IMPORTANT NOTICE: BY CLICKING ON “I ACCEPT” AT THE FOOT OF THIS DOCUMENT, YOU AGREE TO ENTER INTO A LEGALLY BINDING AGREEMENT WITH US. 1. DEFINITIONS 1.1 Parties In this Agreement: (a) “AXX”, “Us” and “We” means Global Disciple Network Ltd (ACN 623 771 317), a company incorporated in Australia, of 44 Lakeview Drive, Scoresby, Victoria 3179, Australia. (b) “You” means the person named in the Particulars. 1.2 Definitions In this Agreement unless stated otherwise: “Agreement” means this Agreement including the schedules thereto; “Business Day” means any day other than a Saturday, Sunday or a public holiday in the “metropolitan municipal district” under the Public Holidays Act 1993 (Vic); “Business Hours” means the hours of 8.30 am to 5.30 pm Melbourne time on a Business Day; “Charge” means the charge for accessing VOD indicated by Us at the time of registering for a plan to access VOD, as amended for any further Term pursuant to clause 4.2; “Content” means content consisting of video recordings, audio recordings, text and drawings, made available in electronic form through VOD; “Force Majeure” means any event or condition not existing at the date of this Agreement, not reasonably foreseeable as of such date and not reasonably within the control of any party, which prevents in whole or in material part the performance by one of the parties of its obligations hereunder or which renders the performance of such obligations so difficult or costly as to make such performance commercially unreasonable, including (but not limited to): (a) war or warlike conditions, riot or civil commotion, terrorism, mobilisation, insurrections; (b) import or export bans, blockades or embargoes; (c) statutory or union contract reductions in working hours, strike or lockout or other labour conflicts; or (d) natural catastrophe, earthquakes, storms, weather, floods, fires, epidemics; “GST” means any tax calculated by reference to the value of goods or services provided, calculated and levied at the point of sale or supply of the goods or services and includes GST within the meaning of that abbreviation in the GST Act; “GST Act” means A New Tax System (Goods and Services) Tax Act 1999 (Cth) and includes other GST related legislation and regulations under the legislation and as amended from time to time; “Indemnified Persons” means Us, our Related Entities and our officers, employees and contractors; “Particulars” means the particulars of your details, the relevant VOD access plan, the Charge, the Term, renewal and payment details set out and required to be completed at the time of You entering into this Agreement with Us; “Related Entity” means a related entity as defined by the Corporations Act 2001 (Cth); “Term” means the term of this Agreement specified in the Particulars; “VOD” means the video on demand service operated by Us via the internet. 2. ACCESS TO VOD 2.1 Granting access to VOD (a) For the duration of the Term and any further Term, We will give You access to VOD in order to access Content. (b) If use of VOD requires use of a login, We will provide You with: (i) a login; or (ii) a hyperlink, invitation or other means to create a login. (c) If use of VOD requires use of a software client, We will make that software client available for You to download from our website. 2.2 Plans (a) We may offer different plans to access VOD, including without limitation: (i) plans for individual and corporate users; (ii) plans providing unlimited or limited use; (iii) plans providing access to all or only some Content; (iv) plans for different Terms; (v) with or without Charge; (vi) trials. (b) We may change our plan offerings from time to time without notice to You. Such changes will apply to You upon the renewal of this Agreement for a further Term. (c) Where You are on a plan that We discontinue, We may require You to switch to a different plan at the start of the further Term. (d) Notwithstanding that You may have registered for an unlimited plan, We may temporarily or permanently block your access to Content if We have reason to believe that your access, use, display or distribution of that Content may breach a law prohibiting blasphemy, proselytising, or insulting or denigrating any religion, deity or prophet in the jurisdiction in which You are located. 2.3 Trial (a) If You receive access to VOD on a trial basis then You must take out a paid subscription to VOD in order to continue accessing VOD after the trial period. (b) We may: (i) limit the amount or types of Content that You may access during a trial; (ii) limit other aspects of your use of VOD; and (iii) end the trial early and without prior notice to You. 2.4 Using the VOD (a) In order to access VOD: (i) You need to have an active internet connection; (ii) You may need to download and use our software client. 2.5 Unacceptable use (a) You may not make your login or other means of access to VOD available to other persons, regardless of whether or not You receive payment or reward. (b) If You are an individual: (i) You may view Content with any individual who does not ordinarily live with You, provided that You do not do so for payment or reward; (ii) You may view Content with no more than 5 individuals who do not ordinarily live with You, provided that You do not do so for payment or reward. (c) If You are a body corporate: (i) You may use VOD for your own internal purposes; (ii) You may not allow individuals to view Content for payment or reward. (d) You may not: (i) download or record; (ii) broadcast, datacast or netcast; (iii) distribute or disseminate, the Content in any way. 3. QUALITY AND CONTENT 3.1 VOD quality (a) The quality of Content will depend upon: (i) the speed of your internet connection; (ii) the hardware and software that You are using to access VOD. (b) If your internet connection speed, hardware or software is insufficient: (i) Content may buffer or not display properly; (ii) Content may only be accessible at lower resolution or lower framerates; (iii) in extreme cases, Content may not be accessible at all. (c) We will use best endeavours to publish minimum and optimal specifications for your internet connection speed, hardware and software on our website. 3.2 Continuity of access (a) We will use best endeavours to make VOD available continuously. (b) Notwithstanding paragraph (a), We do not warrant that VOD will be available 100% of the time. (c) VOD may be unavailable because of: (i) scheduled maintenance; (ii) unscheduled maintenance; (iii) disruption of electricity supply; (iv) disruption of connection to the internet. (d) We will use best endeavours to minimise the occurrence and duration of events described in paragraph (c). (e) We will use best endeavours to post details of scheduled maintenance on our website at least 48 hours before that scheduled maintenance occurs that renders VOD unavailable. (f) Because our subscriber base is international, We cannot guarantee that scheduled maintenance will occur at a time that is outside business hours in your location. 3.3 Adding and removing Content (a) We do not guarantee that You will have access to any specific Content. (b) We may add Content to VOD and remove Content from VOD in our absolute discretion without notice. (c) Where multiple pieces of Content forms a progressive series and is scheduled to be removed from VOD, We will endeavours to post a notice on VOD with such Content alerting users to the expiry of that Content. 3.4 Nature of Content (a) We will endeavour to ensure that Content is: (i) of acceptable technical quality; (ii) of acceptable quality with respect to content. (b) Content may: (i) express contrary views to your own; (ii) may challenge certain behaviours, opinions and beliefs. (c) While We welcome feedback on the quality and appropriateness of Content, We have absolute discretion on the Content available through VOD. (d) We do not warrant that your access, use, display or distribution of Content will not breach a law prohibiting blasphemy, proselytising, or insulting or denigrating any religion, deity or prophet in the jurisdiction in which You are located. You must make your own enquiries as to such laws and take responsibility for your own compliance. 4. CHARGE 4.1 Paid plans (a) If a Charge applies to your plan, then You must pay that Charge in order to use VOD. (b) We may provide You with one or more means to pay a Charge. We may change the available means to pay a Charge. (c) We may suspend your access to VOD if: (i) You fail to pay a Charge when it falls due; (ii) We receive a notice of disputed transaction in respect of any payment that You have made, until that dispute has been resolved and payment to Us confirmed or made again. 4.2 Changes in charges (a) We may change any Charge applicable to any further Term. (b) If you have chosen to allow an automatic renewal of this Agreement to occur then we will give you at least 7 days’ notice before the end of the current Term of any increase in the Charge. We do not have to give You notice of any decrease in the Charge. (c) For the avoidance of doubt, any levying of a tax or an increase in any tax applicable on our supply of VOD to You will not constitute an increase in the Charge for the purposes of paragraph (b). 5. TERM AND TERMINATION 5.1 Term (a) This Agreement will continue for the Term and may then be renewed. (b) We may amend the terms of this Agreement applicable to any further Term by giving You at least 7 days’ notice before the end of the current Term. You are deemed to have agreed to that amendment if You: (i) allow an automatic renewal to occur; (ii) manually renew the Agreement. 5.2 Renewal (a) This Agreement will automatically renew for a further Term at the end of the initial Term or any further Term if: (i) You select the automatic renewal option; and (ii) You provide Us with: (A) authority to make a direct debit from your bank account; or (B) your credit card details; and (iii) We are able to process the recurring Charge payment. (b) If paragraph (a) does not apply then You may manually renew this Agreement at the end of the initial Term or any further Term. (c) You can manage the automatic renewal, manual renewal and payment options within VOD. 5.3 Termination (a) You may terminate this Agreement at any time using the cancellation options within VOD. (b) We may terminate this Agreement: (i) by giving You notice prior to the end of the Term that We will not renew this Agreement for a further Term; (ii) if You breach this Agreement and: (A) fail to rectify such breach within 7 days of Us giving You notice to do so; or (B) such breach is not capable of being rectified; (iii) In our absolute discretion. (c) If We terminate this Agreement under paragraph (b)(iii) then We will refund to You the pro rata unused proportion of any Charge that You have paid in advance. We will pay such refund by recrediting the account, credit card or payment facility with which You originally paid the Charge. If this Agreement is terminated for any other reason then You are not entitled to any refund. (d) We may suspend your access to VOD or certain Content if We have reason to believe that You may have breached the terms of this Agreement. 6. NOTICES 6.1 Notices in writing Notices under this Agreement must be in English and writing. 6.2 How notices are given (a) Notices under this Agreement may be given: (i) by email to the email address that You provide to Us; (ii) by any communication tool provided within VOD; (iii) in the case of a notice from Us, by a pop-up notice appearing in VOD. (b) You may give notices to Us at 44 Lakeview Drive, Scoresby, 3179, Australia. 6.3 When notices are deemed to be given (a) Notices are deemed to have been received one hour after sending. (b) If a notice is deemed to have been received under paragraph (a) outside of Business Hours, then the notice will be deemed to have been received at 8.30 am on the next Business Day. 7. INDEMNITY AND LIABILITY 7.1 Our liability to You (a) Except to the extent: (i) that the exclusion, restriction or modification of certain conditions, warranties, liabilities and rights is prohibited by the Australian Consumer Law under Schedule 2 of the Competition and Consumer Act 2010 (Cth); and then: (ii) any conditions, warranties or rights implied to Your benefit by legislation, conduct or common business practice are hereby excluded to the maximum extent permissible; and (iii) our total maximum liability in relation to VOD, including for breach of this Agreement and negligence, is the amount paid by You to access VOD during the current Term. (b) You agree that We are not responsible for: (i) the content of any Content; (ii) any liability that: (A) You; or (B) others accessing VOD or viewing Content using your login, may incur in respect of any law prohibiting blasphemy, proselytising, or insulting or denigrating any religion, deity or prophet. 7.2 Your warranties to Us (a) You warrant that all information that You provided to Us at the time of registration is wholly true and correct. (b) You must advise Us of any material change to such information before continuing to use VOD. 7.3 Your indemnity to Us You agree to indemnify and hold harmless the Indemnified Persons against any loss, damage or cost arising from: (a) any claim made by a third party in relation to your use of VOD or access, use, display or distribution of Content; or (b) any breach of a law prohibiting blasphemy, proselytising, or insulting or denigrating any religion, deity or prophet arising from your use of VOD or access, use, display or distribution of Content. 8. FORCE MAJEURE If a Force Majeure arises so as to wholly or partly prevent or delay either party performing its obligations under this Agreement, the affected party will: 8.1 not be liable for failing to perform this Agreement to the extent that it is prevented from doing so by the Force Majeure; 8.2 use reasonable endeavours to remove the Force Majeure as quickly as practicable, but shall not be liable to settle any strike, lockout or other labour difficulty on terms not reasonably acceptable to that party; and 8.3 notify the other party of the Force Majeure, its likely duration and the period (in that party's opinion) of any consequent delays or other relevant events. 9. APPLICABLE LAW 9.1 Applicable law This Agreement and any orders made through this Website are subject to the laws, and exclusive jurisdiction of the courts and tribunals, of Victoria, Australia and the federal courts and tribunals of Australia. 9.2 Determination of dispute In the event of any dispute or claim arising under or related to this Agreement, Your use of VOD, our use of VOD or any other person’s use of VOD, at our sole discretion We may insist upon such dispute or claim being dealt with by commercial arbitration in Melbourne, Victoria, Australia under the rules set down by the Commercial Arbitration Act 1984 (Vic) or its successors. 10. SEVERANCE If any provision of this Agreement shall be held to be invalid or in any way unenforceable, it shall be severed and the remaining provisions shall not in any way be affected or impaired and this Agreement shall be construed so as to most nearly give effect to the parties’ intention when it was originally executed. 11. COUNTERPARTS AND MULTIPLE ORIGINALS This Agreement may be executed in any number of counterparts and all of those counterparts taken together will be deemed to constitute the same instrument. 12. ASSIGNMENT (a) This Agreement shall be binding upon and ensure for the benefit of the successors in title of the parties. (b) You may not assign this Agreement. (c) We may assign this Agreement by notice to You. IMPORTANT NOTICE: BY CLICKING ON “I ACCEPT” AT THE FOOT OF THIS DOCUMENT, YOU AGREE TO ENTER INTO A LEGALLY BINDING AGREEMENT WITH US.