1.1 Accepting this Agreement
(a) accom.com (Service) is provided by accom.com Pty Ltd ACN 641 983 968 (We, us).
(c) These terms are binding on any use of the Service by you and applies from the time you first access it.
(d) By using the Service, you acknowledge that you have read and understood this document and have the authority to act on behalf of any person that you are using the Service for. You are deemed to have agreed to this Agreement on behalf of any entity for whom you use the Service.
(e) We reserve the right to change, modify, add or remove portions of these terms and conditions at any time and at our sole discretion. We will endeavour to highlight any significant or substantive changes to you through the Service and/or Website where possible. However, it is your responsibility to keep yourself informed of any changes to these terms and conditions.
(f) If you do not agree to these terms, you must not use the Service.
1.2 Contacting us
Please email us at email@example.com if you have any questions relating to these terms.
2.1 Term of this Agreement
The term of this Agreement will start on the date you create an Account and will continue until terminated in accordance with the terms and conditions of this Agreement.
2.2 Relationships between you, us and Customers
(a) Customers may use the Service at no charge for the purpose of viewing offers for accommodation services and related goods from you and other providers.
(b) As part of operating the Service for Customers, we may collect limited Personal Information, including their name and email address.
(c) We do not otherwise have any relationship with Customers. Without limitation, we are not a party to any contract for services and/or provided by you to Customers.
(d) You agree to release and indemnify us against any Claim that relates to your provision of services and/or goods to Customers.
(a) You must create an Account before your Business may use the Service.
(b) You acknowledge that we may offer various account types, and it is your responsibility to review and evaluate the circumstances of your Business to determine which account type is appropriate for you.
(c) You may only register one account per Business. Registrations of multiple accounts (regardless of whether multiple email addresses are used) may result in the termination of your Account.
3.2 Provision of information
You agree to provide any information reasonably requested by us for the purpose of setting up your Account and operating the Service. You warrant that:
(a) all of the information you provide to us is accurate and complete in all respects;
(b) you will inform us by updating your Account details whenever any such information changes; and
(c) you will not provide false or misleading information.
3.3 Declining your Account
We reserve the right to reject an Account at our absolute discretion, including but limited to you providing insufficient information to create your Account.
3.4 Right to suspend
We reserve the right to:
(a) limit or suspend your Account; and/or
(b) alter the Account information entered by you via the Service, if in our reasonable opinion:
(c) you are in breach of any of the obligations or undertakings in this Agreement;
(d) your Account is not used for a period of greater than one month; or
(e) we suspect a security breach associated with your Account.
3.5 Security responsibilities
(a) We will take reasonable steps to ensure the Service is secure from unauthorised access consistent with generally accepted industry standards.
(b) You must take all reasonable steps to ensure usernames and passwords are not disclosed to third parties.
(c) If you become aware the security of your Account may be compromised, you must immediately notify us.
Your use of the Service
4.1 Permitted use
You may only use the Service for the purpose of promoting accommodation services and related goods to Customers. You may not use the Service for any other purpose.
4.2 Lawful use
You undertake not to upload, store, alter, configure or access any data on the Service if such access would result in a breach of any:
(a) Intellectual Property Right;
(b) Privacy Law;
(c) other law or applicable code (including any common law, statute, delegated legislation, rule or ordinance of the Commonwealth of Australia, or a State or Territory); or
(d) other law or applicable code in the jurisdiction in which you are operating.
4.3 Prohibited conduct
You must not: (a) grant access to your Account to any person (other than your authorised Representatives);
(b) submit Prohibited Content;
(c) provide false or misleading information;
(d) in any way tamper with, hinder or modify the Service;
(e) knowingly transmit any viruses or other disabling features to the Service or via the Website;
(f) intentionally disable or circumvent any protection or disabling mechanism related to the Service;
(g) install or store any software applications, code or scripts on or through the Service;
(h) use the Service in any way which could be reasonably expected to interfere with or damage the Service or another user’s use of the Service; or
(i) attempt any of the above acts or facilitate or assist another person (including your Representatives) to do any of the above acts.
You must not submit or cause to be submitted to the Service, whether in text or graphic format, any content:
(a) which is any Confidential Information of any third party without the express consent of the third party;
(b) that is false or misleading;
(c) which is illegal, unlawful, improper, harmful, threatening, defamatory, abusive, inflammatory, harassing, vulgar, obscene, fraudulent, hateful, or otherwise causes offence or is objectionable;
(d) that breaches any other clause of this Agreement;
(e) that infringes the Intellectual Property Rights of any party; or
(f) which is otherwise deemed inappropriate by us in our sole discretion.
6.1 Licence to use the Service
Subject to your compliance with these terms including any applicable additional terms, we grant you a limited, non-exclusive, non-transferable and revocable license to use the Service in accordance with this Agreement.
6.2 Services not locally available
You acknowledge and agree that the Service will only be accessible using the Internet (or other connection to our third-party servers) and will not be available “locally” from your own servers.
6.3 Parts of the services controlled by third parties
You acknowledge and agree that the Service is operated from servers owned and controlled by third parties. As such, you acknowledge that certain functions are out of our control, including cloud services for servers, data storage and backup.
6.4 We can change the service at our discretion
We reserve the right to upgrade, maintain, tune, backup, amend, add to or remove items from, redesign, improve or otherwise alter the Service at our sole and absolute discretion.
6.5 Unintentional inaccessibility
From time to time, without notice, access to all or part of the Service may be disrupted or limited. During such an interruption, we will use reasonable endeavours to restore access to the Service as soon as practicable. However, we are not liable for any harm or damage you may suffer during an interruption.
6.6 Intentional inaccessibility
From time to time, we may make the Service inaccessible as is required for upgrades, maintenance and updates. We will use reasonable endeavours to provide you with advance notice of any inaccessible period, but you accept that this may not always be possible and we are not liable for any harm or damage you may suffer during an interruption.
(a) You acknowledge that there may be technical or administrative errors in the Service including but not limited to errors with respect to description or functionality. We reserve the right to at our absolute discretion, without notice correct any errors or update the Service.
(b) We accept no responsibility for errors in information listed by Customers, or for any transactions that you enter into with Customers based on errors.
6.8 Security responsibilities
We will take reasonable steps to ensure that the Service is secure from unauthorised access consistent with generally accepted industry standards in our industry.
6.9 Third party links
The Service may contain hyperlinks and other links to websites operated by third parties. We do not control these third-party websites and are therefore not responsible for the content of any third-party website or any hyperlink contained in a third-party website. We provide the hyperlinks for your convenience only and this does not indicate, expressly or implicitly, any endorsement, sponsorship or approval by us of a third-party website or the products or services offered at a third-party website. Your visit to a third-party website is entirely at your own risk.
6.10 Delivery of support and maintenance
We will provide you with support and maintenance via email only, as determined at our sole and absolute discretion.
(c) You hereby authorise us to collect, retain, record, use and disclose commercial and consumer information about you, in accordance with Privacy Law, to persons and/or legal entities, including a solicitor or any other professional consultant engaged by us, a debt collector, credit reporting agency and/or any other individual or organisation which maintains credit references and/or default listings.
(d) We may give information about you to a credit reporting agency for the purposes of obtaining consumer and commercial credit reports and/or lodging consumer and commercial defaults on your credit file. This information may be given before, during or after the provision of credit to you and will be in accordance with Privacy Law.
8.1 No Right to Intellectual Property
(a) Unless otherwise agreed, each party retains ownership of all Intellectual Property rights in material owned or created by that party independently of this Agreement. None of that Intellectual Property is assigned or transferred by way of this Agreement.
(b) The parties agree that all Intellectual Property rights in:
- (i) the Service, the Website, and any other material, methods or content developed by us under this Agreement; and
- (ii) any improvements, modifications or enhancements to the Service, the Website, and any other material, methods or content developed by us during the Term, (collectively, the Service IP) will vest in and are owned by us upon creation, even if based on your new feature request or feedback.
(c) In any circumstances where we do not automatically have such ownership of the Service IP, you will transfer it to us and will do all things necessary to ensure that full legal ownership of the Intellectual Property Rights in the Service IP passes to us.
8.2 License over data
Subject to the Privacy Act, you grant us a non-exclusive, irrevocable, worldwide, perpetual, unlimited, assignable, sub-licensable, fully paid up and royalty-free right to copy, prepare derivative works of, improve, distribute, publish, remove, retain, add to, process, analyse and use and commercialise, in any way now known or in the future discovered, any material you submit to us connected with the Service.
8.3 Undertakings regarding intellectual property
You warrant that you will not do any of the following, or permit any person (including your Representatives) to: (a) copy or reproduce, or create an adaptation or translation of, all or part of the Service IP in any way, except to the extent that reproduction occurs automatically through the ordinary use of the Service in accordance with the Agreement;
(b) incorporate all or part of the Service IP in any other webpage, site, application or other digital or non-digital format;
(c) (unless explicitly granted under this Agreement) sell, license, sublicense, lease, rent, distribute, disclose, permit access to, or transfer to any third party, whether for profit or without charge, any portion of the Service IP on any medium; or
(d) directly or indirectly copy, recreate, decompile, reverse engineer or otherwise obtain, modify or use any source or object code, architecture, or algorithms contained in the Service IP or any documentation associated with them.
8.4 Third-party material
We may use third-party materials where needed in operating the Service. Use of third-party materials may be subject to creative commons or open-source licensing terms, or any third-party licensing terms as notified by us to you.
Limitation of Liability
9.1 Implied Conditions
We exclude all implied guarantees, conditions and warranties from this Agreement, except any Non-Excludable Condition.
9.2 Limitation of Liability
We exclude all other liability for any costs, including consequential or indirect loss, suffered or incurred directly or indirectly by you in connection with this Agreement, including in connection with:
(a) the Service being inaccessible for any reason;
(b) any liability under Privacy Law;
(c) transactions between you and Customers;
(d) incorrect or corrupt data, lost data, or any inputs or outputs of the Service;
(e) computer viruses, trojans and other malware in connection with the Service;
(f) security vulnerabilities in the Service or any breach of security that results in unauthorised access to, or corruption of data;
(g) your participation in any experiments, beta software or pilots;
(h) any unauthorised activity in relation to the Service;
(i) your breach of this Agreement; or
(j) any act or omission by you or your Representatives under or in relation to this Agreement.
9.3 Non-Excludable Condition
Where a Non-Excludable Condition is deemed to apply, to the fullest extent possible under the law, we limit our liability for any breach to the resupply of services or the payment of the cost of having the services resupplied.
10.1 Exclusion of express warranties
Subject to any Non-Excludable Condition, we make no warranties or guarantees:
(a) as to the standard, completeness, reliability, quality or accuracy of the Service or any material submitted by a Customer. You are encouraged to evaluate your own individual needs and situation to determine whether the Service is appropriate for your Business;
(b) for any act or omission of a Customer or another user;
(c) that the Service will be accessible at all times, uninterrupted or error free;
(d) that the service is without bugs or viruses;
(e) that any documentation created by us is without error or inaccuracy;
(f) that the Service is immune to unauthorised access or security breach; and
(g) in respect of the retention of, or continued accessibility of, any data.
10.2 Your warranties
You represent and warrant you will, and will ensure that your Representatives:
(a) comply with the terms and conditions of this Agreement;
(b) only use the Service in accordance with the terms of this Agreement; and
(c) comply with our reasonable directions in relation to the use of the Service.
You indemnify and will keep us and our Representatives indemnified against all liability arising from any Claims for:
(a) your interactions with Customers related to the Service, including but not limited to damage to personal property, or personal injury or death;
(b) libel, slander, defamation, product disparagement or indecent, false, misleading or deceptive conduct;
(c) any breach of this Agreement by you or your Representatives;
(d) infringement of Intellectual Property Rights;
(e) piracy, counterfeiting, plagiarism, unfair competition or idea misappropriation;
(f) invasion of the right of privacy or breach of Privacy Law;
(g) any incorrect, fraudulent or false information provided by a Customer or other user to you; and arising out of any activity, advertising or publicity carried out or authorised by you or your Representatives, or any use of the Service by you, your Representatives or your Customers, that is:
(h) not in accordance with our directions, policies or advice;
(i) in breach of this Agreement; or
(j) not approved by us.
11.2 General indemnity
You indemnify us against all costs suffered or incurred by us, however caused, arising wholly or partially, directly or indirectly, in connection with this Agreement or your use of the Service.
11.3 Conditions of Indemnity
(a) We may make a claim under indemnities in this Agreement in relation to a cost before having incurred the cost, or before making a payment in relation to the cost.
(b) The indemnities in this Agreement shall be in addition to any damages for breach of contract to which we may be entitled. Nothing in the indemnities in this Agreement will be construed as preventing us from claiming damages in relation to the breach of this Agreement by you or your Representatives.
(c) Each indemnity in this Agreement is a continuing obligation, separate and independent from the other obligations of the parties and survives termination of this Agreement for whatever reason.
Complaints and Disputes
(a) If you have a complaint about the Service, you must submit your complaint in writing to us. We may or may not, at our sole discretion, investigate your complaint, depending on the nature of the complaint.
(b) In accordance with this section, and to the fullest extent available under the law, you agree not to bring any court or tribunal proceedings against us in respect of any complaint unless you comply with the requirements of this clause (but subject always to any rights you may have under the Competition and Consumer Act 2010 (Cth) or any equivalent legislation).
(a) A party must not, without the prior written approval of the other party, disclose the other party’s Confidential Information.
(b) A party will not be in breach of this confidentiality clause in circumstances where it is legally compelled to disclose the other party’s Confidential Information.
(c) Each party will take all reasonable steps to ensure that they and their Representatives do not make public or disclose the other party’s Confidential Information.
(d) Notwithstanding any other provision of this clause, a party may disclose Confidential Information to their solicitors, auditors, insurers and accountants.
14.1 Termination by you
(a) You may terminate this Agreement at any time by cancelling your Account.
(b) Termination of this Agreement under clause 14.1(a) will take effect at the end of the current calendar month.
14.2 Termination by us
(a) We may terminate this Agreement, effective immediately, at any time if you:
- (i) fail to pay any amount to us by its due date;
- (ii) you are in breach of this Agreement;
- (iii) you commit an act of bankruptcy, enter into any form of administration or liquidation, make any composition or arrangement with your creditors, or cease to carry on business; or
- (iv) you or (if you are a company) any of your directors are convicted of a criminal offence punishable by imprisonment.
14.3 Termination does not affect obligation to pay
Termination of this Agreement does not affect your obligation to pay any outstanding amounts or other amounts to us.
We may subcontract any of our obligations of this Agreement to a third party. To the extent permitted by law, you agree to indemnify and hold harmless us and our Representatives from any loss suffered or incurred caused by any subcontractor.
(a) The parties agree to deal with any dispute between them (dispute) in accordance with this clause 16 before commencing any court proceedings against the other.
(b) Representatives of the parties must meet and in good faith attempt to resolve the dispute.
(c) If the dispute is not resolved within 30 days, either party may refer the matter to mediation with a mediator appointed by agreement or failing such agreement a mediator as appointed by the President of the Resolution Institute. The parties will share the costs of the mediator equally.
(d) This clause 16 does not prevent either party from seeking urgent injective or similar urgent relief from a court, or us seeking to recover any outstanding amounts owed by you.
Unless explicitly state otherwise, expressions used in the Agreement have the following meanings:
Account means an account to use the Service.
Business means your business.
Claim means a claim, demand, remedy, suit, injury, damage, loss, cost, liability, action, proceeding, right of action, claim for compensation or reimbursement or liability incurred by or to be made or recovered by or against a person, however arising.
Confidential Information means information that is by its nature confidential, including but not limited to information relating to:
(a) the Representatives, internal policies and practices, clientele, or business strategies of any party; or
(b) Intellectual Property Rights of any party; but does not include information:
(c) already rightfully known to the receiving party at the time of disclosure by the other party; or
(d) in the public domain other than as a result of disclosure by a party in breach of its obligations of confidentiality under this Agreement. Customer means any person who purchases services and/or goods provided by your Business.
GST Law means the A New Tax System (Goods and Services Tax) Act 1999 (Cth).
Intellectual Property Rights means all present and future rights conferred by statute, common law or equity (and all moral rights) in, or in relation to, business names, circuit layouts, computer software, confidential information, copyright, designs, domain names, formulas, inventions, knowhow, patents, plant varieties, recipes, trade marks, and other results of intellectual activity in the industrial, commercial, scientific, literary or artistic field, the benefit of any application to register such a right and the benefit of any renewal or extension of such a right.
Non-Excludable Condition means any guarantee, condition or warranty (such as the consumer guarantees implied by the Competition and Consumer Act 2010 (Cth)), which cannot by law be excluded.
Personal Information has the meaning given to that term in the Privacy Act 1988 (Cth).
Privacy Law means:
(a) the Privacy Act 1988 (Cth); and
(b) any other legislation, regulation or code that governs the use of Personal Information.
Prohibited Content means content submitted to the service which is prohibited by clause 5.
Representative includes an employee, agent, officer, director, auditor, advisor, researcher, partner, consultant, contractor, sub-contractor or related entity of a person or of a related body corporate of that person.
Service means the online accommodation platform known as accom.com, which may be accessed from the Website or a mobile application
Term means the period of time that you hold an active Account.
Unforeseen Event means pandemic or epidemic, an act of war (whether declared or not) or terrorism, the mobilisation of armed forces, civil commotion or riot, natural disaster, industrial action or labour disturbance, currency restriction, embargo, action or inaction by a government, a failure of a supplier, public utility or common carrier or computer disruption due to the effects of a computer virus, trojan, malware, a ransomware attack or other malicious code.
You means the person or entity subscribing to the Service.
We or Us means accom.com Pty Ltd ACN 641 983 968.
Website means our website, located at www.accom.com
(a) A notice under this Agreement must be given by email and is deemed to be received when the email is capable of being retrieved by the addressee at an email address designated by the addressee.
(b) Our designated email address is firstname.lastname@example.org, or any other designated email address notified to you from time to time.
(c) Your designated email address is the address on your Account.
(d) For the purposes of the Electronic Transactions Act 1999 (Cth) and the Electronic Transactions (Queensland) Act 2001 (Qld), the parties agree to send, receive, and execute notices and documents electronically, and agree that any document signed electronically will be binding with the same effect as a physical signature.
(a) You cannot assign, novate, or otherwise transfer any of your rights or obligations under this Agreement without our prior written consent.
(b) We may assign, novate, or otherwise transfer any of our rights or obligations under any Agreement to a third party without notice to or the prior consent of you, but if we require, you must sign any documents to give effect to an assignment, novation or transfer by us under this clause.
18.3 Relationship between parties
(a) The relationship of the parties does not form a joint venture, partnership or agency, or create any form of employment relationship.
(b) You have no authority to act for or bind us except as specifically provided in this Agreement or with our express written consent.
18.4 Giving effect to this document
Each party must do anything (including execute any document) and must ensure that its Representatives do anything (including execute any document) that the other party may reasonably require to give full effect to this document.
18.5 Waiver of rights
A right may only be waived in writing, signed by the party giving the waiver, and:
(a) no other conduct of a party (including a failure to exercise, or delay in exercising, the right) operates as a waiver of the right or otherwise prevents the exercise of the right;
(b) a waiver of a right on one or more occasions does not operate as a waiver of that right if it arises again; and
(c) the exercise of a right does not prevent any further exercise of that right or of any other right.
18.6 Multiple Parties
If a party to this Agreement is made up of more than one person, or a term is used in this Agreement to refer to more than one party:
(a) an obligation of those persons is joint and several;
(b) a right of those persons is held by each of them severally; and
(c) any other reference to that party or term is a reference to each of those persons separately, so that (for example) a representation, warranty or undertaking is given by each of them separately.
18.7 Inconsistency with other documents
If this document is inconsistent with any other document or agreement between the parties, this document prevails to the extent of the inconsistency.
Any unenforceable or invalid term of this Agreement will be severed to the extent of the unenforceability or invalidity without affecting any other term in this Agreement.
Neither party has entered into any contract under this Agreement in reliance on or as a result of any representation, promise, statement, conduct or inducement by the other otherwise than as set out in this Agreement.
18.10 Events Beyond Control
If a party is affected by an Unforeseen Event, they must immediately notify the other party of the circumstances. The parties’ obligations under this Agreement (other than an obligation to pay money) are suspended for the duration of and to the extent they are affected by the Unforeseen Event. However, a party claiming an Unforeseen Event must use their best endeavours to remove, overcome or minimize the effects of that Unforeseen Event as quickly as possible. Either party may end this Agreement if the Unforeseen Event continues for more than 30 days.
18.11 Governing law
The laws of the State of Queensland, Australia govern this Agreement. The parties submit to the non exclusive jurisdiction of courts exercising jurisdiction in the State of Queensland.
Unless the terms and conditions of the Agreement explicitly state otherwise, the Agreement will be interpreted as follows:
(a) a reference to a party includes that party’s permitted assigns, administrators, successors, executors, legal representatives and any novated party;
(b) any reference to a trustee includes any substituted or additional trustee;
(c) unless used for the usual grammatical purpose, inverted commas around a term indicate industry jargon that will be interpreted according to how that term would be understood by an individual with expertise in the relevant industry;
(d) “including”, “includes” or any derivation of those words does not limit the matter in question to the things specifically mentioned in the applicable context;
(e) where a term is defined, other grammatical forms of that term will be taken to have the same meaning;
(a) a word which suggests one gender includes all other genders and no gender;
(f) headings are for convenience and will not affect interpretation;
(g) words in the singular will be taken to include the plural and also the opposite;
(h) “$” means the Australian dollar;
(i) a reference to a document will be to that document as updated, varied or amended;
(j) a document referenced by the Agreement will not take precedence over the referencing document;
(k) when any kind of legislative instrument is referenced, the reference will be taken to be that instrument as updated or substituted for by the legislative body in any way;
(l) any referenced digital resource may be replaced with another digital resource that is a copy of the original resource;
(m) a reference to a party’s conduct includes omissions as well as acts; and
(n) if a party is described as having discretion in a matter, the discretion in that matter will be interpreted as sole and absolute.