Terms & Agreement

Last modified: 20th Jan 2018

Thanks for using our products and services ("Services"). The Services are provided by Vertex Technologies Pty Ltd (ABN: 67 611 787 029)

By using our Services, you are agreeing to these terms. Please read them carefully.

Using our Services

You must follow any policies made available to you within the Services.

Don’t misuse our Services. For example, don’t interfere with our Services or try to access them using a method other than the interface and the instructions that we provide. You may use our Services only as permitted by law, including applicable export and re-export control laws and regulations. We may suspend or stop providing our Services to you if you do not comply with our terms or policies or if we are investigating suspected misconduct.

Using our Services does not give you ownership of any intellectual property rights in our Services or the content you access. You may not use content from our Services unless you obtain permission from its owner or are otherwise permitted by law. These terms do not grant you the right to use any branding or logos used in our Services. Don’t remove, obscure, or alter any legal notices displayed in or along with our Services.

In connection with your use of the Services, we may send you service announcements, administrative messages, and other information. You may opt out of some of those communications.

Some of our Services are available on mobile devices. Do not use such Services in a way that distracts you and prevents you from obeying traffic or safety laws.

Your Account

You will need an Account in order to use some of our Services.

To protect your Account, keep your password confidential. You are responsible for the activity that happens on or through your Account. Try not to reuse your Account password in third-party applications.

We collect a range of information from the information you give us and information from using our services. We use this information for to provide our services as well as maintain, protect and improve them. Further we may use this information to develop new services. We only share information outside of our organisation either with your consent, by organisations administration control, for external processing or for legal reasons.

Processes personal information on our servers in many countries around the world. We may process your personal information on a server located outside the country where you live.

Your Content in our Services

Some of our Services allow you to upload, submit, store, send or receive content. You retain ownership of any intellectual property rights that you hold in that content. In short, what belongs to you stays yours.

When you upload, submit, store, send or receive content to or through our Services, you give us (and those we work with) a worldwide license to use, host, store, reproduce, modify, create derivative works (such as those resulting from translations, adaptations or other changes we make so that your content works better with our Services), communicate, publish, publicly perform, publicly display and distribute such content. The rights you grant in this license are for the limited purpose of operating, promoting, and improving our Services, and to develop new ones. This license continues even if you stop using our Services. Some Services may offer you ways to access and remove content that has been provided to that Service. Also, in some of our Services, there are terms or settings that narrow the scope of our use of the content submitted in those Services. Make sure you have the necessary rights to grant us this license for any content that you submit to our Services.

Our automated systems analyze your content (including emails) to provide you personally relevant product features, such as customized search results, tailored advertising, and spam and malware detection. This analysis occurs as the content is sent, received, and when it is stored.

About Software in our Services

When a Service requires or includes downloadable software, this software may update automatically on your device once a new version or feature is available. Some Services may let you adjust your automatic update settings.

We give you a personal, worldwide, royalty-free, non-assignable and non-exclusive license to use the software provided to you by Vertex Technologies Pty Ltd as part of the Services. This license is for the sole purpose of enabling you to use and enjoy the benefit of the Services as provided by us, in the manner permitted by these terms. You may not copy, modify, distribute, sell, or lease any part of our Services or included software, nor may you reverse engineer or attempt to extract the source code of that software, unless laws prohibit those restrictions or you have our written permission.

Open source software is important to us. Some software used in our Services may be offered under an open source license that we will make available to you. There may be provisions in the open source license that expressly override some of these terms.

Modifying and Terminating our Services

We are constantly changing and improving our Services. We may add or remove functionalities or features, and we may suspend or stop a Service altogether.

You can stop using our Services at any time, although we’ll be sorry to see you go. We may also stop providing Services to you, or add or create new limits to our Services at any time.

We believe that you own your data and preserving your access to such data is important. If we discontinue a Service, where reasonably possible, we will give you reasonable advance notice and a chance to get information out of that Service.

You agree that we may provide you with notices, including those regarding changes to the Terms of Service, by email, regular mail, or postings on the services.

Our Warranties and Disclaimers

We provide our Services using a commercially reasonable level of skill and care and we hope that you will enjoy using them. But there are certain things that we don’t promise about our Services.

Other than as expressly set out in these terms or additional terms, neither we nor its suppliers or distributors make any specific promises about the Services. For example, we don’t make any commitments about the content within the Services, the specific functions of the Services, or their reliability, availability, or ability to meet your needs. We provide the Services "as is".

We wish to emphasize that in agreeing to the these Terms of Service, customer indemnifies Vertex Technologies Pty Ltd for any violation of the Terms of Service that results in loss to Vertex Technologies Pty Ltd or the bringing of any claim against Vertex Technologies Pty Ltd by any third-party. This means that if Vertex Technologies Pty Ltd is sued because of a customer's or a customer of a customer's activity, the customer will pay any damages awarded against Vertex Technologies Pty Ltd, plus all costs and reasonable attorney's fees.

Some jurisdictions provide for certain warranties, like the implied warranty of merchantability, fitness for a particular purpose and non-infringement. To the extent permitted by law, we exclude all warranties.

Liability for our Services

When permitted by law, Vertex Technologies Pty Ltd, and Vertex Technologies Pty Ltd’s suppliers and distributors, will not be responsible for lost profits, revenues, or data, financial losses or indirect, special, consequential, exemplary, or punitive damages.

To the extent permitted by law, the total liability of Vertex Technologies Pty Ltd, and its suppliers and distributors, for any claims under these terms, including for any implied warranties, is limited to the amount you paid us to use the Services (or, if we choose, to supplying you the Services again).

In all cases, Vertex Technologies Pty Ltd, and its suppliers and distributors, will not be liable for any loss or damage that is not reasonably foreseeable.

We recognize that in some countries, you might have legal rights as a consumer. If you are using the Services for a personal purpose, then nothing in these terms or any additional terms limits any consumer legal rights which may not be waived by contract.

Business uses of our Services

If you are using our Services on behalf of a business, that business accepts these terms. It will hold harmless and indemnify Vertex Technologies Pty Ltd and its affiliates, officers, agents, and employees from any claim, suit or action arising from or related to the use of the Services or violation of these terms, including any liability or expense arising from claims, losses, damages, suits, judgments, litigation costs and attorneys’ fees.

Credit Cards

If you provide a credit card for payment of the services, you are providing an advance authorisation to charge your credit card directly on a one-time, regular, or sporadic basis. By providing an advanced authorisation for our services, you are giving Vertex Technologies Pty Ltd the ability to collect or reverse one or more variable payment amounts from your credit card without requiring your verification or confirmation until such time as this arrangement is cancelled.

About these Terms

We reserve the right to modify these terms or any additional terms that apply to a Service without notice. As an example, it may be a modification to reflect changes to the law or changes to our Services. You should look at the terms regularly. If you do not agree to the modified terms for a Service, you should discontinue your use of that Service.

We may prospectively change the any rates and charges from time to time.

If there is a conflict between these terms and the additional terms, the additional terms will control for that conflict.

The failure of Vertex Technologies Pty Ltd to exercise or enforce any right or provision of the Terms of Service shall not constitute a waiver of such right or provision. If any provision of the Terms of Service is found by a court of competent jurisdiction to be invalid, the parties nevertheless agree that the court should endeavor to give effect to the party's intentions as reflected in the provision, and the other provisions of the Terms of Service remain in full force and effect.

These terms control the relationship between Vertex Technologies Pty Ltd and you. They do not create any third party beneficiary rights.

If you do not comply with these terms, and we don’t take action right away, this doesn’t mean that we are giving up any rights that we may have (such as taking action in the future).

If it turns out that a particular term is not enforceable, this will not affect any other terms.

Statute of Limitations

You agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to use of Vertex Technologies Pty Ltd services or the Terms of Service must be filed within one (1) year after such claim or cause of action arose or be forever barred.

Publicity

You agree that Vertex is permitted to state publicly that your Company is a client of Vertex and products. You agree that Vertex may include the Company’s name, logo and trademarks for promotional materials or online. You also agrees that Vertex may verbally reference Company as a client of Vertex.

Permission to gain access

The Company agrees to authorise access that is directly related to the services provided by XSurfLog and Vertex.