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Sparky Terms And Conditions

NEW LIGHT PARTNERS PTY LTD — SPARKY AI SALES COACH SERVICE

TERMS AND CONDITIONS OF USE

Effective Date: Upon first engagement with the Sparky service.

Jurisdiction: These Terms are governed by the laws of the State of Victoria, Australia, and the Commonwealth of Australia, including the Australian Consumer Law (Schedule 2 of the Competition and Consumer Act 2010 (Cth)).

IMPORTANT NOTICE

BY ENGAGING WITH THE SPARKY AI SALES COACHING SERVICE IN ANY FORM — INCLUDING BY SENDING A MESSAGE, RESPONDING TO A COMMUNICATION, OR ACCESSING THE SERVICE — YOU AGREE TO BE BOUND BY THESE TERMS AND CONDITIONS IN THEIR ENTIRETY. IF YOU DO NOT AGREE, YOU MUST IMMEDIATELY CEASE USING THE SERVICE AND NOTIFY NEW LIGHT PARTNERS PTY LTD AT marcus@nlpartners.com.au.

  1. DEFINITIONS

1.1 “Company” means New Light Partners Pty Ltd (ABN 44 621 013 107), its directors, employees, agents and assigns.

1.2 “Service” means the Sparky AI Sales Coach tool, including all interactions, outputs, recommendations, communications and associated materials delivered through any medium.

1.3 “User” means any individual or entity that engages with the Service, whether directly or on behalf of a business.

1.4 “Engagement” means any act of communicating with, responding to, or otherwise making use of the Service, regardless of the channel or format.

1.5 “Output” means any content, advice, feedback, analysis, draft, recommendation or communication generated by the Service in response to a User’s input.

1.6 “Confidential Information” means any information disclosed by the User in the course of using the Service that is not publicly available, including but not limited to business strategies, client details, financial information, sales data and personnel information.

  1. ACCEPTANCE OF TERMS

2.1 These Terms constitute a legally binding agreement between the User and the Company. Acceptance is deemed to occur upon first Engagement with the Service. No further signature, acknowledgement or opt-in is required.

2.2 The Company reserves the right to amend these Terms at any time. Where practicable, Users will be notified of material changes.

2.3 Continued use of the Service following notification of any amendment constitutes acceptance of the amended Terms.

  1. NATURE OF THE SERVICE

3.1 The Service is an artificial intelligence tool that applies the proprietary sales methodology, coaching frameworks, and intellectual property of Marcus Corah and the Company as an overriding logic and reasoning layer to standard language models.

3.2 The Service does not constitute legal, financial, accounting, psychological or any other form of regulated professional advice. All Output is provided for informational and coaching purposes only.

3.3 The Company makes no representation that the Service will be error-free, uninterrupted, fit for any particular purpose or that any Output will produce specific results. The User acknowledges that AI-generated content may be imperfect, incomplete or require human review before application.

3.4 The Service is currently in a beta phase. The Company expressly reserves the right to modify, limit, suspend or discontinue the Service at any time without notice, subject to clause 13.

3.5 AI Disclaimer: The User acknowledges that the Service uses artificial intelligence technology, which may occasionally generate inaccurate, incomplete, or inconsistent outputs (“hallucinations”). The User agrees to independently verify all Output before relying on it for business decisions and accepts full responsibility for such verification.

3.6 While the Service draws on professional sales coaching methodology, it supplements rather than replaces professional coaching relationships. Users with existing coaching agreements should refer to those agreements for terms governing professional services.

3.7 Automated Decision-Making (ADM) Disclosure: The Service utilises Automated Decision-Making technology to generate sales strategies, communication drafts, and behavioural coaching recommendations. While these outputs are designed to assist the User, they do not replace human judgment. All final business decisions, including those based on Sparky’s suggestions, remain the sole responsibility of the User.

  1. INTELLECTUAL PROPERTY

4.1 All intellectual property in the Service, including but not limited to the underlying methodology, frameworks, training materials, system architecture, branding and the name “Sparky”, is and remains the exclusive property of the Company and Marcus Corah.

4.2 Output generated by the Service is provided to the User under a limited, non-exclusive, non-transferable licence for the User’s internal business purposes and ordinary sales activities. The User may not reproduce, distribute, sublicense, publish or commercialise any Output as a standalone product or service, or in a manner that competes with or exploits the Company’s methodology, without prior written consent from the Company.

4.3 Nothing in these Terms transfers any intellectual property rights to the User. All rights not expressly granted are reserved.

4.4 The User grants the Company a perpetual, royalty-free, worldwide licence to use anonymised, de-identified inputs and interactions for the purpose of operating, improving and training the Service, provided that such use does not identify the User or their clients and is conducted in accordance with applicable privacy laws.

  1. CONFIDENTIALITY

5.1 The Company will treat all Confidential Information disclosed by the User with reasonable care and will not disclose it to third parties except:

  • (a) as required by law;
  • (b) as necessary to operate and improve the Service (including to third-party AI providers, in anonymised or de-identified form where practicable); or
  • (c) with the User’s consent.

5.2 The User acknowledges that Marcus Corah, as supervising principal, may access interactions with the Service for quality assurance, oversight and programme management purposes. The User consents to this access by engaging with the Service.

5.3 The User must not input into the Service any information that is subject to a third-party confidentiality obligation, or that the User does not have the right to disclose.

5.4 The confidentiality obligations in this clause do not apply to information that:

  • (a) is or becomes publicly available through no fault of the Company;
  • (b) was already known to the Company prior to disclosure; or
  • (c) is required to be disclosed by law or regulatory authority.
  1. LIMITATION OF LIABILITY

6.1 To the maximum extent permitted by applicable law, the Company excludes all liability for any loss or damage arising from or in connection with the User’s use of or reliance on the Service or any Output, including but not limited to loss of revenue, loss of profit, loss of opportunity, loss of data or consequential loss.

6.2 Where liability cannot be excluded under the Australian Consumer Law or other applicable legislation, the Company’s liability is limited, at its election, to:

  • (a) re-supply of the Service; or
  • (b) payment of the cost of having the Service re-supplied.

6.3 The User assumes sole responsibility for any decisions made or actions taken in reliance on Output from the Service.

6.4 For services provided at no charge during the beta programme, the Company’s total aggregate liability to any User arising out of or in connection with the Service, whether in contract, tort (including negligence), statute or otherwise, is limited to AUD $100.

  1. INDEMNITY

The User indemnifies and holds harmless the Company, its directors, employees and agents from and against any claim, loss, damage, cost or liability (including reasonable legal costs) arising from:

  • (a) the User’s use of the Service in breach of these Terms;
  • (b) any inaccurate, unlawful or misleading information provided by the User to the Service; or
  • (c) any third-party claim arising from the User’s application of any Output.
  1. ACCEPTABLE USE

8.1 The User must not use the Service for any unlawful, misleading, defamatory, fraudulent or harmful purpose.

8.2 The User must not attempt to reverse-engineer, extract, replicate or misappropriate the underlying methodology, training data or system architecture of the Service.

8.3 The User must not represent Output as their own original work in a manner that is misleading to third parties, particularly where such representation implies that the work was created without the assistance of AI.

8.4 The User must not attempt to interfere with the Service’s operation, including by bypassing security measures, overloading systems, or using automated tools to send excessive or abusive requests.

8.5 The Company reserves the right to suspend or terminate a User’s access to the Service immediately and without notice if these conditions are breached.

  1. PRIVACY AND DATA PROTECTION

9.1 The Company collects and handles personal information in accordance with the Privacy Act 1988 (Cth) and the Australian Privacy Principles. Personal information collected through the Service is used solely for the purpose of delivering and improving the Service. The Company will not sell or rent personal information to third parties.

9.2 Cloud Processing: During the Beta phase, the Service utilizes high-security cloud infrastructure provided by MindStudio. While your data is protected by enterprise-grade encryption, it is processed on shared cloud resources. As the Service scales, we intend to migrate to private, isolated servers for enhanced data sovereignty. Furthermore, the Company ensures that User inputs and proprietary pitches are processed in a manner that expressly opts-out of training any underlying third-party large language models.

9.3 Data Security: The Company implements reasonable security measures to protect User data. In the event of a data breach affecting Confidential Information, the Company will notify affected Users within 72 hours of becoming aware of the breach, where required by law and where reasonably practicable.

9.4 Data Rights: Users may request deletion of their personal information by contacting marcus@nlpartners.com.au. Deletion requests will be processed within 30 days, except where retention is required by law or is necessary for the Company to assert or defend legal claims.

  1. GOVERNING LAW AND DISPUTE RESOLUTION

10.1 These Terms are governed by the laws of the State of Victoria, Australia.

10.2 Any dispute arising from or in connection with these Terms that cannot be resolved by good-faith negotiation between the parties shall be referred to mediation before any court proceedings are commenced.

10.3 The parties submit to the non-exclusive jurisdiction of the courts of Victoria and the Federal Court of Australia.

  1. SEVERABILITY

If any provision of these Terms is found to be invalid, unlawful or unenforceable, that provision shall be severed from the remainder of the Terms, which shall continue in full force and effect.

  1. ENTIRE AGREEMENT

These Terms constitute the entire agreement between the User and the Company with respect to the Service and supersede all prior representations, agreements or understandings, whether written or oral.

  1. BETA PROGRAMME CONDITIONS

13.1 The Service is currently offered as a beta programme. The Company reserves the right to modify access terms, introduce fees, or discontinue the Service at any time with reasonable notice where practicable.

13.2 Beta participants acknowledge that the Service is under active development and may contain bugs, errors, or incomplete features, and that performance and availability may vary.

13.3 The Company may terminate any User’s beta access at any time without cause. Where reasonable, the Company will provide notice of termination, but is not obliged to do so where there is a breach of these Terms or misuse of the Service.

13.4 Any feedback, suggestions or ideas provided by Users in the course of the beta programme may be used by the Company without restriction or obligation to the User, unless otherwise agreed in writing.

13.5 Subscription and Cancellation: Where the Service is provided on a paid subscription basis (e.g., $47 AUD per month), the User may cancel their subscription at any time via the User Dashboard. Cancellation will be effective at the end of the current billing cycle, and no “hidden” retention hurdles or complex cancellation paths will be applied.

 

 

New Light Partners Pty Ltd

For queries regarding these Terms, contact: marcus@nlpartners.com.au

These Terms were last reviewed: April 2025