COVENTURED PTY LTD
(ACN 619 157 729)
TERMS AND CONDITIONS
Introduction
In these terms and conditions (Terms):
- CoVentured Pty Ltd (ACN 619 157 729) is referred to as the Company, we, our or us
- the website located at www.coventured.com is referred to as the Site
- other websites or social media platforms on which we have a presence are referred to as Related Sites
- provision of the platform through which corporations can connect with startup and scaleup companies to foster new business relationships is referred to as the Platform Services
- you, as a Subscriber or User (as applicable) of the Site, are referred to as you, your or Subscriber
- someone who uses the Site, but is not a Subscriber, is referred to as a User
- provision of services that do not include the Site or Platform Services, and through which corporates can access startup and scaleup companies, and other services as required, are referred to as Additional Services
These Terms, together with our Privacy Notice and Cookie Policy, are the entire agreement between the Company and you with respect to the use of the Site, Related Sites, Platform Services and the Additional Services.
All prior representations and understandings, whether written or oral, are excluded.
You must comply with all policies and procedures as published by the Company on the Site from time to time.
Account Information and Acceptance
You warrant that all information provided by you to us in relation to your account is true and correct.
Security
You are responsible for protecting your login details.
Anyone who shares their login details with a person authorised by them are responsible for the actions of that person in their access and use of the Site and Platform Services.
You must notify us immediately if there is any unauthorised usage of your account.
Account Access
There is no charge for you to create an account on our Site; however, some Site functionality may require a subscription. In the event you wish to use those aspects of our Site, you will need to purchase a subscription. Any purchase you make is governed by our payment terms.
After you have created an account on the Site and paid for a subscription (if applicable), your account will become active. Once your account is active, you will then have full use and enjoyment of the Site and the Platform Services.
By creating an account, you consent to receive electronic communications from us. These communications may include notices about your account and are part of your relationship with us. You agree that any notices, agreements, disclosures or other communications that we send to you electronically will satisfy any legal communication requirements, including, but not limited to, that such communications be in writing. You should maintain copies of electronic communications from us by printing a paper copy or saving an electronic copy. We may also send you promotional communications via email, including, but not limited to, newsletters, special offers, surveys and other news and information we think will be of interest to you. You may opt-out of receiving these promotional emails at any time by following the unsubscribe instructions provided.
Pricing for CoVentured Corporate Clients
We make our Platform Services and Additional Services available pursuant to a subscription model.
Subscription is annual and renews automatically on or before the end of the paid subscription year. Your initial annual subscription commences on the date of this agreement. Renewal of your subscription commences after the expiry of each 12-month subscription period, unless otherwise agreed in writing 30 days in advance of your subscription anniversary date.
Pricing is subject to change by us and will only take affect if you choose to renew your subscription. If you do not agree to a price increase you may discontinue your subscription on or before the end of your paid subscription period by providing written notice to us.
All fees are exclusive of taxes, which we will charge as and if applicable. You agree to pay any taxes applicable to your use of the Service. If you are required to deduct or withhold any tax, you must pay the amount deducted or withheld as required by law and pay us an additional amount so that we receive payment in full as if there were no deduction or withholding.
Payment
Purchases must be paid via credit card, debit card or by invoice. Payment by invoice is payable on the payment due date listed on the invoice.
Use of the Platform Services
You must not:
- make the Platform Services available to anyone else;
- sell, resell, rent or lease access to the Platform Services;
- use the Platform Services to store or transmit infringing, defamatory, or otherwise unlawful or tortious material, or to store or transmit material in violation of third party privacy rights;
- use the Platform Services to store or transmit harmful code;
- use a false email address, impersonate others, misrepresent your affiliation with others or misrepresent yourself;
- use the Site in a way that violates applicable law, that violates the intellectual property or other rights of us or others, or that is fraudulent, obscene, unprofessional, offensive, misleading, illegal or defamatory;
- interfere with or disrupt the integrity or performance of the Platform Services or any third-party applications; or
- attempt to gain unauthorised access to the Platform Services or our related systems or networks. You may not access the Platform Services to monitor their availability, performance or functionality unless the reason for your doing so is to assess the Platform Services for your own reference in circumstances where the details of your assessment are not to be published or provided to a third party.
Subscriber and User Provided Content
The Site and Related Sites may contain information or material posted by you (Provided Content).
For all Provided Content, we are a publisher only and are not responsible for the content, accuracy or completeness of this information.
Anyone who submits Provided Content to the Site and/or Related Sites:
- agrees that the content will be treated by us as not being confidential;
- grants to us a royalty free, non-exclusive and non-transferable licence to use, host and publish the Provided Content in connection with providing the Platform Services to you during the term of these Terms;
- promises that their Provided Content is owned by them or they have authorisation from the owner to submit that content; and
- must not submit any Provided Content that is fraudulent, abusive, illegal, obscene, indecent, defamatory, incites racial or ethnic hatred, violates the rights of others or is in any other way objectionable (and agrees that any material determined by us to be in breach of this condition may be removed from the Site and/or Related Sites by us without notice to you).
Provided Content will not be provided to any third-party or used for any other purpose other than for the provision of the Platform Services.
Intellectual Property
All right, title, and interest in and to the intellectual property subsisting in the Site and Platform Services remains with us and/or our licensors. No right or licence to reproduce or otherwise use such intellectual property is granted to you by these Terms.
All specialty software, applications, and services, and products that are offered, or may be offered by us, are maintained by us based on your agreement with us.
You may not claim ownership of any products or services created and owned by us and hosted within the Site or Platform Services; such are the sole property of us including all intellectual property associated with such products or services.
You authorise us to use, store, reproduce and manipulate your data stored within the Site for the sole purpose of the provision of Platform Services to you.
Third-Party Services and Content
We may display content, advertisements and promotions from third parties through our Site (Third-Party Content). We do not control, endorse or adopt any Third-Party Content, and we make no representations or warranties of any kind regarding such Third-Party Content, including, without limitation, regarding its accuracy or completeness. You acknowledge and agree that your interactions with third parties providing Third-Party Content are solely between you and such third parties, and that we are not responsible or liable in any manner for such interactions or Third-Party Content.
Surveys
From time to time, we may ask you to complete a survey relating to your use of the Platform Services. Any survey sent to you is voluntary and is not required to be completed by you in order to continue using the Platform Services. However, we do encourage you to complete each survey as it helps us to be more informed about the provision of Platform Services to you.
If you complete a survey, we reserve the right to display any information provided to us from your survey. We may display this information (in whole or in part), on our Site, social media accounts or promotional materials. Any information published by us may be used for the purposes of marketing, promotion or improvement of our Platform Services.
We reserve the right to adjust, refuse or remove information contained in your survey at our sole discretion.
You grant to us a perpetual and irrevocable licence to use, host and publish the information provided to us in your survey. The information in your survey must not contain content that is fraudulent, abusive, illegal, obscene, indecent, defamatory, incites racial or ethnic hatred, violates the rights of others or is in any other way objectionable.
Site Availability
We cannot guarantee 100% server uptime. Servers and systems must be brought down (offline) at times for routine maintenance and upgrades to ensure that the Site will run and perform optimally.
However, we strive to keep such interruptions to a minimum, and, if possible, to give you advanced notice of scheduled maintenance routines; as well as perform such activities as outside of normal operating business hours as possible.
You may not be able to use the Site due to traffic conditions on the internet, problems occurring at our upstream providers’ facilities, or due to hardware or software component failure. These conditions are entirely out of our control; however, we will endeavour to restore access to the Site in a timely manner.
Indemnity
- Each party indemnifies the other for all damages suffered or incurred, whether directly or indirectly, in connection with:
- use of the Site and Platform Services (including the provision of the Platform Services), including without limitation to claims relating to damage to property, personal injury or death;
- any actual or alleged infringement of any intellectual property rights by the other party;
- any actual or alleged breach of any applicable privacy laws, including without limitation the Privacy Act 1988 (Cth), all other applicable privacy legislation and all guidelines issued by the Office of the Federal Privacy Commissioner and similar regulatory bodies and applicable industry codes;
- any actual or alleged breach of any applicable consumer protection laws and regulations; and
- negligence or default.
Disclaimer
The Company is only responsible for providing the Site, Platform Services and Additional Services in accordance with these Terms.
Information provided on the Site is for general purposes only and not as specific advice to any particular person. Any advice contained on the Site or provided by representatives of us is general advice and does not take into account your particular objectives, financial situation or needs. Before acting on any information obtained from your use of our Site, Platform Services or Additional Services, you should seek assistance from your legal and financial advisers as to whether it is appropriate to your particular needs, objectives and financial circumstances. The Company and its officers, employees and agents disclaim all liability (except for any liability which by law cannot be excluded), for any error, inaccuracy in, or omission from any information discussed with or provided to any person or any loss or damage suffered by any person directly or indirectly through relying on any discussions, whether through the Site, the Platform Services, Additional Services or otherwise.
The Site is provided on an ‘as-is’ basis without warranties of any kind, either express or implied. We disclaim all other warranties, express or implied, including, without limitation, implied warranties of merchantability, fitness for a particular purpose, title and non-infringement as to the Site, Platform Services and Additional Services.
Limitation of Liability
To the fullest extent permitted by law, the Company excludes all terms, conditions, warranties, and guarantees which might be implied into these Terms.
Our liability to you in respect of any claim made by you arising out of the provision of Platform Services and Additional Services is limited, at our option, to the provision of the Platform Services or Additional Services again or paying to provide the Platform Services or Additional Services again.
Neither party will be liable for breach-of-contract damages that could not have been reasonably foreseeable on entry into these Terms.
Amendments
The Company reserves the right, at its sole discretion, to modify or replace any part of these Terms.
The Company shall notify you of any material change to these Terms. If you access the Site after a notified change to these Terms, you are deemed to have consented to the Terms in their modified form.
We reserve the right in our sole discretion to modify, suspend or discontinue, temporarily or permanently, our Site, Platform Services or Additional Services (or any features or parts thereof) at any time and without liability.
We may offer new features, functionality or services through the Site. Such new features and functionality, if offered, are offered subject to these Terms.
Suspension
If, in our reasonable opinion, you have breached these Terms, we may suspend or restrict your account with immediate effect. We will notify you if suspension or restriction occurs. If suspension or restriction occurs, you will be unable to access and use the Site, Platform Services and Additional Services.
Termination
Each party may terminate this agreement without cause at any time by giving the other party 30 days’ written notice.
Each party may terminate this agreement immediately on written notice to the other party if:
- the other party materially breaches this agreement (or commits a series of breaches which collectively constitute a material breach) and the breach cannot, or is not, rectified within 7 days after the party sends written notice to the other party specifying the breach and requesting rectification; or
- the other party becomes insolvent.
If termination occurs, you will be unable to access and use the Site, Platform Services and Additional Services.
After Termination
If we terminate this agreement in accordance with the termination provisions above, you will receive a refund for the remaining paid subscription period, if any, after the date of termination. Notwithstanding the aforementioned, you will not receive any refund if we terminate because you have breached this agreement.
If you terminate this agreement without cause, no refund will be provided to you for the remaining paid subscription period after the date of termination. In accordance with our Privacy Notice, if your subscription ceases for any reason you have the right to be forgotten by providing written notification to us directly.
Severability
If any term, clause or provision of these Terms is held invalid or unenforceable, then that term, clause or provision will be severable from these Terms and will not affect the validity or enforceability of any remaining part of that term, clause or provision, or any other term, clause or provision of these Terms.
Applicable Law and Jurisdiction
If you are not an Australian resident for taxation purposes: Any dispute, controversy or claim arising out of, relating to or in connection with these Terms, including any question regarding its existence, validity or termination, shall be resolved by arbitration in accordance with the ACICA Arbitration Rules. The seat of arbitration shall be Sydney, Australia. The language of the arbitration shall be English. The number of arbitrators shall be one. These Terms are governed by the laws of New South Wales.
Last Updated: 7 August 2019
