Terms and Conditions.
The terms and conditions which you agree to abide by when using our website and interacting with PotPlace and it’s staff members.
By using our Website, and accessing Services provided by us (whether via our Website or not), you agree to the terms and
conditions set out in this document. These terms and conditions contain and create legal rights and obligations – you should read this document carefully and seek independent legal advice in relation to its contents. We do not guarantee the legality of any arrangement, transaction or product noted on our Website.
1. Acceptance of Terms and Conditions
1.1 You agree to these Terms and Conditions in full by using our Website.
1.2 You must not use our Website if you do not accept these Terms and Conditions.
1.3 We reserve the right to amend, change and revise these Terms and Conditions at our sole discretion without any notification to you aside from the publishing of new Terms and Conditions on the Website.
2. Acceptable Use of Website
2.1 We grant you a non-exclusive, non-transferable, revocable, limited licence to view and use information accessible from the Website.
2.2 You must not:
- (a) cause damage or interfere with accessibility to the Website;
- (b) use it in connection with illegal, fraudulent or harmful purposes or activities;
- (c) store, transmit or distribute Malicious Computer Program; or
- (d) conduct any systematic or automated data collection activities.
3. Website Intellectual Property
3.1 We own or are licensed to use all Intellectual Property in the Website.
3.2 You may only view and download Content on the Website for caching purposes and print a single copy of Content
for personal use.
3.3 You must not:
- (a) republish any Content from our Website;
- (b) present any Content in public;
- (c) reproduce or exploit any Content on our Website for commercial purpose;
- (d) edit or otherwise modify any Content on our Website; or
- (e) redistribute any Content from our Website unless we expressly permitted redistribution.
4. Website Posts
4.1 Should the Website allow through a commenting feature or integration with Social Media platforms, you may upload Posts on the Website subject to this clause
Intellectual Property Rights
4.2 You grant us a non-exclusive, transferable, sublicensable, royalty-free, world-wide licence (IP Licence) to use any Intellectual Property in any Post, including
- (a) copy, reformat, edit or translate;
- (b) publicly perform or present;
- (c) distribute for any purpose including for commercial or advertising purpose; and
- (d) incorporate in our Website or any other works.
4.3 The IP Licence in relation to a Post ends when you delete that Post but you agree that even if you delete Post, we may still keep back-ups for a reasonable period of time on our electronic system.
4.4 You must not upload any Post that:
- (a) is unlawful or promotes illegal behaviour;
- (b) is harmful, threatening, abusive or harassing;
- (c) incites violence or is graphical of violence;
- (d) is pornographic or exploits people in a sexual manner;
- (e) is defamatory or libellous;
- (f) relates to gambling;
- (g) relates to alcohol;
- (h) promotes racism, bigotry, hatred, physical harm or any other discriminatory behaviour;
- (i) is false, misleading or fraudulent;
- (j) consists of a Malicious Computer Program;
- (k) impersonates any person or entity or falsely misrepresent your affiliation with a person or entity;
- (l) violates or encourages violation of these terms and conditions;
- (m) infringes or violates another’s rights including copyrights or Intellectual Property Rights;
- (n) invades another’s privacy;
- (o) includes photograph or image of another person or another person’s property without their consent;
- (p) reveals anyone’s identification documents or sensitive financial information;
- (q) is posted to disrupt the operation of the Website and its related services; and/or
- (r) advertises any company or their goods or services other than us.
Warranties in Relation to Posts
4.5 By uploading Posts on our Website, you warrant that:
- (a) you have the right and authority to provide the Post in the manner it is posted
- (b) you own the Post and have the right to assign copyright ownership and other Intellectual Property to us; and
- (c) the Content is not prohibited content under clause 4.4.
Monitoring of Website
4.6 We have not reviewed and cannot review all Posts and we are not responsible for liability arising out of your, or any other person’s, Posts.
4.7 We may, at our sole discretion, pre-screen, reject or remove any Post you provide for any reason.
4.8 We do not provide any warranties regarding the quality of integration of Social Media through any plugin features, application program interface (API), or otherwise.
4.9 Any Social Media integration may be removed from the Website without any notice.
4.10 Any Posts made using Social Media must also comply with the terms and conditions of those relevant websites,
which may differ from these Terms and Conditions.
5. Third Party Websites
5.1 In this clause:
- (a) Third Party Material means material from a Third Party Website which are linked or framed to and from a Third Party Website.
- (b) Third Party Website means a website operated by a third party.
5.2 We do not verify, endorse or approve any Third Party Material.
5.3 We provide no warranty or representation about Third Party Material
- (a) regarding the quality, accuracy, merchantability or fitness for purpose of Third Party Material or products or services available from Third Party Website; or
- (b) as to whether they infringe any Intellectual Property Rights.
5.4 We are not responsible for:
- (a) any offers, statements or representations that are made on behalf of a Third Party Website; or
- (b) any Malicious Computer Program from Third Party Websites.
5.5 A third party wishing to link or be linked to the Website must contact us in writing prior to doing so.
6. No Warranty as to Website
6.1 The Website is provided ‘as is’ and we do not provide any express or implied representation or warranty and disclaims all responsibility as to:
- (a) the availability of the Website and its associated services at the time you wish to use it;
- (b) merchantability, legality, fitness for a particular purpose and non-infringement;
- (c) accuracy or validity of information and Content on the Website;
- (d) whether Content is free from a Malicious Computer Program; and
- (e) the legality of any arrangement, transaction or product noted on the Website
6.2 No Content on the Website constitutes advice of any kind and you should consult with an appropriate professional for professional advice, which includes but is not limited to independent legal advice.
7. Cookies Policy
7.1 You agree that:
(a) we may store cookies on your device; and
(b) we may issue and request cookies from your device to collect both personal and non-personal information.
7.2 You agree that we may use, including but not limited to, following types of cookies:
- (a) authentication cookies;
- (b) session cookies;
- (c) persistent cookies; and
- (d) flash cookies.
7.4 You may disable cookies on your browser if you do not agree to our cookies policy.
9. Warranties and Guarantees
9.1 To the maximum extent permitted by law, we exclude all representations, warranties or terms (whether express of implied) not otherwise specified in these terms. Implied Terms
9.2 These Terms and Conditions include, by implication, only those warranties, conditions and terms that:
- (a) law or legislation implies into these Terms and Conditions; and
- (b) law or legislation prohibits the parties from modifying, excluding or contracting away.
10. Limitation of Liability
10.1 In this clause, a ‘Covered Party’ means:
- (a) us, our affiliates, and any officer, director, employee, sub-contractor, agent or successor; and
- (b) each third-party supplier of Content, their affiliates, and any officer, director, employee, subcontractor, agent or successor.
10.2 To the maximum extent permitted by law, a Covered Party is not liable for liability arising out of or related to, in relation to the Website:
- (a) content provided to you free-of-charge;
- (b) inaccuracy, legality, errors or omissions with the Content;
- (c) unavailability or interruption of usage of our Website and its services;
- (d) any delay or failure in performance beyond the reasonable control of a covered party; and
- (e) loss of data.
10.3 To the fullest extent permitted under the law, a Covered Party is not responsible for any indirect, special or consequential Liability (including legal fees) whatsoever.
10.4 To the fullest extent permitted by law, we are not liable for any consequences resulting from your provision of false, fraudulent or incorrect information to obtain any services that we provide on the Website.
10.5 The exclusion of Liability in clauses 10.2 – 10.4 apply even if you expressly advise a Covered Party of the potential loss.
10.6 To the fullest extent permitted by law, our Liability for any breach of any condition, warranty or guarantee (including any condition, warranty or guarantee implied under subclause 9.2) is, at our discretion, limited to the lesser of:
- (a) in case of services:
- (i) supply of the services again; or
- (ii) payment of the cost of supplying the services again.
- (b) in case of any other damages, $100.00.
10.7 Nothing in these Terms and Conditions will exclude or limit our liability in respect of any:
- (a) death or personal injury caused by our negligence;
- (b) fraud or fraudulent misrepresentation on the part of us; or
- (c) matter in which it would be illegal or unlawful for us to exclude or limit, or to attempt or purport to exclude or limit, its liability.
11.1 You indemnify us against all losses, Claims, Liabilities and expenses whatsoever arising out of or in connection with:
(a) your use of our Website;
(b) your supplying of services to a third party, including any services we supply to you;
(c) your use of any services we supply contrary to any of our instructions or directions; and
(d) a breach of these Terms and Conditions by you or your employees, agents or subcontractors whatsoever.
12. No Waiver
12.1 A Party waives a right under these Terms and Conditions only by giving written notice that it waives that right.
12.2 A waiver is limited to the instance referred to in the writing (or if no instance is referred to in the writing, to past instances).
12.3 A right is not impaired or waived by:
- (a) a failure to exercise that right;
- (b) a delay in exercising that right;
- (c) a partial exercise of that right;
- (d) a previous exercise of that right; or
- (e) negotiations between the Parties.
13.1 These Terms and Conditions are governed by the laws of the Australian Capital Territory.
13.2 The Parties irrevocably submit to the exclusive jurisdiction of the courts of the Australian Capital Territory.
13.3 No Party may object to the jurisdiction of any of those courts on the ground that it is an inconvenient forum or that it does not have jurisdiction.
14.1 If all of any part of any provision of these Terms and Conditions is invalid or unenforceable, then:
(a) that provision is severed from this Agreement to the extent necessary to remove the invalidity or illegality; and
(b) the remaining provisions of these Terms and Conditions remain valid and enforceable.
15.1 These Terms and Conditions terminate, with respect to the Website, if we cease to operate the Website.
16. Survival of Certain Terms
16.1 The terms of these Terms and Conditions which are capable of having effect after these Terms and Conditions end continue to have full effect, including clauses in relation to:
- (a) protection of Intellectual Property; and
- (b) guarantees, warranties, indemnities and limitation of liability.
17.1 In these Terms and Conditions, unless the contrary intention appears:
- (a) a reference to these Terms or Conditions, or any instrument includes any variation or replacement of any of them;
- (b) a reference to a person includes a body corporate, joint venture, association, government body, firm and any other entity;
- (c) a reference to legislation includes any amendments to it, any legislation substituted for it, and any subordinate legislation made under it;
- (d) the singular includes the plural and vice versa;
- (e) words of one gender include any gender;
- (f) headings do not affect the interpretation of these Terms and Conditions;
- (g) reference to a Party includes that Party’s personal representatives, successors and permitted assigns;
- (h) reference to a thing (including a right) includes a part of that thing;
- (i) if a Party comprises two or more persons:
- (i) reference to a Party means each of the persons individually and any two or more of them jointly;
- (ii) a promise by that Party binds each of them individually and all of them jointly;
- (iii) a right given to that Party is given to each of them individually; and
- (iv) a representative, warranty or undertaking by that Party is made by each of them individually;
- (j) a provision must not be construed against a Party only because that Party prepared it;
- (k) a provision must be read down to the extent necessary to be valid and if it cannot be read down to that extent, it must be severed;
- (l) if a thing is to be done on a day which is not a Business Day, it must be done on the Business Day before that day;
- (m) another grammatical form of a defined expression has a corresponding meaning;
- (n) the word “include” is used without any limitation;
- (o) the rights, duties and remedies in this Agreement operate to the extent that they are not excluded by law; and
- (p) examples are descriptive only and not exhaustive.
18.1 Unless the context otherwise requires:
- (a) Australian Consumer Law means Schedule 2 of Competition and Consumer Act 2010 (Cth).
- (b) Business Day means a day except a Saturday or Sunday or other public holiday in the jurisdiction specified in clause 13 and/or in the Australian Capital Territory
- (c) Claim means any claim, suit, action, demand, or right.
- (d) Consequential Loss includes all forms of indirect loss including loss of revenue, loss of profits, failure to recognise profits or savings and any other commercial and economic loss, howsoever caused.
- (e) Content means any material on the Website as amended from time to time including but not limited to text, document, image, logo, photo, audio material, video material and audio-visual material.
- (f) GST has the meaning given in the GST Act.
- (g) GST Act means A New Tax System (Goods and Services Tax) Act 1999 (Cth)
- (h) Intellectual Property means all existing or future species of industrial and intellectual property, whether registered or unregistered, registrable or not:
- (i) as defined in Article 2 of the World Intellectual Property Organisation (WIPO) Convention; or
- (ii) recognised by any statute or any principle of law or equity,
- (iii) including copyrights, patents, designs, trade marks, circuit layout rights, confidential information, trade secrets and the right to register all such intellectual or industrial property rights.
- (i) Intellectual Property Rights means all rights arising from any statute, or principle of law or equity in relation to Intellectual Property.
- (j) Liability means responsibility for any loss (either direct or indirect), damage, or expense and includes liability for Consequential Loss.
- (k) Malicious Computer Program includes programs that contain viruses, Trojan horses, worms or any other computer programming that may damage, modify, delete, detrimentally interfere with, access without authority or expropriate any system, data or personal information.
- (l) Party means either you or us.
- (m) Parties mean both you and us.
- (n) PotPlace means PotPlace.com.au Pty Ltd ABN 16 638 823 391.
- (o) Post includes comments, images, photos, writings or any other material that you upload on our Website, whether for wider public view or for our private usage
- (q) Social Media means any social networking websites that may use your personal information for integration with the Website, including but not limited to:
- (i) Facebook;
- (ii) Twitter;
- (iii) Instagram; and
- (iv) LinkedIn.
- (r) Terms and Conditions means these PotPlace Website Terms and Conditions, as amended from time to time.
- (s) We (with capitals or not) means PotPlace, and the words “us” and “our” have corresponding meanings.
- (t) Website means www.potplace.com.au.
- (u) You (with capitals or not) means the user of this Website and the words “your” and “yours” have the corresponding meaning.