Terms & Conditions
PRO.CONNECT Membership Program 2024 ("Conditions of Entry")

ACCEPTANCE

PRO.CONNECT is a salon membership program for L’Oréal Professionnel, Redken 5^th Avenue NYC and Matrix (“Program”), managed and conducted by, L’Oréal for the benefit of its customers (“Customer” or “you”). You opt into the Program upon signing up for membership with your Business Consultant (“Commencement Date”).

By opting into the Program, you agree to these Terms and our Privacy Policy. Please read these Terms and our Privacy Policy carefully before you participate in the Program. If you do not agree to be bound by these Terms or our Privacy Policy, please do not participate in the Program.

ELIGIBILITY

Participation in the Program is open to Customers who on the Commencement Date (in relation to L’Oréal Professionnel or Redken products):

• stock at least one L’Oréal Professionnel or Redken permanent colour range product;
• stock at least one L’Oréal Professionnel or Redken semi-permanent colour range product;
• stock at least one L’Oréal Professionnel or Redken lightening or oxidant range product;
• stock at least one L’Oréal Professionnel or Redken pre or post colour service product (Acidic Bonding Concentrate or Metal Detox);
• stock at least 1 PPD retail brand product of L’Oréal; and
• in the immediately preceding 12-month period, have an annual spend for L’Oréal Professionnel, Redken of $10,000 or more.

Participation in the Program is open to Customers who on the Commencement Date (in relation to Matrix products):

• stock Matrix So Color, So Color Sync and Light Master; and
• in the immediately preceding 12-month period, have an annual spend Matrix products of $10,000 or more.

(collectively the “Eligibility Criteria”).

By opting into the Program, you warrant, represent and agree that you fulfill the Eligibility Criteria.

MEMBERSHIP

If you fulfill the Eligibility Criteria and opt into the Program, one person within your salon (being the person whose name appears in the account details) will be eligible to participate in the Program.

Membership in the Program is non-transferable and is subject to present and future terms and conditions.

We may, in our absolute discretion, agree to create an account for you to access details of your membership activity on the website communicated by us to you (“Website”). It is your responsibility to keep your account details confidential and you are liable for all activity on your account.

If your annual spend for L’Oréal Professional / Redken products is:

• between $10,000 - $20,000, you will have level one membership (Rouge/Red);
• between $20,000 - $40,000, you will have level two membership (Blanc/White); or
• more than $40,000, you will have level three membership (Bleu/Blue).

If your annual spend for Matrix is:

• between $10,000 - $20,000, you will have level one membership (Rouge/Red); or
• more than $20,000, you will have level three membership (Bleu/Blue).

(each a “Membership Level”).

You agree that your access to Benefits (see definition below) under the Program will depend on your Membership Level.

MEMBERSHIP FEE

In consideration of your membership in the Program, you agree to pay us the annual membership fee set out on the Website (“Membership Fee”) and any other amount payable to us under this Agreement.

The Membership Fee is non-refundable unless prohibited by law.

If any payment has not been made in accordance with these Terms, we may, at our absolute discretion and acting reasonably, immediately cease your membership in the Program and/or charge interest at a rate equal to the Reserve Bank of Australia’s cash rate, from time to time, plus 8% per annum, calculated daily and compounding monthly.

MEMBERSHIP LEVELS

You agree that the Benefits accessible to you will be subject to your Membership Level, and:

• we reserve the right to change, limit, modify or cancel the Benefits offered under each Membership Level;
• Benefits are not transferable, do not accrue and are not your property;
• we will not be responsible for any Benefits not being available at any time;
• the Benefits detailed in any marketing collateral for the Program are indicative at the time of publication and may be subject to change, from time to time; and
• the sale or barter of any Benefits offered through the Program, other than by us, is expressly prohibited.

Your Membership Level will be valid for the calendar year commencing in January 2024.

At the end of each 12-month period, if your spend for the preceding 12-month period is:

• below the minimum threshold for the level one Membership Level, you will no longer fulfill the Eligibility Criteria, and your membership in the Program will terminate immediately;
• below the minimum threshold for level two or level three Membership Levels, your Membership Level will decrease according to your spend in the previous 12-month period; or
• above the maximum threshold for level one or level two Membership Levels, your Membership Level will increase according to your spend in the previous 12-month period.

CLAIMING BENEFITS

Benefits available for redemption are subject to change and may be subject to specific offer terms and conditions (including expiry dates and redemption conditions, e.g. time limits or limit in quantities).

You agree that:

• Benefits have no cash value and cannot be redeemed for cash at any time, except where required by law;
• all Benefits are subject to availability. We are not liable for any Benefits not being available for any reason;
• the redemption of a Benefit cannot be combined with other offers;
• we may refuse to provide Benefits, at our sole discretion, where we have reasonable grounds to suspect that you acted fraudulently or abused the Program;
• we may refuse to provide Benefits, at our sole discretion, if you do not meet the Eligibility Criteria within any immediately preceding 12-month period during your membership in the Program; and
• we may refuse to provide Benefits, at our sole discretion, if you breach your trading terms with us.

Despite anything to the contrary, to the maximum extent permitted by law, you agree that:

• we will not be liable, and you waive and release us from, any Liability suffered as a result of, or connected with, us withholding or cancelling the Benefits in accordance with these Terms (unless such Liability has been caused by us); and
• your exclusive remedy in the event of issues related to this Program, administration of the Program, Benefits or any other rewards, will be limited to, another comparable benefit as determined by us, in our sole discretion.

WEBSITE

Our Program and the Website (if applicable) is provided to you only for your personal use. Any unauthorised use of the Program or the Website (if applicable) (including without limitation, any commercial use not expressly permitted in the Terms, such as, for example, reselling any information to third parties) is expressly prohibited. You are solely responsible for all acts or omissions that occur under your account, username or password.

As a condition of use, you hereby promise that you will not use our Website (if applicable) or the Program for any purpose that is unlawful or prohibited by these Terms or any other agreement, or any other purpose not reasonably intended by us. You agree to abide by all applicable local, state, national and international laws, regulations and rules.

CHANGE OF DETAILS

You agree to provide true, accurate, current and complete information and maintain and promptly update your information to keep it true, accurate, current and complete.

You should advise us of any change of name, address, contact number or email address by contacting us using our details below.

We are not responsible for any failure by you to notify us of your change of details, which may result in you not obtaining the Benefit or the loss or downgrade of your Membership Level.

PRIVACY NOTICE

We, through the Program, have, or will, collect your personal information for the purposes of developing our relationship with you and providing you with information about L’Oréal Professional Products Division and its products.

The operation of the Program may be delegated by L’Oréal to one of its service providers, and you consent to the collection, use and storage of your personal information by that service provider on behalf of L’Oréal. You also consent to that service provider transferring your personal information and membership account information to L’Oréal.

You will periodically receive emails from us. You may opt-out of the marketing emails at any time by contacting L’Oréal by email to your Business Consultant, or by contacting us using our details below, but operational emails will still be sent to you as they relate to your membership in the Program.

L’Oréal’s privacy policy (which can be found at www.loreal.com.au) (“Privacy Policy”) applies in relation to the collection, storage and use of your personal information. By opting into the Program, you agree to L’Oréal’s Privacy Policy.

DIRECT MARKETING

Direct marketing involves communicating directly with you for the purpose of promoting the sale of goods and services to you. Direct marketing can be delivered by a range of methods including mail, telephone, email or SMS. We may use and disclose your personal information for the purpose of sending you direct marketing materials where:

• you have consented to us doing so; or
• it is otherwise permitted by law.

You can unsubscribe from receiving direct marketing materials from us at any time by contacting us using our details below.

ENDING YOUR MEMBERSHIP / OPTING OUT

Your membership in the Program will terminate automatically if your trading account with us expires or terminates, for any reason.

You may terminate your participation in the Program at any time by notifying us in writing. You can do this by contacting L’Oréal by email to your Business Consultant, or by contacting us using our details below.

Upon our receipt of your notification, your membership in the Program will terminate.

Upon termination of your membership in the Program for any reason, all Benefits will expire and be forfeited by you.

SUSPENSION OR TERMINATION BY US

We, may, at any time, terminate, change, limit, modify or cancel the Program or any rules, regulations, benefits or conditions of participation by posting the modified rules on our Website (if applicable) or notifying you in writing. We agree to provide you 7 days’ notification if we materially change these Terms. For any variations to the Program, your continued participation in Program after us posting any variations will constitute your acceptance of the variations to the Program.

We may immediately suspend or terminate your participation in the Program without further notice if:

• you have breached these Terms;
• you have breached any trading terms with us;
• you have engaged, or may engage, in fraudulent conduct, or conduct that is suspected to be fraudulent, in relation to us or the Program;
• we suspect fraud, misrepresentation, abuse or violation of the applicable rules involving the Program;
• you have engaged in inappropriate conduct that undermines the reputation or legitimate interests of us;
• you have supplied or are attempting to supply false or misleading information to us;
• you are unable to pay your debts when they fall due;
• there is a change in control in your entity; or
• you provide any data that is untrue, inaccurate, not current or incomplete, or if we, in our sole discretion, suspect that your registration data is untrue, inaccurate, or incomplete.

Where your right to participate in the Program is suspended or terminated, any benefits, rewards and rights and status you may have at that time under the Program shall thereby suspend or terminate (as the case may be).

WARRANTIES AND LIABILITY

All conditions, warranties, guarantees, rights, remedies, liabilities or other terms that may be implied or imposed by custom, under the general law or by statute, whether express or implied, as to the condition, suitability, quality, fitness or safety of any goods or services supplied under, or pursuant to, the Program ("Warranties"), are expressly excluded to the extent permitted by law.

Nothing contained in these Terms excludes, restricts or modifies the application of any condition, warranty or other obligation, the exercise of any right or remedy, or the imposition of any liability under the Competition and Consumer Act 2010 (Cth), Consumer Guarantees Act 1993 (NZ) and/or Fair Trading Act 1986 (NZ) or any other national, State or Territory legislation (the "Acts") where to do so is unlawful. To the maximum extent permitted by law, where the benefit of any such condition, warranty or other obligation is conferred upon you pursuant to any of the Acts, our sole liability for breach of any such condition, warranty or other obligation is limited to our obligation under the relevant Act.

Despite anything to the contrary, to the maximum extent permitted by law, we expressly exclude our liability, and will not be liable to the Customer (or any person claiming under or through the Customer) or any third party from any Liability, and you waive and release us from any Liability, arising from or in connection with:

• our development and operation of the Program;
• your participation in the Program (including any Benefits received under the Program);
• any personal injury or death to you or any third person;
• indirect, consequential, incidental, special or exemplary damages, expenses, losses or liabilities; or
• any event beyond our reasonable control.

GENERAL INFORMATION

Copyrights and permissions: Artwork, photography, and logos, including those for L’Oreal Professionnel used in conjunction with the Program, on the Website (if applicable) or in print are copyrighted intellectual property of us. These materials may not be reproduced, replicated or doctored in any manner. All other material, including text, photos, and design, is copyright to us and may not be reproduced elsewhere without explicit written permission. All sales and marketing brochures are to be used as reference only and not to be duplicated, printed or reproduced for commercial use.

Disputes: A party may not commence court proceedings relating to any dispute, controversy or claim arising from, or in connection with, these Terms (including any question regarding its existence, validity or termination) (“Dispute”) without first meeting with a senior representative of the other party to seek (in good faith) to resolve the Dispute. If the parties cannot agree how to resolve the Dispute at that initial meeting, either party may refer the matter to a mediator. If the parties cannot agree on who the mediator should be, either Party may ask the Law Institute of Victoria to appoint a mediator. The mediator will decide the time, place and rules for mediation. The parties agree to attend the mediation in good faith, to seek to resolve the Dispute. The costs of mediation will be shared equally between the parties. Nothing in this clause will operate to prevent a party rom seeking urgent injunctive or equitable relief from a court of appropriate jurisdiction.

Taxation: It is your responsibility to seek independent professional taxation advice in relation to the taxation effects arising from your membership, and participation in, the Program. You are responsible for any taxation liability or other government fees and charges relating to membership.

Governing law: These Terms are governed by the laws of Victoria. Each party irrevocably and unconditionally submits to the exclusive jurisdiction of the courts operating in Victoria and any courts entitled to hear appeals from those courts and waives any right to object to proceedings being brought in those courts.

Severance: If a provision of these Terms is held to be void, invalid, illegal or unenforceable, that provision is to be read down as narrowly as necessary to allow it to be valid or enforceable, failing which, that provision (or that part of that provision) will be severed from these Terms without affecting the validity or enforceability of the remainder of that provision or the other provisions.

DEFINITIONS

In these Terms, unless the context otherwise requires, capitalised terms have the meanings given to them within these Terms, and:

Benefits refers to the benefits that are available to the member under the Program, including education, marketing, access to events and business development, as further particularised on the Website.

Liability means any expense, cost, liability, loss, damage, claim, notice, entitlement, investigation, demand, proceeding or judgment (whether under statute, contract, equity, tort (including negligence), indemnity or otherwise), howsoever arising, whether direct or indirect and/or whether present, unascertained, future or contingent and whether involving a third party or a party to these Terms or otherwise.

L’Oreal Professionnel means the L’Oreal product range branded under the “L’Oreal Professionnel” name.

CONTACT US

L’Oreal Professional Products Division Pro.Connect Program

564 St Kilda Road, Melbourne, VIC, 3004

Or contact your Business Consultant.