Conditions of Use of Tenders.Net
1 This agreement
1.1 Establishment of agreement
Thank You for choosing to use Tenders.Net, Tenders.Net.AU or Tenders.Net.NZ (Website).
This agreement governs your use of the Website and the Service
It is important that you read the terms of this agreement before you begin using the Website and the Service because when you begin using the Website or the Service for the first time:
- you are confirming that you not only have read the terms of this agreement but that you agree to be bound by them when using the Website and the Service; and
- a legally binding agreement is formed between:
- us (that is, Information Network Fully Online Pty Limited (ACN 055 209 071) including any person, company or agent acting under the authority of that company); and
- you as an individual, or the company which you represent and which has the right to use the Website and the Service.
1.2 Acceptance of other terms
As well as the terms of this agreement, you agree to be bound by any specific terms and conditions agreed in writing with us from time to time with respect to the Website and the Service. You also agree to comply with any policies concerning the use of the Website or the Service that are published on the Website from time to time.
1.3 Amendment to terms
It may become necessary for us to change the terms of this agreement from time to time. If so, any such changes will be reasonable and we will provide you with notice of the new terms and conditions by providing you with a notification:
- by email;
- when you login to the Service after the terms were updated so you can read the new terms on the first occasion you login after they were issued.
Upon receipt of notice of the new terms of this agreement, your continued use of the Service will indicate your acceptance of the amended agreement.
1.4 Who can use the Service
The Service is only available to individuals or companies (or other legal entities) who can form legally binding contracts under applicable law. Individual subscribers must be at least eighteen (18) years of age.
We may, in our sole discretion, refuse the Service to anyone at any time and without reason.
1.5 Links to other Sites
Our Website may contain links and pointers to other sites on the internet which may be maintained by third parties. Such links do not constitute an endorsement by us or our licensors or affiliates of any third party site or any materials contained in those other sites.
1.6 Contact details
You will see from the terms of this agreement that there are some important things of which we will need to provide you notice. It is therefore essential that you ensure that the contact details you provide to us are correct at all times.
If the details we have for you are not correct and we send you a notice using those details:
- you will be deemed to have received the relevant notice; and
- we will not be liable in any way for any loss you suffer as a result of not having received the relevant notice.
To make the terms of this agreement easier to read, we have used terms that have specific definitions. These terms appear in this agreement with a capital letter as their first letter and when they are used they have the meaning set out at the end of this agreement.
1.8 Proscribed Relationship
- For the purposes of this clause, Proscribed Relationship means any of the following relationships:
- joint venturers;
- trustee and beneficiary; or
- employer and employee.
- No term of this agreement is to be construed so as to give rise to a Proscribed Relationship.
- You must not conduct yourself so as to hold out, or otherwise represent, that you have a Proscribed Relationship with us.
2.1 Website Content
You acknowledge and accept that the Site Content is owned by, or licensed to, us and protected by Australian copyright laws and other intellectual property laws.
We grant you a non-exclusive, non-transferable, limited right to access, use and display the Website and to download or print Site Content for personal, non-advertising purposes.
2.2 Information Provided
Every effort has been made to make this Website as accurate as possible.
You acknowledge that any reliance upon any advice, opinion, statement, advertisement, or other information displayed or distributed through our Website is at your sole risk and we and any other author of such information, will not be responsible or liable for any loss or damage that results from the use of the information on the Website.
We reserve the right in our sole discretion and without notice to correct any errors or omissions in any portion of the Website.
3.1 Creation of account
You must set up an account in order to subscribe to use the Service and parts of the Website.
You must not set up an account for any other person or company.
It is your responsibility to enter all of your information correctly when creating your account. You warrant to us that all information provided by you with respect to your account is true and correct to the best of your knowledge and belief.
3.3 Unauthorised use
You must notify us immediately of any unauthorised use of your account.
3.4 Logging out
You must ensure that you properly exit the Website and logout of your account at the end of each session.
3.5 No liability
We will not be liable to you or any other person (except to the extent required by law) for the cost of any loss or damage caused to you as a result of your:
- account information being incorrect; or
- unauthorised use of your password or account which occurs before you notify us of such use under clause 2.3 above.
4 Search Profile
Although we are available to assist you with creating and/or amending your search profiles used in conjunction with the Service, all profiles associated with your account registration are your responsibility.
As such, we accept no responsibility for the appropriateness of the tender notices you receive through the Service.
5 Tender Offers
5.1 Obligation to ensure compliance with terms and conditions
It is your responsibility to ensure that:
- any Tender Offer is fully compliant with the terms and conditions of the relevant request for tender or other notice issued by a contracting party; and
- that you have paid all necessary fees required in respect of such Tender Offer.
We will not be liable in any way for your failure for any reason to comply with such terms and conditions.
5.2 Uploading Data
If you wish to upload data for submission to an electronic tender box pursuant to a Tender Offer through the Website/Service, it is your responsibility to ensure that such data is in a standardised electronic form and configuration compatible both with the Website/Service and the relevant contracting party’s systems and requirements.
Failure to do so will constitute an unauthorised modification of the data for which neither we nor the relevant contracting party will be responsible.
If you have any doubts concerning the appropriate format you should contact either us or the relevant contracting party.
5.3 Responding to Request for Tenders or other notices
Not all Request for Tenders or notices published on the Website can be responded to electronically.
You should always check to ensure that the relevant Request for Tender or notice may be responded to electronically via the Website/Service, in such instance an electronic tender box will be available.
It is your responsibility to ensure that any request for tender or notice you respond to is lodged with the relevant contracting party before the relevant closing date and time. We will, to the best of our ability, ensure that closing dates and times are correct, however we accept no responsibility for incorrect closing dates and times for tender responses to be submitted using the electronic tender box provided.
You should thoroughly check the closing dates and times within any tender documentation or check directly with the relevant contracting party if in any doubt.
5.4 We are not an agent or intermediary
By agreeing to the terms of this agreement, you acknowledge that we can not and will not act in any capacity (including but not limited to your agent or intermediary) with respect to influencing or amending the rules, practices or procedures of the relevant contracting party, including (but not limited to) deadlines, information required or the format of your Tender Offer.
If you are the successful Tenderer in relation to any Tender Offer you will be notified by the relevant contracting party directly. We do not accept any responsibility for processing any notification between the relevant contracting party and users of the Website/Service.
5.5 Release and indemnity
You release and indemnify us from any and all claims, demands and damages made against us by you and/or a third party (including a contracting party) in relation to the Website and the Services provided to you.
6 Fees and Payment
6.1 Application of this clause
Use of the Service and access to the Website is usually provided to you without charge, unless otherwise stated.
This clause only applies where we state that we will charge fees for your access to the Website and your use of the Service.
In consideration of being granted access to the Website and permitted to use the Service, you agree to pay any fees advised to you prior to you becoming bound by this agreement, or agreed to be paid from time to time.
Any such fees need to be paid by you within thirty (30) days of us issuing an invoice to you.
If we ask you to pay those fees to a third party, then payment to that third party will be as good as payment being made to us.
You must also pay us any GST imposed on the fees you are required to pay under this agreement at the same time as you pay the relevant fee. In return we will provide you with a valid tax invoice for that payment.
6.3 Change in fees
Unfortunately, it is necessary for us to review our fees and to increase them from time to time. If we need to increase our fees for any reason we will provide you with written notice of the change in the fees.
We understand that an increase in fees impacts on your operation and because of this we will not ask you to pay any increased amount until twenty eight (28) days after we advise you of the proposed increase.
After that period the new fees will apply to your use of the Service/Website.
6.4 Failure to pay
If you do not pay fees we ask you to pay to use the Service and/or access the Website by the time we ask you to pay them then we will issue you with a reminder notice and give you a further seven (7) days to pay. If we issue you a reminder notice we can also require that you pay to us a late payment fee equal to two (2%) of the amount outstanding for each reminder that we send to you.
If you still do not pay the full amount owing, including any late payment fees we ask you to pay, we can suspend your right to use the Service/Website until all of those fees are paid. If we suspend your right to use the Service/Website we can require you to pay a further fee to meet the additional costs incurred by us in having to do so.
6.5 No claim for suspended service
If we suspend your use of the Service/Website under clause 6.4 it is because you have not paid the fees you agreed to pay us and because of this you agree not to make any Claim against us for any loss or damage you as a result of that action.
7 Tendering Portal
7.1 Licence to use
If you subscribe to use the Tendering Portal as part of the Service, we agree to allow you to use the Tendering Portal under licence (Licence) subject to the terms of this agreement. You acknowledge that the right to use the Tendering Portal under licence is not exclusive to you and we can allow any other person or corporate entity to use the Tendering Portal on any terms we see fit.
7.2 No transfer
You are not allowed to transfer the Licence to any other person or company, nor are you allowed to let anyone else use the Tendering Portal under your Licence without obtaining our permission in writing first.
8 What you must not do in respect of the Website and the Service
8.1 Protecting the Website and Service
We have put a lot of time into developing the Website and the Service and as such we need to impose some restrictions on you as a condition of allowing you to use it. As well as observing these restrictions yourself, it is a condition of your use of the Website and the Service that you not allow any other person to breach these restrictions.
8.2 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;
- allow any unauthorised person to use the Service;
- copy any ideas, functions, features or graphics from the Service for any purpose, including but not limited to development of a similar program;
- remove or obscure any trademarks, notices, source code or similar components, forming part of the Service;
- use, post, transmit or introduce any software, routine or device that interferes or attempts to interfere with the operation, integrity or performance of the Service, or attempts to gain unauthorised access to the Service.
- impersonate any person or entity or misrepresent your or anyone else’s affiliation with you or anyone else;
- upload, post, email or otherwise transmit any unsolicited or unauthorised advertising, or promotional material;
- upload, post, email or otherwise transmit any data file containing software viruses or any other computer code designed to interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications equipment; and
- act in a manner that negatively affects the ability of any subscriber, contracting party, non-subscribing user or us to engage in reasonable usage of the Website/Service;
9 What you must do in respect of the Website and the Service
You must do the following things as a condition of your use of the Website and the Service (in addition to anything else you are required to do under this agreement):
- comply with any laws that apply to your use of the Website and the Service;
- protect any passwords, security codes and user identity codes provided to you for use with the Website, the Service and your account;
- tell us immediately of any unauthorised access to the Service or your account; and
- indemnify us against any Claim that is made against us as a result of your breach of the terms of this agreement.
10 What we can do in respect of the Website and the Service
You agree that we can do the following things in relation to your use of the Website and the Service without informing you that we are doing them:
- access the Service or your account for the purpose of maintaining, improving or providing assistance with the Website or Service;
- publish publicly available summary information in marketing material concerning the Service that may include information concerning you, your website and your business;
- store your contact information with our records; and
- send marketing information, notifications, instructional and other service related items to you using that contact information.
10.2 Tendering Portal marks
- The Tendering Portal includes certain identification marks that identify the ownership of the Tendering Portal.
- If you use the Tendering Portal as part of the Service, you must display a mark on at least the home page of your website (and more pages if you choose to do so) which states something to the effect of “Powered by Tender.Net” as well as any then current Service logos and a link to the Website.
It is sometimes important for us to perform maintenance to our system. This may mean that your use of the Service or the Website is interrupted or disrupted from time to time.
We will endeavour to provide you with reasonable notice of the conduct of any regular system maintenance so you are able to take the possible interruptions into account when managing your business.
Unfortunately there will be times when we will not be able to provide you with that notice because the maintenance is required to fix an urgent problem or for some other similar reason. If this occurs we are not liable to you for any Claim that arises out of any resulting interruption to your use of the Service or the Website.
11 Intellectual Property ownership
We will, at all times, retain ownership of the Website and Service IP and any amendments made to it, regardless of who made those amendments.
11.2 Restricted conduct
It is an essential term of this agreement that you must not:
- launch or attempt to launch a product or arrangement that is the same or similar to Website and Service IP, or which uses the Website and Service IP; or
- do any thing that:
- is inconsistent with our interest in the Website and Service IP; or
- which leads to the value of the Website and Service IP being diminished or otherwise adversely affected.
You agree to indemnify us against any Claims made against us which arise solely from your use of the Website and Service IP other than in accordance with this agreement.
12 Limitation of liability
12.1 Subject to the law
Any of the matters set out in this clause 11 are subject at all times to the law and while the limitations contained in this clause apply to the fullest extent possible, they do not apply if the law prevents them from doing so.
12.2 Indirect damages
Under no circumstances will we be liable for any indirect damages (including but not limited to loss of profits, loss of revenue, loss of opportunity, loss of productivity, loss of goodwill and business interruption) suffered by you which arise from:
- your use or the inability to use the Website and the Service;
- the cost of procurement of substitute goods and services resulting from any goods, data, information or services purchased or obtained or messages received or transactions entered into through or from Website or the Service;
- unauthorised access to or alteration of your transmissions or data;
- statements or conduct of any third party; or
- any other matter relating to the Website or the Service.
12.3 Your indemnity
You indemnify us against:
- any breach by you of the terms contained in this agreement;
- any liability or loss (including legal costs on a full indemnity basis) arising from your use of the Website or the Service, except where such liability or loss arises from our negligent act or omission; and
- any costs and expenses incurred by us in enforcing this this agreement.
13 Warranties and representations
13.1 Your warranty
You warrant to us that you:
- have made your own enquiries in relation to the Service, how it can be used by you and the system and hardware requirements you need in order to ensure that the Service operates effectively;
- you have not relied on any representation made by us, either verbally or in writing, when deciding whether to enter into this agreement; and
- are authorised and have the legal power to enter into this agreement.
This warranty is important because we have relied on it when deciding to enter into this agreement with you.
13.2 What we do not warrant
We do not warrant that:
- 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;
- the Website and the Service will continue to operate during any event that is out of our control such as power failures, system failure, any act of god or war; or
- the Service and the Website will be immune from unauthorised access or the alteration of any data stored on your website.
14 End of this agreement
14.1 Termination by us
We can terminate this agreement immediately if:
- you do not pay any money owed to us for more than thirty (30) days after it was originally due to be paid;
- you breach any essential term of this agreement; or
- you breach any other term of this agreement and do not remedy that breach to our satisfaction, acting reasonably, within thirty (30) days of us asking you to do so.
We can also terminate this agreement for any reason as long as we provide you with at least ninety (90) days notice in writing of our intention to do so
14.2 Termination by you
You can terminate this agreement at any time by providing us with written notice to that effect.
If applicable, if you terminate this agreement you are not entitled to a refund of any fees paid by you prior to the date of termination, even if those fees are for the use of the Service after that date. You must also pay us:
- any reasonable costs incurred by us in terminating your use of the Service;
- the balance of the fees owing for the subscription period within which you terminated this agreement.
14.3 Roll over of agreement
While your subscription has an end date, unless you advise us in writing at least thirty (30) days before the end of your subscription that you do not want to continue to use the Service:
- your subscription will be automatically extended for a further term that is the same as the original term of the agreement; and
- the terms of this agreement will continue to apply to your use of the Service.
14.4 Effect of end
When this agreement ends you must immediately stop using Service and the Website and not use them again unless we permit you to do so in writing.
15 Miscellaneous matters
15.1 15.1 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 this agreement to a third party in which case:
- we will provide you with notice of that Assignment as soon as is reasonably practicable; and
- you will be bound to comply with this agreement in favour of the relevant Assignee as if they were the original party to it.
If any term of this agreement needs to operate after this agreement ends then that term survives termination of this agreement (i.e. that term continues to apply even though the agreement has ended).
15.3 Governing law
The laws in force in New South Wales, Australia governs this agreement.
means any assignment, sale, transfer, disposition, declaration of trust over or other assignment of a legal and/or beneficial interest.
against any person any allegation, action, demand, cause of action, suit, proceeding, judgement, debt, damage, loss, cost, expense or liability howsoever arising and whether present or future, fixed or unascertained, actual or contingent whether at law, in equity, under statute or otherwise.
means all intellectual property rights conferred by law including (without limitation):
- patents, designs, formulas, plans, specifications or other documents;
- copyright, trademark, trade business, company names, business names, websites, URLs or email addresses; and
- all other proprietary rights and all other intellectual property defined in Article 2 of the Convention establishing the World Intellectual Property Organisation (July 1967).
means the electronic tendering system and associated services (including the Tendering Portal) available on the Website to registered subscribers of the Website.
means all material, information or data on the Website, including but not limited to tender notices, Request for Information notices, Request for Proposal notices, advertisements, messages, addenda and updates in any form whatsoever, text, software, artwork, graphics, photographs, images, sounds, music, audio material, video material and audio-visual material.
means any offer for the supply of goods or services you make in response to a tender or other notice from a contracting party that you may access via the Website and/or the Service.
means the service provided by us which enables you to create your own tendering portal on your website and use our Website for the purpose of advertising your tender.
Website and Service IP
means any Intellectual Property owned by us in respect of the Service or the Website.
has the meaning ascribed to it in clause 1.
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