Last Updated: 5th August 2020
This document sets out the terms and conditions on which Oqea agrees to provide access to the Oqea Platform. By registering as a User of the Oqea Platform, you are agreeing to these terms and conditions. You acknowledge that a legally enforceable contract exists between Oqea and you when you agree to these terms and conditions by clicking on the “I Agree” box.If you do not agree to these terms and conditions, you must not register to use the Oqea platform.
Definitions in this agreement:
Oqea means Oqea Pty Ltd (ACN 628 016 491).
you means the person registering to access and use the Oqea Platform pursuant to these terms and conditions.
Your Content means the content provided by you pursuant to your use of the Oqea Platform.
Services means providing access to and use of the Oqea Platform.
Software means any software used by Oqea in the course of providing the Services.
Third Party Facilities means any facilities, platforms, products, services, applications or other resources provided by third parties which are used in the delivery of the Services or which are provided or used with the Services and which include (without limitation) resources by which the Services are provided over the internet, hosting services and facilities, facilities by which payment or other financial transactions are concluded, or the services, products or software of third parties with which the Services or Software are used, integrated or connected.
Trade Marks means the trade mark "Oqea" and any other trademark used by Oqea in relation to the Services.
Oqea Platform means the Oqea platform for the delivery of the Services and whichis described on the Website and includes any improvements, enhancements, changes, deletions or alterations made to it from time to time by Oqea.
Website means the Oqea website which can be found at https://oqea.com.au/ or such other website as may be provided by Oqea in connection with the supply of the Services from time to time.
Your Registration :- On registering, you warrant and represent that:
The information you provide to Oqea is true, complete, accurate and up to date;
you will not provide Oqea with any inaccurate, misleading or false information; and
you are at least 18 years old or you have complied with registration procedures for persons under 18.
You Must :- Ensure that your information is updated on a regular basis to ensure that it is true, complete, accurate and up to date at all times;
keep your registration information, including any password or other security information, secure such that it can only be used by you or a person authorised by you;
not allow any other person to use your registration;
not divulge your password or other registration information to any other person save as permitted by these terms and conditions; and
not make the Oqea Platform available to any other person using your registration except where Oqea has agreed to this occurring pursuant to these terms and conditions.
- You must immediately notify Oqea of any breach of security or unauthorised use of your registration. You are responsible for all use of the Services using your registration andwill indemnify Oqea (together with each of its related bodies corporate, directors, officers, employees, agents and contractors) for any loss or damage suffered as a result of any unauthorised use of your registration.
- Oqea will use reasonable efforts to make the Services available 24 hours a day 7 days a week subject to: (a) scheduled downtime for maintenance, upgrade and other purposes, notice of which will be given to you; (b) unavailability or downtime of the Oqea Platform caused by circumstances beyond the reasonable control of Oqea or as a result of the failure of or defects in Third Party Facilities or in taking steps to remedy any breach of security or any unauthorised access to or use of the Oqea Platform; (c) any reasonable limitations imposed on access to or use of the Services by Oqea from time to time, notice of which will be given to you.
Oqea retains ownership of all intellectual property rights (including, without limitation, any patent, design right, copyright, confidential or proprietary information, know-how, trademark, domain name or other right) created in the course of providing the Services and which exist in the Software and the Oqea Platform.
- Oqea grants to you a non-exclusive, non-transferable, personal licence to use theServices for their intended purpose and for no other purpose. All other rights are reserved and no other licence is granted. You must not permit any unauthorised person to access, use, receive, exploit or commercialise the Services or Software.
- You must not copy, or permit any other party to copy, the Software or any part of it other than where permitted by these terms and conditions. You must not sell or purport to sell any copies of the Software. You must not reverse engineer, decompile, disassemble or other wise interfere with the Software, or permit any other party to do any such act. You must not disable or attempt to disable any device installed in the Software which controls its security or use. Each of the above terms is subject to your rights under Division 4A of the CopyrightAct 1968 (Cth) or equivalent legislation.
- You will not access or use the Services or Software for the purpose of developing a platform for the delivery of services which are competitive with the Oqea platform. You mustnot copy any content of the Oqea website or any other works or subject matter belonging to Oqea.
- If you make any suggestions or provide feedback in relation to the Services, the delivery of the Services, the Oqea website or the Software, Oqea may use such suggestions or feedback without any payment or other consideration due to you. You grant to Oqea a perpetual, irrevocable, worldwide and royalty-free licence to use any suggestions or feedback relating to the Services, the delivery of the Services, the Oqea website or the Software
- Notwithstanding any other provision of these terms and conditions, you retain ownership of the intellectual property in or other rights to Your Content. You grant to Oqea a perpetual, irrevocable, worldwide and royalty-free licence to use such intellectual property in providing the Services to you.
Each party will keep confidential any confidential information belonging to the other party disclosed pursuant to this agreement. Confidential information belonging to Oqea includes the unpublished content and methodology of the Services and the Software, Oqea’s dealings with you and any other information relating to the Services, and the business, operations or products of Oqea, other than information in the public domain or information which subsequently enters the public domain or which you can establish was known to you prior to disclosure by Oqea (except as a result of a breach of this agreement).
A party to whom confidential information is disclosed (the Recipient): (a) must not disclose any of the disclosing party’s confidential information to any third party except with the prior written consent of the disclosing party; (b) must not copy or use any of the disclosing party’s confidential information for any purpose except as contemplated by this agreement;(c) must use the Recipient’s best endeavours to protect the confidentiality of any documents or computer systems containing the disclosing party’s confidential information, including the implementation of work practices and procedures restricting the access to and use of any such documents or computer systems; (d) will only disclose the disclosing party’s confidential information to the Recipient’s officers and employees who need to know the disclosing party’s confidential information; (e) will procure that the Recipient’s officers and employees are made aware of the Recipient’s obligations of confidence in relation to the disclosing party’s confidential information and that each officer and employee must comply with such obligations; (f) if requested by the disclosing party, procure that each officer or employee to whom the disclosing party’s confidential information is to be disclosed executes a confidentiality agreement containing similar confidentiality terms to this agreement prior to such disclosure; (g) will comply with all reasonable instructions or directions given to theRecipient by the disclosing party regarding the protection of the disclosing party’s confidential information.
- A Recipient may disclose the disclosing party’s confidential information where requiredby law by a stock exchange, or a regulatory body or pursuant to an order of a competent courtprovided that: (a) the disclosure is limited to what is required by law; (b) in the case of adisclosure pursuant to a court order, the disclosing party is given the opportunity to object tothe disclosure.
- Oqea does not warrant that the Services will be provided error free or will be availableat all times.
- Except to the extent that any law or statute prohibits the exclusion of any condition orwarranty, all other conditions, guarantees, warranties, rights or remedies are excluded.
In this section headed 'Liability', all references to Oqea are a reference to Oqea together with each of its related bodies corporate, directors, officers, employees, agents and contractors.
- You must take your own precautions to ensure that the processes which you employ for accessing and using the Services do not expose you to the risk of viruses, malicious computer code or other forms of interference which may damage your own computer system.For the removal of doubt, Oqea does not accept responsibility for any interference or damage to your own computer system which arises in connection with your use of the Services or any linked website.
- To the maximum extent permitted by law, Oqea’s liability and your sole remedy for breach of any express warranty, or guarantee, warranty, right or remedy implied or conferred by law, is limited to, at Oqea’s option, one or more of: (a) supplying the Services again; or (b)payment of the cost of having the Services supplied again.
- Except as expressly provided elsewhere in this agreement or where liability cannot be excluded by operation of law, Oqea will be under no liability to you and liability is excluded(whether for breach of contract, negligence or otherwise) in respect of any loss or damage which may be suffered or incurred by you in relation to the availability or your access or use of the Services, the Oqea website or the Software.
- Oqea will be under no liability to you and liability is excluded (whether for breach of contract, negligence or otherwise) for any special, incidental, indirect, or consequential damages whatsoever (including, without limitation, damages for loss of revenue, business orprofits, loss resulting from business interruption, loss of data, loss resulting from any claim by any third party or any other pecuniary loss) arising out of the availability or your use of theServices, the Oqea website or the Software.
- You acknowledge that Oqea relies on Third Party Facilities to deliver the Services and that such Third Party Facilities may fail or malfunction or not be available through no fault of Oqea. To the maximum extent permitted by law, Oqea will be under no liability to you and liability is excluded (whether for breach of contract, negligence or otherwise) in respect of any loss or damage which may be suffered or incurred by you which is caused, or contributed to, by a defect, fault or failure of any Third Party Facilities or if Third Party Facilities are not available.
- To the maximum extent permitted by law, Oqea accepts no responsibility for, and excludes liability for, any interpretation or use of the content, data, results or other information generated by use of the Services, the Oqea website or the Software by you or any other person. You acknowledge and agree that such content, data, results or other information may contain errors or omissions. Without limiting any other provision in this agreement, Oqea will not be liable to you (whether for breach of contract, negligence or otherwise) for any loss or damage suffered by you or any third party by reason of any reliance on or the interpretation or use of the content, data, results or other information generated by use of the Services or for any error or defect or omission arising out of the use of the Services.
Oqea will adopt and implement measures to protect the integrity and security of theServices and Your Content, such measures being of the sort and standard reasonably to be expected of a provider of services of the sort provided by Oqea. You acknowledge that the integrity or security of data and Your Content may be compromised even where such measures are adopted and implemented or where there is a failure of the owners or operator of Third Party Facilities to protect the integrity and security of data provided by you or third parties. Subject to any law or statute which prohibits the exclusion or limitation of any guarantee, condition, warranty, right or remedy, Oqea will be under no liability to you and liability is excluded (whether for breach of contract, negligence or otherwise) in respect of any loss or damage which may be suffered or incurred by you or any third party as a result of any breach of security which results in unauthorised access to the Services or Your Content.
- Oqea will not access, modify, use or disclose Your Content except in the course ofproviding the Services to you. Oqea may remove any of Your Content which is in breach ofthese terms and conditions.
You must comply with any law, legislation, regulation or code of practice applicable toYour Content, the Services and their use. To the maximum extent permitted by law, Oqea shall not be responsible or liable for any breach of any applicable law, legislation, regulation or code of practice by you in relation to the use of the Services or any of Your Content.
- You must not use or obtain the Services or provide Your Content for any illegal purpose including (without limitation): (a) sending or making unlawful, harassing, defamatory, libellous, tortuous, abusive, threatening, or obscene communications of any kind; (b) posting, publishing or disseminating material that infringes or violates any third party's proprietary or intellectual property rights; (c) posting, publishing or disseminating material that could constitute a criminal offence, give rise to civil liability or otherwise violate any applicable law or regulation; (d)posting, publishing or disseminating objectionable material, including without limitation, content that contains blatant bigotry, racism, or hatred, or that promotes illegal activities or physical harm against anyone; or (e) posting, publishing or disseminating spam, chain letters, junk mail or any other type of unsolicited mass email to people or entities who have not agreed to be part of such mailings.
You agree that, in using the Services and providing Your Content, you must:
- only use the Services in the manner specified by Oqea from time to time;
- not disrupt or interfere with another subscriber's use or enjoyment of the Services;
- not use or attempt to use another person's account, service or system;
- not attempt to obtain unauthorised access to or disrupt or interfere with security of, or otherwise abuse, the Services or the Website, the Website system resources or accounts, or any servers or networks connected to the Website or which are used in the provision of the Services by Oqea;
- not systematically extract, collect or harvest, through electronic means or otherwise,any data or data field or other content, on the Website;
- not disrupt the normal operations of the Services or Website;
- not post any material which contains viruses or other computer codes, files or programs which are designed to limit or destroy the functionality of other computer software or hardware; and
- comply with all applicable laws and regulations related to privacy and data collection.
Term and Termination
Oqea will continue to provide the Services to you (and you will be entitled to utilise theServices and the Website) until such time as the Services are discontinued, subject to your compliance with these terms and conditions. Where your access to the Services is provided pursuant to an agreement with a third party whereby the third party pays for your access to the Services, Oqea may discontinue providing the Services to you on expiry or termination of that agreement.
- Oqea may terminate this agreement with immediate effect by giving notice to you if:(a) you are in breach of this agreement and the breach is not capable of being remedied; (b)you are in breach of this agreement and, in the case of a breach which is capable of being remedied, you fail to remedy the breach within 30 days of receipt of written notice of the breach; or (c) Oqea ceases to provide the Services.
- Oqea may suspend your use of the Services at any time if Oqea reasonably believes that you are in breach of any of these terms and conditions.
- You may terminate your access to and use of the Services at any time by following Oqea’s procedure for unsubscribing.
- If this agreement is terminated or you unsubscribe, you must immediately stop using the Services and must not attempt to access the Services.
- On termination or unsubscription, if requested by you, Oqea will archive all your personal information, meaning it is only accessible to your current active providers and by other parties required by law to retain access.
If any provision or part of a provision of these terms and conditions is held to be illegal, unenforceable or otherwise invalid, that provision or part will be deemed to be severed from You agree that, in using the Services and providing Your Content, you must:only use the Services in the manner specified by Oqea from time to time;not disrupt or interfere with another subscriber's use or enjoyment of the Services; not use or attempt to use another person's account, service or system; not attempt to obtain unauthorised access to or disrupt or interfere with the security of,these terms and conditions and the remainder of the agreement between Oqea and you will continue in effect.
- You will indemnify Oqea (together with each of its related bodies corporate, directors ,officers, employees, agents and contractors)and keep each of them indemnified against any loss or damage suffered by Oqea arising out of any breach of this agreement by you including(without limitation) any loss or damage arising out of any claim by any third party against Oqea.
- These terms and conditions are governed by and construed in accordance with thelaws of Western Australia. The parties consent to the exclusive jurisdiction of the courts ofWestern Australia.
- Oqea reserves the right to amend or vary these terms and conditions from time to time. Amendments or variations to these terms and conditions will be effective immediately upon Oqea posting a notice on the Website. Your continued use and acceptance of theServices following the posting of such a notice will represent an agreement by you to be bound by the terms and conditions as amended and such amended terms and conditions will apply to any future use of the Website and the provision of the Services.
- All dates and times are determined by reference to the date and time in WesternAustralia.
- To the maximum extent permitted by law, Oqea will not be liable for and all liability is excluded in relation to or arising from any event which is beyond the reasonable control of Oqea including (without limitation) any Act of God, loss of power or internet connectivity, act of terrorism, criminal act or third party conduct.
- These terms and conditions constitute the entire agreement between the parties in respect of the supply of the Services. This agreement supersedes all prior representations, warranties, agreements, understandings, negotiations and discussions whether oral or written, express or implied, collateral or otherwise, by or between the parties pertaining to the subject matter of this agreement.
- Any notice to be given by a party pursuant to this agreement must be in writing and may be given: (a) by email which will be deemed to have been received by the recipient on the date on which it was sent unless a notice is received by the sender stating that the email was not able to be delivered or the recipient can establish that the email was not received; or(b) by fax which will be deemed to have been received on the date on which it was sent provided that the sender can produce a transmission report confirming that the fax was sent .Where a notice is sent or received on a day which is not a business day in Western Australia, it will be deemed to have been sent and received on the next business day in WesternAustralia.
- This agreement is personal to you and must not be assigned by you except with the prior written consent of Oqea (which consent will not be unreasonably withheld). Oqea may assign the benefit of this agreement to a third party.
Last Updated: 5th August 2020