Terms and Conditions

Welcome to Knit! Knit is a mobile application designed to help streamline the process of sharing bills with housemates.

To make it easier for you to understand the terms on which we provide our services, we’ve tried to keep these terms and conditions (Terms) as simple as possible by using plain English.

When we talk about “Knit”, “we,” “our,” or “us” in these Terms, we are referring to Rento Australia Pty Ltd ABN 80 669 387 473, an Australian business trading as “Knit”. When we talk about the “App”, we are referring to our mobile application available on the Apple iOS Store and the Google Play Store, as well as any associated services we offer. If you access or download our App from the Apple Store, you agree to Apple’s Licensed Application End User License agreement and any Usage Rules set forth in the App Store Terms of Service or the Android, Google Inc. Terms and Conditions including the License agreement and Terms of Application.

1. READING AND ACCEPTING THESE TERMS

(a) In these Terms, capitalised words and phrases have the meanings given to them where they are followed by bolded brackets, or as set out in the Definitions table at the end of these Terms. 

(b) By clicking the “I accept these Terms” button on our App, paying our Service Fee or otherwise accepting the benefit of any part of your Account, you agree to be bound by these Terms which form a binding contractual agreement between you and us.

(c) Please have a careful read through these Terms before using the App. If you don’t agree to these Terms, please don’t use the App.

(d) We may change these Terms at any time by notifying you, and your continued use of the App following such an update will represent an agreement by you to be bound by the Terms as amended.

2. ELIGIBILITY

(a) By accepting these Terms, you represent and warrant that:

(i) you are at least 18 years old;

(ii) have the legal capacity and authority to enter into a binding contract with us; and

(iii) you are authorised to use the payment you provided when paying an Approved Bill and/or Service Fee.

(b) Please do not access the App if you are under the age of 18 years old or if you have previously been suspended or prohibited from using the App. 

3. THE APP

3.1 ACCOUNT REGISTRATION

(a) In order to use the App, all Users are required to sign-up, register and receive an account through the App (an Account).

(b) There are different types of accounts, which will include the below Users and may include other types of Users as communicated to you:

(i) Home Account: which is the account that each household will have in the App that will include all User’s living in the household together;

(ii) Home Admin: which is the primary account holder for the Home Account, who is responsible for initiating the Home Account and removing Additional Home Members from the Home Account as required. ; and

(iii) Additional Home Members: which are the Users of the Home Account, authorised and invited by the Home Admin to access the Home Account on the App.

(c) The Home Admin acknowledges and agrees:

(i) for us to complete the Home Account registration, all of the Additional Tenant’s in one household must register their individual Account on the App;

(ii) the Home Admin received consent from the Additional Home Members to provide their personal information to us; 

(iii) the Home Admin provided the Additional Tenant’s personal information to us to complete the Home Account registration; and

(iv) we can send a link to the Additional Home Members personal email addresses and mobile phone number to complete their individual Account registration on the App and include them in the Home Account.

(d) All User’s can add Bill’s into the Home Account on the App.

(e) As part of the Account registration process and as part of your continued use of the App, you may be required to provide personal information and details, such as your email address, first and last name, preferred username, a secure password, billing, postal and physical addresses, mobile phone number, photos and video, audio files, profile information, payment details, ratings and reviews, verified identifications, verified certifications and authentication, and other information as determined by us from time to time.

(f) You warrant that any information you give to us in the course of completing the Account registration process is accurate, honest, correct and up-to-date.

(g) Once you complete the Account registration process, we may, in our absolute discretion, choose to accept you as a registered user within the App and provide you with an Account. We may, in our absolute discretion, suspend or cancel your Account for any reason, including for any failure to comply with these Terms. 

(h) You permit us to contact you via email or phone for the purposes of sending you information regarding the App, including but not limited to any marketing and promotional information.

3.2 APP SET-UP AND PROCESS

(a) Initial set-up 

(i) The Home Account will become activated once all User’s relevant to the household have signed-up, registered and received an individual Account on the App.

(ii) To add a Bill in the Home Account on the App, the Users can either;

(A) authorise us to sync their email address with the App, and automatically detect new Bill that is emailed to this email address; or

(B) manually forward the Bill to the App.

(b) New Biller

(i) The Users are responsible for adding a Bill into the Home Account in accordance with clause 3.2(a)(ii); 

(ii) A Bill will be automatically split equally between the User’s in the Home Account;

(iii) All User’s must review and authorise a New Biller;

(iv) If all Users agree and authorise a Bill, the payment will be automatically scheduled and the funds will be debited from the User’s preferred bank account at least 3 Business Days prior to the due date specified on the Approved Bill (Scheduled Payment Date);

(v) On the Scheduled Payment Date, a notification will be sent to all Users in the Home Account confirming that funds will be debited for payment of the Approved Bill; and

(vi) Once the total amount of an Approved Bill has been collected from the Home Account, we will pay the Approved Bill on your behalf.

(c) Reoccurring Biller

(i) The Users are responsible for adding a Bill into the Home Account in accordance with clause 3.2(a)(ii);

(ii) Once in the App, as it is a reoccurring Biller, the Approved Bill will be automatically split equally between the User’s in the Home Account;

(iii) On the Scheduled Payment Date, a notification will be sent to all Users in the Home Account, and the funds will be debited from the User’s preferred bank account; and

(iv) Once the total amount of an Approved Bill has been collected from the Home Account, we will pay the Approved Bill on your behalf.

3.3 DISCLAIMER

You acknowledge and agree that:

(a) we are providing a service to assist with the administration of paying bills in a share house. It will always be your responsibility to ensure that your chosen payment method has sufficient funds to pay your portion of an Approved Bill in full. We take no responsibility to personally pay a Bill or an Approved Bill at any time; 

(b) we take no responsibility for any late fees that may be applied to a Bill at any time; 

(c) any information provided to you as part of or in connection with the App is general in nature, may not be suitable for your circumstances and does not constitute financial, legal or any other kind of professional advice; and

(d) it is your responsibility to comply with applicable Laws relevant to your business, including industrial relations Laws and privacy Laws.

3.4 ENHANCEMENTS

(a) We may from time to time, in our absolute discretion, release enhancements to the App, meaning an upgraded, improved, modified or new versions of the App (Enhancements). Any Enhancements to the App will not limit or otherwise affect these Terms. Enhancements may cause downtime or delays from time to time, and the App may become unavailable for a period of time.  

(b) We may change any features of the App at any time upon notification to you.

3.5 SUPPORT SERVICES

We will provide general support where reasonably necessary to resolve technical issues with the App (Support Services). Unless otherwise agreed in writing:

(a) we will take reasonable steps to provide Support Services where necessary (you must first endeavour to resolve any issues with the App internally and we will not assist with issues that are beyond our reasonable control);

(b) we will use our best endeavours to respond to requests for Support Services and you acknowledge that we may not be available 24/7 or respond within a particular time frame; 

(c) you are responsible for all internal administration and managing access, including storing back-up passwords and assisting your Users to access and use the App; and

(d) you will not have any claim for delay to your access to the App due to any failure or delay in Support Services.

4. DATA HOSTING

We will store User Data you upload to the App using a third party hosting service selected by us (Hosting Services), subject to the following terms:

(a) you acknowledge and agree that we may use storage servers to host the App through cloud-based services, and potentially other locations outside Australia.

(b) while we will use our best efforts to select an appropriate hosting provider, we do not guarantee that the Hosting Services will be free from errors or defects or that User Data will be accessible or available at all times.

(c) we will use our best efforts to ensure that User Data is stored securely. However, we do not accept responsibility or liability for any unauthorised use, destruction, loss, damage or alteration to User Data, including due to hacking, malware, ransomware, viruses, malicious computer code or other forms of interference.

(d) in the event that User Data is lost due to a system failure (e.g. a database or webserver crash), we cannot guarantee that any backup will be available, or if available that such a backup will be free from errors or defects.

5. CLIENT OBLIGATIONS

You agree to:

(a) provide us with all documentation, information and assistance reasonably required for your use of the App; and

(b) provide us with access to any third party or other accounts used by you (including log-in details and passwords), as is reasonably required for your use of the App.

5.2 CLIENT MATERIAL

(a) You warrant that all information, documentation and other Material you provide to us for the purpose of using the App is complete, accurate and up-to-date.

(b) You release us from all liability in relation to any loss or damage arising out of or in connection with the App, to the extent such loss or damage is caused or contributed to by information, documentation or any other Material provided by you being incomplete, inaccurate or out-of-date.

5.3 YOUR OBLIGATIONS

(a) You must comply with these Terms at all times. You acknowledge and agree that we will have no liability in respect of any damage, loss or expense which arises in connection with your, or any User’s, breach of these Terms, and you indemnify us in respect of any such damage, loss or expense. 

(b) You must not, and must not encourage or permit any User, or any third party to, without our prior written approval:

(i) upload sensitive information or commercial secrets using the App;

(ii) upload any inappropriate, offensive, illicit, illegal, pornographic, sexist, homophobic or racist material using the App;

(iii) use the App for any purpose other than for the purpose for which it was designed, including you must not use the App in a manner that is illegal or fraudulent or facilitates illegal or fraudulent activity (including requesting or accepting a job which includes illegal activities or purposes;

(iv) upload any material that is owned or copyrighted by a third party; 

(v) make copies of the App;

(vi) adapt, modify or tamper in any way with the App;

(vii) remove or alter any copyright, trade mark or other notice on or forming part of the App;

(viii) act in any way that may harm our reputation or that of associated or interested parties or do anything at all contrary to the interests of us or the App;

(ix) use the App in a way which infringes the Intellectual Property Rights of any third party;

(x) create derivative works from or translate the App;

(xi) publish or otherwise communicate the App to the public, including by making it available online or sharing it with third parties;

(xii) integrate the App with third party data or App, or make additions or changes to the App, (including by incorporating APIs into the App); 

(xiii) intimidate, harass, impersonate, stalk, threaten, bully or endanger any other User or distribute unsolicited commercial content, junk mail, spam, bulk content or harassment in connection with the App;

(xiv) sell, loan, transfer, sub-licence, hire or otherwise dispose of the App to any third party, other than granting a User access as permitted under these Terms;

(xv) decompile or reverse engineer the App or any part of it, or otherwise attempt to derive its source code;

(xvi) share your Account or Account information, including log in details or passwords, with any other person and that any use of your Account by any person who is not the account holder is strictly prohibited. You must immediately notify us of any unauthorised use of your Account, password or email, or any other breach or potential breach of the App’s security;

(xvii) use the App for any purpose other than for the purpose for which it was designed, including you must not use the App in a manner that is illegal or fraudulent or facilitates illegal or fraudulent activity;

(xviii) make any automated use of the App and you must not copy, reproduce, translate, adapt, vary or modify the App without our express written consent; or

(xix) attempt to circumvent any technological protection mechanism or other security feature of the App.

(c) If you become aware of misuse of your Account by any person, any errors in the material on your Account or any difficulty in accessing or using your Account, please contact us immediately using the contact details or form provided on our Website.

(d) You agree, 

(i) to comply with each of your obligations in these Terms;

(ii) to sign up for an Account in order to use the App;

(iii) that information given to you through the App, by us or another User, is general in nature and we take no responsibility for anything caused by any actions you take in reliance on that information; and

(iv) that we may cancel your, or any User’s, Account at any time if we consider, in our absolute discretion, that you or they are in breach of, or are likely to breach, this clause 5.

6. FEES AND PAYMENT

6.1 SERVICE FEES

(a) We will charge a Service Fee for each Bill that is added into a Home Account on the App, (Service Fee). The Service Fee amount will be communicated to you from time to time. 

(b) Unless otherwise agreed in writing, once the User adds a Bill to the Home Account on the App, the User’s in the Home Account will be prompted to pay their percentage of the Bill and the Service Fee.

(c) All Service Fees must be paid on the Scheduled Payment Date.

(d) Knit reserves the right to change or waive the Service Fee at any time by updating this agreement, on written notice to you. We will provide you with at least 10 Business Days written notice if this occurs, and upon receipt of such notice you will have the right to terminate this agreement immediately, on written notice to us. Your continued use of the App after you receive such written notice will constitute your consent to the change and/or waiver set out in that notice. 

6.2 DIRECT DEBIT 

(a) In addition to this agreement, to use the App you will need to consent to our Direct Debit Request form which can be found at Direct Debit Request — Knit .

(b) You agree: 

(i) to authorise us to charge your bank account in advance in line with the direct debit request form with us located in clause 6.2(a);

(ii) and acknowledge that each direct debit payment may incur a transaction fee;

(iii) to ensure that you have sufficient funds available in your account to allow us to debit the amount specified in the Approved Bill and our Service Fee;

(iv) to must give us notice of at least 48 hours if:

(A) you are transferring or closing the account specified in the direct debit request form; 

(B) there are any changes to your credit card specified in the direct debit request form;

(v) and acknowledge and agreed that if a debit is returned by your financial institution as ‘unpaid’;

(A) we may charge you a $15.00 dishonour fee in addition to any Service Fee charged under the direct debit request form by Zai; and

(B) we will suspend your access to the App until all amounts payable are received by us, and the Approved Bill will remain unpaid.

6.3 ONLINE PAYMENT PARTNER

(a) We use a third-party online payment partner, currently Zai Australia Pty Ltd (ABN 96 637 632 645) (Online Payment Partner) to collect and pay your Approved Bill payments on the App, including for our Service Fee.

(b) Provided that we have notified you of our Online Payment Provider’s terms of use, you acknowledge agree that:

(i) the processing of payments by the Online Payment Partner will be, in addition to this agreement, subject to the direct debit request form located in clause 6.2(a)6.2(a), and the terms, conditions and privacy policies of the Online Payment Partner, which can be found at Terms and conditions - Zai ;

(ii) you release us and our Personnel in respect of all liability for loss, damage or injury which may be suffered by any person arising from any act or omission of the Online Payment Partner, including any issue with security or performance of the Online Payment Partner’s platform or any error or mistake in processing your payment; and

(iii) we reserve the right to correct, or to instruct our Online Payment Partner to correct, any errors or mistakes in collecting your payment. 

6.4 REFUNDS

Without limiting or otherwise affecting the Terms, if you wish to arrange a refund or cancel your Account it must be in accordance with our Refund and Dispute Handling Policy which can be found at Refund and Dispute Handling Policy — Knit .

6.5 LATE PAYMENTS

We reserve the right to suspend your Account indefinitely if you fail to pay any Service Fees in accordance with this clause 6.

6.6 GST

Unless otherwise indicated, the Service Fees are inclusive of GST. In relation to any GST payable for a taxable supply by us, you must pay the GST subject to us providing a tax invoice.

6.7 CARD SURCHARGES

We reserve the right to charge credit card surcharges in the event payments are made using a credit, debit or charge card (including Visa, MasterCard or American Express).

7. INTELLECTUAL PROPERTY AND DATA

7.1 OUR IP

(a) We retain ownership, at all times, of all App provided to you throughout the course of your Account, including: 

(i) the Intellectual Property Rights attaching to, or subsisting in, the App;

(ii) any customisations of, and modifications, additions and upgrades to, the App (including where such modifications are made to suit certain client’s individual needs);

(iii) information or data, source codes and other information technology relating to or connected with the App; 

(iv) marketing information relating to or connected with the App; and

(v) technical information, including trade secrets, drawings, plans, encryptions, codes and product descriptions and information relating to or connected with the App,

but excluding any User IP (the App IP).

(b) You are granted a non-exclusive, non-transferable licence to the App IP for the purpose of using the App as set out in these Terms. You must not otherwise reproduce, transmit, adapt, distribute, sell, modify or publish those Materials or any App IP without prior written consent from us or as otherwise permitted by law.

7.2 USER IP

(a) You retain ownership of any materials uploaded by you to the App or otherwise provided to us under or connection with these Terms or your Account, including any Intellectual Property Rights attaching to those materials (the User IP);

(b) You grant to us (and our Personnel) a non-exclusive, royalty free, non-transferable, worldwide and irrevocable licence to use (including the right to sublicence) User IP to the extent reasonably required to provide the App;

(c) We will establish, maintain, enforce and continuously improve safety and security procedures and safeguards against the unauthorised use, destruction, loss or alteration of User IP; and

(d) We reserve the right to remove any User Data at any time, for any reason, including where we deem User Data to be inappropriate, offensive, illicit, illegal, pornographic, sexist, homophobic or racist.

(e) You are responsible for ensuring that:

(i) you share User Data only with intended recipients; and

(ii) all User Data is appropriate and not in contravention of these Terms. 

(f) You:

(i) warrant that our use of User Data will not infringe any third-party Intellectual Property Rights; and 

(ii) indemnify us from and against all losses, claims, expenses, damages and liabilities (including any taxes, fees or costs) which arise out of such infringement.

8. THIRD PARTY SOFTWARE 

(a) If we are required to acquire goods or services supplied by a third party, you may be subject to the terms and conditions of that third party (‘Third Party Terms’).

(b) Provided that we have notified you of such Third Party Terms, you agree to any Third Party Terms applicable to any goods or services supplied by a third party that we acquire as part of providing the App to you and we will not be liable for any loss or damage suffered by you in connection with such Third Party Terms.

9. CONFIDENTIALITY

(a) Except as contemplated by these Terms, a party must not, and must not permit any of its Personnel, use or disclose to any person any Confidential Information disclosed to it by the other party without the disclosing party’s prior written consent. 

(b) Each party must promptly notify the other party if it learns of any potential, actual or suspected loss, misappropriation or unauthorised access to, or disclosure or use of Confidential Information or other compromise of the security, confidentiality, or integrity of Confidential Information.

(c) The notifying party will investigate each potential, actual or suspected breach of confidentiality and assist the other party in connection with any related investigation. 

10. PRIVACY 

(a) We collect personal information about you in the course of providing you with the App, to contact and communicate with you, to respond to your enquiries and for other purposes set out in our Privacy Policy which can be found at Privacy Policy — Knit . 

(b) Our Privacy Policy contains more information about how we use, disclose and store your personal information and details how you can access and correct your personal information. 

(c) By agreeing to these Terms, you agree to our handling of personal information in accordance with our Privacy Policy.

11. LIABILITY

11.1. WARRANTIES AND LIMITATIONS

(a) We warrant that:

(i) whilst you have an active Account, the App will be provided as described to you in, and subject to, these Terms; and

(ii) to our knowledge, the use of the App in accordance with these Terms will not infringe the Intellectual Property Rights of any third party.

(b) We will correct any errors, bugs or defects in the App which arise whilst your Account is active and which are notified to us by you, unless the errors, bugs or defects:

(i) result from the interaction of the App with any other App or computer hardware, software or services not approved in writing by us;

(ii) result from any misuse of the App; or

(iii) result from the use of the App by you other than in accordance with these Terms.

(c) While we will use our best endeavours to ensure the App is working for its intended purpose, you acknowledge and agree that from time to time, you may encounter the following issues:

(i) the App may have errors or defects;

(ii) the App may not be accessible at times;

(iii) messages sent through the App may not be delivered promptly, or delivered at all;

(iv) information you receive or supply through the App may not be secure or confidential; or

(v) any information provided through the App may not be accurate or true.

(d) To the maximum extent permitted by applicable law, all express or implied representations and warranties not expressly stated in these Terms are excluded.

(e) Nothing in these Terms is intended to limit the operation of the Australian Consumer Law contained in the Competition and Consumer Act 2010 (Cth) (ACL). Under the ACL, the Client may be entitled to certain remedies (like a refund, replacement or repair) if there is a failure with the goods or services provided.

11.2. LIABILITY

(a) To the maximum extent permitted by law and subject to clause 11.2(b), the total liability of each party in respect of loss or damage sustained by the other party in connection with these Terms or the App is limited to the total Fees paid to us by you in the 6 months preceding the date of the event giving rise to the relevant liability. 

(b) Clause 11.2(a) does not apply to your liability in respect of loss or damage sustained by us arising from your breach of:

(i) clause 3 (‘the App’);

(ii) clause 5 (‘Your Obligations’); 

(iii) clause 7  (‘Intellectual Property & Data’); or

(iv) clause 9 (‘Confidentiality and Privacy’).

11.3. CONSEQUENTIAL LOSS

To the maximum extent permitted by law, neither party will be liable for any incidental, special or consequential loss or damages, or damages for loss of data, business or business opportunity, goodwill, anticipated savings, profits or revenue in connection with these Terms or any goods or services provided by us, except:

(a) in relation to a party’s liability for fraud, personal injury, death or loss or damage to tangible property; or

(b) to the extent this liability cannot be excluded under the Competition and Consumer Act 2010 (Cth).

12. CANCELLATION

12.1. CANCELLATION AT ANY TIME

Either party may cancel or terminate your Account for convenience by providing 10 Business Days’ notice to the other party.

12.2. CANCELLATION FOR BREACH

Either party may cancel your Account immediately by written notice if there has been a breach of these Terms.

12.3. EFFECT OF TERMINATION

Upon termination of this agreement: 

(a) you will no longer have access to the App, your Account or your User Data and we will have no responsibility to store or otherwise retain any User Data (and you release us in respect of any loss or damage which may arise out of us not retaining any User Data beyond that point);

(b) unless agreed in writing, any Service Fees that would otherwise have been payable after termination will remain payable and, to the maximum extent permitted by law, no Service Fees already paid will be refundable; and

(c) each party must comply with all obligations that are by their nature intended to survive the end of this agreement.

12. DISPUTE RESOLUTION

(a) Without limiting or otherwise affecting the Terms, any disputes raised by User’s must be in accordance with these Terms, and with our Refund and Dispute Handling Policy which can be found at Refund and Dispute Handling Policy — Knit .

(b) By agreeing to these Terms, you agree to our dispute resolution process in accordance with our Refund and Dispute Handling Policy. 

(c)A party claiming that a dispute has arisen under or in connection with this agreement must not commence court proceedings arising from or relating to the dispute, other than a claim for urgent interlocutory relief, unless that party has complied with the requirements of this clause.

(d) A party that requires resolution of a dispute which arises under or in connection with this agreement must give the other party or parties to the dispute written notice containing reasonable details of the dispute and requiring its resolution under this clause.

(e) Once the dispute notice has been given, each party to the dispute must then use its best efforts to resolve the dispute in good faith. If the dispute is not resolved within a period of 14 days (or such other period as agreed by the parties in writing) after the date of the notice, any party to the dispute may take legal proceedings to resolve the dispute.

14. FORCE MAJEURE

(a) We will not be liable for any delay or failure to perform its obligations under this agreement if such delay or failure arises out of a Force Majeure Event. 

(b) If a Force Majeure Event occurs, we must use reasonable endeavours to notify you of:

(i) reasonable details of the Force Majeure Event; and

(ii) so far as is known, the probable extent to which We will be unable to perform or be delayed in performing its obligations under this agreement.

(c) Subject to compliance with clause 14(b), our relevant obligation will be suspended during the Force Majeure Event to the extent that it is affected by the Force Majeure Event.

(d) For the purposes of this agreement, a ‘Force Majeure Event’ means any:

(i) act of God, lightning strike, meteor strike, earthquake, storm, flood, landslide, explosion or fire;

(ii) strikes or other industrial action outside of the control of us; 

(iii) war, terrorism, sabotage, blockade, revolution, riot, insurrection, civil commotion, epidemic, pandemic; or

(iv) any decision of a government authority in relation to COVID-19, or any threat of COVID-19 beyond the reasonable control of us, to the extent it affects our ability to perform our obligations.

15. NOTICES

(a) A notice or other communication to a party under these Terms must be:

(i) in writing and in English; and

(ii) delivered via email to the other party, to the email address most regularly used by the parties to correspond regarding the subject matter of this agreement as at the date of this agreement (Email Address). The parties may update their Email Address by notice to the other party.

(b) Unless the party sending the notice knows or reasonably ought to suspect that an email was not delivered to the other party’s Email Address, notice will be taken to be given:

(i) 24 hours after the email was sent, unless that falls on a Saturday, Sunday or a public holiday in the state or territory whose laws govern this agreement, in which case the notice will be taken to be given on the next occurring business day in that state or territory; or

(ii) when replied to by the other party,

whichever is earlier.

16. GENERAL

16.1. GOVERNING LAW AND JURISDICTION

This agreement is governed by the law applying in Victoria, Australia. Each party irrevocably submits to the exclusive jurisdiction of the courts of Victoria, Australia and courts of appeal from them in respect of any proceedings arising out of or in connection with this agreement. Each party irrevocably waives any objection to the venue of any legal process on the basis that the process has been brought in an inconvenient forum.

16.2. WAIVER

No party to this agreement may rely on the words or conduct of any other party as a waiver of any right unless the waiver is in writing and signed by the party granting the waiver.

16.3. SEVERANCE

Any term of this agreement which is wholly or partially void or unenforceable is severed to the extent that it is void or unenforceable. The validity and enforceability of the remainder of this agreement is not limited or otherwise affected.

16.4. JOINT AND SEVERAL LIABILITY

An obligation or a liability assumed by, or a right conferred on, two or more persons binds or benefits them jointly and severally.

16.5. ASSIGNMENT

A party cannot assign, novate or otherwise transfer any of its rights or obligations under this agreement without the prior written consent of the other party.

16.6. ENTIRE AGREEMENT

This agreement embodies the entire agreement between the parties and supersedes any prior negotiation, conduct, arrangement, understanding or agreement, express or implied, in relation to the subject matter of this agreement.

16.7. INTERPRETATION

(a) (singular and plural) words in the singular includes the plural (and vice versa);

(b) (currency) a reference to $; or “dollar” is to Australian currency;

(c) (gender) words indicating a gender includes the corresponding words of any other gender;

(d) (defined terms) if a word or phrase is given a defined meaning, any other part of speech or grammatical form of that word or phrase has a corresponding meaning;

(e) (person) a reference to “person” or “you” includes an individual, the estate of an individual, a corporation, an authority, an association, consortium or joint venture (whether incorporated or unincorporated), a partnership, a trust and any other entity;

(f) (party) a reference to a party includes that party’s executors, administrators, successors and permitted assigns, including persons taking by way of novation and, in the case of a trustee, includes any substituted or additional trustee;

(g) (this agreement) a reference to a party, clause, paragraph, schedule, exhibit, attachment or annexure is a reference to a party, clause, paragraph, schedule, exhibit, attachment or annexure to or of this agreement, and a reference to this agreement includes all schedules, exhibits, attachments and annexures to it;

(h) (document) a reference to a document (including this agreement) is to that document as varied, novated, ratified or replaced from time to time;

(i) (headings) headings and words in bold type are for convenience only and do not affect interpretation;

(j) (includes) the word “includes” and similar words in any form is not a word of limitation; and

(k) (adverse interpretation) no provision of this agreement will be interpreted adversely to a party because that party was responsible for the preparation of this agreement or that provision.