ITG Internet - Dataguard
TERMS AND CONDITIONS
These terms and conditions apply to the use of this web site, including the purchase of any Member Services offered over this web site. In using this web site for these or any other purposes, you agree to be bound by these terms and conditions. If you do not accept these terms and conditions, you must refrain from using the web site or Member Services. These terms and conditions must be read in conjunction with any other applicable terms and conditions governing the use of the web site and Member Services.
Terminology
In these terms and conditions, the expressions �we�, �us� and �our� are a reference to ITG Internet.
Member Service means Spheritec's online member service, including but not limited to the proprietary or administration software provided by us to any Licensee or Member, or any rights of access to our web site and its products.
Amendments to Terms and Conditions
We reserve the right to amend these terms and conditions from time to time. Amendments will be effective immediately upon notification on this web site. Your continued use of the web site following such notification will represent an agreement by you to be bound by the terms and conditions as amended.
Grant of Licence
ITG Internet - Dataguard grants to the member a non-exclusive right during the term of this agreement to use the Member Services pursuant to the terms and conditions set out herein. Your use of the Member Services confers no title or ownership in the Member Services. All ownership rights remain in ITG Internet - DataguardLtd.
Membership
In order to be able to access the information offered in the Member Services area, you must become a member. To become a member, you must complete your registration details in the manner described on the web site.
We reserve the right to terminate your membership at any time if you breach these terms and conditions.
You agree to ensure that your registration details are true and accurate at all times. Specifically, you must notify us of any change to the registration details as originally supplied.
You agree not to use our products or services for any unlawful purpose (whether known or not) or in any manner which may infringe or violate any third parties rights. You further agree that you will not use our service to transmit or upload any harmful files or unsolicited e-mail messages.
You agree to use our services in an acceptable manner where your use is concurrent with the expected usage of our member services. You further agree not to upload files for distribution via other electronic means or any other usage that may be considered unfair, deceptive or illegal.
You agree that you are solely responsible for complying with any law (whether in existence now or in the future) which may apply to you or us, which is in any way is connected with the use, or otherwise, of our products or services.
You must not disclose any user ID, password or other log in information to any person.
Upon registration, you will be provided with a password and account designation. You agree to pay for our services in the manner specified on the web site or any other document that specifies pricing. ITG Internet - Dataguardreserves the right to adjust any pricing for any of its products and services. ITG Internet - Dataguardwill inform members of such adjustments at which time the member has the option to terminate their membership as described under 'Termination of Access' within these Terms and Conditions.
Cancellation due to Error
You acknowledge that despite our reasonable precautions, products offered by us may be listed at an incorrect price or with incorrect information due to a typographical error or like oversight. In these circumstances, we reserve the right to cancel the transaction, notwithstanding that your order has been confirmed and your credit card has been charged. We reserve this right up until the time of delivery of supply of the services to you. If a cancellation of this nature occurs after your credit card has been charged for the purchase, we will immediately issue a credit to your credit card account for the amount in question.
Information Service
All information provided by us pursuant to these terms and conditions is provided in good faith. You accept that any information provided by us is general information and is not in the nature of advice. We derive our information from sources which we believe to be accurate and up to date as at the date of publication. We nevertheless reserve the right to update this information at any time. In addition, we do not make any representation or warranty that the information we provide is reliable, accurate or complete or that your access to that information will be uninterrupted, timely or secure. You should make your own enquiries and seek independent advice from relevant industry professionals before acting or relying on any information or material which is made available to you pursuant to our information service.
You agree to use our information service for lawful purposes only.
Indemnity
You indemnify us and our related bodies corporate and our respective officers, employees and agents against all actions, claims and demands (including the cost of defending or settling any action, claim or demand) on a full indemnity basis, which may be instituted against us arising out of a failure by you (or by any person using your password or ID, whether or not you have authorised that person to use your password or ID) to comply with these terms and conditions.
Disclaimer
This disclaimer set out in these terms and conditions does not attempt or purport to exclude liability arising under statute if, and to the extent, such liability cannot be lawfully excluded.
We do not accept responsibility for any loss damage, however caused (including through negligence), which you may directly or indirectly suffer in connection with your use of your Membership Services or this web site or any linked web site, nor do we accept any responsibility for any such loss arising out of your use of or reliance on information contained on or accessed through this web site.
To the extent permitted by law, any condition or warranty which would otherwise be implied into these terms and conditions is hereby excluded. If legislation implies any condition or warranty, and that legislation prohibits us from excluding or modifying the application of, or our liability under, any such condition or warranty, that condition or warranty will be deemed included but our liability will be limited for a breach of that condition or warranty to one or more of the following:
(a) if the breach relates to goods, (i) the replacement of the goods or the supply of equivalent goods, (ii) the repair of such goods (iii) the payment of the cost of replacing the goods or of acquiring equivalent goods or (iv) the payment of the cost of having the goods repaired;and
(b) if the breach relates to services, (i) the supplying of the services again or (ii) the payment of the cost of having the services supplied again; and if item (a) or item (b) is not permitted under applicable legislation, to the maximum extent permitted by applicable legislation.
Except in relation to liability for personal injury (including sickness and death), and except as otherwise stipulated in these terms and conditions, we will not accept liability to you in respect of any loss or damage (including indirect, special, or consequential loss or damage) which may be suffered or incurred by you or which may arise directly or indirectly in respect of goods or services supplied pursuant to an order placed on this web site or in respect of any failure or omission on our part to comply with our obligations as set out in these terms and conditions.
Specific Warnings
You must ensure that your access to this web site is not illegal or prohibited by laws which apply to you.
You must take your own precautions to ensure that the process which you employ for accessing this web site does not expose you to the risk of viruses, malicious computer code or other forms of interference which may damage your own computer system. For the removal of doubt, we do not accept responsibility for any interference or damage to your own computer system which arises in connection with your use of this web site or any linked web site.
Whilst we have no reason to believe that any information contained on this web site is inaccurate, we do not warrant the accuracy, adequacy or completeness of such information, nor do we undertake to keep this web site updated. We do not accept responsibility for loss suffered as a result of reliance by you upon the accuracy or currency of information contained on this web site.
Responsibility for the content of advertisements appearing on this web site (including hyperlinks to advertisers' own web sites) rests solely with the advertisers. The placement of such advertisements does not constitute a recommendation or endorsement by us of the advertisers' products and each advertiser is solely responsible for any representations made in connection with its advertisement.
We make no warranty that goods or services acquired from us over this web site will meet your requirements.
Details contained on this web site relating to goods or services have been prepared in accordance with Australian law and may not satisfy the laws of any other country. We do not warrant that the details on this web site concerning those goods or services will satisfy the laws of any other country. It is your responsibility to determine whether these details satisfy the laws of the jurisdiction which you reside (if that jurisdiction is outside Australia) and if the details do not satisfy the laws of your jurisdiction, you may not order any goods or services from this web site.
You acknowledge that despite all reasonable precautions on our part, there is a risk of unauthorised access to or alteration of your transmissions or data or of information contained on your computer system or on this web site. We do not accept responsibility or liability of any nature for any such losses which you may sustain as a result of such activity.
Copyright
Copyright in this web site (including text, graphics, logos, business names, icons, sound recordings and software) is owned or licensed by us. Other than for the purposes of, and subject to the conditions prescribed under, the Copyright Act 1968 (Cth)and similar legislation which applies in your location, and except as expressly authorised by these terms and conditions, you may not in any form or by any means:
* adapt, reproduce, store, distribute, print, display, perform, publish or create derivative works from any part of this web site; or
* commercialise any information, products or services obtained from any part of this web site;
* without our written permission.
Trade Marks
This web site includes trade marks which may be the subject of registration applications.
You must not use any of our intellectual property:
* in or as the whole or part of your own trade marks or business name or company name;
* in connection with activities, products or services which are not ours;
* in a manner which may be confusing, misleading or deceptive;
* in a manner that disparages us or our information, products or services (including this web site);
* you must not authorise or assist any person to do any of the acts specified above;
* By using the member services, you agree that company Trade Marks may accompany information or services being accessed, viewed and or sent from our services.
Restricted Use
Unless we agree otherwise in writing, you are provided with access to this web site only for your personal use. You are authorised to print a copy of any information contained on this web site for your personal use, unless such printing is expressly prohibited. Without limiting the foregoing, you may not without our written permission on-sell information obtained from this web site.
Linked Web Sites
This web site may contain links to other web sites (linked web sites). Those links are provided for convenience only and may not remain current or be maintained.
We are not responsible for the content or privacy practices associated with linked web sites.
Our links with linked web sites should not be construed as an endorsement, approval or recommendation by us of the owners or operators of those linked web sites, or of any information, graphics, materials, products or services referred to or contained on those linked web sites, unless and to the extent stipulated to the contrary.
DATAGARD COMPUTER PROGRAM END USER LICENCE AGREEMENT
This agreement is between:
1. ITG Internet - DataguardLtd ACN 115 851 477 � �we� or �us�; and
2. The end user � �you� (ie the person or entity intending to download DatagardTM).
Important Notice
DatagardTM (�the Software�) is made available by us for use by you under, and subject to, the terms and conditions of this agreement. You may not use the Software unless you enter into this agreement.
You should satisfy yourself that you understand and are willing to accept the terms and conditions of this agreement before entering into it. You enter into the agreement, and will be bound by its terms and conditions, if you click on the �agreed� icon at the end of this agreement. Clicking on this icon will indicate:
* that you have read and understood; and
* that you approve and accept;
this agreement and its terms and conditions. Please read it in full before you click on the �agreed� icon.
Terms and Conditions of End User Licence Agreement
1. Licence
* We grant you, and you accept, a non-exclusive, non-transferable licence to use the Software in order to obtain computer data storage and retrieval services from us or a third party provider authorised by us.
* Your licence is subject to the terms and conditions of this agreement.
* You must run the Software only an operating system approved by us. Approved operating systems are shown on our web site at www.spheritec.com/datagard/permitted-operating-systems and are subject to amendment by us from time to time without prior notice.
* You may copy the Software on the hard drive or disc storage system within any personal computer of yours but not otherwise.
* Any copy of the Software that you make must include this agreement as well as the copyright notice and all other proprietary and intellectual property designations contained in or on the Software.
2. Intellectual Property Rights
* This agreement does not give you any right, title or interest in or to the Software but only with the right to use it in accordance with this agreement.
* All right, title, and interest in and to:
o the Software (and all modifications, enhancements, and derivative works);
o all relevant intellectual property in respect of or associated with the Software (including trade secrets, patents, trademarks and copyrights, and rights of application therefor); and
o all copies of the Software (as distinct from the media on which it may be held);
* are and remain at all times (as between you and us) vested exclusively in us.
3. Software Code
* The Software is delivered and downloaded in object code only.
* You have no right to take possession of, or to hold or use, the source code for the Software.
* You may not in any way reverse-compile or otherwise reverse-engineer the Software.
4. Prohibitions on Dealing with the Software
You may not in any way:
* modify the Software;
* delete any part of the Software;
* change any name or designation of any component of or file in the Software;
* create any derivative work employing the Software or any part of it;
* sell, distribute, or transmit the Software or any part of it; or
* copy the Software or any part of it except in accordance with this agreement.
5. Term and Termination
* This agreement continues unless and until terminated.
* We may terminate this agreement by written notice to you if at any time you breach any of the terms or conditions of this agreement.
* You may terminate this agreement at any time by written notice to us.
* All terms and conditions of this agreement relating to disclaimers of warranties, limitation of liabilities, remedies or damages, and our proprietary rights survive termination of this agreement.
* Upon termination of this agreement all rights granted to you will cease and revert to us.
* You must promptly upon termination of this agreement delete all copies of the Software in your possession or custody or under your control or that you have made.
6. Exclusion of Warranty and Liability
* The Software is provided to you �as is� without any warranty of any kind, express or implied, including as to merchantable quality and fitness for purpose.
* All statutory and common law warranties and conditions are excluded to the full extent allowed by law.
* You assume all risk associated with use of the Software including as to its quality and performance.
* We have no liability for any loss or damage, direct or indirect, consequential or otherwise, (including loss of profit, business interruption, loss of information and third party claims) arising out of any use by you of the Software or any inability on your part to use the Software, even if we have been advised of or are otherwise aware of the possibility of any such loss or damage.
7. Miscellaneous
* This agreement is governed by, and to be construed in accordance with, New South Wales law.
* You and we submit to the jurisdiction of the New South Wales courts.
* Any term or condition of this agreement that may for any reason be ineffective will be deemed severed from this agreement and will not affect the validity of any other term or condition of this agreement. All other such terms and conditions will continue in full force and effect.
* This agreement represents the whole agreement between you and us relating to the Software to the exclusion of any other term or condition, express or implied, whether or not the subject of any previous communication.
In this agreement the term �including� means �including but not limited to�.
Service Agreement
Our commitment to you
Drawing arrangements:
ITG Internet - DataguardLtd will advise you, by email notification, of each monthly payment to be processed. Where the due date falls on a non-business day, we will draw the amount on the next business day.
We will not change the frequency of drawing arrangements without your prior approval. The amount drawn from your account will match your choice of Datagard plan. All prices are in Australian dollars. International users will be charged inline with currency conversion rates on the date of billing.
We reserve the right to terminate the service if two or more drawings are returned unpaid by your nominated financial institution & to arrange with you an alternative payment method.
We will keep all information pertaining to your nominated account at your financial institution private & confidential.
Your rights:
You may terminate the drawing arrangements at any time by giving written notice to us. You will be billed at the end of the current billing cycle and then drawings will cease. You may change your billing preferences at anytime. This can also be done by notifying us in writing.
You may stop payment of a drawing by giving written notice to us. Any such notice should be received by us at least 5 business days prior to the due date for payment.
Where you consider that a drawing has been initiated incorrectly (outside Datagard arrangements) you should promptly take the matter up directly with us.
Your commitment to us, Your responsibilities:
It is your responsibility to ensure that sufficient funds are available in the nominated account to meet a drawing on its due date.
It is your responsibility to ensure that the authorisation given to draw on the nominated account is identical to the account signing instruction held by the financial institution where the account is based.
It is your responsibility to advise us if the account nominated by you to receive ITG Internet - Dataguarddrawings is transferred or closed.