Terms of Use

Updated 4th November 2022

1. Overview
  1. These Terms of use (Terms and Conditions) record an agreement between the subscriber (user, you, your) and Meantre Proprietary Limited, ABN 79 628 021 401 (Meantre, we, us, ours) for the purposes of you subscribing to use the ByMindSide platform (BMS, Service).
  2. BMS is a platform to be used by organisations to allow their users to connect with peer support, seek resources to assist in the management of mood and mental health and issues affecting their work and personal lives, and allows peer supporters to report on their peer support interactions and seek resources to assist in the management of their peer support duties.
2. Acceptance of Terms and Conditions
  1. By using BMS you are accepting these Terms and Conditions and agree to be bound by them.
  2. We reserve the right to make changes to these Terms and Conditions from time to time without prior notice.
3. Disclaimer
  1. BMS provides a platform with which you can access resources, communicate with colleagues and keep track of, and report anonymously on peer support interactions, mental health and issues affecting your work and personal life.
  2. The BMS platform does not offer counselling, psychology, psychiatry or therapy. BMS is not a health practice and does not purport to offer treatment for mental health. The BMS platform is not a suitable alternative or replacement for professional mental health treatment from a licensed practitioner.
  3. Meantre does not warrant that the use of the BMS platform will result in the treatment or improvement of the mental health of any individual or group using the BMS platform. Meantre strongly advises that any individual who is suffering from mental health issues seeks professional treatment from a certified medical practitioner.
4. Use
    1. To commence use of BMS you must provide a valid email address. You will be asked to input further details, which may include but is not limited to:
      1. Your name;
      2. Your geographical location;
      3. Demographic details such as:
        1. Your age;
        2. Your gender;
        3. Your sexuality;
        4. Your ethnicity.
      4. Any other information requested.

      (Client Data).

    2. You agree to permit us to use the Client Data for the purpose of providing the functionality of BMS and any related purpose.
    3. You are responsible for maintaining the security of your login and account information (including the password).  We are not liable for any loss or damage from your failure to comply with this security obligation.
    4. You are responsible for all activities that occur on your account, and we will not be liable for any loss or damage from activities on your account.
    5. Meantre grants you a non-exclusive, non-transferable license to use BMS subject to the Terms and Conditions.
    6. You acknowledge and agree that you cannot make a request or claim any compensation with respect to any issue arising from or in connection with the functionality of BMS.
    7. You agree to use BMS for its intended purpose.  You may not use the software for any illegal or unauthorised purpose, including the transmission of malware.  You must not use the service to violate any laws in your jurisdiction, including but not limited to copyright laws.
    8. All Client Data will be stored and maintained by or on behalf of BMS in accordance with Australian law.
    9. Our use of any personal information provided within the Client Data will be in accordance with our Privacy Policy available at https://www.bymindside.com/privacy-policy/
5. User’s Rights and Obligations
  1. Be solely responsible for the accuracy, quality, integrity and legality of your data and of the means by which you acquired your data;
  2. Use all reasonable efforts to prevent unauthorised access to or use of BMS, and notify Meantre promptly of any such unauthorised access or use;
  3. Not make the Service available to anyone other than authorised Users;
  4. Not sell, resell, rent or lease the Service;
  5. Not use the Service to store or transmit infringing, libellous, or otherwise unlawful or tortious material, or to store or transmit material in violation of third-party privacy rights;
  6. Not use the Service to store or transmit malicious code;
  7. Not attempt to gain unauthorised access to the Service or related systems or networks.
6. Technical Support
  1. Meantre may provide support for the use of BMS by you such as:
    1. Ongoing technical support;
    2. Training;
  2. While using BMS you may request support regarding technical issues over email with support@bymindside.com, or your organisation’s dedicated support email alias if one exists. Technical assistance may include problem determinations and reasonable problem resolution. Meantre shall use its reasonable endeavours to provide you with a high quality and timely support, but does not guarantee that your queries or problems will be fixed or solved.
  3. 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.
7. Personal Information
  1. The BMS platform may invite individual users to enter their demographic details including but not limited to gender, sexuality, and ethnicity. Meantre does not condone any discriminatory behaviour. Any use of the BMS platform to discriminate or marginalise employees based on their demographic details will be considered a breach of these terms and conditions.
  2. The use of the BMS platform by individuals is on a voluntary and opt-in basis. For the avoidance of doubt, you are under no obligation to enter any information, whether forming part of the Client Data or otherwise, into the BMS platform.
8. Termination
We can cancel your subscription immediately if you are in breach of any of these Terms and Conditions, including but not limited to:
  1. Any dishonest, discourteous, or otherwise unprofessional behaviour by you, your employees, or members, officers, or affiliates of your business in relation to BMS; or
  2. Failure to pay any applicable fees as and when they become due and owing.
9. Intellectual Property
  1. Your use of BMS is pursuant to a non-exclusive license between you and us which is granted subject to these Terms and Conditions. Nothing in these Terms and Conditions or otherwise creates an assignment of any rights in BMS beyond the ability to use it for its intended use.
  2. Nothing in these Terms and Conditions or otherwise creates the right for you to sublicense BMS, or your BMS subscription.
  3. By accepting these Terms and Conditions you undertake not to reverse engineer, replicate, or otherwise copy BMS. We reserve all our rights to seek compensation, damages, injunctions, or any other remedy available to us at law if any attempt to do so, whether successful or unsuccessful, is made by you, your business or its members, employees, officers, affiliates, customers, or anyone else.
  4. All intellectual property and ownership rights subsisting in BMS (including the user interface and the software comprising BMS), and any other documentation, information or materials that are supplied by BMS to you, remain the exclusive property of us or our third-party licensors. For the avoidance of doubt, nothing in this agreement assigns ownership rights to you.
10. Confidentiality
  1. Neither party may, without the prior written consent of the other, disclose the other party’s Confidential Information unless it is compelled to do so by law.
  2. Each party will take all reasonable steps to ensure that its Personnel engaged for the purposes of this agreement, do not make public or disclose the other party’s confidential information.
  3. Notwithstanding any other provision of this clause, a party may disclose the terms of these Terms and Conditions (other than confidential information of a technical nature) to its related companies, solicitors, auditors, insurers and accountants.
11. Modifications to BMS
  1. We reserve the right to modify, temporarily or permanently, BMS and its other products and services with or without notice.
12. Warranties
  1. By using BMS, you represent and warrant to us that Meantre will not be liable for any direct or indirect expense, damage or injury (including indirect loss of revenue, profits, goodwill or business opportunity) howsoever caused, including arising directly or indirectly from or in connection with your use of BMS.
  2. Subject to any of the rights you may have under Australian Consumer Protection Law, Meantre excludes to the fullest extent possible all implied terms and warranties, whether statutory or otherwise, relating to BMS or any other matter under these Terms and Conditions.
13. Limitation of liability
  1. BMS is made available to you on an “as is” basis. We make no warranties, representations or conditions of any kind, express, statutory or implied as to:
    1. The operation and functionality of the software;
    2. the accuracy, usefulness, safety and IP rights of any of the software content; and/or
    3. the products and services associated with the software or its content. No advice or information, whether oral or written, that you obtain from us shall create any warranty, representation or condition not expressly stated herein.
  2. Your use of BMS is at your own discretion, and you will be solely responsible for any resulting loss or damage, including but not limited to:
    1. indirect, special, incidental, punitive, exemplary, reliance or consequential damages;
    2. loss of profits;
    3. business interruption;
    4. network interruptions;
    5. loss or damage to reputation; or
    6. loss of information or data.
  3. Some jurisdictions do not allow the exclusion of certain warranties, the limitation or exclusion of implied warranties, or limitations on how long an implied warranty may last, so the above limitations may not apply to you. If you reside in such a jurisdiction, the above limitations shall apply to you to the fullest extent permitted under applicable law.
  4. We use third party vendors and hosting partners to provide the necessary hardware, software, networking, storage and related technology required to run BMS. We disclaim all liability, to the maximum extent permitted by law, for any damages, whether direct or indirect, consequential or otherwise, caused by any crash, outage, fault, or otherwise dysfunction of our third-party vendors and hosting partners.
  5. Our maximum aggregate liability to you for any claims, damages, injuries or causes whatsoever, and regardless of the form of action (whether such liability arises due to negligence, breach of contract, misrepresentation or for any other reason), will at all times be limited to the greater of (i) the amount paid, if any, by you in connection with BMS in the 3 months prior to the action giving rise to liability or (ii) $100.
14. Indemnity
You agree to defend, indemnify and hold harmless Meantre, its members, managers, subsidiaries, affiliates, any related companies, suppliers, licensors and partners, and the officers, directors, employees, agents and representatives of each of them, including costs, liabilities and legal fees, from any claim or demand made by any third party due to or arising out of:
  1. Your access to or use of BMS;
  2. Your violation of this agreement;
  3. Any infringement by you of any intellectual property or other right of any person or entity. We reserve the right, at your expense, to assume the exclusive defence and control of any matter for which you are required to indemnify us and you agree to cooperate with our defence of these claims. You agree not to settle any matter without our prior written consent. We will use reasonable efforts to notify you of any such claim, action or proceeding upon becoming aware of it.
15. General
  1. To the extent permitted by law, we reserve the right to create, collect and / or store any metadata resulting from your use of BMS. To the extent permitted by law, we may use metadata for a variety of functions including (but not limited to) conducting investigations, helping us manage and administer BMS. To the extent permitted by law, we reserve the right to share your information (including metadata) with government agencies and authorities to the extent this is required or requested of us.
  2. You understand that we use third party vendors and hosting partners to provide the necessary hardware, software, networking, storage and related technology required to run BMS.
  3. You must not modify, adapt or hack BMS or modify another website or software so as to falsely imply that it is associated with BMS or Meantre.
  4. You agree not to reproduce, duplicate, copy, sell, resell or exploit any portion of BMS, use of BMS, or access to BMS without our prior express written permission. We claim all copyright and all other intellectual property rights over BMS and its other products and services and reserves all of our rights.
  5. Verbal, physical, written or other abuse (including threats of abuse or retribution) of any Meantre employee, member, representative, or officer will result in immediate termination of this agreement.
  6. You expressly understand, agree and warrant that we shall not be liable for any direct, indirect, incidental, special, consequential or exemplary damages, including but not limited to, damages for loss of profits, goodwill, use, data or other intangible losses (even if we have been advised of the possibility of such damages), resulting from:
    1. the use or the inability to use BMS;
    2. unauthorised access to or alteration of your transmissions or data;
    3. or any other matter relating to BMS.
  7. Any failure of Meantre to exercise or enforce any right or provision of these Terms and Conditions shall not constitute a waiver of such right or provision. The Terms and Conditions constitute the entire agreement between you and us and govern your use of BMS, superseding any prior agreements between you and us.
  8. Any part of these Terms and Conditions that is invalid, prohibited or not enforceable will not void the balance of the Terms and Conditions. All other parts will be enforced without regard to the invalid provision and continue to be valid in accordance with their terms.
  9. We make no representations or warranties that the content of BMS complies with the laws (including intellectual property laws) of any country outside Australia.
  10. Any queries about the Terms and Conditions should be sent by email to Meantre at legal@bymindside.com.
  11. This agreement is governed by the laws of Victoria, Australia, and any dispute arising out of this agreement or your use of BMS will be subject to the courts of Victoria.