Standard Terms & Conditions

Easy To Access Pty Ltd is referred to as “Easy To Access” in these Standard Terms and Conditions (“these Terms”) (“Easy To Access”, “we”, “us”, “our”).

These Terms govern all use of Easy To Access Resources under your Subscription and apply to all Subscriptions for the digital/online and physical educational resources (such as textbooks and other hard copy resources) that Easy To Access makes available to schools, students, parents, and other users of Easy To Access Resources (“you,” “your,” or “School,” or “Authorised User,” as applicable).

The Easy To Access website, located at easytoaccess.com.au (referred to as “the Website”), provides descriptions of the Easy To Access Resources.

In addition to the definitions in these Terms, the Order Form’s definitions also apply in these Terms.

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SUBSCRIPTION TYPES

According to article 1.2, a “Subscription” can be either a school subscription or a personal subscription, as defined by section 1.3.
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School Subscriptions

1.2 By signing a subscription order form that includes these terms, a school can sign up to use Easy To Access Resources. In exchange for payment of the applicable fees, subject to these terms, Easy To Access will grant access to the chosen Easy To Access Resources for the subjects listed in the Order Form for the Subscription Term to the School and the School’s authorised students, parents, and other users (“Authorised Users”) under the terms of the School’s subscription to Easy To Access (“School Subscription”).
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Personal Subscriptions

1.3 Under an Order Form that includes these Terms, we may offer Easy To Access Resources to students, parents, and other users directly on a subscription basis (“Personal Subscriptions”). These Terms also apply to Personal Subscriptions, with the exception of clauses that are only applicable to School Subscriptions. Those who sign up for a Personal Subscription are included in the list of Authorised Users.

1.4 The applicable Fees for a Subscription will be as listed in the Order Form for the Subscription.

1.5 For a set amount of time indicated in the Order Form, subscriptions (either personal or school) will be made available on a trial basis (“Trial Subscription”). The only utility for trial subscriptions is to help the trial subscriber decide whether to buy a full subscription. All Easy To Access Resources under the Trial Subscription will be returned or deleted at the end of the trial subscription if the trial subscriber chooses not to upgrade to a full subscription.

1.6 Additionally, certain organisations or people may be eligible to receive subscriptions for free, either on a trial basis or otherwise (“Free Subscriptions”).

1.7 Easy To Access assumes no liability whatsoever under Trial Subscriptions or Free Subscriptions, to the maximum degree allowed by law, in addition to the limitations of liability under clause 11.

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General Payment Terms

2.1 The Order Form outlines the precise terms of payment and invoicing guidelines that apply to both personal and school subscriptions, respectively. All subscriptions are subject to the payment terms outlined in section 2.

2.2 Unless an authorised officer of Easy To Access agrees in writing to a different payment or credit term, fees are due on or before the delivery of the relevant Easy To Access Resources, if required by the Order Form. Otherwise, fees are due within 14 days of the date our invoice was issued.

2.3 We must pay the money owed to us as soon as possible. If any money owed to Easy To Access is due and unpaid, Easy To Access may suspend your subscription right away and for as long as Easy To Access deems suitable.

2.4 With 28 days’ written notice, Easy To Access may occasionally change the particular Easy To Access Resources provided and/or the associated fees. After a current Order Form for Easy To Access Resources to be supplied for the new Subscription period expires, the variation or variations will be applicable. You may cancel your subscription by giving us written notice if you do not agree with any major variation(s) that apply to the new subscription term, as long as you do so before the current Order Form expires.

2.5 Without limiting clause 2.4, fees will be raised every year to reflect changes in the CPI and increases in wages or related expenses, such as government taxes, mandatory superannuation increases, mandatory portable long service leave plans, and increases to applicable award rates of pay.

2.6 No amount pertaining to any amount payable by or claimed against us may be deducted from or offset against any payment that is due to us.

2.7 Should you neglect to reimburse us for any money owed under your subscription within the allotted period, we may:

1. immediately terminate your Subscription by providing written notice of termination; and

1. initiate legal action for recovery of any outstanding amounts owed and the costs incurred.

2.8 In the event that you receive a notice of default in payment of the Fees or other sums owed to us, you will be billed the fair cost of all associated costs, including legal fees. You consent to pay interest at the rate of 2% per month on any sums that are still owed, which Easy To Access may charge. Interest is computed on real days elapsed and a year of 365 days per month, and it accrues daily from (and including) the due date until (but excluding) the date of actual payment.
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GST

3.1 In the event that a supply made under these terms is or becomes subject to GST, the amount paid or payable for such supply under these terms and conditions will be increased by the amount of GST paid or payable for that supply.

3.2 Notwithstanding any other clause in these Terms, the provisions in clause 3.1 are applicable.

3.3 In order to allow or help the other party to claim any credit, set-off, rebate, or refund in relation to any amount of GST paid or payable in respect of any supply under these terms and conditions, each party agrees to do everything, including supplying invoices and other documentation, that may be required or desirable.

The definition of “GST” in this clause 3 is the same as it is in the A New Tax System (Goods and Services Tax) Act 1999 (Cth).

TERM AND TERMINATION

4.1 Subject to renewal in line with clause 4.3 and the early termination provisions in these Terms, school subscriptions will continue to be in force for the Initial Term indicated in the Order Form.

4.2 Subject to the early termination clauses in these Terms, personal subscriptions are valid for the number of years or months indicated in the Order Form.

4.3 Unless you or we give 28 days’ notice of termination before the end of the Initial Term or Renewal Term, as applicable, school subscriptions will automatically renew for additional periods on the same duration as the Initial Term (“Renewal Term”). You will have to make the remaining payments until the end of the Initial Term or Renewal Term (as applicable) if you want to cancel your subscription before the end of the Initial Term or the current Renewal Term. If you cancel your subscription early under this clause 4.3, you will not receive a refund if you have already paid all fees for the entire Initial Term or Renewal Term (as applicable).

4.4 Either you or we may terminate your Subscription if:

1. the other party breaches any of its obligations under these Terms in a material or persistent manner that, in the event that the breach is remediable, has not been remedied within 14 days of the party in breach receiving a notice identifying the breach and requiring its remedy (or within any other reasonable period depending on the circumstances); or any fixed term of the Subscription specified in the Order Form expires, such as a trial period or another specified fixed period.

4.5 Your Subscription may be terminated under clause 4.4 by serving the other party with written notice. This will not affect any rights that the parties may have accrued prior to the termination, and all amounts owed under the Subscription will become fully payable at that time.

AUTHORISED USERS

5.1 All Authorised Users must accept the Website Terms of Use (the “Terms of Use”) and Easy To Access Privacy Policy in addition to adhering to the use restrictions in these Terms.

5.2 All authorised users’ actions and inactions pertaining to their use of the Easy To Access Resources and adherence to the Terms of Use are the responsibility of the school.

5.3 Individual user accounts, each linked to a distinct email address, are used to grant authorised users access to the easily accessible resources (User Accounts). The school is required to make sure that only one authorised user controls the email address linked to each user account.

5.4 The School is responsible for making sure that only the related Authorised User uses the User Account. The school shall mandate that all approved users maintain the strictest confidentiality regarding their user account login and password information and refrain from disclosing it to any unauthorised individuals. All acts involving user accounts and passwords are the responsibility of the School, which also promises to promptly inform us of any unauthorised use of these resources that it learns of.

5.5 The School gives Easy To Access permission to send emails and other correspondence about the use of Easy To Access Resources or the promotion of other Easy To Access goods or services to students who are enrolled in its subscription. In order to allow Easy To Access to send these emails and other communications in accordance with applicable regulations, the School will be in charge of obtaining all required consents from students and/or their parents or guardians.
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‍RESTRICTIONS ON USE

6.1 In compliance with the Order Form and these Terms, only authorised users and schools may use the Easy To Access Resources for internal, non-commercial reasons. The licence given for the Easy To Access Resources expires when the subscription does, and it is non-exclusive, non-sublicensable, and non-transferable.

6.2 No User Account may be shared by the School or any Authorised User with an Unauthorised User. If a user account is shared in this way, the subscription will be terminated, and additional action may be taken to recover penalties and compensation.

6.3 Neither the school nor any authorised user may use the Easy To Access Resources or permit the use of their user account:

1. in any manner that violates the Easy To Access Resources’ intellectual property rights or those of others, such as by printing, reprinting, or disseminating digital versions of the Easy To Access Resources without Easy To Access’s consent;
2. is unlawful, threatening, fraudulent, or harmful in any way, or in conjunction with any action or purpose that is unlawful, illegal, fraudulent, or harmful;
3. in any way that which:
   1. either directly or by the creation or transmission of any document, material, or file that is abusive, harassing, tortious, defamatory, libellous, or infringes upon the privacy of another; or
   2. interferes with, or disrupts the Easy To Access Resources or the Website;
   3. to defraud, or mislead us and other users in any way;
   4. for any purpose other than legitimate educational purposes; or
   5. as part of any effort to compete with Easy To Access.

6.4 The School and each Authorised User must not do any of the following:

1. transmit any document, material or file that contains adware, malware, spyware, viruses, Trojan horses or any computer code, files or programs or in any other manner that could disable, overburden, damage, or impair any Easy To Access Resource or the Website, or interfere with any other party’s use of the same;
2. engage in unauthorised framing of or linking to any Easy To Access Resource or the Website;
3. except as may be the result of standard search engine or Internet browser usage, use, launch, develop, or distribute any automated system, including without limitation, any spider, robot, cheat utility, scraper, or offline reader that accesses the Website, or using or launching any unauthorised script or other software;
4. delete the copyright or other proprietary rights notice from any Easy To Access Resource or the Website;
5. attack the Website via a denial-of-service attack or a distributed denial-of-service attack;
6. copy or adapt any Easy To Access Resource or the Website software or decipher, decompile, disassemble, or reverse engineer any of the software comprising or in any way making up a part of any Easy To Access Resource or the Website; or
7. circumvent, disable, or otherwise interfere with security-related features of any Easy To Access Resource or the Website, including features that prevent or restrict the use or copying of any Easy To Access Resource or the Website or enforce limitations on the use of any Easy To Access Resource or the Website.

6.5 Easy To Access may prevent or restrict your access to Easy To Access Resources and/or the Website for any technical, security and or any other reasons at its absolute discretion.  Easy To Access will advise you as soon as practicable of any such restrictions that are imposed upon you.

6.6 The School undertakes to provide assistance to Easy To Access in the protection of its intellectual property rights in the Easy To Access Resources and Authorised Users’ compliance with the restrictions in this clause 6, including preventative communications to students and assistance in the investigation of breaches or suspected breaches.
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7. PROVISION OF INFORMATION

7.1 You warrant and represent that all information provided by you is true, accurate and complete in all material respects, and may be relied upon by us in the supply of the Easy To Access Resources.

7.2 In order for us to provide the Easy To Access Resources, you agree to give us reasonable access to the information that we need. If you fail to give us timely access to such information, we will suspend our applicable performance obligations until you do. We will only use this information to fulfil our responsibilities under the Subscription. You guarantee and represent that you have all the legal authority to give us this information for that reason.
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8. CONFIDENTIALITY

8.1 All information obtained by either party as a result of, or in connection with, the performance of the Subscription shall be treated as confidential by each party, regardless of whether it pertains to the other party’s business, sales, marketing, or technical operations, or to the other party’s clientele.

8.2 Neither party shall, without the written permission of the other, disclose such confidential information to a third party. This obligation does not apply if the information is already in the public domain without any breach of these Terms or if the disclosure is required by law.
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9. USER PERSONAL INFORMATION

9.1 In conjunction with the usage of the Easy To Access Resources and in other ways related to the Subscription, we may gather specific data and information about Authorised Users (Personal Information).

9.2 The parties each agree to comply with all laws and regulations relating to privacy and the collection and use of Personal Information and to assist one another in relation to any allegation or claim regarding unauthorised access, use, processing or disclosure of Personal Information.

9.3 We collect and use all Personal Information in accordance with our Privacy Policy, to which all Authorised Users must agree.

9.4 Other companies that help us provide the Easy To Access Resources, such as our affiliated corporations, subcontractors, marketing agencies, and pertinent banking or financial authorities, may receive personal information from us.

9.5 If you provide us with the Personal Information of any other individual, then you warrant and represent that you have obtained the consent of such individual to provide us with the Personal Information for the purposes set out in our Privacy Policy.

9.6 You agree that, unless indicated otherwise in an Order Form, we may send you promotional material and information from time to time regarding any of our products or services.

9.7 We will procure that adequate physical, technical and administrative security measures are taken to protect Personal Information from unauthorised access, destruction, use, modification, or disclosure.

9.8 We will notify you promptly if we become aware that User Personal Information relating to you or your Authorised Users is accessed by, or disclosed to, an unauthorised party and will provide such details as we are able to enable you to assess and manage the associated impact.

9.9 To give us their personal information, Authorised Users under the age of 15 must have gotten consent from their parents or legal guardians. You must not give us your personal information if you are younger than 15 and have not had your parent’s or guardian’s consent.
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10. EASY TO ACCESS’S INTELLECTUAL PROPERTY

10.1 The copyright or approved licensee rights for the Easy To Access Resources and the Website, including all text, images, graphics, and designs found in the Easy To Access Resources or accessible on the Website, are included in Easy To Access’s intellectual property. In addition, Easy To Access is the owner of the trademark registration rights for the term “Easy To Access.” Other intellectual property rights owned by Easy To Access include knowledge, secret information, and domain name rights.

10.2 The website and the Easy To Access Resources are recognised as Easy To Access’s intellectual property by the school and authorised users. Easy To Access Resources can be downloaded, used, and edited by the school, authorised users, and students for the only purpose of student work thanks to the subscription.

10.3 The School must not, and procure that Authorised Users do not, without our prior agreement in writing:

1. share Easy To Access Resources with other teachers who are not Authorised Users, including by printing/reprinting and sharing digital Easy To Access Resources without Easy To Access’s permission, saving Easy To Access Resources to any shared repository accessible by non-Easy To Access members or continuing to use any Easy To Access Resources after the Subscription has ended; or
2. upload Easy To Access Resources to other websites;

10.4 We invite and urge authorised users and the school to provide us with comments or ideas for enhancements to the Easy To Access Resources. If you have any comments or recommendations, please send an email to info@easytoaccess.com.au. The provider agrees to assign to us all rights, title, and interest in and to all feedback and suggestions, so that we are free to use and disclose them without the provider’s consent or payment. The School and Authorised Users acknowledge and agree that all feedback and suggestions will be our sole and exclusive property.

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11. LIMITATIONS OF LIABILITY

11.1 To the fullest extent allowed by law, the limitations of responsibility in clause 11 are subject to requirements that, to the extent that they apply, cannot be omitted or limited under Australia Consumer Law.

11.2 The website and its easily accessible resources are offered “as is” and “as available.” You acknowledge that using the website and the Easy To Access Resources is at your own risk. We make no guarantees or representations regarding the security, confidentiality, uninterrupted operation, accuracy, completeness, or currentness of the Easy To Access Resources or the Website. Your use of the Website or the Easy To Access Resources is not guaranteed, and we disclaim all liability for any harm resulting from access or usage, including loss of data or content due to the Website’s or the Easy To Access Resources’ unavailability.

11.3 We disclaim any liability for any loss or harm that results from or is related to any Easy To Access Resources or any inaccurate, incomplete, or erroneous content on the Website, regardless of how it occurs—whether through a contract, statute, or tort (including negligence). You use the website and any easy-to-access resources at your own risk.

11.4 We expressly disclaim all warranties of any kind, whether express or implied, with respect to the Easy To Access Resources and the Website, including, but not limited to, the implied warranties of merchantability, fitness for a particular use or purpose, and non-infringement.

11.5 We, our officers, employees, directors, shareholders, agents, and licensors will never be held accountable (under contract, tort, statute, or otherwise) for any kind of damages resulting from using any Easy To Access Resources or the Website, including direct, indirect, incidental, special, consequential, or exemplary damages. These damages may include, but are not limited to, damages for lost money, revenues, profits, goodwill, use, data, or other intangible losses (even if the parties were informed of, knew of, or should have known of the possibility of such damages).

11.6 Where the Easy To Access Resources or the Website include links to third party content or websites, we have no control over such third-party content or websites and accept no responsibility for them or for any loss or damage that may arise from use of them.

11.7 The entire liability of us, our officers, employees, directors, shareholders, agents, and licensors to you or any third party resulting from the use of the Easy To Access Resources or your subscription is limited to one hundred Australian dollars ($100), regardless of these terms.

11.8 To the extent that we may not disclaim any implied warranty or limit liability, the scope and duration of such warranty and the extent of our liability will be the minimum permitted.

11.9 Except for actions for non-payment or breach to a party’s proprietary rights, no action, regardless or form, arising out of or relating to these Terms may be bought by either party more than 1 year after the cause of the action has accrued.

11.10 We will not be responsible for failure or delay of performance of our obligations if such failure or delay is caused by an act of God, electrical internet and telecommunication outage, government restrictions; or other events outside our reasonable control.
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12. INDEMNITY

You promise to hold us harmless from any claims, damages, costs, expenditures, or liabilities caused or incurred by us as a result of, or related to:

1. breach of these Terms by you or your Authorised Users;
2. your negligent, wrongful or unlawful act or omission by you or your Authorised Users; or
3. any infringement of a third party’s rights by you or your Authorised Users.
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13. CREDIT ENQUIRIES AND CREDIT TERMS

13.1 You agree that if Easy To Access requires financial information about you for any application for credit on terms which attract the operation of the Privacy Act 1998 (Cth), by seeking or enquiring about credit, you specifically accept and understand that Easy To Access may:

1. disclose to a credit reporting agency certain personal information about you including your identification and the amount of credit applied for;
2. in assessing the application for credit and any later request for credit, obtain from a credit reporting agency a credit report containing personal credit information, information about commercial activities or commercial worthiness; and
3. obtain from any credit provider(s) named in a credit report information about your personal or commercial credit arrangements including information relating to credit worthiness, credit standing, credit history or credit capacity.

13.2 If Easy To Access approves your application for credit, your consent and acknowledgement in this clause 13 will remain in force until the full amount owing to Easy To Access under the credit facility is paid.

13.3 Easy To Access may approve or decline your application for credit in its absolute discretion and Easy To Access reserves the right to cancel your Subscription should such credit assessment be unsatisfactory to Easy To Access.
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14. PERSONAL PROPERTY SECURITIES ACT

14.1 Textbooks and other hard copy or printed materials are examples of physical, easily accessible resources covered by clause 14. The Personal Property Securities Act 2009 (Cth) defines the terms used in this clause 14.

14.2 If you request the supply of physical Easy To Access Resources on credit terms, or are supplied physical Easy To Access Resources prior to payment in full, then:

1. Easy To Access will retain title to such Easy To Access Resources until you have paid for those Easy To Access Resources in full;
2. you grant to Easy To Access a purchase money security interest (“PMSI”) in those Easy To Access Resources; and
3. you indemnify Easy To Access for the cost of registration and enforcement of the PMSI.

If we supply you physical Easy To Access Resources on a lease for a period of 12 months or more, then:

1. Easy To Access grants to you a PPS Lease in respect of those Easy To Access Resources; and
2. you agree to, and indemnify Easy To Access for the cost of, the registration and enforcement of the PPS Lease.
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15. NATURE OF RELATIONSHIP

We will deliver your subscription and the easy-to-access resources as an independent contractor; neither we nor any of our employees will be considered to be in a joint venture or partnership with any authorised user, school, or their staff.
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16. DISPUTE RESOLUTION

16.1 Any disagreements or conflicts that may emerge between us regarding the interpretation or application of these Terms, our individual rights, obligations, and liabilities, or any issue or incident related to or resulting from these Terms, must first be brought to the attention of each other party.

16.2 The parties agree that they must initially use all reasonable endeavours to resolve any dispute arising under these Terms within 10 business days of a party being advised by written notice of such a dispute.

16.3 The parties must refer the disagreement to an executive officer from each party for resolution if they are unable to do so in that amount of time. Within ten more business days, or within any other reasonable time frame that the parties agree upon, the parties will once more make every effort to settle the disagreement.

16.4 If the dispute is not resolved in accordance with clause 16.3, the parties may either agree to refer the matter to mediation or some other form of alternative dispute resolution or commence legal proceedings.

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17. ASSIGNMENT AND SUBCONTRACTING

17.1 These Terms apply to and bind the successors and assigns of the parties to these Terms.

17.2 Notwithstanding Clause 17.1, neither your Subscription nor any right or obligation under these Terms are assignable in whole or in part by you, whether by operation of law or otherwise, without our prior written consent.

17.3 Easy To Access may at any time assign, sub-contract or license any part of its rights and obligations under this Agreement.

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18. WAIVER

18.1 Any waiver or forbearance by us in regard to the performance of these Terms operates only if in writing and applies only to the specified instance and does not affect the existence and continued applicability of these Terms.

18.2 No failure or delay on our part in exercising any right, power or privilege under these Terms (and no course of dealing between or among any of the parties) operates as a waiver of any such right, power or privilege.

18.3 No waiver of any default on our part on any one occasion constitutes a waiver of any subsequent or other default.  No single or partial exercise or any such right, power or privilege precludes the further or full exercise of such right, power or privilege.

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19. INVALID PROVISIONS

If any provision of these Terms is held to be illegal, invalid or unenforceable, these Terms must be considered divisible and inoperative as to such provision to the extent it is illegal, invalid or unenforceable. In all other respects these Terms remain in full force and effect.
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20. NOTICES

20.1 All notices must be in writing and must be given by email transmission to the email address of the party.

20.2 A notice is given and received upon receipt of electronic confirmation of delivery of the message.

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21. AMENDMENTS TO THESE TERMS

Easy To Access may vary these Terms from time to time by giving 28 days’ written notice of the varied terms, provided that if the change is materially detrimental to your Subscription rights, then you may terminate this your Subscription within 28 days of receiving our written notice.
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22. APPLICABLE LAW AND JURISDICTION

22.1 These Terms are governed by and construed in accordance with the laws of Victoria, Australia.

22.2 The parties irrevocably submit to the non-exclusive jurisdiction of the Courts of Victoria, Australia in respect of any claim, dispute or difference arising out of or in connection with these Terms.

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23. ENTIRE AGREEMENT

23.1 The Order Form and these Terms constitute the sole and entire understanding with respect to their subject matter and the Subscription and supersedes all prior discussions, proposals, representations and understandings, written or oral.

23.2 To the extent there is any conflict between these Terms and the Order Form, the Order Form prevails.

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24. INTERPRETATION

24.1 In these Terms unless the context indicates a contrary intention:

1. the singular includes the plural and vice versa;
2. a reference to a clause is a reference to a clause of these Terms;
3. a reference to a party to these Terms or another agreement or document includes the party’s successors, permitted substitutes and permitted assigns (and, where applicable, the party’s legal personal representatives);
4. a reference to legislation or to a provision of legislation includes a modification or re-enactment of it, a legislative provision substituted for it and a regulation or statutory instrument issued under it;
5. a reference to conduct includes, an omission, statement or undertaking, whether or not in writing;
6. the meaning of general words is not limited by specific examples introduced by including, or for example, or similar expressions; and
7. references to agree, approve or consent are references to agreement, approval or consent (as the case may be) in writing.