Divinxi Terms And Conditions Of Use
These Terms and Conditions constitute a legally binding agreement between you and Divinxi. By clicking 'I AGREE', or using the Divinxi website, or indicating acceptance to use any and all services, (known as "The Services",) provided by Divinx, you agree to these terms. If you do not agree to be bound by these Terms and Conditions, then do not click 'I AGREE', or use the Divinxi website, or indicate acceptance to use Divinxi online services.
1. THE AGREEMENT
This Agreement describes the terms and conditions governing your use of the Divinxi online services . The term services collectively includes all offers, and the use of templates, designs, websites, graphics, information, content, updates, new releases and:
- a) The Divinxi Privacy Statement available on this website or provided to you in writing for the services you selected
- b) Additional Terms and Conditions for the services that you have selected, including from third parties.
- c) Any Terms and Conditions provided separately to you for the services, including for example, web or email product or program terms, ordering, activation, pricing and payment terms, if applicable, for the services.
- d) Terms and Conditions of Divinxi approved affiliates in the form of Divinxi companies, subsidiaries and/or partners that directly or indirectly offer Divinxi services.
2. LICENSE TO USE THE SERVICES AND THE RESTRICTIONS
Divinxi services are protected by copyright, trade secret, and other intellectual property laws. You are only granted a license to use the services, and Divinxi reserves all rights of ownership in the services not granted to you in writing here. As long as you meet any applicable payment obligations and comply with this Agreement, Divinxi grants to you a personal, limited, nonexclusive, nontransferable license to use the services which are valid only for the period of use provided in the ordering and activation terms, and only for the purposes described by Divinxi on the Divinxi website for the services. You agree not to use the services or content on this website in a manner that violates any applicable law, regulation or these terms and conditions. It is a strong condition of use that you agree you will not:
- a) Provide access to or give any part of the services to any third party.
- b) Reproduce, reverse engineer, duplicate, copy, deconstruct, sell, trade or resell the services.
- c) Attempt to access any other Divinxi systems that are not part of these services.
- d) Excessively overload the Divinxi systems used to provide the services.
If you violate any of these conditions, your right to use the services may be terminated by Divinxi in its sole discretion.
3. PAYMENT FOR DIVINXI SERVICES
The following Terms and Conditions apply for services offered on a payment or subscription basis unless Divinxi notifies you otherwise in writing. Payments will be billed to you in AUD (Australian) dollars, and your account will be debited when you subscribe and provide your payment information, unless stated otherwise in the program ordering or payment terms on the website for the services. You must pay with a valid credit card acceptable to Divinxi with sufficient funds in a checking or savings account to cover an electronic debit of the payment due. If your payment and registration information is not accurate, current, and complete and you do not notify us promptly when such information changes, we may suspend or terminate your account and refuse any use of the services. Additional cancellation or renewal terms may be provided to you on the website for the services.
It is a strong condition of use of the Divinxi services that you agree you are legally responsible for all information, data, text, software, music, sound, photographs, graphics, video, messages or other materials (collectively referred to as 'Content') uploaded, posted or stored through your use of the services. You grant Divinxi a worldwide, royalty-free, non-exclusive license to host and use the content in order to provide you with the services. You agree not to use the services for any illegal purpose or in violation of any applicable local, state, federal or international law. You are encouraged to archive your content regularly and frequently. You are responsible for any content that may be lost or unrecoverable through your use of the services. You must provide all required and appropriate warnings, information and disclosure. You agree that you will not use the services to share, store, or in any way distribute any content or information that is not in accordance with the law. Any users suspected of using, storing or having content or information which violates any applicable local, state, federal or international laws, or any other activity prohibited by law, may have their accounts terminated, their account data erased, and they also may be reported to law enforcement officials in the appropriate jurisdictions. Divinxi is not responsible for the Content or data you submit on the website.
You also agree not to use the services to upload, post, distribute, link to, publish, reproduce, engage in or transmit any of the following, including but not limited to:
- a) Illegal, fraudulent, libellous, defamatory, obscene, pornographic, profane, threatening, abusive, hateful, harassing, offensive, inappropriate or objectionable information or communications of any kind, including without limitation conduct that would encourage or constitute an attack on others, or criminal or civil liability under any local, state, federal or foreign law;
- b) Content or data that would impersonate someone else or falsely represent your identity or qualifications, or that constitutes a breach of any individual's privacy, including posting images about children or any third party without their consent (or a parent's consent in the case of a minor);
- c) Except as otherwise permitted by Divinxi in writing, advertisements, solicitations, investment opportunities, chain letters, pyramid schemes, other unsolicited commercial communication or engage in spamming or flooding;
- d) Virus, trojan horse, worm or other disruptive or harmful software or data; and
- e) Any information, software or Content which is not legally yours and may be protected by copyright or other proprietary right, or derivative works, without permission from the copyright owner or intellectual property rights owner.
You agree that Dinvinxi may use your feedback, suggestions, or ideas in any way, including in future modifications of the services, other products or services, advertising or marketing materials. You grant Divinxi a perpetual, worldwide, fully transferable, sub-licensable, non-revocable, fully paid-up, royalty free license to use the feedback you provide to Divinxi in any way.
Divinxi may, but has no obligation to, monitor content on the services. We may disclose any information necessary or appropriate to satisfy Divinxi's legal obligations, protect Divinxi or its customers, or operate the services properly. Divinxi, in its sole discretion, may refuse to post, remove, or refuse to remove, any content, in whole or in part, alleged to be unacceptable, undesirable, inappropriate, or in violation of these terms and condtions.
5. ADDITIONAL TERMS AND CONDITIONS
Divinxi is not in the business of providing legal, financial, accounting, health care, real estate or other professional services or advice. Consult the services of a competent professional when you need this type of assistance.
Divinxi may offer you other services including features, products, applications, online communities, or promotions provided by Divinxi. If you decide to use any of these Divinxi services, additional terms and conditions and separate fees may apply. You acknowledge that in accessing some Divinxi services you may upload or enter data from your account(s) such as names, addresses and phone numbers, purchases, and sales among others, to the Internet. You grant Divinxi permission to use information about your business and experience to help us to provide the services to you, including updating and maintaining your data, addressing errors or service interruptions, and enhancing the types of data and services Divinxi may provide to you in the future. You grant Divinxi permission to combine your business data, if any, with that of others in a way that does not identify you or any individual personally. We may use this data to improve services and to compare business practices with other company standards. We may use your data to create, market or promote new Divinxi offerings to you and others. You also grant Divinxi permission to share or publish summary results relating to research data and to distribute or license such data to third parties.
Subject to the Divinxi Privacy Statement, you may be offered products or services by third parties who are not affiliated with Divinxi ('Third Party Products') or the services may contain links to third party websites ('Third Party Sites') and you agree that Divinxi can use your contact information, including name and address, for the purpose of offering these products to you. If you decide to use any Third Party Products or access any Third Party Sites, you are responsible for reviewing the third party's separate product terms, website terms and privacy policies. You agree that the third parties, and not Divinxi, are responsible for their product's performance and the content on their websites. Divinxi is not affiliated with these Third Party Products or Third Party Sites and has no liability for them.
You are responsible for securely managing your password(s) for access to the services. If you become aware of any unauthorized access to your services account, theft or loss of your password, you agree to contact Divinxi as soon as possible. The services may periodically be updated with tools, utilities, improvements, third party applications, or general updates to improve and enhance the features and performance of the services. You agree to receive these updates automatically as part of the services.
6. DISCLAIMER OF WARRANTIES
Your use of the services, software, and content is entirely at your own risk. Except as described in this agreement, the services are provided 'as is.' to the maximum extent permitted by applicable law, Divinxi, its affiliates, and its third party service or data providers, licensors, distributors or suppliers (collectively referred to as, 'suppliers') disclaim all warranties, express or implied, including any warranty that the services are fit for a particular purpose, title, merchantability, data loss, non-interference with or non-infringement of any intellectual property rights, or the accuracy, reliability, quality or content in or linked to the services. Divinxi and its affiliates and suppliers do not warrant that the services are secure, free from bugs, viruses, interruption, errors, theft or destruction.
Subject to applicable law, Divinxi and its affiliates and suppliers are not liable for any of the following:
- a) indirect, special, incidental, punitive or consequential damages
- b) damages relating to failures of telecommunications, the internet, electronic communications, corruption, security, loss or theft of data, viruses, spyware, loss of business, revenue, profits or investment, or use of software or hardware that does not meet Divinxi systems requirements.
The above limitations apply even if Divinxi and its affiliates and suppliers have been advised of the possibility of such damages. This agreement sets forth the entire liability of Divinxi, its affiliates and your exclusive remedy with respect to the services and its use.
You agree to indemnify and hold Divinxi and its affiliates and suppliers harmless from any and all claims, liability and expenses, including solicitors' fees and costs, arising out of your use of the services or breach of this Agreement (collectively referred to as 'Claims'). Divinxi reserves the right, in its sole discretion and at its own expense, to assume the exclusive defence and control of any Claims. You agree to reasonably cooperate as requested by Divinxi in the defence of any Claims.
7. CHANGES TO THESE TERMS AND CONDITIONS OR DIVINXI SERVICES
Divinxi may change these terms and conditions from time to time, and the changes will be effective when posted on our website for the services or when we notify you by other means. Please review these terms and conditions periodically on this website for changes. We have the right to change any of these terms and conditions as we deem necessary. We may also change or discontinue the services, in whole or in part, including but not limited to, the Internet based services, pricing, technical support options, and other product-related policies. Your continued use of the services after Divinxi posts changes to our terms and conditions on our website, or otherwise notifies you of any changes, indicates your agreement to the changes.
Divinxi may immediately and without notice terminate or suspend the services provided to you at Divinxi's discretion, including, but not limited to, if you fail to comply with these terms or if you no longer agree to receive electronic communications from Divinxi. Upon termination you must immediately stop using the services and any outstanding payments will become due. Any termination of services shall not affect Divinxi's rights to any payments due by you. Divinxi may terminate an account at any time. Other requirements regarding termination or cancellation of the services may apply based on the specific ordering terms for the services provided to you.
9. TRANSFER OF LICENSE
Any license granted to you by Divinxi applies only to the company/business that appears within the purchase information supplied to Divinxi at the time of sale. If you wish to request a transfer of your license or if your company/business is acquired by or merged into another company/business, contact Divinxi via our website.Transfer of license is not automatically given and must first be approved by Divinxi.
These terms and conditions may be modified only by a written amendment signed by the parties. If any court of law, having the jurisdiction, rules that any part of these terms and conditions, or the license of use supplied to you, are invalid, that section will be removed without affecting the remainder of these terms and conditions. The remaining terms will be valid and enforceable. Divinxi may assign or transfer your license without your consent to:
- a) an Affiliate
- b) another company through a sale of assets by Divinxi or
- c) a successor by merger
It is a strong condition of use that you agree that all Divinxi websites or services will only be hosted by Divinxi. Any attempt to move, transfer duplicate or copy Divinxi services will be a breach of copyright. All services will be terminated and legal action my be invoked at your cost.
12. CANCELLATION & REFUNDS
Divinxi is NOT a try-before-you-buy service. You may cancel your account or any part of the services at any time provided you follow the cancellation process below. It is a strong condition that you agree there is no 'cooling off period' for using The Services. The service is offered as-is and refunds may be valid at the discression of Divinxi. Divinxi reserves the right to refuse refunds for reasons related to a 'change of mind' or 'assumptions of features or functions'. It is the client's responsibility to enquire about any specific needs that may or may not be included in Divinxi services. The Divinxi website itself provides multiple opportunities to learn or enquire about features and functions and we also offer limited customization services. To cancel your services, contact Divinxi via our website. Divinxi reserves the right to collect fees, surcharges or costs incurred before you cancel your account in addition to any applicable cancellation fee(s).
You must provide us with the following information in order for us to process the cancellation:
- a) The exact name of the services that you would like to cancel
- b) Your username and password for access to the Divinxi CMS & Divinxi Control
- c) Your email address
- d) Your billing information, including the credit card number that was used when paying the services
- e) Reason for cancelling the services
Upon termination of your account for any reason, Divinxi reserves the right to
- a) Withhold or collect all charges, fees, commitments and obligations incurred or accrued by you
- b) Delete any of your content, listings, messages or other information in connection with your account
- c) Prohibit your access to your account, including without limitation by deactivating your password
- d) Refuse your future access to the service. In no event shall Divinxi be required to refund, redeem, or pay amounts to you upon termination of service or return any of your content
13. WEB STANDARDS COMPLIANCE
Divinxi agrees to conform to web standards where possible but is not liable for any compliance issues, accessibility issues, privacy issues, and is not responsible for the up-keep of knowledge of web standards.
If situations arise whereby you request a function that contradicts or compromises current web standards, or in cases where it is necessary to include non-conforming technologies to complete a project to the client's request, Divinxi will not be liable from any issues regarding web standards or accessibility laws and guidelines.
14. INTELLECTUAL PROPERTY
15. FORCE MAJEURE
Divinxi and its officers, directors, employees, parents, partners, successors, agents, distribution partners, affiliates, subsidiaries, and their related companies will not be liable by reason of the failure in the performance of obligations under this Agreement by reason of strikes, riots, fire, explosions, acts of God, war, governmental action, or any other cause which is beyond our reasonable control.
15. OVERSEAS ACCESS
The Services may be accessed throughout Australia and overseas. Divinxi makes no representations that the Services comply with the laws (including intellectual property laws) of any country outside Australia. If you access the Services from outside Australia, you do so at your own risk and are responsible for complying with the laws in the place where you access the site.
16. REFERRAL PARTNERS ADDITIONAL CONDITIONS
1. Referral partners must use ethical and commercially reasonable business practices to market, resell and use the Services.
2. Referral partners shall provide Divinxi with complete and accurate contact information and shall ensure that such information is updated and kept current at all times.
3. Referral partners shall not use the Services in a manner that is, or potentially is illegal, a legal risk to Divinxi, generally objectionable in the Internet community, or degrading to the quality, goodwill, reputation, or provision of the Services. Without limiting any other term of this Agreement, breach of this section shall constitute a material breach of any agreement.
4. Referral partners must not represent themselves as employees of Divinxi or as belonging to any part of the Divinxi entity. Accepted labels for use by referral partners include 'Divinxi Authorised Referral Partner', 'Authorised Divinxi Referral Partner', 'Divinxi Referral Partner', 'Divinxi Authorised Affiliate', 'Authorised Divinxi Affiliate', 'Divinxi Affiliate'.
5. Divinxi reserves the right to cancel any services supplied directly or indirectly to the referral partners at any time at Divinxi's discretion.