1. Seido Terms of Use
      These terms create a contract between you and YTML Consulting Pty Ltd (ACN: 142 689 683) of Level 14, 309 Kent Street, Sydney NSW 2000 and its Related Bodies Corporate (us, we or our). Please read the terms carefully.
      By using the Seido platform and applicable hosting services developed and modified by us or any other software, services or any applications made available by us (Services), you agree to be bound by these Terms of Use. To confirm your understanding and acceptance of these Terms of Use, click “Agree.”
      We may, on notice to you, change these Terms of Use. Your continued use of the Services following any changes indicate your acceptance of the changes. These Terms of Use do not modify, restrict or exclude any additional rights you may have under applicable laws that cannot be so modified, restricted or excluded.
    1. Services
      You will access the Services in accordance with:
    1. these Terms of Use; and
    2. our reasonable directions and all applicable laws.
      You agree that your use of the Services is at your own risk.
      To use the Services, you may need compatible hardware, software and Internet access (fees may apply). Performance of the Services may be affected by these factors.
    1. Accounts
      In order to access certain products through the Services, you must set up an account and be at least 18 years of age.
      You agree and acknowledge that all information you provide us will be true, accurate, current and complete.
      You are responsible for maintaining the confidentially of your account and password and for all activity on or through your account and you must not sell, transfer, license or assign your account, username, or any account rights.
      You must notify us immediately of any unauthorised use of your account. We are not liable for any loss or damage arising in connection with any unauthorised use of your account.
      We may, in our sole discretion, access your account to provide support and maintenance services, suspend or terminate your account, and refuse any and all current or future use of the Services.
      You may cancel your Seido environment for any reason by notifying us by email at support@ytml.com.au. We will then work with you to undertake steps to cancel your environment.
    1. External Services
      We enable access to third-party applications and services through our Services (External Services).
      If you acquire External Services via our Services (a Transaction), each Transaction is a contract between you and the third party providing the External Services.
      If you use External Services, you agree:
    1. you must comply with any third party terms applicable to the External Services. Mention of External Services in any materials, documentation or advertising provided to you is for informational purposes only and constitutes neither an endorsement nor a recommendation. All External Services are supplied by the respective vendor and we have no responsibility with regard to the selection, performance, or use of these vendors or their products;
    2. we are not responsible for examining or evaluating the content of any third party External Services;
    3. we do not guarantee the accuracy, integrity or quality of third party External Services, and will not be liable for any third party External Services;
    4. charges may apply to your use of the External Services and we assume no responsibility for the transaction of funds or the actions or identity of any transfer recipient or sender nor do we have an obligation to provide a refund or repayment for whatever reason of any amounts paid by you to any other third party for External Services; and
    5. we may suspend, remove, disable or impose access restrictions or limits on any External Services, at any time without notice or liability to you.
    1. YTML Applications
      We enable access to our YTML applications and services through our Services (YTML Applications).
      If you use YTML Applications, you agree:
    1. you must comply with any additional terms applicable to the YTML Applications that we make available to you;
    2. charges may apply to your use of the YTML Applications; and
    3. we may suspend, remove, disable or impose access restrictions or limits on any YTML Applications, at any time without notice or liability to you.
    1. Fees
      You agree you must pay the applicable External Service and YTML Application fees and if applicable consent to us collecting these fees on the third party’s behalf via a third party payment gateway. For details about the payment gateway please visit https://stripe.com/au/checkout/legal.
      Unless otherwise expressly stated, all fees, prices or other sums payable or consideration to be provided under these Terms of Use are exclusive of GST. If GST applies to a supply by any party under these Terms of Use, the consideration will be increased by an amount equal to the GST liability incurred by the party making the supply.
    1. Content
      You are responsible for all your content, data and information that you submit, post, gather, store, host, or display on through the Services, including:
    1. data, text, files, information, usernames, images, graphics, photos, profiles, audio and video clips, sounds, musical works, works of authorship, applications, links and other materials; and
    2. personal information (being information or an opinion about an identified or reasonably identifiable individual, whether or not the information or opinion is true and whether or not the information is recorded in a material form) or financial information (being financial reports, financial advice, CRM information, performance reports, audit results and other confidential information regarding a user’s business operations) about us or another user,

    (collectively, User Content).

      You must not submit, post or display any User Content that:
    1. you do not have legally valid permission, right or license to use;
    2. is objectionable, offensive, unlawful, deceptive or harmful;
    3. is personal, private or confidential information belonging to others unless you have obtained legally valid consent;
    4. requests personal information from a minor;
    5. impersonates or misrepresents your affiliation with another person or entity;
    6. transmits spam, including unauthorised advertising or promotional materials; or
    7. is illegal, fraudulent, or manipulative.
      We may remove User Content which is inappropriate or is in breach of these Terms of Use without notice.
      If you choose to collect User Content that can be characterised as personal information (as that term is used in the Privacy Act 1988 (Cth) or financial information this will be at your sole risk and you agree to comply with the Privacy Act 1988 (Cth) and all other applicable laws.
    1. Acceptable Use
      You must not:
    1. copy, modify, or create derivative works based on the content available on or through the Services;
    2. infringe the intellectual property rights, privacy or confidentiality of any third party;
    3. engage in any activity that may result in injury, death, property damage, and/or liability of any kind; or
    4. interfere or disrupt the Services, servers or networks connected to the Services or another person’s use of the Services, including by transmitting any worms, viruses, spyware, malware or any other code of a destructive or disruptive nature.
    1. Term and Termination
      These Terms of Use are effective until terminated. Either party may terminate the agreement at any time.
      Upon termination you must:
    1. pay all outstanding amounts;
    2. notify us within 30 days of the date of termination if you would like to extract your User Content;
    3. cease using the Services; and
    4. comply with any additional applicable third party terms.
      If you have:
    1. failed to notify us in accordance with clause 9.2(b), within 30 days of the date of termination, we will permanently delete all User Content (and any related data) from Seido and/or any other YTML Application’ or
    2. notified us in accordance with clause 9.2(b), once User Content (and any related data) has been has been extracted and provided to you we will permanently delete all User Content (and any related data) from Seido and/or any other YTML Application.
    1. Intellectual Property
      We own, or are the licensee of, the intellectual property rights in the content available through the Services, including text, photos, graphic designs, images and video content. These Terms of Use do not transfer any intellectual property rights from us to you or any third parties. If you infringe our intellectual property rights or any other third party, we have the right to deny access to or terminate your use of the Services immediately.
      Subject to your compliance with these Terms of Use, we grant you a limited non-exclusive, non-transferable, non-sub-licensable licence to use the Services.
      You agree you may not:
    1. copy, modify, or create derivative works based on the Services;
    2. distribute, transfer, sublicense, lease, lend, or rent the Services to any third party; or
    3. modify, decompile, or disassemble the Services.
      You grant us a non-exclusive, perpetual, irrevocable, transferable, sub-licensable, worldwide, royalty-free licence to use, copy, modify, create derivative works based upon, publicly display, publicly perform and distribute your User Content in connection with operating and providing the Services and content to you and to other users.
      The YTML name, logo and other YTML or Seido trade marks, service marks, graphics, and logos used in connection with the Services are trade marks or registered trademarks of YTML in Australia and internationally. You are granted no right or licence with respect to these trade marks.
    1. Data
      You acknowledge and agree:
    1. we may collect aggregated information about your activities, and details of how you use the Services, the types of content you engage with or the frequency and duration of your activities;
    2. we may collect metadata, which is technical data that can describe the details of how User Content was collected and how that content is formatted; and
    3. we may automatically store in log files, including IP addresses, browser type and language, Internet service provider (ISP), referring and exit websites and applications, operating system, date/time stamp, and clickstream data to analyse trends, to administer the Services, to generally improve the Services and for marketing.
      The Services may contain links to third-party websites, products, and services. We may also use or offer products or services from third parties. Information collected by third parties is governed by that third party’s terms.
      Use of the Services is subject to our Privacy Policy, which is available at https://ytml.com.au/privacy-policy.
    1. Maintenance
      We may at any time and without notice, modify, suspend or terminate the operation of, or access to the Services, or any part of, for any reason, to interrupt the operation of the Services, or any part of, as necessary to perform maintenance, error correction or other changes.
    1. Warranties and Liabilities
      To the extent permitted by law:
    1. the services and all content delivered to you through the Services are (except as expressly stated by us) provided "as is" and "as available" for your use without warranties of any kind, either express or implied, including all implied warranties of merchantability, fitness for a particular purpose, title, and non-infringement; and
    2. we, our directors, officers, employees, affiliates, agents, contractors, or licensors will not be liable for any direct, indirect, incidental, punitive, special, or consequential damages arising from your use of any of the Services or for any other claim related in any way to your use of the Services and/or content, including any errors or omissions in any content, or any loss or damage of any kind incurred as a result of the use of any content posted, transmitted, or otherwise made available via the Services.
      You acknowledge that the use of the Services is at your sole risk. You are responsible for backing up your own system, including any content acquired or rented through the services.
      We do not guarantee, represent, or warrant that your use of the Services will be uninterrupted or error-free, free from loss, corruption, attack, viruses, interference, hacking, or other security intrusion.
      If we are liable to you under the Australian Competition and Consumer Act 2010 (Cth) or similar legislation, we limit our liability in respect of any claim under those provisions to:
    1. in the case of goods, at our option:
      1. the replacement of the goods or the supply of equivalent goods;
        the repair of the goods;
        the payment of the cost of replacing the goods or of acquiring equivalent goods; or
        the payment of the cost of having the goods repaired; and
    2. in the case of services, at our option:
      1. the supplying of the services again; or
        the payment of the cost of having the services supplied again.
    1. Indemnity
      You indemnify and hold us, our directors, officers, employees, affiliates, agents, contractors, and licensors harmless with respect to any claims arising out of your breach of these Terms of Use and your use or misuse of the Services.
    1. Additional Terms
      If any term or provision of these Terms of Use are held by a court to be illegal, invalid or unenforceable under the applicable law, that term or provision will be severed from these Terms of Use and the remaining terms and conditions will be unaffected.
      A failure to enforce any right or provisions in these Terms of Use will not constitute a waiver of such or any other provision.
      We will not be responsible for failures to fulfil any obligations due to causes beyond our control.
      These Terms of Use will not be interpreted or construed to confer any rights or remedies on any third parties.
      These Terms of Use constitute the entire agreement between the parties, with all other agreements or understandings previously existing between you and us hereby replaced.
      The Services or content made available on or through the Services, are not intended for distribution to, or use by, any person or entity, in any jurisdiction or country, where such distribution or use would be contrary to law or regulation. We may limit the availability of the Services or content, or any part of, to any person, geographic area, or jurisdiction at any time.
      Nothing in these Terms of Use should be read to override or circumvent any laws of a foreign jurisdiction. All Services or content made available through the Services are void where prohibited.
      These Terms of Use are governed by the laws of New South Wales, Australia. You agree to submit to the non-exclusive jurisdiction of the courts of the State of New South Wales to resolve any dispute or claim arising from these Terms of Use.
      The United Nations Convention on the International Sale of Goods is not applicable to these Terms of Use.