These Terms are binding on any use of the Service and apply to You from the time that ImpexDocs provides You with access to the Service.
By registering to use the Service you acknowledge that You have read and understood these Terms and have the authority to act on behalf of any person for whom You are using the Service. You are deemed to have agreed to these Terms on behalf of any entity for whom you use the Service.
means the fee (excluding any taxes and duties) payable by You in accordance with the agreed fee schedule (which ImpexDocs may change from time to time on notice to You).
includes all information exchanged between the parties to this Agreement, whether in writing, electronically or orally, including the Service but does not include information which is, or becomes, publicly available other than through unauthorised disclosure by the other party.
means any data inputted by You or with Your authority into the Website.
means any patent, trade mark, service mark, copyright, moral right, right in a design, know-how and any other intellectual or industrial property rights, anywhere in the world whether or not registered.
means the online Export Documentation Software Solution services made available (as may be changed or updated from time to time by ImpexDocs) via the Website.
means the Internet site at the domain www.impexdocs.com or www.impexdocs.com.au or online.exportcentral.com.au any other site operated by ImpexDocs.
means any person or entity, other than the Subscriber, that uses the Service with the authorisation of the Subscriber from time to time.
means the person who registers to use the Service, and, where the context permits, includes any entity on whose behalf that person registers to use the Service.
means the Subscriber, and where the context permits, an Invited User. “Your” has a corresponding meaning.
ImpexDocs grants You the right to access and use the Service via the Website with the particular user roles available to You according to Your subscription type. This right is non-exclusive, non-transferable, and limited by and subject to this Agreement. You acknowledge and agree that, subject to any applicable written agreement between the Subscriber and the Invited Users, or any other applicable laws:
An invoice for the Access Fee will be issued each month starting one month from the date You added Your first organisation to Your ImpexDocs account. All invoices will include the Access Fee for the preceding period one month of use. ImpexDocs will continue invoicing You monthly until this Agreement is terminated in accordance with clause 8.
All ImpexDocs invoices will be sent to You, or to a Billing Contact whose details are provided by You, by email. You must pay or arrange payment of all amounts specified in any invoice by the due date for payment and are payable within 10 days of the invoice date. You are responsible for payment of all taxes and duties in addition to the Access Fee.
You may from time to time be offered preferential pricing or discounts for the Access Fees as a result of the number of organisations that You have added to the Service or that have been added with Your authority or as a result of Your use of the Service (‘Organisations’). Eligibility for such preferential pricing or discounts is conditional upon Your acceptance of responsibility for payment of any Access Fees in relation to all of Your Organisations. Without prejudice to any other rights that ImpexDocs may have under these Terms or at law, ImpexDocs reserves the right to render invoices for the full (non-discounted) Access Fees due or suspend or terminate Your use of the Service in respect of any or all of Your Organisations in the event that any invoices for those Access Fees are not paid in full by the due date for payment.
You must only use the Service and Website for Your own lawful internal business purposes, in accordance with these Terms and any notice sent by ImpexDocs or condition posted on the Website. You may use the Service and Website on behalf of others or in order to provide services to others but if You do so you must ensure that You are authorised to do so and that all persons for whom or to whom services are provided comply with and accept all terms of this Agreement that apply to You.
Where available, automated data feeds are generally provided to You free of charge. However, ImpexDocs reserves the right to pass on any charges related to the provision of feed data on a case-by-case basis at ImpexDocs’s sole discretion. ImpexDocs would first inform You via email to indicate what those charges are likely to be (as such charges may vary depending on Your data and volume requirements). You have the option to decide to discontinue use of automated feeds at any time. To exercise this option, you must give ImpexDocs sufficient prior notice of which automated account transaction data feeds you want to discontinue. Upon receiving such notice ImpexDocs will arrange for such feeds to be terminated in accordance with each provider’s usual practices.
You must ensure that all usernames and passwords required to access the Service are kept secure and confidential. You must immediately notify ImpexDocs of any unauthorised use of Your passwords or any other breach of security and ImpexDocs will reset Your password and You must take all other actions that ImpexDocs reasonably deems necessary to maintain or enhance the security of ImpexDocs’s computing systems and networks and Your access to the Services.
As a condition of these Terms, when accessing and using the Services, You must:
Use of the Service may be subject to limitations, including but not limited to monthly transaction volumes and the number of calls You are permitted to make against ImpexDocs’s application programming interface. Any such limitations will be advised.
As a condition of these Terms, if You use any communication tools available through the Website (such as any forum, chat room or message centre), You agree only to use such communication tools for lawful and legitimate purposes. You must not use any such communication tool for posting or disseminating any material unrelated to the use of the Services, including (but not limited to): offers of goods or services for sale, unsolicited commercial e-mail, files that may damage any other person’s computing devices or software, content that may be offensive to any other users of the Services or the Website, or material in violation of any law (including material that is protected by copyright or trade secrets which You do not have the right to use).
When You make any communication on the Website, You represent that You are permitted to make such communication. ImpexDocs is under no obligation to ensure that the communications on the Website are legitimate or that they are related only to the use of the Services. As with any other web-based forum, You must exercise caution when using the communication tools available on the Website. However, ImpexDocs does reserve the right to remove any communication at any time in its sole discretion.
You indemnify ImpexDocs against: all claims, costs, damage and loss arising from Your breach of any of these Terms or any obligation You may have to reimburse ImpexDocs, including (but not limited to) any costs relating to the recovery of any Access Fees that are due but have not been paid by You.
Unless the relevant party has the prior written consent of the other or unless required to do so by law:
a. Each party will preserve the confidentiality of all Confidential Information of the other obtained in connection with these Terms. Neither party will, without the prior written consent of the other, disclose or make any Confidential Information available to any person, or use the same for its own benefit, other than as contemplated by these Terms.
b. Each party’s obligations under this clause will survive termination of these Terms.
c. The provisions of these clauses shall not apply to any information which:
Title to, and all Intellectual Property Rights in the Services, the Website and any documentation relating to the Services remain the property of ImpexDocs (or its licensors).
Title to, and all Intellectual Property Rights in, the Data remain Your property. However, Your access to the Data is contingent on full payment of the ImpexDocs Access Fee when due. You grant ImpexDocs a licence to use, copy, transmit, store, and back-up Your information and Data for the purposes of enabling You to access and use the Services and for any other purpose related to provision of services to You.
You must maintain copies of all Data inputted into the Service. ImpexDocs adheres to its best practice policies and procedures to prevent data loss, including a daily system data back-up regime, but does not make any guarantees that there will be no loss of Data. ImpexDocs expressly excludes liability for any loss of Data no matter how caused.
If You enable third-party applications for use in conjunction with the Services, You acknowledge that ImpexDocs may allow the providers of those third-party applications to access Your Data as required for the interoperation of such third-party applications with the Services. ImpexDocs shall not be responsible for any disclosure, modification or deletion of Your Data resulting from any such access by third-party application providers.
You warrant that where You have registered to use the Service on behalf of another person, You have the authority to agree to these Terms on behalf of that person and agree that by registering to use the Service You bind the person on whose behalf You act to the performance of any and all obligations that You become subject to by virtue of these Terms, without limiting Your own personal obligations under these Terms.
You acknowledge that:
a. You are authorised to use the Services and the Website and to access the information and Data that You input into the Website, including any information or Data input into the Website by any person you have authorised to use the Service. You are also authorised to access the processed information and Data that is made available to You through Your use of the Website and the Services (whether that information and Data is Your own or that of anyone else).
b. ImpexDocs has no responsibility to any person other than You and nothing in this Agreement confers, or purports to confer, a benefit on any person other than You. If You use the Services or access the Website on behalf of or for the benefit of anyone other than yourself (whether a body corporate or otherwise) you agree that:
c. The provision of, access to, and use of, the Services is on an “as is ” basis and at Your own risk.
d. ImpexDocs does not warrant that the use of the Service will be uninterrupted or error free. Among other things, the operation and availability of the systems used for accessing the Service, including public telephone services, computer networks and the Internet, can be unpredictable and may from time to time interfere with or prevent access to the Services. ImpexDocs is not in any way responsible for any such interference or prevention of Your access or use of the Services.
e. It is Your sole responsibility to determine that the Services meet the needs of Your business and are suitable for the purposes for which they are used.
f. You remain solely responsible for complying with all applicable regulatory, tax and other laws. It is Your responsibility to check that storage of and access to your Data via the Software and the Website will comply with laws applicable to you (including any laws requiring you to retain records).
ImpexDocs gives no warranty about the Services. Without limiting the foregoing, ImpexDocs does not warrant that the Services will meet Your requirements or that it will be suitable for any particular purpose. To avoid doubt, all implied conditions or warranties are excluded in so far as is permitted by law, including (without limitation) warranties of merchantability, fitness for purpose, title and non-infringement.
You warrant and represent that You are acquiring the right to access and use the Services for the purposes of a business and that, to the maximum extent permitted by law, any statutory consumer guarantees or legislation intended to protect non-business consumers in any jurisdiction does not apply to the supply of the Services, the Website or these Terms.
When You first sign up for access to the Services You can evaluate the Services under the defined trial usage conditions, with no obligation to continue to use the Services. If You choose to continue using the Services thereafter, You will be billed from the first date You started using the Services. If You choose not to continue using the Services, You may inform ImpexDocs of the same.
ImpexDocs will not provide any refund for any remaining prepaid period for a prepaid Access Fee subscription.
These Terms will continue for the period covered by the Access Fee paid or payable under clause 3.1. At the end of each billing period these Terms will automatically continue for another period of the same duration as that period, provided You continue to pay the prescribed Access Fee when due, unless either party terminates these Terms by giving notice to the other party at least 30 days before the end of the relevant payment period. If You terminate these Terms You shall be liable to pay all relevant Access Fees on a pro-rata basis for each day of the then current period up to and including the day of termination of these Terms.
For the avoidance of doubt, if payment of any invoice for Access Fees due in relation to any of Your Billing Contacts, Billing Plans or any of Your Organisations (as defined at clause 3) is not made in full by the relevant due date, ImpexDocs may: suspend or terminate Your use of the Service, the authority for all or any of Your Organisations to use the Service, or Your rights of access to all or any Data.
Termination of these Terms is without prejudice to any rights and obligations of the parties accrued up to and including the date of termination. On termination of this Agreement You will:
Clauses 3.1, 3.7, 4, 5, 6, 7, 8 and 10 survive the expiry or termination of these Terms.
In the case of technical problems You must make all reasonable efforts to investigate and diagnose problems before contacting ImpexDocs. If You still need technical help, please check the support provided online by ImpexDocs on the Website or failing that email us at [email protected].
Whilst ImpexDocs intends that the Services should be available 24 hours a day, seven days a week, it is possible that on occasions the Services or Website may be unavailable to permit maintenance or other development activity to take place.
If for any reason ImpexDocs has to interrupt the Services for longer periods than ImpexDocs would normally expect, ImpexDocs will use reasonable endeavours to publish in advance details of such activity on the Website.
If either party waives any breach of these Terms, this will not constitute a waiver of any other breach. No waiver will be effective unless made in writing.
Neither party will be liable for any delay or failure in performance of its obligations under these Terms if the delay or failure is due to any cause outside its reasonable control. This clause does not apply to any obligation to pay money.
You may not assign or transfer any rights to any other person without ImpexDocs’s prior written consent.
This Agreement is governed by Australian law and You hereby submit to the exclusive jurisdiction of the courts of New South Wales (NSW), Australia for all disputes arising out of or in connection with this Agreement.
If any part or provision of these Terms is invalid, unenforceable or in conflict with the law, that part or provision is replaced with a provision which, as far as possible, accomplishes the original purpose of that part or provision. The remainder of this Agreement will be binding on the parties.
Any notice given under these Terms by either party to the other must be in writing by email and will be deemed to have been given on transmission. Notices to ImpexDocs must be sent to [email protected] or to any other email address notified by email to You by ImpexDocs. Notices to You will be sent to the email address which You provided when setting up Your access to the Service.
A person who is not a party to these Terms has no right to benefit under or to enforce any term of these Terms.