The SMP Website (this “Website”) is owned and operated by SMP International Pty Limited, and its related bodies corporate. This Website is operated on the World Wide Web (“WWW”). The material on this Website is copyright © 2006 SMP and other copyright owners. The Website contains intellectual property, including without limitation, belonging to SMP and others. All content and information on and through this Website (“ Content”) may only be used in accordance with the following terms and conditions (“Terms of Access and Use”).
1.1 Access to this Website is conditional on:
(a) your acceptance, without alteration, of these Terms of Access and Use; and
1.2 By accessing, or by continuing to access, this Website you are agreeing to be bound by these Terms of Access and Use.
2. USE OF THIS WEBSITE AND THE CONTENTS
2.1 Visitors to the website can browse certain areas of the website available to the public without needing to use a username and password (the “Login”).
2.2 SMP will issue all members a unique Login if required. SMP will grant member access to the website once the member has:
(a) if required, paid for membership by credit card or other electronic means.
2.3 The Login is exclusive and nontransferable. You agree not to disclose the Login to any other person.
2.4 Except for the limited use set out in clause 2.5, or with the express written consent of SMP, you may not use this Website, or the Content, for any of the following purposes:
(a) the reproduction of the Content in any material form;
(b) the distribution of the Content in any material form;
(c) re-transmission of the Content by any medium of communication;
(d) uploading and/or reposting the Content to any other site or location on the WWW, on-line service or bulletin board; and
(e) “framing” the material on this Website with other material on any other WWW site or location, on-line service or bulletin board.
2.5 Notwithstanding the restrictions on use of the Content on this Website in clause 2.4, you may download material where specifically indicated from the Website for your personal non-commercial use provided you do not remove any copyright and trade mark notices contained on the material.
2.6 You may not decompile, reverse engineer, disassemble, rent, lease, loan, sell, sublicense, or create derivative works from this Website or the Content. Nor may you use any network monitoring or discovery software to determine the site architecture, or extract information about usage, individual identities or users. You may not use any software, device, or manual process to monitor or copy this Website or the Content without SMP’s prior written permission. Any unauthorised use of this Website or its Content is prohibited.
2.7 You may not modify or copy:
(a) the layout of this Website; or
(b) any computer software or code contained in this Website.
3. INTELLECTUAL PROPERTY RIGHTS
3.1 SMP and others own and reserve all intellectual property rights for all products and services provided by this Website. Except as expressly provided in these Terms of Access and Use, nothing set out in these Terms of Access and Use shall be construed as conferring any license or right, by implication, estoppel or otherwise, under copyright or other intellectual property rights. You agree that the Content and Website are protected by copyrights, trademarks, patents or other proprietary rights and laws.
4. LINKS TO OTHER WEBSITES
4.1 This Website contains links to sites on the WWW owned and operated by third parties and which are not under the control of SMP (the “External Web Sites”).
4.2 In relation to External Web Sites, which are linked to this Website, SMP:
(a) provides the link or links to External Web Sites as a convenience to you and the existence of a link or links to External Web Sites does not imply any endorsement by SMP of the External Web Sites;
(b) is not responsible for the material contained on those External Web Sites; and
(c) makes no warranties and accepts no liability in relation to material contained on those External Web Sites.
5.1 The content on this Website is not intended to, and do not constitute, legal or other advice.
5.2 This Website is provided on an “as is, as available” basis.
5.3 To the full extent permitted by law SMP disclaims any and all express or implied warranties, guarantees or representations regarding:
(a) the accuracy, reliability, timeliness or otherwise of any information contained or referred to on this Website and/or on any External Web Sites; and
(b) the merchantability, reliability or fitness for any particular purpose for any service or product contained or referred to on this Website and/or on any External Web Sites.
5.4 SMP does not warrant, guarantee or make any representation that:
(a) this Website, or the server that makes the Website available on the WWW are free of software viruses;
(b) the functions contained in any software contained on this Website or the Content will operate uninterrupted or are error-free; or that
(c) errors and defects in this Website or the Content will be corrected.
6.1 SMP will not be liable under any circumstances for any loss of profits or any damages of any kind recognised by law (even if it has been advised of the possibility of such loss or damages) which are the consequence of you:
(a) acting, or failing to act, on any information contained on or referred to on this Website and/or any of the External Web Sites; or
(b) using or acquiring, or your inability to use or acquire, any service or product contained or referred to on the Website and/or any External Web Sites.
6.2 SMP is not liable to you for:
(a) errors or omissions in the Website and/or on External Web Sites;
(b) delays to, interruptions of or cessation of the services provided in the Website and/or External Web Sites; or
(c) defamatory, offensive or illegal content on the Website, whether caused through negligence of SMP, its employees or independent contractors, or through any other cause.
6.3 You agree to accept the full cost of any necessary repair, correction or maintenance of any of your computer software or hardware, which may be necessary as a consequence of you accessing this Website or the Content.
6.4 To the extent that the limitation of liability contained in this clause 6 is prohibited, you agree that SMP’s sole obligation to you for any loss, injury, claim, liability or damage of any kind resulting from your access and/or use of this Website shall be limited to the refund of any fees and charges paid by you to SMP for access and/or use of the Website.
7. TERMS AND CONDITIONS RELATING TO INFORMATION PROVIDED BY YOU
7.1 You represent and warrant in relation to any material and/or information you provide to the Website that:
(a) you are authorised to provide the material and/or information;
(b) the material and/or information is not defamatory or a malicious falsehood in relation to any product, service, person or corporation;
(c) the material and/or information does not infringe any intellectual property right including, but not limited to, trade marks, service marks or business names (whether registered or unregistered), confidential information and copyright; and
(d) the material and/or information does not infringe any legislation or regulations of the Commonwealth of Australia and the State of New South Wales or any law in any jurisdiction where the material and/or information is or will be available to SMP and its respective officers, employees and agents.
7.2 By uploading any material to this Website which is intellectual property including, but not limited to, copyrighted works, trade marks and service marks (the “intellectual property”) on to the Website, you are granting SMP a perpetual, non-exclusive and payment-free licence throughout the world to:
(a) reproduce, use and exploit the intellectual property, for the purpose of providing you with products and services, under these Terms of Access and Use, to the full extent permitted by intellectual property law in any jurisdiction in which the Website is available to SMP and its respective officers, employees and agents; and
(b) allow SMP to sub-licence others the same rights granted to SMP in clause 7.2(a) above.
8.1 You will at all times indemnify, keep indemnified, defend and hold harmless SMP and its respective officers, employees and agents (referred to below as “Those Indemnified”), from and against any loss (including reasonable legal costs and expenses) or liability incurred by any of Those Indemnified arising from any claim, demand, suit, action or proceeding by any person against any of Those Indemnified where such loss or liability arose out of, in connection with or in respect of any breach of these Terms of Access and Use by you, and use of the material and/or information supplied by you under these Terms of Access and Use.
9. CONFIDENTIALITY AND USE OF INFORMATION PROVIDED BY YOU
9.1 Except as permitted in clauses 9.2 and 9.3 below, SMP will treat as confidential information all material and/or information provided to this Website by you. SMP will not disclose confidential information to any third party except where the third party is either contracted or licensed to SMP to assist SMP in fulfilling its obligations under these Terms of Access and Use or in fulfilling its obligations in the delivery and provision of SMP membership services, and SMP products and services.
9.2 You agree that SMP may consolidate material and/or information provided by you to this Website in a manner that does not allow you to be identified. SMP and/or others authorised by SMP may gather, process, publish or otherwise disclose the consolidated material and/or information.
10. TERMINATION OF ACCESS
10.1 SMP may terminate access to the Website at any time without giving any explanation or justification for the termination of access, and SMP has no liability for any costs, losses or damages of any kind arising as a consequence of terminating access to the Website.
11. RELEVANT JURISDICTION
11.1 If any part of these Terms of Access and Use are found to be void, unlawful or unenforceable then that part will be deemed to be severable from the balance of these Terms of Access and Use and the severed part will not affect the validity and enforceability of any remaining provisions.
11.2 These Terms of Access and Use will be governed by and interpreted in accordance with the law of the State of New South Wales, without giving effect to any principles of conflicts of laws.
11.3 You agree to the jurisdiction of the courts of the State of New South Wales to determine any dispute arising out of these Terms of Access and Use.
YOUR ACCESS OR USE OF THIS WEBSITE CONSTITUTES YOUR AGREEMENT TO BE BOUND BY THESE TERMS OF ACCESS AND USE