SAAS TERMS & CONDITIONS OF USE

 

1. About the Website

1. 1. Welcome to app.assistivedigital.com.au (the 'Website'). The Website allows you to access and use the Assistive Captions (the 'Services').

1. 2. The Website is operated by Assistive Digital Pty Ltd, ACN/ABN 57 664 211 367 . Access to and use of the Website, or any of its associated Products or Services, is provided by Assistive Digital Pty Ltd. Please read these terms and conditions (the 'Terms') carefully. By using, browsing and/or reading the Website, this signifies that you have read, understood and agree to be bound by the Terms. If you do not agree with the Terms, you must cease usage of the Website, or any of Services, immediately.

1. 3. Assistive Digital Pty Ltd reserves the right to review and change any of the Terms by updating this page at its sole discretion. When Assistive Digital Pty Ltd updates the Terms, it will use reasonable endeavours to provide you with notice of updates to the Terms. Any changes to the Terms take immediate effect from the date of their publication. Before you continue, we recommend you keep a copy of the Terms for your records.

2. Acceptance of the Terms

You accept the Terms by remaining on the Website. Where the option is available in the user interface, you may also accept the Terms by clicking to accept or agree to the Terms.

3. About the Service

1. 1. Assistive Captions is cloud based captaining solution with all control and supporting partners provideing software as service for this product to operate

1. 2. Organization Admin and Presenter User accounts accounts are currently offered. You acknowledge and agree that the accounts offered, as well as the account features may change from time to time, and may be governed by separate terms which apply specific to the account. Where special account-specific terms apply, you will be informed, and must accept those terms before you are given such an account. For the avoidance of doubt these Terms apply unless otherwise agreed or amended by account-specific terms.

1. 3. Some accounts may be governed by a separate Software Licensing Agreement with Assistive Digital Pty Ltd, which may amend the terms of use. For the avoidance of doubt these Terms apply unless otherwise agreed or amended by the terms of an applicable Software Licensing Agreement.
   4. All data generated, uploaded, or otherwise provided by the Customer shall remain the exclusive property of the Customer. Assistive Digital Pty Ltd, acknowledges that it acquires no rights, title, or interest in such data and shall not copy, reproduce, or distribute the data without the express written consent of the Customer

4. Acceptable use of the Service
5. 1. Assistive Captions, its related features, and website must only be used lawfully. Assistive Digital Pty Ltd reserves the right to suspend, cancel, or otherwise deny access to users and accounts who use the service:

1. 1. 1. To engage in any act that would disrupt the access, availability, and security of Assistive Captions and other Assistive Digital Pty Ltd services, including but not limited to:

1. 1. 1. 1. Tampering with, reverse-engineering, or hacking our servers.

1. 1. 1. 2. Modifying, disabling, or compromising the performance Assistive Captions or other Assistive Digital Pty Ltd services.

1. 1. 1. 3. Overwhelming, or attempting to overwhelm our infrastructure by imposing an unreasonably large load on our systems that consume extraordinary resources.

1. 1. 1. 4. Compromising the integrity of our system, including probing, scanning and testing the vulnerability of our system unless expressly permitted by Assistive Digital Pty Ltd.

1. 2. For any illegal purpose, or to violate any laws, including and without limitation to data, privacy, and export control laws.

1. 3. To stalk, harass or threaten users and any member of the public.

1. 4. To misrepresent or defraud any user or member of the public through phishing, spoofing, manipulating headers or other identifiers, impersonating anyone else, or falsely implying any sponsorship or association with Assistive Digital Pty Ltd or any third party

1. 5. To access or search any part of the Service, or any other Service owned by Assistive Digital Pty Ltd other than our publicly supported interface, or otherwise allowed for in an applicable Software Licensing Agreement.

1. 6. To post, upload, share, or otherwise circulate content in violation of Assistive Captions’s content policy

5. Security and Data Privacy

Assistive Digital Pty Ltd takes your privacy seriously and information provided through your use of the Website and/or Services are subject to Assistive Digital Pty Ltd’s Privacy Policy, which is available on the Website. The Privacy Policy also addresses Assistive Digital Pty Ltd’s processes, policies, and obligations in respect of Assistive Captions security breaches.

6. Data Use

Assistive Digital Pty Ltd collects, stores, and processes your data on Assistive Captions. The data is used to provide Services to you, as well as to facilitate Assistive Digital Pty Ltd’s business operations. The Privacy Policy outlined how your data is collected, stored, and processed by Assistive Digital Pty Ltd. The Privacy Policy also addresses Assistive Digital Pty Ltd's processes, policies, and obligations in respect of data encryption and removal requests.

7. Subscription to use the Service

1. 1. In order to access the Services, you must first purchase a subscription through the Website (the 'Subscription') and pay the applicable fee for the selected Subscription (the 'Subscription Fee'). After purchasing a Subscription, you will be considered a member (‘Member’).

1. 2. In purchasing the Subscription, you acknowledge and agree that it is your responsibility to ensure that the Subscription you elect to purchase is suitable for your use.

1. 3. Before, during or after you have purchased the Subscription, you will then be required to register for an account through the Website before you can access the Services (the ' Account').

1. 4. As part of the registration process, or as part of your continued use of the Services, you may be required to provide personal information about yourself (such as identification or contact details), including but not limited to First Name (mandatory), Last Name and email address (mandatory).

1. 5. You warrant that any information you give to Assistive Digital Pty Ltd in the course of completing the registration process will always be accurate, correct and up to date.

1. 6. Once you have completed the registration process, you will be a registered user of the Website and agree to be bound by the Terms ("User"). As a Member you will be granted immediate access to the Services from the time you have completed the registration process until the subscription period expires (the 'Subscription Period').

1. 7. You may not use the Services and may not accept the Terms if:

1. 1. 1. you are not of legal age to form a binding contract with Assistive Digital Pty Ltd; or

1. 1. 2. you are a person barred from receiving the Services under the laws of Australia or other countries including the country in which you are resident or from which you use the Services; or

1. 1. 2. you are not of legal age and have not had consent sought by a parent/guardian who have entered into an agreement with Assistive Digital Pty Ltd

8. Payments
9. 1. Subject to the terms of any applicable Software License Agreement, the Subscription Fee may be paid by all payment methods available on the Website, and may change from time to time.

1. 2. Payments made in the course of your use of Assistive Captions may be made using third-party applications and services not owned, operated, or otherwise controlled by Assistive Digital Pty Ltd. You acknowledge and agree that Assistive Digital Pty Ltd will not be liable for any losses or damage arising from the operations of third-party payment applications and services. You further acknowledge and warrant that you have read, understood and agree to be bound by the terms and conditions of the applicable third-party payment applications and services you choose to use as a payment method for Assistive Captions services.

1. 3. You acknowledge and agree that where a request for the payment of the Subscription Fee is returned or denied, for whatever reason, by your financial institution or is unpaid by you for any other reason, then you are liable for any costs, including banking fees and charges, associated with the Subscription Fee.

1. 4. You agree and acknowledge that Assistive Digital Pty Ltd can vary the Subscription Fee at any time and that the varied Subscription Fee will come into effect following the conclusion of the existing Subscription.

9. Refund Policy

Assistive Digital Pty Ltd will only provide you with a refund of the Subscription Fee in the event they are unable to continue to provide the Services or if the manager of Assistive Digital Pty Ltd makes a decision, at its absolute discretion, that it is reasonable to do so under the circumstances . Where this occurs, the refund will be in the proportional amount of the Subscription Fee that remains unused by the Member (the 'Refund').

10. Copyright and Intellectual Property

1. 1. The Website, the Services and all of the related products of Assistive Digital Pty Ltd are subject to copyright. The material on the Website is protected by copyright under the laws of Australia and through international treaties. Unless otherwise indicated, all rights (including copyright) in the Services and compilation of the Website (including but not limited to text, graphics, logos, button icons, video images, audio clips, Website code, scripts, design elements and interactive features) or the Services are owned or controlled for these purposes, and are reserved by Assistive Digital Pty Ltd or its contributors.

1. 2. All trademarks, service marks and trade names are owned, registered and/or licensed by Assistive Digital Pty Ltd, who grants to you a worldwide, non-exclusive, royalty-free, revocable license whilst you are a User to:

1. 1. 1. use the Website pursuant to the Terms;

1. 1. 2. copy and store the Website and the material contained in the Website in your device's cache memory; and

1. 1. 3. print pages from the Website for your own personal and non-commercial use.

1. 3. Assistive Digital Pty Ltd does not grant you any other rights whatsoever in relation to the Website or the Services. All other rights are expressly reserved by Assistive Digital Pty Ltd.

1. 4. Assistive Digital Pty Ltd retains all rights, title and interest in and to the Website and all related Services. Nothing you do on or in relation to the Website will transfer any:

1. 1. 1. business name, trading name, domain name, trade mark, industrial design, patent, registered design or copyright, or

1. 1. 2. a right to use or exploit a business name, trading name, domain name, trade mark or industrial design, or

1. 1. 3. a thing, system or process that is the subject of a patent, registered design or copyright (or an adaptation or modification of such a thing, system or process), to you.

1. 5. You may not, without the prior written permission of Assistive Digital Pty Ltd and the permission of any other relevant rights owners: broadcast, republish, up-load to a third party, transmit, post, distribute, show or play in public, adapt or change in any way the Services or third party Services for any purpose, unless otherwise provided by these Terms. This prohibition does not extend to materials on the Website, which are freely available for re-use or are in the public domain.

11. General Disclaimer

1. 1. Nothing in the Terms limits or excludes any guarantees, warranties, representations or conditions implied or imposed by law, including the Australian Consumer Law (or any liability under them) which by law may not be limited or excluded.

1. 2. Subject to this clause, and to the extent permitted by law:

1. 1. 1. all terms, guarantees, warranties, representations or conditions which are not expressly stated in the Terms are excluded; and

1. 1. 2. Assistive Digital Pty Ltd will not be liable for any special, indirect or consequential loss or damage (unless such loss or damage is reasonably foreseeable resulting from our failure to meet an applicable Consumer Guarantee), loss of profit or opportunity, or damage to goodwill arising out of or in connection with the Services or these Terms (including as a result of not being able to use the Services or the late supply of the Services), whether at common law, under contract, tort (including negligence), in equity, pursuant to statute or otherwise.
2. 3. Use of the Website and the Services is at your own risk. Everything on the Website and the Services is provided to you "as is" and "as available" without warranty or condition of any kind. None of the affiliates, directors, officers, employees, agents, contributors and licensors of Assistive Digital Pty Ltd make any express or implied representation or warranty about the Services or any products or Services (including the products or Services of Assistive Digital Pty Ltd) referred to on the Website. This includes (but is not restricted to) loss or damage you might suffer as a result of any of the following:

1. 1. 1. failure of performance, error, omission, interruption, deletion, defect, failure to correct defects, delay in operation or transmission, computer virus or other harmful component, loss of data, communication line failure, unlawful third party conduct, or theft, destruction, alteration or unauthorised access to records;

1. 1. 2. the accuracy, suitability or currency of any information on the Website, the Services, or any of its Services related products (including third party material and advertisements on the Website);

1. 1. 3. costs incurred as a result of you using the Website, the Services or any of the products of Assistive Digital Pty Ltd; and

1. 1. 4. the Services or operation in respect to links which are provided for your convenience.

12. Limitation of Liability

1. 1. Assistive Digital Pty Ltd's total liability arising out of or in connection with the Services or these Terms, however arising, including under contract, tort (including negligence), in equity, under statute or otherwise, will not exceed the resupply of the Services to you.

1. 2. You expressly understand and agree that Assistive Digital Pty Ltd, its affiliates, employees, agents, contributors and licensors shall not be liable to you for any direct, indirect, incidental, special consequential or exemplary damages which may be incurred by you, however caused and under any theory of liability. This shall include, but is not limited to, any loss of profit (whether incurred directly or indirectly), any loss of goodwill or business reputation and any other intangible loss.

13. Termination of Contract

1. 1. The Terms will continue to apply until terminated by either you or by Assistive Digital Pty Ltd as set out below.

1. 2. If you want to terminate the Terms, you may do so by:

1. 1. 1. not renewing the Subscription prior to the end of the Subscription Period;

1. 1. 2. providing Assistive Digital Pty Ltd with 7 days’ notice of your intention to terminate; and

1. 1. 3. closing your accounts for all of the services which you use, where Assistive Digital Pty Ltd has made this option available to you.

1. 3. Any notices pursuant to Clause 13.2 above should be sent, in writing, to Assistive Digital Pty Ltd via the 'Contact Us' link on our homepage.

1. 4. Assistive Digital Pty Ltd may at any time, terminate the Terms with you if:

1. 1. 1. you do not renew the Subscription at the end of the Subscription Period, this will be an imediate termination of service;

1. 1. 2. you have breached any provision of the Terms or intend to breach any provision, this will be an imediate termination of service;

1. 1. 3. Assistive Digital Pty Ltd is required to do so by law, this will be an imediate termination of service;

1. 1. 4. the provision of the Services to you by Assistive Digital Pty Ltd is, in the opinion of Assistive Digital Pty Ltd, no longer commercially viable, this will be 28 day notice of termination of service.

Indemnity

You the customer agee to indemnify Assistive Digital Pty Ltd, its affiliates, employees, agents, contributors, third party content providers and licensors from and against:

1. 1. all actions, suits, claims, demands, liabilities, costs, expenses, loss and damage (including legal fees on a full indemnity basis) incurred, suffered or arising out of or in connection with your customer generated content 

1. 2. any direct or indirect consequences of you accessing, using or transacting on the Website as a customer or attempts to dno so; and/or

1. 3. any breach of the Terms.

15. Dispute Resolution

15.1.  Compulsory:

If a dispute arises out of or relates to the Terms, either party may not commence any Tribunal or Court proceedings in relation to the dispute, unless the following clauses have been complied with (except where urgent interlocutory relief is sought).

15.2.     Notice:

A party to the Terms claiming a dispute ('Dispute') has arisen under the Terms, must give written notice to the other party detailing the nature of the dispute, the desired outcome and the action required to settle the Dispute.

15.3.     Resolution:

On receipt of that notice ('Notice') by that other party, the parties to the Terms ('Parties') must:

1. Within 28 days of the Notice endeavour in good faith to resolve the Dispute expeditiously by negotiation or such other means upon which they may mutually agree;

2. If for any reason whatsoever, 28 days after the date of the Notice, the Dispute has not been resolved, the Parties must request that an appropriate mediator be appointed by the ____________________;

3. The Parties are equally liable for the fees and reasonable expenses of a mediator and the cost of the venue of the mediation and without limiting the foregoing undertake to pay any amounts requested by the mediator as a pre-condition to the mediation commencing. The Parties must each pay their own costs associated with the mediation;

4. The mediation will be held in Brisbane, Australia.

15.4.     Confidential:

All communications concerning negotiations made by the Parties arising out of and in connection with this dispute resolution clause are confidential and to the extent possible, must be treated as "without prejudice" negotiations for the purpose of applicable laws of evidence.

15.5.     Termination of Mediation:

If 28 have elapsed after the start of a mediation of the Dispute and the Dispute has not been resolved, either party may ask the mediator to terminate the mediation and the mediator must do so.

 

16. Venue and Jurisdiction

The Services offered by Assistive Digital Pty Ltd is intended to be viewed by residents of Australia. In the event of any dispute arising out of or in relation to the Website, you agree that the exclusive venue for resolving any dispute shall be in the courts of Queensland.

17. Governing Law

The Terms are governed by the laws of Queensland. Any dispute, controversy, proceeding or claim of whatever nature arising out of or in any way relating to the Terms and the rights created hereby shall be governed, interpreted and construed by, under and pursuant to the laws of Queensland, Australia without reference to conflict of law principles, notwithstanding mandatory rules. The validity of this governing law clause is not contested. The Terms shall be binding to the benefit of the parties hereto and their successors and assigns.

 

18. Independent Legal Advice

Both parties confirm and declare that the provisions of the Terms are fair and reasonable and both parties having taken the opportunity to obtain independent legal advice and declare the Terms are not against public policy on the grounds of inequality or bargaining power or general grounds of restraint of trade.

19. Severance

If any part of these Terms is found to be void or unenforceable by a Court of competent jurisdiction, that part shall be severed and the rest of the Terms shall remain in force.

 

WEBSITE TERMS AND CONDITIONS OF USE

1. About the Website

1. 1. Welcome to assistivedigital.com.au (Website). The Website facilitates interactions between:

1. 1. 1. parties providing services (Provider); and

1. 1. 2. parties receiving services (Receiver),

making it easier for the Receiver and the Provider to locate, communicate, arrange payment and deliver the services in a fast and secure manner (Services).

1. 2. The Website is operated by Assistive Digital Pty Ltd (ACN 57 664 211 367). Access to and use of the Website, or any of its associated products or Services, is provided by Assistive Digital Pty Ltd. Please read these terms and conditions (Terms) carefully. By using, browsing and/or reading the Website, this signifies that you have read, understood and agree to be bound by the Terms. If you do not agree with the Terms, you must cease usage of the Website, or any of its products or Services, immediately.

1. 3. Assistive Digital Pty Ltd reserves the right to review and change any of the Terms by updating this page at its sole discretion. When Assistive Digital Pty Ltd updates the Terms, it will use reasonable endeavours to provide you with notice of updates of the Terms. Any changes to the Terms take immediate effect from the date of their publication. Before you continue, we recommend you keep a copy of the Terms for your records.

2. Acceptance of the Terms

You accept the Terms by registering for the Services and/or making any payment as required under the Terms for use of the Services. You may also accept the Terms by clicking to accept or agree to the Terms where and if this option is made available to you by Assistive Digital Pty Ltd in the user interface.

3. The Services

1. 1. In order to access the Services, both the Receiver and the Provider are required to register for an account through the Website (Account).

1. 2. As part of the registration process, and shipping purposes, or as part of your continued use of the Services, you may be required to provide personal information about yourself (such as identification or contact details), including:

1. 1. 1. Email address

1. 2. Preferred username

1. 3. Mailing address

1. 4. Telephone number

1. 5. Password

3. You warrant that any information you give to Assistive Digital Pty Ltd in the course of completing the registration process will always be accurate, correct and up to date.

4. Once you have completed the registration process, you will be a registered member of the Website (Member) and agree to be bound by the Terms.

5. You may not use the Services and may not accept the Terms if:

1. 1. you are not of legal age to form a binding contract with Assistive Digital Pty Ltd; or

1. 2. you are a person barred from receiving the Services under the laws of Australia or other countries including the country in which you are resident or from which you use the Services.

4. Your obligations as a Member

4.1.As a Member, you agree to comply with the following:

1. 1. you will not share your profile with any other person;

1. 2. you will use the Services only for purposes that are permitted by:

1. 1. 1. the Terms; and

1. 1. 2. any applicable law, regulation or generally accepted practices or guidelines in the relevant jurisdictions;

1. 3. you have sole responsibility for protecting the confidentiality of your password and/or email address. Use of your password by any other person may result in the immediate cancellation of the Services;

1. 4. any use of your registration information by any other person, or third parties, is strictly prohibited. You agree to immediately notify Assistive Digital Pty Ltd of any unauthorised use of your password or email address or any breach of security of which you have become aware;

1. 5. you must not expressly or impliedly impersonate another Member or use the profile or password of another Member at any time;

1. 6. any content that you broadcast, publish, upload, transmit, post or distribute on the Website (Your Content) will always be accurate, correct and up to date and you will maintain reasonable records of Your Content.

1. 1. 7. you agree not to harass, impersonate, stalk, threaten another Member of the Website (where interaction with other Members is made available to you);

1. 1. 8. access and use of the Website is limited, non-transferable and allows for the sole use of the Website by you for the purposes of providing the Services;

1. 1. 1. you will not use the Services or the Website in connection with any commercial endeavours except those that are specifically endorsed or approved by the management of Assistive Digital Pty Ltd;

1. 1. 10. you will not use the Services or Website for any illegal and/or unauthorised use which includes collecting email addresses of Members by electronic or other means for the purpose of sending unsolicited email or unauthorised framing of or linking to the Website;

1. 1. 11. you agree that commercial advertisements, affiliate links and other forms of solicitation may be removed from Member profiles without notice and may result in termination of the Services. Appropriate legal action will be taken by Assistive Digital Pty Ltd for any illegal or unauthorised use of the Website; and you acknowledge and agree that any automated use of the Website or its Services is prohibited.

1. Using the Website as the Receiver

All software license's will be provided to buyers within 24 hours, all Hardware will be shipped to buyers within 14 days of purchase

6. Using the Website as the Provider

all hardware and prices will be updated as needed.

7. Refund Policy

1. 1. Since Assistive Digital Pty Ltd is only a facilitator in introducing the Receiver to the Provider and providing a system to make safe payment, Assistive Digital Pty Ltd does not hold any liability to the Receiver directly and will not personally refund them any payments made in the use of Services.

1. 2. Notwithstanding the above clause, if a Receiver is unsatisfied with the services provided by the Provider or believes that they may be entitled to a refund, then Assistive Digital Pty Ltd requires the Receiver to:

1. 1. 1. contact the Provider directly to request a refund; and

1. 1. 2. if contacting the Provider is not successful after fourteen (14) days, contact Assistive Digital Pty Ltd through the 'Contact Us' section of the Website outlining why you believe you are entitled to a refund so we are able to determine if the Provider should be removed from the Services.

1. 3. If contacted by a Receiver who is requesting a refund pursuant to the above clause, the Provider agrees that it will immediately:

1. 1. 1. complete the Assistive Digital Pty Ltd refund request form (Request Form) provided on the Website; and

1. 1. 2. provide both the Request Form and the email from the Receiver requesting the refund to Assistive Digital Pty Ltd.

1. 4. If the Provider agrees to a refund it is acknowledged that the Provider will instruct Assistive Digital Pty Ltd to refund all or part of the payments made to the Receiver directly, less any fees and charges incurred by Assistive Digital Pty Ltd in processing the refund.

1. 5. Both the Receiver and Provider agree that they will comply with the Refund Policy contained in this Clause of these Terms.

8. Copyright and Intellectual Property

1. 1. The Website, the Services and all of the related products of Assistive Digital Pty Ltd are subject to copyright. The material on the Website is protected by copyright under the laws of Australia and through international treaties. Unless otherwise indicated, all rights (including copyright) in the Services and compilation of the Website (including but not limited to text, graphics, logos, button icons, video images, audio clips, Website code, scripts, design elements and interactive features) or the Services are owned or controlled for these purposes, and are reserved by Assistive Digital Pty Ltd or its contributors.

1. 2. All trademarks, service marks and trade names are owned, registered and/or licensed by Assistive Digital Pty Ltd, who grants to you a worldwide, non-exclusive, royalty-free, revocable license whilst you are a Member to:

1. 1. 1. use the Website pursuant to the Terms;

1. 1. 2. copy and store the Website and the material contained in the Website in your device's cache memory; and

1. 1. 3. print pages from the Website for your own personal and non-commercial use.

Assistive Digital Pty Ltd does not grant you any other rights whatsoever in relation to the Website or the Services. All other rights are expressly reserved by Assistive Digital Pty Ltd.

3. Assistive Digital Pty Ltd retains all rights, title and interest in and to the Website and all related Services. Nothing you do on or in relation to the Website will transfer any:

1. 1. business name, trading name, domain name, trade mark, industrial design, patent, registered design or copyright, or

1. 2. a right to use or exploit a business name, trading name, domain name, trade mark or industrial design, or

1. 3. a thing, system or process that is the subject of a patent, registered design or copyright (or an adaptation or modification of such a thing, system or process),

1. 4. You may not, without the prior written permission of Assistive Digital Pty Ltd and the permission of any other relevant rights owners: broadcast, republish, up-load to a third party, transmit, post, distribute, show or play in public, adapt or change in any way the Services or third party Services for any purpose, unless otherwise provided by these Terms. This prohibition does not extend to materials on the Website, which are freely available for re-use or are in the public domain.

1. 5. Where you broadcast, publish, upload, transmit, post or distribute Your Content on the Website, then you grant to Assistive Digital Pty Ltd a non-exclusive, transferrable, perpetual, royalty-free, irrevocable, worldwide licence to broadcast, republish, up-load to a third party, transmit, post, distribute, show or play in public, adapt or change Your Content.

9. Privacy

Assistive Digital Pty Ltd takes your privacy seriously and any information provided through your use of the Website and/or Services are subject to Assistive Digital Pty Ltd's Privacy Policy, which is available on the Website.

10. General Disclaimer

1. 1. Nothing in the Terms limits or excludes any guarantees, warranties, representations or conditions implied or imposed by law, including the Australian Consumer Law (or any liability under them) which by law may not be limited or excluded.

1. 2. Subject to this clause, and to the extent permitted by law:

1. 1. 1. all terms, guarantees, warranties, representations or conditions which are not expressly stated in the Terms are excluded; and

1. 2. Assistive Digital Pty Ltd will not be liable for any special, indirect or consequential loss or damage (unless such loss or damage is reasonably foreseeable resulting from our failure to meet an applicable Consumer Guarantee), loss of profit or opportunity, or damage to goodwill arising out of or in connection with the Services or these Terms (including as a result of not being able to use the Services or the late supply of the Services), whether at common law, under contract, tort (including negligence), in equity, pursuant to statute or otherwise.

3. Use of the Website and the Services is at your own risk. Everything on the Website and the Services is provided to you "as is" and "as available" without warranty or condition of any kind. None of the affiliates, directors, officers, employees, agents, contributors and licensors of Assistive Digital Pty Ltd make any express or implied representation or warranty about the Services or any products or Services (including the products or Services of Assistive Digital Pty Ltd) referred to on the Website. This includes (but is not restricted to) loss or damage you might suffer as a result of any of the following:

1. 1. failure of performance, error, omission, interruption, deletion, defect, failure to correct defects, delay in operation or transmission, computer virus or other harmful component, loss of data, communication line failure, unlawful third party conduct, or theft, destruction, alteration or unauthorised access to records;

1. 1. 2. the accuracy, suitability or currency of any information on the Website, the Services, or any of its Services related products (including third party material and advertisements on the Website);

1. 1. 3. costs incurred as a result of you using the Website, the Services or any of the products of Assistive Digital Pty Ltd; and

1. 1. 4. the Services or operation in respect to links which are provided for your convenience.

1. 4. You acknowledge that Assistive Digital Pty Ltd Website and the Services are only intended to facilitate the interactions between the Receiver and the Provider and does not offer any services other than the Services and Assistive Digital Pty Ltd holds no liability to you as a result of any conduct of the Members or the misuse of Your Content by any party (including other Members).

11. Limitation of Liability

1. Assistive Digital Pty Ltd's total liability arising out of or in connection with the Services or these Terms, however arising, including under contract, tort (including negligence), in equity, under statute or otherwise, will not exceed the resupply of the Services to you.

1. 2. You expressly understand and agree that Assistive Digital Pty Ltd, its affiliates, employees, agents, contributors and licensors shall not be liable to you for any direct, indirect, incidental, special consequential or exemplary damages which may be incurred by you, however caused and under any theory of liability. This shall include, but is not limited to, any loss of profit (whether incurred directly or indirectly), any loss of goodwill or business reputation and any other intangible loss.

1. 3. You acknowledge and agree that Assistive Digital Pty Ltd holds no liability for any direct, indirect, incidental, special consequential or exemplary damages which may be incurred by you as a result of providing Your Content to the Website.

12. Termination of Contract

1. 1. If you want to terminate the Terms, you may do so by providing Assistive Digital Pty Ltd with 7 Days days' notice of your intention to terminate by sending notice of your intention to terminate to Assistive Digital Pty Ltd via the 'Contact Us' link on our homepage.

1. 2. Assistive Digital Pty Ltd may at any time, terminate the Terms with you if:

1. 1. 1. you have breached any provision of the Terms or intend to breach any provision;

1. 1. 2. Assistive Digital Pty Ltd is required to do so by law;

1. 1. 3. Assistive Digital Pty Ltd is transitioning to no longer providing the Services to Members in the country in which you are resident or from which you use the service; or

1. 1. 4. the provision of the Services to you by Assistive Digital Pty Ltd is, in the opinion of Assistive Digital Pty Ltd, no longer commercially viable.

1. 3. Subject to local applicable laws, Assistive Digital Pty Ltd reserves the right to discontinue or cancel your membership at any time and may suspend or deny, in its sole discretion, your access to all or any portion of the Website or the Services without notice if you breach any provision of the Terms or any applicable law or if your conduct impacts Assistive Digital Pty Ltd's name or reputation or violates the rights of those of another party.

1. 4. When the Terms come to an end, all of the legal rights, obligations and liabilities that you and Assistive Digital Pty Ltd have benefited from, been subject to (or which have accrued over time whilst the Terms have been in force) or which are expressed to continue indefinitely, shall be unaffected by this cessation, and the provisions of this clause shall continue to apply to such rights, obligations and liabilities indefinitely.

13. Indemnity

1. 1. You agree to indemnify Assistive Digital Pty Ltd, its affiliates, employees, agents, contributors, third party content providers and licensors from and against:

1. 1. 1. all actions, suits, claims, demands, liabilities, costs, expenses, loss and damage (including legal fees on a full indemnity basis) incurred, suffered or arising out of or in connection with Assistive Digital Pty Ltd created content and which was not created from general service use;

1. 1. 2. any direct consequences of you accessing, using or transacting, but not realted to the customer generated content on the website or attempts to do so; and/or

1. 1. 3. any breach of the Terms.

14. Dispute Resolution

1. 1. Compulsory:

If a dispute arises out of or relates to the Terms, either party may not commence any Tribunal or Court proceedings in relation to the dispute, unless the following clauses have been complied with (except where urgent interlocutory relief is sought).

 

1. 2. Notice:

A party to the Terms claiming a dispute (Dispute) has arisen under the Terms, must give written notice to the other party detailing the nature of the dispute, the desired outcome and the action required to settle the Dispute.

 

1. 3. Resolution:

On receipt of that notice (Notice) by that other party, the parties to the Terms (Parties) must:

1. 1. 1. Within 14 days of the Notice endeavour in good faith to resolve the Dispute expeditiously by negotiation or such other means upon which they may mutually agree;

1. 1. 2. If for any reason whatsoever, 14 days after the date of the Notice, the Dispute has not been resolved, the Parties must request that an appropriate mediator be appointed by the ;

1. 1. 3. The Parties are equally liable for the fees and reasonable expenses of a mediator and the cost of the venue of the mediation and without limiting the foregoing undertake to pay any amounts requested by the mediator as a pre-condition to the mediation commencing. The Parties must each pay their own costs associated with the mediation;

1. 1. 4. The mediation will be held in Brisbane, Australia.

1. 4. Confidential

All communications concerning negotiations made by the Parties arising out of and in connection with this dispute resolution clause are confidential and to the extent possible, must be treated as "without prejudice" negotiations for the purpose of applicable laws of evidence.

 

1. 5. Termination of Mediation:

If 4 weeks have elapsed after the start of a mediation of the Dispute and the Dispute has not been resolved, either Party may ask the mediator to terminate the mediation and the mediator must do so.

15. Venue and Jurisdiction

 

The Services offered by Assistive Digital Pty Ltd is intended to be viewed by residents of Australia. In the event of any dispute arising out of or in relation to the Website, you agree that the exclusive venue for resolving any dispute shall be in the courts of Queensland, Australia.

 

16. Governing Law

The Terms are governed by the laws of Queensland, Australia. Any dispute, controversy, proceeding or claim of whatever nature arising out of or in any way relating to the Terms and the rights created hereby shall be governed, interpreted and construed by, under and pursuant to the laws of Queensland, Australia, without reference to conflict of law principles, notwithstanding mandatory rules. The validity of this governing law clause is not contested. The Terms shall be binding to the benefit of the parties hereto and their successors and assigns.

17. Independent Legal Advice

Both parties confirm and declare that the provisions of the Terms are fair and reasonable and both parties having taken the opportunity to obtain independent legal advice and declare the Terms are not against public policy on the grounds of inequality or bargaining power or general grounds of restraint of trade.

18. Severance

If any part of these Terms is found to be void or unenforceable by a Court of competent jurisdiction, that part shall be severed and the rest of the Terms shall remain in force.