Terms & Conditions
End User Licence Agreement (EULA)
1.
Governing document
1.1
The terms of this document govern the
relationship between the licensee ('you' or
'the User') and PL8Sales Pty Ltd ACN 626 887 965 ('Licensor', 'PL8Sales' or 'we') in respect of your use of the
Software and Services.
1.2
Your entitlement to use the Software and
Services is conditional upon you agreeing to the terms set out in this
document. The Software and Services are
offered for use by you on the condition that you read and accept this document
and agree to be bound by its terms.
1.4
If you are a minor, please ask your parent or
guardian's permission before installing, using or accessing the PL8Sales App.
In this agreement:
Apple |
means Apple Inc. of 1 Infinite Loop, Cupertino,
California, USA. |
Business
Day |
means a day on which banks are open for business in Brisbane,
Queensland, excluding a Saturday, Sunday or public holiday in that city. |
Device |
means a single device owned or controlled by you. |
Fees |
means the fees described in clause 6. |
Generated
Content |
means content generated, created, made or otherwise
brought about as a result of using the Software and/or the Services. |
Government
Agency |
means any government or governmental,
administrative, monetary, fiscal or judicial body, department, commission,
authority, tribunal, agency or entity in any part of the world and includes
any self-regulatory organisation established under statute or any stock
exchange. |
Intellectual
Property Rights |
means any and all intellectual and industrial
property rights anywhere in the world (including present and future
intellectual property rights) including (but not limited to) rights in respect
of or in connection with: (a)
any related confidential information, trade
secrets, know-how or any right to have information kept confidential; (b)
copyright (including future copyright and
rights in the nature of or analogous to copyright); (c)
trade marks, service marks and other related
marks; and (d)
all associated goodwill, whether or not existing at the date you agree to
these terms and whether or not registered or registrable and includes any and
all variations, modifications or enhancements to each of them together with
any application or right to apply for registration of those rights and
includes all renewals and extensions. |
iOS
App Store |
means the App Store operated by Apple in respect of
its devices running the iOS operating system. |
Payment
Processors |
means parties nominated by the Licensor to receive
and process payments on behalf, and may include the Providers. |
Products |
means products offered by the Licensor, including
software, hardware, and services, but does not include the Software or the Services. |
Provider |
means a third party provider that provides you with
access to the Software. Examples of
potential Providers include Apple and Google Inc. |
Services |
means services offered by the Licensor for use in
conjunction with the Software (if any). |
Software or App |
means the software application known as the 'PL8Sales
App' licensed by the Licensor to which this document applies. |
Update |
means an update supplied by the Licensor that
replaces or supplements the original Software. |
In
this agreement unless a contrary intention is expressed:
(b)
the singular includes the plural and the plural
includes the singular;
(c)
a gender includes all other genders;
(d)
other parts of speech and grammatical forms of a
word or phrase defined in this agreement have a corresponding meaning;
(e)
a reference to a 'person' includes any
individual, firm, company, partnership, joint venture, an unincorporated body
or association, trust, corporation or other body corporate and any Government
Agency (whether or not having a separate legal personality);
(f)
a reference to any thing (including any right)
includes a part of that thing, but nothing in this clause 2.2(f) implies that performance of part of an obligation constitutes
performance of the obligation;
(g)
a reference to a clause, party, annexure, exhibit or schedule is
a reference to a clause of, and a party, annexure, exhibit and schedule to,
this agreement and a reference to this agreement includes any clause, annexure,
exhibit and schedule;
(h)
a reference to a document (including this
agreement) includes all amendments or supplements to, or replacements or
novations of, that document;
(i)
a reference to a party to any document includes
that party's successors and permitted assigns;
(j)
a reference to time is to Brisbane, Australia time;
(k)
a reference to an agreement other than this agreement
includes an undertaking, deed, agreement or legally enforceable arrangement or
understanding whether or not in writing;
(l)
a reference to a document includes any agreement
or contract in writing, or any certificate, notice, deed, instrument or other
document of any kind;
(m)
a provision of this agreement may not be construed
adversely to a party solely on the ground that the party (or that party's
representative) was responsible for the preparation of this agreement or the
preparation or proposal of that provision;
(n)
a reference to a body, other than a party to
this agreement (including an institute, association or authority), whether statutory
or not, which ceases to exist or whose powers or functions are transferred to
another body, is a reference to the body which replaces it or which
substantially succeeds to its powers or functions;
(o)
the words 'include', 'including', 'for example',
'such as' or any form of those words or similar expressions in this agreement
do not limit what else is included and must be construed as if they are
followed by the words 'without limitation', unless there is express wording to
the contrary;
(p)
a reference to a day is to the period of time
commencing at midnight and ending 24 hours later;
(q)
if a period of time is specified and dates from
a day or the day of an act, event or circumstance, that period is to be
determined exclusive of that day; and
(s)
a reference to '$', 'A$', 'AUD', 'dollars' or 'Dollars'
is a reference to the lawful currency of the Commonwealth of Australia.
3.
Software
Subject to the terms of this
document, the Licensor grants you a non-exclusive, non-transferable licence to:
(a)
in the case of Software acquired through the iOS
App Store, use the Software on any Apple-branded Device that you (the User) owns or controls, and permit the
use of the Software on Apple-branded Devices attached to any accounts
associated with the User via Family Sharing or volume purchasing as permitted
by the Usage Rules set forth in the iOS App Store Terms of Service (which can
be viewed at http://www.apple.com/legal/itunes/au/terms.html);
and
(b)
in all other cases, use the Software on any Device
that the User owns or controls.
(b)
Other than as expressly provided in this
document or otherwise permitted by law, you must not copy, decompile,
reverse-engineer, disassemble, attempt to derive the source code of, modify, or
create derivative works of the Software, or any part thereof.
3.3
Intellectual Property Rights
PL8Sales retains all right, title and interest to all
Intellectual Property Rights subsisting in the Software, any Updates, and any
part thereof.
4.
Updates
4.1
The terms of this document apply to Updates
The terms of this document (as amended pursuant to
clause 18.1)
will govern any Updates, unless such an Update is accompanied by a separate
licence supplied by the Licensor in which case the terms of that licence will
govern to the extent provided for.
4.2
Acknowledgements
You acknowledge and agree
that PL8Sales:
(a)
is under no obligation to provide any Updates;
(b)
can use Updates to add, remove, modify or
otherwise alter features of the Software at its sole discretion, and that such
changes will not be a breach of this document;
(c)
can require you to install Updates to the
Software in order to continue using the Services; and
(d)
can provide Updates in such a manner that the
Software is unable to be reverted to its previous state.
4.3
Other software
In order to obtain, install, update, access, use, or
continue to access or use the Software and/or Services, you may also be
required to update third party software (such as the operating system) on your
Device.
You acknowledge and agree
that:
(a)
we are not responsible for such third party
updates;
(b)
such third party updates may be subject to their
own terms and conditions, which the Licensor strongly recommends you review
prior to implementing the third party update; and
(c)
if you are unable or unwilling to obtain or
install such third party updates, you may be unable to obtain, install, update,
access, use, or continue to access or use the Software and/or Services.
5.1
Licence
Subject to the terms of this document, the Licensor grants
you a non-exclusive, non-transferable licence to use the Services. You must only use the Services in connection
with the App.
5.2
Permitted use of the App
You may use the App to:
(a)
browse motor vehicle licence plates listed for
sale;
(b)
communicate with other users of the app
regarding licence plates listed for sale;
(c)
design your own licence plates;
(d)
purchase licence plates; and
(e)
list and sell licence plates that you own.
5.3
Your warranties and obligations
(a)
You agree to:
(i)
comply with the terms of this document and all
applicable laws and regulations;
(ii)
use the App in good faith; and
(iii)
use the App for personal use only.
(b)
You must not:
(i)
use the App in breach of any applicable laws or
regulations;
(ii)
interfere with, disrupt, or create an undue
burden on the App; or
(iii)
permit a third party to do anything which may
damage, disrupt access to or interfere with the proper operation of the App.
(c)
If you believe that a user has breached any of
the above conditions, please let us know using the contact details provided
below.
(d)
We reserve the right to block or suspend any
user of the App, and to modify or remove any material uploaded, posted,
transmitted or otherwise made available on the App by any user, without
notice. By uploading, transmitting,
posting or otherwise making available any material via the App, you grant PL8Sales
a non exclusive, worldwide, royalty-free, perpetual licence to use, reproduce,
edit and exploit the material in any form and for any purpose, and
unconditionally waive all moral rights as defined by the Copyright Act 1968 (Cth).
(e)
PL8Sales is not responsible for, and accepts no
liability with respect to, any material uploaded, posted, transmitted or
otherwise made available on the App by any person other than PL8Sales. We do
not endorse any opinion, advice or statement made by any person other than PL8Sales.
(f)
You agree to indemnify PL8Sales and each of the
officers, employees, agents, contractors, suppliers and licensors (collectively
Affiliates) of PL8Sales in respect
of any liability, loss or damages (including all legal and other costs on a
full indemnity basis) suffered or incurred by them arising (in whole or part)
out of the breach of or failure to comply with any of the terms in this
document, or any other default or wrongful conduct in relation to the subject
matter of this EULA, on the part of you or any of your Affiliates.
5.4
Modification
The Licensor can modify or cease to offer the Services, or
any part thereof, at any time without prior notice to you.
You acknowledge and agree that you use the App at your own
risk. To the fullest extent permitted by applicable law, PL8Sales does not
accept liability for any claims or losses arising directly or indirectly from:
(a)
a failure to provide any Software or Service, or
any part thereof;
(b)
corruptions to or loss of data, errors or
interruptions occurring in the course of using, or as part of, any Service or
Software;
(c)
any suspension or discontinuance of any Service,
or any part thereof; or
(d)
any use of the Services by other users,
including any use of the Services by other users in manner which contravenes
this document.
(a)
We may, at our discretion, charge you:
(i)
a one-off subscription fee for listing a motor
vehicle licence plate for sale on the App; and
(ii)
other fees, in consideration of the grant of the
licence to the Software and the Services provided for in clauses 3.1 and 5.3.
(b)
We may, in addition to the amounts described in
clause 6.1(a), charge you further fees as a requirement of access to or use
of the Software, the Services, and/or any features or functionality of either
or both.
(c)
Your entitlement to use and continue to use the
Software and/or the Services will be subject to payment of the relevant fees,
if charged by PL8Sales, by you.
The Fees may be charged on a one-off or a recurring basis,
as notified by the Licensor from time to time, and will be payable in
accordance with the payment terms notified by the Licensor.
The Licensor reserves the right to vary the amount of the
Fees, or introduce new Fees, at its sole discretion. Such variations and new Fees will be
effective from the date specified by the Licensor, but will not be
retrospective.
(a)
The Licensor may use Payment Processors, such as
PayPal, to receive the Fees from you.
(b)
The processing of payments will be subject to
the terms, conditions and privacy policies of the Payment Processors in
addition to this document.
(c)
The Licensor is not responsible for error by the
Payment Processors.
In the event that you fail to pay the applicable Fees by
the due date stipulated by the Licensor, the Licensor may disable the relevant
features and/or functionality of the Software and/or Services.
6.6
Refunds
In no circumstances will any fees you have paid to PL8Sales
be refunded to you, subject to clauses 14(c)
and 14(d).
7.
Registering for a PL8Sales account
7.1
PL8Sales Account
(a)
All users of the App are permitted to use the App
to browse for motor vehicle licence plates for purchase, contact other users of
the App regarding potential purchases, and design licence plates. However, to
access more extensive features of the App, you will need to register for a PL8Sales
Account.
(b)
As a registered user with a PL8Sales Account, you
will have the ability to:
(i)
create a plate sale listings; and
(ii)
manage your account and profile details, including
your contact details, password, and preferred payment details.
(c)
You may register for a PL8Sales Account by
completing the registration process on the App. During the registration process
we will ask you for a number details including your name, address, phone number
and email address.
(d)
By completing the registration process on the App
you:
(i)
represent and warrant that you are at least 18
years of age and your profile is true and submitted in good faith; and
(ii)
agree to not disclose your PL8Sales login ID or
password to any other person and to keep this information secure and
confidential.
(e)
When registering as a user, you may elect to
subscribe to our newsletter mailing list. If you do, we will send you
information and offers relating to our Products. You can unsubscribe from our mailing list at
any time by clicking the 'unsubscribe' link at the bottom of our marketing
emails or by emailing us at admin@platesales.com.
(f)
We reserve the right to suspend or cancel your PL8Sales
Account for any reason at any time. For example, we may suspend or cancel your PL8Sales
Account if:
(i)
you violate the terms of this document;
(ii)
your licence plate has been sold or is no longer
for sale;
(iii)
material you have uploaded is deemed by us (in
our absolute discretion) to be inappropriate, or is reported by another user to
be inappropriate or offensive; or
(iv)
your use of the App is determined by us (in our
absolute discretion) to be inappropriate.
(g)
If your account is terminated by us you must not
access any other PL8Sales Account or create any further user accounts;
(h)
If your account is terminated for any reason, we
may (at our discretion) delete any or all of your account information,
including all photographs and other content uploaded by you to the App.
7.2
Limits
You must ensure that:
(a)
no more than one user account is registered per
licensed copy of the Software;
(b)
you do not register multiple user accounts, as
an individual is only permitted to have a single user account; and
(c)
you do not allow multiple people to use the same
PL8Sales Account.
You are responsible for protecting the confidentiality of your
password. You acknowledge and agree that
you will be responsible for any activities engaged in using your account,
whether or not access is authorised by you.
The Licensor reserves the right to terminate your account
at any time if you breach the terms of this document. If your account is terminated by the
Licensor, you must not access any other user accounts or create any further
user accounts.
The
App enables Users to communicate with other users and post material (such as
photographs, licence plate descriptions and comments) that may be made
publically available.
You acknowledge and agree that:
(a)
any information or material submitted by you and
any users using the Software or a Service will be treated by the Licensor as
non-confidential and non-proprietary and the Licensor can use such material
without restriction or compensation to you or any other party;
(b)
you grant the Licensor a perpetual, irrevocable,
licence-fee free, royalty free, worldwide, non-exclusive, sub-licensable right
to use any Intellectual Property and other information or material created or
submitted by you using the Software and/or the Services;
(c)
you will not use the Software or Services to
create, post or transmit any material or information which is offensive,
defamatory, obscene, unlawful, vulgar, harmful, threatening, abusive, amounts
to harassment or is otherwise objectionable;
(d)
you will not use the Software or Services to
post or transmit any unsolicited advertising or promotional material;
(e)
any material that you post or transmit can be
removed by the Licensor without notice at any time, for any reason including no
reason;
(f)
you will not post or transmit any Intellectual
Property or other material owned by another person or entity. You warrant and represent that all material
posted is original work and not sourced from any third party, and that you are
the sole owner of all associated Intellectual Property;
(g)
you will not post or transmit any material which
contains viruses or other computer code, files or programs which are designed
to limit or destroy the functionality of other computer software or hardware;
(h)
the Licensor does not accept any responsibility
or liability for the accuracy or content of posts or transmissions made by
other users of the Software or Services, and the Licensor is not liable for any
loss or damage of any kind, or any claim, resulting from any action taken or reliance
made by you regarding any Intellectual Property or other information or
material obtained from another user and/or made available by another user; and
(i)
you and not the Licensor, are responsible for
resolving any disputes you may have with other users of the Software or
Services.
9.
Advertising
You acknowledge and agree
that:
(a)
the Software and/or the Services may feature
advertisements from the Licensor and/or third parties;
(b)
the Licensor may at its sole discretion
introduce advertising into any Software or Services that do not presently
contain advertising;
(c)
the Licensor is not responsible for the content
of any third party advertisements, nor the content of any website or other
materials that may be linked to by third party advertisements, and you view such
third party websites and materials at its sole risk; and
(d)
any provision of information to third party
advertisers by the Licensor will be governed by the Licensor's Privacy Policy
(see clause 17).
10. Your
obligations
You warrant and represent
that the following statements are true and correct:
(a)
You are not located in a country that is subject
to an embargo by the governments of either the United States of America or the
Commonwealth of Australia;
(b)
You are not located in a country that has been
designated by the governments of either the United States of America or the
Commonwealth of Australia as a 'terrorist supporting' country; and
(c)
You are not included on any list of prohibited
or restricted parties by the governments of either the United States of America
or the Commonwealth of Australia.
10.2
Third party services
(a)
You may be required to use certain third party
services (for example, a Provider's software marketplace) in order to obtain,
install, update, access, use, or continue to access or use the Software and/or
Services.
(b)
Access to the Software and/or Services, or parts
thereof, may require your Device to be connected to the internet or require
other third party services.
(c)
Your use of third party services may be subject
to fees and separate terms and conditions, and you acknowledge that the
Licensor is not liable for the activities of any such third parties.
(d)
You must comply with any applicable third party
terms of agreement when using the Software and/or Services. You are responsible for ensuring that your
installation and use of the Software and/or Services does not cause you to
exceed any data usage quotas or other limitations that may apply to your internet
service or other services acquired from third parties.
(e)
The Software and Services may contain links
(including via advertisements) to third party websites or other third party
content or services. Those links are
provided for convenience only and may not remain current or be maintained. You acknowledge that such links should not be
construed as an endorsement, approval or recommendation by us of the third
parties, or of any content or services provided by them, and that your use of
any third party content or services may be subject to separate terms and
conditions.
You agree that you will not:
(a)
attempt to disrupt the normal operation of the
Software or Services, or any infrastructure operated by the Licensor or other
business activities of the Licensor;
(b)
attempt to gain unauthorised access to the
Software and/or the Services;
(c)
make any automated use of the Software and/or
the Services;
(d)
impersonate any other person in using of the
Software and/or Services; or
(e)
use the Software and/or the Services in
connection with the actual or attempted contravention of any applicable laws.
If you obtained the Software
from the iOS App Store, you and the Licensor acknowledge and agree that:
(a)
this document is concluded between you and the
Licensor only, and not with Apple, and the Licensor, not Apple, is solely
responsible for the Software and the content thereof;
(b)
Apple has no obligation whatsoever to furnish
any maintenance and support services with respect to the Software, either under
this document or applicable law;
(c)
the Licensor, not Apple, is responsible for
addressing any claims of you or any third party relating to the Software or
your possession and/or use of the Software, including but not limited to:
(i)
product liability claims;
(ii)
any claim that the Software fails to conform to
any applicable legal or regulatory requirement; or
(d)
in the event of any third party claim that the
Software or possession and/or use of the Software by you infringes that third
party's Intellectual Property rights, the Licensor, not Apple, will be solely
responsible for the investigation, defence, settlement and discharge of any
such claim;
(e)
Apple, and Apple's subsidiaries, are third party
beneficiaries of this document; and
(f)
upon your acceptance of this document, Apple
will have the right (and will be deemed to have accepted the right) to enforce
this document against you as a third party beneficiary thereof.
(a)
If you experience technical difficulties with
the App, please contact us at admin@platesales.com and we will use our
best endeavours to resolve the issue.
(b)
Unless otherwise specified in this document or
agreed pursuant to a separate written agreement between you and the Licensor,
the Licensor will not be obliged to support the Software or the Service,
whether by providing advice, training, error-correction, modifications, updates
(including Updates), new releases or enhancements or otherwise, or to provide
any hosting, telecommunication, internet or other services in relation to the
use of the Software or the Service by you.
13. Duration
of Licence
13.1
Term
Subject to the remainder of this clause, the licence
granted to you in clauses 3.1
and 5.3
is granted in perpetuity.
13.2
Termination
This licence can be
immediately terminated by the Licensor in the following circumstances:
(a)
you are in breach of any term of this document,
or threaten to breach any term of this document;
(b)
you, being a corporation, become the subject of
insolvency proceedings, or threaten to do so;
(c)
you, being a firm or partnership, are dissolved,
or threaten to be dissolved;
(d)
you destroy the Software for any reason, or threaten
to do so; or
(e)
you so elect in writing.
Upon termination, you will destroy any remaining copies of
the Software and any associated documentation or otherwise return or dispose of
such material in the manner directed by the Licensor.
Termination pursuant to this clause will not affect any
rights or remedies which the Licensor may have otherwise under this document or
at law.
Nothing in this clause limits any right the Licensor may
have pursuant to this document to modify the Software by way of Update,
including by removing any features from the Software, or to modify or cease
offering the Services or any part thereof.
(a)
You acknowledge that the Software and Services
cannot be guaranteed to be error free and further acknowledge that the
existence of any such errors will not constitute a breach of this document.
(b)
Except as expressly provided to the contrary in
this document, and to the full extent permitted by applicable law, the Licensor
will not be liable to you for any loss, including special, indirect or
consequential damages (such as loss of profits), or claim, arising out of
breach of this document or arising out of the supply of defective Software or
Services.
(i)
in the case of goods, including the Software (to
the extent the Software is considered a good under applicable law) – repairing,
replacing or supplying equivalent goods, or paying the cost of any of those
remedies to you; or
(ii)
in the case of services, including the Services
– supplying the services again or paying the cost of having the services
supplied again.
(e)
You acknowledge that you have exercised your
independent judgment in acquiring the Software and the Services and have not
relied on any representation made by the Licensor which has not been stated
expressly in this document or upon descriptions or illustrations or
specifications contained in any document including catalogues or publicity
material produced by the Licensor.
(f)
If you purchased the Software from the iOS App
Store, in the event of any failure of the Software to conform to any applicable
warranty, you may notify Apple, and Apple will refund the purchase price to
you. You acknowledge that, to the
maximum extent permitted by applicable law, Apple will have no other warranty
obligation whatsoever with respect to the Software, and any other claims,
losses, damages, costs or expenses attributable to any failure to conform to
any warranty will be dealt with by the Licensor in accordance with this
document.
15.1
No transfer
This document does not constitute a transfer or conveyance
of any Intellectual Property owned by the Licensor as at the date of this
document, including but not limited to all Intellectual Property associated
with the Software and the Services, and its functionality, features and
content, or operate as a future transfer of any Intellectual Property owned by
the Licensor any time thereafter.
15.2
Acknowledgement
You acknowledge that all Intellectual Property Rights in
the Software and Services are owned by, or licenced to, PL8Sales.
15.3
Indemnity
You will indemnify the Licensor fully against all
liabilities, costs, losses, claims and expenses which the Licensor may incur to
a third party as a result of your breach of any of the provisions of this
document by you.
15.4
Generated Content
To the extent that any Generated Content created by you gives
rise to any Intellectual Property rights, you will retain ownership of these,
and are deemed to automatically grant to the Licensor a worldwide, perpetual,
irrevocable, royalty-free, fee-free, fully transferable and sub-licensable
licence to use, exploit and modify this Generated Content in any way and for
any purpose, without compensation to you. You further agree not to enforce, and
otherwise waive to the fullest extent legally possible, any moral rights that you
may have now or in the future in respect of this Generated Content.
(a)
Unfortunately, no data transmission over the
internet can be guaranteed as totally secure.
Whilst the Licensor strives to protect such information, it does not
warrant and cannot ensure the security of any information transmitted to it by
you. Accordingly, any information
transmitted to the Licensor is transmitted at the risk of the sender. Nevertheless, once the Licensor receives
transmissions from you, it will take reasonable steps to preserve the security
of such information.
(b)
Users must take their own precautions to ensure
that the process which they employ for accessing the Software and/or the
Services does not expose them to the risk of viruses, malicious computer code
or other forms of interference which may damage their Devices. For the removal of doubt, the Licensor does
not accept responsibility for any interference or damage to Devices which
arises in connection with use of the Software and/or the Services.
17.1
Privacy Policy
The Licensor undertakes to comply with the terms of its Privacy Policy in respect of the Software and the Services. This can be viewed at www.platesales.com/privacy-policy and this Privacy Policy (as updated from time to time) is incorporated into, and forms part of, the terms of this document.
17.2
Consent to use of data
You agree that the Licensor may collect and use technical
data and related information, including but not limited to technical
information about the Software, the Services, the Products, the Devices, system
and application software, and peripherals that is gathered periodically. In addition to any other rights it may have
to use this information pursuant to its Privacy Policy, the Licensor may use
this information, as long as it is in a form that does not personally identify
you, to improve its products or to provide services or technologies to you.
The Licensor
reserves the right to amend, revise or replace this document from time to
time. Amendments, revisions and
replacements will be effective immediately upon posting through the Software,
unless a later effective date is specified.
Continued use of the Software or Services by you following such
notification represents your agreement to be bound by the terms of this
document as amended, revised or replaced, and your understanding and acceptance
of the amended, revised or replaced document.
(b)
The Licensor can assign, novate or otherwise
transfer any of its rights or obligations under this document at its sole
discretion, without notice to you.
(c)
An assignment in breach of clause 18.2(a)
is intended by the parties to be void and of no force and effect.
(d)
A breach of clause 18.2(a) by you entitles the Licensor
to terminate this document.
(c)
A waiver given by the Licensor in accordance
with clause 18.3(a):
(i)
is only effective in relation to the particular
obligation or breach in respect of which it is given and is not to be construed
as a waiver of that obligation or breach on any other occasion; and
(ii)
does not preclude the Licensor from enforcing or
exercising any other right, remedy or power under this agreement nor is it to
be construed as a waiver of any other obligation or breach.
If a provision in this document is wholly or partly void,
illegal or unenforceable in any relevant jurisdiction, that provision or part
must, to that extent, be treated as deleted from this document for the purposes
of that jurisdiction. This does not
affect the validity or enforceability of the remainder of the provision or any
other provision of this document.
18.5
Governing law and jurisdiction
(a)
This agreement is governed by and is to be
construed under the laws in force in Queensland, Australia.
18.6
Further assurances
You agree that you will, at your own expense, do all things
and execute all further documents necessary to give full effect to this agreement
and the transactions contemplated by it.
18.7
No reliance
You acknowledge and agree that you have not relied on any
statement by the Licensor which has not been expressly included in this document.
This document constitutes the entire agreement between you
and the Licensor regarding access and use of the Software and Services, and supersedes
all prior discussions, negotiations, understandings and agreements in respect
of its subject matter.
As noted elsewhere in this document, use by you of other
products, Devices, software or services may be subject to further terms.
(a)
Unless expressly required by the terms of this
document, the Licensor is not required to act reasonably in giving or
withholding any consent or approval or exercising any other right, power,
authority, discretion or remedy, under or in connection with this document.
(b)
The Licensor may (without any requirement to act
reasonably) impose conditions on the grant by it of any consent or approval, or
any waiver of any right, power, authority, discretion or remedy, under or in
connection with this document. You must
comply with any such conditions when relying on the consent, approval or
waiver.
18.10
Clauses that survive termination
(a)
Without limiting or impacting upon the continued
operation of any clause which as a matter of construction is intended to
survive the termination of this document, the following clauses survive the
termination of this document:
(i)
clauses 3.2
and 3.3;
(ii)
clause 5.5;
(iii)
clauses 7.3
and 7.4;
(iv)
clause 8;
(v)
clause 10.3;
(vi)
clauses 12,
14,
15,
16
and 17;
(vii)
clauses 18.4
and 18.5;
and
(viii)
this clause 18.10.
(b)
Each indemnity offered by you in this document
is a continuing obligation, independent from the other obligations of the
parties and survives the termination of this document. It is not necessary for the Licensor to incur
expense or make payment before enforcing a right of indemnity against you under
this document.
19. Contact
In the event that you need to contact us regarding this
document, the Software and/or the Services, please use the following details:
PL8Sales Pty Ltd ACN 626 887 965
Email: admin@platesales.com