1. By placing an order to purchase a product and/or service on or through Simplify Systems’ website (www.simplifysystems.com.au), you acknowledge that you have carefully read through and accept the following terms of sale which form a legally binding agreement (“Agreement”) between Simplify Systems Pty Ltd A.C.N. 642 879 729 (“Simplify Systems”) and you.
2. You warrant that you have the express authority and capacity to enter into this agreement and agree to be bound by the same.
3. You agree to comply with all instructions given to you by Simplify Systems relating to your use of its products and/or services and agree to indemnify Simplify Systems, its servants and agents and employees and any other persons against all liability that may incur, including legal costs, caused by your negligence or failure to comply with such instructions.
4. Simplify Systems shall have the right at any time, prior to acceptance of your order, to withdraw any discount which has expired or is no longer applicable, or revise prices to reflect any increase or decrease including, and without limitation, to correcting any misdescription of prices, any increase or imposition of any tax, duty or levy.
5. You acknowledge that any products, services, prices referred to on the Website are subject to availability and do not constitute an offer, and may be withdrawn or revised at any time prior to acceptance of your order.
6. Simplify Systems reserves its right to notify you of any mistakes in its product descriptions, availability or price prior to acceptance of your order. Should you proceed, you agree that the product or service will be provided to you in accordance with any revision.
7. You acknowledge that Simplify Systems’ delivery of products or services does not transfer any commercial or promotional use rights, and at no time shall it constitute a grant of waiver of any rights of the copyright owner/s.
8. It shall be your responsibility not to lose, destroy, or damage the products once downloaded via our Website.
9. At Simplify Systems’ absolute discretion, and without notice to you, the number of times you may download the products may be limited, and access to the products may expire after a given amount of time after it has been first downloaded.
10. You acknowledge Simplify Systems may from time to time remove its products from the Website without notice to you.
11. You agree not to redistribute, resell or transfer any copies any of our products and / or services to any third party.
12. You agree not to alter or modify any of our products obtained through our Website for the purpose of disguising or changing ownership of the products.
13. We warrant we own or have a licence to use the Intellectual Property in the Website and our Products.
14. You warrant you will not do any of the following, or permit any person over whom you have effective control to:
(a) copy or reproduce, or create an adaptation or translation of, all or part of the Products in any way, except to the extent that reproduction occurs automatically through its ordinary use;
(b) incorporate all or part of our Product(s) in any other application or other digital or non-digital format;
(c) sell, license, sublicense, lease, rent, distribute, disclose, permit access to, or transfer to any third party, whether for profit or without charge, any portion of our Product(s) on any medium; or
(d) directly or indirectly copy, recreate, decompile, reverse engineer or otherwise obtain, modify or use any source or object code, content, architecture, or algorithms contained in the Product.
15. The Website provides for different methods of payment. You acknowledge that there may be additional costs involved when using third party payment gateway providers and agree that you are responsible for all fees, and charges applied by any payment gateway provider.
16. Simplify Systems reserves its right to amend these terms of sale from time to time, and you agree that you will review the terms of sale before any subsequent purchase.
17. Subject to Australia Consumer Law, in particular, the Competition and Consumer Act 2010 (Cth), Simplify Systems makes no warranties or guarantees as to the products quality, the results from your use, fitness for any particular purpose, or that it shall be free from defects.
18. To the extent permitted by law, you acknowledge that Simplify Systems will not be liable for any kind of loss or damages of any kind, whether consequential, direct, indirect, incidental, punitive or special, suffered or incurred directly or indirectly by you arising from your use of our products or services including but not limited to:
a. the products being inaccessible for any reason;
b. incorrect or corrupt data, lost data, or any inputs or outputs of the products;
c. computer virus, trojan and other malware in connection with the products or our services;
d. security vulnerabilities in the products or any breach of security that results in unauthorised access to, or corruption of data;
e. our negligence;
f. any unauthorised activity in relation to the products or our services;
g. the occurrence of an Event of Force Majeure;
h. your failure to provide the correct details about your organisation, or take reasonable care in relation to the use of the products and services (including ensuring you use those products and services in accordance with any directions provided);
i. your breach of this agreement;
j. your particular use of the products or our service; or
k. any act or omission by you, your personnel or your associates under or in relation to this agreement.
19. Where a warranty, guarantee or condition of the Australian Consumer Law is deemed to apply, to the fullest extent possible under the law, Simplify Systems limits its liability for any breach to:
a. in the case of products: the re-supply of the products or payment of the cost of the re-supply of the products; or the replacement or repair of the products or payment of the cost of replacement or repair of the products; and
b. in the case of services: the resupply of the services; or the payment of the cost of having the services resupplied.
20. You acknowledge that this document is contractual and may be relied upon any proceedings by you, your heirs, executors and assigns, and this waiver release and indemnity is given in consideration of Simplify Systems permitting you to use its products and/or services.
21. You hereby release and indemnify Simplify Systems or any of its subsidiaries and associated bodies as defined under the Corporations Law (Cth), its servants, agents and employees and any other persons involved from all actions or claims for compensation arising out of your use of Simplify Systems’ products and/or services, arising now or in the future.
22. You indemnify us against all costs suffered or incurred by us, however caused, arising wholly or partially, directly or indirectly, in connection with this agreement or your use of our products or our services, including any costs arising from:
(a) your breach of this agreement;
(b) your infringement of any third party Intellectual Property rights associated with this agreement;
(c) any harm to, claim or action by a third party (including to that third party’s personal property) which arise directly or indirectly from your use of the products, or the services procured under this agreement; and
(d) your breach of any law.