Australia India Business Trade Foundation (AIBTF) Membership Terms and Conditions Overview

This document applies to Members who were first admitted to Australia India Business Trade Foundation (AIBTF) on or after 1st July 2020 (Effective Date).

Unless the context otherwise requires, capitalised terms used but otherwise undefined in this document have the meaning given to them in AIBTF's constitution adopted on 1st July 2020 (Constitution).

1. Terms ofmembership

Terms of issue

The Board has established various classes of membership. These classes of membership are set out in Annexure A. Below are the terms of issue for those classes of membership which theBoard has established on or after the EffectiveDate.

Characteristic	Class of Member
Right to attend and be represented at AIBTF general meetings	Those classes of Members set out in Annexure A that aredesignated as having voting rights.
Right to vote at AIBTF general meetings	Those classes of Members set out in Annexure A that aredesignated as having voting rights.
Membership fee	The Member must pay the membership fee resolved by the Board from time to time as applicable to the relevantmembership class set out in Annexure A.
Eligibility to hold office in AIBTF	Those classes of Members set out in Annexure A that aredesignated as having voting rights
Entitlements	The Member will receive the goods, services and benefits (Entitlements) resolved by the Board from time to timeas applicable to the relevant membership class set outin Annexure A.

The Entitlements and the membership fee (if any) can be varied by Board at any time by notice. As at1st July 2020, the Entitlements and membership fee (if any) for each membership class is set out in Annexure A.

Payment of membership fees

Members who are required to pay an annual membership fee may do so bypaying the entire fee in advance. If a Member resigns from membership, the annual fee is not refundable.

Termination of membership class

The Board may at any time, by giving notice to affected Members, terminate a class of membership.

2. Terms and conditions ofservices

Introduction

Below are the general terms on which AIBTF will supply Entitlements to Members (whether directly, through one of its related entities or in association with pre-selected companies and service providers) (Services Terms).

Specific terms may apply

The supply of particular goods and services by AIBTF or its related entities or partners (for example, legal services) may be subject to additional, specific terms and conditions. Where a Member's membership gives it access to Entitlements, the price for which is not included in that Member’s membership fee, additional fees will apply in order to access such Entitlements. These prices can be varied by AIBTF at any time. Members should, before using AIBTF's Entitlements, enquire as to whether any specific terms and conditions apply.

To the extent that any specific terms and conditions are inconsistent with these Services Terms, the specific terms will prevail.

Variations

AIBTF may at any time vary these Services Terms at any time after giving 14 days' notice to Members where possible by email or otherwise by notice through AIBTF's website. If a Member disagrees with any variation of the Services Terms, the Member may by written notice to AIBTF, terminate its membership in accordance with the Constitution.

Privacy

AIBTF's collection, holding, use and disclosure of personal information is dealt with in its Privacy Policy, which is available at www.aibtf.org.au.

Limitation of liability

To the extent that a Member acquires goods or services from AIBTF as a 'Consumer' (withinthe meaning of section 3 of the Australian Consumer Law (as set out in Schedule 2 to the Competition and Consumer Act 2010 (Cth)), that Member may have certain rights and remedies (including, without limitation, consumer guarantee rights) that cannot be excluded, restricted or modified by these ServicesTerms.

To the extent permitted by law (unless otherwise expressly set out in these Services Terms), all terms, conditions, warranties, guarantees, rights, remedies, liabilities or other terms express or implied, statutory or otherwise, custom, or the general law that impose any liability or obligation on AIBTF under these Services Terms are expressly excluded.

Nothing in these Services Terms limits any condition, guarantee or warranty imposed by the Australian Consumer Law, including any consumer guarantee rights that may apply. AIBTF's liability to a Member arising directly or indirectly under or in connection with these Services Terms or the performance or non-performance of these Services Terms (or other relevant terms) and whether arising under any indemnity, statute, in tort (for negligence or otherwise), or on any other basis in law or equity is limited as follows:

1. AIBTF will have no liability whatsoever to the Member for any loss, harm, damage, cost or expense (including legal fees) unless the loss, harm ordamage was due to AIBTF's fraud, negligence or misconduct, in the nature of special, indirect or consequential loss or damage (including, without limitation, economic loss, loss of contract, loss of profit or revenue, loss of opportunity, loss of production, production stoppage or loss of data);and
2. the aggregate of AIBTF's liability to the Member is otherwise limited toan amount not exceeding the annual membership fee paid by the Member to AIBTF.

Where AIBTF cannot exclude a condition, guarantee or warranty imposed by the Australian Consumer Law, except for goods or services of a kind ordinarily acquired for personal, domestic or household use or consumption (in respect of which AIBTF's liability is not so limited under these Services Terms), AIBTF's liability to the Member for a failure to comply with the obligations under the Australian Consumer Law is limited to:

1. in the case of services, supplying the services again or payment of the cost of having the services supplied again;and
2. in the case of goods, replacing the goods, supplying equivalent goods orrepairing the goods, or payment of the cost of replacing the goods, supplying equivalent goods or having the goods repaired.

Use of services

A Member must only use AIBTF’s goods, products or services for their own proper and lawful purposes. A Member must not, wholly, partly, directly or indirectly, assign, commercialise, transfer, on-sell, on-supply or otherwise make available any goods, products or services supplied by AIBTF to any third party.

Where a Member contacts AIBTF, the following terms apply:

1. The Member or its representatives (Users) must at all times be polite, professional and courteous when dealing with AIBTF.
2. Users must not use the service in a manner which is ‘unreasonable’or ‘unacceptable’, as describedbelow.
3. Use of the service will be considered unreasonable if it is used in a manner which is other than as AIBTFintends.
4. Use of the service will be unreasonable if it adversely affects the service or otherwise adversely affects the use by other Users of the service, including if the use:
1. could not be reasonably regarded as ordinary and genuine business use for theMember;
2. is for fraudulentpurposes;
3. is not consistent with the Member’s obligations under these Services Terms; or
4. is, in AIBTF’s opinion, abnormal, excessive or unreasonablyhigh;
5. Users mustnot:
1. use the service in a manner which interferes or compromise or is designed to interfere or compromise with the use of the service by other customers or Members;
2. provide AIBTF with false information in order to use theservice;
3. use the service to defame, harass or abuse anyone or violate theirprivacy;
4. contravene any applicable laws when using theservice;
5. infringe anyone’s intellectual property rights including confidential information when using the service;or

Suspension of services for breach

AIBTF may at any time suspend the provision of goods and services to any Member that:

1. breaches these Services Terms;
2. breaches the Constitution;or
3. is guilty of any act, conduct or practice which is dishonourable or inconsistentwith membership or is calculated to bring discredit on or to AIBTF or otherwise prejudicial or inimical to AIBTF'sinterests.

Communicating with AIBTF

Notices and promotional materials

Where a Member is entitled to receive a notice under these Services Terms, AIBTF may send that notice by electronic mail to the email address provided by the Member at the time of obtaining membership (or as notified to AIBTF from time to time by the Member).

Service queries and complaints

Queries or complaints about AIBTF's provision of goods, products or services should be should be emailed to info@AIBTF.com.au.

Membership queries and communications

Corporate governance enquiries, should be emailed to info@AIBTF.com.au

.

Member resignations (and related queries) should be emailed to info@aibtf.org.au

Indemnity

Each Member indemnifies AIBTF and each of its related bodies corporate (Indemnified Parties) against any action, liability, claim, loss, damage, proceeding, expense (including legal costs) suffered or incurred by an Indemnified Party arising from, or which is directly or indirectly, related to:

1. any act or omission of the Member or its officers, employees, agents, contractors or representatives that is unlawful, negligent, fraudulent or otherwise in breach of these Services Terms;and
2. any action or claim brought by a third party which relates to all or any part ofthe personal or other information that the Member has provided to an Indemnified Party.

General

These Services Terms are be governed by and construed in accordance with the laws of the State of New South Wales, Australia. All Members submit to the non-exclusive jurisdiction of the courts of the State of New South Wales, Australia.

The provisions of these Services Terms are severable and if any provision of these Services Terms is held to be invalid or unenforceable, that provision may be removed and the remaining provisions will be enforced.

AIBTF’s failure to act with respect to a breach of these Services Terms by a Member or others does not waive AIBTF’s right to act with respect to subsequent or similar breaches. These Services Terms set out the entire understanding and agreement between AIBTF and each Member with respect to its subject matter.

Disclaimer

AIBTF may from time to time hold events, webcasts and webinars for, or publish or otherwise provide articles, newsletters or other content to, Members, which in each case may involve the provision of information by AIBTF or its related entities or its partners (General Information).

The General Information does not constitute investment, accounting, financial, legal or tax advice and has not been prepared after taking into the account the objectives, financial situation or needs of individual Members. Members should conduct and rely upon their own investigation and analysis of any General Information and should seek professional advice on the legal, financial, taxation and other consequences of the General Information.

No representation or warranty, express or implied, is made as to the fairness, accuracy, adequacy, validity, correctness or completeness of the General Information. To the maximum extent permitted by law, AIBTF does not accept any responsibility or liability including, without limitation, any liability arising from fault or negligence on the part of any person, for any loss whatsoever arising from the use of, or reliance on, the General Information or otherwise arising in connection with it.

Nothing in these Services Terms expressly or implicitly confers on, or assigns to, a Member any intellectual property rights (of whatever nature) related to or connected with any General Information.