1. About the Website
Welcome to www.dxyfer.com (Website). The Website allows you to access and use the
Dxyfer (Services).
The Website is operated by Dxyfer Pty Ltd, Australian Company Number sss . Access
to and use of the Website, or any of its associated products or Services, is
provided by Dxyfer Pty Ltd. Please read these terms and conditions (Terms)
carefully. By using, browsing and/or reading the Website, this signifies that
you have read, understood and agree to be bound by the Terms. If you do not
agree with the Terms, you must cease usage of the Website, or any of Services,
immediately.
Dxyfer Pty Ltd reserves the right to review and change any of the Terms by
updating this page at its sole discretion. When Dxyfer Pty Ltd updates the
Terms, it will use reasonable endeavours to provide you with notice of updates
to the Terms. Any changes to the Terms take immediate effect from the date of
their publication. Before you continue, we recommend you keep a copy of the
Terms for your records.
2. Acceptance of the Terms
You accept the Terms by remaining on the Website. Where the option is available
in the user interface, you may also accept the Terms by clicking to accept or
agree to the Terms.
By accessing, using, signing up for or purchasing from our site and service, you
signify that you have read, understood, and agree to be bound by these Terms,
and to the collection, storage, and use of your information as set forth in our
Privacy Policy.
3. About the Service
Dxyfer is an intuitive and industry agnostic web-based Artificial Intelligence
Software that connects people, data and information seamlessly for everyday
decision-making.
Three accounts are currently offered. You acknowledge and agree that the
accounts offered, as well as the account features may change from time to time,
and may be governed by separate terms which apply specific to the account. Where
special account-specific terms apply, you will be informed, and must accept
those terms before you are given such an account. For the avoidance of doubt
these Terms apply unless otherwise agreed or amended by account-specific terms.
Some accounts may be governed by a separate Software Licensing Agreement
with Dxyfer Pty Ltd, which may amend the terms of use. For the avoidance of
doubt these Terms apply unless otherwise agreed or amended by the terms of an
applicable Software Licensing Agreement.
4. Acceptable use of the Service
We use the information we collect in various ways, including to:
- (a) Dxyfer, its related features, and website must only be used lawfully and
responsibly. Dxyfer Pty Ltd reserves the right to suspend, cancel, or
otherwise deny access to users and accounts who use the service to attempt
or engage in any act that would disrupt the access, availability, and
security of Dxyfer and other Dxyfer Pty Ltd services, including but not
limited to:
- (A) Tampering with, reverse-engineering, or hacking our
servers.
- (B) Modifying, disabling, or compromising the performance Dxyfer or
other Dxyfer Pty Ltd services.
- (C) Overwhelming, or attempting to overwhelm our infrastructure by
imposing an unreasonably large load on our systems that consume
extraordinary resources.
- (D) Compromising the integrity of our system, including probing,
scanning and testing the vulnerability of our system unless
expressly permitted by Dxyfer Pty Ltd.
- (b) For any illegal purpose, or to violate any laws, including and without
limitation to data, privacy, and export control laws.
- (c) To stalk, harass or threaten users and any member of the public.
- (d) To misrepresent or defraud any user or member of the public through
phishing, spoofing, manipulating headers or other identifiers, impersonating
anyone else, or falsely implying any sponsorship or association with Dxyfer
Pty Ltd or any third party
- (e) To access or search any part of the Service, or any other Service owned
by Dxyfer Pty Ltd other than our publicly supported interface, or otherwise
allowed for in an applicable Software Licensing Agreement.
- (f) To post, upload, share, or otherwise circulate content in violation of
Dxyfer’s content policy.
5. Security and Data Privacy
Dxyfer Pty Ltd takes your privacy seriously and information provided through your
use of the Website and/or Services are subject to Dxyfer Pty Ltd’s Privacy
Policy, which is available on the Website. The Privacy Policy also addresses
Dxyfer Pty Ltd’s processes, policies, and obligations in respect of Dxyfer
security breaches.
6. Data Use
Dxyfer Pty Ltd collects, stores, and processes your data on Dxyfer. The data is
used to provide Services to you, as well as to facilitate Dxyfer Pty Ltd’s
business
operations. The Privacy Policy outlined how your data is collected, stored, and
processed by Dxyfer Pty Ltd. The Privacy Policy also addresses Dxyfer Pty Ltd's
processes, policies, and obligations in respect of data encryption and removal
requests.
7. Subscription to use the Service
- (a) In order to access the Services, you must first purchase a subscription
through the Website (Subscription ) and pay the applicable fee for the
selected Subscription (Subscription Fee). After purchasing a Subscription,
you will be considered a member (‘Member’).
- (b) In purchasing the Subscription, you acknowledge and agree that it is
your responsibility to ensure that the Subscription you elect to purchase is
suitable for your use.
-
(c) Before, during or after you have purchased the Subscription, you will
then be required to register for an account through the Website before you
can access the Services (Account ).
- (d) As part of the registration process, or as part of your continued use of
the Services, you may be required to provide personal information about
yourself (such as identification or contact details), including but not
limited to your full name, email address, physical address, phone number,
contact details, occupation, payment details, company information, credit
card details, login credentials or any other information requested on our
Site or otherwise requested by us or provided by you.
- (e) You warrant that any information you give to Dxyfer Pty Ltd in the
course of completing the registration process will always be accurate,
correct and up to date.
- (f) Once you have completed the registration process, you will be a
registered user of the Website and agree to be bound by the Terms ("User").
As a Member you will be granted immediate access to the Services from the
time you have completed the registration process until the subscription
period expires (Subscription Period ).
- (g) You may not use the Services and may not accept the Terms if:
- (i) you are not of legal age to form a binding contract with Dxyfer
Pty Ltd; or
- (ii) you are a person barred from receiving the Services under the
laws of Australia or other countries including the country in which
you are resident or from which you use the Services
8. Payments
-
(a) Subject to the terms of any applicable Software License Agreement, the
Subscription Fee may be paid by all payment methods available on the
Website,
and may change from time to time.
-
(b) Payments made in the course of your use of Dxyfer may be made using
third-party applications and services not owned, operated, or otherwise
controlled by Dxyfer Pty Ltd. You acknowledge and agree that Dxyfer Pty Ltd
will
not be liable for any losses or damage arising from the operations of
third-party payment applications and services. You further acknowledge and
warrant that you have read, understood and agree to be bound by the terms
and
conditions of the applicable third-party payment applications and services
you
choose to use as a payment method for Dxyfer services.
-
(c) You acknowledge and agree that where a request for the payment of the
Subscription Fee is returned or denied, for whatever reason, by your
financial
institution or is unpaid by you for any other reason, then you are liable
for
any costs, including banking fees and charges, associated with the
Subscription
Fee.
-
(d) You agree and acknowledge that Dxyfer Pty Ltd can vary the Subscription
Fee
at any time and that the varied Subscription Fee will come into effect
following
the conclusion of the existing Subscription.
9. Refund Policy
- (a) Dxyfer Pty Ltd offers refunds in accordance with the Australian Consumer
Law
and on the terms set out in these terms and conditions. Any benefits set out
in
these terms and conditions may apply in addition to consumer's rights under
the
Australian Consumer Law.
- (b) Dxyfer Pty Ltd will only provide you with a refund of the Subscription
Fee in
the event they are unable to continue to provide the Services or if the
manager
of Dxyfer Pty Ltd makes a decision, at its absolute discretion, that it is
reasonable to do so under the circumstances. Where this occurs, the refund
will
be in the proportional amount of the Subscription Fee that remains unused by
the
Member (Refund ).
10. Copyright and Intellectual Property
- (a) The Website, the Services and all of the related products of Dxyfer Pty
Ltd are subject to copyright. The material on the Website is protected by
copyright under the laws of Australia and through international treaties.
Unless otherwise indicated, all rights (including copyright) in the Services
and compilation of the Website (including but not limited to text, graphics,
logos, button icons, video images, audio clips, Website code, scripts,
design elements and interactive features) or the Services are owned or
controlled for these purposes, and are reserved by Dxyfer Pty Ltd or its
contributors.
-
(b) All trademarks, service marks and trade names are owned, registered
and/or licensed by Dxyfer Pty Ltd, who grants to you a worldwide,
non-exclusive, royalty-free, revocable license whilst you are a User to:
-
(i) use the Website pursuant to the Terms;
-
(ii) copy and store the Website and the material contained in the
Website in your device's cache memory; and
- (iii) print pages from the Website for your own personal and
non-commercial use.
- (c) Dxyfer Pty Ltd does not grant you any other rights whatsoever in
relation to the Website or the Services. All other rights are expressly
reserved by Dxyfer Pty Ltd.
- (d) Dxyfer Pty Ltd retains all rights, title and interest in and to the
Website and all related Services. Nothing you do on or in relation to the
Website will transfer any:
- (i) business name, trading name, domain name, trade mark, industrial
design, patent, registered design or copyright, or
- (ii) a right to use or exploit a business name, trading name, domain
name, trade mark or industrial design, or
- (iii) a thing, system or process that is the subject of a patent,
registered design or copyright (or an adaptation or modification of
such a thing, system or process), to you.
- (e) You may not, without the prior written permission of Dxyfer Pty Ltd and
the permission of any other relevant rights owners: broadcast, republish,
up-load to a third party, transmit, post, distribute, show or play in
public, adapt or change in any way the Services or third party Services for
any purpose, unless otherwise provided by these Terms. This prohibition does
not extend to materials on the Website, which are freely available for
re-use or are in the public domain.
11. General Disclaimer
-
(a) Nothing in the Terms limits or excludes any guarantees, warranties,
representations or conditions implied or imposed by law, including the
Australian Consumer Law (or any liability under them) which by law may not
be limited or excluded.
- (b) Subject to this clause, and to the extent permitted by law:
-
(i) all terms, guarantees, warranties, representations or conditions
which are not expressly stated in the Terms are excluded; and
-
(ii) Dxyfer Pty Ltd will not be liable for any special, indirect or
consequential loss or damage (unless such loss or damage is
reasonably foreseeable resulting from our failure to meet an
applicable Consumer Guarantee), loss of profit or opportunity, or
damage to goodwill arising out of or in connection with the Services
or these Terms (including as a result of not being able to use the
Services or the late supply of the Services), whether at common law,
under contract, tort (including negligence), in equity, pursuant to
statute or otherwise.
-
(c) Use of the Website and the Services is at your own risk. Everything on
the Website and the Services is provided to you "as is" and "as available"
without warranty or condition of any kind. None of the affiliates,
directors, officers, employees, agents, contributors and licensors of Dxyfer
Pty Ltd make any express or implied representation or warranty about the
Services or any products or Services (including the products or Services of
Dxyfer Pty Ltd) referred to on the Website. This includes (but is not
restricted to) loss or damage you might suffer as a result of any of the
following:
-
(i) failure of performance, error, omission, interruption, deletion,
defect, failure to correct defects, delay in operation or
transmission, computer virus or other harmful component, loss of
data, communication line failure, unlawful third party conduct, or
theft, destruction, alteration or unauthorised access to records;
-
(ii) the accuracy, suitability or currency of any information on the
Website, the Services, or any of its Services related products
(including third party material and advertisements on the Website);
-
(iii) costs incurred as a result of you using the Website, the
Services
or any of the products of Dxyfer Pty Ltd; and
-
(iv) the Services or operation in respect to links which are
provided
for your convenience.
12. Limitation of Liability
-
(a) Dxyfer Pty Ltd's total liability arising out of or in connection with
the Services or these Terms, however arising, including under contract, tort
(including negligence), in equity, under statute or otherwise, will not
exceed the resupply of the Services to you.
-
(b) You expressly understand and agree that Dxyfer Pty Ltd, its affiliates,
employees, agents, contributors and licensors shall not be liable to you for
any direct, indirect, incidental, special consequential or exemplary damages
which may be incurred by you, however caused and under any theory of
liability. This shall include, but is not limited to, any loss of profit
(whether incurred directly or indirectly), any loss of goodwill or business
reputation and any other intangible loss.
13. Termination of Contract
- (a) The Terms will continue to apply until terminated by either you or by
Dxyfer Pty Ltd
as set out below.
-
(b) If you want to terminate the Terms, you may do so by:
-
(i) not renewing the Subscription prior to the end of the
Subscription Period;
-
(ii) providing Dxyfer Pty Ltd with 30 days’ notice of your intention
to terminate; and
-
(iii) closing your accounts for all of the services which you use,
where Dxyfer Pty Ltd has made this option available to you.
- (c) Any notices pursuant to Clause 13.2 above should be sent, in writing, to
Dxyfer Pty Ltd via the 'Contact Us' link on our website.
-
(d) Dxyfer Pty Ltd may at any time, terminate the Terms with you if:
- (i) you do not renew the Subscription at the end of the Subscription
Period;
- (ii) you have breached any provision of the Terms or intend to
breach any provision;
- (iii) Dxyfer Pty Ltd is required to do so by law;
-
(iv) the provision of the Services to you by Dxyfer Pty Ltd is, in
the
opinion of Dxyfer Pty Ltd, no longer commercially viable.
-
(e) Subject to local applicable laws, Dxyfer Pty Ltd reserves the right to
discontinue or cancel your Subscription or Account at any time and may
suspend or deny, in its sole discretion, your access to all or any portion
of the Website or the Services without notice if you breach any provision of
the Terms or any applicable law or if your conduct impacts Dxyfer Pty Ltd's
name or reputation or violates the rights of those of another party.
14. Indemnity
You agree to indemnify Dxyfer Pty Ltd, its affiliates, employees, agents,
contributors, third party content providers and licensors from and against:
- (a) all actions, suits, claims, demands, liabilities, costs, expenses, loss
and damage (including legal fees on a full indemnity basis) incurred,
suffered or arising out of or in connection with your content;
-
(b) any direct or indirect consequences of you accessing, using or
transacting on the Website or attempts to do so; and/or
-
(c) any breach of the Terms.
15. Dispute Resolution
-
15.1. Compulsory:
If a dispute arises out of or relates to the Terms, either party may not
commence any Tribunal or Court proceedings in relation to the dispute,
unless the following clauses have been complied with (except where
urgent interlocutory relief is sought).
-
15.2. Notice:
A party to the Terms claiming a dispute (Dispute) has arisen under the
Terms, must give written notice to the other party detailing the nature
of the dispute, the desired outcome and the action required to settle
the Dispute.
-
15.3. Resolution:
On receipt of that notice (Notice) by that other party, the parties to
the Terms (Parties) must:
-
(a) Within 28 days of the Notice endeavour in good faith to resolve
the Dispute expeditiously by negotiation or such other means upon
which they may mutually agree;
-
(b) If for any reason whatsoever, 28 days after the date of the
Notice, the Dispute has not been resolved, the Parties must either
agree upon selection of a mediator or request that an appropriate
mediator be appointed by the Dyxfer Pty Ltd;
-
(c) The Parties are equally liable for the fees and reasonable
expenses of a mediator and the cost of the venue of the mediation
and without limiting the foregoing undertake to pay any amounts
requested by the mediator as a precondition to the mediation
commencing. The Parties must each pay their own costs associated
with the mediation;
-
(d) The mediation will be held in Melbourne, Australia.
-
15.4. Confidential
All communications concerning negotiations made by the Parties arising
out of and in connection with this dispute resolution clause are
confidential and to the extent possible, must be treated as "without
prejudice" negotiations for the purpose of applicable laws of evidence.
-
15.5. Termination of Mediation:
If 2 months have elapsed after the start of a mediation of the Dispute
and the Dispute has not been resolved, either Party may ask the mediator
to terminate the mediation and the mediator must do so.
16. Venue and Jurisdiction
The Services offered by Dxyfer Pty Ltd is intended to be viewed by residents of
Australia. In the event of any dispute arising out of or in relation to the
Website, you agree that the exclusive venue for resolving any dispute shall be
in the courts of Victoria.
17. Governing Law
The Terms are governed by the laws of Victoria. Any dispute, controversy,
proceeding or claim of whatever nature arising out of or in any way relating to
the Terms and the rights created hereby shall be governed, interpreted and
construed by, under and pursuant to the laws of Victoria, Australia without
reference to conflict of law principles, notwithstanding mandatory rules. The
validity of this governing law clause is not contested. The Terms shall be
binding to the benefit of the parties hereto and their successors and assigns.
18. Severance
If any part of these Terms is found to be void or unenforceable by a Court of
competent jurisdiction, that part shall be severed and the rest of the Terms
shall remain in force.
19. Changes to Terms
We reserve the right, in our sole discretion, to amend these Terms at any time,
for any reason. If changes are made, we will post the updated Terms on this
website. Your continued use of the website and Dxyfer products after the posting
of any changes to the Terms constitutes your acceptance of those changes.
20. Contact
If you have any questions about these Terms, please contact us at via 'Contact Us' on our website.