In these User Services Terms (“Terms”) and in any contract to which these Terms apply, unless the context requires otherwise:

“Agreement” means these Terms and any other commercial terms or documents that form an agreement between the parties in connection with the Services.

“Customer” means the person or entity to whom Services are supplied by AXR Education or who is identified as purchaser of the Services in any document (including written communications between AXR Education and the Customer, website order form, or other commercial terms agreement), and includes the Customer’s agents and employees.

“Customer Facility” means a room, hall, gymnasium or outdoor area provided by the Customer in accordance with clause 4.1.

“Equipment” means equipment provided by AXR Education in connection with its provision of the Services. “Fees” means all AXR Education fees applicable in connection with an Agreement.

“AXR Education” means AXR Education – Everything VR Pty Ltd ABN 14 649 522 672 or its agents and employees.

“Order” means any document that sets out the particulars of the Services to be provided by AXR Education to the Customer, including but not limited to specific education programs, date(s) and location(s) for the Services, and Fees.

“Services” means AXR Education’s programs, as provided through on-site instruction and delivered to User through ‘virtual reality’ Equipment, as described in an Order. “User” means an individual that is an end-user of the Services.

These Terms govern all Orders, supplies of Services and related dealings between AXR Education and the Customer (the "parties"). These Terms supersede all previous communications between the parties and override all terms to the contrary, including any different or additional terms specified in an Order, unless agreed to in writing by AXR Education.

3.1. AXR Education will provide the Services to the Customer in accordance with these Terms and the particulars of the applicable Order.

3.2. AXR Education will make reasonable efforts to arrange delivery of the Services by the date for delivery specified in the Order ("Delivery Date"). The Customer will have no claim against AXR Education for any loss, cost or expense caused by any delay in delivering the Services.

3.3. In connection with its provision of the Services, AXR Education will provide:

3.3.1. the number of required AXR Education personnel to the Customer’s Facility during the provision of the Services as AXR Education considers are necessary; and

3.3.2. Equipment necessary to provide the Services, unless otherwise specified in the Order.

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4.1. The Customer will provide the Customer Facility for the performance of the Services, ensuring the facility complies with space and height requirements provided by AXR Education (having regard for the programs to be offered, the number of Users expected to participate, any government requirements regarding social distancing etc).

4.2. The Customer Facility must include any equipment necessary for the efficient operation of the Services, such as chairs, tables, partitions, etc., as specified by AXR Education.

4.3. The Customer will ensure that the Customer Facility is properly equipped and configured, and available to AXR Education at least prior to the start time of the Services to allow AXR Education sufficient time for setup of the Services.

4.4. The Customer acknowledges that the Services involve virtual reality experiences that may cause physical disorientation or unexpected emotional distress in some Users. In order to reduce the risk of an adverse reaction to the Services by the expected Users, the Customer will provide to AXR Education a list of Users that sets out any physical or mental conditions that may present a health or safety risk to

either those Users or other individuals providing or participating in the Services at least three (3) business day prior to the date of the Services.

4.5. The Customer will provide sufficient personnel (“supervisory personnel”) as advised by AXR Education, to supervise Users.

4.6. Supervisory personnel will not actively participate in the Services and will follow the reasonable directions of AXR Education in relation to the Services including ensuring that the conduct of Users and other individuals in the Customer Facility do not disrupt or otherwise interfere with the provision of the Services.

5.1. AXR Education may require payment of a refundable deposit as a condition of scheduling a Services Date. That deposit amount will be applied to any Fees due to AXR Education upon completion of the Services.

5.2. Quoted Fees are exclusive of GST. Fees are payable by the Customer within thirty (30) days of the date of a tax invoice issued by AXR Education or at least one week ahead of Order.

5.3. The Customer may cancel an Order or request a change to the particulars of an Order (i.e., the date of the Services, number of Users, types of programs) no later than three (3) business days prior to the date of the Services. AXR Education will respond to a change request as soon as practicable, using reasonable endeavours to accommodate the requested change(s), and inform the Customer of any applicable change to the Fees.

5.4. The Services may not be cancelled or changed by the Customer less than three (3) business days prior to the date of the Services, after which time the Customer will remain responsible for payment of the Fees in full unless provided otherwise elsewhere in these Terms.

5.5. AXR Education may, by giving the Customer notice, immediately cancel or suspend the supply of part

or all of the Services at any time without liability to the Customer:

5.5.1. in an emergency;

5.5.2. if AXR Education becomes aware of previously unknown hazards in connection with the Services or their supply or use becomes unlawful;

5.5.3. if the Customer is in breach of an Agreement; or

5.5.4. if a force majeure event occurs as set out in clause 7.3.

5.6. If the Customer has paid a deposit for Services that are wholly cancelled by AXR Education in accordance with clause 5.5, that deposit will be refunded to the Customer in full within thirty (30) days of the cancellation date.

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6.1. AXR Education’s liability for any liability, loss, damage or cost incurred by the Customer in connection with an Agreement will be limited to an amount equal to the Fees paid to AXR Education under the Agreement.

6.2. To the fullest extent permitted by law, all terms which might be implied by statute are excluded and AXR Education’s liability for any liability, loss, damage or cost incurred by the Customer in connection with the Services, whether pursuant to contract, tort, statute law or otherwise, is limited to the resupply of those Services.

6.3. Where the Customer is a consumer within the meaning of the Australian Consumer Law ("ACL") the

ACL provides certain guarantees in relation to the Services that cannot be excluded. Where the Services are not of a kind ordinarily acquired for personal, domestic or household use or consumption,

AXR Education's liability for breach of any condition, guarantee or warranty implied by the ACL is to the extent permitted by the ACL, limited to the resupply of those Services or payment of the cost of having those Services resupplied.

6.4. The Customer indemnifies AXR Education for any claims, losses, damages, injuries or costs (all, “liabilities”) incurred by AXR Education as a result of the Customer failing to notify AXR Education of physical or mental conditions of Users in accordance with clause 4.3. The amount payable under the foregoing indemnity is reduced to the extent the liabilities are caused by AXR Education.

7.1. If any of these Terms is invalid it will be read down to the extent necessary to make it valid or, if that is not possible, severed from these Terms without affecting any other Term.

7.2. AXR Education retains all intellectual property rights in the Services ("IPR") and nothing in an accompanying Agreement or in the course of providing the Services gives the Customer any right or claim to the IPR.

7.3. If performance of any of AXR Education's obligations is prevented, restricted or delayed by reason of any civil disruption, pandemic, industrial dispute, equipment breakdown, government regulations, transport interruption, or any other cause beyond AXR Education's reasonable control (“cause”), AXR Education will give prompt notice to the Customer. If AXR Education is unable to provide the Services because of the cause, it may terminate the Agreement or postpone the date of delivery of the Services. The Customer may terminate the Agreement without liability if the event causes a delay exceeding thirty (30) days from the date of the Services. The Customer will have no claim for breach of contract or otherwise against AXR Education for any loss.

7.4. These Terms and any Agreements to which these Terms apply are governed by and construed in accordance with the laws of the State of South Australia.