CAREFULLY READ THE FOLLOWING LICENSE AGREEMENT. BY CHECKING THE BOX “I AGREE TO THE END USER LICENCE AGREEMENT” YOU ACCEPT AND AGREE TO BE BOUND BY THIS LICENSE AGREEMENT. IF YOU DO NOT AGREE TO THIS LICENSE, DO NOT CHECK THE BOX AND DISCONTINUE THE USE OF THIS SITE.

Recitals

A. The Licensor is the owner of and has the right to license the Software and the Materials.

B. The licensee wishes to use the Software and Materials

C. The licensor has agreed to license the Software and Materials to the licensee for the permitted purpose and the licensee accepts the license on the following terms and conditions.

License

1. The licensor grants non-exclusive, transferrable, non-revocable license to the Licensee to use the Software and Materials on and from the date of this agreement until termination for the permitted purpose.

2. The Licensee may not assign the License without the approval of the Licensor

3. The Licensee may not sub license, rent, and lease or lend the Software.

4. The Licensee is not permitted to copy, adapt, modify or alter the code of the Software or merge it with another program.

5. The Licensee is not permitted to copy any Materials.

6. The Licensee is not permitted to reverse engineer, reverse assemble, or reverse compile or otherwise endeavour to obtain the source code.

7. The Licensee is permitted to control the number of users accessing the Software and can allow as many users as it deems appropriate. However, should the number of users become unreasonable and simultaneous use by those users exceed reasonable allowances the Licensor reserves the right to charge an additional fee reflective of the costs incurred.

8. The License can only be used for one Organisation. Each Organisation will have its own License Agreement. The number of committees is based on the product plan selected by the user at the time of purchase.

9. Each user of the Software will be asked to accept License terms and conditions prior to being allowed access to the Software

The Software and Materials are protected by Australian copyright laws and international treaties. The Licensee must treat the Software and Documentation like any other copyrighted material.

Term

The term of the license commences upon acceptance of these terms and expires upon termination as set out in this agreement.

Title and Intellectual Property

The Licensor is the owner of all right, title and interest in the Software and related explanatory written materials.

The Licensee acknowledges and agrees that the Licensor is the owner of all Intellectual Property Rights in the Software and Materials.

The Licensee must not alter, remove or obscure any trade mark of copyright symbol or legend or other proprietary mark on the Software or Materials.

In using our system you will provide us with your information and materials such as data files. We do not have any rights to your information. The Licensee does however provide the Licensor with limited rights to share your information with users you add to the system and for which the Licensee is solely responsible for provision of that access. The Licensor retains rights to share your information with third parties that enable us to deliver our services.

Archival or Backup Copies

The software is a web based application with redundancy and back up services provided by the Licensor for disaster recovery purposes only. The Licensee agrees and acknowledges that CommitteeManager does not hold the only version of their data. The Licensor agrees to make all reasonable endeavours to recover or provide access to the Licensees data. The Licensee also acknowledges that the Licensors service is subject to network and global infrastructure outages that are outside its control.

Limited Remedy

To the fullest extent permitted by Law, the Licensors entire liability and the Licensees exclusive remedy for breach of any warranty, written or implied, shall be, at the Licensors option, either:

• Return the price paid for the period during which the Licensor obtained no benefit of the software, or
• Repair or replace the Software.

IN NO EVENT WILL THE LICENSOR BE LIABLE TO YOU FOR ANY DAMAGES, INCLUDING ANY LOST PROFITS, LOST SAVINGS, OR OTHER INCIDENTAL OR CONSEQUENTIAL DAMAGES ARISING FROM THE USE OR THE INABILITY TO USE THE SOFTWARE, OR FOR ANY CLAIM BY ANY OTHER PARTY. THE LICENSEE HOLDS HARMLESS THE LICENSOR AND PROMISES TO KEEP THE LICENSOR INDEMNIFIED AGAINST ANY LOSS, CLAIM, ACTION, SETTLEMENT, AWARD, JUDGEMENT, EXPENSE OF ANY KIND WHATSOEVER AND HOWSOEVER ARISING THAT THE LICENSOR MIGHT SUFFER AS A RESULT OF THE SOFTWARE.

Termination

You are free to stop using the software at any time. We also reserve the right to terminate your use of the system at our absolute discretion and without notice. We may do this if you are using the system not in compliance with our terms or to the detriment of other users.

This license agreement takes effect upon signing and remains effective until terminated. Upon termination the Licensee will no longer be able to access the Software. If you terminate this agreement you will be required to pay the balance of monies owing. If you terminate this agreement there will be no refund for any balance of period that remains unused.

For free accounts, we reserve the right to delete your account and information if you have not accessed your account for 12 months. We will send you a notification prior to your account being terminated.

Following termination, the parties agree that provisions relating to Confidentiality, Warranty, and limitation of liability continue to be binding.

Licensee information held in the system will be deleted and will no longer be accessible by the Licensee. The system does allow the user to print hard copies of system information.

Confidentiality

The Software contains trade secrets and proprietary know-how that belong to us and it is being made available to the Licensee in strict confidence. ANY USE OR DISCLOSURE OF THE SOFTWARE, OR OF ITS ALGORITHMS, PROTOCOLS OR INTERFACES, OTHER THAN IN STRICT ACCORDANCE WITH THIS LICENSE AGREEMENT, MAY BE ACTIONABLE AS A VIOLATION OF OUR TRADE SECRET RIGHTS.

General Provisions

1. This written license agreement is the exclusive agreement between you and us concerning the Software and Documentation and supersedes any prior purchase order, communication, advertising or representation concerning the Software.

2. We may modify these terms or add additional terms as required to reflect changes in the law or changes to our Services. We will update our website as these change, if these changes materially change your rights or obligations we will advise you. Otherwise, by continuing to use our services you are bound by the revised terms.

3. This license agreement is governed by the laws of the State of Queensland, Australia, and the federal laws of Australia.

4. You agree that the Software will not be shipped, transferred or exported into any country or used in any manner prohibited by the United States Export Administration Act or any other export laws, restrictions or regulations and any similar laws that apply in Australia.

5. Failure to comply with any of the terms and conditions in this Agreement may at the Licensors sole discretion lead to immediate termination of the License.

6. Nothing in this agreement will constitute or be deemed to constitute a partnership, joint venture or agency between the parties.

Licensor

Northern Advisory ATF The Unterburger Family Trust, ABN 38 406 815 675