Users Terms & Conditions

TERMS AND CONDITIONS OF USE

1. About the Platform

   1. Thank you for using the Snooper App Platform (the “Platform”), an online, android and iOS based platform that allows the posting of short term secret shopper checkpoints (the “Missions”), set out at www.snooper-app.com (the “Website”), between:
      1. business and corporate users of the Platform who need the Missions completed (the “Clients”); and
      2. individuals who would like to undertake the Missions and receive payment for the same (the “Shoppers”)
      3. (collectively referred to as the “Services”)
   2. The Platform is operated by Insight Quest Pty Ltd (ACN 609 592 010) t/as Snooper App (“Snooper”). Access to and use of the Platform, or any of its associated products, is provided by Snooper. Please read these terms and conditions (the “Terms”) carefully. By using, browsing and/or signing up for use of the Platform, this signifies that you have read, understood and agree to be bound by the Terms. If you do not agree with the Terms, you must cease usage of the Platform immediately.
   3. Snooper reserves the right to review and change any of the Terms by updating this page at its sole discretion. When Snooper updates the Terms, it will use reasonable endeavours to provide you with notice of same. Any changes to the Terms take immediate effect from the date of their publication. Before you continue, we recommend you keep a copy of the Terms for your records.

2. Acceptance of the Terms

   1. You accept the Terms by registering for the Services and/or accepting the Terms by clicking to accept or agree to the Terms where and if this option is made available to you by Snooper in the user interface of the Platform.

3. The Services

   1. In order to access the Services, you are required to register for an account with Snooper (the “Account”) and set up a personal profile.
   2. As part of the registration process, or as part of your continued use of the Services, you will be required to provide personal information about yourself (such as identification, contact details, likes and interests etc). You will also be requested to provide Snooper with:
      1. an email address and/or preferred username; and
      2. a password.
   3. You agree that any registration information you give to Snooper will always be accurate, correct and up to date.
   4. Once you have completed the registration process you will be a registered member (the “Member”) and agree to be bound by these Terms.
   5. You may not use the Services and may not accept the Terms if:
      1. you are not of legal age to form a binding contract with Snooper; or
      2. you are a person barred from receiving the Services under the laws of the country in which you are resident or from which you use the Services or any country in which Snooper operates.

4. Your account obligations

   1. As a Member, you agree to comply with the following:
      1. not to share your profile with any other person;
      2. use the Services only for purposes that are permitted by:
         • the Terms; and
         • any applicable law, regulation or generally accepted practices or guidelines in the relevant jurisdictions;
      3. you have sole responsibility for protecting the confidentiality of your password and/or email address. Use of your password by any other person may result in the immediate cancellation of the Services;
      4. any use of your registration information by any other person, or third parties, is strictly prohibited. You agree to immediately notify Snooper of any unauthorised use of your password or email address or any breach of security of which you have become aware;
      5. you must not expressly or impliedly impersonate another Member or use the profile or password of another Member at any time;
      6. you agree not to harass, impersonate, stalk, threaten another Member of the Platform;
      7. access and use of the Platform is limited, non-transferable and allows for the sole use of the Platform by you for the purposes of providing the Services;
      8. you will not use the Services or Platform for any illegal and/or unauthorised use which includes collecting email addresses of Members by electronic or other means for the purpose of sending unsolicited email or unauthorised framing of or linking to the Platform;
         • you agree that commercial advertisements, affiliate links, and other forms of solicitation may be removed from Member profiles without notice and may result in termination of the Services. Appropriate legal action will be taken by Snooper for any illegal or unauthorised use of the Platform; and
         • you acknowledge and agree that any automated use of the Platform or its Services is prohibite
   2. As a Shopper, you acknowledge that you will be engaged as an independent contractor and that you are solely responsible for taking this into consideration in respect to any tax or insurance obligations that you hold when engaging in the Services.
   3. As a Shopper, you agree to comply with any direction given by store staff and
      1. in the event there are terms and conditions of entry displayed in or at the entrance of the store which state that photographs or filming is not allowed, you will introduce yourself to a staff member and require permission to proceed with your mission;
      2. not take photographs nor proceed with your mission if asked not to do so.

5. Using the Services as a Shopper

   1. As a Shopper, the Platform provides you with the opportunity to:
      1. review Missions posted by Clients;
      2. sign up for Missions; and
      3. receive payment from the Client for performing the Mission (the “Mission Fee”).
   2. You acknowledge that the Missions can be cancelled or rejected by the Clients. For more information please refer to the Frequently Asked Questions available through the Website.
   3. You acknowledge that, in using the Services, you are not employed by Snooper or the Client in any capacity and, accordingly, you do not have any rights as an employee, agent or independent contractor of Snooper. You agree that when reviewing the Missions, interacting with the Client, or completing the Mission, or anytime thereafter; you will:
      1. comply with all laws and regulations which apply to the Mission. This includes, but is not limited to:
         • the Consumer Guarantees with respect to services, that being that the Mission will completed with due care and skill; any work you provide will be fit for a particular purpose; and that the Mission will be completed within a reasonable period of time if no time is set; and
         • you not misleading or deceiving the Clients regarding any facet of your experience or qualifications;
      2. comply with any licencing or permit requirements should you require a licence or permit to complete the Mission;
      3. obtain professional indemnity insurance if the Mission requires professional indemnity insurance;
      4. obtain public liability insurance if the Mission is being held at a public location where no public liability insurance is held by the occupier;
      5. comply with all applicable tax, workplace and industrial relations laws to which you may be subject;
      6. provide the Client with a copy of your professional liability or public liability insurance policy within seven (7) days upon request by Snooper or the Client;
      7. provide the Client with evidence of your permit or licence number (if required by law) within seven (7) days upon request by the Client;
   4. By Snooper offering the Services to you, you agree that:
      1. The Client will pay X% of the Mission Fee to Snooper as commission for the provision of your services to the Client (the “Commission Fee”);
      2. The remaining Y% of the Mission Fee (the “Shopper Payment”) will be held on your behalf cumulatively (the “Account Balance”) until one of the following occurs:
         1. a monthly automatic payment comes into effect (where this option is made available to you); or
         2. such time as you elect to manually transfer the Shopper Payment to your bank account using the “Cash Out” option available through the Platform,
         3. at which time the Shopper Payment will be transferred to you less any merchant banking service charges (the “Service Charge”) incurred in the course of transferring the Shopper Payment to you.
   5. Please note that if you are inactive on the Platform for more than twelve (12) months, then your Account Balance will automatically be reset to $0.00 and your account will be closed.
   6. As a Shopper, you acknowledge and agree that the Clients will be provided with an opportunity to rate the level of expertise that you have shown in completing the Mission. This rating will then appear on your profile in the Platform as an average of the ratings you have received.
   7. Snooper is not responsible for the ratings that you are given through the Platform, however, if you believe that a rating is incorrect or unreasonable, please notify Snooper through the platform so that we can assess whether the rating should be removed from your profile.

6. Engagement as an Independent Contractor

   1. You acknowledge and agree that in arranging to perform the Mission for the Client, you are not employed by the Client in any capacity and are not entitled to any rights as an employee in relation to same.
   2. You understand that, in performing the Mission for the Client you will be engaged solely as an Independent Contractor by the Client and that this may, where applicable, carry with it certain obligations including but not limited to:
      1. obtaining an Australian Business Number or Australian Company Number;
      2. maintaining your own timesheets and records of work completed;
      3. providing and using your own tools;
      4. paying your own tax and superannuation payments; and
      5. paying for any professional indemnity or public liability insurances.
   3. You warrant that in using the Services, you have taken all reasonable steps to ensure that you are able to be engaged as an Independent Contractor by the Client.

7. Obligations as an Independent Contractor

   1. Confidential Information
      1. By accepting these Terms, and arranging to perform a Mission for the Client through the Services, the Shopper acknowledges and agrees that they will not, during the course of the Mission or thereafter, except with the consent of the Client, as required by law or in the performance of their duties, use or disclose confidential information relating to the business of the Client, including but not limited client lists, trade secrets, client and supplier details, pricing structures, the Client’s financial information or results, any information with respect to the Client’s plans, strategies and forecasts and all documents created by the Shopper during the course of the Mission (the “Confidential Information”).
      2. The Confidential Information remains the sole property of the Client. The Mission shall not either during or after the Mission, without the prior consent of the Client, directly or indirectly divulge to any person or use the Confidential Information for his or her own or another’s benefit.
   2. Intellectual Property
      1. In engaging with a Client to perform the Mission, the Shopper may create or have access to Intellectual Property Rights in relation to the work performed as part of the Mission. For the avoidance of doubt, Intellectual Property Rights means all past, present and future rights in relation to copyright, trademarks, designs, patents or other proprietary rights, or any rights to registration of such rights, whether created directly or indirectly during the performance of the Mission (the “Intellectual Property Rights”).
      2. The Shopper recognises that all Intellectual Property Rights are the property of the Client and the Shopper agrees to take all such steps as practicable to ensure that the Intellectual Property Rights will vest in, and remain vested, in the Client during and after the course of the Mission with the Client.
      3. The Shopper assigns to the Client all and any Intellectual Property Rights created, written, developed or otherwise brought into existence by the Shopper during the course of the Mission or whilst using the Client’s facilities, or otherwise.
      4. The Shopper warrants that the Client’s owns the Intellectual Property created by the Shopper in the course of the Mission and hereby expressly authorises the Client to use all or any such work and the Shopper agrees that it does not have any right or interest in respect of any Intellectual Property currently being used or capable of being used in the Client’s business.
      5. The Shopper hereby indemnifies and agrees to keep indemnified the Client against all liability, losses or expenses incurred by the Client in relation to or in any way directly or indirectly connected with any breach of the Mission.
      6. The Shopper agrees to sign all documents and take all necessary steps to assign the Intellectual Property Rights to the Client when requested to do so by the Client.
   3. Moral Rights
      1. To the extent that the Shopper has Moral Rights in the Intellectual Property, the Shopper gives Moral Rights Consent. For the purposes of the Mission, “Moral Rights” means any moral rights including the rights described in Article 6 of the Berne Convention for protection of Literary and Artistic Works 1886 (as amended and revised from time to time) being “droit moral” or other analogous rights arising under any statute (including the Copyright Act 1968 (Cth) or any law of the Commonwealth of Australia), that exist or that may come to exist, anywhere in the world. A “Moral Rights Consent” means a waiver of Moral Rights to the extent permitted by law and an unconditional consent to any act or omission in relation to the Intellectual Property Rights by or on behalf of the Client, its Personnel or any licensee or subsequent owner of copyright in the Material.

8. Copyright and Intellectual Property of Snooper

   1. The Platform, the Services and all of the related products of Snooper are subject to copyright. The material on the Platform is protected by copyright under the laws of Australia and through international treaties. Unless otherwise indicated, all rights (including copyright) in the content and compilation of the Platform (including but not limited to text, graphics, logos, button icons, video images, audio clips, Platform, code, scripts, design elements and interactive features) (the “Content”) are owned or controlled for these purposes, and are reserved by Snooper or its contributors.
   2. All trademarks, service marks and trade names are owned, registered and/or licensed by Snooper, who grants to you a worldwide, non-exclusive, royalty-free, revocable license whilst you are a member to:
      1. download the Platform to a device via a web browser, the Google Play Client or the Apple App Client;
      2. use the Platform pursuant to the Terms;
      3. copy and Client the Platform and the material contained in the Platform in your device’s cache memory; and
      4. print pages from the Platform for your own personal and non-commercial use.
      5. Snooper does not grant you any other rights whatsoever in relation to the Platform or the material on the Platform. All other rights are expressly reserved by Snooper.
   3. Snooper retains all rights, title and interest in and to the Platform and all related content.  Nothing you do on or in relation to the Platform will transfer any:
      1. business name, trading name, domain name, trade mark, industrial design, patent, registered design or copyright, or
      2. a right to use or exploit a business name, trading name, domain name, trade mark or industrial design, or
      3. a thing, system or process that is the subject of a patent, registered design or copyright (or an adaptation or modification of such a thing, system or process), to you.
   4. You may not, without the prior written permission of Snooper and the permission of any other relevant rights owners: broadcast, republish, up-load to a third party, transmit, post, distribute, show or play in public, adapt or change in any way the Content or third party content for any purpose. This prohibition does not extend to materials on the Platform which are freely available for re-use or are in the public domain.
   5. If you broadcast, publish, upload, transmit, post or distribute any content on the Platform or to Snooper (“Your Content”), then you grant to them a non-exclusive, transferrable, perpetual, royalty-free, irrevocable, worldwide licence to broadcast, republish, up-load to a third party, transmit, post, distribute, show or play in public, adapt or change Your Content.

9. General Disclaimer

   1. Nothing in the Terms limits or excludes any guarantees, warranties, representations or conditions implied or imposed by law, including the Australian Consumer Law (or any liability under them) which by law may not be limited or excluded.
   2. Subject to this clause 9, and to the extent permitted by law:
      1. all terms, guarantees, warranties, representations or conditions which are not expressly stated in the Terms are excluded; and
      2. Snooper will not be liable for any special, indirect or consequential loss or damage (unless such loss or damage is reasonably foreseeable resulting from our failure to meet an applicable Consumer Guarantee), loss of profit or opportunity, or damage to goodwill arising out of or in connection with the Services or these Terms (including as a result of not being able to use the Services or the late supply of the Services), whether at common law, under contract, tort (including negligence), in equity, pursuant to statute or otherwise.
      3. Use of the Platform and the Services is at your own risk. Everything in relation to the Platform and the Services are provided to you “as is” and “as available” without warranty or condition of any kind. None of the affiliates, directors, officers, employees, agents, contributors, third party content providers or licensors of Snooper make any express or implied representation or warranty about its Content or any products or Services (including the products or services of Snooper) referred to on the Platform. This includes (but is not restricted to) loss or damage you might suffer as a result of any of the following:
         1. failure of performance, error, omission, interruption, deletion, defect, failure to correct defects, delay in operation or transmission, computer virus or other harmful component, loss of data, communication line failure, unlawful third party conduct, or theft, destruction, alteration or unauthorised access to records;
         2. the accuracy, suitability or currency of any information on the Platform, the Service, or any of its Content related products (including third party material and advertisements on the Platform);
         3. costs incurred as a result of you using the Platform, the Services or any of the products of Snooper;
         4. the Content or operation in respect to links which are provided for your convenience;
         5. any failure to complete a transaction, or any loss arising from e-commerce transacted on the Platform; or
         6. any defamatory, threatening, offensive or unlawful conduct of third parties or publication of any materials relating to or constituting such conduct.

10. Limitation of liability

    1. Snooper’s total liability arising out of or in connection with the Services or these Terms, however arising, including under contract, tort (including negligence), in equity, under statute or otherwise, will not exceed the resupply of the Services to you.
    2. You expressly understand and agree that Snooper, its affiliates, employees, agents, contributors, third party content providers and licensors shall not be liable to you for any direct, indirect, incidental, special consequential or exemplary damages which may be incurred by you, however caused and under any theory of liability. This shall include, but is not limited to, any loss of profit (whether incurred directly or indirectly), any loss of goodwill or business reputation and any other intangible loss.
    3. Snooper is not responsible or liable in any manner for any content posted on the Platform or in connection with the Services, whether posted by Snooper or by Shoppers or by any other third parties.
    4. Snooper does not control and is not responsible for the behaviours and actions of its Members, Clients, their comments, posts or information that they upload. Accordingly, Snooper is not responsible for any offensive, inappropriate, obscene or unlawful content or actions that you may encounter on the Platform or in connection with your use of the Services.

11. Termination of Contract

    1. The Terms will continue to apply until terminated by either you or by Snooper as set out below.
    2. If you want to terminate the Terms, you may do so by:
       1. notifying Snooper at any time; and
       2. closing your accounts for all of the services which you use, where Snooper has made this option available to you.
       3. Your notice should be sent, in writing, to Snooper via the ‘Contact Us’ link on our homepage.
    3. Snooper may at any time, terminate the Terms with you if:
       1. you have breached any provision of the Terms or intend to breach any provision;
       2. Snooper is required to do so by law;
       3. the partner, if any, with whom Snooper offered the Services to you has terminated its relationship with Snooper or ceased to offer the Services to you;
       4. Snooper is transitioning to no longer providing the Services to Members in the country in which you are resident or from which you use the service; or
       5. the provision of the Services to you by Snooper is, in the opinion of Snooper, no longer commercially viable.
    4. Subject to local applicable laws, Snooper reserves the right to discontinue or cancel your membership at any time and may suspend or deny, in its sole discretion, your access to all or any portion of the Platform or the Services without notice if you breach any provision of the Terms or any applicable law or if your conduct impacts Snooper’s name or reputation or violates the rights of those of another party.
    5. When the Terms come to an end, all of the legal rights, obligations and liabilities that you and Snooper have benefited from, been subject to (or which have accrued over time whilst the Terms have been in force) or which are expressed to continue indefinitely, shall be unaffected by this cessation, and the provisions of this clause shall continue to apply to such rights, obligations and liabilities indefinitely.

12. Indemnity

    1. You agree to indemnify Snooper, its affiliates, employees, agents, contributors, third party content providers and licensors from and against:
       1. all actions, suits, claims, demands, liabilities, costs, expenses, loss and damage (including legal fees on a full indemnity basis) incurred, suffered or arising out of or in connection with your Content;
       2. any direct or indirect consequences of you accessing, using or transacting on the Platform or attempts to do so; and/or
       3. any breach of the Terms.

13. Dispute Resolution

    1. Compulsory:
       1. If a dispute arises out of or relates to the Terms, either party may not commence any Tribunal or Court proceedings in relation to the dispute, unless the following clauses have been complied with (except where urgent interlocutory relief is sort).
    2. Notice:
       1. A party to the Terms claiming a dispute (“Dispute”) has arisen under the Terms, must give written notice to the other party detailing the nature of the dispute, the desired outcome and the action required to settle the Dispute.
    3. Resolution:
       1. On receipt of that notice (“Notice”) by that other party, the parties to the Terms (“Parties”) must:
          • Within seven (7) days of the Notice endeavour in good faith to resolve the Dispute expeditiously by negotiation or such other means upon which they may mutually agree;
          • If for any reason whatsoever, twenty-one (21) days after the date of the Notice, the Dispute has not been resolved, the Parties must either agree upon selection of a mediator or request that an appropriate mediator be appointed by the President of the Law Society of Victoria or his or her nominee;
          • The Parties are equally liable for the fees and reasonable expenses of a mediator and the cost of the venue of the mediation and without limiting the foregoing undertake to pay any amounts requested by the mediator as a pre-condition to the mediation commencing. The Parties must each pay their own costs associated with the mediation;
          • The mediation will be held in Melbourne, Australia.
    4. Confidential:
       1. All communications concerning negotiations made by the Parties arising out of and in connection with this dispute resolution clause are confidential and to the extent possible, must be treated as “without prejudice” negotiations for the purpose of applicable laws of evidence.
    5. Termination of Mediation:
       1. If thirty (30) days have elapsed after the start of a mediation of the Dispute and the Dispute has not been resolved, either Party may ask the mediator to terminate the mediation and the mediator must do so.

14. Venue and Jurisdiction:

    1. The Services offered by Snooper are intended to be viewed by residents of Australia. In the event of any dispute arising out of or in relation to the Platform, you agree that the exclusive venue for resolving any dispute shall be in the courts of Victoria, Australia.

15. GST

    1. Unless otherwise stated, all amounts, including out of pocket expenses, expressed and described on or in connection with these Terms, are listed in the local currency of the country in which the mission is posted. In Australia, missions are listed in Australian Dollars (AUD) and are GST exclusive. GST is only applicable to subscribers situated in Australia.

16. Governing Law

    1. These Terms are governed by the laws of Victoria, Australia.  Any dispute, controversy, proceeding or claim of whatever nature arising out of or in any way relating to the Terms and the rights created hereby shall be governed, interpreted and construed by, under and pursuant to the laws of Victoria, Australia, without reference to conflict of law principles, notwithstanding mandatory rules. The validity of this governing law clause is not contested. The Terms shall be binding to the benefit of the parties hereto and their successors and assigns.

17. Independent Legal Advice

    1. Both parties confirm and declare that the provisions of the Terms are fair and reasonable and both parties having taken the opportunity to obtain independent legal advice and declare the Terms are not against public policy on the grounds of inequality or bargaining power or general grounds of restraint of trade.

18. Severance

    1. If any part of these Terms is found to be void or unenforceable by a Court of competent jurisdiction, that part shall be severed and the rest of the Terms shall remain in force.