Terms of Use – Metacoda

1. Terms of Use

As consideration for allowing you, the user (User, You, Your and other similar terms), to view and use the content on our website, located at the URL https://www.metacoda.com (Site), You agree that the following terms and conditions of use (Terms of Use) apply to all such viewing and use of the Site.

The Site is operated by Metacoda Pty Ltd ACN 127 389 262 (Company, We, Our, Us and other similar terms) and provides Users with access to the content and Facilities on our Site under the non-exclusive, worldwide, non-transferable licence in these Terms of Use.

By viewing the content, using the Facilities on Our Site or creating an Account, You acknowledge and agree that You have had sufficient opportunity to read and understand these Terms of Use, and that You are legally able to agree to be bound by them. If You do not agree to be bound these Terms of Use, You must leave Our Site immediately.

2. Definitions and Interpretation

In these Terms of Use, unless the context or subject matter requires otherwise:

Account means an account created by a User for the purposes of accessing the Metacoda Customer Portal and the Site’s enhanced content and Facilities.

Australian Consumer Law means the Competition and Consumer Act 2010 (Cth).

Content means any service, information or data that is accessed or displayed on the Site, other than Your Content.

Facilities means any enhanced feature that appears on the Site that enables Users to access or use the Content including the Metacoda Customer Portal.

Intellectual Property Rights means:

jointly and severally any rights as they relate to the confidential information, the copyright, trademarks, the design rights, the patent rights, the eligible layout rights, business and domain names, inventions, and any adaptations, translation or derivative works made from any of them;
all other rights resulting from intellectual activity in the industrial, scientific, literary or artistic field; and
any application or right to apply for registration of any of the rights referred to in the sub-paragraph (a).

Metacoda Customer Portal means authenticated online resources provided for Account Users to get access to software, documentation and other information.

Virus means any computer or software including a “back door”, “time bomb”, “Trojan Horse”, “worm”, “drop dead device”, or other computer software routine intended or designed to disable, damage, erase, disrupt, engage in unauthorised activity, or impair the normal operation of, or provide unauthorised access to, computer systems or any software or information stored on those computer systems.

Your Content means any information or data that You enter, or someone on Your behalf enters, into the Site or any service on the Site.

3. Using the Site

We grant You a non-exclusive, worldwide, non-transferable license only to:
1. view and use the Site;
2. use the Facilities;
3. create and operate an Account;
4. download, print or copy Content; and
5. enter Your Content into the Site,
for Your own personal (non-commercial) use, subject to any restriction set out in these Terms of Use
If You utilise any of the Facilities on the Site such as RSS Feed(s)(Feed) that may or may not (as the case may be) be available from time to time, You must not interfere or vary the format of the Feed. You must also include the back link to the full article on the Site and show any included attestation.
In order to respond to market needs We may, in Our discretion, change, delete or add any Content, Facilities, services, offers, deals, advertising, navigation, the look and feel, branding or any other item on the Site, or the infrastructure or technology on which it is operated, without notice or liability to You.
We may, without notice or liability to You:
1. suspend or deny access to the Site or any part of the Site during any technical failure, maintenance period or threat to our Site, Content of the infrastructure or technology on which it operates; or
2. suspend or deny Your access to any of the Content or Facilities, including Your Account, where We believe You to be in breach of any of these Terms of Use.
Any testimonials published on the Site by Us are independent and genuine. However, they do not represent a guarantee or warranty of similar results.
You acknowledge and agree that We may make payment of commissions to others, and others may make payment of commissions to Us, in connection with any good or service that You may purchase or third party website that You may visit from Our Site.
You are responsible for all costs, both capital and on-going/use, involved in connecting to and using the Site, and if the Site or any service on it is updated or changed in any way, and this update requires any new or upgraded software, hardware or network technology to connect to, or use, it, then any costs associated with that upgrade are solely Your responsibility too.

4. Prohibited Uses

You must not:
1. access, use or reproduce any Content on our Site for commercial benefit of You or any third person;
2. copy, adapt, translate, publish, communicate to the public, or create any derivative work of the Content or the Site, unless expressly permitted by law;
3. sub-licence, lease, rent, loan, assign, novate or otherwise transfer the Content, the Site or the benefit or burden of these Terms of Use in whole or in part to any third party;
4. reverse engineer, reverse compile, de-compile or disassemble the object code of the Content of Site or any part of them, or otherwise attempt to derive the source code of the Content or the Site, except to the extent the permitted by law;
5. data mine or conduct automated searches on the Content or the Site, whether through the use of additional software or otherwise;
6. frame or mirror the Content, the Site or any part of them;
7. remove, alter or obscure:
  1. any of the trademarks, logos, get-up or branding; or
  2. any proprietary or restricted use notice,
  on the Content or the Site.
You must not use the Site to store, display, market, promote or sell any of Your Content which in Our opinion:
1. embodies the Intellectual Property Rights or moral rights of a third party, including authors, artists, photographers or others, without the express written consent of the owner of such rights, or in any way infringe the Intellectual Property Rights or moral rights of any third party;
2. processes or displays personal data or sensitive personal data in breach of the terms of any privacy laws or confidential information in breach of confidence or breaches a person’s right to publicity or induces any person to breach a contract;
3. is material that breaches any code of conduct, whether voluntary or otherwise, including any advertising code of conduct;
4. is false, misleading or deceptive or is likely to mislead or deceive;
5. unlawfully exploits persons under 18 years of age;
6. is unlawful (including breaching laws relating to the wrongful distribution of email or other electronic messages (“spam”), discriminatory, derogatory, defamatory, slanderous, malicious, obscene, contains child pornography or is immoral;
7. is grossly offensive, including expressions of bigotry, prejudice, racism, hatred or profanity or includes any obscene, lewd, lascivious, violent, harassing or otherwise objectionable content;
8. advocates, promotes or otherwise encourages violence against any governments, organisations, groups or individuals or which provides instruction, information or assistance in causing or carrying out such violence;
9. contains any Virus, or threatens the integrity or normal use of Our hosting facilities, the internet or other person’s systems, computers, devices, software or data;
10. is used to gain unauthorised access to, does harm to, wrongfully intercepts, expropriates, accesses or uses for any wrongful purpose, any person’s hardware, software, network or data; or
11. disparages, makes fun of or satirises Us, the Site, the Content, Our name or any of Our trademarks, logos, get up, branding or any of Our products or services.

5. Your Account

You may use the Site to create and operate an Account.
You must keep any user names and passwords provided by the Site confidential. You must not share Your Account user name or password details with any other person. You are solely responsible for any act or omission taken by any person using your user name and password.
Your Account on Our Site is password-protected for Your privacy and security. We safeguard the security of the data You send Us with physical, electronic and managerial procedures. In certain areas of our Site, We use industry-standard SSL-encryption to enhance the security of data transmissions. While We strive to protect Your information, We cannot guarantee the security of the information You send Us though the internet and/or when it is used in third party services on our Site (e.g. in social media). We urge You to take every precaution to protect personal information You that you submit to Us through the internet and/or use in third party services.

6. Content

You are solely responsible for Your Content. We are not responsible for taking or maintaining backups of Your Content.
Where We provide links on the Site to websites that are operated by third parties We disclaim all liability for any content on those websites and/or any transaction that You may make on those websites.
We exclude any warranty that the content on third party websites to which the Site contains links, does not infringe the Intellectual Property Rights or other rights of any person anywhere in the world. By linking to infringing content on third party websites, We are not authorising infringement of any Intellectual Property Rights contained in those websites. You may contact Us to notify Us of any links You believe infringes any person’s Intellectual Property Rights.
We do not endorse any third party website, product or service. Where We include third party advertising on Our Site, We disclaim all liability for any advertisement and/or any transaction, act or omission that You may make as a result of that advertisement. You should ensure that You review and agree with the privacy policies on any website that You link to from Our Site before You provide any personal information to that website.

7. Intellectual Property

All title, ownership rights and Intellectual Property Rights in and to Site and the Content (including but not limited to any software, images, photographs, animations, video, audio, music, text, and applets incorporated into the Site) are owned by Us or Our licensors.
You acknowledge such ownership and Intellectual Property Rights and will not take any action to breach, jeopardise, limit or interfere in any manner with Our (or Our licensor’s) ownership of Our Intellectual Property Rights in the Site and/or Content.
We may be the owner of several common law, or (where indicated), registered trademarks which appear on the Site. Unauthorised use of these trademarks may infringe Our Intellectual Property Rights. We reserve our rights to take action against Users who violate Our Intellectual Property Rights.
SAS and all other SAS Institute Inc. product or service names are registered trademarks or trademarks of SAS Institute Inc. in the USA and other countries. ® indicates USA registration. We use these trademarks with the permission of SAS Institute as outlined in the SAS Editorial Guidelines page. Other product and company names mentioned on our Site may be registered trademarks or trademarks of their respective owners. We disclaim any and all ownership rights in those trademarks.

8. Disclaimers, Limitation of Liability and Your Indemnity

You acknowledge and agree that, to the maximum extent permitted by law:
1. You access the Site at Your own risk and are responsible for compliance with the laws of Your jurisdiction in addition to these Terms of Use;
2. We make the Site available for You to use, however We do not assume a duty of care to You;
3. if You rely on the Content, You must make your own investigations to ensure it is accurate before doing so;
4. Your use of the Site is at Your sole risk. To the extent permitted by law, the Company and its officers, employees and agents expressly disclaim all warranties of any kind, whether express or implied, including, but not limited to the implied warranties of merchantability, fitness for a particular purpose and non-infringement;
To the maximum extent permitted by law, the Company and its officers, employees and agents make no warranty that:
1. the Content or the Site will meet Your requirements;
2. the services, information or data contained in the Content is accurate or reliable;
3. access to the Content or the Site will be uninterrupted, timely, secure or error-free;
4. any errors will be corrected.
To the extent permitted by law, we exclude liability for any liability, loss, damage or expense caused by:
1. Your use of the Site in connection with Your Content;
2. the unavailability of the Site, the Content or Your Content for any reason;
3. any interference with or damage to Your computer system(s) or data which occurs in connection with use of the Content, Your Content or the Site, including the transfer of information or data (including any Virus) from Our Site or Content to Your computer systems;
4. any unauthorised access to or alteration of your Account information, other than by Us.
Where You are entitled to a statutory guarantee under clauses 60 to 62 of the Australian Consumer Law then to the extent that We fail to comply with such statutory guarantee, Our liability for a failure to comply with such statutory guarantee is limited to one of the following, at Our option:
1. supplying the services again; or
2. payment of the cost of having the services supplied again,
unless it is not fair or reasonable for us to rely on this term of the agreement.
For any claim that is not provided for in clause 8.3d, then to the extent permitted by law, and subject to clauses 8.3a., 8.3b.8.3c and 8.3f, Our liability to You for any claim whether it be in contract, tort (including negligence), breach of statutory duty or otherwise, arising out of or in connection with these Terms of Use shall exclude any loss that:
1. is for lost profits, lost revenue, failure to realise expected savings, lost or damaged data or business interruption or loss of goodwill;
2. is indirect, consequential, special, punitive or exemplary, even if We have been advised of, know of, or should have known of the possibility of such loss, damage or expense; or
3. exceeds $100.
By using the Site, You indemnify Us, Our officers, employees and agents (those indemnified) against any claim or proceeding that is made, threatened or commenced, and any liability, loss, damage or expense (including legal costs on a full indemnity basis) that any of those indemnified may incur or suffer as a direct or indirect result of:
1. a breach of these Terms of Use;
2. any actual or alleged breach of any law, legislation, regulation, by-law or code of conduct caused by Your Content;
3. loss, damage or corruption of Your Content;
4. any Virus being introduced as a result of using the Site or the Content, or any link or content of any third party website or services that is accessed via our Site;
5. any claims brought by or on behalf of any third party against any of those indemnified relating to any act or omission by You, including breach of a third party’s Intellectual Property Rights,
except to the extent that the liability, loss, damage or expenses is clauses by Our breach of the Terms of Use or Our negligence.

9. General provisions

No representation or warranty is made that the Content on the Site complies with the laws of any country outside of Australia. If You access the Site from outside Australia, You take the risk that the use of the Site and/or the Content does not comply with any law other than Australian law.
We may change the Terms of Use at our discretion. The version of the Terms of Use that applies will be available on the Site at the time You visit the Site.
Failure by either party to enforce any clause of these Terms of Use will not be deemed a waiver of future enforcement of that or any other clause.
You acknowledge and agree that We are entitled to make an application to seek equitable relief, including such injunction or injunctions as may be required to prevent any breach, infringement or further breach or infringement of any of Our Intellectual Property Rights and may specifically enforce such provisions or protect such rights by an action instituted in any court having jurisdiction.
The parties agree that they may deal with each other using electronic means.
These Terms of Use shall be governed by and construed in accordance with the laws from time to time in force in the State of Queensland, Australia and the parties submit to the exclusive jurisdiction of the Courts of Queensland, Australia.
The provisions of these Terms of Use shall be construed and constructed so as not to infringe the provisions of any applicable Act or Regulation or be void or invalid or unenforceable at law or in equity, but if any provision on its true interpretation does infringe any applicable Act or Regulation, or is void, invalid or unenforceable at law or in equity, then that provision shall be read down to such extent as may be necessary to ensure that it does not so infringe or is not void, invalid, or enforceable and as may be reasonable in all the circumstances so as to give such provisions a valid operation of a partial character and in the event that the infringing provision cannot be so read down it shall be deemed to be void and severable from these Terms of Use without affecting the other provisions of these Terms of Use.
To the extent permitted by law, these Terms of Use supersedes all prior agreements, arrangements and undertakings between the parties and constitutes the entire agreement between the parties in relation to those acts, matters or things that are contained in these Terms of Use.