End User Licence Agreement (EULA)
YOU ACKNOWLEDGE THAT YOU HAVE READ THIS AGREEMENT AND UNDERSTAND IT. BY USING THE SOFTWARE, OR ANY SERVICE PROVIDED BY US, YOU AGREE TO BE BOUND BY THE TERMS AND CONDITIONS OF THIS AGREEMENT.
1. DEFINED TERMS
Business Day means Monday to Friday excluding public holidays in New South Wales, Australia.
Concerotel means Concerotel Pty Ltd of Suite 18, 12 Tryon Road, Lindfield, NSW, 2070.
Concerotalk Phone means a voice Internet telephone which may be purchased from Concerotel for use with the Software.
Concerotalk User means any person or organisation who/which has a Login ID for use on the Service
Logon ID means a unique username, password and account designation issued by Concerotel to you which allows you to access the Service.
Service means Concerotel's service with the options and features and any related goods (including equipment) and ancillary services which
Concerotel supplies to you in connection with that service.
Software means the Internet telephone software and associated materials licensed (or sub-licensed) by Concerotel to you.
2. LICENCE
2.1 Concerotel grants to you a royalty free, non-exclusive and non-transferable licence to use the Software for your own personal use on a single computer and/or workstation in accordance with these terms and conditions. By copying, installing, accessing or using the Software you will be deemed to have accepted and be bound by these terms and conditions.
2.2 Concerotel reserves the right to add additional functionality to the Software which will be deemed to form part of the Software. This licence will continue to apply in all respects to the Service and the updated Software.
2.3 This licence relates to the access and use of the Service and the Software on a royalty free basis. The use of any paid services associated with the Software may also attract additional terms and conditions.
2.4 You acknowledge that the Software may be supplied or used in conjunction with hardware, software and other services supplied by third parties. Concerotel shall not be liable for any loss or damage arising from the use of third party products or services which have not been supplied by Concerotel or which are outside of Concerotel’s control.
2.5 Product support, including upgrades, error corrections, and other forms of support, is NOT provided under this License. If Concerotel elects to provide any support to you, it does so in its sole discretion, is not obligated thereby to provide any further support and provides such support subject to the conditions and limitations of this License unless otherwise agreed.
3. CONDITIONS OF USE
This license only permits you to do the following:
3.1 install, access, display, run and otherwise use the Software on a single computer, terminal, work station, PC, smart phone or other digital device;
3.2 take a single copy of the Software for backup purposes only; and
3.3 access the Service via the Logon ID for your personal use only unless otherwise agreed in writing by Concerotel.
4. RESTRICTIONS ON USE
4.1 You must:
4.1.1 use this license in good faith and in accordance with the laws of Australia;
4.1.2 ensure that the Software or part thereof is used only by you;
4.1.3 ensure that the Service is accessed only by you and is protected from any form of unauthorised use;
4.1.4 ensure that the Software is accessed via a secured network;
4.1.5 use your best endeavours to preserve the goodwill that subsists in the intellectual property rights of the Software;
4.1.6 comply with directions of any regulator and all reasonable directions of Concerotel;
4.1.7 follow any additional reasonable instructions from Concerotel in relation to the use of the Software; and
4.1.8 notify Concerotel immediately if you become aware of any potential or actual infringement of any intellectual property rights in relation to the Software.
4.2 You must not:
4.2.1 unless permitted by the Copyright Act 1968, alter, modify, reverse engineer, decompile, translate or adapt the Software in any way whatsoever;
4.2.2 rent, lease, licence, lend, re-supply or on-supply the Software;
4.2.3 disclose your Logon ID to another person or permit another person to use your Logon ID to access the Service or the Software ;
4.2.4 sub-licence, assign or transfer this licence or the Software to any other person without Concerotel's written permission;
4.2.5 permit any act which infringes Concerotel's copyright in the Software other than in accordance with these terms and conditions;
4.2.6 make available the Software or part thereof, or access to the Service , to another person other than in accordance with these terms and conditions;
4.2.7 remove or alter any marking or information whatsoever which may be attached to or form part of the Software and which identifies Concerotel or its related entities as the owner of copyright in the Software;
4.2.8 communicate or reproduce the Software other than in accordance with these terms and conditions;
4.2.9 tamper, reverse engineer or modify or attempt to tamper, reverse engineer or modify the software; and
4.3 It is a specific condition of this Agreement that you will not use, or attempt to use, the Service or the Software;
4.3.1 to break any law or to infringe another person’s rights;
4.3.2 to expose Concerotel to liability;
4.3.3 to transmit, publish or communicate material which is defamatory, offensive, abusive, indecent, menacing or unwanted;
4.3.4 to block or hinder other people’s access to or ability to use the Service or any third party service; or
4.3.5 in any way which damages, interferes with or interrupts the Service, the Concerotel network or any other suppliers or third party network.
5. SPECIFIC REQUIREMENTS AND WARNINGS
5.1 You must ensure that your access to the Service is not illegal or prohibited by laws which apply to you.
5.2 You agree to take all precautions reasonably necessary to ensure that the process which you employ for accessing the Service or using the
Software does not expose you to the risk of viruses, malicious computer code or other forms of interference which may damage your computer system.
5.3 You acknowledge that the Software will be installed on your computer and will require access to your computer and network connectivity for the sole purpose of communicating with other users of the Software and other telecommunication networks.
5.4 You acknowledge that the Software makes use of your internet connection to send and receive data as part of its normal operation. This data may contribute to the upload and download limits which may be imposed by your internet service provider.
5.5 You acknowledge that the Software is not intended to be used to make any emergency calls of any type, including but not excusive to, police, ambulance and fire brigade.
6. Concerotel's INTELLECTUAL PROPERTY
You acknowledge and agree that:
6.1 Concerotel is the owner or licensee of all industrial and intellectual property rights which may subsist in the Software and the Service (including but not limited to text, graphics, logos, icons and sound recordings) and you do not gain any such rights simply because of this licence, by using the Software or Concerotalk Phone or accessing the Service ;
6.2 you may not in any form or by any means adapt, reproduce, communicate, store, distribute, print, display, perform, publish or create derivative works from any part of the Software without Concerotel's written permission or, in the case of third party material, from the owner of copyright in that material.
7. TRADEMARKS
7.1 Except where otherwise specified, any word or device to which is attached the Concerotalk or other Concerotel symbol is a trade mark of Concerotel or its respective owner.
7.2 You are not permitted to use any of Concerotel’s trade marks other than if you:
7.2.1 use them in reference to Concerotel's activities, products or services; and
7.2.2 include a statement attributing the trade mark to Concerotel.
7.3 You must not use any of Concerotel's trade marks:
7.3.1 in or as the whole or part of your own trade mark;
7.3.2 in connection with activities, products or services which are not Concerotel's;
7.3.3 in a manner which may be confusing, misleading or deceptive; or
7.3.4 in a manner that disparages Concerotel or any of its information, products or services (including but not limited to this licence, the Software, the Concerotalk Phone and the Service).
8. CHANGES IN TERMS AND CONDITIONS
8.1 Concerotel may at any time vary these terms and conditions by 2 Business Days notice, which will be deemed to have been effected by making the terms and conditions, as varied, available upon Concerotel's website.
9. SECURITY OF INFORMATION
Concerotel does not guarantee or warrant the security of any data that is transmitted between Concerotalk Users or via the Service, regardless of whether the data represents voice, text messages or any other form of communication.
10. EXCLUSION OF WARRANTIES, LIABILITY AND INDEMNITY
10.1 The software is for limited beta-level evaluation and demonstration purposes only, and is provided "as is" and without any support unless expressly agreed otherwise.
10.2 This software is licensed on an "as is" basis. To the maximum extent permitted by applicable law, Concerotel disclaims all express and implied warranties, including warranties of non-infringement, merchantability, and fitness for a particular purpose. Concerotel makes no representations concerning the quality of the software and does not promise that the software will be error free or will operate without interruption, or that communications using the software will be secure, private, uninterrupted, undistorted or error-free.
10.3 To the extent permitted by law, Concerotel hereby excludes any condition or warranty which would otherwise be implied into these terms and conditions.
10.4 Concerotel does not accept any responsibility for any interference or damage to your computer system which arises in connection with your use of the Software, Concerotalk Phone or accessing the Service including, without limitation, any virus or other code that is contaminating or destructive by nature, and you are responsible for implementing and maintaining sufficient procedures to satisfy your particular requirements for accuracy of data input and output as well as protection from such viruses or other code that may contaminate or destroy your system or data.
10.5 Concerotel does not guarantee or warrant uninterrupted access to the Service or any particular level of quality of service in relation to (directly or indirectly) access to the Service or another Concerotalk User.
10.6 Concerotel does not make any guarantee or warranty in relation to call access or termination of calls made using the Software or Concerotalk Phone by a server, telephone service or otherwise which is not under the control of Concerotel.
10.7 Concerotel does not warrant, guarantee or take any responsibility for the accuracy, adequateness or completeness of any information which is made available via the Software, Concerotalk Phone or Service and Concerotel does accept any responsibility for any loss suffered (directly or indirectly) as a result of reliance on any such information.
10.8 Where legislation implies any condition or warranty, and that legislation prohibits Concerotel from excluding or modifying the application of, or its liability under, any such condition or warranty, that condition or warranty will be deemed included in this licence.
10.9 To the extent permitted by law, Concerotel will not be liable to you for any consequential, indirect or economic loss or damage suffered by you and, without limitation, Concerotel's liability in any event will be limited to one or more of the following:
10.9.1 if the breach relates to goods:
10.9.1.1 the replacement of the goods or the supply of equivalent goods, or
10.9.1.2 the repair of such goods, or
10.9.1.3 the payment of the cost of replacing the goods or of acquiring equivalent goods, or
10.9.1.4 the payment of the cost of having the goods repaired; and
10.9.2 if the breach relates to services:
10.9.2.1 the supplying of the services again, or
10.9.2.2 the payment of the cost of having the services supplied again.
10.10 Concerotel does not accept responsibility for any loss or damage however caused (including through negligence) which you may directly or indirectly suffer in connection with your use of the Software, the Concerotalk Phone or access to the Service .
10.11 You agree that the entire risk arising out of (directly or indirectly) use or performance of the Software, the Concerotalk Phone or access to the Service is with you.
10.12 The exclusion and limitation of warranties and liabilities set out in these terms and conditions does not attempt or purport to exclude liability arising under statute if, and to the extent that, such liability cannot be lawfully excluded.
10.13 You indemnify us from and against any damage, loss or cost including solicitor client costs and expenses incurred by us resulting from any breach by you of this agreement or through your use of the Software or our service.
11. TERM AND TERMINATION
11.1 This licence shall commence on the date of first use of the Software, and shall remain in force until terminated in accordance with this clause 11.
11.2 Concerotel may terminate any and all provisions of this licence and your use of the Software at any time and for any reason upon written notice.
11.3 If you receive written notice from Concerotel terminating this licence, you must stop using this licence immediately and delete the Software from your computer system if Concerotel asks you to do so.
11.4 You may terminate this licence at any time by removing and deleting all copies of the Software which are stored on your computer or other peripheral devices.
11.5 Any provision contained in this agreement which by its nature is meant to survive termination of the agreement will survive any such termination.
12. GOVERNING LAW
This contract and your use of the Software, Service and Concerotalk Phone are exclusively governed by the laws in force in the State ofNew South Wales, Australia irrespective of where you accept these terms and conditions or use the Software, Service or Concerotalk Phone. You agree to submit to the exclusive jurisdiction of the courts of that jurisdiction.
13. GENERAL
13.1 Concerotel does not accept any liability for any failure to comply with these terms and conditions where such failure is due to circumstances beyond Concerotel's reasonable control.
13.2 If Concerotel waives any of its rights under these terms and conditions on one occasion, this does not mean that those rights will automatically be waived on any other occasion.
13.3 If any of these terms and conditions is held to be invalid, unenforceable or illegal for any reason, the remaining terms and conditions shall nevertheless continue in full force.
13.4 Concerotel may amend this agreement at any time without providing notice to you. Your continued use of the Software or service shall be deemed to be your acceptance of any amendment. You agree to check our website periodically and review any amendment made by us.
