PRIVACY POLICY
Last Updated: August 15, 2017
Adapt2 Pty Ltd. (“ADAPT2”) is committed to protecting your privacy. We have prepared this Privacy Policy to describe our practices regarding the personal information that may be collected from users of our websites which post this Privacy Policy, including http://try.simplifylms.software and http://simplifylms.com.au (“SITES”). By submitting personal information through our Sites or Services, you expressly consent to the processing of your personal information in accordance with this Privacy Policy. The use of personal information collected through our service shall be limited to the purposes described in this Privacy Policy.
DATA YOU PROVIDE TO US.
We collect information from you, such as first and last name, gender, e-mail and mailing addresses, professional title, company name, and password when you create an account to log in to our network. We also may retain information on your behalf, such as files and messages that you store using your account. If you provide us feedback or contact us via e-mail, we will collect your name and e-mail address, as well as any other content included in the e-mail. When you participate in one of our surveys, we may collect additional profile information. We also collect other types of personal information and demographic information that you provide to us voluntarily.
DATA COLLECTED VIA TECHNOLOGY.
To make our Sites and Services more useful to you, our servers (which may be hosted by a third party service provider) collect information from you, including browser type, operating system, Internet Protocol (IP) address (a number that is automatically assigned to your computer when you use the Internet, which may vary from session to session), domain name, unique device identifiers, information about how you use our Sites, and/or a date/time stamp for your visit. We also use cookies to gather information regarding the date and time of your visit and the solutions and information for which you searched and which you viewed. Like most Internet services, we automatically gather this data and store it in log files each time you visit our Sites, or access your account on our network. We may link this automatically-collected data to personally identifiable information.
“COOKIES” are small pieces of information that a website sends to your computer’s hard drive while you are viewing a website. We may use both session cookies (which expire once you close your web browser) and persistent cookies (which stay on your computer until you delete them) to provide you with a more personal and interactive experience on our Site.
ANALYTICS. We use analytics services to help analyse how users use the Sites. These services use cookies and scripts to collect and store information such as device identifiers, how often users visit the Site, what pages they visit, and what other sites they used prior to coming to the Site. We use the information we get from Google Analytics only to improve our Sites and our Services. Please see the following links for more information about Google Analytics: http://www.google.com/privacy_ads.html, http://www.google.com/privacy.html, and http://www.google.com/analytics/tos.html.
FORUMS
Our Sites offer community forums. You should be aware that any information you provide in these areas may be read, collected, and used by others who access them.
USE OF YOUR DATA
Personal information you submit to us is used either to respond to requests that you make, or to aid us in serving you better. Adapt2 uses your personal information in the following ways: to create and maintain your account; to identify you as a user in our system; to operate, maintain, and improve our Sites and Services; to personalize and improve your experience; to send you administrative e-mail; to respond to your comments or inquiries; to send you surveys, promotional communications about our products and services with your permission; to protect, investigate, and deter against fraudulent, unauthorized, or illegal activity; and to make telephone calls to you, from time to time, as a part of secondary fraud protection or to solicit your feedback with your permission.
DISCLOSURE OF YOUR PERSONAL INFORMATION
We will share your personal information with third parties only in the ways that are described as follows or with your express consent.
THIRD PARTY SERVICE PROVIDERS. We may share your personal information with third party service providers for the sole purpose of providing you with the Services that we offer you through our Site (“INTERNAL PURPOSES”). For example, we may share data with service providers who host our websites or provide email services on our behalf.
OTHER DISCLOSURES. Adapt2 may disclose information about you if it believes such disclosure is necessary to (a) comply with laws or to respond to lawful requests and legal process; or (b) protect or defend the rights, safety, or property of Adapt2, users of the Services, or any person including to enforce our agreements, policies, and terms of use, or (c) in an emergency to protect the personal safety of any person (collectively, “a”, “b” and “c”, ENFORCEMENT PURPOSES”).
We may also share information about you in connection with or during negotiation of any merger, financing, acquisition, bankruptcy, dissolution, transaction or proceeding involving sale, transfer, divestiture or disclosure of all or a portion of our business or assets to another company. In these circumstances, we will only share information with a company that has agreed to data privacy standards no less stringent than our own. In the event that information is shared in this manner, notice will be posted on our Site.
We may also share de-identified and aggregated data with others for their own uses.
SOCIAL NETWORKING PLATFORMS.
We may allow you to connect and share information with certain social networking platforms (“SOCIAL NETWORKING PLATFORMS”) (e.g., a Facebook application). By choosing to use these Social Networking Platforms, you allow Adapt2 to share information with the Social Networking Platform. For example, you might use an application to publish Adapt2 related notices on your Facebook wall. If you do not want us to continue to provide your information to the Social Networking Platform, you may change your privacy settings in the Social Networking Platform.
You can also access certain features of our Site using Social Networking Platforms. These services will authenticate your identity and provide you the option to share certain personal information with us such as your name, email address, and other personal information to pre-populate an application.
We do not control the privacy practices of the Social Networking Platforms and sign-in services you choose to use and this privacy policy does not cover their practices, you should visit the privacy policies of any Social Networking Platform or sign-in service you choose to use to understand their practices.
YOUR CHOICES REGARDING YOUR PERSONAL INFORMATION
CHOICES. We offer you choices regarding the collection, use, and sharing of your personal information. When you receive newsletters or promotional communications from us, you may “opt-out” by following the unsubscribe instructions provided in e-mails you receive from us or by contacting us directly at the contact information below. Most web browsers are set to accept cookies by default. If you prefer, you can typically remove and reject cookies from our Site with your browser settings. If you remove or reject our cookies, it will affect how our Site and Services work for you.
When you visit the Site, we and others give you the following choices about use of mechanisms for tracking, including tracking of your online activities over time and across different websites and online services by third parties:
· Most web browsers are set to accept cookies by default. If you prefer, you can typically remove and reject cookies from our Site with your browser settings. If you remove or reject our cookies, it will affect how our Site and Services work for you.
· If you do not wish for us to track emails we send you, some email services allow you to adjust your display to turn off HTML or disable download of images which should effectively disable our email tracking, or you may unsubscribe from our marketing emails as described above.
· You may opt out of tracking of certain information collected by Google Analytics, one of our analytics providers as discussed above, on the Sites by clicking here.
While we and others give you the choices described in this Privacy Policy, there are many ways web browser signals and other similar mechanisms can indicate your choice to disable tracking, and we may not be aware of or honor every mechanism.
CHANGES TO PERSONAL INFORMATION. You may change some of your personal information in your account by editing your profile within the Service. You may also request changes or deletions by e-mailing us at the e-mail address set forth below. We will respond to your request, when permitted by law, within 30 days. We will retain your information for as long as your account is active or as needed to provide you services. We will retain and use your information as necessary to comply with our legal obligations, resolve disputes, and enforce our agreements. We may be unable to delete information that resides in our archives.
SECURITY OF YOUR PERSONAL INFORMATION. Adapt2 takes reasonable steps to help protect your personal information in an effort to prevent unauthorized access, use, or disclosure. Despite these measures, you should know that Adapt2 cannot fully eliminate security risks associated with personal information. No method of transmission over the Internet, or method of electronic storage, is 100% secure. Therefore, we cannot guarantee its absolute security. Any content you post while using the Services is at your own risk. If you have any questions about security on our Sites, you can contact us at the contact information set forth below.
CONTACT INFORMATION
Adapt2 welcomes your comments or questions regarding this Privacy Policy. Please e-mail us at privacy@adapt2consulting.com.au or contact us at the following address or phone number:
Adapt2 Pty Ltd
Suite 401/447 Kent Street, Sydney, NSW 2000 AUSTRALIA
Phone 1300 100 168
CHANGES TO THIS PRIVACY POLICY.
Adapt2 may change this Privacy Policy from time to time. If we make any changes to this Policy, we will change the "Last Updated" date above. If such changes are material, a notice of the changes will be posted along with the revised Privacy Policy, prior to the change becoming effective. We encourage you to visit this page from time to time for the latest on our privacy practices.
TERMS OF USE
AGREEMENT
BETWEEN YOU AND ADAPT2
Last Updated: August 15, 2017
PLEASE READ THIS TERMS OF USE AGREEMENT (THE “TERMS”) CAREFULLY. BY ACCESSING OR USING THIS WEBSITE OR ANY OTHER WEBSITES OF ADAPT2, INC. (“ADAPT2”) WITH LINKS TO THIS AGREEMENT (COLLECTIVELY, THE “WEBSITE”) IN ANY WAY, INCLUDING USING THE SERVICES ENABLED VIA THE WEBSITE (THE “SERVICES”) BY ADAPT2 OR USERS OF THE SITE (“USERS”), CLICKING THE “I ACCEPT” CHECK BOX, OR MERELY BROWSING THE WEBSITE, YOU REPRESENT THAT YOU HAVE READ, UNDERSTAND, AND AGREE TO BE BOUND BY THE TERMS. IF YOU DO NOT AGREE TO BE BOUND BY THE TERMS, YOU MAY NOT ACCESS OR USE THIS WEBSITE OR THE SERVICES.
The Services include, but are not limited to, a learning management system that entities (“ENTITIES”) may subscribe to and provide to their instructors and learners (“INSTRUCTORS” and “LEARNERS”) in connection with courses (each, a “COURSE”). Adapt2 provides an account that enables a designated User to manage the Services, manage Learner and Instructor access to the Services, and provide general support on behalf of an Entity. “User” means any user of the Services, including Learners, and Instructors.
PLEASE NOTE THAT THE TERMS ARE SUBJECT TO CHANGE BY ADAPT2 IN ITS SOLE DISCRETION AT ANY TIME. When changes are made, Adapt2 will make a new copy of the Terms available at the Website. We will also update the “Last Updated” date at the top of the Terms. If we make any material changes, and you have registered to use the Services, we will also send an e-mail to you at the last e-mail address you provided to us. Any changes to the Terms will be effective immediately for new Users of the Website or Services and will be effective thirty (30) days after posting of notice of such changes on the Website for existing User. Adapt2 may require you to provide consent to the updated Terms in a specified manner before further use of the Website or the Services is permitted. If you do not agree to any change(s) after receiving a notice of such change(s), you shall stop using the Website and/or the Services. Otherwise, your continued use of the Website and/or the Services constitutes your acceptance of such change(s). PLEASE REGULARLY CHECK THE WEBSITE TO VIEW THE THEN-CURRENT TERMS.
1. USE OF THE SERVICES AND ADAPT2 PROPERTIES. The Website, the Services, and the information and content made available (“CONTENT”) by Adapt2 on the Website and in the Services (collectively, the “ADAPT2 PROPERTIES”) are protected by copyright laws throughout the world. Subject to the Terms, Adapt2 grants you a limited license to reproduce portions of the Adapt2 Properties for the sole purpose of using the Services for your personal purposes or, in the event you are an Instructor, your educational purposes.
1.1 CERTAIN RESTRICTIONS. The rights granted to you in the Terms are subject to the following restrictions: (a) you shall not license, sell, rent, lease, transfer, assign, reproduce, distribute, host or otherwise commercially exploit the Adapt2 Properties, (b) you shall not use framing techniques to enclose any trademark, logo, or other Adapt2 Properties; (c) you shall not use any metatags or other “hidden text” using Adapt2’s name or trademarks; (d) you shall not modify, translate, adapt, merge, make derivative works of, disassemble, decompile, reverse compile or reverse engineer any part of the Adapt2 Properties except to the extent the foregoing restrictions are expressly prohibited by applicable law; (e) you shall not use any manual or automated software, devices, or other processes (including but not limited to spiders, robots, scrapers, crawlers, avatars, data mining tools, or the like) to “scrape” or download data from any web pages contained in the Website; (f) except as expressly stated herein, no part of the Adapt2 Properties may be copied, reproduced, distributed, republished, downloaded, displayed, posted or transmitted in any form or by any means; and (g) you shall not remove or destroy any copyright notices or other proprietary markings contained on or in the Adapt2 Properties. Any future release, update or other addition to the Adapt2 Properties shall be subject to the Terms. Adapt2, its suppliers and service providers reserve all rights not granted in the Terms. Any unauthorized use of the Adapt2 Properties terminates the licenses granted by Adapt2 pursuant to the Terms.
2. REGISTRATION. In order to access certain features of the Adapt2 Properties you must create an account (“ACCOUNT”) by providing necessary information when registering (“REGISTRATION DATA”) and accept the Terms.
2.1 REGISTRATION DATA. In registering for the Services, you agree to (1) provide true, current, and complete Registration Data; and (2) maintain and promptly update the Registration Data to keep it true, current, and complete. You are responsible for all activities that occur under your Account. You may not share your Account or password with anyone, and you agree to notify Adapt2 immediately of any unauthorized use of your password or any other breach of security. You agree not to create or access an Account using a false identity or information, or on behalf of someone other than yourself. You agree that you shall not have more than one Account at any given time. You agree not to create an Account or use the Adapt2 Properties if you have been previously removed by Adapt2, or if you have been previously banned from any of the Adapt2 Properties.
2.2 NECESSARY EQUIPMENT AND SOFTWARE. You must provide all equipment and software necessary to connect to the Adapt2 Properties, including but not limited to, a mobile device that is suitable to connect with and use the Application. You are solely responsible for any fees, including Internet connection or mobile fees, that you incur when accessing the Adapt2 Properties.
3. RESPONSIBILITY FOR CONTENT.
3.1 TYPES OF CONTENT. You acknowledge that all Content, including the Adapt2 Properties, is the sole responsibility of the party from whom such Content originated. This means that you, and not Adapt2, are entirely responsible for all Content that you upload, post, e-mail, transmit or otherwise make available (“MAKE AVAILABLE”) through the Adapt2 Properties (“YOUR CONTENT”). Other Users of the Adapt2 Properties, and not Adapt2, are similarly responsible for all Content such other Users Make Available through the Adapt2 Properties (“USER CONTENT”).
3.2 NO OBLIGATION TO PRE-SCREEN CONTENT. You acknowledge that Adapt2 has no obligation to pre-screen Content (including, but not limited to, Your Content and User Content), although Adapt2 reserves the right in its sole discretion to pre-screen, refuse, or remove any Content that (1) violates any law or regulation, (2) violates these Terms, including the User Code of Conduct set forth in Section 4.4 hereof, and/or (3) otherwise creates liability for Adapt2.
4. OWNERSHIP.
4.1 ADAPT2 PROPERTIES. Except with respect to Your Content and User Content, you agree that Adapt2 and its suppliers own all rights, title and interest in the Adapt2 Properties. Adapt2’s name and other related graphics, logos, service marks and trade names used on or in connection with the Adapt2 Properties are the trademarks of Adapt2 and may not be used without permission in connection with any third-party products or services. Other trademarks, service marks and trade names that may appear on or in the Adapt2 Properties are the property of their respective owners.
4.2 YOUR CONTENT. Your Content shall at all times remain your sole property and you agree that you have no right, title or interest in or to any other Content that appears on or in the Adapt2 Properties. You represent that you have all necessary right, power and authority to post Your Content to the Adapt2 Properties. You agree to allow Adapt2 and its applicable contractors to freely host, reproduce, transmit, modify, display and otherwise use Your Content (in whole or in part) as reasonably necessary to provide the Services to you, and in accordance with Adapt2’s agreement with your Entity, if applicable.
4.3 YOUR ACCOUNT. Notwithstanding anything contained herein to the contrary, by submitting Your Content to any forums, comments or any other area on or in the Adapt2 Properties, you hereby expressly permit Adapt2 to identify you by your username as the contributor of Your Content in any publication in any form, media, or technology now known or later developed in connection with Your Content.
4.4 USER CODE OF CONDUCT. As a condition of use, you agree not to use the Adapt2 Properties for any purpose that is prohibited by the Terms or by applicable law. Do not post, or permit others to post, content on the Adapt2 Properties or on your profile that (i) encourages illegal activities, is fraudulent, or is unlawful; (ii) insults, defames, harasses, or threatens others; (iii) violates the copyright or intellectual property or privacy rights of others; (iv) contains obscene, vulgar, pornographic, or libelous material; (v) harms or impersonates others, including other Users; or (vi) advertises or sells a product or service. Do not reproduce content from your Course or other Learners unless allowed by the express copyright terms laid out by the Instructor (e.g. Creative Commons). Do not share the solutions to assignments with others unless this is expressly authorized by the Instructor. Do not submit the work of others as your own work. Respect the privacy of other Users. Respect the diversity of opinions and cultures that will be presented by other Users. Do not attempt or engage in, any potentially harmful acts that are directed against the Adapt2 Properties, including but not limited to violating or attempting to violate any security features of the Adapt2 Properties, introducing viruses, worms, or similar harmful code into the Adapt2 Properties, or interfering or attempting to interfere with use of the Adapt2 Properties by any other user, host or network, including by means of overloading, “flooding,” “spamming,” “mail bombing,” or “crashing” the Adapt2 Properties. If you believe that someone has violated this code of conduct, begin by notifying the Instructor of the Course. If the issue is not addressed by the Instructor to your satisfaction, contact conduct@adapt2consulting.com.au with your concerns.
4.5 FEEDBACK. You agree that submission of any ideas, suggestions, documents, and/or proposals to Adapt2 through its suggestion, feedback, wiki, forum or similar pages (“FEEDBACK”) is at your own risk and that Adapt2 has no obligations (including without limitation obligations of confidentiality) with respect to such Feedback. You represent and warrant that you have all rights necessary to submit the Feedback. You hereby grant to Adapt2 a fully paid, royalty-free, perpetual, irrevocable, worldwide, non-exclusive, and fully sub licensable right and license to use, reproduce, perform, display, distribute, adapt, modify, re-format, create derivative works of, and otherwise commercially or non-commercially exploit in any manner, any and all Feedback, and to sublicense the foregoing rights, in connection with the operation and maintenance of the Adapt2 Properties.
5. INVESTIGATIONS. Adapt2 may, but is not obligated to, monitor or review the Adapt2 Properties and Content at any time. Without limiting the foregoing, Adapt2 shall have the right, in its sole discretion, to remove any of Your Content for any reason (or no reason), including if such Content violates the Terms or any applicable law. Although Adapt2 does not generally monitor user activity occurring in connection with the Adapt2 Properties, if Adapt2 becomes aware of any possible violations by you of any provision of the Terms, Adapt2 reserves the right to investigate such violations, and Adapt2 may, at its sole discretion, terminate your license to use the Adapt2 Properties, or change, alter or remove Your Content, in whole or in part.
6. INTERACTIONS WITH OTHER USERS.
6.1 USER RESPONSIBILITY. You are solely responsible for your interactions with other Users of the Services and any other parties with whom you interact through the Services; provided, however, that Adapt2 reserves the right, but has no obligation, to intercede in disputes among Users. You agree that Adapt2 will not be responsible for any liabilities incurred as the result of such interaction.
6.2 CONTENT PROVIDED BY OTHER USERS. The Adapt2 Properties may contain User Content provided by other Users. Adapt2 is not responsible for and does not control User Content. Adapt2 has no obligation to review or monitor, and does not approve, endorse or make any representations or warranties with respect to User Content. You use all User Content and interact with other Users at your own risk.
7. THIRD-PARTY WEBSITES.
7.1 THIRD-PARTY WEBSITES. The Adapt2 Properties may contain links to third-party websites (“THIRD-PARTY WEBSITES”). When you click on a link to a Third-Party Website, we will not warn you that you have left the Adapt2 Properties and are subject to separate terms and conditions or privacy policies. Such Third-Party Websites are not under the control of Adapt2. Adapt2 is not responsible for any Third-Party Websites and does not review, approve, monitor, endorse, warrant, or make any representations with respect to Third-Party Websites, or their products or services. You use all links in Third-Party Websites at your own risk. You should review applicable terms and policies, including privacy and data gathering practices, of any Third-Party Websites, and should make whatever investigation you feel necessary or appropriate before proceeding with any transaction with any third-party.
8. INDEMNIFICATION. You agree to indemnify, defend, and hold Adapt2, its parents, subsidiaries, affiliates, officers, employees, agents, partners and licensors (collectively the “ADAPT2 PARTIES”) harmless from any losses, costs, liabilities and expenses (including reasonable attorneys’ fees) relating to or arising out of: (a) Your Content; (b) your use of, or inability to use, the Adapt2 Properties; (c) your violation of the Terms; (d) your violation of any rights of another party, including any User; or (e) your violation of any applicable laws, rules or regulations. Adapt2 reserves the right, at its own cost, to assume the exclusive defence and control of any matter otherwise subject to indemnification by you, in which event you will fully cooperate with Adapt2 in asserting any available defences. You agree that the provisions in this section will survive any termination of your Account, the Terms, or your access to the Adapt2 Properties.
9. DISCLAIMER OF WARRANTIES. YOU EXPRESSLY UNDERSTAND AND AGREE THAT TO THE EXTENT PERMITTED BY APPLICABLE LAW, YOUR USE OF THE ADAPT2 PROPERTIES IS AT YOUR SOLE RISK, AND THE ADAPT2 PROPERTIES ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS, WITH ALL FAULTS. ADAPT2 PARTIES EXPRESSLY DISCLAIM ALL WARRANTIES, REPRESENTATIONS, AND CONDITIONS OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. ADAPT2 PARTIES MAKE NO WARRANTY, REPRESENTATION OR CONDITION THAT: (1) THE ADAPT2 PROPERTIES WILL MEET YOUR REQUIREMENTS; (2) YOUR USE OF THE ADAPT2 PROPERTIES WILL BE UNINTERRUPTED, TIMELY, SECURE OR ERROR-FREE; (3) THE RESULTS THAT MAY BE OBTAINED FROM USE OF THE ADAPT2 PROPERTIES WILL BE ACCURATE OR RELIABLE; OR (4) ANY ERRORS IN THE ADAPT2 PROPERTIES WILL BE CORRECTED. ANY CONTENT DOWNLOADED FROM OR OTHERWISE ACCESSED THROUGH THE ADAPT2 PROPERTIES IS ACCESSED AT YOUR OWN RISK, AND YOU SHALL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR PROPERTY OR PERSON, INCLUDING, BUT NOT LIMITED TO, YOUR COMPUTER SYSTEM AND ANY DEVICE YOU USE TO ACCESS THE ADAPT2 PROPERTIES, OR ANY OTHER LOSS THAT RESULTS FROM ACCESSING SUCH CONTENT. THE SERVICES MAY BE SUBJECT TO DELAYS, CANCELLATIONS AND OTHER DISRUPTIONS. ADAPT2 MAKES NO WARRANTY, REPRESENTATION OR CONDITION WITH RESPECT TO THE SERVICES, INCLUDING BUT NOT LIMITED TO, THE QUALITY, EFFECTIVENESS, REPUTATION AND OTHER CHARACTERISTICS OF THE SERVICES. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED FROM ADAPT2 OR THROUGH THE ADAPT2 PROPERTIES WILL CREATE ANY WARRANTY NOT EXPRESSLY MADE HEREIN.
10. LIMITATION OF LIABILITY.
10.1 DISCLAIMER OF CERTAIN DAMAGES. YOU UNDERSTAND AND AGREE THAT IN NO EVENT SHALL ADAPT2 PARTIES BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, OR CONSEQUENTIAL DAMAGES ARISING OUT OF OR IN CONNECTION WITH THE ADAPT2 PROPERTIES, INCLUDING, WITHOUT LIMITATION, ANY DAMAGES RESULTING FROM LOSS OF USE, DATA, OR PROFITS, WHETHER OR NOT ADAPT2 HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, OR FOR ANY DAMAGES FOR PERSONAL OR BODILY INJURY OR EMOTIONAL DISTRESS ARISING OUT OF OR IN CONNECTION WITH THE TERMS, OR FROM ANY COMMUNICATIONS, INTERACTIONS OR MEETINGS WITH OTHER USERS OF THE ADAPT2 PROPERTIES, ON ANY THEORY OF LIABILITY, RESULTING FROM: (1) THE USE OR INABILITY TO USE THE ADAPT2 PROPERTIES; (2) THE COST OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES RESULTING FROM ANY GOODS, DATA, INFORMATION OR SERVICES PURCHASED OR OBTAINED OR MESSAGES RECEIVED FOR TRANSACTIONS ENTERED INTO THROUGH THE ADAPT2 PROPERTIES; (3) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA; (4) STATEMENTS OR CONDUCT OF ANY THIRD-PARTY ON ADAPT2 PROPERTIES; OR (5) ANY OTHER MATTER RELATED TO THE ADAPT2 PROPERTIES, WHETHER BASED ON WARRANTY, COPYRIGHT, CONTRACT, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY OR ANY OTHER LEGAL THEORY.
10.2 CAP ON LIABILITY. UNDER NO CIRCUMSTANCES WILL ADAPT2 PARTIES BE LIABLE TO YOU FOR MORE THAN THE ANY AMOUNTS RECEIVED BY ADAPT2 AS A RESULT OF YOUR USE OF THE ADAPT2 PROPERTIES IN THE 12 MONTHS PRECEDING YOUR CLAIM. IF YOU HAVE NOT PAID ADAPT2 ANY AMOUNTS IN THE 12 MONTHS PRECEDING YOUR CLAIM, ADAPT2’S SOLE AND EXCLUSIVE LIABILITY SHALL BE FIFTY DOLLARS ($50).
10.3 USER CONTENT. ADAPT2 PARTIES ASSUME NO RESPONSIBILITY FOR THE TIMELINESS, DELETION, MIS-DELIVERY OR FAILURE TO STORE ANY CONTENT (INCLUDING, BUT NOT LIMITED TO, YOUR CONTENT AND USER CONTENT), USER COMMUNICATIONS OR PERSONALIZATION SETTINGS.
10.4 NO LIABILITY FOR CONDUCT OF THIRD PARTIES OR OTHER USERS. YOU ACKNOWLEDGE AND AGREE THAT ADAPT2 PARTIES ARE NOT LIABLE, AND YOU AGREE NOT TO SEEK TO HOLD ADAPT2 PARTIES LIABLE, FOR THE CONDUCT OF THIRD PARTIES, INCLUDING OPERATORS OF EXTERNAL SITES, AND THAT THE RISK OF INJURY FROM SUCH THIRD PARTIES RESTS ENTIRELY WITH YOU. YOU ARE SOLELY RESPONSIBLE FOR ALL OF YOUR COMMUNICATIONS AND INTERACTIONS WITH OTHER USERS OF THE ADAPT2 PROPERTIES. YOU UNDERSTAND THAT ADAPT2 DOES NOT MAKE ANY ATTEMPT TO VERIFY THE STATEMENTS OF USERS OF THE ADAPT2 PROPERTIES.
10.5 BASIS OF THE BARGAIN. THE LIMITATIONS OF DAMAGES SET FORTH ABOVE ARE FUNDAMENTAL ELEMENTS OF THE BASIS OF THE BARGAIN BETWEEN ADAPT2 AND YOU.
11. PROCEDURE FOR MAKING CLAIMS OF COPYRIGHT INFRINGEMENT. It is Adapt2’s policy to terminate membership privileges of any User who repeatedly infringes copyright upon prompt notification to Adapt2 by the copyright owner or the copyright owner’s legal agent. Without limiting the foregoing, if you believe that your work has been copied and posted on the Adapt2 Properties in a way that constitutes copyright infringement, please provide our Copyright Agent with the following information: (1) an electronic or physical signature of the person authorized to act on behalf of the owner of the copyright interest; (2) a description of the copyrighted work that you claim has been infringed; (3) a description of the location on the Adapt2 Properties of the material that you claim is infringing; (4) your address, telephone number and e-mail address; (5) a written statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent or the law; (6) a statement by you, made under penalty of perjury, that the above information in your notice is accurate and that you are the copyright owner or authorized to act on the copyright owner’s behalf. Contact information for Adapt2’s Copyright Agent for notice of claims of copyright infringement is as follows:
Adapt2 Pty Ltd, Suite 401/447 Kent Street, Sydney, NSW 2000 AUSTRALIA
.
12. TERM AND TERMINATION.
12.1 TERM. The Terms commence on the date when you accept them (as described in the preamble above) and remain in full force and effect while you use the Adapt2 Properties, unless terminated earlier in accordance with the Terms.
12.2 TERMINATION OF SERVICES BY ADAPT2. If you have breached any provision of the Terms, or if Adapt2 is required to do so by law (e.g., where the provision of the Website, the Application, or the Services is, or becomes, unlawful), Adapt2 has the right to suspend or terminate any Services provided to you or to delete any of Your Content. You agree that all terminations for cause shall be made in Adapt2’s sole discretion and that Adapt2 shall not be liable to you or any third-party for any termination of your Account. Termination of any Service includes removal of access to such Service and barring of further use of the Service. Termination of all Services also may include deletion of your password and all related information, files and Content associated with or inside your Account (or any part thereof), including Your Content. Upon termination of any Service, your right to use such Service will automatically terminate immediately. Adapt2 will not have any liability whatsoever to you for any suspension or termination, including for deletion of Your Content. All provisions of the Terms which by their nature should survive, shall survive termination of Services, including without limitation, ownership provisions, warranty disclaimers, and limitation of liability.
13. GENERAL PROVISIONS.
13.1 ELECTRONIC COMMUNICATIONS. The communications between you and Adapt2 use electronic means, whether you visit the Adapt2 Properties or send Adapt2 e-mails, or whether Adapt2 posts notices on the Adapt2 Properties or communicates with you via e-mail. For contractual purposes, you (1) consent to receive communications from Adapt2 in an electronic form; and (2) agree that all terms and conditions, agreements, notices, disclosures, and other communications that Adapt2 provides to you electronically satisfy any legal requirement that such communications would satisfy if it were to be in writing. The foregoing does not affect any statutory rights you may have.
13.2 RELEASE. You hereby release Adapt2 Parties and their successors from claims, demands, any and all losses, damages, rights, and actions of any kind, including personal injuries, death, and property damage, that is either directly or indirectly related to or arises from any interactions with or conduct of other Website Users or third-party websites of any kind arising in connection with or as a result of the Terms or your use of the Adapt2 Properties. If you are a California resident, you hereby waive California Civil Code Section 1542, which states, “A general release does not extend to claims which the creditor does not know or suspect to exist in his favor at the time of executing the release, which, if known by him must have materially affected his settlement with the debtor.”
13.3 ASSIGNMENT. The Terms, and your rights and obligations hereunder, may not be assigned, subcontracted, delegated, or otherwise transferred by you without Adapt2’s prior written consent, and any attempted assignment, subcontract, delegation, or transfer in violation of the foregoing will be null and void. Adapt2 may assign its rights and obligations under these Terms to a third party without your consent.
13.4 FORCE MAJEURE. Adapt2 shall not be liable for any delay or failure to perform resulting from causes outside its reasonable control, including, but not limited to, acts of God, war, terrorism, riots, embargos, acts of civil or military authorities, fire, floods, accidents, strikes or shortages of transportation facilities, fuel, energy, labor or materials.
13.5 COMPLIANCE. If you believe that Adapt2 has not adhered to the Terms, please contact Adapt2 by emailing us at legal@adapt2consulting.com,au. We will do our best to address your concerns. If you feel that your complaint has been addressed incompletely, we invite you to let us know for further investigation.
13.6 GOVERNING LAW; JURISDICTION. Unless otherwise required by applicable law, the Terms and any action related thereto will be governed and interpreted by and under the laws of the State of NSW, without giving effect to any conflicts of law principles that provide for the application of the law of another jurisdiction.
13.7 NOTICE. Where Adapt2 requires that you
provide an e-mail address to access certain features of the Adapt2 Properties,
you are responsible for providing Adapt2 with your most current e-mail address.
In the event that the last e-mail address you provided to Adapt2 is not valid,
or for any reason is not capable of delivering to you any notices required/
permitted by the Terms, Adapt2’s dispatch of the e-mail containing such notice
will nonetheless constitute effective notice. You may give notice to Adapt2 at
the following address: Attn: Legal Department, Adapt2 Pty Ltd
Suite 401/447 Kent Street, Sydney, NSW 2000 AUSTRALIA. Such notice shall be
deemed given when received by Adapt2 by letter delivered by nationally
recognized overnight delivery service or express postage prepaid mail at the
above address.
13.8 WAIVER. Any waiver or failure by Adapt2 to enforce any provision of the Terms on one occasion will not be deemed a waiver of any other provision or of such provision on any other occasion.
13.9 SEVERABILITY. If any provision of the Terms is, for any reason, held to be invalid or unenforceable, the other provisions of the Terms will remain enforceable, and the invalid or unenforceable provision will be deemed modified so that it is valid and enforceable to the maximum extent permitted by law.
13.10 ENTIRE AGREEMENT. The Terms are the final, complete and exclusive agreement of the parties with respect to the subject matter hereof and supersedes and merges all prior discussions between the parties with respect to such subject matter.
