Terms & Conditions
User - Terms & Conditions
C3X offers an array of digital solutions and general services, including, but not limited to, products, Services (apps), software, content, subscriptions, Software as a Service (SaaS), and various professional and general services tailored to meet the diverse needs of our users (collectively referred to as "Services"). These Services, whether delivered digitally or through more traditional means, are designed to cater to a broad spectrum of requirements and may be owned, operated, licensed, and/or resold by C3X. Access to and use of any Services provided by C3X are subject to the following terms and conditions (the "Terms"). By using, browsing and/or reading any of our Services 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 Services immediately.
1. Acceptance of the Terms
a. You accept C3X Terms. You may also accept the Terms by clicking to accept or agree to the Terms where this option is made available to you by C3X in the user interface.
b. The act of engaging C3X for Services, making any payment, accepting a subscription plan, quote, invoice, proposal, item in online cart, or issuing a Purchase Order to C3X, and/or providing verbal and/or written instructions to proceed constitutes the User's acknowledgment and acceptance of C3X's terms and conditions. This ensures that any form of engagement or transaction with C3X implies the User's agreement to abide by the established terms governing the provision of Services.
2. Order
a. User must ensure the accuracy and reliability of all information and documentation submitted in relation to an order. C3X relies on this information to provide high-quality services, and inaccuracies can lead to service delivery issues
b. In the event of users issuing a Purchase Order (PO) to C3X, it is understood and agreed that such issuance is subject to, and constitutes acceptance of, C3X's terms and conditions. These terms apply to all transactions, including but not limited to services, products, subscriptions, and professional engagements offered by C3X. The terms outlined by C3X supersede any conflicting or additional terms contained in any Purchase Order, unless C3X expressly agrees in writing by an authorized representative of C3X.
c. C3X reserves the right to amend orders as needed to comply with regulatory, legal requirements, or licensing terms set forth by governing agencies. Such modifications are aimed at ensuring the lawful and effective provision of services.
d. C3X exercises full discretion in accepting, rejecting, or requesting changes to any orders or modifications proposed by the User. This ensures that C3X maintains service quality, legal compliance, and operational feasibility.
3. Service Activation
a. For the purposes of clarity and consistency across all types of engagements with C3X — encompassing software subscriptions, professional services, and community memberships — the term "Service Activation" shall be used to denote the commencement of any and all services, subscriptions, or memberships provided by C3X.
b. This term is chosen to accurately represent the beginning of any form of engagement between the User and C3X, capturing the initiation of product, app, software use, service provision, joining C3X community, or membership benefits.
c. By proceeding with Service Activation, the User explicitly agrees to comply with C3X's terms and conditions, privacy policy, and any other relevant agreements or policies governing the use of the specific service, subscription, or membership being activated.
d. Users must acknowledge the risk of potential service disruptions to unforeseen circumstances and therefore relieves C3X from liability for such interruptions.
e. Users are responsible for data accuracy and compliance with all laws while using C3X services
f. The term "Service Activation" is designed to encompass a broad spectrum of engagements, ensuring its applicability whether the User is engaging with digital services, entering a professional service agreement, or joining as a User, and/or C3X community. It provides a unified reference point for the onset of your obligations, benefits, and responsibilities under the agreed terms.
4. Your Responsibility
User acknowledges and accepts that it is the User’s sole responsibility to ensure that:
a. The facilities and functions of the app, products, software and/or Services meet the User’s requirements
b. The Services are appropriate for the specific circumstance of the User and are within the laws and regulations of the User’s jurisdiction
c. All information you provide is will always be accurate, correct and up to date
d. You will use the Services only for purposes that are permitted by:
i. C3X Terms; and
ii. any applicable law, regulation or generally accepted practices or guidelines in the relevant jurisdictions
e. You have the sole responsibility for protecting the confidentiality of your password and/or email address. Use of your password by any other person may result in the immediate cancellation of the Services
f. Any use of your registration information by any other person, or third parties, is strictly prohibited. You agree to immediately notify C3X of any unauthorised use of your password or email address or any breach of security of which you have become aware
g. Access and use of Services is limited, non-transferable and allows for the sole use of the Services by you for the purposes of C3X providing the Services;
h. You will not use the Services in connection with any commercial endeavours except those that are specifically endorsed or approved by the management of C3X;
i. You will not use the Services for any illegal and/or unauthorised use which includes collecting email addresses of Members by electronic or other means for the purpose of sending unsolicited email or unauthorised framing of or linking to the Services;
j. You agree that commercial advertisements, affiliate links, and other forms of solicitation may be removed from the Services without notice and may result in termination of the Services. Appropriate legal action will be taken by C3X for any illegal or unauthorised use of the Services; and
k. You acknowledge and agree that any automated use its Services is prohibited.
5. Registration to Use
a. C3X may require you to register for an account through Apps, Software and/or Website
b. 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 and/or entity.
c. Once you have completed the registration process, you may be registered User of our Services and agree to be bound by the Terms.
d. 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 C3X; 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.
6. Subscription
a. In order to access and use our Subscription Services, you must first purchase a subscription and pay the applicable fee for the selected Subscription (Subscription Fee).
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. Once you have purchased the Subscription, you maybe then be required to register for an account through the Digital Product before you can access your 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 and company details
e. You warrant that any information you give to C3X 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 and agree to be bound by the Terms. As a User you will be granted access to the Services from the time you have completed the registration process until the subscription expiry date (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 C3X; 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.
7. Pricing and Subscription Fees
a. Subscription Fees: C3X sets and may change the prices for its digital products and services. These changes reflect the value and features offered to you, including but not limited to usage fees, number of users, access and/or usage of certain features, functions or resources within the app/software. You may be charged various fees, including for subscription, setup, usage beyond your plan, upgrading, extra support and maintenance, and early cancellation. We'll notify you of any fee changes.
b. Professional Services Fees: Fees for professional services will depend on the work's nature and scope. This can include hourly rates, project fees, retainer fees, expenses, travel & disbursements, and others. Additional charges may apply for services outside the initial agreement, including hourly rates for extra work, travel expenses, non business day fees, and other service-related costs.
c. Additional Service Fees: C3X prides itself on delivering top-quality services. To ensure we can continue to offer this level of service, certain services and expenses are not included in our standard fees. These will be billed additionally:
i. Hourly Rates for Extra Services: Services outside our standard scope are billed starting at $250 per hour plus GST per person. Complexity and specific requirements may affect rates. Non business hours incur 150% additional charge.
ii. Travel Expenses: You'll be responsible for covering all travel costs related to the services. This includes, but isn't limited to, labour for travel time at $250 per hour plus GST, accommodations, transportation, meals, and a 15% administration fee for travel logistics.
iii. Shipping and Transport Costs: Any shipping or transport required will incur additional charges to cover logistics and handling.
iv. Other Service-Related Charges: Additional fees may apply for:
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On-site services like meetings and inspections.
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Adjusting, servicing, or moving equipment.
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Creative and technical production tasks.
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Data hosting and transfers.
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Managing additional service needs such as insurance and compliance.
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Permits, permissions to install, site rental fees.
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Costs for special licenses and training.
8. Service Provision
a. Timing: We aim to deliver services on time but can't guarantee exact timing due to various factors beyond our control. C3X has the sole discretion to deem it unsafe or impractical to provide the Services due to adverse weather or environmental conditions. Timing for the delivery of Services is not critical, and C3X is not liable for any delays or failures in providing the Services, regardless of the reason.
b. Service Availability: Services may be unavailable during maintenance or due to factors beyond our control including but not limited to site access, network connection, laws, permissions, and/or 3rd parties. We aim for uninterrupted service but can't guarantee it will be error-free.
9. Pricing and Fees Changes
a. Price and fee changes: C3X may adjust its fees, subscriptions, pricing, and expenses at its sole discretion.
b. Notification: We'll publish and/or let you know if there are any changes to fees or new fees, using our website, app, emails, or other official channels.
c. CPI Adjustments: We may also increase service fees twice (2) a year and will notify you 30 days in advance. Any changes would be tied to the latest Consumer Price Index (CPI) in Australia.
d. Rescheduling: Should rescheduling or delays by user jeopardize the initial agreed job start or completion timeline, C3X has the right to vary and/or charge the full original service fee for upfront payment, along with any extra fees and expenses incurred.
10. Payment Terms
a. Subscription Payments: Fees are billed in advance and must be paid at the start of each subscription period. Subscriptions renew automatically unless cancelled 30 days before renewal.
b. Professional Services: Payments for project-based work are due as specified in our invoices. Late payment may result in suspended services and additional fees.
c. Payment Methods: We accept various payment methods. You're responsible for any transaction fees. Incorrect billing claims must be made within 30 days.
11. Cancellation and Early Termination
a. Notice by Users:
i. Subscription Plans: 30-day’s notice
ii. Professional Services: 60-day’s notice
b. Subscription and/or Commitment Period: By subscribing, you agree to a minimum subscription and/or commitment period. Cancellation requests must be in writing or cancelled via any cancellation options online interfaces (app and website) and will take effect at the end of the current billing cycle or commitment period, whichever is later.
c. Fees and Expenses: If you decide to cancel, be aware that you'll be responsible for the fees in full, the full cost of materials, and any third-party expenses related to the project.
d. Early Termination Fees: If you terminate early, you'll be charged for the remainder of your commitment period in full.
e. No refunds: We do not offer refunds for any services, including app or software subscriptions. You can cancel anytime, but no refunds will be given for partially used periods. All payments are final and non-refundable, regardless of service usage or changes in circumstances, and/or changes in services.
f. Credits: In cases where the fees for professional services or projects provided by C3X are reduced due to cancellation or rescheduling, and/or you've already paid more than the new, lower fee, C3X may give you a credit for the difference (the "Reduction"). However, if any discounts were initially applied to your fee, issuing this credit will cancel out those discounts. This means you'll need to cover the amount that was discounted originally, and we'll adjust the credit accordingly to reflect the full, original fee without discounts. You have 12 months from the original order or payment date to use any credits issued Please note, this credit policy applies only to professional services and projects, not to software, apps, or SaaS subscriptions, as it at C3X’s sole discretion.
g. No Offset: You can't offset any amounts you owe us against any claims you may have against us.
h. Content License: By using our services, you grant C3X a perpetual license to use your content for business purposes, which continues even if you stop using our services.
i. Compliance with Payment Terms: Timely payment is essential. Late payments may incur fees or interest, and services may be suspended or terminated for non-payment.
j. General: C3X has the right to end our agreement, cancel your membership, account, and/or services at any time without prior notice, under the following circumstances:
i. If you fail to comply with any part of our terms or show intent to do so.
ii. If legal requirements compel us to terminate the services.
iii. If continuing our services to you becomes unfeasible for business reasons, in our judgment.
iv. If your actions breach any of our terms, applicable laws, harm our reputation, or infringe on someone else's rights.
v. All C3X terms apply in full.
12. Service Installations
a. The User is responsible for any damage or theft of C3X's equipment or property installed at locations other than C3X's premises, if caused by the User, their employees, contractors, or 3rd parties.
b. The User is prohibited from moving or tampering with C3X's equipment or property.
c. Additional charges will incur for services requiring special access, work at heights, equipment hire, or negotiations with property managers. The User will bear all related C3X costs, including labour and maintenance.
d. Requests to move or relocate C3X equipment must be submitted in writing to C3X, detailing the requirements. C3X may charge for such services based on current rates.
e. Equipment or property installed by C3X remains its property, with C3X entitled to register a security interest over it.
13. Payment
a. App/Software & Subscription Fees
i. Subscription Fees: We require subscription fees for our software services to be paid upfront. Whether you opt for a monthly or yearly payment plan, the choice is yours during the subscription process. Alternatively, C3X may specify the billing cycle.
ii. Automatic Renewal: Your subscription will renew automatically at the end of each billing period. We'll charge the payment method you've set up unless you cancel the subscription 30 days before the renewal date.
iii.Late Payment: If payment is delayed, we may suspend your access to our services. Additionally, we might add a late fee to the overdue amount at our discretion.
b. Professional Services Fees
i. Invoicing: We may bill you through an invoice for professional services. We expect full payment for any invoice before its due date or within 30 days of issue date whichever is earlier.
ii. Project Milestones: For certain projects, we might invoice you in advance based on specific milestones. Payment for each milestone invoice is due by the date C3X specifies.
iii. Late Payment: Not meeting the payment deadline for professional services could lead to a pause in the provided services, additional expenses and/or late payment fees at discretion of C3X.
14. Payment Default & Late Payment
a. Interest and Costs on Late Payments: If payments are delayed, we apply a 3.5% monthly interest on the overdue balance or the maximum allowed by law, accruing daily until fully paid. You're also liable for any costs we incur to collect late payments, including legal fees and collection agency charges.
b. Responsibility for Failed Payments: Should your payment attempt fail, you are responsible for any resulting banking fees and charges.
c. Costs for Recovering Overdue Payments: You're obligated to cover all costs we face in recovering overdue payments. This includes, but is not limited to, collection agency fees, legal and court expenses, particularly if:
i. Payment deadlines are missed or there's an inability to pay due debts.
ii. Bankruptcy occurs, or control over your assets changes hands.
iii. For companies, processes like winding up, liquidation, or administration begin.
iv. Similar distressing financial events occur.
d. Default:
i. Service Termination and Payment Demand: We may terminate services or orders without notice, and all your pending payments to C3X will become immediately due.
ii. Equipment Retrieval: C3X has the right to reclaim any equipment provided. You must allow us prompt access to your premises for equipment retrieval, without prior notice or liability on our part.
iii. Product Repossession and Sale Proceeds: In case of default, C3X can enter premises to take back products without notice. If you sell any products while owing us, you must keep the sale proceeds separate, not mixed with other funds, and held in trust for C3X, even if funds are mixed.
15. Payment Methods & Billing
a. Accepted Payment Methods: You can pay for our services using various methods including Stripe, PayPal, credit cards, Electronic Funds Transfer (EFT), WIX Payment, Direct Debit, or any other method C3X chooses. We follow the terms set by both the payment providers and C3X, in favour of C3X, which we may update as needed.
b. Payment Fees: Users are responsible for any transaction or merchant fees associated with your chosen payment method, in addition to C3X fees and pricing.
c. Billing: If the user believes that C3X has billed the user incorrectly, the user must contact C3X no later than 30 days after the closing date on the first billing statement in which the error or problem appeared, in order to receive an adjustment or credit. Billing inquiries should be directed to C3X’s support team support@c3x.com.au
16. Copyright and Intellectual Property
a. Ownership and Copyright: C3X owns or controls all copyright and intellectual property rights in our services and related products, protected under Australian law and international treaties. This includes but is not limited to text, graphics, logos, and interactive features. All rights are reserved by C3X or its content contributors.
b. User License: As a user, you’re granted a temporary, non-exclusive, royalty-free license to:
i.Use C3X services according to our terms.
ii.Store service materials in your device's cache.
c. Limitations
i. No rights beyond those specified are granted to you. C3X retains all rights, title, and interest in the services. Your use does not transfer any intellectual property rights to you.
ii. Without C3X's and any applicable rights owners' written permission, you may not broadcast, distribute, or alter the services or any content for public or commercial purposes, except as permitted by these terms.
d. Content Use and License to C3X
i. By supplying, using, submitting, or displaying content on C3X services, you grant C3X a perpetual, irrevocable, worldwide, royalty-free license to use, modify, and display such content for any purpose, including promotional and commercial. This license extends beyond the termination of these terms or your account, without compensation to you.
17. Warranty and Disclaimer
a. Statutory Rights: Nothing in these Terms shall limit or exclude any guarantees, warranties, representations, or conditions implied or imposed by law, including any liability under them which, by law, cannot be limited or excluded.
b. Limitations of Liability: Subject to the aforementioned statutory rights under applicable law, all terms, guarantees, warranties, representations, or conditions not explicitly stated in these Terms are hereby excluded to the fullest extent permissible by law. b. C3X shall not be liable for any special, indirect, or consequential loss or damage, loss of profit or opportunity, or damage to goodwill arising out of or in connection with the Services, including but not limited to service interruption, loss due to delay, or inability to use the Services, whether based on breach of warranty, contract, tort (including negligence), equity, statute, or any other legal theory, and whether or not C3X has been informed of the possibility of such damage.
c. Service Operation:
i.C3X does not warrant that the operation of the Services (including any app, software, or third-party components integrated into the Services) will be uninterrupted or error-free.
ii.The use of the Services is at the User’s sole risk. The Services are provided on an "as is" and "as available" basis without warranties of any kind, either express or implied, including, but not limited to, the implied warranties of merchantability, fitness for a particular purpose, or non-infringement.
d. User Material: By providing C3X with any information, designs, or materials ("User Material"), the User represents and warrants that:
i.The User has the legal right and authority to provide the User Material to C3X.
ii.The provision of the User Material to C3X does not violate any applicable laws, regulations, or rights of third parties, including any intellectual property rights.
iii.The User Material is accurate, complete, and not misleading, and does not contain any false information or misrepresentations.
18. Damage Waiver Cover
a. What's Covered: If you've opted and paid for a Damage Waiver Protection fee cover when hiring and/or subscribing equipment from C3X and it gets damaged, we won't charge you for the damage. You'll only need to pay an excess fee, which will be the higher amount between $1,000 or 20% of the equipment's replacement cost.
b. Repair or Replacement Decision: C3X will decide, at our sole discretion, whether item requires repair or replacement if the damaged equipment based on what's best for maintaining our standards and the integrity of the equipment.
c. Conditions for Waiver Application: The Damage Waiver applies only if you can show that the damage was not caused by,
i.Equipment loss or disappearance.
ii.Theft.
iii.Misuse, abuse, or overloading.
iv.Unauthorized use or misappropriation.
v.Violating this Agreement's terms.
vi.Illegal or improper use.
vii.Electrical malfunction damage.
viii.Situations where you've already accepted liability.
ix.Your negligent, reckless, or intentional actions.
x.Equipment tampering or unauthorized movement by you or others.
19. Limitation of Liability
a. C3X 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 be the lesser of and not exceed the resupply of the Services to you or otherwise must not exceed the fees paid to C3X under this agreement in the 12 months prior to the act that gave rise to the liability, in each case, whether or not C3X has been advised of the possibility of damages.
b. You expressly understand and agree that C3X, 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.
c. C3X may hold insurances for its business or operations, and maybe subject to change at C3X sole discretion. Should the User request specific or additional insurance coverage, premium uplift fees maybe be charged to the User on a per-project basis at C3X's sole discretion. These charges can be provided on request and will be subject to confirmation by C3X with our insurers.
20. Indemnity
You agree to indemnify C3X, its affiliates, employees, agents, contributors, third party content providers and licensors, contractors and suppliers, 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 Services or attempts to do so; and/or
c. Any breach of the Terms.
21. Dispute Resolution
a. Initial Steps
i. Mandatory Process: If dispute arises, you may not commence any Tribunal or Court Proceedings in relation to the dispute, unless the following terms have been complied with (except when seeking urgent legal relief).
ii. Confidentiality: Discussions aimed at resolving the dispute must remain confidential and are conducted under the principle of without prejudice.
b. Notification
i. Reporting a Dispute: If you have a dispute under these Terms, you need to formally notify us, detailing the issue, what you wish to achieve, and how you believe the dispute should be resolved.
c. Attempt to Resolve
i. Negotiation Period: Upon receiving your notice, both parties have 30 days to try resolving the dispute through negotiation or another mutually agreed method.
ii. Mediation: If the dispute is unresolved after 30 days, the Parties must both agree to select a mediator together or have one appointed by an authoritative body, chosen by C3X. Mediation costs are shared, but each party covers their own associated costs. The mediation location is Melbourne, Victoria, Australia.
iii. Fees and Charges During Dispute: C3X may continue to charge for any services used or subscriptions active during the dispute period, with no obligations for refunds or credits for these charges.
d. Conclusion of Mediation
i. Ending Mediation: If mediation hasn't resolved the dispute within 30 days, C3X can decide to end it. Following unsuccessful mediation, C3X may proceed with legal actions and proceedings related to the dispute.
22. User Content License
a. Under this Agreement, the User provides C3X, along with its affiliated companies, third-party partners, and subcontractors, a flexible, non-exclusive, non-transferable (except where permitted by this Agreement), and non-sublicensable (except as allowed under this Agreement) royalty-free license.
b. This license extends throughout the Subscription Period and beyond. It authorizes C3X to host, reproduce, modify, process, publicly display, distribute, and develop derivative works from the User Content.
c. The scope of this license is not only to facilitate the provision of Services to the User but also grants C3X the discretion to use the content for its own business purposes, including but not limited to, marketing, product development, and data analysis. This broadened usage right ensures C3X maximizes the potential Services of User Content to enhance its services, offerings, and operational strategies, all within the bounds of this Agreement
23. API Usage Terms
a. Access and Authorization: Only approved users may access C3X's APIs. To gain access, users must undergo a formal application process, detailing their intended API use. Approval depends on compatibility with C3X's standards and objectives.
b. Application Process: Users apply for API access, with C3X reserving approval rights based on operational and security criteria.
i. Compliance: API access requires adherence to C3X's terms, emphasizing data use restrictions, security protocols, and API functionality limitations.
ii. Revocation of Access: API access is a privilege that C3X can revoke for any misuse or breach of terms.
iii. Data Security: Users must ensure data accessed via APIs is secure and their API use complies with relevant data protection laws.
iv. Monitoring: C3X monitors API use, with potential penalties for non-compliance, including access termination and legal liabilities.
c. Usage Guidelines
i. Limits: C3X may set API usage limits to maintain system integrity, at any time.
ii. Prohibited Actions: Users must not compromise system security, attempt to uncover source code, or violate laws and third-party rights.
iii. Updates and Support: C3X can modify or discontinue API features without liability for disruptions.
iv. Liability: Users bear responsibility for all API use.
d. Integrations
i. Third-party Services: API integrations may depend on external services, which, if altered or discontinued, may affect C3X features. C3X may attempt to adapt but reserves the right to end integrations if burdensome, at no liability to C3X.
ii. Continued Obligations: Your obligations, including payments, remain regardless of the availability of specific integration features.
24. Third Parties
a. C3X, its employees, contractors and its licensors shall have no liability, obligation or responsibility for any data exchange, correspondence, or interaction between You and any third-party in relation to the Service.
b. C3X does not endorse any sites on the Internet, products or tools that are linked through our app, website or Service.
c. C3X may provides these links to You only as a matter of convenience, and in no event shall C3X or its licensors be responsible for any content, products, or other materials on or available from such sites or for any loss or damage that may arise from Your use of them.
d. C3X provides the Service to You pursuant to the terms and conditions of this Agreement.
e. You agree that certain third-party providers of ancillary software, hardware or services may require Your agreement to additional or different license or other terms prior to Your use of or access to such software, hardware or services.
f. No agency, partnership, joint venture, or employment is created as a result of this Agreement and the User does not have any authority of any kind to bind C3X in any respect whatsoever. In any action or proceeding to enforce rights under this Agreement, the prevailing party will be entitled to recover costs and legal fees.
g. While C3X may facilitate these integrations, it does not endorse or assess the third-party services. The responsibility for evaluating the compatibility, quality, and suitability of these third-party services rests with the User.
h. If user and/or C3X integrates a third-party service for the User, either by User's choice or at their request, the User confirms they hold the necessary rights and licenses for its use alongside C3X services. Although C3X may facilitate fee collection for third-party services and pass these fees directly to the third party, C3X assumes no liability for the performance or quality of third-party services.
i. Third-party services may encompass various offerings, including licenses, software, or hardware, or any services involved in delivering C3X's services or those chosen by the User. They are provided "as is," with the User's usage governed by agreements directly with the third-party providers. Users are encouraged to review these third-party terms and policies carefully. Importantly, C3X is not accountable for any financial transactions or obligations between the User and third parties facilitated through the services
25. Subcontracting
a. C3X retains the authority to subcontract any aspect of the services to suitably qualified individuals or entities, under any terms C3X deems appropriate. This ensures flexibility and efficiency in delivering high-quality services.
b. C3X is authorized to allow third parties, subcontractors, or companies providing services to C3X to exercise any rights granted to C3X by the User under this Agreement. This provision is designed to facilitate seamless service delivery and operational excellence.
26. Consents, Permissions, and Approvals
a. The User is responsible for securing all necessary consents, permissions, and approvals required by law, regulatory authorities, or any landowners, lessees, companies, individuals, and occupants relevant to the execution of the Services as outlined in any Order. This includes, but is not limited to, obtaining permissions for the capture and use of imagery or data of properties, for access and/or installation of any equipment as needed for C3X to deliver the Services, unless a different arrangement is explicitly agreed upon in writing by C3X.
b. Failure to obtain any consent, permission, or approval obligates the User to bear all fees, cancellation fees mentioned and any additional charges. C3X shall bear no responsibility for costs incurred due to alterations or the need for new consents or permissions.
27. Data Archiving and Access Policy
a. Archiving Practices: C3X will may archive data at any time without no to C3X. The accessibility period for archived data is determined by C3X at its sole discretion, reflecting our operational requirements, services, fees and regulatory obligations.
b. User Access: Users may request access to their archived data, subject to C3X’s verification and data retrieval policies, and fees may apply. While we strive to maintain data integrity, we cannot assure the preservation of data in its original condition indefinitely.
d. Data Deletion: C3X retains the sole discretion to delete data and archived data in line with our data retention policy and/or operational needs, without any obligation to notify users.
28. Personal Property Security Act (PPSA)
a. The User recognizes that the terms and conditions outlined herein serve as a security agreement for the purposes of the PPSA, establishing a security interest in favour of C3X over all goods supplied to the User, both currently owned and acquired in the future, including equipment or property provided as part of any Installation Services.
b. It is mutually agreed between C3X and the User that the provisions within sections 130(1)(a) and 143 of the PPSA shall not be applicable to this agreement.
c. The User voluntarily relinquishes any rights it might hold as a debtor under specific sections of the PPSA, namely sections 92, 93, 94, 95, 97, 118, 121, 132, 135, 137, 140, and 142, ensuring a streamlined process for C3X to enforce its security interests if necessary.
d. Additionally, the User acknowledges that C3X may possess rights beyond those specified in Chapter 4 of the PPSA, and agrees that such rights shall remain effective and enforceable alongside the provisions of this agreement.
29. Occupational Health and Safety
a. The User must maintain a safe and healthy environment (physical site – where C3X is delivering services) for all C3X employees, contractors, and suppliers working under this Agreement, in line with applicable health and safety laws and regulations
b. User responsibilities include but not limited to:
c. Identifying and mitigating risks prior to work commencement.
d. Informing C3X personnel of potential hazards and emergency procedures upon arrival.
e. Keeping the work site free from dangerous conditions.
f. Ensuring all necessary safety orientations are conducted or training related to the site.
g. If the work environment is deemed unsafe, C3X may remove its personnel without penalty and additional fees apply. The User is liable for any injuries or damages resulting from an unsafe work environment, including associated costs. This ensures a commitment to workplace safety and compliance with health and safety standards
30. Competitors
a. If you are in the business of providing similar Services for the purpose of providing them to users for a commercial gain, whether business users or domestic users, then you are a competitor of C3X. Competitors are not permitted to use or access any information or content on our Services.
b. If you breach this provision, C3X will hold you fully responsible for any loss that we may sustain and hold you accountable for costs and losses we may suffer, and all profits and financial gains that you might make from such a breach.
31. No Reverse Engineering
a. As a user of C3X's services and software, you acknowledge and agree not to engage in, nor permit any third party to engage in, the reverse engineering, decompilation, disassembly, decryption, modification, copying (except as explicitly allowed under this license or applicable usage rules), or creation of derivative works based on the software or any services provided by C3X, or any part thereof.
b. This restriction applies except to the extent that such activities are expressly permitted by applicable law or are specifically allowed under any licensing terms that govern the use of open-sourced components included with C3X's services.
32. Force Majeure
a. C3X shall not be liable for delays or failures in fulfilling its obligations due to Force Majeure Events beyond its reasonable control, including but not limited natural disasters, pandemics, strikes, shutdowns, travel restrictions, telecommunication, cyber security, data hacks, lockouts, government actions, internet outages, or other labour difficulty, inability to obtain any necessary materials, products, equipment, facilities or services from usual suppliers on usual terms, power or water shortage, accidents or breakdowns of plant, machinery, software, hardware or communication network or weather conditions, consents, permissions and or approvals of any kind.
b. During such events, C3X may suspend its obligations without liability, intending to resume as soon as practical. C3X is not required to obtain alternate resources during these periods.
c. These terms allows C3X to extend performance times or terminate the Agreement without liability, ensuring C3X's operations are protected against unforeseen disruptions. If any of the above events occur for more than 10 days, C3X may, without liability, terminate any affected Services and/or these terms and conditions immediately by notice in writing.
33. Taxes
a. Where applicable, any goods or services tax, charge, impost or duty payable in respect of these terms and/or the supply of any goods or service made under or in respect of this Agreement and any other taxes, duties or levies will be paid by the user, User, User, at the then-prevailing rate.
34. Governing Law
a. The Services offered by C3X is intended to be viewed by residents of Australia. In the event of any dispute arising out of or in relation to the Services, you agree that the exclusive venue for resolving any dispute shall be in the courts of Victoria, Australia.
b. The Terms are governed by the laws of Victoria, Australia. 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 terms is not contested. The Terms shall be binding to the benefit of the parties hereto and their successors and assigns.
35. Supersedes Agreements
a. This Agreement is the complete and exclusive statement of the mutual understanding of the parties and supersedes and cancels all previous written and oral agreements, communications and other understandings relating to the subject matter of this Agreement, and that all waivers and modifications must be in writing signed by both parties, except as otherwise provided in this Agreement.
36. Severance
a. 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. Should any part of this Agreement be determined invalid, illegal, or unenforceable by a court of competent jurisdiction, such determination shall not impair or affect the validity, legality, or enforceability of the remaining provisions of this Agreement. Instead, the affected provision shall be modified or severed from this Agreement to the minimum extent necessary, favouring the intent and economic interests of C3X. This adjustment or severance shall be executed in a manner that preserves the intent of the parties, with the remaining parts of this Agreement continuing in full force and effect.
b. Furthermore, in such instances, the parties authorize the court to amend these terms to reflect as closely as possible the original intention of the parties, in a manner that maintains the preferential position and rights of C3X. These terms ensures that, notwithstanding the severance or modification of any part of this Agreement, C3X’s interests and the Agreement's enforceability, to the greatest extent permitted by law, remain protected and unimpaired.
37. No Advice
a. C3X does not purport to provide any professional, legal, financial, taxation or accountancy advice under use of our services.
38. Notices
a. All notices under this Agreement will be in writing and will be deemed to have been duly given when received, if personally delivered; when receipt is electronically confirmed, if transmitted by facsimile or email; the day after it is sent, if sent for next day delivery by recognised overnight delivery service; and upon receipt, if sent by certified or registered mail, return receipt requested.
39. Website – Terms and Conditions
a. For the general use of the C3X website, please refer to our Website Terms and Conditions, available at Website Terms and Conditions. This document outlines the guidelines and obligations related to the website usage
40. Privacy
a. C3X takes your privacy seriously and any information provided through your use of the Services and/or Services are subject to C3X Privacy Policy, which is available on www.c3x.com.au/privacy or as published our website.
Definitions
User
a. In the framework of C3X's terms and conditions, policies, and service agreements, the term "User" is comprehensively defined to include any individual, entity, or party that engages with, accesses, or utilises C3X's services, products, Services (apps), software, or platforms. This term uniquely encompasses a wide spectrum of interactions with C3X, ranging from casual usage to formal business engagements. Importantly, when the User is an entity such as a business, organization, or any form of corporate body, it is implied that the individual acting on behalf of the User possesses the necessary delegation, legal authority, and business mandate to represent and bind the entity in all interactions with C3X. This ensures that agreements, transactions, and any form of engagement with C3X are conducted with individuals who have the right and capacity to make decisions and enter into binding commitments on behalf of the entity they represent. "User," thus, is a term chosen for its broad applicability and inclusivity, guaranteeing that every interaction, whether by an individual for personal use or by an individual representing a larger group, is acknowledged and governed under a single, cohesive definition.
Entity
a. An "Entity" in the context of C3X encompasses any individual, organization, company, partnership, or association, whether incorporated or unincorporated, that engages with C3X's products, services, Servicess, software as a service (SaaS), and memberships.
b. This definition includes business customers, collaborators, suppliers, or any other organizational bodies that enter into a contractual relationship with C3X, use its services, or otherwise interact with C3X in a professional or commercial capacity.
c. An Entity is recognized as a legal or commercial 'person' that can enter into agreements, be subject to obligations, and execute transactions under the law, distinct from an individual user or consumer.
Order
a. Means any order for Services placed by the User with C3X, in a form acceptable to C3X.
Service Activation
a. Service Activation refers to the moment a User first accesses, receives services, subscribes to, or commences use of any C3X service, software subscription, or membership.
b. This term is universally applicable across all C3X offerings and serves as the official start date of the User's engagement with C3X.
c. Service Activation may be interchanged and used throughout all terms and conditions, agreements, and policy documents related to C3X's services. Its usage ensures consistency and clarity in the interpretation of the commencement of services, subscriptions, or memberships.
Installation Services
a. Means the installation by C3X of C3X property or equipment as required to be installed in accordance with an Order
Commitment period
a. Refers to a predetermined agreed timeframe during which a user, customer, or entity agrees to engage and utilize services, subscriptions, software, or products provided by C3X, as explicitly outlined in quotations, invoicing documents, proposals, online subscriptions, subscription agreements, or any other contractual instruments executed between the user and C3X. This term denotes the initial term and minimum duration for which the user commits to utilizing and paying for C3X's services or subscriptions without interruption, modification, or cancellation, including any renewal periods
Discount
a. Refers to a reduction of standard charges associated with C3X's services, software licenses, and related fees, offering these at a lower price under specific conditions that align with our terms.
b. Such discounts are subject to acceptance of our C3X terms and conditions, are applicable solely when adhering to C3X payment terms and on time payment
Business Day
a. Means a day that is between hours of 8.30am-5.00pm AEDT and not a Saturday, Sunday, public holiday or bank holiday in Victoria Australia
Personal Details
a. Personal Details refer to the collection of specific information provided by individuals and/or entities to C3X, intended to identify users, tailor C3X's array of products, services, Services, software as a service (SaaS), and memberships to individual needs, and facilitate effective communication and engagement of C3X services.
b. This encompasses identifiable information such as names, contact information including email addresses and phone numbers, and addresses, and any other relevant information to validate personal details. It extends to professional details for business users, including company names and job titles, business registration, entity details, alongside account information like usernames and passwords vital for access and transaction security. Payment information required for purchases and subscriptions, as well as preferences and behavioural data that help in refining user experiences, are also included.
Security Agreement
a. Refers to the contractual arrangement established by these terms and conditions under the PPSA, which grants C3X a security interest in the User's goods.
Security Interest
a. Defined by the Personal Property Securities Act (PPSA), indicating a proprietary legal claim provided to C3X against the User's goods as security for the fulfillment of the User's obligations.
Loss
a. Means any loss or damage whatsoever and howsoever caused and includes, without limitation, injury to or death of any person, damage to any real or personal property (including intellectual property) of any person, loss of income or profits, actual or prospective liability to any third party, any legal costs and any indirect or Consequential Loss or damage
Consequential Loss
a. Means any loss or damage suffered by a party or any other person which is indirect or consequential, including but not limited to loss of revenue, loss of income, loss of business, loss of profits, loss of goodwill or credit, loss of business reputation, future reputation or publicity, loss of use, loss of interest, damage to credit rating, or loss or denial of opportunity
Government Agency
a. Means any government or any governmental, semi-governmental, fiscal, monetary, judicial or statutory agency, authority, tribunal, commission, body or other entity, with power, authority or jurisdiction in any part of the world.