1.1 Dr Hills Pty Ltd ACN 140 802 731 as trustee for the Hills Family Trust ABN 88 434 648 137 (Licensor)
1.2 Ineeda Dentist Pty Ltd ACN 621 005 169 (Licensee)
A. The Licensor owns particular interests in the Licensed IP.
B. The parties intend that the Licensee use, develop and commercialise the Licensed IP.
1.4 References to “we”, “us” or “our” are references to Ineeda Dentist and its subsidiaries, associates, and officers unless otherwise stated.
1.5 The Site provides you with various services which may include any or all of search engine facilities to allow you to find professional services that you are seeking, facilitation of online appointments, online payment for services, online education, reminder services, data analytics and access to an app which may provide all or any of those same services (Services).
1.6 Your access to the Site is conditional upon your acceptance and compliance with these Terms and Conditions. Your use of, and/or access to the Site constitutes your agreement to these Terms and Conditions.
2. Disclaimer and Liability
2.1 The information contained in this Site or derived from the Services does not constitute medical, dental or any type of professional advice and is not intended to replace any such advice.
2.2 To the extent permitted by law, we will not be responsible or liable, whether in contract, tort or otherwise, for any adverse consequences for you or anyone else (including by way of direct, indirect or consequential losses and damages) arising in any way out of our delivery (or non-delivery) of, your use of, access to or reliance upon our products or the Site or any of the Services, including in relation to any errors in, or omissions from, the information on the Site. However, we will endeavour to correct any inaccuracies on the Site once we become aware of them.
2.3 Information contained in this Site or derived from the Services is provided in good faith on an “as is” basis and we do not represent or warrant in relation to the reliability, accuracy or completeness of any such information.
2.4 It is your responsibility to ensure that the Services are suitable and sufficient for your purposes and meet your individual circumstances. We do not warrant that they –
(a) will meet your individual requirements; or
(b) are fit any particular requirements that you may have.
2.5 Nothing in these terms is intended to exclude any liability that is unlawful to be excluded and any such term should be read as excluding such liability only to the extent permitted by law.
2.6 Where we are permitted by law (and subject to clause 2.5):
(a) we do not warrant or represent the suitability of the Site or a Service for any purpose; and
(b) we will not be liable to you for indirect and consequential loss (including without limitation for loss of revenue, loss of profits, failure to realise expected profits or savings and any other commercial or economic loss of any kind) or loss or corruption of data, in contract, tort, under any statute or otherwise (including negligence) arising from or connected with the Site or a Service.
2.7 Our liability to you for loss or damage of any kind arising out of this agreement or in connection with the relationship established by it is reduced to the extent (if any) that you cause or contribute to the loss or damage. This reduction applies whether our liability is in contract, tort (including negligence), under any statute or otherwise.
2.8 To the fullest extent permitted by law, all other warranties, statutory or implied, are excluded.
2.9 If despite the foregoing we are proven to be liable to you for loss or damage for any cause whatsoever, that liability will be limited, at the option of the liable party, to any one or more of the following:
(a) if the liability relates to goods supplied by us:
(i) the replacement or repair of the goods or the supply of equivalent goods; or
(ii) the payment of the cost of replacing or repairing the goods or of acquiring equivalent goods; or
(b) if the liability relates to services supplied by us:
(i) the supplying of the services again; or
(ii) the payment of the reasonable cost of having the services supplied again.
3. External Links
3.1 The Site may contain links to external websites not operated by DHT or related parties. These links are provided for your convenience only and we do not make any endorsements, or representations as to the accuracy of information contained on these external websites.
3.2 You acknowledge and agree that:
(a) we make no representations or warranties, or have any responsibility or liability for content on external websites;
(b) these links do not indicate (expressly or impliedly), that we endorse the external site or its products or services provided on the sites; and
(c) you access those sites solely at your own risk.
4. Viruses, faults and defects
4.1 You acknowledge and agree that–
(a) DHT does not claim that any information or files contained on the Site or derived from any Services are free from viruses or other defects and faults;
(b) without limiting the generality of clause 2.2 above in any way, DHT has no responsibility or liability to you or any other person for any loss or damage (direct, indirect, consequential or economic), regardless of cause, negligence or otherwise, which may be the result of any such information; and
(c) you are responsible for scanning any information and files contained on the Site for viruses.
4.2 You are responsible for determining whether any information on the Site or derived from the Services is useful to you or can be used by you – we make no warranty about that.
4.3 Without limiting the generality of the foregoing, you also acknowledge that some or all of the information on the Site or derived from the Services is from (and may be updated via) publicly available sources not within our control and has not been (and will not continually be) verified by us as being accurate or complete, and so we are not able to provide any warranty as to the accuracy of any such information.
5. Your Obligations
5.1 You warrant that:
(a) you will comply with all relevant laws in relation to your use of the Site and Services any information on the Site or derived from any Services; and
(b) you will not seek to data mine, scrape or build any database containing information on the Site or derived from any Services.
5.2 You agree that you will not, and will not attempt to, whether alone or with any other party:
(a) use the Site, the Services or any information contained in or derived from any of them for any activities that will infringe any third party’s rights, or breach any laws, regulations or other industry standards, or that could interfere with other users’ use of the Site;
(b) hinder the operation of the Site or any Services;
(c) knowingly transmit viruses, worms, defects, trojan horses, or similar disabling or malicious code to the Site or any Services;
(d) use any spider, robot, site search and retrieval application or other mechanism to retriever or index any portion of the Site or any Services;
(e) modify any part of the Site or Services; or
(f) engage another person to do any of the above acts.
6. Intellectual Property
6.1 You acknowledge and agree that:
(a) the copyright and all other intellectual property rights in or arising out of the Site, the Services and their components (including but not limited to any software design, text, graphics, layout and material (Materials) on or available via the Site) are owned by or licensed to us; and
(b) you must not change, copy, adapt, store in a retrieval system, reproduce, upload, post, transmit, sell, distribute in any way or communicate to the public and part of the Materials without our prior written consent.
6.2 This Site contains registered trade marks and other trade marks (Marks) which are protected by law.
6.3 You acknowledge and agree that you must not:
(a) use any of the Marks without our prior written consent;
(b) use any of the other trade marks of third parties listed on our Site without obtaining the relevant third party owner’s written consent.
7. Changes to the Terms and Conditions
7.1 If you use the Site or any Services, Terms and Conditions that will apply to that use are the Terms and Conditions that were current at the time of such use.
7.2 Subject to clause 7.1, we may change these Terms and Conditions at any time, and such variations will be effective as soon as they are published on the Site.
8.1 These Terms and Conditions will be governed, read and construed in all respect with the laws of the State of Queensland, Australia.
8.2 If all or part of any clause in these Terms and Conditions is illegal, unenforceable or void, the remainder of the Terms and Conditions has full force and effect and enforceability.