MASTER CLIENT TERMS

Rev-Raise Group Pty Ltd | ABN 45 691 400 594 | Version 3.0 | 8 September 2026

These Terms govern every engagement with Rev-Raise. They are not the terms for using this website. If you are only browsing the site, using a free tool, or enrolled in a free course or community, the Website Terms of Use at rev-raise.com/terms-website apply to you instead.

Depending on your Engagement, one or more of the following Schedules also applies and forms part of these Terms:

Schedule A: Subscription Terms: rev-raise.com/terms-subscriptions
Schedule B: Onboarding and Build Terms: rev-raise.com/terms-builds
Schedule C: Training and Events Terms: rev-raise.com/terms-training
Schedule D: Intellectual Property and Licensing: rev-raise.com/terms-ip
Schedule E: Multi-Site and Network Licence: rev-raise.com/terms-licence
Schedule F: Baseline, Measurement and Guarantee: rev-raise.com/terms-guarantee
Schedule G: Implementation: rev-raise.com/terms-implementation
Schedule H: Enablement Services: rev-raise.com/terms-enablement
Schedule I: Facilitator Accreditation Standard: rev-raise.com/terms-accreditation
Schedule J: Data Processing: rev-raise.com/terms-data

If a Schedule conflicts with these Terms, the Schedule wins for the subject it covers. If your signed Service Agreement conflicts with either, the Service Agreement wins.

1. DEFINITIONS

Authorised Representative means the person you name in writing as having authority to approve Deployed Content and give instructions on your behalf.

Business Day means a day that is not a Saturday, Sunday or public holiday in Brisbane, Queensland.

Client Playbook means the sales playbook, scripts, journey maps and written messages we build specifically for your business under a Rebuild or a Specification.

Confidential Materials means the materials listed in Schedule D clause 9.

Deployed Content means any content, message, campaign, page, sequence, script or communication that goes live through Systems we build or manage for you.

Engagement means any services provided by Rev-Raise under a Proposal or Service Agreement. An Engagement may contain more than one Service Line.

Service Line means one of the following, each of which is a separate product with its own terms, its own licence and its own end date:

(a) the Method Line: sales methodology training, consulting, playbook development, licensing of The Deliberate Sale, and anything delivered under Schedule C, E, G, H or I; (b) the Systems Line: builds, configuration, automation, hosting and operation of Systems, and anything delivered under Schedule A or Schedule B. Schedule J applies to both Service Lines wherever we hold personal information for you.

Where an Engagement covers both Service Lines, they are separate for the purposes of term, termination and licensing, even where they are quoted, invoiced or paid as one amount. Clause 20.5 governs what happens when one ends and the other continues.

Go-Live means written confirmation that a build is delivered and operating, or deemed confirmation under Schedule B.

Licensed Materials means anything we provide to you under a licence in Schedule D.

Location or Site means a single business venue or sub-account operated under your Engagement.

The Method means The Deliberate Sale, being the sales methodology developed and owned by Rev-Raise, including its structure, sequence, internal mechanics and supporting materials.

Proposal means the written proposal, quote or Service Agreement confirmed by you in writing.

Register means the Engagement Register described in clause 8.

Systems means the infrastructure, workflows, automations and configurations we build and operate for you.

Training Deliverable means a deliverable expressly designated as such in your Proposal.

2. WHO THESE TERMS BIND, AND WHEN

2.1 These Terms bind you when you engage Rev-Raise. Acceptance occurs on the earliest of:

(a) written or electronic confirmation of a Proposal; (b) signing a Service Agreement; (c) ticking an acceptance box at checkout; or (d) payment of any invoice, deposit or fee for an Engagement.

2.2 Payment is acceptance, whether or not any other acceptance step has occurred.

2.3 Browsing rev-raise.com does not make you a client and does not bind you to these Terms. The Website Terms of Use cover that.

2.4 Services are for people aged 18 or over with legal capacity. If you engage us for a business, you confirm you have authority to bind that business.

2.5 Business contracts and the unsolicited agreement rules

(a) Part 3-2 Division 2 of the Australian Consumer Law regulates unsolicited consumer agreements and gives a 10 business day cooling-off period.

(b) Regulation 81(1)(a) of the Competition and Consumer Regulations 2010, made under section 69(4) of the Australian Consumer Law, provides that a "business contract" is not an unsolicited consumer agreement. Regulation 81(2) defines a business contract as "an agreement for the supply of goods or services not of a kind ordinarily acquired for personal, domestic or household use or consumption."

(c) Our sales methodology training, sales consulting, sales process design, playbook development, system configuration, automation, build and subscription services are not of a kind ordinarily acquired for personal, domestic or household use or consumption. They are acquired by businesses to improve how those businesses sell. Agreements for those services are business contracts and Part 3-2 Division 2 does not apply to them.

(d) Accordingly, for those services there is no cooling-off period, and payment and delivery are as set out in your Proposal.

2.6 Where the rules do apply

(a) Clause 2.5 does not cover everything we sell. Where an individual buys a ticket to a public event, or a self-paced recorded course, for their own use, we do not assert that the agreement is a business contract.

(b) For those purchases the unsolicited agreement rules can apply, but only where all of the following are true: we approached you; the negotiations happened either in person at a place that is not our premises, or by telephone; you did not invite that approach for the purpose of negotiating that supply; and the price is over $100.

(c) Purchasing through the website checkout, by email, or at our premises does not ordinarily create a cooling-off period, because none of those is a covered method of negotiation. Any statutory cooling-off right that applies because of the circumstances in which the agreement was negotiated, for example an uninvited telephone negotiation that ended in a checkout payment, remains unaffected.

(d) Where clause 2.6 does apply, you have 10 business days to cancel, starting the first business day after you receive the signed agreement, or after we give you the agreement document where the agreement was negotiated by telephone. You may cancel orally or in writing, in any form, for any reason or none, and you owe us nothing. We will not supply the services and will not accept or require any payment during that period. We will tell you at the time that clause 2.6 applies and give you a cancellation notice.

(e) Nothing in these Terms reduces any right you have under Part 3-2 Division 2 of the Australian Consumer Law.

3. OUR SERVICES

3.1 Rev-Raise installs a sales method called The Deliberate Sale. It has three installation targets: your people, your existing systems, or our platform.

3.2 Depending on your Proposal this may include sales methodology training and consulting, sales process design, CRM and platform configuration, sales automation, AI-assisted systems, lead management infrastructure, and ongoing operation and optimisation.

3.3 We may use employees and subcontractors. We remain responsible for the work.

3.4 We do not provide legal, financial, tax, medical or investment advice. Nothing we deliver is advice of that kind.

4. ENGAGEMENT AND SCOPE

4.1 All services are delivered under a written Proposal or Service Agreement. Nothing on our website is a formal offer.

4.2 Work commences after written confirmation and receipt of payment as specified in the Proposal.

4.3 Your scope is the itemised list of deliverables in your Proposal. Anything not listed is not included.

4.4 Your Proposal states which Service Line each deliverable belongs to. Where it does not, a deliverable delivered under Schedule C or Schedule E belongs to the Method Line, and a deliverable delivered under Schedule A or Schedule B belongs to the Systems Line.

4.5 You may buy one Service Line or both. Buying both does not merge them. They may be quoted and invoiced as a single amount, and they remain separate agreements for the purposes of term, termination and licensing.

5. FEES, GST AND PAYMENT

5.1 All fees are in Australian dollars and are exclusive of GST unless expressly stated otherwise. GST is payable in addition at the applicable rate and shown separately on every invoice.

5.2 Fees are payable in full on acceptance of your Proposal unless your Proposal states otherwise. Where clause 2.6 applies to a purchase, no payment is taken and no work starts until the cooling-off period ends.

5.3 Payment is by direct bank transfer or secure card payment through Stripe. We do not store card details. Stripe is a PCI-DSS Level 1 certified processor.

5.4 Fees for delivered work are non-refundable, except as set out in Schedule A or Schedule B, and except where refund is required by law. Refund positions for specific products are in the relevant Schedule.

5.5 Late payments may attract interest at 1% per month, or the maximum permitted by law if lower, plus reasonable recovery costs, unless your Service Agreement says otherwise.

5.6 Fees accrue regardless of whether you use the Systems and services provided.

5.7 We may pause or end services where payment obligations are not met, under clause 17.

6. INVOICE QUERIES AND CHARGEBACKS

6.1 If you believe an invoice is incorrect, tell us in writing within 14 days of the invoice date. We will investigate and respond within 10 Business Days.

6.2 Raising a query after 14 days does not prevent you from raising it. It may mean the matter takes longer to resolve. Our internal invoice and payment query process is available for 90 days after a charge. Nothing in this clause limits your rights under the Australian Consumer Law or the rules of your card issuer.

6.3 If you dispute a charge, please raise it with us before contacting your card issuer. We will always try to resolve it directly. Where a chargeback is raised without any prior contact and is later found to be without basis, you are liable for the disputed amount, the chargeback fee and reasonable recovery costs.

6.4 Nothing in this clause affects your rights under the Australian Consumer Law, or your card scheme's rules.

7. WHAT WE NEED FROM YOU

7.1 You agree to:

(a) give us accurate and timely information; (b) respond to approval and access requests within a reasonable time, and within the timeframes in Schedule B where a build is running; (c) make sure content and assets you give us do not infringe anyone's rights; (d) comply with applicable laws in your use of the Systems; (e) not use the Systems for spam, deception or unlawful activity; (f) keep your access credentials secure and tell us promptly if they are compromised; and (g) name an Authorised Representative under clause 9 and keep that nomination current.

8. THE ENGAGEMENT REGISTER

8.1 Each Engagement maintains a Register itemising deliverables and their values as they are completed, with the date each item was delivered.

8.2 The Register is available to you on request and is the record of work performed.

8.3 The Register determines what has been earned. Where a refund or a mid-build cancellation is calculated under Schedule B, it is calculated against the Register.

8.4 Approvals given under clause 9 are recorded in the Register.

9. CONTENT APPROVAL AND YOUR AUTHORISED REPRESENTATIVE

This clause matters. Read it properly. It decides who is responsible for what goes out under your name.

9.1 Your Authorised Representative

(a) At onboarding you must name, in writing, at least one Authorised Representative with authority to approve Deployed Content on behalf of your business.

(b) You may change or add an Authorised Representative at any time by written notice. The change takes effect when we acknowledge it.

(c) We are entitled to rely on any approval or instruction given by an Authorised Representative as an approval or instruction from your business, and to rely on it until you tell us in writing that the person no longer holds that authority.

(d) If you do not name an Authorised Representative, the person who signed or accepted the Proposal is the Authorised Representative.

9.2 Nothing goes live without written approval

(a) All Deployed Content must be approved in writing by your Authorised Representative before it goes live. This includes email and SMS sequences, pages, funnels, forms, ad copy, chatbot and AI agent scripts, offers, pricing displayed to your customers, social content, and any automated message that will reach a person.

(b) Approval by email, or through an approval function in the platform, is written approval.

(d) Once approved, content may be deployed and re-deployed within the same Systems and for the same purpose without further approval, until you tell us to change or stop it.

(e) We record approvals in the Register.

9.3 What you are responsible for

You are responsible for the business facts, product claims, pricing, consents, industry-specific compliance and final approval of all Deployed Content, and for every material you supply. You warrant that, for everything you approve or supply:

(a) it is accurate and not misleading or deceptive, and you hold reasonable grounds and evidence for every claim of fact, performance, result, price, saving or comparison in it, held at the time the content goes live and kept for at least 2 years, so that it can be produced within 21 days if a substantiation notice is issued under section 219 of the Australian Consumer Law;

(b) it complies with the Australian Consumer Law, including the prohibitions on misleading or deceptive conduct, false or misleading representations, and unsubstantiated claims;

(c) it complies with the Spam Act 2003 (Cth), including that you hold valid express or inferred consent for every recipient, that you keep records of that consent, that the sender is accurately identified, and that unsubscribe requests are honoured within five Business Days;

(d) every contact list you provide or direct us to use was lawfully collected, and contains no purchased, rented, scraped or harvested addresses or numbers;

(d1) where a list is to be used for telemarketing, it has been checked against the Do Not Call Register within the 30 days ending on the day of each call, and re-checked at least every 30 days, noting that a mobile used mainly for private purposes can lawfully be registered even where it appears on a business listing;

(e) it complies with the Privacy Act 1988 (Cth) and the Australian Privacy Principles in relation to your customers' personal information;

(f) it complies with every code, standard, licence and regulation that applies to your industry, including where relevant the Therapeutic Goods Advertising Code, health and cosmetic advertising rules, credit and finance rules, and the AANA advertising codes;

(g) it does not infringe anyone's intellectual property, moral rights or confidentiality; and

(h) it does not contain a testimonial, review, endorsement or case study that is not genuine, or that you do not hold written consent to use. Under section 29(2) of the Australian Consumer Law a testimonial is presumed to be misleading unless evidence to the contrary is produced, so you must hold the supporting evidence and the consent before the content goes live, not after a complaint.

9.4 What we do, and what we do not do

(a) We build and operate infrastructure as directed. We do not make editorial, brand, claim or compliance decisions for you unless expressly instructed in writing and paid to do so.

(b) We are not your compliance adviser. We do not verify the truth of claims you make about your business, your products or your results.

(c) We may refuse to build, deploy or suspend affected content where we reasonably believe it creates a serious risk of illegality, material deception, harm to a person, security compromise or material reputational damage. Where practicable we will give written reasons and 5 Business Days to respond before acting. We may act immediately where delay would materially increase the risk. Doing so is not a breach of these Terms by us, and we keep operating everything else.

(d) We may suspend sending where we ask for evidence of consent for a contact list and it is not provided within a reasonable time.

(e) Where we suggest wording, that suggestion is a draft for your consideration. It does not transfer responsibility for the claim to us. Approval under clause 9.2 is what puts it live.

(f) What we remain responsible for: deploying what you approved and not altering approved content without your permission; our own representations; our own negligence; and our own compliance with the law that applies to us.

9.5 Liability and indemnity for Deployed Content

(a) We accept no liability for any claim, penalty, loss or damage arising from Deployed Content that you approved, supplied, or directed, or that you failed to review.

(b) You indemnify us under clause 15 for those claims.

(b1) This allocation does not apply to the extent a claim or loss was caused by us departing from the approved content, making our own representation, acting negligently, breaching these Terms or contravening applicable law.

(c) We cannot contract out of our own obligations to a regulator. Where a law makes us responsible to a regulator for something regardless of what this clause says, this clause allocates the loss between us. It does not change the position with the regulator.

10. AI AND AUTOMATED PROCESSING

10.1 We use artificial intelligence and automated tools to deliver services. These may process contact information, conversation records, business data and content that you provide or that your Systems generate.

10.2 What we commit to:

(a) We do not sell your data or your customers' data. (b) We do not permit your data or your customers' data to be used to train, fine-tune or improve any third-party AI model, and we configure our tools to that setting where the tool offers it. (c) Where a tool does not allow us to switch off model training, we will not put your customers' personal information through that tool without telling you first and getting your written agreement. (d) We will provide, on request, a current list of the categories of AI and automation tools used in your Engagement and the countries in which they process data. (e) On termination, your data is handled under Schedule B clause 12.

10.3 What you are responsible for: you must not provide, and must not configure Systems to collect, personal information about your customers for use in AI tools unless you hold the consents and have given the notices required under the Privacy Act 1988 (Cth) and any other applicable law.

10.4 Where Systems we build make, or materially contribute to, automated decisions about individuals, we will tell you what those decisions are so that you can meet your own transparency obligations. Our own position is set out in our Privacy Policy.

10.5 AI outputs can be wrong. Content generated with AI assistance is Deployed Content and goes through clause 9 like everything else.

11. RESULTS AND GUARANTEES

11.1 Unless expressly stated in a written Service Agreement, we do not guarantee specific revenue results, lead volumes, conversion rates or business outcomes.

11.2 Where a performance guarantee is given, it is given in writing and it is governed by Schedule F, which sets out how the baseline is established, how movement is measured, how a claim is made and what the remedy is. A commercial performance guarantee that is not documented under Schedule F is not a guarantee.

11.2A Product-specific satisfaction or refund promises are different. They are set out in Schedule C (for example the Workshop satisfaction promise in Schedule C clause 5A and the Recorded Course refund) and in the Refunds page. They are not performance guarantees and Schedule F does not govern them.

11.3 Business performance depends on many factors outside our control, including adoption by your team, staffing, market conditions, pricing and execution. Individual results vary.

12. MEASUREMENT AND USE OF RESULTS

12.1 Where your Engagement includes a baseline under Schedule F, the baseline is agreed from your own reporting before delivery starts, and movement is measured against it monthly.

12.2 You grant us the right to use and publish the results of your Engagement in de-identified form, meaning without your business name, trading names, logos, locations, club or store count, or any image taken on your premises.

12.3 Naming you, or publishing anything that identifies you, requires your separate written consent. You may give or withhold that consent as you choose.

12.4 We will not publish your pricing, your customer data, or your Client Playbook in any form, with or without consent.

12.5 This clause survives termination.

13. THIRD-PARTY PLATFORMS

13.1 Our services are delivered using third-party platforms, infrastructure and tools that we do not control. We are not liable for the availability, performance, changes, feature removals or pricing changes of any third-party platform, and platform updates may change how a System previously operated.

13.2 Where a platform change materially affects your Systems, we will use reasonable efforts to adapt them or substitute equivalent capability at no additional charge.

13.3 If a platform we rely on ceases to be available to us, we will tell you as soon as we know, and we will work with you in good faith on a migration plan. Where we cannot provide substantially equivalent capability within 60 days, either party may terminate the affected subscription on 30 days notice and clause 5.4 does not prevent a refund of fees paid in advance for services not delivered.

13.4 Accounts held in your own name with third parties, including advertising, payment, storefront, telephone and domain providers, are your responsibility. That includes their standing, compliance, fees and any suspension or restriction the provider imposes.

14. YOUR DATA, AND YOUR CUSTOMERS

14.1 You own your business data, contact lists and customer records at all times.

14.2 You grant us a licence to host, process and use that data as necessary to deliver the services.

14.3 You are responsible for keeping your own copies of source data you supply to us.

14.4 You are solely responsible for all transactions between you and your customers conducted through your Systems, including their payments, refunds, chargebacks and disputes. We are not a party to those transactions and have no obligation to become involved in disputes between you and your customers.

14.5 Security incidents. If we become aware of unauthorised access to, or disclosure of, personal information held in Systems we operate for you, we will notify you without undue delay and in any case within 72 hours of becoming aware, with the information you reasonably need to assess your own obligations under the Notifiable Data Breaches scheme, and we will cooperate with your assessment.

14.6 Our handling of personal information is governed by our Privacy Policy at rev-raise.com/privacy, which forms part of these Terms. Where we hold personal information in Systems we operate for you, Schedule J governs it.

15. INDEMNITY

15.1 You indemnify us and our officers, employees and contractors against claims, losses, penalties and costs, including reasonable legal costs, to the extent caused by:

(a) Deployed Content you approved, supplied, directed or failed to review; (b) your breach of these Terms or of any law; (c) inaccurate or incomplete information you provided; (d) any claim by one of your customers arising from a transaction between you and them; or (e) your breach of your licensing or off-boarding obligations under Schedule B or Schedule D.

15.1A This indemnity does not apply to the extent the claim or loss was caused by our departure from approved content, our own representation, our negligence, our breach of these Terms or our contravention of applicable law.

15.2 We indemnify you against claims that Licensed Materials or Systems we built, used as permitted by these Terms, infringe a third party's intellectual property rights in Australia. This indemnity does not apply to content you supplied, to modifications you made, or to use outside the licence granted.

15.3 A party claiming under an indemnity must notify the other promptly, allow the other to conduct or participate in the defence, not settle a claim without the other's consent (not to be unreasonably withheld), and take reasonable steps to mitigate.

16. LIABILITY

16.1 Australian Consumer Law first. Certain guarantees under the Australian Consumer Law cannot be excluded. Nothing in these Terms excludes, restricts or modifies any right or remedy you have that cannot lawfully be excluded, restricted or modified.

16.2 Where section 64A of the Australian Consumer Law allows a limitation, and the services are not of a kind ordinarily acquired for personal, domestic or household use or consumption, our liability for failure to comply with a statutory consumer guarantee is limited, at our option, to supplying the services again, or paying the cost of having the services supplied again. We will only rely on this limitation where it is fair and reasonable to do so.

16.2A Clause 16.2 does not apply, and we do not rely on it, in relation to:

(a) a Public Room seat or other ticketed event bought by an individual; or (b) a Recorded Course or other self-paced digital product bought by an individual.

Those products are sold to people rather than to businesses, and we take the view that the limitation should not be asserted against them. Your full rights under the Australian Consumer Law apply to those purchases without qualification.

16.3 Cap. Subject to clauses 16.1, 16.2 and 16.5, the total aggregate liability of each party to the other under or in connection with an Engagement is limited to the greater of:

(a) the fees paid and payable under that Engagement in the 12 months before the claim arose; and (b) $20,000.

16.4 Neither party is liable to the other for indirect, consequential, incidental or special loss, or for loss of profits, revenue, goodwill or anticipated savings, however arising. This exclusion does not apply to the reasonable direct cost of restoring data lost or corrupted by that party's breach, negligence or security failure. The cap in clause 16.3 still applies to that cost.

16.5 The cap in clause 16.3 does not apply to:

(a) a party's indemnity obligations under clause 15, to the extent the claim arises from that party's wilful misconduct, fraud, knowing contravention of the Privacy Act 1988 (Cth) or the Spam Act 2003 (Cth), deliberate misuse of intellectual property, or deliberate breach of confidentiality; otherwise the cap applies to indemnities; (b) deliberate breach of confidentiality under clause 18; (c) deliberate breach of Schedule D by you; or (d) your obligation to pay fees.

16.5A Nothing in this clause 16 excludes or limits liability for fraud, wilful misconduct, death or personal injury caused by negligence, or any liability that cannot lawfully be excluded or limited.

16.6 This clause is mutual. It applies to us and to you on the same terms.

17. SUSPENSION

17.1 We may suspend Systems or services we manage where there is non-payment, a material breach of these Terms that we have reasonable grounds to believe has occurred, or a serious risk to the security or lawful operation of Systems we operate.

17.2 We will give you 5 Business Days written notice, with reasons, before suspending for non-payment or breach, and an opportunity to respond or remedy within that period. Where the risk is to security or lawfulness and delay would materially increase it, we may suspend immediately and tell you why the same day.

17.3 Fees continue to accrue during a suspension caused by your breach.

18. CONFIDENTIALITY

18.1 Each party will keep the other's confidential business information private and use it only for the Engagement.

18.2 Our confidential information includes the Confidential Materials listed in Schedule D clause 9.

18.3 Confidentiality does not apply to information that is public through no fault of the receiving party, was already lawfully known, is independently developed, or must be disclosed by law.

18.4 This clause survives termination.

19. NON-SOLICITATION

19.1 During your Engagement and for 12 months after it ends, neither party will directly solicit for employment or engagement any employee or contractor of the other who was materially involved in the Engagement, without the other party's written consent.

19.2 General public advertising is not solicitation, and this clause does not prevent either party from employing someone who responds to it.

20. TERMINATION

20.1 Either party may end an ongoing Engagement by written notice to [email protected] in accordance with the notice period in the applicable Schedule.

20.2 Either party may terminate immediately by written notice if the other:

(a) commits a material breach and does not remedy it within 14 days of written notice; or (b) becomes insolvent, has an administrator or liquidator appointed, or ceases to carry on business.

20.3 On termination:

(a) outstanding invoices for work delivered become immediately due; (b) off-boarding proceeds under the Schedules applicable to the Service Line ending, including Schedule B where Systems are ending and Schedule D for Licensed Materials; and (c) licences and materials are dealt with under Schedule D.

20.4 Clauses 8, 12, 14, 15, 16, 18, 19, 21 and 22, and Schedule D in full, survive termination.

20.5 Ending one Service Line and keeping the other

The parties intend each Service Line to operate as a separate agreement, and the following provisions are agreed to give effect to that intention rather than merely to describe it:

(i) Separate consideration. Your Proposal states the fee attributable to each Service Line. The consideration for each is separately identified and separately payable, and neither is consideration for the other.

(ii) No conditionality. Neither Service Line is conditional on the other. Performance of one is not consideration for, a condition precedent to, or dependent on, performance of the other.

(iii) No cross-default. A breach of, or a right to terminate, one Service Line is not a breach of, and does not give a right to terminate, the other. Suspension of one under clause 17 does not suspend the other.

(iv) Separate accrual and payment. Fees for each Service Line accrue and are payable independently, whether or not they are invoiced together.

(v) Severable obligations. The obligations under each Service Line are severable, and each Service Line is capable of operating on its own and would have been entered into on its own.

(vi) Construction. If a question arises about whether the Service Lines are one agreement or two, this clause records that the parties intend and agree they are two, and each is to be construed accordingly.

This clause matters where you have bought both. Read it before you sign, not when you are leaving.

(a) You may end one Service Line without ending the other. Ending the Systems Line does not end the Method Line, and ending the Method Line does not end the Systems Line.

(b) Each Service Line ends on its own notice period, under its own Schedule.

(c) Ending the Systems Line does not affect any licence granted under the Method Line. If you stop using our platform and our systems, you keep your Client Playbook, your training materials and everything else licensed to you under Class 2 or Class 3 of Schedule D, permanently. Your people keep the method they were trained in. Nothing about stopping the software takes the sales method away from your salespeople.

(d) Ending the Method Line does not affect the operation of your Systems. Your Systems keep running under Schedule A for as long as that subscription continues.

(e) Where one Service Line ends, we will tell you in writing, within 10 Business Days, exactly what ends, what continues, and what the ongoing fee will be. Where a single blended fee was being charged, we will set out how it is reduced.

(f) Where a single blended fee applied and only one Service Line ends, the continuing fee is reduced by the value attributed to the ending Service Line in your Proposal. Your Proposal must state that attribution. If it does not, the reduction is calculated on the published list price of the ending Service Line at the date of your Proposal.

(g) Where the Service Lines were priced as a bundle at a discount, the discount is recalculated on what remains, and we will show you the calculation.

21. CONTINUITY

21.1 Rev-Raise is a small business and delivery depends on named people. Where a Service Agreement has a minimum term of 12 months or more, we will maintain a delivery continuity plan and, on request, tell you what it is.

21.2 If we are unable to deliver for more than 30 consecutive days for any reason, you may suspend fees for the affected services for the period we are unable to deliver, or terminate the affected services on 30 days notice, and clause 5.4 does not prevent a refund of fees paid in advance for services not delivered.

22. GENERAL

22.1 Assignment. You may not assign these Terms without our written consent, not to be unreasonably withheld. We may assign to a successor entity. Where you undergo a change of control, tell us in writing within 14 days, and Schedule D clause 12 applies.

22.2 Entire agreement. These Terms, the applicable Schedules and your Service Agreement are the entire agreement between us and supersede prior communications.

22.3 Waiver. Failure to enforce a provision is not a waiver of it.

22.4 Severance. If a provision is invalid or unenforceable it is severed and the rest continues.

22.5 Notices. Formal notices are validly given by email to [email protected] and to the email address on your Proposal, and are taken as received on the next Business Day.

22.6 Governing law. These Terms are governed by the laws of Queensland, Australia.

22.7 Disputes. Disputes go first to good faith negotiation within 15 Business Days of written notice, then to mediation, before any court proceedings in Queensland. Nothing in this clause prevents either party from seeking urgent injunctive relief, including for a breach or threatened breach of Schedule D.

22.8 Insurance. We maintain public liability and professional indemnity insurance appropriate to the services we provide, and will provide a certificate of currency on request.

23. CREDITS

23.1 Where a Proposal or published offer says a fee is credited against another product, the credit applies as follows unless stated otherwise:

(a) Diagnostic Call: credited in full against a Workshop booked within 30 days of the call. (b) Recorded Course: credited in full against a Public Room seat booked within 12 months of purchase. (c) The Audit: credited in full against any build commenced within 60 days.

23.2 Credits hold no cash value, are not transferable, are not refundable, and expire on the stated date.

24. CHANGES TO THESE TERMS

24.1 We may update these Terms and the Schedules from time to time, and will give at least 30 days notice of material changes to current clients.

24.2 For clients under a current Proposal or Service Agreement, the version in force at your acceptance date governs that Engagement. Updates apply from your next renewal or new engagement.

24.3 If a mid-engagement change would materially disadvantage you, you may elect in writing not to adopt that change for the remainder of your Engagement.

24.4 Each Schedule carries its own last updated date. Current versions are always published at the addresses listed at the top of this page.

25. CONTACT

Rev-Raise Group Pty Ltd ABN 45 691 400 594 Brisbane, QLD, Australia [email protected]