This End User License Agreement, including any supplemental terms and other terms and conditions notified to you by Inauro (collectively, the “EULA”) is between You and Inauro and governs Your use of Inauro software, including but not limited to Perspio™ and its applications.
Interpretation and definitions
- 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.
- For the purposes of this EULA:
Agreement means this EULA that forms the entire agreement between You and the Company regarding the use of the Application.
Application means the cloud-based or downloadable software program or application, provided by the Company and accessed from a computing device, named Perspio™.
Authorized User(s) means the individuals You authorize to access the Application, including Your employees or third parties that access the Application solely on Your behalf for Your internal operations.
Company (referred to as either “the company”, “Inauro”, “we”, “us” or “our” in this Agreement) refers to Inauro Pty Ltd ACN 648 996 258 trading as Inauro.
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 New South Wales, Australia or more generally Australia.
Device means any device that can access the application such as a computer, cellphone or a digital tablet.
Effective Date means the earlier of:
- the date You confirm your agreement to this Agreement; or
- the date You first start using the Application.
Personal Information has the meaning set out in the Privacy Act 1988 (Cth).
Third-party Goods means any goods of a third party provided to You in connection with Your use of 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 and Your mean 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.
Delivery and Acceptance
- The Application is deemed to be delivered and accepted by You on the Effective Date. You agree to be bound by the terms of this Agreement from the Effective Date. If You do not have the authority to enter into this Agreement or You do not agree with its terms, do not use the Application.
Scope of license
- The Company grants You a revocable, non-exclusive, non-transferable, limited license to use the Application strictly in accordance with the terms of this Agreement.
- The license that is granted to You by the Company is solely for Your internal use in accordance with, and for the term (if any), specified in any applicable agreement with the Company.
- You agree and acknowledge that by agreeing to this Agreement You will use the Application fairly and not for an improper purpose. You acknowledge that we may, in our sole discretion, determine the scope of Your fair use of the Application against the typical usage across its network of accounts. In the event that out of the ordinary usage is detected, we may contact You to discuss potential alternatives. In the event that any alternatives are not complied with, then this shall constitute a breach of this Agreement and we may, in addition to our other rights in this Agreement, terminate Your licence and/or this Agreement upon providing written notice.
- You agree and acknowledge that we may, from time to time, modify the Application, including (without limitation) by adding or removing features or functions (“Update”). Nothing in this Agreement prohibits us from implementing an Update, provided that the Update, in our reasonable opinion, does not materially reduce the functionality of the Application.
- In the event an Update is implemented by us, You agree and acknowledge that You may be required to subscribe to access those additional elements of the Application.
- Inauro and its licensors retain ownership in all intellectual property rights in and to the Inauro Content and Application and all underlying technology and associated documentation related thereto. You authorize Inauro to use any feedback and ideas You provide in connection with Your use of the Application for any purpose.
Limitations and Restrictions
- Unless expressly authorized by Inauro in writing or otherwise permitted under applicable law, You will not: (i) sell, resell, transfer, sublicense, or assign Your rights under this license (except as expressly provided herein); (ii) modify, adapt or create derivative works; (iii) reverse engineer, decompile, decrypt, disassemble or otherwise attempt to derive the source code; (iv) make the functionality available to third parties, whether as an application service provider, or on an outsourcing, membership or subscription, rental, service bureau, cloud service, managed or hosted service, or other similar basis; (v) remove, modify, or conceal any product identification, copyright, proprietary, intellectual property notices or other marks.
- Unless otherwise indicated, the Content of the Application has been created and provided by Inauro and is protected by copyright. All rights are reserved by Inauro.
- “Inauro”, the Inauro logo, and local language variants of the foregoing trademarks, and product names such as “Perspio” and their logo that appear on the Application (collectively, the “Inauro Marks”), are trademarks or registered trademarks of entities within Inauro. You may not use the Inauro Marks (alone or in combination with other words or illustrations) without prior written approval from an Inauro representative including in any press release, advertisement, or other promotional or marketing material or media, whether in written, oral, electronic, visual or any other form.
- Reference to other parties and their trademarks are for identification purposes only and do not indicate other parties endorse this website or any of its content. You may not use other parties’ trademarks without their consent.
Use by Authorized Users and sub-licensees
- You may allow Authorized Users to use the Application solely on Your behalf for Your internal operations. You are responsible for ensuring that Authorized Users comply with the terms of this Agreement and You are liable for any breach of the same by such Authorized Users. To the extent permitted by applicable law, You must ensure that third parties using the Application on Your behalf bring all claims related to the Application to You and waive all claims directly against Inauro related to those claims.
- If Inauro authorises you to sublicense Your rights under this license in accordance with clause 5.1, You are responsible for ensuring that all sub-licensees comply with the terms of this Agreement and You are liable for any breach of the same by such sub-licensees. To the extent permitted by applicable law, You must ensure that sub-licensees using the Application on Your behalf bring all claims related to the Application to You and waive all claims directly against Inauro related to those claims.
Third-party goods and services
- The Application may display, include or make available Third-party Services (including data, information, applications and other product services) or provide links to third-party websites or services.
- Inauro may also provide Third-party Goods to You to facilitate Your use of the Application.
- You acknowledge and agree that the Company shall not be responsible for any Third-party Services or Third-party Goods, including their accuracy, completeness, timeliness, validity, copyright compliance, legality, decency, quality, fitness for purpose 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 or Third-party Goods.
- You must comply with any applicable terms and conditions of Third-party Service and Third-party Goods providers notified to You when using the Application.
- Third-party Services, and links thereto, and Third-party Goods 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.
Term and termination
- This Agreement shall commence on the Effective Date and shall remain in effect until terminated by You or the Company. The Company may, in its sole discretion, at any time and for any or no reason, suspend or terminate this Agreement with or without prior notice.
- This Agreement will terminate immediately, without prior notice from the Company, if you fail to comply with any provision of this Agreement. You may also terminate this Agreement by deleting the Application and all copies thereof from your Devices.
- Upon termination of this Agreement, You shall cease all use of the Application and delete all copies of the Application from your Device.
- 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.
Use of the Application
- You will be responsible for, and will reimburse Inauro and its parents, subsidiaries, affiliates, officers, employees, agents, partners and licensors (if any) from, any claim or demand, including reasonable legal 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.
- The Application is provided to You “as is” and “as available”. 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 merchantability, 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.
- The exclusions and limitations set forth in this section shall be applied to the greatest extent enforceable under applicable law. Nothing in this Agreement shall affect Your rights at law.
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.
- To the maximum extent permitted by applicable law, in no event shall the Company or its suppliers 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 and waiver
- 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.
- Except as provided herein, the failure to exercise a right or to require performance of an obligation under this Agreement shall not affect 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.
Changes to this Agreement
- The Company reserves the right, at its sole discretion, to modify or replace this Agreement at any time. If a revision is material, we will provide at least 30 days’ notice prior to any new terms taking effect. What constitutes a material change will be determined at the sole discretion of the Company.
- 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.
- This Agreement will be governed by and interpreted in accordance with the laws of the State of New South Wales, Australia.
- 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.
If you have any questions about this Agreement, You can contact Us:
By email: email@example.com
By phone number: 1300 Inauro