TERMS AND CONDITIONS

Acceptance

1. This website is operated by Wine Gallery Pty. Ltd. (ACN 601 172 936) trading as Good Pair Days (we, our or us). It is available at: www.goodpairdays.com/au and may be available through other addresses or channels including our mobile application (collectively the Site).
2. By accessing and/or using the Site you:
   1. agree that you have reviewed these Terms and Conditions (Terms) and our Privacy Policy (available on the Site);
   2. confirm to us that you are over 18 years of age and you have the legal capacity to enter into a legally binding agreement with us; and
   3. agree to use the Site in accordance with the Terms.

Account

1. You are required to create an account in order to purchase products from us. You must ensure that any personal information you give to us when creating an account is accurate and up-to-date. All personal information that you give to us will be treated in accordance with our Privacy Policy.
2. When you create an account, you will be asked to input basic contact information such as your name, date of birth and email address. You will also be asked to choose a password.
3. It is your responsibility to keep your account details confidential. You are liable for all activity on your account, including any purchases made using your account details.
4. If you don't make an order for 4 years then your account information is deleted for data privacy reasons.

Orders

1. You may order products from us as set out on the Site. Any order placed through the Site is an offer by you to purchase a particular product or products for the price notified (including the delivery and other charges and taxes) at the time you place your order.
2. You may make an order for:
   1. a one-off purchase (One-Off Purchase);
   2. a subscription as described on the Site (Subscription).
3. We may, at our absolute discretion, accept or reject an order. We will endeavour to notify you of a rejection at the time of the order or within a reasonable time thereafter.
4. Each One-Off Purchase order that we accept results in a separate binding agreement between you and us for the supply of products in accordance with the Terms.
5. It is your responsibility to check the order details, including selected products and pricing, before you submit your order through the Site.
6. When you order and pay on the Site and your payment has been validated, we will provide you with order details, which may include an order number, an order ID, the delivery status and billing addresses and a description of what was ordered.
7. Under Australian laws, alcohol can only be sold or supplied to persons aged 18 years or older. By placing an order with us, you confirm that you are at least 18 years old. You agree that it is your responsibility to consume alcohol responsibly and in accordance with the law.

Subscription

1. When you place an order for a Subscription, your first Subscription box may include a discount or a free gift.
2. Your Subscription will automatically renew each billing cycle, which will initially be monthly. You will be charged for each order on the calendar day corresponding to when you first placed your order for your Subscription (Billing Day). You can amend the billing cycle and the Billing Day by changing the frequency in your settings on your account page.
3. The selection of products to be included in each order under your Subscription (Product Mix) will be notified to you in writing 4 days prior to your Billing Day. The Product Mix will either be:
   1. made by you based on the selection available on the Site;
   2. made by us based on your preferences shared with us on the Site.
4. Once you receive the details of a Product Mix, you have until your Billing Day to notify us in writing if you wish to make any changes to the Product Mix.

Varying, upgrading, downgrading, and cancelling your Subscription

1. You may change the frequency of your Subscription at any time by updating your account on the Site (for example changing from quarterly to monthly).
2. You may upgrade or downgrade your Subscription to another tier at any time in the account page/ manage Subscription (or similar) and the upgrade or downgrade will become effective on the next Billing Day. The payment method linked to your account will automatically be charged the subscription fee for your new Subscription tier on your next Billing Day.
3. Your Subscription automatically continues until cancelled in accordance with the ‘Cancellation’ clause.

Price and payments

One-Off Purchase

1. You must pay us the purchase price of each product you order plus any applicable delivery costs based on the delivery options selected by you as set out on the Site (the Price) in accordance with this clause.
2. In the event of a One-Off Purchase, you must pay the Price via credit card or any other payment methods set out on the Site such as Stripe.
3. Each One-Off Purchase must include a minimum amount of 3 bottles of wine, unless otherwise set out on the Site (the Minimum One-Off Purchase Amount).
4. For the avoidance of doubt, the Minimum One-Off Purchase Amount does not apply to One-Off Purchases to the extent that:
   1. the purchase is for a Special Pack (as advertised on the Site as a special pack); or
   2. the purchase is made with the use of a pre-paid gift voucher with a minimum value of $60.

Subscription

1. If you have ordered a Subscription:
   1. you must pay us the purchase price for each subscription box you order, any applicable delivery costs based on the delivery options selected by you as set out on the Site and any other amount payable to us under these Terms (Subscription Fee), without set off or delay via credit card or any other payment methods set out on the Site;
   2. you must pay us the Subscription Fee in advance of the next billing cycle on your Billing Day; and
   3. you are responsible for reviewing the pricing schedule, inclusions and exclusions associated with your Subscription.

General

1. All amounts are stated in Australian dollars and are inclusive of GST (where applicable). We display delivery costs separately from the purchase price.
2. You must not pay, or attempt to pay, the Price or Subscription Fee by fraudulent or unlawful means. If you make a payment by debit card or credit card, you warrant that you are authorised to use the debit card or credit card to make the payment.
3. To the extent permitted by law, the Price and/or Subscription Fee are non-refundable and non-cancellable once paid.
4. If any payment in relation to a Subscription Fee has not been made as set out on the Site or in the Terms, we may (at our absolute discretion) immediately cease supplying the products.
5. We may modify our Subscription Fee from time-to-time. Any price changes will apply to you no earlier than 30 days following notice to you. The notice may be provided at any time via email, text message or via notification to your account (and you may change your notification preferences in your account page). If you do not agree to the price change, you may cancel your Subscription in accordance with the ‘Cancellation’ clause.

Promotional discount codes

We may from time to time issue promotional discount codes for certain products on the Site. To claim the discount, you must enter the promotional discount code at the time of submitting your order through the Site. The conditions of use relating to promotional discount codes will be specified on the Site at the time they are issued.

Referral program

1. Subject to:
   1. you referring our Site to another user;
   2. such other user creating an account on the Site and placing a monthly order on the Site; and
   3. the conditions of use relating to referral codes as specified on the Site,
   
   

   we may issue you a referral discount code on the Site, send you a gift, or offer your Reward Points to use at our Rewards Store, as set out on the Site. The operation and terms of the referral program are at our sole discretion, and may be amended or withdrawn at any time.

2. If receiving gifts for referring a friend as part of your referral offer, you are limited to 3 items per order and a maximum of 10 referrals over the lifetime of your membership. Any subsequent referral rewards will remain on your account to be sent with future orders.
3. If receiving points for referring a friend as part of your referral offer, you are limited to a maximum of 5 referrals over the lifetime of your membership.

Extras from us to you

Good Pair Days Points

1. If you make an order for a One-Off Purchase or a Subscription, you are eligible to earn ‘Redeemable Points’, that you can use to redeem rewards on the Site, and ‘Lifetime Points’, that give you access to certain benefits as set out in these Terms (together, the Points).
2. Each time you complete a task as set out on the Site, you will receive Points which are recorded in your account.
3. Except as otherwise provided in these Terms, your Lifetime Points will not expire. If your account is cancelled and you reactivate your account at a later date, your Lifetime Points balance may restore when you reactivate your account. If you create a new account instead of reactivating your old account, your Lifetime Points will not carry over to your new account.
4. Your Redeemable Points will expire at the end of the 18th consecutive month for which you have not made a purchase from us.
5. You may check your Points balance on your account page. If we provide you with a refund for an order, we may subtract the Points that were earned on that order. We may correct Points which have been awarded by mistake.
6. We may change or stop our reward Points programme at any time with no liability to you.
7. Your Points cannot be converted to or exchanged for money and are not transferrable.

Redemption of Points

1. You can redeem your Redeemable Points for rewards at the time of making a One-Off Purchase or a Subscription order and as otherwise set out on the Site. We will display on the Site the rewards you may redeem your Redeemable Points for and how many Redeemable Points are required to obtain a reward. We may change, without notice and at our discretion, the rewards on the Site and/or the Redeemable Points required to redeem a reward. We do not give any warranty or make any representations in relation to the underlying value of any rewards on the Site.
2. You must:
   1. have in your account at least the number of Redeemable Points required to redeem the chosen reward at the time you place an order on the Site to exchange the reward for your Redeemable Points; and
   2. be making a One-Off Purchase or a Subscription order in order to be able to redeem a chosen reward.
3. You may be required to pay a delivery fee in order to redeem a reward, as set out on the Site.
4. If you redeem a reward, it may be subject to personal income or other tax assessment. We recommend you obtain tax advice before redeeming a reward.
5. To the extent permitted by law, once you have placed an order for a reward using your Redeemable Points, those Points are non-refundable.

Level Benefits

1. Lifetime Points can be accumulated if you hold a Subscription or if you have completed a One-Off Purchase. In order to accumulate Lifetime Points from a One-Off Purchase you must sign in and create an account.
2. If you held a Subscription prior to 2 May 2023:
   1. your Lifetime Points will include all reward points earned prior to 2 May 2023; and
   2. we agree to award you with an additional 1,000 Redeemable Points for you to redeem in accordance with these Terms. These Redeemable Points will not accumulate as Lifetime Points.
3. If you held a Subscription or completed a One-Off Purchase after 2 May 2023, your Lifetime Points total will begin accumulating from the date of your first order on the Site.
4. There are four Lifetime Point tiers with 10 level benefits associated with your Lifetime Points as set out on the Site (Level Benefits).
5. The number of Lifetime Points required to attain and retain the Level Benefits as well as the benefits of each Level Benefit are published at https://www.goodpairdays.com/au/rewards/how-it-works/.

Goodies with your order

1. You may also receive gifts when you create your account or when you receive your order such as recipes or food. We do not warrant that you will receive such gifts.

Accounts features

1. On your account page, you may (subject to change from time to time):
   1. view and collect badges;
   2. complete our wine quizzes;
   3. create ‘to try’ lists (which are similar to wish lists);
   4. view and update your purchase history for a record of the products you have ordered, drunk or currently have in your possession and are ready to be enjoyed;
   5. view your past wines, rate them and make top-up reorders;
   6. track your Points progress and history; and
   7. view your taste profile which is based on your ratings.

Availability and cancellation

Availability

1. All purchases made through the Site are subject to availability. We do our best to keep products in stock and to keep the Site up to date with the availability of products.
2. We reserve the right to cancel, at any time before delivery and for whatever reason, an order that we have previously accepted, including where there is a considerable delay in dispatching your order, if for any reason we cannot supply the products you order (for example for an event beyond our reasonable control) or if products ordered were subject to an error on our Site (for example in relation to a description, price or image). We will contact you using the details you provided when you placed your order.

Suspending your Subscription

1. You may suspend your subscription for up to 12 months at any time. You must notify us in writing and/or update your account prior to you being charged on the next Billing Day. If you suspend your subscription before your billing day, you won‘t be charged.

Cancellation

1. You can cancel your Subscription and terminate these Terms at any time by notifying us in writing and/or updating your account on the Site. You must notify us in writing and/or update your account prior to you being charged on the next Billing Day. If you cancel your Subscription following you being charged on a Billing Day, your cancellation of the Subscription will be effective from the following billing cycle (meaning you will not be charged on the next Billing Day).
2. We may immediately suspend, terminate, or limit your access to and use of the Site and terminate these Terms, if you breach the Terms (including your obligation to pay the Subscription Fee) and the breach cannot be remedied or is not remedied within 5 business days of us notifying you of the breach.

Delivery, title and risk

1. We will deliver the products to the delivery address you provide when making your order. We deliver Australia wide and if we cannot deliver to you, we will notify you as soon as practicable. We do not currently ship internationally.
2. Delivery costs are set out on the Site.
3. We normally dispatch products:
   1. for One-Off Purchases, within 24 business hours of receiving an order, unless otherwise noted on the Site;
   2. for Subscriptions, within 24 business hours of the Billing Day.
4. Any delivery periods displayed on the Site are estimates only, based on the information provided by the delivery company.
5. If you need to change the delivery date or delivery address, please notify us immediately in writing. If you change your delivery address after your Billing Day, we will deliver to the original address and the new delivery address will become effective for your next Billing Day.
6. We may deliver the products using a range of delivery methods. You may need to sign for some deliveries. If neither you nor your authorised representative is at the delivery address to accept delivery, you agree that we may leave the products at your premises. You acknowledge that our liability in respect of the delivery of products to you is limited under clause 15 of these Terms.
7. Title to the products will remain with us until you have paid us the Price, or the Subscription Fee for that billing cycle in full in accordance with the Terms.
8. Risk in the products will pass to you as soon as they are delivered to the delivery address you provided in your order.

Happiness promise

1. If, in respect of a Subscription or a One-Off Purchase, you have notified us that you are not 100% satisfied with the taste of that product, we will add a product of an equivalent value to your next order free of charge (subject to stock availability). You must receive a subsequent order to benefit from the happiness promise. You agree that the happiness promise cannot be redeemed in two consecutive Subscription billing cycles or more than twice in a 12-month period, unless otherwise agreed by us.
2. For the avoidance of doubt, clause 11(a) does not apply where your Subscription is cancelled.
3. We reserve the right to change or stop the happiness promise at any time.

Intellectual property

1. All intellectual property (including copyright and trademarks) developed, adapted, modified or created by us or our personnel (including in connection with the Terms, any content on the Site, and our branded products) (Our Intellectual Property) will at all times vest, or remain vested, in us.
2. In consideration for the payment of the Subscription Fee we grant you a non-exclusive, non-transferrable (except with our written permission) non-sublicensable, personal and revocable licence to access and use Our Intellectual Property solely for your own personal, non-commercial use and in the manner in which it was intended to be used.
3. You must not, without our prior written consent:
   1. use Our Intellectual Property for commercial purposes, including, for example, to advertise your own business, for re-sale, or for any other revenue generation activity;
   2. copy or use, in whole or in part, any of Our Intellectual Property;
   3. reproduce, retransmit, distribute, disseminate, sell, publish, broadcast or circulate any of Our Intellectual Property to any third party;
   4. breach any intellectual property rights connected with the Site or the products, including (without limitation) altering or modifying any of Our Intellectual Property; causing any of any of Our Intellectual Property to be framed or embedded in another website; or creating derivative works from any of Our Intellectual Property.

User Content

1. You may be permitted to post, create, upload, publicise or otherwise submit content (Submit), such as reviews, comments, pictures, and videos on your account (User Content). You must Submit User Content in accordance with the Terms.
2. We ask you to limit your discussions to topics which are relevant to the Site and the products.
3. We reserve the right to remove any reviews or comments which we, in our sole discretion, deem to be in breach of these terms including the ‘Exclusions’ clause and deem to be inappropriate including posts that:
   1. defame, harass, threaten, stalk, menace, track, monitor, hurt, mistreat, offend or otherwise hurt any person;
   2. use obscene or foul language;
   3. include link(s) to inappropriate, offensive or illegal material on the forum;
   4. could be considered intolerant of a person’s race, culture, appearance, gender, sexual preference, religion, or age; and
   5. interfere with another user.
4. We are not responsible for the conduct of any user of our Site. You agree and acknowledge that you participate on the Site including by Submitting User Content at your own risk. We may, at any time (at our sole discretion), remove any User Content.
5. By making available any User Content on or through our Site, you grant to us a worldwide, irrevocable, perpetual, non-exclusive, transferable, royalty-free licence to use the User Content, with the right to use, view, copy, adapt, modify, distribute, license, transfer, communicate, publicly display, publicly perform, transmit, stream, broadcast, access, or otherwise exploit such User Content on, through or by means of our Site.
6. You agree that you are solely responsible for all User Content that you make available on or through our Site. You represent and warrant that:
   1. you are either the sole and exclusive owner of all User Content or you have all rights, licences, consents, and releases that are necessary to grant to us the rights in such User Content (as contemplated by these Terms); and
   2. neither the User Content nor the posting, uploading, publication, submission or transmission of the User Content or our use of the User Content on, through or by means of our Site will infringe, misappropriate, or violate a third party’s intellectual property rights, or rights of publicity or privacy, or result in the violation of any applicable law or regulation.

Exclusions

1. You must not access or use the Site except as permitted by these Terms and you must not do, omit to do, or authorise any act that would or might invalidate or be inconsistent with our intellectual property rights on the Site. Without limiting the foregoing provisions, you must not and must not permit any other person to:
   1. resell, assign, transfer, distribute or provide others with access to the Site;
   2. use the Site to transmit, publish or communicate material that is defamatory, offensive, abusive, indecent, menacing or unwanted;
   3. use the Site in any way that damages, interferes with or interrupts the supply of the Site;
   4. introduce malicious programs into our hardware and software or our hardware, software and services which are integrated and operate together, including our networks (Systems), including viruses, worms, trojan horses and e-mail bombs;
   5. reveal your account password to others or allow others to use your account;
   6. use the Site to carry out security breaches or disruptions of a network. Security breaches include accessing data where you are not the intended recipient or logging into a server or account that you are not expressly authorised to access or corrupting any data (including network sniffing/monitoring, pinged floods, packet spoofing, denial of service and forged routing information for malicious purposes);
   7. use any program/script/command, or send messages of any kind, with the intent to interfere with, or disable, any person’s use of the Site or any training resources from the Site;
   8. send any unsolicited messages through or to users of the Site in breach of the Spam Act 2003 (Cth) or to send any form of harassment via email, or any other form of messaging, whether through language, frequency, or size of messages or use the Site in breach of any person’s privacy (such as by way of identity theft or “phishing”);
   9. use the Site to circumvent user authentication or security of any of your networks, accounts, or hosts or those of your customers or suppliers.

Limitations

1. Despite anything to the contrary, to the maximum extent permitted by law:
   1. neither Party will be liable for any Consequential Loss; and
   2. our maximum aggregate liability arising from or in connection with the Terms (including the products and/or the subject matter of the Terms) will be limited to, and must not exceed us resupplying the products to you.
2. Despite anything to the contrary, to the maximum extent permitted by law, we will have no liability, and you release and discharge us from all liability, arising from or in connection with any:
   1. loss of, or damage to, the products, or any injury or loss to any person;
   2. failure or delay in providing the products;
   3. breach of the Terms or any law, where caused or contributed to by any:
   4. event or circumstance beyond our reasonable control; and
   5. act or omission of you or your related parties, and, in any event, any defect, error, omission or lack of functionality or suitability (or the absence of, or reduction in, any anticipated result, outcome or benefit) with respect to the products.
3. Nothing in the Terms attempts to modify or exclude the conditions, warranties and undertakings, and other legal rights, under the Australian Consumer Law. In Australia, our goods come with guarantees which cannot be excluded under the Australian Consumer Law. You are entitled to a replacement or refund for a major failure and compensation for any other reasonably foreseeable loss or damage. You are also entitled to have the goods repaired or replaced if the goods fail to be of acceptable quality and the failure does not amount to a major failure. Any and all other warranties or conditions which are not guaranteed by the Australian Consumer Law are expressly excluded where permitted, except to the extent such warranties and conditions are fully expressed in these Terms.
4. We do not accept returns for change of mind or other circumstances. However, you may have rights to a repair, replacement, or refund under the Australian Consumer Law.
5. Where you return products to us to seek an Australian Consumer Law remedy, you will need to cover any associated costs (for example delivery costs) of you returning the products to us.
6. Where your claim is a valid claim under the Australian Consumer Law, we will refund your return delivery costs and, depending on the failure, either dispatch a new or repaired replacement product or refund you the Price of the relevant product. Please contact us for further information.

Collection Notice

1. We collect personal information about you in order to enable you to access and use the Site, to customise your Subscription based on your preferences, to contact and communicate with you, to respond to your enquiries and for other purposes set out in our Privacy Policy.
2. We may disclose that information to third party service providers who help us deliver our services (including information technology service providers, data storage, web-hosting and server providers, professional advisors, payment systems operators and our business partners) or as required by law. If you do not provide this information, we may not be able to provide our products to you. In certain circumstances, we may disclose your personal information to third parties located, or who store data, outside Australia.
3. Our Privacy Policy contains further information about: (i) how we store and use your personal information; (ii) how you can access and seek correction of your personal information; (iii) how you can make a privacy-related complaint; and (iv) our complaint handling process.
4. By providing personal information to us, you consent to us collecting, holding, using and disclosing your personal information in accordance with our Privacy Policy.

General

1. Disputes: Neither Party may commence court proceedings relating to any dispute arising from, or in connection with, these Terms without first meeting with a senior representative of the other Party to seek (in good faith) to resolve that dispute, failing which the Parties agree to engage a mediator to attempt to resolve the dispute. The costs of the mediation will be shared equally between the Parties. Nothing in this clause will operate to prevent a Party from seeking urgent injunctive or equitable relief from a court of appropriate jurisdiction.
2. Notices: Any notice given under these Terms must be in writing addressed to us at the details set out below or to you at the details provided when setting up or updating your account. Any notice may be sent by standard post or email, and will be deemed to have been served on the expiry of 48 hours in the case of post, or at the time of transmission in the case of transmission by email.
3. Waiver: Any failure or delay by a party in exercising a power or right (either wholly or partly) in relation to these Terms does not operate as a waiver or prevent a party from exercising that power or right or any other power or right. A waiver must be in writing.
4. Relationship of parties: These Terms are not intended to create a partnership, joint venture or agency relationship between the parties.
5. Photographs: If you provide us with photographs of the products via email, on your account page or by tagging us on social media networks, you consent to us publishing such photographs and details (including but not limited to your name, location and date) for our marketing purposes including on the Site and social media.
6. Severance: If a provision of these Terms is held to be void, invalid, illegal or unenforceable, that provision is to be read down as narrowly as necessary to allow it to be valid or enforceable, failing which, that provision (or that part of that provision) will be severed from these Terms without affecting the validity or enforceability of the remainder of that provision or the other provisions.
7. Assignment: You must not assign any rights or obligations under these Terms, whether in whole or in part, without our prior written consent.
8. Amendment: We may, at any time and at our discretion, vary these Terms by providing you with 30 days’ written notice. If you have a Subscription and you do not agree with the variation, you may cancel your Subscription and terminate these Terms in accordance with the ‘Cancellation’ clause. For One-Off Purchases, prior to placing an order, we recommend you carefully read the terms that are in effect at that time to ensure you understand and agree to them. For any One-Off Purchase order that has been accepted by us, the terms and conditions that apply will be the ones that were in effect (and which you agreed to) when you placed your order.
9. Governing law: These Terms are governed by the laws of New South Wales. Each Party irrevocably and unconditionally submits to the exclusive jurisdiction of the courts operating in New South Wales and any courts entitled to hear appeals from those courts and waives any right to object to proceedings being brought in those courts. The Site may be accessed in Australia and overseas. We make no representation that the Site complies with the laws (including intellectual property laws) of any country outside of Australia. If you access the Site from outside Australia, you do so at your own risk and are responsible for complying with these laws in the place you access the Site.
10. FORCE MAJUERE: Neither Party will be liable for any delay or failure to perform their respective obligations under these Terms if such delay or failure is caused or contributed to by a Force Majeure Event, provided the Party seeking to rely on the benefit of this clause, as soon as reasonably practical, notified the other Party in writing about the Force Majeure Event and the extent to which it is unable to perform its obligations and uses reasonable endeavours to minimise the duration and adverse consequences of the Force Majeure Event.
11. THIRD PARTY SITES: The Site may contain links to websites operated by third parties. Unless we tell you otherwise, we do not control, endorse or approve, and are not responsible for, the content on those websites. We recommend that you make your own investigations with respect to the suitability of those websites. If you purchase goods or services from a third party website linked from the Site, such third party provides the goods and services to you, not us.

Definitions

1. Consequential Loss means, whether under statute, contract, equity, tort (including negligence), indemnity or otherwise; any loss or damage that cannot be considered to arise according to the usual course of things from the relevant breach, act or omission, whether or not such loss or damage may reasonably be supposed to have been in the contemplation of the Parties at the time they entered into these Terms as the probable results of the relevant breach, act or omission, and/or, any real or anticipated loss of profit, loss of benefit, loss of revenue, loss of business, loss of goodwill, loss of opportunity, loss of savings, loss of reputation, loss of use and/or loss of or corruption of data. The Parties agree that your obligation to pay us the Price under these Terms will not constitute “Consequential Loss”.
2. Force Majeure Event means any event or circumstance which is beyond a Party’s reasonable control.

For any questions and notices, please contact us at:
Wine Gallery Pty. Ltd. (ACN 601 172 936) trading as Good Pair Days
Email: yourmates@goodpairdays.com
Last update: 26 April 2023