Firmable Pty Ltd (“Firmable”, “we”, “us” or “our”) operates the “Service”, which is defined as the Firmable platform, any website, web page or mobile application on which this set of Terms appears, and any data, services, products, activity, or transactions that are offered, made available or facilitated through any of the above or in any other manner.

These Terms of Service, and any other policies, guidelines or terms referenced herein (collectively, the “Terms”), are a legally binding agreement that applies to the Service and governs your and any employees, representatives, consultants, contractors or agents who are authorised to use the Service (“Users”) use of the Service and you and your Users (collectively “you” or “your”) relationship with us. You accept and agree to these Terms by:

• accessing or using our website or the Service;
• subscribing to the Service; 
• clicking to accept these Terms; or
• accepting these Terms in any other way.

If you violate these Terms, or if you do not agree to these Terms, you are not to access, and you do not have our permission to access, the Service.

1. Use of our Services

You may be and hereby are granted a license to use the Service for (and solely for) your personal and/or your internal business purposes only.

You may not resell, distribute, or create derivative works from the Service. You may not develop any service, product, toolset, dataset or derivative work from the Service, whether in aggregated or non-aggregated form, and whether in identified or de-identified form.

You may only use our Service for a lawful purpose and in accordance with these Terms. You may not use our Service to transmit any spam or other unsolicited messages, to infringe upon the intellectual property rights of others, or to engage in any other activity that we determine, in our sole discretion, to be harmful to our website or Service.

You must ensure that all access, use and receipt of the Service by you are subject to and in compliance with these Terms.

2. Fees

You may choose to subscribe to the Service through our website or in other manner agreed between you and us. The amount you pay for the Service (“Subscription Fee”) and the initial term of your subscription to the Service (“Subscription Term”) will be specified when subscribe to the Service.

The Subscription Fee will remain fixed during the initial Subscription Term of your selected subscription unless:

• you upgrade products or base packages;
• you subscribe to additional features, products or credits; or
• you otherwise agree.

These Terms will apply to all additional subscriptions and features that you activate as part of the Service.

Your subscription will renew automatically at the end of your selected Subscription Term. Upon renewal, we may increase your Subscription Fees up to our then-current list price set out on our Pricing Page or as otherwise communicated. If this increase applies to you, we will notify you in advance and the increased fees will apply at the start of the renewal term. If you do not agree to this increase, either party can choose to terminate your subscription at the end of your then-current Subscription Terms by giving written notice.

If you are paying the Subscription Fees by credit card, you authorise us to charge your authorised payment method for all fees payable during the Subscription Term. You further authorise us to use a third party to process payments and consent to the disclosure of your payment information to such third party. If we are unable to successfully charge a valid authorised payment method, then we may suspend or terminate your access to the Service.

If you are paying the Subscription Fees by invoice, we will invoice you before the beginning of the Subscription Term or any other time during the Subscription Term when fees are payable. All amounts invoiced are due and payable within fourteen (14) days from the date of the invoice, unless otherwise agreed.

If you register for a free trial of the Service, we will make the Service available to you on a trial basis free of charge until the earlier of (a) the end of the free trial period (if not terminated earlier) or (b) the start date of your paid subscription.

3. Term, suspension and termination

Your initial Subscription Term will be the period selected by you when choosing to access the Service. Your subscription will automatically renew for the Subscription Term.

Unless otherwise agreed, to prevent renewal of your subscription, you or we must give written notice of non-renewal before the next Subscription Term begins.

You may choose to cancel your subscription early at your convenience provided that, we will not provide any refunds of prepaid fees or unused Subscription Fees and you will promptly pay all unpaid fees due through the end of the Subscription Term.

We may suspend or terminate your access to the Service without notice for:

(a) use of the Service in any way that violates any laws or regulations or these Terms;

(b) any non-payment of any amount due; or

(c) using the Service in a way that is:

• creating a security vulnerability for the Service or others;
• is consuming excessive bandwidth or storage; or
• causing harm to us or others.

We may suspend, limit or terminate any free use of the Service for any reason at any time without notice. We may terminate any subscription to the free use of the Service due to inactivity.

4. Data and platform modifications

We are continuously working to improve the Service and incorporate new data into the Service. Accordingly, we cannot guarantee the accuracy or completeness of the data included in the Service at any particular point in time and the Service may undergo modifications or be temporarily unavailable without prior notice.

5. Eligibility restrictions

Our Service is not intended for use by individuals under the age of 18. By using our Service, you represent and warrant that you at least 18 years of age. If you are under 18 years of age, you may not use our Service.

6. Privacy Policy

We take the privacy of our users very seriously. Our Privacy Policy describes how we collect, use and share personal and business information about our users. By using our Service and agreeing to the Terms, you agree to the Privacy Policy.

7. Intellectual Property

All rights, title and interest in and to the Service, including without limitation patents, copyrights, trademarks, trade names, service marks, trade secrets and other intellectual property rights, and any goodwill associated with the Service, are owned by Firmable. We own any design or product features inherent in the Service, such as the way that data is organized, curated, presented and delivered, and any know-how or other intellectual property inherent in the way we create, provide, display or make available the Service.

You may not copy, modify, distribute, sell, or create derivative works based on our website or Service without our prior written consent. All trademarks, logos, and Service marks displayed on our website are the property of their respective owners.

8. Confidentiality

By using the Service, you and us may receive certain confidential or proprietary technical and business information and materials of the other party (“Confidential Information”). Each of us and any agents and employees will:

(a) keep confidential all Confidential Information and, except as permitted under this Agreement, not disclose any of it without the other party’s prior written consent; and

(b) will not use any Confidential Information.

The obligations in these Terms do not apply to any Confidential Information which the receiving party can prove:

(a) is in or comes into, the public domain other than by a breach of these Terms;

(b) was lawfully in its possession prior to disclosure by the other party;

(c) was received from a third party who is not under an obligation to the other party to maintain the Confidential Information in confidence and who legitimately obtained the Confidential Information; or

(d) it is required to disclose the Confidential Information to enforce this agreement or under law or a binding order of a government agency or court.

9. Limitation of liability

In no event will we or our respective officers, directors, agents, contractors, employees, representatives or other related parties be liable for any damages, including without limitation direct or indirect, special, incidental or consequential damages, losses or expenses arising out of or in connection with the use or inability to use our Service.

10. Indemnification

You agree to indemnify and hold harmless Firmable and our respective officers, directors, agents, contractors, employees, representatives and other related parties from any and all claims, damages, liabilities, costs and expenses (including reasonable legal fees) arising out of or in connection with your use of our Services, your breach of these Terms or your violation of any law or the rights of any third party.

11. Governing law

These Terms will be governed by and construed in accordance with the laws of the State of Victoria, Australia. Any claim or dispute is to be resolved by a court in Victoria, Australia.

12. Changes to these Terms

We may modify these Terms in our sole discretion at any time by posting updated versions of these Terms on our website or by providing notice to you. All such changes become effective upon the posting of the revised Terms on the website or upon notice, as applicable.

13. Changes to the Service

We may change the features and functionality of the Service at any time. This may include adding, modifying or removing any features or functionality of the Service. The Terms will apply to any changed version of the Service. We may also suspend or stop the Service as required and impose or alter fees for new or existing aspects of the Service.

14. Entire agreement

These Terms constitute the entire agreement between you and us with respect to your use of our Service. If any provision of these Terms is held to be invalid or unenforceable, the remaining provisions will remain in full force and effect. You will continue to be subject to these Terms for as long as you have access to the Service.