This Agreement is between 4Links Technology Pty Ltd (4Links), Aged & Community Services Australia (ACSA) (We or Our or Us) and you (You or Your).
Introduction: Your access to and use of the ACSA Procurement Apps & services (the Apps) is governed by the following terms and conditions (Conditions). By using the Apps (and any updates of the Apps), You are deemed to have read, understood and agree to be bound by these Conditions. If You do not agree to these Conditions, You must cease accessing and using the Apps immediately and terminate your account with Us and We may deny You access to the App.
You may use the Apps only if You can form a binding contract with Us. If You are accepting these Conditions on behalf of a company, organisation, government, or other legal entity, You represent and warrant that You are authorised to do so. You must use the Apps in accordance with these Conditions and all applicable laws, rules and regulations including, without limitation, copyright laws.
We grant You a limited, non-exclusive, non-transferable, revocable licence to use the Apps in Australia for commercial purposes, subject to these Conditions. The licence is effective until termination by You or Us. Your rights under these Conditions will terminate if You fail to comply with any of these Conditions.
The Apps are protected by intellectual property laws, and embody valuable confidential information of Us and Our licensors. We and Our licensors own all rights, title and interest in respect of the Apps and any copyright in the Apps, including all intellectual property rights in relation to the Apps. Intellectual property rights in our logos and trademarks remains vested in Us and You do no acquire any such rights in Our logos or trademarks by virtue of Your access or use of the Apps. We reserve all rights other than those granted to You under these Conditions.
Except as permitted by non-excludable laws, You must not reverse engineer, decompile, disassemble, or extract any element of the Apps or otherwise seek to discover any source code, algorithms, methods or techniques embodied in the Apps. You must not modify, transfer, distribute, pledge, sublicense, rent, lease, or create derivative works based on the Apps, including its user interfaces.
While We will use reasonable endeavours to ensure that the Apps and their related services are available continuously, We do not make any representations or warranties that Your access will be uninterrupted, timely, secure or error free. Your access to the Apps may be suspended without notice in the case of system failure, maintenance or repair or any reason beyond Our reasonable control. Except as expressly provided otherwise in these Conditions, We reserve the right to update, change or discontinue any feature or service (or part thereof) on the Apps at any time and without prior notice to You.
Except as expressly provided otherwise in these Conditions, We reserve the right to change the pricing for any chargeable service or feature on the Apps at any time without providing notice to You. We also reserve the right to withdraw the Apps.
From time to time, We may send You messages (via the App, email or SMS) regarding Your use of the Apps, updates of the Apps and these Conditions. We may also send You messages (Commercial Messages) about Our other products and services and the products and services of third parties that We believe may interest You. You consent to receiving those Commercial Messages indefinitely. If You do not want to receive the Commercial Messages, You may terminate your account.
You must not:
By uploading, transmitting, posting or otherwise making available any material or data via the Apps (including suggestions, ideas, concepts, data, know-how) (Material), You:
We reserve the right (but have no obligation) to:
To the full extent permitted by law, We (including Our directors, officers, employees, agents or contractors and any of Our related entities) will not be liable to You or responsible for any direct, indirect, incidental, consequential or other liability, loss or damage (however arising) suffered or incurred by You whether under contract, negligence or other tort, equity or otherwise arising under or in connection with any of the information, material or embedded links to Other Sites on the Apps or these Conditions and/or the use of any items or materials sourced or obtained through the Apps.
You are responsible for Your use of the Apps including, without limitation, the use of any information provided through the Apps or any recommendation made through the Apps, which information is provided for general information purposes only. You agree that We do not offer or provide any opinions of any kind and We are not responsible for the performance of any agreement or engagement You or any other person enters into as a result of Your use of the Apps.
Any information We provide to You does not constitute, and is not a substitute for, specific professional advice and You must not rely upon the information on the Apps as constituting advice to You. You should seek Your own professional advice which is specific to Your own particular circumstances before acting on or relying on any information provided through the Apps. In particular, and without limiting these terms, You must seek Your own professional advice on all matters relating to insurance, financial, investment, taxation, legal, medical, safety or health matters.
We are not responsible for the accuracy, completeness or currency of any information or data provided through the Apps. We are not responsible for, and accept no liability with respect to, any communication, content or data uploaded, transmitted or otherwise made available on the Apps by any person other than Us. We do not endorse any opinion, advice or statement made by any person other than Us.
We do not recommend, make any warranty regarding or endorse any product or service offered on ACSAprocurement.com.au. including any content published or uploaded by Suppliers using the Apps. We do not take any responsibility for any statements made or data provided by suppliers including any compliance data. We disclaim all liability for any products or services offered by any supplier. No express or implied representation or warranty is made as to the suitability, accuracy or currency of any information on the Apps, or that the Apps will be continuously available or virus or fault free.
A “non-excludable condition” is a guarantee, condition or warranty which is provided under non-excludable laws, the exclusion of which from a contract would contravene any law or cause any part of these Conditions to be void. Despite any other provision of these Conditions, nothing in these Conditions excludes, restricts or modifies a non-excludable condition. Our liability to You for a non-excludable condition is limited (at Our option) to one of (a) supplying the services again, or (b) the payment of the cost of having the services supplied again.
Subject to any non- excludable conditions, We exclude all warranties or conditions in relation to the Apps implied by law. We do not give any warranty that the Apps will process, transmit, or display information in an accurate, complete, consistent or timely manner.
In no event will We be liable for any indirect or consequential loss, loss of profits, loss of data, or loss of employment or business opportunities, particularly in the event that any such loss arises from the representations made by any third party as to the suitability of any goods acquired through the use of the Apps.
You indemnify Us against any losses, costs (including reasonable legal costs), expenses, demands or liability, and whether arising in contract, tort (including in each case negligence), or equity or otherwise incurred as a result of any breach of these Conditions by You or any person who uses the Apps on Your behalf.
We may feature or display links and pointers to websites operated by third parties on the Apps from time to time (Other Sites). The Other Sites do not form part of the Apps and are not under Our control and We are not responsible or liable for the content or operation of the Other Sites. We provide these links to You only as a convenience, and the inclusion of any link to Other Sites does not imply endorsement by Us of the Other Site or any association with its operators. If You visit any of the Other Sites through the Apps, You access the Other Sites entirely at Your own risk.
The Apps may also feature or display third party advertising from time to time. By featuring or displaying such advertising, We do not in any way represent that:
If You contact a third party using functionality provided on the Apps, including via e-mail, We do not accept any responsibility for any communications or transactions between You and the relevant third party.
If a dispute arises out of or relates to these Conditions, the Apps or the breach, termination, validity or subject matter of these Conditions, or as to any related claim in restitution or at law, in equity or pursuant to any statute, the parties to these Conditions and the dispute expressly agree to endeavour to settle the dispute by mediation administered by the Australian Disputes Centre (ADC) in Sydney before having recourse to arbitration or litigation. The mediation will be conducted in accordance with the ADC Guidelines for Commercial Mediation which are operating at the time the matter is referred to ADC. The Guidelines set out the procedures to be adopted, the process of selection of the mediator and the costs involved. The terms of the Guidelines are hereby deemed incorporated into these Conditions. Unless otherwise agreed, each party will pay its / their own costs of the mediation. Nothing in this clause limits or prevents a party seeking urgent interlocutory relief.
These Conditions constitute the entire agreement between the parties and supersedes and extinguishes all previous drafts, agreements, arrangements and understandings, whether written or oral, relating to its subject matter.
Each of the parties acknowledges and agrees that in entering into these Conditions it does not rely on any undertaking, promise, assurance, statement, representation, warranty or understanding (whether in writing or not) of any person (whether party to this agreement or not) relating to the subject matter of these Conditions, other than as expressly set out in these Conditions.
If any provision of these Conditions is deemed invalid by a court of competent jurisdiction, the invalidity of such provision will not affect the validity of the remaining provisions of these Conditions, which will remain in full force and effect.
No waiver of any term of these Conditions will be deemed a further or continuing waiver of that term or any other term. No failure to assert any right under these Conditions will constitute a waiver of that right.
These Conditions are governed by the law of New South Wales. The parties submit to the exclusive jurisdiction of the courts of New South Wales and the Commonwealth of Australia.