Workshop Terms and Conditions

These Workshop Terms and Conditions (Terms) apply exclusively to every Agreement and cannot be varied or replaced by any other conditions, including the Client’s terms and conditions of purchase (if any), without the prior written agreement of Lightning Products. 

In these Terms:

ACL means the Australian Consumer Law Schedule of the Competition and Consumer Act 2010 (Cth) and its associated Regulations as amended.

Agreement means any Booking, or any agreement by Lightning Products for the provision of a Workshop to the Client.

Booking means the Client’s booking of a Workshop, subject to these Terms.

Business Day means a day which is not a Saturday, Sunday or a declared public holiday in Victoria, Australia.

Client means the person, partnership or corporation, jointly or severally if more than one, booking a Workshop with Lightning Products.

Client Materials means any materials which are provided by the Client or made available to Lightning Products in accordance with these Terms, including all briefing, information and instructions concerning the Client's requirements.

Confidential Information means information about a party to these Terms or that party’s business, products and services, intellectual property, trade secrets, third-party confidential information, and other sensitive or proprietary information of or relating to a party or otherwise disclosed by a party, whether in written, electronic, or other form and whether or not designated or otherwise identified as “confidential” at the time of disclosure.

Deposit means an amount payable by the Client to Lightning Products at the time of Booking, as specified by Lightning Products in writing.

Force Majeure means a circumstance beyond the reasonable control of a party including fire, flood, earthquake, typhoon, pandemic, epidemic or communicable disease, act of war or terrorism, shortage of materials, labour dispute, industrial dispute, government embargo restriction or policy decision which prevents total or partial performance of any duty or obligation imposed on a party by these Terms, other than an obligation of a party to pay money to any other party.

GST means the goods and services tax imposed in Australia by the GST Law.

GST Law means A New Tax System (Goods and Services Tax) Act 1999 (Cth).

Lightning Products means Lightning Products Group Pty Ltd (ABN 82 660 813 972) of 38 Gipps Street, Collingwood, Melbourne, Victoria, 3066.

parties means the Client and Lightning Products and party means one of them.

Premises means the agreed location for the Workshop.

Workshop means a product workshop to be delivered to the Client by Lightning Products in accordance with these Terms.

Workshop Fee means the fee payable by the Client to Lightning Products for the Workshop, as specified by Lightning Products in writing.2. 

(a) The Client’s booking of a Workshop constitutes the Client’s acceptance of and agreement to these Terms.

(b) An Agreement is accepted by Lightning Products when Lightning Products accepts the Client’s Booking.

(c) Lightning Products may refuse to accept any Booking.

(d) Lightning Products may at any time vary these Terms and such variations will apply to any subsequent Bookings by the Client.2. 

3.1 Workshop Fee

(a) Unless otherwise stated, prices quoted for a Workshop exclude GST and any other taxes or duties.

(b) If the Client requests any variation to the Agreement (including any change of date of a Booking), Lightning Products may:

(i) increase the Workshop Fee to account for the variation, or

(ii) provide a revised quote to the Client.

(c) If there is any change in Lightning Products’ costs in relation to a Workshop, Lightning Products may vary the Workshop Fee to take account of any such change, by notifying the Client.

3.2 Deposit

(a) Unless otherwise agreed in writing, and subject to clause 3.3(a) of these Terms, the Client must pay the Deposit to Lightning Products at the time of Booking.

(b) All Deposits are non-refundable for changes of mind or cancellations by the Client, subject to the Client’s rights under the ACL.

(c) If the Client pays a Deposit and subsequently requests a variation to a Booking, Lightning Products may vary the balance of the Workshop Fee payable by the Client to account for any cost relating to the requested variation.

3.3 Payment

(a) Lightning Products may require the Client to make payment of the Workshop Fee in full at the time of Booking.

(b) Where Lightning Products agrees that a Booking may be made subject to payment of a Deposit only, the Client must pay the balance of the Workshop Fee as directed by Lightning Products and in any case no later than 10 Business Days prior to the date of the Workshop.

(c) Time for payment is of the essence. 

(d) Notwithstanding any other clause of these Terms, Lightning Products may elect not to deliver the Workshop in the event that any part of the Deposit or Workshop Fee remains unpaid. The Client holds Lightning Products harmless in respect of any claim relating to any delay or disruption caused by Lightning Products making an election under this clause.

(e) Lightning Products may amend or revoke payment terms at its discretion immediately on written notice to the Client.

3.4 Payment Default

(a) If the Client defaults in payment by the due date of any amount payable to Lighting Products, then all money which would become payable by the Client to Lightning Products on a later date and on any account, becomes immediately due and payable without the requirement of any notice to the Client, and Lightning Products may, without prejudice to any of its other accrued or contingent rights:

(i) cancel the Booking or terminate an Agreement;

(ii) retain any Deposit or Workshop Fee paid by the Client;

(iii) charge the Client interest on any sum due at the prevailing rate pursuant to the Penalty Interest Rates Act 1983 (Vic) plus 2% for the period from the due date until the date of payment in full;

(iv) charge the Client for, and the Client must indemnify Lightning Products from, all costs and expenses (including without limitation all legal costs and expenses) incurred by it resulting from the default or in taking action to enforce compliance with these Terms; and

(v) cease or suspend supply of any further services to the Client.

(b) Subject to any statutory stay of proceedings, clause 3.4(a) may also be relied upon, at Lightning Products’ option:

(i) where the Client is a natural person and becomes bankrupt or enters into any scheme of arrangement or any assignment or composition with or for the benefit of their creditors or any class of their creditors generally; or

(ii) where the Client is a corporation and, it enters into any scheme of arrangement or any assignment or composition with or for the benefit of its creditors or any class of its creditors generally, or has a liquidator, administrator, receiver or manager or similar functionary appointed in respect of its assets, or any action is taken for, or with the view to, the liquidation (including provisional liquidation), winding up or dissolution without winding up of the Client.

3.5 Timing

(a) Any period or date for delivery of the Workshop stated by Lightning Products is an estimate only and not a contractual commitment.

(b) Lightning Products will use its reasonable endeavours to meet any estimated dates for delivery of the Workshop but will not be liable for any loss or damage suffered by the Client or any third party for failure to meet an estimated date.

(c) The Client acknowledges that Lightning Products will only be able to provide the Workshop if all Client Materials are provided to Lightning Products within the timeframes stated by Lightning Products. 

(d) If Lightning Products’ delay or failure to provide the Workshop has been caused or contributed to by the Client, including as a result of the Client’s delay or failure to comply with its obligations under these Terms, the Client’s failure to provide any requested Client Materials within a reasonable time, or where any Client Materials are inaccurate:

(i) Lightning Products will not be responsible for any late provision of the Workshop; and

(ii) the Client indemnifies Lightning Products from any claim, loss, damage, expense or liability.

(e) The Client acknowledges and agrees that in the event of a delay or failure pursuant to clause 3.5(d), Lightning Products may:

(i) invoice the Client for any additional time required as a result of the failure or delay by the Client; and

(ii) at the Client’s expense, reschedule the Workshop as required as a result of the failure.

3.6 Obligations of Client

The Client agrees to: 

(a) cooperate with Lightning Products and provide Lightning Products with such assistance as is reasonably requested (including providing reasonable access to the Premises) in order to facilitate the Workshop;

(b) comply with all reasonable requests relating to the Workshop as are notified to the Client by Lightning Products in writing from time to time, including providing all relevant documentation, Client Materials and access to the Client’s personnel;

(c) provide all necessary facilities for the provision of the Workshop, including but not limited to working space at the Premises, computer equipment, access to the internet and the Client’s computer network, telecommunications system and similar; 

(d) comply with all applicable laws in relation to the Workshop; 

(e) maintain all appropriate insurance policies in relation to the Premises where the Workshop is to be delivered.

3.7 Client Materials

(a) The Client hereby grants Lightning Products a non-exclusive, non-transferable licence to use and access the Client Materials for the purpose of providing the Workshop.

(b) The Client warrants that any Client Materials provided to Lightning Products pursuant to these Terms:

(i) do not infringe the rights of any third party, including any third party intellectual property rights; and

(ii) are owned by or licensed to the Client or the Client otherwise has all necessary consents and permissions to provide or make the Client Materials available to Lightning Products for its use as contemplated by these Terms.

(c) Lightning Products will rely on the Client Materials as complete and accurate, and will not be liable for any error or omission in the Workshop as a result of its reliance on the Client Materials.

3.8 Cancellation

(a) If, through circumstances beyond the control of Lightning Products, Lightning Products is unable to provide the Workshop, then Lightning Products may cancel the Client’s Booking (even if it has already been accepted) by notice in writing to the Client.

(b) No purported cancellation or suspension of a Booking or any part of it by the Client is binding on Lightning Products after that Booking has been accepted.

(c) If the Client purports to cancel an order and Lightning Products agrees to the cancellation, then the Client is liable to reimburse Lightning Products for all of Lightning Products’ costs and expenses incurred in respect of the Booking up to the date of cancellation.

(a) Except as the Terms specifically state, the Agreement does not include any other term, condition or warranty in respect of the quality, acceptability, fitness for purpose, condition, description, or performance of the Workshop or any contractual remedy for failure.

(b) If the Client is a consumer (as defined in the ACL), nothing in these Terms excludes, restricts, limits or modifies the Client’s rights or remedies against Lightning Products for failure of a statutory guarantee under the ACL with respect to the Workshop.

(c) If clause 4(b) does not apply, then other than as stated in these Terms, Lightning Products is not liable to the Client or any third party in any way arising under or in connection with the Workshop.

(d) To the maximum extent permitted at law, Lightning Products excludes liability for any indirect or consequential costs, damages, expenses, loss or expense suffered by the Client or any third party.

(e) Nothing in the Terms is to be interpreted as excluding, restricting or modifying or having the effect of excluding, restricting or modifying the application of any State or Federal legislation applicable to the supply of services which cannot be excluded, restricted or modified5. 

(a) A party will not, without the prior written approval of the other party, disclose the other party's Confidential Information.

(b) A party will not be in breach of clause 5(a) in circumstances where it is legally compelled to disclose the other party's Confidential Information, however to the extent permitted by applicable law, the party legally compelled to disclose the Confidential Information will notify the other party of such requirement prior to disclosure.

(c) This clause 5 will not apply to:

(i) information already known to the receiving party at the time of disclosure by the other party;

(ii) information that was, or is, obtained by the receiving party from a third party who is not under an obligation of confidentiality with respect to such information; 

(iii) information that was or is independently developed by the receiving party without the use of the disclosing party's Confidential Information; or

(iv) information that is in the public domain, other than as a result of disclosure by a party in breach of its obligations of confidentiality under these Terms.

(a) If a party considers that there is a dispute between the parties relating to or arising out of these Terms, that party may by notice in writing notify the other party of the existence of the dispute and will provide details in writing of the dispute (Dispute).

(b) Within five Business Days after a party issues a written notice of the existence of a Dispute, officers or other senior representatives of the parties will meet and attempt in good faith to resolve the Dispute in that meeting. If the meeting fails to resolve the Dispute within five Business Days after the parties first meet for that purpose, either party may take such other steps in relation to that Dispute as it sees fit.

(c) The parties will not disclose information obtained during the Dispute resolution process to any other person or entity not involved in the Dispute, unless for the purpose of obtaining legal, accounting, audit or other advice.

(d) Nothing in this clause 6 prevents either party seeking injunctive or other interlocutory relief from a court in relation to any actual, threatened or suspected breach of these Terms.

(a) These Terms will be governed by and construed in accordance with the laws for the time being in force in Victoria, Australia and the parties agree to submit to the exclusive jurisdiction of the courts and tribunals of Victoria, the Federal Court of Australia, and of courts entitled to hear appeals from those courts and tribunals.

(b) No forbearance, delay or indulgence by a party in enforcing the provisions of these Terms will prejudice or restrict the rights of that party, nor will any waiver of those rights operate as a waiver of any subsequent breach.

(c) With the exception of the obligation to pay any money owing pursuant to these Terms, each obligation of a party will be suspended during the time and to the extent that the party is prevented from or delayed in complying with that obligation by an event of Force Majeure. 

(d) The Client grants Lightning Products a non-exclusive, non-transferable, limited licence to use the Client’s name and trademarks to identify the Client as a client of Lightning Products, provided that such use conforms to any trademark use policies of the Client’s notified to Lightning Products in writing.

(e) Should any part of these Terms be or become invalid, that part will be severed from these Terms. Such invalidity will not affect the validity of the remaining provisions of these Terms.