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Master Service Agreement

These Terms of Use govern your use of our software application and online platform owned by Nettverk Pty Ltd. d/b/a Nettverk (“Nettverk,” “Company,” “We,” “Our”), which also includes all related widgets, tools, data, software, and other services provided by us (the “Services”).

This document, our Privacy Policy, and any other terms specifically referred to therein constitute a legally binding agreement (the “Agreement”) between you and the Company concerning your use of our Services. If you do not agree with these Terms, do not use Nettverk.

Acceptance of Terms of Use

These Terms of Use govern your use of our software application and online platform owned by Nettverk Pty Ltd. d/b/a Nettverk (“Nettverk,” “Company,” “We,” “Our”), which also includes all related widgets, tools, data, software, and other services provided by us (the “Services”).

This document, our Privacy Policy, and any other terms specifically referred to therein constitute a legally binding agreement (the “Agreement”) between you and the Company concerning your use of our Services. If you do not agree with these Terms, do not use Nettverk.

Changes of Terms of Use

These Terms of Use govern your use of our software application and online platform owned by Nettverk Pty Ltd. d/b/a Nettverk (“Nettverk,” “Company,” “We,” “Our”), which also includes all related widgets, tools, data, software, and other services provided by us (the “Services”).

This document, our Privacy Policy, and any other terms specifically referred to therein constitute a legally binding agreement (the “Agreement”) between you and the Company concerning your use of our Services. If you do not agree with these Terms, do not use Nettverk.

Your Nettverk Account

Access to the Services is only available to registered users who agree to these Terms of Use and our Privacy Policy.  You are solely responsible for maintaining the confidentiality and security of your login and account information, and you will remain responsible for all activity emanating from your account, whether or not you authorised such activity.

 We reserve the right to disallow, cancel, remove, or reassign certain usernames and permalinks in appropriate circumstances, as determined by us in our sole discretion. We may, with or without prior notice, suspend, terminate, and delete your account if activities occur on that account which, in our sole discretion, would or might constitute a violation of these Terms of Use or an infringement or violation of the rights of any third party, or of any applicable laws or regulations. You may terminate your account at any time through our Services.

License Grant & Restrictions

  • Subscription to the Service. Subject to the terms of this Agreement, Nettverk hereby grants to You a non-sublicensable, non-transferable, non-exclusive subscription for Your use of the Service by the number of Users (and/or up to the volume of Service Events) as specified in an associated Order Form, in accordance with the Documentation and solely for Your internal business purposes. User subscriptions are for designated Users and cannot be shared or used by more than one User but may be reassigned to new Users replacing former users who no longer require ongoing use of the Service. Nettverk and its licensors reserve all rights not expressly granted to You in this Agreement. You may allow Your Affiliates access and use of the Service. You are solely liable and responsible for Your Affiliates’ access and use of the Service and compliance with the terms and conditions of this Agreement.

  • Additional Use. Suppose You wish to add additional Users or increase the number of authorised Service Events (“Additional Use”). In that case, You should contact Nettverk, and Nettverk shall make the Service available for the Additional Use on the terms and conditions set forth in this Agreement. With respect to Additional Use: (i) the term of any additional Users’ access to the Service will be coterminous with the preexisting subscription term (either initial term or renewal term), and (ii) You will be responsible for any additional fees for any Additional Use exceeding the authorised number of Users or Service Events.

  • Restrictions. You shall not (i) license, sublicense, sell, resell, use as a service bureau, or otherwise use the Service for a third party’s benefit unless Nettverk has authorised such use; (ii) transfer, assign, distribute or otherwise commercially exploit or make the Service, Nettverk’s System or Content available to any third party not authorised by Nettverk; (iii) modify or make derivative works based upon the Service or the Content; (iv) create Internet “links” to the Service or “frame” or “mirror” any Content on any other server or wireless or Internet-based device; (v) reverse engineer or decompile the Service or Nettverk System; (vi) interfere with or make use of the Service in any manner not consistent with the Documentation, or (vii) access the Service for purposes of monitoring its availability, performance or functionality, or for any other benchmarking or competitive purposes. 

Your Responsibilities

You are responsible for all activity occurring under Your User accounts. You shall abide by all applicable local, state, national and foreign laws, treaties and regulations in connection with Your use of the Service, including those related to data privacy, international communications and the transmission of technical or personal data.

Intellectual Property Ownership

  1. Nettverk: Nettverk and its licensors own all rights, titles and interests, including all related Intellectual Property Rights, in and to the Nettverk System, the Content and the Service, and any suggestions, ideas, enhancement requests, feedback, recommendations or other information provided by You or any other party relating to the Service. The Nettverk name, the Nettverk logo, and the product names associated with the Service are trademarks of Nettverk or third parties.

  2. Customer: You retain all rights, titles and interests in and to the Customer Data. You grant Nettverk all necessary licenses and rights in and to Customer Data solely as necessary for Nettverk to provide the Service to You or as required by law. Nettverk will not knowingly use or access any Customer Data except as necessary to provide the Service or Support Services.

Subscription and Payment

  1. The Customer agrees to subscribe to the Product and pay the monthly subscription fee as specified on Nettverk’s website or in the order confirmation.
  2. The subscription fee will be automatically charged to the Customer’s provided payment method on a monthly basis.
  3. The Customer authorises the Provider to charge the subscription fee to the provided payment method automatically.
  4. The Customer acknowledges that failure to pay the subscription fee may result in suspending or terminating access to the Product.

Billing Cycle and Invoicing

  1. The billing cycle for the Product is monthly, starting from the date of the initial subscription.

  2. An electronic invoice or payment confirmation will be available for the Customers to download.

  3. If any changes to the subscription fee or billing terms are changed, the Provider will notify the Customer in advance.

Payment Method

  1. The Customer shall provide a valid payment method, such as a credit card, debit card, or other accepted payment method, for the automatic monthly charges.
  2. The Customer warrants that they are authorised to use the provided payment method and that the information provided is accurate and complete.
  3. The Customer shall promptly update the payment method details if there are any changes to ensure uninterrupted access to the Product. 

Refunds and Cancellations

  1. If a Refund is applicable, a standard Australian online subscription refund policy will be applied. 
  2. The Customer may cancel their subscription at any time by following the cancellation procedure provided by Nettverk.
  3. Cancellation requests must be submitted in writing 30 days in advance to avoid being charged for the subsequent billing cycle.

Copyright Infringement and the Digital Millennium Copyright Act (DMCA) Safe Harbor

We take the intellectual property rights of others seriously and require that users of Nettverk do the same. The Digital Millennium Copyright Act (DMCA) established a process for addressing claims of copyright infringement that we have implemented for our services. If you own a copyright or have the authority to act on behalf of a copyright owner and want to report a claim that a third party is infringing that material on or through Nettverk, please send a notice to our copyright agent that includes all of the items below, and we will expeditiously take appropriate action:

  1. A description of the copyrighted work that you claim is being infringed;

  2. A description of the material you claim is infringing and that you want to be removed or access to which you want disabled and the URL or other location of that material;

  3. Your address, telephone number, and email address;

  4. The following statement: “I have a good faith belief that the use of the copyrighted material I am complaining of is not authorised by the copyright owner, its agent, or the law (e.g., as a fair use)”;

  5. The following statement: “The information in this notice is accurate and, under penalty of perjury, I am the owner, or authorised to act on behalf of the owner, of the copyright or of an exclusive right that is allegedly infringed”; and

  6. An electronic or physical signature of the copyright owner or a person authorised to act on the owner’s behalf.

Our designated copyright agent to receive such claims can be reached at https://nettverk.io/contact-us/. In appropriate circumstances, we may disable or terminate the accounts of users who may be repeat infringers. This process does not limit our ability to pursue any other remedies we may have to address suspected infringement.

Data Protection, Privacy, and Cookies

All personal data that you provide to us in connection with your use of the Services is collected, stored, used, and disclosed by the Company in accordance with our Privacy Policy, which is in compliance with the California Consumer Privacy Act (CCPA) and the General Data Protection Regulation (GDPR). In addition, in common with most websites, we use cookies, location data, and other helpful information to help us understand how people are using the Services so that we can continue to improve the service we offer. The Privacy Policy, as may be updated by the Company from time to time in accordance with its terms, is hereby incorporated into these Terms of Use, and you hereby agree to the collection, use and disclosure practices set forth therein.

Third-Party Websites and Services

The Services may provide access to and/or integration with third-party websites, databases, networks, servers, information, software, programs, systems, directories, applications, products or services (hereinafter “External Services”).

 The Company does not have or maintain any control over External Services and is not and cannot be responsible for their content, operation or use. By linking or otherwise providing access to any External Services, the Company does not give any representation, warranty, or endorsement, express or implied, with respect to the legality, accuracy, quality or authenticity of content, information or services provided by such External Services.

External Services may have their own terms of use and/or privacy policy and may have different practices and requirements to those operated by the Company with respect to the Services. You are solely responsible for reviewing any terms of use, privacy policy, or other terms governing your use of these External Services, which you use at your own risk. You are advised to make reasonable inquiries and investigations before entering into any transaction, financial or otherwise, and whether online or offline, with any third party related to any External Services.

 You are solely responsible for taking the precautions necessary to protect yourself from fraud when using External Services and to protect your computer systems from viruses, worms, Trojan horses, and other harmful or destructive content and material that may be included on or may emanate from any External Services.

 The Company disclaims any and all responsibility or liability for any harm resulting from your use of External Services, and you hereby irrevocably waive any claim against the Company with respect to the content or operation of any External Services.

 

Disclaimer

THE SERVICES, INCLUDING, WITHOUT LIMITATION, THE WEBSITE, ONLINE PLATFORM AND ALL CONTENT AND SERVICES ACCESSED THROUGH OR VIA THE WEBSITE, ONLINE PLATFORM OR OTHERWISE, ARE PROVIDED “AS IS,” “AS AVAILABLE,” AND “WITH ALL FAULTS.” 

 YOU AGREE AND ACKNOWLEDGE THAT YOU ASSUME FULL, EXCLUSIVE, AND SOLE RESPONSIBILITY FOR THE USE OF AND RELIANCE ON THE SERVICES. YOU FURTHER AGREE AND ACKNOWLEDGE THAT YOUR USE OF OR RELIANCE ON THE SERVICES IS ENTIRELY AT YOUR OWN RISK. YOU FURTHER ACKNOWLEDGE THAT IT IS YOUR RESPONSIBILITY TO COMPLY WITH ALL APPLICABLE LAWS WHILE USING THE SERVICE.

 WHILE THE COMPANY USES REASONABLE ENDEAVOURS TO CORRECT ANY ERRORS OR OMISSIONS IN THE SERVICES AS SOON AS PRACTICABLE ONCE THEY HAVE BEEN BROUGHT TO THE COMPANY’S ATTENTION, THE COMPANY MAKES NO PROMISES, GUARANTEES, REPRESENTATIONS, OR WARRANTIES OF ANY KIND WHATSOEVER (EXPRESS OR IMPLIED) REGARDING THE SERVICES, OR ANY PART OR PARTS THEREOF, ANY CONTENT, OR ANY LINKED SERVICES OR OTHER EXTERNAL SERVICES. THE COMPANY DOES NOT WARRANT THAT YOUR USE OF THE SERVICES WILL BE ACCURATE OR RELIABLE, UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE, THAT DEFECTS WILL BE CORRECTED, OR THAT THE SERVICES OR ANY PART OR PARTS THEREOF, THE CONTENT, OR THE SERVERS ON WHICH THE SERVICES OPERATES ARE OR WILL BE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. THE COMPANY DOES NOT WARRANT THAT ANY TRANSMISSION OF CONTENT UPLOADED TO THE SERVICES WILL BE SECURE OR THAT ANY ELEMENTS OF THE SERVICES DESIGNED TO PREVENT UNAUTHORISED ACCESS, SHARING OR DOWNLOAD OF CONTENT WILL BE EFFECTIVE IN ANY AND ALL CASES AND DOES NOT WARRANT THAT YOUR USE OF THE SERVICES IS LAWFUL IN ANY PARTICULAR JURISDICTION.

THE COMPANY AND ITS SUBSIDIARIES, AFFILIATES, SUCCESSORS, AND ASSIGNS, AND THEIR RESPECTIVE EMPLOYEES, AGENTS, DIRECTORS, OFFICERS AND SHAREHOLDERS, SPECIFICALLY DISCLAIM ALL OF THE FOREGOING WARRANTIES AND ANY OTHER WARRANTIES NOT EXPRESSLY SET OUT HEREIN TO THE FULLEST EXTENT PERMITTED BY LAW, INCLUDING WITHOUT LIMITATION ANY EXPRESS OR IMPLIED WARRANTIES REGARDING NON-INFRINGEMENT, MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE.

 WHERE THE LAW OF ANY JURISDICTION LIMITS OR PROHIBITS THE DISCLAIMER OF IMPLIED OR OTHER WARRANTIES AS SET OUT ABOVE, THE ABOVE DISCLAIMERS SHALL NOT APPLY TO THE EXTENT THAT THE LAW OF SUCH JURISDICTION APPLIES TO THIS AGREEMENT.

Limitation of Liability

THE COMPANY’S AND ITS SUBSIDIARIES, AFFILIATES, SUCCESSORS, AND ASSIGNS, AND THEIR RESPECTIVE EMPLOYEES, AGENTS, DIRECTORS, OFFICERS AND SHAREHOLDERS, LIABILITY TO YOU IS LIMITED. TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT SHALL THE COMPANY BE LIABLE FOR DAMAGES OF ANY KIND (INCLUDING, BUT NOT LIMITED TO, DIRECT, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, LOST PROFITS, LOST DATA, LOSS OF GOODWILL OR BUSINESS REPUTATION, ANY COST TO PROCURE SUBSTITUTE GOODS OR SERVICES, OR ANY INTANGIBLE LOSS, REGARDLESS OF THE FORESEEABILITY OF THOSE DAMAGES) ARISING OUT OF OR IN CONNECTION WITH YOUR USE OF THE WEBSITE, OR ANY OTHER SERVICES PROVIDED TO YOU BY THE COMPANY.

This limitation shall apply regardless of whether the damages arise from a breach of contract, tort, any form of error, or breakdown in the function of the service or any other legal theory or form of action.

 ALTHOUGH NOT AN EXHAUSTIVE LIST AND WITHOUT LIMITING THE FOREGOING, THE COMPANY AND ITS SUBSIDIARIES, AFFILIATES, SUCCESSORS, AND ASSIGNS, AND THEIR RESPECTIVE EMPLOYEES, AGENTS, DIRECTORS, OFFICERS AND SHAREHOLDERS, SHALL HAVE NO LIABILITY FOR:

1. ANY LOSS OR DAMAGE ARISING FROM:

(A) YOUR RELIANCE ON THE CONTENT OF THE SERVICES, INCLUDING, WITHOUT LIMITATION, CONTENT ORIGINATING FROM THIRD PARTIES OR FROM ANY COMMUNICATION WITH THE SERVICES;

(B) YOUR INABILITY TO ACCESS OR USE THE SERVICES OR ANY PART OR PARTS THEREOF, INCLUDING DELETION OR CORRUPTION OF, OR FAILURE TO STORE, ANY CONTENT AND OTHER DATA MAINTAINED OR TRANSMITTED BY OR THROUGH YOUR USE OF THE SERVICE, OR YOUR ABILITY TO ACCESS ANY CONTENT OR ANY EXTERNAL SERVICES VIA THE SERVICES;

(C) ANY CHANGES THAT THE COMPANY MAY MAKE TO THE SERVICES OR ANY PART THEREOF, OR ANY TEMPORARY OR PERMANENT SUSPENSION OR CESSATION OF ACCESS TO THE SERVICES OR ANY CONTENT IN OR FROM ANY OR ALL TERRITORIES;

 (D) ANY ACTION TAKEN AGAINST YOU BY THIRD-PARTY RIGHTS HOLDERS WITH RESPECT TO ANY ALLEGED INFRINGEMENT OF SUCH THIRD PARTY’S RIGHTS RELATING TO YOUR CONTENT OR YOUR USE OF THE SERVICES, OR ANY ACTION TAKEN AS PART OF AN INVESTIGATION BY THE COMPANY OR ANY RELEVANT LAW ENFORCEMENT AUTHORITY REGARDING YOUR USE OF THE SERVICES;

(E) ANY ERRORS OR OMISSIONS IN THE SERVICES ’ TECHNICAL OPERATION OR FROM ANY INACCURACY OR DEFECT IN ANY CONTENT OR ANY INFORMATION RELATING TO CONTENT;

(F) YOUR FAILURE TO PROVIDE THE COMPANY WITH ACCURATE OR COMPLETE INFORMATION OR YOUR FAILURE TO KEEP YOUR ACCOUNT LOGIN INFORMATION SUITABLY CONFIDENTIAL;

(G) ANY LOSS OR DAMAGE TO ANY COMPUTER HARDWARE OR SOFTWARE, ANY LOSS OF DATA, OR ANY LOSS OR DAMAGE FROM ANY SECURITY BREACH; 

 

(H) ANY LOSS OF PROFITS, INCLUDING THOSE CAUSED BY YOUR RELIANCE ON THE SERVICES, OR ANY LOSS YOU SUFFER, WHETHER OR NOT IT IS FORESEEABLE. 

ANY CLAIM OR CAUSE OF ACTION ARISING OUT OF OR RELATED TO YOUR USE OF THE SERVICES MUST BE NOTIFIED TO THE COMPANY AS SOON AS POSSIBLE.

APPLICABLE LAW MAY NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATIONS OR EXCLUSIONS MAY NOT APPLY TO YOU. IN SUCH CASES, YOU ACKNOWLEDGE AND AGREE THAT SUCH LIMITATIONS AND EXCLUSIONS REFLECT A REASONABLE AND FAIR ALLOCATION OF RISK BETWEEN YOU AND THE COMPANY AND ARE FUNDAMENTAL ELEMENTS OF THE BARGAIN BETWEEN YOU AND THE COMPANY AND THAT THE COMPANY’S LIABILITY WILL BE LIMITED ENTIRELY, TO THE MAXIMUM EXTENT PERMITTED BY LAW. 

 

Indemnification

You hereby agree to indemnify, defend and hold harmless the Company, its successors, assigns, affiliates, agents, directors, officers, employees, and shareholders from and against any and all claims, obligations, damages, losses, expenses, and costs, including reasonable attorneys’ fees, resulting from:

(i) any violation by you of these Terms of Use; or 

(ii) any activity related to your account, be it by you or any other person accessing it with or without your consent.

Term and Termination

This Agreement commences on the date you first accept it and continues until all subscriptions hereunder have expired or terminated.

The term of each subscription shall be as specified in the applicable Order Form. Except as otherwise specified in an Order Form, subscriptions will automatically renew for additional periods equal to the expiring subscription term or one year (whichever is shorter) unless either party gives the other notice of non-renewal at least 30 days before the end of the relevant subscription term. The per-unit pricing during any automatic renewal term will be the same as that during the immediately prior term unless we have given you written notice of a pricing increase at least 60 days before the end of that prior term, in which case the pricing increase will be effective upon renewal and thereafter.

A party may terminate this Agreement for cause (i) upon 30 days written notice to the other party of a material breach if such breach remains uncured at the expiration of such period, or (ii) if the other party becomes the subject of a petition in bankruptcy or any other proceeding relating to insolvency, receivership, liquidation or assignment for the benefit of creditors.

At any time before the termination of the agreement, you may export your data out of Salesforce. we do not directly provide the means of this data; you must use Salesforce export tools. If there is information that cannot be exported out of Salesforce, we cannot provide it to you.

Unless specified in this Agreement, all notices, permissions, and approvals hereunder shall be in writing. They shall be deemed to have been given upon: (i) personal delivery, (ii) the second business day after mailing, (iii) the second business day after sending by confirmed facsimile, or (iv) the first business day after sending by email (provided email shall not be sufficient for notices of an indemnifiable claim). Billing-related notices to you shall be addressed to the relevant billing contact designated by you. All other notices to you shall be addressed to the relevant Services system administrator designated by you.

Complete Agreement

These Terms constitute the entire agreement between you and Nettverk with respect to the use of the Nettverk Site and Content. Your use of the Nettverk Services is also subject to the Nettverk Privacy Policy. Suppose any provision of these Terms is invalid by any court with competent jurisdiction. In that case, the invalidity of such provision shall not affect the validity of the remaining provisions, which shall remain in full force and effect. No waiver of these Terms shall be deemed a further or continuing waiver of such term or condition or any other term or condition.

Contact us

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