.au. You may also contact the Complaint Assistance Unit of the Division of Consumer Services of the Department of Consumer Affairs in writing at 1625 North Market Blvd., Suite N 112, Sacramento CA 95834 or by telephone at 800.952.5210.

21. CONTACT US

Please feel free to CONTACT US at info@kellypartners.com.au or call us at 888.962.3883 with any comments, questions, or suggestions you might have regarding the information described in the Services.

Copyright © 2024 Kelly Partners Group Holdings Limited. All rights reserved.