Last updated: 10th July 2025

Overview

These Terms of Use (“Terms and Conditions”) record an agreement between the client (user, you, your) and Meantre Proprietary Limited, ABN 79 628 021 401 (“Meantre”, “we”, “us”, “ours”) for the purposes of you using our services.

These terms are divided into three Parts:

• Part A – Platform Subscription (ByMindSide Peer Support Portal, “BMS”)

• Part B – Training & Facilitation Services

• Part C – General Terms (applicable to both)

If there is any inconsistency, the following order of precedence applies (highest first): (i) any written Order Form, Reseller Agreement, or Statement of Work; then (ii) the applicable Part (A or B); then (iii) Part C.

Part A - Platform Subscription Terms

A.1 - Platform Access & Accounts

To commence use of BMS you must provide a valid email address and other requested details. You are responsible for account security and all activities under your account.

A.2 - Client Data

You permit us to use Client Data for the purpose of providing BMS and any related purpose. Client Data will be stored and maintained by or on behalf of BMS in accordance with Australian law. Our use of any personal information provided within the Client Data will be in accordance with our Privacy Policy.

A.3 - Client Responsibilities

Clients are responsible for:

• The accuracy, quality, integrity, and legality of their data, and the means by which it is acquired;

• Maintaining the confidentiality and security of their login and account information (including passwords); and

• All activities that occur under their account.

You agree to use all reasonable efforts to prevent unauthorised access to or use of the BMS and to notify Meantre promptly of any such unauthorised access or use.

You may not:

• Make the service available to anyone other than authorised users;

• Sell, rent, or lease the service;

• Use the service to store or transmit infringing, libellous, tortious, or otherwise unlawful material, or to store or transmit material in violation of third-party privacy rights;

• Use the service to store or transmit malicious code;

• Attempt to gain unauthorised access to BMS or related systems or networks.

We are not liable for any loss or damage arising from your failure to comply with these responsibilities.

A.4 - Platform Support

Support is provided via email (support@bymindside.com or your organisation’s alias). We will use reasonable endeavours to respond promptly, but we do not guarantee that every query or problem will be resolved.

We accept no liability, and you release us from any such liability, associated with faults or errors caused by your non-compliance with all operating instructions.

A.5 - Service Changes

We reserve the right to modify, suspend, discontinue, temporarily or permanently, BMS and our other products and services, with or without notice, at any time. Where reasonably practicable, we will provide notice before making material changes.

A.6 - Platform-Specific Disclaimers

BMS provides tools for organisations to access resources, communicate, and track peer support activity; it is not clinical care. We strongly advise any person experiencing mental health concerns to seek help from a qualified health professional.

Part B - Training & Facilitation Services Terms

B.1 - Services

We provide training and facilitation services including, but not limited to, Mental Health First Aid (MHFA) courses, peer support workshops, supervision, and related services.

B.2 - Cancellations & Rescheduling

• Cancellation fees:
  • More than 30 days before start: 0% (refund/credit)
  • 15–30 days: 25%
  • 8–14 days: 50%
  • 0–7 days (incl. no-show): 100%

• Non-refundable third-party costs (e.g., venue, travel) are payable in full.

• Rescheduling: >21 days before is free once per session. ≤21 days or further changes incur a 25% rebooking fee plus non-recoverable costs.

• Substitutions: Participant names may be substituted up to 2 business days before start, subject to prerequisites.

• Minimum numbers: If a fixed day rate or minimum cohort size applies, fees remain payable if actual attendance is lower.

B.3 - Accreditation & Attendance

For MHFA and similar accredited programs, participants must complete all required components (eLearning, attendance hours, assessments). Accreditation is issued by the relevant body and not guaranteed by us.

B.4 - Client Responsibilities

Clients will:

• Provide a suitable venue/virtual platform and meet WHS obligations.

• Ensure a psychologically safe environment and appropriate support pathways.

• Manage participant communications and registrations.

• Not record sessions without prior written consent.

B.5 - Changes & Substitutions

We may substitute facilitators of equal qualification. If we must reschedule for reasons within our control and new dates are unacceptable, you may cancel for a refund of training fees paid (excluding incurred third-party costs).

B.6 - Materials & IP

Training materials remain the property of Meantre or licensors. You may use them internally for the attending cohort only. No reproduction or external distribution without consent.

Part C - General Terms

C.1 - Intellectual Property

All intellectual property in BMS, training materials, and documentation remains our property or our licensors’. Meantre grants Clients a non-exclusive, non-transferable licence to use BMS and materials subject to these Terms. Nothing in these Terms assigns ownership rights to the Client.

You must not reverse engineer, decompile, disassemble, replicate, or otherwise attempt to derive the source code, underlying ideas or algorithms of BMS, or create derivative works from BMS. We reserve all rights to seek remedies for any breach.

C.2 - Confidentiality

Neither party may disclose the other’s confidential information without prior written consent, unless required by law. Each party will take reasonable steps to ensure its personnel do not improperly disclose the other party’s confidential information.

Notwithstanding the above, a party may disclose the non-technical terms of these Terms to its related companies, professional advisers, auditors, insurers, and accountants.

C.3 - Warranties & Liability

Services are provided “as is”. We exclude all implied warranties to the extent permitted by law.

Our maximum liability is capped at:

• Platform: fees paid in the 3 months before the claim;

• Training: fees paid for the affected session.

To the maximum extent permitted by law, we are not liable for indirect, special, incidental, punitive, exemplary, reliance or consequential damages, including loss of profits, business interruption, loss of reputation, or loss of data, even if advised of the possibility of such loss.

Nothing excludes liability for death, personal injury, fraud, wilful misconduct, or non-excludable rights under Australian Consumer Law.

We use third-party vendors and hosting partners to provide the infrastructure required to run BMS. To the maximum extent permitted by law, we are not liable for outages, faults, or other issues attributable to third-party providers.

C.4 - Indemnity

You agree to defend, indemnify and hold harmless Meantre and our officers, employees, contractors, and licensors from and against any third-party claims, losses, liabilities, damages, costs and expenses (including reasonable legal fees) arising from:

• your breach of these Terms;

• your misuse of the services; or

• your infringement of any third-party rights.

We may assume the exclusive defence and control of any matter subject to indemnity (without limiting your obligations), and you agree not to settle any matter without our prior written consent.

C.5 - Force Majeure

Neither party is liable for delay or failure due to events beyond reasonable control (e.g., illness, weather, transport disruption, power outage, internet disruption, or government action). Sessions will be rescheduled; Clients cover any incremental third-party costs.

C.6 - Termination & Suspension

We may cancel or suspend access if you breach these Terms, including non-payment. Training cancellations are governed by Part B.3.

C.7 - Governing Law

These Terms are governed by the laws of Australia. Any disputes arising in connection with these Terms will be subject to the jurisdiction of the Australian courts.

C.8 - Metadata

To the extent permitted by law, we may generate and use metadata derived from your use of BMS to operate, secure, and improve our services, in accordance with our Privacy Policy.

C.9 - Acceptable Conduct

You must not modify, adapt, or hack BMS, or use any branding, logo, or interface elements in a way that falsely implies association with Meantre. Verbal, physical, written or other abuse (including threats of abuse or retribution) of Meantre personnel may result in suspension or termination.

C.10 - No Waiver

Any failure or delay by Meantre to enforce a right under these Terms is not a waiver of that right.

C.11 - Entire Agreement

These Terms (including any Order Form/Statement of Work, Reseller Agreement, and our Privacy Policy) are the entire agreement between you and us regarding the services, and supersede all prior agreements on the same subject matter

C.12 - Severability

If any provision of these Terms is held invalid or unenforceable, the remaining provisions remain in full force and effect.

C.13 - Territorial Compliance

We make no representation that BMS content complies with the laws of any country outside Australia. You are responsible for compliance with local laws where you access the services.

C.14 - Reseller Agreements

From time to time, Meantre may appoint authorised resellers to make the services available. Where a reseller agreement applies, those terms operate in addition to these Terms. To the extent of any inconsistency, the reseller agreement will prevail as between Meantre and the reseller, but these Terms continue to govern the relationship between Meantre and the end-user client.

C.15 - Contact

Questions about these Terms may be sent to legal@bymindside.com.