TenderHub Conditions of Use

1. This agreement

1.1. Establishment of agreement

This agreement governs your use of the TenderHub website “tenderhub.com.au” (Website) and the digital based opportunity discovery service provided on the Website (Service).
By using the Website or the Service: you agree to be bound by this agreement (Agreement) between us (TenderHub Pty Ltd) and you (and/or your organisation) when using the Website and the Service.

1.2. Amendment

You acknowledge that we may change the terms of the Agreement at any time by updating these terms on the Website. You will be bound by any such amended agreement on the earlier of:
1. us notifying you of the change; and
2. when you next use the Website or the Service.
Your continued use of the Website or the Service will indicate your acceptance of the amended Agreement.

1.3. Relationship

You agree that the relationship between you and us under this Agreement is one of customer and supplier.
You agree that there is no employment relationship, partnership, agency arrangement or similar between us in relation to the Agreement.

1.4. Term

This Agreement commences on the earlier of the date you accept these conditions, or the date of first use of our Website or Service. The Agreement will remain in effect until you cease using the Website or Service, or the Agreement is terminated in accordance with clause 10.

2. Website

2.1. Who can use the Service and Website

If you are a natural person, you can only use the Service or the Website if you are 18 years or older. You can also use the Service or the Website if you are a legal entity recognised in Australia (such as a company, statutory corporation, or instrumentality of the Crown).

We may, in our sole discretion, refuse the Service (or refuse access to the Website) to anyone at any time and without reason.

2.2. Links to other sites

The Website contains links to other websites. We make no warranties as to the accuracy of the content of such third-party websites (or whether such websites are legitimate or not).

2.3. Content

You acknowledge and accept that third parties may claim intellectual property rights in relation to the content on the Website. You acknowledge that your use of such content is at your own risk and you release us, to the full extent permissible under the law from any claim of unauthorised use of intellectual property rights in relation to such third party content.
To the extent that we own the copyright in the content on the Website, we grant you a non-exclusive, non-transferable right to use such content on the Website or for the purposes of receiving the Service.
The IP rights for the content created by you is owned by you.
This Agreement does not transfer any IP rights in content created by you to us.
You grant us a licence to use the content created by you to the extent necessary to provide you with the Service.

2.4. Responsibility for content

The Website permits you to create content on our Website. If you do this, you must ensure that such content is compliant with all Australian laws, does not defame any person and is accurate and not misleading or deceptive in any way.
You agree to indemnify us from and against any claims from third parties against us arising from any breach by you of this clause.
You are and remain fully responsible for all content you post on the Website or anywhere else using our Service.

2.5. Third-party information

The Website contains information created by third parties. You acknowledge that we have not taken any step to confirm the accuracy or completeness of such information. You rely on this third-party information at your own risk and release us from and against any claims relating to your use of such information.

2.6. Hosting

You acknowledge that the Website and Service are hosted exclusively by us on infrastructure provided to us by third parties. You are not required (nor permitted) to install the software that forms the Website and Service on your own infrastructure.

3. Account

3.1. Creation of an account

In order to access parts of the Website and the Service, you need to create an account. If you create an account on behalf of a body corporate or government entity, you warrant that you are authorised to do so on its behalf.

3.2. Unauthorised use

You must not allow any third party to use your account on the Website or to access the Service. You must tell us as soon as possible if you become aware of any unauthorised use of your account.

You and your organisation must keep user account credentials confidential and secure at all times.

4. Subscriptions and payment

4.1. Application of this clause

Parts of the Website are free to use. This clause only applies to those parts of the Website or Service that require the payment of fees for use/access.

4.2. Subscription fees

The fees payable to us will be published on the Website and vary by chosen subscription level (and may be updated by us for any reason, at any time).
Unless otherwise specified by us, our subscription fees are payable monthly in advance (for a monthly subscription) or annually in advance (for an annual subscription). You will not be entitled to use the subscriber-only parts of the Website and Service without having first paid this up-front payment.
If we consider GST is applicable, we will charge GST to you in addition to our fees (and will provide you with a valid tax invoice). You must pay the GST at the same time as our fees.
We operate on an auto-renew model. This means that you will initially be required to sign up to the paid service for a specified subscription period. If you do not notify us that you want to cancel the paid service prior to the end of that subscription period, we will automatically renew your subscription period for a period of time equal to that specified as your original subscription period, at the original subscription level.
You may upgrade or downgrade your subscription level at any time during the term of this Agreement. You will be required to pay the increased subscription fee at the time you make the request. You will not receive a pro-rata refund if the new subscription fee is of a lesser amount.
No fee refunds will be provided if this Agreement is terminated for any reason.

4.3. Payment via credit card

Credit card details (i.e. card number, name, expiry date and CVC) are collected by our financial service provider’s payment facilities for authorisation/payment. We will endeavour to ensure that your information always remains secure with our provider to the extent possible. In order to attempt to prevent unauthorised access or disclosure, we have put in place suitable physical, electronic and managerial procedures to safeguard and secure the information we collect online. However, you agree to release us from any claim relating to unauthorised access to your credit card details by a third party.

4.4. Failure to pay

If you do not pay our fees when they are due, we may downgrade your access so that you may only access or use the free components of our Website or Service. We will endeavour to give you an opportunity to rectify the non-payment before doing this but it may not always be possible.

5. Restrictions on use

5.1. Specific restrictions

When using the Website and the Service you must not do any of the following things:

reverse engineer, de-compile, disassemble or alter the Service, or otherwise attempt to discover its source code;
harvest, collect, or gather user data;
post unrelated content such as harassing, indecent, obscene, fraudulent, or unlawful material;
transmit any file containing malware or any other computer code designed to interrupt, destroy, or limit the functionality of any computer software or hardware or telecommunications equipment;
use the Website or Service in such a way that may infringe the privacy, intellectual property rights, or other rights of third parties;
do anything that we consider may impact on the ability of other users to access or use the Website or Service in the manner intended by us;

5.2. Subscription level

You agree that you will be restricted to the use of Website and Service functionality that is applicable to your chosen subscription level, as published on the Website. This may include limitations on the number of users within your organisation who can use the Service under your subscription.

We reserve the right to make changes to the available functionality and user limitation in each subscription level at our sole discretion.

6. Support

You may request our support to use the Website and Service at no additional cost to you.
You agree that you will first seek to exclude failures of your infrastructure (such as unreliable or unavailable Internet or Wi-Fi connections) before contacting us for support.
You acknowledge that our support of the use of the Website and Service is not guaranteed to be available at any given time and that we may not be able to resolve all issues reported.

7. Acknowledgements

7.1. Generally

You agree that we can do the following things in relation to your use of the Website and the Service without any notice to you:

access your account for the purpose of maintaining, improving or providing assistance with the Website or Service;
publish information or content that you have posted on the Website;
store your contact information with our records; and
send you marketing information or other correspondence relating to the Service or the Website from time to time.

7.2. Maintenance

We do not guarantee that you will be given uninterrupted access to the Website or the Service. You release us from any claim relating to any lack of access to the Website or the Service.

7.3. Notifications

Our Website offers a service which notifies users of key dates in relation to specified opportunities from time to time (Notifications). While we will endeavour to ensure that the Notifications system will operate as intended, we make no warranties that it will do so. You acknowledge that it is your responsibility to note key dates for relevant opportunities and that you will not rely solely on our Notifications. Likewise, you agree to release us from any loss or liability that arises from your failure to do anything in relation to an opportunity that relates to a failure of our Notifications system.

7.4. Completeness or accuracy of opportunity information

While we strive to include as many opportunities as we can on our Website, you acknowledge that our Website may not contain all opportunities that exist in any particular geographic region from time to time.
As the opportunity information on our website is collected from third parties, we cannot make any warranties as to the accuracy or completeness of this information. We recommend that you seek confirmation directly from the relevant third party to confirm information in relation to their opportunity. You agree to release us from any loss or liability that arises from any inaccuracy or omission in the opportunity information on our Website.

8. Limitation of liability

To the extent permitted by law, you agree to limit any claim for damages against us in relation to your use of the Service or the Website to the cost of resupplying the Service.
We disclaim and will be exempt from liability for anything to do with the supply of any goods or services which are not controlled or directly supplied by us. This includes liability (whether as a matter of contract, tort, statute, restitution, or otherwise) for any direct, indirect or consequential loss, liability, claim, cost, expense, proceeding, demand, penalty, disappointment, death, injury, illness, shock, inconvenience or delay. This limitation of liability also applies irrespective of the cause, including negligence of us or a supplier, withdrawal, cancellation or failure to provide a product, delay, any variation in the product, the provision of substitute products or a change in the supplier.
You agree to indemnify us from and against any breach by you or anyone in your control of the terms contained in this Agreement.

9. No warranties

We do not warrant that:

the content on the Website created by users and other third parties is accurate, up to date, or suitable for your use (you should make your own enquires directly with third parties regarding this content);
the Website and the Service will be error free or uninterrupted;
any defects in the Website and Service will be rectified (either in a timely manner or at all);
the Website and Service will be free of any malicious codes or viruses; or
the Service and the Website will be immune from unauthorised access or the alteration of any data stored on the Website.

10. Termination

10.1. Termination by us

We can terminate this Agreement immediately if:
1. you do not pay any money owed to us for more than thirty (30) days after it was originally due to be paid;
2. you breach any essential term of this agreement; or
3. you breach any other term of this agreement and do not remedy that breach to our satisfaction, acting reasonably, within fourteen (14) days of us asking you to do so.
We can also terminate this Agreement without cause giving 90 days notice to you.

10.2. Termination by you

You can terminate this Agreement at any time without cause by providing us with 90 days written notice.

10.3. Effect of termination

If this Agreement is terminated:

You will not be permitted to use the Website or Service after the date of termination of the Agreement;
You will not be entitled to a refund of any fees (including in relation to fees paid in advance).

11. Other matters

11.1. Assignment

You may not assign any or all of your rights or obligations under this Agreement without our prior written consent. We are able to assign our rights under this Agreement to a third party without your consent.

11.2. Governing law

The laws in force in the Northern Territory of Australia govern this Agreement.

(Version 1.0)