Terms Of Use

Website Terms Of Use

Last updated: 27.06.2019

Welcome to Adepto

In these Terms of Use (“Terms”), “we”, “us” or “our” means Adepto Systems Pty Ltd ABN 95609 239 705 (or such other member of the Adepto group as determined by the location from which the Website is accessed, as determined by us) and “you” or “your” means a person who intends on using or accessing our website and any other related service we provide (“Website”). These Terms govern your access to and use of the Website and form a binding contractual agreement between you and us. These Terms also set out our legal obligations to you and your legal obligations to us. These Terms do not govern your use of the Adepto platform or any other services that we may provide from time to time. For the terms and conditions that apply to your use of the Adepto platform or any other services we may provide from time to time please see the Adepto Platform terms of use here.

You must read these Terms carefully before accessing or using our Website. If you do not agree to these Terms, you must not access or use our Website. If you have any questions about these Terms or our Website, you can contact us on the details at the end of these Terms or by clicking here.

1 Application of Terms

1.1 Terms apply to all Users

These Terms apply to all users of the Website (“Users”), including if you are using our Website on behalf of an organisation or on your own behalf.

We may also have other agreements with you (or the organisation who you represent) which apply in addition to these Terms, including customer agreements which relate to certain services.

1.2 Updates to Terms

We may update or amend these Terms from time to time at our discretion for any reason that we consider appropriate, including as a result of changes, modifications or removal of the Adepto platform or any of our Services, changes to applicable laws or regulations, complaints or feedback concerning these Terms, the Website, the Adepto platform or other services we provide from time to time or for other legitimate commercial reasons.

By using or continuing to use the Website, you are agreeing to be bound by the updated Terms.

2 General obligations

You must:

  • use the Website in a professional manner;
  • provide us with all the information that we need, in order to provide the Website or to otherwise exercise our rights or comply with our obligations under these Terms; and comply with all applicable laws while using the Website.

You must not:

  • engage in any unlawful, defamatory or otherwise offensive conduct while using the Website;
  • do anything that is likely to bring us into disrepute during your use of the Website;
  • intentionally distribute viruses, malicious code or other items of a destructive or deceptive nature;
  • interfere with the use of the Website, or the equipment used to provide the Website;
  • delete, alter or interfere with another User’s data;
  • alter, disable, interfere with or circumvent any aspect of the Website;
  • test or reverse-engineer the Website in order to find limitations, vulnerabilities or evade filtering capabilities;
  • reproduce, modify or prepare derivative works of the Website;
  • perform any indexing, scraping or other such data mining of the Website;
  • use any Website, or a component of the Website, in a manner not authorised by us;
  • circumvent or attempt to circumvent any of the security features of the Website;
  • infringe our intellectual property rights (as they are defined in clause 4) in the Website; or
  • do anything designed to affect access to or the integrity of the Website.

3 Our rights, obligations and liability

3.1 Provision of the Services

We provide the Website strictly on an “as-is” and “as available” basis and to the maximum extent permitted by law, we exclude all warranties, terms, conditions or undertakings whether express or implied, statutory or otherwise, including that the Website will:

  • be available at any particular time;
  • be secure or error free;
  • be fit for any particular purpose; or
  • meet any standard, specification or description.

We may limit your access to or use of the Website at any time and for any reason, including for any breach of these Terms or misuse of the Website.

3.2 Changes to the Services

We may change, modify or remove some or all of the Website at any time and at our sole discretion, including but not limited to circumstances in which we need to update our commercial offering to attract new Users, to add or remove functionality, to ensure that our Website is secure, to comply with applicable laws or regulations or to respond to requests by our customers.

3.3 Business analytics and advertising

We may use and disclose any information disclosed to or collected by us in providing the Website for our internal business purposes, including to perform analytics, to develop new features, to conduct maintenance, to determine whether features are useful, and for advertising and marketing, subject only to our obligations relating to privacy in these Terms and applicable law.

3.4 Security and access

Any transmission of data over the internet is inherently risky. You acknowledge and agree that you are responsible for your access to the Website, for the computer or mobile device and associated software that you use to access the Website, and for your transmission of data over the internet.

You are responsible for taking your own precautions to ensure that your access to the Website does not expose you to the risk of interference or damage to your content or your computer system or network.

3.5 Limitation of Liability

To the maximum extent permitted by law, we exclude all liability (whether under contract, tort including negligence, statute or otherwise) for all claims, expenses, losses, damages and costs made against or incurred by you directly or indirectly arising out of your use or misuse of the Service, including your inability to access the Website and any negligent acts or omissions by us or our employees or contractors.

Nothing in these Terms will limit or exclude our liability for fraud or fraudulent misrepresentation or any other matter for which it would be illegal or void at law to limit or exclude liability.

4 Intellectual Property

4.1 Meaning of intellectual property rights

For the purpose of these Terms, “intellectual property rights” mean all intellectual and industrial property rights throughout the world, both present and future, including rights in respect of or in connection with any:

  • confidential information or trade secrets;
  • copyright;
  • database rights;
  • moral rights
  • inventions (including patents and patentable inventions);
  • trade-marks and service marks;
  • designs;
  • semiconductors and circuit layouts;
  • formulae, know-how and performance protection (whether or not now existing and whether or not registered or registrable);
  • all other intellectual property as defined in article 2 of the convention establishing the World Intellectual Property Organisation 1967; and
  • any right to apply for the registration of any such rights.

4.2 Intellectual property rights in the Website

You acknowledge and agree that as between you and us, we own all intellectual property rights in the Website and the Adepto platform (excluding the content that you upload to the Website).

4.3 No assignment or transfer of intellectual property

Nothing in these Terms will result in the transfer or assignment of any intellectual property rights from you to us or from us to you.

5 Privacy

For more information about how we process and use your personal information when you use our Website or we communicate with you please see our privacy policy.

6 General terms

6.1 InterpretationA reference to any legislation includes regulations under it and any consolidations, amendments, re-enactments or replacements of any of them.

The meaning of general words is not limited by specific examples introduced by “including”, “for example”, “such as” or similar expressions.

6.2 Jurisdiction

These Terms will be governed by the applicable law set out in the table below according to the location from which the Website is accessed or to which a User profile is linked, as determined by us.

Location Adepto contracting entity Choice of law
Australia and New Zealand Adepto Systems Pty Ltd (ABN 95 609 239 705) The laws of Queensland, Australia
South East Asia Adepto Systems Pty Ltd (ABN 95 609 239 705) The laws of Queensland, Australia
Europe (including the memer states of the European Union, Iceland, Liechtenstein, Norway, Switzerland and the United Kingdom) Adepto Limited (registered company number 10657718) The laws of England
The Americas Adepto Limited (registered company number 10657718) The laws of England
Africa (including South Africa) Adepto Limited (registered company number 10657718) The laws of England
Anywhere else in the world Adepto Limited (registered company number 10657718) The laws of England

The choice of law provisions in this clause shall not affect the laws governing the terms of any other agreement with us to which you (or your organisation) is a party.

6.3 Assignment

You cannot assign your rights under these Terms without our expressed written consent. We may assign our rights under these Terms at any time without your consent.

6.4 Third Party Rights

Any affiliates in the Adepto group of companies may enforce these Terms directly against any User. No other person who is not a party to these Terms may enforce them against a party. Any affiliate in the Adepto group of companies may vary or rescind these Terms or any provision contained within them and shall be deemed to have the consent of the other members of the Adepto group.

6.5 No waiver

A right, power or remedy arising under these Terms may not be varied or waived except in writing signed by the party to be bound.

6.6 Severability

If any part of these Terms are void, unenforceable or illegal in a jurisdiction, that part is severed for that jurisdiction. The remainder of these Terms have full force and effect.

7 Contact us

You can contact us using the following details:

  • email: enquiries@adepto.com

Post:

  • Asia-Pacific: Level 2, 172 Edward Street, Brisbane Queensland 4000, Australia
  • Europe: Level 9, 9 Appold Street, London, EC2A 2AP, United Kingdom

If you want to send us notices or service of process, please contact us using the postal addresses above or by using the following details:

  • email: enquiries@adepto.com

We may send you notices or service of process using the contact details provided when you contact us.