# Terms of Service

**Vision Asset Group — Vision Property Portal**

**Effective date:** 22 April 2026
**Last updated:** 22 April 2026

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These Terms of Service (the "**Terms**") govern your access to and use of the Vision Asset Group sales portal operated at https://vision.sydneyportal.app (the "**Portal**"). By accessing the Portal or by accepting credentials issued by the Master office, you agree to be bound by these Terms. If you do not agree, you must not use the Portal.

## 1. Definitions

- "**Vision Asset Group**", "**we**", "**us**", or "**our**" means Vision Asset Group (**ABN 50 638 846 661**), a real-estate agency licensed by NSW Fair Trading under the *Property and Stock Agents Act 2002* (NSW) (**Corporation Licence No. 10096327**; **Licensee in Charge: Sang Mi Kim, Licence No. 20177419**), of Suite 213, 4 Columbia Court, Norwest NSW 2153.
- "**Master**" means Vision Asset Group acting in its capacity as Master Channel Agent.
- "**Sub-agency**" means a licensed real-estate agency that has been invited by the Master and has agreed, in writing, to a Sub-agency Agreement.
- "**Sub-agency Agreement**" means the written agreement entered into between the Master and a Sub-agency as required by section 55 of the *Property and Stock Agents Act 2002* (NSW), together with any project-specific allocation letter issued under it.
- "**Sub-agent**" or "**User**" means an individual representative of a Sub-agency to whom the Master has issued Portal credentials.
- "**Developer Materials**" means brochures, floor plans, renders, price lists, stock availability data, and related assets provided to the Master by property developers for distribution through the Portal.
- "**Confidential Information**" means all non-public information made available through the Portal, including Developer Materials, commission rates, allocation details, unit pricing, and inventory status.

## 2. Eligibility and Account

The Portal is a private, business-to-business platform. You may only access the Portal if:

- your Sub-agency has entered into a current Sub-agency Agreement with the Master;
- you hold a current real-estate licence, certificate of registration, or equivalent authorisation required under the *Property and Stock Agents Act 2002* (NSW) to act in the capacity in which you are using the Portal; and
- credentials have been issued to you personally by the Master.

You agree that you will:

- keep your credentials confidential and not share them with any other person;
- use the Portal only in the course of your authorised duties for your Sub-agency;
- at all times while holding Portal credentials, maintain your real-estate authorisation in good standing, including compliance with Continuing Professional Development requirements under Schedule 1 of the *Property and Stock Agents Regulation 2022* (NSW), and conduct yourself in accordance with the Rules of Conduct prescribed under that Regulation;
- notify the Master immediately if you believe your credentials have been compromised or misused; and
- notify the Master without delay if you cease to be an authorised representative of your Sub-agency or if your real-estate authorisation is suspended, cancelled, or not renewed.

## 3. Confidentiality

Confidential Information is made available to you solely for the purpose of marketing and transacting allocated developments on behalf of your Sub-agency. You agree that:

- You will not disclose Confidential Information to any person outside your Sub-agency, other than to prospective buyers to the limited extent necessary to offer units for sale;
- You will not copy, mirror, scrape, extract, republish, or redistribute the Portal or any Developer Materials to any competitor, aggregator, or public-facing website without the Master's prior written consent;
- You will not use Confidential Information to solicit buyers or developers away from the Master's channel;
- The obligations in this clause survive termination of your access to the Portal.

The obligations in this clause do not apply to information that: (a) is or becomes publicly available through no breach of these Terms; (b) was lawfully in your possession before disclosure by the Master; (c) is independently developed by you without use of Confidential Information; or (d) is required to be disclosed by law, regulator request, court order, or subpoena (in which case you must, where lawful, notify the Master in advance so that the Master may seek a protective order).

## 4. Permitted Use and Licence

Subject to your compliance with these Terms, the Master grants you a limited, revocable, non-exclusive, non-transferable licence to:

- access the Portal using your issued credentials;
- view and download Developer Materials for projects that have been formally allocated to your Sub-agency;
- distribute Developer Materials, unaltered in substance (including price, floor plan dimensions, and developer attributions), to prospective buyers in the ordinary course of bona fide marketing, provided that you retain all developer and Master attributions.

You may produce translations of Developer Materials for the purpose of communicating with prospective buyers, provided that: (a) you accurately preserve pricing, measurements, and developer attributions; (b) translations are clearly marked as unofficial; and (c) the English original prevails in case of any inconsistency.

No other use, modification, or sub-licensing is permitted.

## 5. Accuracy of Information

While we take reasonable steps to keep inventory, pricing, and availability information current, all information in the Portal is indicative only and may change without notice. You must confirm unit availability, current pricing, and contract terms directly with the Master before making any representation or commitment to a buyer.

To the maximum extent permitted by law (but without limiting any non-excludable rights under the Australian Consumer Law), the Master is not liable for loss arising solely from reliance on out-of-date information in the Portal that you could reasonably have verified with the Master before making a representation to a buyer.

## 6. Intellectual Property

All intellectual property rights in the Portal, its software, its look and feel, and all Developer Materials remain the property of the Master or the relevant developer, as applicable. These Terms grant you no ownership right of any kind.

You acknowledge the moral rights of authors of Developer Materials under Part IX of the *Copyright Act 1968* (Cth) and must not treat those materials in a derogatory manner or remove author attributions.

## 7. Prohibited Conduct

You must not, and must not attempt to:

- access any part of the Portal that has not been made available to your account;
- probe, scan, penetration-test, or otherwise interfere with the security of the Portal;
- use automated means (including bots, scrapers, and headless browsers) to access, index, or extract data from the Portal;
- introduce any malware, virus, or malicious code into the Portal;
- impersonate another person, misrepresent your Sub-agency affiliation, or falsify your real-estate authorisation; or
- use the Portal to facilitate any conduct that is unlawful, deceptive, or in breach of the *Property and Stock Agents Act 2002* (NSW), the Australian Consumer Law (Schedule 2 of the *Competition and Consumer Act 2010* (Cth)), or the *Anti-Money Laundering and Counter-Terrorism Financing Act 2006* (Cth).

## 8. Commission and Allocation Agreements

Commercial terms — including commission rates, allocation scope, deposit handling, and settlement obligations — are governed by a separate written Sub-agency Agreement, as required by section 55 of the *Property and Stock Agents Act 2002* (NSW), and by individual project allocation letters between the Master and your Sub-agency. Information displayed in the Portal is for operational convenience only and does not vary, replace, or override the underlying written agreement.

## 9. Suspension and Termination

The Master may suspend or terminate your access to the Portal as follows.

**(a) Immediate termination — material or non-remediable breach.** The Master may suspend or terminate your access immediately and without notice if:

- you commit a material breach of these Terms that cannot reasonably be remedied (including fraud, misleading or deceptive conduct, or breach of confidentiality);
- your Sub-agency's agreement with the Master is suspended, terminated, or expires;
- you cease to be an authorised representative of your Sub-agency;
- your real-estate authorisation is cancelled, suspended, or not renewed; or
- the Master reasonably believes your account has been compromised or is being used fraudulently or in breach of anti-money-laundering obligations.

**(b) Termination for other breaches — cure period.** For any other breach of these Terms, the Master will provide written notice identifying the breach and a reasonable opportunity of not less than 10 business days to remedy it before suspending or terminating your access.

On termination, your licence to access the Portal ends immediately, and your confidentiality obligations in clause 3 continue. Termination of Portal access does not, in itself, vary or terminate any Sub-agency Agreement, which is governed by its own terms.

## 10. Disclaimers

To the maximum extent permitted by law, the Portal is provided "as is" and "as available". The Master does not warrant that:

- the Portal will be uninterrupted, timely, or error-free;
- Developer Materials are accurate, complete, or current at any given moment; or
- the Portal will be free from vulnerabilities or malicious code.

Nothing in these Terms is intended to exclude, restrict, or modify any statutory consumer guarantee, right, or remedy under the Australian Consumer Law (Schedule 2 of the *Competition and Consumer Act 2010* (Cth)) that cannot lawfully be excluded.

## 11. Limitation of Liability

To the maximum extent permitted by law, the Master is not liable to you or your Sub-agency for:

- any indirect, incidental, special, consequential, or punitive loss, including loss of profit, loss of opportunity, loss of goodwill, or loss of anticipated commission; or
- any loss arising from your reliance on information in the Portal that has changed since it was displayed.

Where our liability cannot be wholly excluded, our total aggregate liability to you, whether in contract, tort (including negligence), or otherwise, is limited to the amount of commission actually paid by the Master to your Sub-agency in the 12 months immediately preceding the event giving rise to the claim.

Nothing in this clause limits or excludes any liability that cannot be lawfully limited or excluded, including liability arising from: (a) the Master's fraud, wilful misconduct, or gross negligence; (b) any non-excludable consumer guarantee under the Australian Consumer Law; or (c) personal injury or death caused by the Master's negligence.

## 12. Indemnity

You agree to indemnify and hold harmless the Master, its directors, employees, and developer partners against any loss, claim, or liability arising from:

- your breach of these Terms;
- any misrepresentation, unauthorised representation, or misleading or deceptive conduct by you or your Sub-agency in connection with a property marketed through the Portal; or
- any breach by you of the *Property and Stock Agents Act 2002* (NSW) or the Australian Consumer Law.

Your indemnity is reduced proportionately to the extent that the loss was caused or contributed to by the Master, its employees, or another concurrent wrongdoer. This clause does not displace the proportionate liability regime under Part 4 of the *Civil Liability Act 2002* (NSW) where it applies.

## 13. Privacy

Our collection and handling of personal information is described in our Privacy Policy, available at https://vision.sydneyportal.app/privacy, which forms part of these Terms.

## 14. Changes to the Portal and These Terms

We may modify, suspend, or discontinue any feature of the Portal at any time.

We may update these Terms by giving you at least 30 days' prior written notice (by email or a prominent Portal notice) identifying the changes and their effective date. If you do not agree with the changes, you may terminate your access by notifying us before the effective date, without penalty. Continued use of the Portal after the effective date constitutes acceptance of the updated Terms.

## 15. Force Majeure

Neither party is liable for any failure or delay in performance caused by events beyond its reasonable control, including acts of God, natural disasters, pandemics, epidemics, governmental actions, war, civil unrest, industrial action, or infrastructure or telecommunications failures. The affected party must notify the other as soon as practicable and take reasonable steps to mitigate the effect of the event.

## 16. Dispute Resolution

Before commencing court proceedings (other than for urgent injunctive or interlocutory relief), the parties must first:

- give written notice to the other party identifying the dispute and the outcome sought; and
- attempt in good faith to resolve the dispute through direct negotiation between authorised representatives for at least 20 business days from the date of the notice.

If the dispute is not resolved within that period, either party may refer the dispute to mediation administered by the Resolution Institute or the Real Estate Institute of New South Wales (REINSW) before commencing litigation. The parties will share the costs of mediation equally unless otherwise agreed.

## 17. Governing Law and Jurisdiction

These Terms are governed by the laws of New South Wales, Australia. The parties submit to the exclusive jurisdiction of the courts of New South Wales and the federal courts of Australia.

## 18. General

- **Entire agreement:** These Terms, together with the Privacy Policy and the Sub-agency Agreement, form the entire agreement between the parties in relation to the Portal.
- **Severability:** If any provision is found unenforceable, it will be severed to the minimum extent necessary and the remaining provisions will continue in force.
- **No waiver:** A failure or delay by the Master in enforcing a provision is not a waiver of that provision.
- **Assignment:** You may not assign or transfer these Terms or your access to the Portal without the Master's prior written consent.
- **Notices:** All formal notices under these Terms must be given in writing and sent to inquiries@visionasset.com.au (to the Master) or to the email address on record for the User (to the Sub-agent). Notices are deemed received on the next business day after transmission, unless a delivery failure notice is received.

## 19. Contact

Questions about these Terms should be directed to: **inquiries@visionasset.com.au**.

For disputes that remain unresolved after the dispute resolution process in clause 16, you may also escalate to:

- **NSW Fair Trading** — https://www.fairtrading.nsw.gov.au or 13 32 20 (for real-estate conduct complaints);
- **NSW Civil and Administrative Tribunal (NCAT)** — https://www.ncat.nsw.gov.au (for formal determination).

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*End of Terms of Service*