Your Acceptance
These are the terms on which we permit you (referred to as you or your) to:
You agree to be bound by these Terms at any time that you:
We may from time to time review and update these Terms including to take account of new Laws, products or technology. Your use of the Website will be governed by the most recent Terms posted from time to time on the Website.
You acknowledge and agree that these terms also operate in conjunction with the separate terms provided by us in respect of the Website that govern your use of the Website as a User of the Website (if applicable).
You indicate your acceptance of these terms by clickwrap.
1. Definitions and Interpretation
1.1 Definitions
ACL means Australian Consumer Law being Schedule 2 to the Competition and Consumer Act 2010 (Cth).
Advanzprac Content means content on the Website owned by and created by us.
Business Day means a day that is not a Saturday, Sunday, public holiday or bank holiday in the State of Queensland, Australia.
Claim includes a claim, notice, demand, action, proceeding, litigation, prosecution, arbitration, investigation, judgment, award or loss, whether based in contract, civil, common law, tort (including negligence) or statute and whether involving a Party, Third Party or otherwise.
Contributor Content means content created by you and uploaded to the Website from time to time.
Disclosing Party means the Party to whom Information belongs or relates.
Email means any email sent from us to you in connection with the Website.
Government Agency means any government or any public, statutory, governmental (including a local government), semi-governmental or judicial body, entity, department or authority and includes any self-regulatory organisation established under statute in the relevant jurisdiction.
Guidelines means our content guidelines notified to you from time to time.
Information means any information, whether oral, graphic, electronic, written or in any other form, including:
(a) forms, memoranda, letters, specifications, processes, procedures, statements, formulae, technology, inventions, trade secrets, research and development information, know-how, designs, plans, photographs, microfiche, business records, notes, accounting procedures or financial information, sales and marketing information, names and details of customers, suppliers and agents, employee details, reports, drawings and data;
(b) copies and extracts made of or from that information and data, whether translated from the original form, recompiled, partially copied, modified, updated or otherwise altered; and
(c) samples or specimens disclosed by either party.
Intellectual Property Rights means all present and future intellectual and industrial property rights conferred by statute, at common law or in equity and wherever existing, including:
(a) patents, inventions, designs, copyright, trade marks, brand names, product names, domain names, database rights, rights in circuit layouts, plant breeder's rights, know how, trade secrets and any other rights subsisting in the results of intellectual effort in any field, whether or not registered or capable of registration;
(b) any application or right to apply for registration of any of these rights;
(c) any registration of any of those rights or any registration of any application referred to in paragraph (b); and
(d) all renewals, divisions and extensions of these rights.
Law means:
(a) principles of law or equity established by decisions of courts;
(b) statutes, regulations or by-laws of the Commonwealth of Australia, or any State or Territory of the Commonwealth of Australia or a Government Agency; and
(c) requirements and approvals (including conditions) of the Commonwealth of Australia or any State or Territory of the Commonwealth of Australia or a Government Agency that has the force of law.
Loss means any loss, damage, cost or expense.
Party means you or us.
Payment Terms means the payment terms in relation to your Contributor Content.
Personal Information means Information or an opinion (including Information or an opinion forming part of a database), whether true or not, and whether recorded in a material form, electronic form or otherwise, about an identified individual or an individual who is reasonably identifiable, and includes anything that is defined as personal information or as sensitive information in the relevant Privacy Laws.
Privacy Law means any applicable Law, statute, regulation, ordinance, code, standard or requirements of any government, governmental or semi-governmental body which relates to privacy or health Information, including without limitation the Privacy Act 1988 (Cth) and the Australian Privacy Principles under that Act, the Spam Act 2003 (Cth) and the Do Not Call Register Act 2006 (Cth), and any Australian (including State or Territory) legislation from time to time in force which relates to or affects privacy rights or Personal Information.
Privacy Policy means our privacy policy available on the Website from time to time.
Revenue means revenue received by us in connection with Contributor Content on the Website, paid for by Users.
Terms means these agreed terms.
User means a Third Party user of the Website.
Third Party means any party other than us or you.
Website means the website at www.advanzprac.com
1.2 Interpretation
In these Terms, unless the context requires otherwise:
(a) the singular includes the plural and vice versa;
(b) a gender includes the other genders;
(c) the headings are used for convenience only and do not affect the interpretation of these Terms;
(d) other grammatical forms of defined words or expressions have corresponding meanings;
(e) a reference to a document includes the document as modified from time to time and any document replacing it;
(f) a reference to a party is to a party to these Terms and a reference to a party to a document includes the party's executors, administrators, successors and permitted assigns and substitutes;
(g) if something is to be or may be done on a day that is not a Business Day then it must be done on the next Business Day;
(h) the word "person" includes a natural person, partnership, body corporate, association, governmental or local authority, agency and any other body or entity whether incorporated or not;
(i) the word "month" means calendar month and the word "year" means 12 months;
(j) the words "in writing" include any communication sent by letter, facsimile transmission or email or any other form of communication capable of being read by the recipient;
(k) a reference to a thing includes a part of that thing;
(l) a reference to all or any part of a statute, rule, regulation or ordinance (statute) includes that statute as amended, consolidated, re‑enacted or replaced from time to time;
(m) wherever "include", "for example" or any form of those words or similar expressions is used, it must be construed as if it were followed by "(without being limited to)";
(n) money amounts are stated in Australian currency unless otherwise specified;
(o) a reference to time is to Melbourne, Australia time;
(p) a reference to any agency or body, if that agency or body ceases to exist or is reconstituted, renamed or replaced or has its powers or functions removed (defunct body), means the agency or body that performs most closely the functions of the defunct body;
(q) any agreement, representation, warranty or indemnity in favour of two or more parties (whether those parties are included in the same defined term or not) is for the benefit of them jointly and severally; and
(r) any agreement, representation, warranty or indemnity by two or more parties (whether those parties are included in the same defined term or not) binds them jointly and severally.
1.3 Commercial operations
You acknowledge and agree that if you use the Website and upload Contributor Content:
on behalf of;
as agent of;
as an employee of;
another legal entity (through without limitation, a trust or a company), you represent that:
Advanzprac Content
2.1 The Website is owned by us or licensed to us.
2.2 The Advanzprac Content is owned by us or licensed to us.
2.3 You acknowledge and agree that:
(a) The Advanzprac Content is for general information and/or promotional purposes only. We do not warrant or make any representations as to any Information contained within the Advanzprac Content.
(b) use of the Advanzprac Content is at the sole risk of the user of the Advanzprac Content.
(c) The Advanzprac Content:
(i) is obtained and developed from a variety of sources including but not limited to collaborations with Third Parties and Information provided by Third Parties under licence; and
(ii) contains general information that does not take into account your personal circumstances and no warranty is made by us in relation to that information or of any use that may be made of that information.
(d) all Intellectual Property Rights, including copyright, in the Website and the Advanzprac Content are owned by or licensed to us. You must not copy, modify or transmit any part of the Website Advanzprac Content without our express written consent.
(e) the Website and Advanzprac Content may also contain our, or our Related Entities', trademarks, logos and trade names, which may be registered or otherwise protected by Law. You are not permitted to use any trade marks, logos or trade names appearing on the Advanzprac Website in the Advanzprac content.
(f) we grant you a non-exclusive and non-transferable licence to use the Website for the purposes of posting Contributor Content, subject to the restrictions specified elsewhere in these Terms.
(g) If you have a complaint regarding any Advanzprac Content, Our sole obligation will be to review any written complaint notified to us and, if we see fit, in our sole discretion, to modify or remove the particular Advanzprac Content.
3. Contributor Content
3.1 You acknowledge and agree that the Contributor Content (and any Intellectual Property Rights related to same) is owned by you.
3.2 You acknowledge and agree that we act solely as a service provider to you to host the Contributor Content on your behalf and do not license the Contributor Content from you (subject to clause 3.8) for the purposes of providing the Contributor Content to Third Parties.
3.3 You are solely responsible for the Contributor Content.
3.4 You grant each User a non-exclusive licence to access the Contributor Content.
3.5 You may remove the Contributor Content from the Website at any time.
3.6 You warrant that the Contributor Content complies with the Guidelines.
3.7 You agree that you are responsible to Users in all ways for the Contributor Content, including (without limitation) for any Loss to a User arising out of their use of the Contributor Content.
3.8 You agree that we may (following notice to you of same) remove the Contributor Content from the Website at any time if we reasonably believe that you (or the Contributor Content) are in breach of these Terms.
4. Access and Communication
4.1 Notwithstanding anything else in these Terms, We do not warrant that the Website will be able to be used or will be in operation at any time or at all.
4.2 Subject to the consumer guarantees provided for in the ACL, we do not warrant that you will have continuous access to the Advanzprac Content, Contributor Content or Website free from any interruptions.
4.3 We will not be liable if the Advanzprac Content, Contributor Content or Website is unavailable to you or to Users due to computer downtime attributable to malfunctions, upgrades, preventative or remedial maintenance activities, interruption in telecommunications supply or otherwise.
4.4 You are responsible for providing all equipment necessary to use the Website, including connectable manufactured hardware, a mobile device, internet connections and/or other equipment or services that you need to download, install and use the Website. Features in this Website may be unavailable if this equipment is not supplied.
4.5 We do not guarantee the delivery or security of communications over the internet as such communications rely on Third Party service providers, and electronic communication (including electronic mail) is vulnerable to interception by Third Parties.
4.6 Whilst we take reasonable precautions to protect information transmitted via the Website, we cannot and do not guarantee the security or confidentiality of these communications or the security of the Website.
4.7 We do not provide, and have no control over, communications, networks or services, the internet or other technology required or used across the Website and accept no responsibility for any direct or indirect Loss in any form associated with them, whether due to congestion, technical malfunction, viruses or otherwise.
5. Prohibited Uses
You agree that in accessing and using the Website, and providing the Contributor Content, you will not engage or attempt to engage in any activities that:
(a) download (other than page caching), transmit, copy, store, reformat or otherwise modify any element of that material;
(b) impersonate or falsely claim to represent a person or organisation;
(c) are commercial, including selling, marketing, advertising or promoting goods or services, except if expressly permitted by these Terms;
(d) post, link to, or otherwise communicate or distribute any misleading, deceptive, inappropriate, profane, defamatory, infringing, obscene, indecent or unlawful material or Information, or otherwise use the Website in a manner which is unlawful or would infringe the rights of another person including any Intellectual Property Rights;
(e) bypass (or attempt to bypass) any security mechanisms imposed by the Website;
(f) provide access or links to any material (including links to peer to peer network trackers/beacons) which may infringe the Intellectual Property Rights of another person;
(g) delete or alter or attempts to delete or alter attributions, legal notices, trademarks or copyright marks on any material contained in the Website;
(h) knowingly posts, introduces or transmits, or permits the posting, introduction or transmission of a virus, worm, Trojan horse, malware, spyware, disabling or malicious device or code, time bomb, or any other software or hardware or configuration that may cause harm or change to the Website;
(i) use any robots, spiders or other automated devices or processes to access, monitor or copy the Advanzprac Content and Contributor Content;
(j) breach or circumvent any applicable Laws in using or accessing the Website;
(k) damage or tamper with the operation of the Advanzprac Content and Contributor Content; and
(l) use the Website or Advanzprac Content and Contributor Content in a manner which is unlawful or would infringe the rights of another person, including any Intellectual Property Rights.
6. Links and advertisements
6.1 The Website may contain links to other websites. We have not reviewed all of the Third Party websites linked on the Website and are not responsible for and will not be liable in respect of their content or accuracy (including websites linked through advertisements). We provide those links as a ready reference for searching for Third Party goods and services on the internet and not as an endorsement, support or sponsorship of those websites, their operators, the goods, services or content that they describe.
6.2 Facebook, Twitter, Instagram, YouTube and other Third Party websites which are linked to the Website, are not covered by these Terms, and may have their own terms and conditions and privacy policy. If you choose to access these Third Party linked sites, you do so at your own risk. We are not responsible for and will not be liable in respect of the content or operation of those websites or any of the goods, services or content that they describe. We are not responsible for and will not be liable in respect of any incorrect link to an external website.
7. Payment terms
7.1 You acknowledge and agree that:
(a) you will pay us any agreed amounts in accordance with the Payment Terms;
(b) the balance of Revenue (if any) generated by the Contributor Content (less any amounts deducted in accordance with the Payment Terms) will be remitted to you by the 15th Day following the end of each calendar month;
(c) you must provide us with a nominated account for the remittance of any Revenue pursuant to clause 7.1(b);
(d) creating and uploading Contributor Content to the Website does not entitle you to any payment or remittance;
(e) we act solely as a service provider to you to enable to you to upload Contributor Content to the Website, in exchange for a payment to us in accordance with the Payment Terms;
(f) we may set off the remittance set out in clause 7.1(b) against any other amount owed to us by you;
(g) we may amend the Payment Terms from time to time.
7.2 From time to time you may request us to prepare a report detailing Revenue received by us.
8. Privacy
8.1 Any Personal Information submitted by you (whether Personal Information of you or another individual which you have the necessary consents to provide) may be collected, used and disclosed by us for the purposes contemplated by these Terms, including but not limited to providing direct marketing communications to you when you sign up to receive email updates from us.
8.2 You agree that, by using the Website or communicating with us, you have read our Privacy Policy, understood its contents and consented to its requirements.
9. Warranties, Consumer Guarantees and Limitation of Liability
9.1 We have used our best endeavours to ensure all Information, graphics, audio and video and other items appearing on the Advanzprac website are correct and up-to-date at the time of publication. We do not represent or warrant the accuracy or completeness of the Advanzprac Content, or that the website is free from any errors, omissions or defects.
9.2 Subject to clause 9.4, any representation, warranty, condition, guarantee or undertaking that would be implied in these Terms by Law, trade, custom or usage is excluded to the maximum extent permitted by Law.
9.3 Nothing in these Terms excludes, restricts or modifies any consumer guarantee, right or remedy conferred on by the ACL or any other applicable Law that cannot be excluded, restricted or modified by agreement.
9.4 To the fullest extent permitted by Law, our liability for a breach of a non-excludable guarantee referred to in the clause 9.4 is limited to, in the case of services supplied or offered by us:
(i) the supplying of the relevant services again; or
(ii) the payment of the cost of having the relevant services supplied again.
9.5 We will not be liable if any part of the Website is unavailable to you at any time, or any functionality of the Website is impaired in any way, including due to changes by Third Parties to Third Party operating systems, or downtime attributable to malfunctions, upgrades, preventative or remedial maintenance activities, congestion or other interruption in telecommunications supply, or viruses.
9.6 Subject to clause 9.4, We are not liable to you for any indirect, incidental, special or consequential loss or damage, loss of profits or anticipated profits, economic loss, loss of business opportunity, loss of data, loss of reputation or loss of revenue (irrespective of whether the loss or damage is caused by or relates to breach of contract, tort (including negligence), statute or otherwise) arising out of or in connection with:
(a) the Website, Advanzprac Content, Contributor Content or all links to or from the Website; and
(b) your use of the Advanzprac Content, Contributor Content and Website, or your reliance on any Information presented in the Advanzprac Content or Contributor Content.
9.7 Subject to this clause 9, Our maximum aggregate liability for all proven Losses and Claims arising out of or in connection with these Terms or the use of the Advanzprac Content and Contributor Content and Website, including liability for breach, in negligence or in tort or for any other common law or statutory action, is limited to the sum of the costs paid to Us for the relevant service by you.
10. Indemnity
10.1 You agree and acknowledge that you will fully indemnify us in respect of all Loss, damages, costs and expenses (including legal fees on a full indemnity basis), fines, penalties, Claims, demands and proceedings however arising, whether at common law (including negligence) or under statute, in connection with:
any breach of these Terms by you;
your use of the Website, Advanzprac Content and Contributor Content, including any wrongful, wilful or negligent act or omission;
your communications with us;
any unlawful, illegal, negligent or tortious act or omission by you in relation to your installation or use of the Website; or
your use of Third Party websites linked to the Website.
You agree and acknowledge that you will fully indemnify us in respect of all Loss, damages, costs and expenses (including legal fees on a full indemnity basis), fines, penalties, Claims, demands and proceedings however arising, whether at common law (including negligence) or under statute, in connection with any claim made by a User against us in relation to the Contributor
11. Termination of your access to the Website
11.1 We may at any time immediately terminate your access (including restricting access) to the Website or any feature of the Website (including the Advanzprac Content or the Contributor Creator Content) for any reason (including due to your breach or alleged breach of these Terms) in our sole discretion and without prior notice.
11.2 This paragraph 11.2 and paragraphs 7, 9, 10, 12 and 13 will survive termination of your access to the Website in accordance with paragraph 11.1 and will continue to our benefit and be enforceable by us.
12. Wireless carrier charges and availability
12.1 You acknowledge and agree that by using the Website you may incur charges from your usage of data over the internet and that any such charges will be your sole responsibility.
12.2 We do not promise that you will have uninterrupted or error-free access to and use of the Website.
13. General
13.1 Entire understanding
These Terms contains the entire understanding between the Parties concerning the subject matter of these Terms and supersedes, terminates and replaces all prior agreements and communications between the Parties.
13.2 No adverse construction
These Terms, and any provision of these Terms, are not to be construed to the disadvantage of a Party because that Party was responsible for its preparation.
13.3 No waiver
(a) A failure, delay, relaxation or indulgence by a Party in exercising any power or right conferred on the Party by these terms does not operate as a waiver of that power or right.
(b) A single or partial exercise of the power or right does not preclude a further exercise of it or the exercise of any other power or right under these terms.
(c) A waiver of a breach does not operate as a waiver of any other breach.
13.4 Severability
Each provision of these Terms is severable from the others and no severance of a provision will affect any other provision.
13.5 Successors and assigns
These Terms bind and benefit the Parties and their respective successors and permitted assigns under clause 13.6.
13.6 No assignment
You cannot assign or otherwise transfer the benefit of these Terms without our prior written consent. We are permitted to assign or otherwise transfer the benefit of these Terms without your prior consent.
13.7 Communication and Notice
You consent to us contacting you by electronic means including through email.
13.8 Governing Law and jurisdiction
These Terms are governed by and must be construed in accordance with the Laws in force in the State of Queensland, Australia. The Parties submit to the exclusive jurisdiction of the courts of that State and the Commonwealth of Australia in respect of all matters arising out of or relating to these Terms, its performance or subject matter.
13.9 Operation of indemnities
Unless these terms expressly provides otherwise:
(a) each indemnity in these Terms survives the expiry or termination of these Terms; and
(b) a Party may recover a payment under an indemnity in these terms before it makes the payment in respect of which the indemnity is given.
14. Contacting us
If you have questions about the Website, Advanzprac Content or the Terms, please contact us via the website.
