General Terms and Conditions

3. How the documents fit together

3.1 The StrikePrice Documents are intended to operate together as a single arrangement for the listing, optioning and sale of a Property through the Platform.

3.2 If there is any inconsistency, the order of precedence (highest first) is: (a) the Contract, once formed; (b) the Strike Price Agreement; (c) the Vendor Terms and Conditions, the Purchaser Terms and Conditions and the Stakeholder Terms and Conditions (each as against the party who accepted it); and (d) these General Terms.

4. Role of the Platform

4.1 The Platform provides an online facility that enables a Vendor to list a Property, a Purchaser to Accept a Strike Price and exercise the Option, and the documents for the sale to be prepared and signed. Except for the limited authority expressly conferred on it in the Vendor Terms and Conditions, the Platform is not the agent of any party and does not give legal, financial, tax or investment advice.

4.2 Each party is responsible for obtaining its own legal and financial advice and for its own decisions.

5. GST

5.1 Unless otherwise stated, amounts payable under the StrikePrice Documents are exclusive of GST. If GST is payable on a taxable supply made under or in connection with a StrikePrice Document, the recipient must pay, in addition to the consideration, an amount equal to the GST, on receipt of a valid tax invoice.

5.2 The GST treatment of the sale of a Property (including any application of the margin scheme or the going-concern or other exemption) is dealt with in the Contract. The Option Premium and the Exercise Fee are payable on account of the price under the Contract and are treated for GST purposes consistently with the Contract.

6. Costs and duty

6.1 Each party bears its own costs of the StrikePrice Documents, except as expressly stated. The Purchaser is liable for any duty on the Strike Price Agreement, the Contract and the transfer of the Property. Any duty arising from an assignment of the Option or a nomination of a substitute purchaser is the Purchaser’s responsibility.

7. Notices

7.1 A notice or communication under a StrikePrice Document must be in writing and may be given through the Platform or by email to the address or account notified by the recipient through the Platform.

7.2 A notice given through the Platform or by email is taken to be received when it enters the recipient’s information system, unless that occurs after 5.00pm on a Business Day or on a day that is not a Business Day, in which case it is taken to be received at 9.00am on the next Business Day.

8. Electronic transactions and execution

8.1 Each party consents to the StrikePrice Documents being created, accepted, signed and witnessed electronically through the Platform, and to transacting by electronic communication, in accordance with the Electronic Transactions (Victoria) Act 2000 (Vic). A document executed in that way is taken to be validly executed, including where executed as a deed.

8.2 A StrikePrice Document may be executed in counterparts, and the Platform may record the date, time and identity of each person who accepts or executes a document.

9. Privacy

9.1 The Platform collects, uses and discloses personal information to operate the marketplace, prepare the Contract and the Vendor’s Statement, and facilitate a sale, in accordance with its privacy policy and the Privacy Act 1988 (Cth). Each party consents to that collection, use and disclosure.

10. Liability

10.1 To the extent permitted by law, the Platform is not liable for any loss arising from inaccurate or incomplete information provided by a party, from a deficiency in the Vendor’s Statement, from the condition of a Property, or from the conduct of any party or Panel Conveyancer.

10.2 Nothing in the StrikePrice Documents excludes, restricts or modifies any right or remedy that cannot lawfully be excluded, restricted or modified, including under the Australian Consumer Law.

11. Dispute resolution

11.1 A party must not start court proceedings about a dispute under a StrikePrice Document (except for urgent interlocutory relief) until it has given written notice of the dispute and the parties have tried in good faith to resolve it within 14 days. This clause does not apply to the enforcement of the Option, the Strike Price Agreement or the Contract.

12. General

12.1 Governing law. The StrikePrice Documents are governed by the law of Victoria, and each party submits to the non-exclusive jurisdiction of the courts of Victoria.

12.2 Variation. The Platform may vary these General Terms for future transactions by publishing updated terms. A variation does not affect a transaction in respect of which an Acceptance has occurred.

12.3 Assignment. A party must not assign its rights or obligations under a StrikePrice Document except as permitted by that document. The Platform may assign or novate its rights and obligations on notice.

12.4 Severance. A provision of a StrikePrice Document that is void, voidable or unenforceable is severed to the extent of the invalidity, without affecting the remaining provisions.

12.5 Waiver. A right is only waived in writing signed by the party giving the waiver, and a failure to exercise, or delay in exercising, a right does not waive it.

12.6 Survival. Clauses intended to survive completion or termination (including the GST, costs and duty, liability, privacy and dispute resolution clauses) continue.