Terms & Conditions of Use
TimeExposure (a division of Nate Pty Ltd atf for the P.M.H. Investments Trust ABN 57 832 044 582) ("TimeExposure") provides the WebGallery professional online image service ("the Service") and software used in connection with the Service ("the Software") to its Members ("Members") conditional upon the acceptance and compliance with these terms and conditions ("Conditions"). BY COMPLETING THE REGISTRATION PROCESS AND CLICKING THE "SEND FORM" BUTTON, YOU AGREE TO BE BOUND BY THESE TERMS AND CONDITIONS OF MEMBERSHIP.
1. SERVICE AVAILABILITY
1.1 TimeExposure will use its reasonable endeavours to provide the Service via the TimeExposure.Com web site ("the Site") in a reliable, secure and professional manner however Members will have no remedy against TimeExposure in relation to a delay or failure in supplying the Service where such delay or failure is the result of factors outside TimeExposure's reasonable control.
1.2 TimeExposure shall not be liable for the timeliness, deletion, mis-delivery or failure to store any user data or Members account settings.
2. ACCOUNT DETAILS
2.1 You agree to provide TimeExposure with complete, current and accurate business information (the "Account Details") and to maintain the Account Details as required to keep them up to date and accurate.
2.2 You warrant that you will provide to TimeExposure all necessary instructions, specifications, directions and functional requirements to enable TimeExposure to provide the Service.
2.3 You undertake that you will pay all fees and charges for the Service via the payment method nominated in your registration and will reimburse TimeExposure for any costs, loss or damages arising from your failure to ensure such payment method remains effective during the period the Service is provided.
3. MEMBERS ACCOUNT SECURITY
Upon completion of the Service's registration process, you will receive an account number and password. You are responsible for keeping these confidential, and are fully responsible for all activities that occur under your account or password. You agree to:
(a) accept that any security measures implemented by TimeExposure are sufficient for the your requirements;
(b) immediately notify TimeExposure of any unauthorized use of your account, password or Software or any other breach of security;
(c) release TimeExposure in relation to any liability arising out of unauthorised use of your Account or the Software.
4. CONTENT ORIGIN
4.1 You agree that all information uploaded or posted using your Member's Account including photographs, text, computer code or other materials ("Content") is your sole responsibility, and that Content uploaded or posted by other Members is the sole responsibility of the person from which such Content originated.
4.2 Under no circumstances will TimeExposure be liable in any way for any Content, including, but not limited to, any errors or omissions in any Content, for any loss or damage of any kind incurred as a result of the use of any Content uploaded or otherwise transmitted through the Service.
4.3 You agree to not use the Service in any way that is in violation of any applicable laws.
5. CONTENT OWNERSHIP
5.1 By submitting Content to TimeExposure you automatically grant, or warrant that the owner of such Content has expressly granted TimeExposure a royalty-free, perpetual, irrevocable and non-exclusive right and license to use, reproduce, modify, adapt, publish, translate, create derivative works from, distribute, perform and display such Content online or otherwise (in whole or part) worldwide for the purpose of providing the Service or as expressly authorised herein.
5.2 You acknowledge that TimeExposure does not pre-screen Content, but that TimeExposure shall have the right (but not the obligation) in its sole discretion to refuse, edit, move or remove any Content that is publicly available via the Service.
5.3 Without limiting the foregoing, TimeExposure shall have the right to remove any Content that violates the Conditions or is otherwise objectionable.
5.4 You agree that you must evaluate, and bear all risks associated with, the use of any Content, including any reliance on the accuracy, completeness, or usefulness of such Content.
5.5 You agree that TimeExposure will at all times have the right to exercise its own discretion, judgment and creative skills as it considers appropriate in providing the Service to the extent that the exercise of such discretion is not inconsistent with the Conditions.
5.6 You agree that TimeExposure will be entitled to use Content not protected by a password in case studies, presentations and promotions provided the Member is acknowledged as the Content owner.
6.1 TimeExposure will use all commercially reasonable efforts to keep confidential all confidential information provided by a Member through the Site.
7. NO THIRD PARTY USE
You agree not to assign, resell, rent or sub-license the Service or Software without the express written consent of TimeExposure and you agree to be fully liable for the use of your account including any unauthorized use of your account by a third party.
8. OPERATING PRACTICES
8.1 You acknowledge that TimeExposure may from time to time establish general practices and limits concerning use of the Service.
8.2 TimeExposure may, in its sole discretion, remove public access to any Content related to any account which falls into arrears and refuse any incoming Content from that account.
8.3 TimeExposure may delete any existing Content from any accounts upon which fees have been outstanding for more than 21 days.
8.4 TimeExposure may exercise a lien over Content in relation to any accounts upon which fees have been outstanding for more than 21 days,
9. MODIFICATIONS AND UPDATE
9.1 TimeExposure reserves the right at any time and from time to time to modify or discontinue, temporarily or permanently, the Service (or any part thereof) with or without notice.
9.2 You agree that TimeExposure shall not be liable to you or to any third party for any modification, suspension or discontinuance of the Service.
10. PAYMENT FOR SERVICES RENDERED
10.1 By completing the registration form you agree that TimeExposure may apply fees to your charge card or direct debit your bank account in accordance with the schedule of fees and charges as published on the TimeExposure web site.
10.2 You agree that the schedule of fees and charges may be varied upon 30 days' notice and will be due and payable from the date of such variation taking effect unless you cancel your membership.
10.3 Unless TimeExposure is advised in writing to the contrary, a Member's subscription will be automatically renewed at the end of the subscription period on tha basis of the same period and account Plan as the expiring subscription.
10.4 All prices are in Australian Dollars ($AUD) and are exclusive of Australian Goods and Services Tax.
10.5 Where applicable, Australian taxes are additional to the fees and charges and will be invoiced to Australian Members in the form of a Tax Invoice describing the GST payable in addition to the fees and charges.
11. PROPRIETARY RIGHTS
11.1 Unless otherwise indicated, intellectual property in all information, data, images, logos and trade marks contained in this Service is owned by or licensed by TimeExposure and all rights are reserved.
11.2 Except as required for the purpose of using this Site, or as otherwise permitted under the Copyright Act 1968 (Commonwealth) or other applicable laws, you agree not to copy, reproduce, adapt, transmit, broadcast, make available, redistribute, publish or otherwise deal with any part of this Service or Software without the prior written consent of TimeExposure.
11.3 You acknowledge that you, or any party engaged by you, must not reverse assemble, reverse compile or reverse engineer the Software or any part of the Software related to the Service.
11.4 You agree not to hyperlink from your own web site or in email to any page on the Site other than the opening page bearing the URL http://www.TimeExposure.com or one of your allocated album index pages as described in the TimeExposure User's Manual.
12. LINKS TO OTHER SITES
This Service may contain links to other sites maintained by third parties. TimeExposure do not make any representation as to the accuracy or suitability of any of the information contained on those other sites, and do not accept any responsibility or liability for the conduct or content of those other sites.
14.1 You agree that TimeExposure in its sole discretion, may terminate your use of the Service, and remove and discard any Content within the Service, for any reason, including, without limitation, for lack of use or if TimeExposure believes that you have violated or acted inconsistently with the letter or spirit of the Conditions.
14.2 TimeExposure may also in its sole discretion and at any time discontinue providing the Service, or any part thereof, with or without notice.
14.3 You agree that any termination of your access to the Service under any provision of this Conditions may be effected without prior notice, and acknowledge and agree that TimeExposure may immediately deactivate or delete your account and all related information and files in your account and/or bar any further access to such files or the Service.
14.4 You agree that TimeExposure shall not be liable to you or any third-party for any termination of your access to the Service, with the sole exception being the returns of the then unused portion of any fee paid by you prior to such termination.
14.5 Upon termination of the use of the Service, you agreed to destroy all copies of the Software and written materials provided to you.
14.6 Notwithstanding the termination of the Service for any reason whatsoever, all of the provisions of these Conditions which operate to protect the rights and interests of TimeExposure shall continue in full force and effect.
15.EXCLUSION OF WARRANTIES AND LIABILITY
15.1 To the extent permitted by law, TimeExposure:
(a) gives no warranty, undertaking or representation in relation to the condition, accuracy, security, privacy, confidentiality, suitability, quality, accessibility, availability, lack of errors
(b) excludes and negates all implied conditions, warranties and liabilities (including liability for negligence); and
(c) makes no guarantee of any specific result from use of the Service and any links to other Internet sites.
15.2 You acknowledge and agree that, to the extent permitted by law, TimeExposure (its employees, agents and contractors) will have no liability for loss, damage (including consequential loss or damage), claim, expense, cost or liability arising from:
(a) your use or non-use of the Service;
(b) TimeExposure's breach of these Conditions;
(c) any defects in Content which appears through the Service;
(d) a dispute with a user of the Site or another Member;
(e) a direct or indirect result of any failure of TimeExposure to receive any electronic Content or other electronic message from you or any other person using the Site, or any corruption of any such Content or message;
(f) any reliance and any action taken by you or any user of the Site as a result of information contained on the Site;
(g) a temporary or permanent unavailability of the Site;
(h) interception of, or any other unauthorised dealing with, any electronic Content you, a user of the Site or any other person provide using the Site; or
(i) inaccuracy or incompleteness of any information contained on the Site.
15.3 You agree that to the extent permitted by law, TimeExposure's liability for damages or loss will not exceed:
(a) The cost of replacing the Service for an equivalent period of time; or
(b) The charges and fees paid;
whichever is the lesser sum.
You warrant that the Content provided by you:
(a) does not infringe the intellectual property or privacy rights of any person;
(b) does not comprise and cannot be used for any purpose or activity of an illegal, fraudulent or defamatory manner;
(c) is not obscene, offensive, defamatory or in any way unsuitable for persons under the age of 18 years;
(d) complies with the laws of Western Australia for online content; and
(e) complies with the laws of your place of residence;
and agree to indemnify TimeExposure without limitation for any breach of these warranties.
17.1 You agree to fully indemnify TimeExposure and TimeExposure's officers, employees, agents and contractors in respect of any claim, liability, loss, damage, cost (including any legal cost) or expense which TimeExposure or any officer, employee, agent or contractor of TimeExposure may suffer or incur as a direct or indirect result of the negligent or wilful act or omission of you or any of your officers, employees, agents or contractors with regard to:
(a) use of this Service;
(b) Content displayed through the Site; or
(c) breach of these Conditions.
17.2 You acknowledge that TimeExposure may release your Content if required by law or subpoena or if it is necessary or appropriate to release to lawful authorities such information as may be required to address any unlawful or harmful activity.
17.3 You agree that damages may not be sufficient remedy for any breach of the Conditions by you and that TimeExposure is entitled to seek injunctive relief or specific performance (if appropriate) to remedy any breach or threatened breach in addition to any other remedies available at law or in equity.
19 CONDITIONS MAY CHANGE
TimeExposure reserves the right to update or modify these Terms and Conditions at any time without prior notice however Members will be advised of any pertinent changes applicable to their account terms, conditions, fees or charges.
These Conditions, the Site, and any transactions conducted by yourself on the Site are governed solely by the laws of the State of Western Australia in the Commonwealth of Australia.
21.1 A right relating to these Conditions may only be waived by TimeExposure in writing.
21.2 An obligation of TimeExposure under these Conditions will be suspended during the time and to the extent that TimeExposure is prevented from or delayed in complying with that obligation by any circumstance beyond the reasonable control of TimeExposure including without limitation, electrical interference or breakdown, computer or communications breakdown or malfunction, civil disturbance or commotion, strike, act of God, war, blockade, revolution, riot, earthquake, flood, storm, tempest or other
21.3 These Conditions form the entire agreement between you and TimeExposure and supercedes all other prior agreements, representations or displayed terms concerning the Service and the Conditions.
21.3 If any provision of these Conditions is held void, voidable, unenforceable or illegal, that provision will be severed, and the rest of these Conditions will have full force and effect.
21.4 Headings in these terms and conditions are for convenience only and have no effect in limiting or extending the language of the provisions to which they refer.