ONLINE TERMS AND CONDITIONS

  1. OUR INTELLECTUAL PROPERTY
    1. The Questionnaires that we provide to you via the Site contains material which is owned by Swiftly Legal and is protected by Australian and international laws. We own the Intellectual Property rights in the Questionnaires including but not limited to copyright which subsists in all creative and literary works incorporated into our Materials.
    2. You agree that, as between you and us, we own all Intellectual Property rights in our Questionnaires, and that nothing in these Terms constitutes a transfer of any Intellectual Property rights in our Questionnaires.
    3. Your use of our Questionnaires does not grant you a licence, or act as a right to use, any Intellectual Property in the Questionnaires, whether registered or unregistered, except as stated in these Terms or with our written permission.
    4. You must not breach our Intellectual Property rights by, including but not limited to:
      1. altering or modifying any of the Questionnaires;
      2. creating derivative works from the Questionnaires; or
      3. using our Questionnaires for commercial purposes such as onsale to third parties.
      4. We grant you a non-perpetual, exclusive, revocable, worldwide and non-transferable licence to use the Questionnaires for the agreed purpose.
  2. CONFIDENTIAL INFORMATION
    1. We, including our employees and contractors, agree not to disclose your Confidential Information to any third party (other than, where necessary, Third Party Suppliers; to use all reasonable endeavours to protect Confidential Information from any unauthorised disclosure; only to use the Confidential Information for the purpose for which it was disclosed by you, to provide better quality services to you, and not for any other purpose.
    2. You, including your employees and contractors, agree not to disclose our Confidential Information to any third party; to use all reasonable endeavours to protect Confidential Information from any unauthorised disclosure; and only to use the Confidential Information for the purpose for which it was disclosed or provided by us to you, and not for any other purpose.
    3. These obligations do not apply to Confidential Information that:
      1. is authorised to be disclosed;
      2. is in the public domain and/or is no longer confidential, except as a result of breach of these Terms;
      3. is received from a third party, except where there has been a breach of confidence; or
      4. must be disclosed by law or by a regulatory authority including under subpoena.
    4. The obligations under this clause will survive termination of these Terms.
  3. PROHIBITED USE
    1. Use of our Site and Questionnaires is limited to the contemplated functionality. You agree that your use of our Site and Questionnaires must comply with these Terms. You agree that you will not use the Site and Questionnaires in a manner that:
      1. harasses, abuses, stalks, threatens, defames or otherwise interfere, infringe or violate the rights of any other party (including but not limited to rights of publicity or other proprietary rights);
      2. is unlawful, fraudulent or deceptive;
      3. uses technology or other means to access the Site, Services or Questionnaires that is not authorized by us;
      4. uses or launch any automated system, including without limitation, robots, spiders, or offline readers, to access the Site or Questionnaires;
      5. attempts to or tampers with, hinder or modify the Site, attempts to introduce viruses or any other computer code, files or programs that interrupt, destroy or limit the functionality, knowingly transmit viruses or other disabling features, damages or interfere with the Application including but not limited to the use of trojan horses, viruses, or piracy or programming routines that may damage or interfere with the Site;
      6. attempts to gain unauthorised access to our computer network or user accounts;
      7. encourages conduct that would constitute a criminal offense, or that gives rise to civil liability;
      8. violates these Terms;
      9. attempts to damage, disable, overburden, or impair our servers or networks;
      10. fails to comply with applicable third party Terms; or
      11. facilitates or assists another person to do any of the above acts.
  4. INDEMNITY
    1. You are liable for and agree to indemnify, defend and hold us harmless for and against any and all Claims, liabilities, suits, actions and expenses, including costs of litigation and reasonable legal costs, resulting directly or indirectly from:
      1. any information that is not accurate, up to date or complete or is misleading or a misrepresentation;
      2. any breach of these Terms; and
      3. any misuse of the the Site or the Questionnaires from or by you, your employees, contractors or agents.
    2. You agree to co-operate with us (at your own expense) in the handling of disputes, complaints, investigations or litigation that arise as a result of your use of the Site including but not limited to disputes, complaints, investigations or litigation that arises out of or relates to incorrect information you have given us.
    3. The obligations under this clause will survive termination of these Terms.
  5. GENERAL
    1. Privacy: We agree to comply with the legal requirements of the Australian Privacy Principles as set out in the Privacy Act 1988 (Cth) and any other applicable legislation or privacy guidelines.
    2. Publicity: You consent to us using advertising or publically announcing that we have undertaken work for you, if you choose to rate one any of the solicitors identified on the Site. In such instances, Legal Shield shall limit all references to you by omitting your surname.
    3. Email: You acknowledge that we are able to send electronic mail to you and receive electronic mail from you. You release us from any claim you may have as a result of any unauthorised copying, recording, reading or interference with that document or information after transmission, for any delay or non-delivery of any document or information and for any damage caused to your system or any files by a transfer.
    4. GST: If and when applicable, GST payable on the Services will be set out on our Invoices. By accepting these Terms you agree to pay us an amount equivalent to the GST imposed on these charges.
    5. Relationship of parties: These Terms are not intended to create a relationship between the parties of partnership, joint venture, or employer-employee.
    6. Assignment: These Terms are personal to the Parties. A Party must not assign or deal with the whole or any part of its rights or obligations under these Terms without the prior written consent of the other Party (such consent not to be unreasonably withheld).
    7. Severance: If any provision (or part of it) under these Terms is held to be unenforceable or invalid in any jurisdiction, then it will be interpreted as narrowly as necessary to allow it to be enforceable or valid. If a provision (or part of it) under these Terms cannot be interpreted as narrowly as necessary to allow it to be enforceable or valid, then the provision (or part of it) must be severed from these Terms and the remaining provisions (and remaining part of the provision) of these Terms are valid and enforceable.
    8. Force Majeure: We will not be liable for any delay or failure to perform our obligations under these Terms if such delay is due to any circumstance beyond our reasonable control. If we are delayed from performing our obligations due to such a circumstance for a period of at least 2 months, we may terminate our agreement with you by giving you 5 business days' notice in writing.
    9. Notice: Any notice required or permitted to be given by either Party to the other under these conditions will be in writing addressed to you at the address in your Account. Our address is set out at the end of these Terms. Any notice may be sent by standard post or email, and notice will be deemed to have been served on the expiry of 48 hours in the case of post, or at the time of transmission in the case of transmission.
    10. Jurisdiction & Applicable Law: These terms are governed by the laws of Victoria and the Commonwealth of Australia. Each Party irrevocably and unconditionally submits to the exclusive jurisdiction of the courts operating in Victoria.
    11. Entire Agreement: These Terms and any document expressly referred to in them represent the entire agreement between you and us and supersede any prior agreement, understanding or arrangement between you and us, whether oral or in writing.
  6. DEFINITIONS
    1. Claim/Claims includes a claim, notice, demand, right, entitlement, action, proceeding, litigation, prosecution, arbitration, investigation, judgment, award, damage, loss, cost, expense or liability however arising, whether present, unascertained, immediate, future or contingent, whether based in contract, tort or statute and whether involving a third party or a party to this Agreement or otherwise.
    2. Confidential Information includes confidential information about you, your credit card or payment details, the business, structure, programs, processes, methods, operating procedures, activities, products and services, trade secrets, know how, financial, accounting, marketing and technical information, customer and supplier lists (including prospective customer and supplier information), ideas, concepts, know-how, Intellectual Property, technology, and other information whether or not such information is reduced to a tangible form or marked in writing as "confidential".
    3. GST means GST as defined in the A New Tax System (Goods and Services Tax) Act 1999 (Cth) as amended from time to time or any replacement or other relevant legislation and regulations.
    4. Intellectual Property includes any and all present and future rights to intellectual and industrial property throughout the world, and includes all copyright and analogous rights, all rights in relation to inventions (including patent rights), patents, improvements, registered and unregistered trademarks, designs (whether or not registered or registrable), any corresponding property rights under the laws of any jurisdiction, discovery, circuit layouts, trade names, trade secrets, secret process, know-how, concept, idea, information, process, data or formula, business names, company names or internet domain names.
    5. Moral Rights means the right of attribution of authorship, the right not to have authorship falsely attributed and the right of integrity of authorship, as defined in the Copyright Act 1968 (Cth).

Contact details:
Swiftly Legal Pty Ltd ABN 34615317612
Lv 13 200 Queen St Melbourne VIC 3000
chris@swiftlylegal.com.au

Last update: 27 May 2018