Please read this End-User License Agreement carefully before clicking the “I Agree” button, downloading or using CatchBefore.
Interpretation and Definitions
Interpretation
The words of which the initial letter is capitalized have meanings defined under the following conditions. The following definitions shall have the same meaning regardless of whether they appear in singular or in plural.
Definitions
For the purposes of this End-User License Agreement:
- Agreement means this End-User License Agreement that forms the entire agreement between You and the Company regarding the use of the Application.
- Application means the software as service (SaaS) cloud security product named CheckBefore.
- Company referred to as either “the Company”, “We”, “Us” or “Our” in this Agreement) refers to Blue Packets Pty Ltd (ABN: 33 592 012 039).
- Content refers to content such as text, images, or other information that can be posted, uploaded, linked to or otherwise made available by You, regardless of the form of that content.
- Country refers to Australia.
- Device means any device that can access the Application such as a desktop, laptop, cellphone, digital tablet, and other similar devices.
- Service means the Application.
- Third-Party Services means any services or content (including data, information, applications and other products services) provided by a third-party that may be displayed, included or made available by the Application.
- You means the individual accessing or using the Application or the company, or other legal entity on behalf of which such individual is accessing or using the Application, as applicable.
- 365 Tenancy Means the Microsoft 365 account environment that is unique to You i.e. the user.
Acknowledgement
By proceeding with an order, and utilising this service You agree to be bound by the terms and conditions of this Agreement. If You do not agree to the terms of this Agreement, you must not proceed with the the order and request a cancellation straig
This Agreement is a legal document between You and the Company and it governs your use of the Application made available to You by the Company.
The Application is licensed to You by the Company for use strictly in accordance with the terms of this Agreement.
License
- The Company grants You, a revocable, a non-exclusive, a non-transferable, and a limited license to use the Application strictly in accordance with the terms of this Agreement.
- You understand that the Company does not grant exclusive usage or administrative access to any of the systems related to the Application.
License Restrictions
You agree not to, and You will not permit others to:
- License, sell, rent, lease, assign, distribute, transmit, host, outsource, disclose or otherwise commercially exploit the Application or make the Application available to any third party.
- Modify, make derivative works of, disassemble, decrypt, reverse compile or reverse engineer any part of the Application.
- Create or recreate the source code of the Application.
- Remove, alter or obscure any proprietary notice (including any notice of copyright or trademark) of the Company or its affiliates, partners, suppliers or the licensors of the Application.
- Remove, erase, obscure or tamper with any copyright or any other product identification or proprietary rights notices, seal or instructional label printed or stamped on, affixed to, or encoded or recorded on the Application.
- Publish any performance or benchmark tests or analysis relating to the Application except with the permission of the Company.
Duties of the Licensee
- The Licensee undertakes to keep the license key secure, and to limit access to the key to only those in its organisation who are authorised to make requests and account changes with the Company.
Customer Service
- The Company does not guarantee that it will respond to your enquiries or service requests within a stipulated time frame though it will undertake best efforts to respond to You in a reasonable manner.
Intellectual Property
- The Application including its source code and object code is the exclusive property of the Company. The Company (and its licensors) exclusively own and reserves all rights, title and interest in the Application, including all Intellectual Property Rights as well as any Derivative Works.
- You will not exercise any right, title and interest in the Application except for the limited usage rights granted to You by this Agreement.
- This Agreement is not an agreement of sale, and does not transfer any title, Intellectual Property Rights or ownership rights in the Application to You.
- The Company shall not be obligated to indemnify or defend You with respect to any third party claim arising out of or relating to the Application. To the extend the Company is required to provide indemnification by applicable law, the Company shall be solely responsible for the investigation, defense, settlement and discharge of any claim that the Application or your use of it infringes any third party intellectual property rights.
Payments & Invoices
- The Company reserves the right to increase the price of the license after giving a prior notice of at least 14 days before the date of renewal.
- The Company is the designated reseller of the Product. This may change in the future without notice and all invoices will be created by the reseller.
Your Suggestions
- Any feedback, comments, ideas, improvements or suggestions provided by You to the Company with respect to the Application shall remain the sole and exclusive property of the Company.
- The Company shall be free to use, copy, modify, publish, or redistribute the Suggestions for any purpose and in any way without any credit or any compensation to You.
Modifications to the Application
- The Company reserves the right to modify, suspend or discontinue (either temporarily or permanently) the Application or any service to which it connects, with or without notice and without liability to You.
Updates to the Application
- The Company may from time to time provide enhancements or improvements to the features/functionality of the Application, which may include patches, bug fixes, updates, upgrades and other modifications. Updates may modify or delete certain features and/or functionalities of the Application. You agree that the Company has no obligation to : (i) provide You with any notice about such updates, upgrades, deletions, modifications, and the like (ii) provide You with any updates, upgrades, deletions, modifications, and the like (iii) continue to provide or enable any particular features and/or functionalities of the Application to You.
- You further agree that all updates or any other modifications will be (i) deemed to constitute an integral part of the Application, and (ii) subject to the terms and conditions of this Agreement.
Maintenance and Support
- The Company will not provide any additional troubleshooting, implementation, or any support other than those directly related to the Application.
Third-Party Services
- The Application may display, include or make available third-party content (including data, information, applications and other products services) or provide links to third-party websites or services.
- You acknowledge and agree that the Company shall not be responsible for any Third-party Services, including their accuracy, completeness, timeliness, validity, copyright compliance, legality, decency, quality or any other aspect thereof. The Company does not assume and shall not have any liability or responsibility to You or any other person or entity for any Third-party Services.
- You must comply with applicable Third parties’ Terms of agreement when using the Application. Third-party Services and links thereto are provided solely as a convenience to You and You access and use them entirely at your own risk and subject to such third parties’ Terms and conditions.
Transfer and Assignment
- The Company may transfer and assign the Application to another entity without seeking your permission or the permission of users.
Term
- The Term of this Agreement will commence on the date when the Company sets up the Application. This Agreement will renew automatically at the end of the initial period, and automatically at the end of subsequent periods
Cancellation
- If You wish to cancel this Agreement, You must give a written notice to the Company at least thirty days before the expiry period. You may send an email to info@catchbefore.com.au if You wish to cancel this Agreement.
Termination
This Agreement shall remain in effect until terminated by You or the Company.
- The Company may terminate this Agreement and cancel your license to the Application if You materially breach this Agreement and fail to cure this breach within thirty (30) days of receiving Company’s notice of the breach.
- This Agreement will terminate immediately, without prior notice from the Company, in the event that you fail to comply with any provision of this Agreement.
- Upon termination of this Agreement, You shall cease all use of the Application.
- Termination of this Agreement will not limit any of the Company’s rights or remedies at law or in equity in case of breach by You (during the term of this Agreement) of any of your obligations under the present Agreement.
Indemnification
- You agree to indemnify and hold the Company and its parents, subsidiaries, affiliates, officers, employees, agents, partners and licensors (if any) harmless from any claim or demand, including reasonable attorneys’ fees, due to or arising out of your: (a) use of the Application; (b) violation of this Agreement or any law or regulation; or (c) violation of any right of a third party.
No Warranties
- The Application is provided to You “AS IS” and “AS AVAILABLE” and with all faults and defects of any kind. To the maximum extent permitted under applicable law, the Company, on its own behalf and on behalf of its affiliates and its and their respective licensors and service providers, expressly disclaims all warranties, whether express, implied, statutory or otherwise, with respect to the Application, including all implied warranties of merchant-ability, fitness for a particular purpose, title and non-infringement, and warranties that may arise out of course of dealing, course of performance, usage or trade practice. Without limitation to the foregoing, the Company provides no warranty or undertaking, and makes no representation of any kind that the Application will meet your requirements, achieve any intended results, be compatible or work with any other software, applications, systems or services, operate without interruption, meet any performance or reliability standards or be error free or that any errors or defects can or will be corrected.
- Without limiting the foregoing, neither the Company nor any of the company’s provider makes any representation or warranty of any kind, express or implied: (i) as to the operation or availability of the Application, or the information, content, and materials or products included thereon; (ii) that the Application will be uninterrupted or error-free; (iii) as to the accuracy, reliability, or currency of any information or content provided through the Application; or (iv) that the Application, its servers, the content, or e-mails sent from or on behalf of the Company are free of viruses, scripts, trojan horses, worms, malware, time bombs or other harmful components.
- Some jurisdictions do not allow the exclusion of certain types of warranties or limitations on applicable statutory rights of a consumer, so some or all of the above exclusions and limitations may not apply to You. But in such a case the exclusions and limitations set forth in this section shall be applied to the greatest extent enforceable under applicable law. To the extent any warranty exists under law that cannot be disclaimed, the Company shall be solely responsible for such warranty.
Limitation of Liability
- Notwithstanding any damages that You might incur, the entire liability of the Company and any of its suppliers under any provision of this Agreement and your exclusive remedy for all of the foregoing shall be limited to the amount actually paid by You for the Application or through the Application or 0 (zero) USD if You haven’t purchased anything through the Application.
- To the maximum extent permitted by applicable law, in no event shall the Company, its employees, directors, staff, independent contractors be liable for any special, incidental, indirect, or consequential damages whatsoever (including, but not limited to, damages for loss of profits, loss of data or other information, for business interruption, for personal injury, loss of privacy arising out of or in any way related to the use of or inability to use the Application, third-party software and/or third-party hardware used with the Application, or otherwise in connection with any provision of this Agreement), even if the Company or any supplier has been advised of the possibility of such damages and even if the remedy fails of its essential purpose.
Severability
- If any provision of this Agreement is held to be unenforceable or invalid, such provision will be changed and interpreted to accomplish the objectives of such provision to the greatest extent possible under applicable law and the remaining provisions will continue in full force and effect.
Waiver
- Except as provided herein, the failure to exercise a right or to require performance of an obligation under this Agreement shall not effect a party’s ability to exercise such right or require such performance at any time thereafter nor shall be the waiver of a breach constitute a waiver of any subsequent breach.
Product Disclaimer
- The Company does not make any warranties concerning the Application. The Company will not be held liable for any security breaches or threat of security caused to You due to the Application.
- The Application may have false positives. The Company will not be held liable (financially, legally, and otherwise) for any inconvenience caused to You due to this. The Company will undertake best efforts to investigate any technical errors arising due to false positives.
- The Application may fail or may have defaults or may not adhere perfectly to schedule. It is not designed, developed, tested, or intended to be reliable in the context of high-risk systems. The Company has no responsibility for, and the company will not indemnify and hold You harmless from, any claims, suits, demands and proceedings alleging, claiming, seeking, or asserting any liability, loss, obligation, risk, cost, damage, award, penalty, settlement, judgment, fine or expenses (including attorney fees) arising from or in connection with Your use of the Application or in a high risk system.
Changes to this Agreement
- The Company reserves the right, at its sole discretion, to modify or replace this Agreement at any time without giving any prior notice to You.
- By continuing to access or use the Application after any revisions become effective, You agree to be bound by the revised terms. If You do not agree to the new terms, You are no longer authorized to use the Application.
Governing Law & Jurisdiction
- These Terms shall be governed and construed in accordance with the laws of Australian Capital Territory (Australia) without regard to its conflict of law provisions.
Dispute Resolution
Please read these paragraphs carefully as they require you to resolve any disputes in good faith with the Company. It also limits your ability to litigate claims in a court or before a jury or to participate in a class action or representative action with respect to a claim.
- In the event of any dispute or claim arising out of or relating to the use of this Service, you will attempt in good faith to negotiate a written resolution of the matter directly between the parties. If the matter remains unresolved for sixty days after notification (via email, certified mail or personal delivery) that a dispute exists, the parties will attempt to resolve the matter via mediation. The parties shall mutually agree to appoint a mediator.
- The mediator will have the exclusive authority to determine the rights and liabilities of both the parties to the mediation. The dispute will not be consolidated with any other matters or joined with any other cases or parties. The award of the mediator is final and binding upon both the parties.
- Except as required by law, you waive any constitutional or statutory rights to go to court and have a trial in front of a judge or jury. Rather, you agree to resolve any disputes with the Company by mediation. You agree to waive your rights to a jury trial unless required by law.
- You agree to bring any claims against Company only in your individual capacity and not as a plaintiff or class member in any purported class or consolidated action.
Confidentiality
- Each party acknowledges that it may have access to Confidential Information of the other party in connection with this Agreement, and that each party’s Confidential Information is of substantial value to the Disclosing Party, which could be impaired if it were improperly disclosed to third parties or used in violation of this Agreement.
Waiver
- A party’s failure to enforce any right or provision of these Terms will not be considered a waiver of those rights. If any provision of these Terms is held to be invalid or unenforceable by a court, the remaining provisions of these Terms will remain in effect.
Entire Agreement
- The Agreement constitutes the entire agreement between You and the Company regarding your use of the Application and supersedes all prior and contemporaneous written or oral agreements between You and the Company.
- You may be subject to additional terms and conditions that apply when You use or purchase other Company’s services, which the Company will provide to You at the time of such use or purchase.
Contact Us
- You agree that email is the preferred mode of communication arising in connection with this Agreement. If you have any questions about this Agreement, You can contact us by sending us an email: info@catchbefore.com.au