1.APPLICATION OF TERMS

1.1. These Terms apply to your use of or access to any services provided via the internet by us, such as an API Product, including to integrate with the Platform, acquire any Products or to access the Content (together the Online Services) except to the extent that you, or the entity which provided you with Credentials to access the Online Services, have or has, or have or has the benefit of, a separate agreement with us governing the use of and access to the Online Services, in which case that other agreement will apply.

2.ACCEPTANCE OF TERMS

2.1. If you do not accept and agree to be bound by these Terms, you must immediately cease accessing the and otherwise refrain from using the Online Services.

2.2. By accessing or using the Online Services you accept and agree to be bound by these Terms (in their current form as at the time you click “I agree”, "I accept" or any other similar phrase or button indicating your agreement to these Terms) or commencing accessing the Online Services and acknowledge that you have read and understood the Terms.

2.3. These Terms apply immediately on their acceptance and, unless terminated earlier in accordance with these Terms:
(a)  in respect of any Online Services the subject of a Subscription Plan, expire at the conclusion of your applicable Subscription Plan; and
(b) in respect of any other Online Services, continue for so long as you continue to access or use those Online Services.

3.ELIGIBILITY

3.1. The Online Services are available only to entities which can form legally binding contracts under the applicable Law.
3.2. If you cannot enter into legally binding contracts, you must immediately cease accessing the and otherwise refrain from using the Online Services.

4.LICENCE

4.1. Subject to these Terms and payment of any applicable fees under clause 8, LSSA grants to you a non-exclusive, non-transferable, non sub-licensable, revocable, limited licence to access and use the Online Services solely for the Authorised Purpose (Licence).

4.2. Except as expressly permitted by these Terms or to the extent permitted by Law, you must not, and ensure that your Personnel do not:
(a) cache or store, or attempt to cache or store, the Content for the purpose of setting up, creating, or adding to another database (whether permanent or temporary) or with the intent to create a copy of all or any portion of the Content for resale purposes;
(b) decompile, disassemble, reverse compile or otherwise reverse engineer all or any portion of the Online Services or the Content, including any source code, object code, algorithms, methods or techniques used or embodied therein or any Data forming part of the Content;
(c) reproduce, display, store, print, publish, distribute, commercialise, perform, modify, adapt, or create derivative works from or based on all of or any component of the Online Services;
(d) license, sublicense, distribute, resell, disclose, incorporate into any database, commercially exploit or otherwise transfer the Online Services to any third party, or use the Online Services on behalf of any third party;
(e) remove, obscure or alter any copyright, trade mark, logo or other proprietary notice, or falsify or delete any author attributions, legal notices or other labels appearing on or in the Online Services relating to or in connection with the origin or source of the Online Services;
(f) incorporate any portion of the Online Services into any other materials, products or services that are not within the Authorised Purpose;
(g) use the Online Services in a manner intended to avoid incurring fees or minimise the applicable fees payable;
(h) permit another person to use the Online Services with your Credentials;
(i) use the Online Services on another user's Credentials, even if you also have Credentials;
(j) damage, interfere or harm the Online Services or any network or system underlying or connected to, integrated or interoperated with the Online Services (including the LSSA Systems);
(k) circumvent (or attempt to circumvent) any security or authentication measures of the Online Services or the LSSA Systems or any other system, network or server connected to the Online Services or LSSA Systems;
(l) attempt to scan or test the vulnerability of LSSA's hardware, software, information networks or systems (including the LSSA Systems) or any Third Party System or otherwise attempt to breach or circumvent LSSA’s data security or authentication processes;
(m) data mine, scrape, crawl, email harvest or use any process or processes that send automated queries to the Online Services or the Content (including robots or spiders);
(n) use any robot, spider, or other similar device or process to retrieve, index, or in any way reproduce, modify or circumvent the navigational structure, security or presentation of the Platform and the Products or which otherwise impacts on the availability of the Online Services to other users; or
(o) use, or offer to use, the Online Services or any Content with the intention or effect of:
(i) encroaching upon the privacy of an individual; or
(ii) to target vulnerable persons or those knowingly susceptible to financial distress; or
(iii) in connection with any direct marketing activities, including any telemarketing campaign or telephone survey; or
(iv)otherwise with the intention or effect of breaching the Privacy Laws.

4.3.You acknowledge that:
(a) the Licence does not extend to any right in or to the source code comprised in any software in the Online Services;
(b) in accessing the Online Services, you at all times will comply with all Laws;
(c) effective use of the Online Services may require the use, development or creation of your Systems or other systems, processes or technology (including through a third party) and you are solely responsible for:
(i) forming your own opinion on any systems, processes or technology that you need to develop, acquire or create to appropriately gain access to and use the Online Services;
(ii) obtaining access to the Online Services, and for all costs and expenses in connection with development and maintenance work required to integrate with or access the Online Services, including internet service provider fees, telecommunications fees, and the cost of any and all equipment (including development tools, hardware, software and other technology); and
(d) we are not liable for any delay, defect, deficiency and/or loss of service in connection with the Online Services or any Products or any Loss caused by (whether directly or indirectly):
(i) equipment, data or services supplied by you or any third party; or
(ii) any telecommunications organisation equipment or services (including any speeds or capabilities of such equipment or services) or any requirements of any telecommunications authority.

4.4. Without limiting the above, you must not undertake any action that will impose a burden or make excessive traffic demands on any of the LSSA Systems or any Third Party Systems hosting the Platform that deem, in our sole discretion, to be unreasonable or disproportionate site usage.

4.5.You must ensure that neither the security nor the integrity of the Online Services, nor the privacy of any individual to whom any information included in the Products or Content relates, is compromised, violated or otherwise prejudiced as a result, directly or indirectly, of any act or omission of you or your Personnel using the Online Services, including by, in any way, causing vulnerable persons or those persons knowingly susceptible to financial distress to be targeted.

5.CONTENT

5.1. While LSSA endeavours to ensure that all Content is accurate, complete, up-to-date, reliable and error-free, you acknowledge that this may not always be the case and that LSSA does not represent or warrant that this will be the case.  You also acknowledge that the Content is subject to change without notice.

5.2. To the extent the Content includes information relating to the valuation of a property or building, the Online Services are not intended to be used in place of a formal appraisal, valuation or underwriting tool and are of a general nature and should not be construed as specific advice nor, in respect of any valuation incorporated in the Online Services, replace a valuation by a professional valuer.  Before relying on the Online Services, we recommend that you consider the accuracy, currency, completeness and relevance of the Online Services and consider the suitability of that information or data for your own individual purpose and requirements.

5.3. To the extent the Content includes information relating to, or attributes of, a property or building:
(a) we do not make any comment or guarantee in respect of the state of the property or the building.  The Online Services will not identify issues available upon inspection of the property or building including, without limitation, structural, weather tightness, contaminants, regulatory, legal, title, town planning or stability issues.  You are solely responsible for identifying any such issues; and
(b) any map showing property boundaries or comparable sales is indicative only and may not be complete or accurate.

5.4. Any Content may be changed, withdrawn or discontinued at any time and without notice.  Also, the format and Data incorporated in any Product may change from time to time without notice.

5.5. The Content is provided from Australia and may not be available, appropriate or lawful for use in other jurisdictions. The Content does not necessarily reflect the views or opinions of LSSA.  The Content may not be tailored to your particular circumstances and does not constitute advice or a recommendation.

5.6. You agree that you have exercised your independent judgment in accessing the Online Services and have not relied on any representation made by LSSA which has not been stated expressly in these Terms.  LSSA accepts no liability for any use of the Online Services, Content or any reliance placed on them.  Any use of or reliance on the Content is entirely at your own risk and you acknowledge and agree that it is your responsibility to verify any Content and otherwise seek your own independent advice.

5.7. If you use automatic language translation services in connection with your use of the Online Services, you do so at your own risk.

5.8. The Content is subject to change without notice.

6.ACCESS TO THE ONLINE SERVICES

6.1.  LSSA will provide the Credentials (which may include individual Credentials for each of your authorised Personnel which you may provide to your authorised Personnel) to allow access the Online Services in accordance with these Terms.

6.2. You acknowledge that we may update the Credentials from time to time consistent with our security measures, protocols and procedures or otherwise whenever we consider it necessary to protect the security or integrity of the Online Services.

6.3.You acknowledge that:
(a) you must take all steps necessary to protect, and you are responsible for protecting, the Credentials from theft, loss, fraudulent or unauthorised use (including, as reasonably necessary, comply with any instructions issued by us from time to time to protect the security or integrity of the Online Services or any LSSA System or Third Party System);
(b) you are responsible for all use of the Credentials, including all ordering of Products using the Credentials (whether by your authorised Personnel or otherwise) and we are entitled to rely upon, and process, any order we receive for Products using the Credentials;
(c) you are responsible to ensure only your authorised Personnel have access to and use the Credentials;
(d) we are not, and will not be, responsible for any Loss, claim or other liability that may arise from the authorised, unauthorised or fraudulent use of the Credentials;
(e) you agree to comply with any security requirements relating to your Credentials or your access to the Online Services which we may notify to you from time to time; and
(f) if the Credentials are lost or stolen or if you reasonably become aware of any unauthorised access to the Online Services by any of your Personnel or any other person, it is your responsibility to immediately notify us of that occurrence so that the Credentials can be deactivated and a new one assigned.

6.4. Your obligations in clause 6.3(a) to 6.3(d) do not apply to the theft, loss, fraudulent or unauthorised use caused by LSSA.

6.5. You consent to LSSA:
(a)monitoring and collecting data on your usage of the Online Services including without limitation for service improvement, to identify security issues that impact LSSA or other users of the Online Services, evidence of misuse, and attempted or actual security breaches; and
(b)using and disclosing the data collected under clause 6.5(a) for LSSA’s internal use only (including to ensure or improve the quality of the Online Services and to verify your compliance with these Terms), or for disclosure externally if required by Law or otherwise in respect to any addressing any attempted, actual or likely security breach,
and you must not interfere with our attempts to monitor your use of the Online Services.

6.6. To the extent any use of the Online Services requires the application of a digital signature, you warrant that you are authorised to use that digital signature in the manner used and, upon the reasonable request of LSSA from time to time, you agree to provide LSSA with all information reasonably requested to demonstrate that authority.

6.7.You must also indemnify us against any Loss or damage we may suffer due to any claim, demand or action of any kind brought against us arising directly or indirectly because you did not comply with your obligations under these Terms to protect your Credentials.

7.RESTRICTION OF ACCESS AND ACCEPTABLE USE

7.1. You must at all times act reasonably when accessing the Online Services.

7.2. You understand that in addition to our rights in clause 10 and 16, we may, acting reasonably, suspend your access to the Online Services if:
(a) we reasonably believe that such suspension is necessary to protect the Online Services or security of the Content;
(b) we reasonably believe that your usage pattern of the Online Services is excessive or unreasonable in that it will, or could, impact on other users of the Online Services or any other LSSA System; or
(c) there is any event of degradation or instability in the Online Services or any other LSSA System whether caused by you, your Personnel or otherwise.

7.3. We will reinstate your access to the Online Services as soon as reasonably practicable once the matters giving rise to the suspension have been reviewed, remediated or rectified (having regard to the circumstances underlying the reason for the suspension).

8.FEES AND REFUNDS

8.1. You acknowledge that accessing the Online Services may:
(a) give rise to a fee determined by LSSA; or
(b) involve the payment of a recurring, periodic subscription fee under a Subscription Plan,or both, which you, or the entity which provided you with your Credentials to access the Online Services of its behalf, will be required to pay to LSSA.

8.2. These fees will either be published online on the Platform or communicated to you through methods we consider reasonable and which are known to you (e.g. in a relevant Subscription Plan or in email correspondence) before you access the relevant Online Services.

8.3. We may, at our discretion, increase the fees for the Online Services.  We will do this by providing written notice to you of our intention at least 30 days prior to the application of the fee increase.  For any Online Services not subject to a Subscription Plan, upon receipt of such a notice, you may terminate your access to the Online Services by providing us written notice in accordance with clause 16.2 or otherwise ceasing to use the Online Services.  You acknowledge that, if you access the Online Services (including purchasing Products) after the date the increase in fees occurs, you will be responsible for any fees which are incurred.  Fees for Subscription Plans will be revised in accordance with the terms of that Subscription Plan.

8.4. You acknowledge that by ordering Products or otherwise accessing the Online Services you authorise LSSA to apply the relevant fee for the relevant Product or accessing the relevant Online Services to your account, or the account of the entity which provided you your Credentials to access the Online Services on its behalf (subject to any applicable approved credit limit).  Except to the extent that you are entitled to a refund under a Law (including the ACL) or as otherwise contemplated in these Terms, all fees, once paid or applied to your account, are non-refundable, even if you stop accessing the Online Services.

8.5. If you ask us to cancel an order of a Product prior to invoicing we may agree (in our sole and absolute discretion).  We may, but are not required to, cancel a Product order just because you have changed your mind or because you have made mistakes in data entry.

8.6. Any applications for a refund of any fees should in the first instance be directed to LSSA in accordance with clause 24.  You may expect a refund if we cannot supply a Product ordered or the Product is significantly different from a sample shown or if it is not acceptable quality.  However, we may not necessarily provide you with a refund just because you change your mind.

8.7. We will submit invoices to you, or the entity which provided you with your Credentials to access the Online Services on its behalf, for your use of the Online Services and you must pay, or procure the payment of, the total amount of each invoice if we require you to do so, at the time or ordering or purchasing the relevant Online Service or, in any other case, no later than 30 days after the receipt of that invoice.  All payments that are required to be made under these Terms must be made without any set-off, counterclaim or condition and without any deduction or withholding for any tax or any other reason, unless you are required to make a deduction or withholding by applicable Law.

8.8. Unless otherwise agreed, all payments to be made to us under these Terms will be made by deposit to a bank account in Australia nominated in writing by us by way of standing instruction to you.

9.GST

9.1.Words or expressions used in this clause that are defined in the GST Act have the same meaning given to them in the GST Act.


9.2.Unless otherwise stated, any consideration relating to the Online Services does not include any amount for GST.


9.3.If a supply under these Terms is subject to GST, the recipient of the supply must pay to the supplier an additional amount equal to the amount of consideration multiplied by the applicable GST rate.


9.4.The additional amount is payable at the same time as the consideration for the supply is payable or is to be provided.  However, the additional amount need not be paid until the supplier gives the recipient a Tax Invoice.


9.5.If the additional amount differs from the amount of GST payable by the supplier, the parties must adjust the additional amount accordingly.


9.6.If a party is entitled to be reimbursed or indemnified under these Terms, the amount to be reimbursed or indemnified does not include any amount for GST for which the party is entitled to an input tax credit.

10.MODIFICATION OF THE ONLINE SERVICES

10.1. We may at any time modify, change or refine the features and functionality of the Online Services (including modification, change or refinement that we require to change, vary or replace our own systems and processes) and any Product.

10.2. For any Products the subject of a Subscription Plan, if, at any stage, we decide to cease all or any portion of the Online Services, or reduce functionality, below the basic features applying at the commencement of your current Subscription Plan, we will give you more than 30 days prior written notice after which you may, by giving us written notice, cancel your existing Subscription Plan in respect of those impacted Online Services with such notice to be given within 30 days of us notifying you of the change.  In these circumstances only, we will refund, on a pro-rata basis, the unused fees paid for the remaining period of your Subscription Plan.

10.3.You acknowledge that:
(a)  the Online Services may integrate or interoperate with other LSSA Systems or Third Party Systems;
(b) the Online Services may not operate in an uninterrupted manner, be available 24 hours a day, 7 days a week, and notwithstanding reasonable efforts by LSSA, may not or be secure;
(c) LSSA may be required, from time to time to maintain (including by performing network, hardware, software or service maintenance services or upgrades), close down, curtail or provide on a reduced or restricted basis the Online Services, without liability, on the following bases:
(i) if there is:
A. any planned maintenance, repair, or alteration of the Online Services or the LSSA Systems (as it relates to the Online Services); or
B. any upgrade or major repair work (for example, caused by an event of Force Majeure) to the Online Services or any other system (whether owned, operated or controlled by LSSA or a third party) which integrates, interfaces or interoperates with the Online Services,
which will or would be likely to restrict, reduce or curtail our ability to provide access to the Online Services under these Terms;
(ii) if there is a failure of any component of the Online Services which restricts or would be likely to restrict, reduce or curtail our ability to provide access to the Online Services under these Terms;
(iii) in order to comply with any applicable Law or in the event of any statutory inspection, for the period required to enable such compliance; or
(iv) if an event of Force Majeure occurs.

11.THIRD PARTY SERVICES AND LINKED WEBSITES

11.1.The Platform may include links to other websites operated by community, business and government.  These linked websites will have their own terms and conditions of use, and you should familiarise yourself with those terms and conditions.  If the Platform includes links or references to information or services that are not provided by LSSA, then unless expressly stated otherwise, these links are provided on an “as is” basis and LSSA does not:
(a) endorse, recommend or approve them or the practices of the organisations that operate them, or any information, materials or goods or services referred to or provided by them;
(b) make any warranties or representations regarding the quality, accuracy, merchantability or fitness for purpose of any material on websites linked from or to the Online Services;
(c) make any warranties or representations that material on other websites which link to, or are linked from, the Platform does not infringe the Intellectual Property Rights of any person anywhere in the world; or
(d) authorise the infringement of any Intellectual Property Rights contained in material in other websites by linking to those other websites,
and any such links or references are provided for convenience only and may not remain current.

12.COLLECTION AND USE OF INFORMATION AND PRIVACY

12.1. You acknowledge and agree that LSSA may collect Personal Information using the Online Services for providing Content to you, marketing purposes, our internal business purposes and any other specific purposes advised to you from time to time.  The information may be used by us, our related companies and may be disclosed to our consultants or advisers.  Any disclosure of Personal Information by us, our related companies or our consultants or advisers will be governed by Privacy Laws and by our Privacy Policy and Privacy Statement (each found here: https://www.landservices.com.au/privacy).  Our Privacy Policy and Privacy Statement each include details of:
(a) how we collect, hold, store and share Personal Information;
(b) the circumstances in which your Personal Information might be sent overseas;
(c) your rights of access to, and correction of, your Personal Information; and
(d) the security measures we have in place over your Personal Information.

12.2. You acknowledge that if you provide Personal Information of others as part of your use of the Online Services, you must only do so if that person is informed of the relevant disclosure and use and expressly agrees and consents to you doing so and to us collecting, holding, using and disclosing their personal information in accordance with this clause and our Privacy Policy and Privacy Statement.  If the applicable individual does not agree and consent to the disclosure and use of their Personal Information as you propose, you must not provide that Personal Information to us as part of your use of the Online Services.


12.3. You are not required to provide us with your Personal Information by any Law, however if you fail to do so, we may not be able to carry out the purpose for which the Personal Information may be collected and used.

12.4. In addition, we may collect information relating to your access to, or use of, the Online Services, such as the domain name, IP address from which the Online Services are visited, the date and time of the visit to the site, the pages accessed and documents downloaded, the previous website visited and the type of browser used and use that data to, among other things, analyse trends and statistics.  We also may use “cookies” or similar features on our Platform which stores information on your computer.  Cookies or similar features are an industry standard and are used as a means for our Platform to remember your preferences.  In some cases, these features enable us to collect and store Personal Information about you. If you wish, you can disable these features via your internet browser. If you disable these features, then you may not be able to use our Platform to its full functionality.

12.5. You may contact LSSA (refer below) if you have any questions regarding our use of your Personal Information or otherwise to request access to any Personal Information about you held by LSSA.

12.6. LSSA does not guarantee the security of any information you may send to LSSA using the Online Services during its transmission, however LSSA will endeavour to protect such information once it is received.

12.7. You must ensure that you and your Personnel comply with the Privacy Laws in respect of any Personal Information used, disclosed, stored or received in connection with these Terms and your use of the Online Services (including Personal Information contained within the Platform, any Products, Data or Content).

13.INTELLECTUAL PROPERTY AND ATTRIBUTION

13.1. Unless stated otherwise, LSSA own or license the copyright and all Intellectual Property Rights in the Online Services (including, to avoid doubt, the Platform), Content and Data.  Nothing in these Terms transfers any right, title or interest in those Intellectual Property Rights to you and all Intellectual Property Rights in the Online Services, Content and Data remain with LSSA or their licensors.

13.2. Except as otherwise set out in these Terms, no licence, right to, title to or other interest in Intellectual Property Rights in the Online Services or the Content is granted to you.

13.3. Some of the Online Services may allow you to display Content over a variety of base maps.  The content of these base maps has been provided by a number of sources internal and external to LSSA.  The aerial imagery has been acquired by LSSA from organisations that make satellite imagery available for use in the public domain under certain conditions.  The Platform uses imagery made available through AWS Location Services and its Geolocation Provider, Esri.

13.4. You grant us a perpetual, irrevocable, transferable, non-exclusive, world-wide, royalty-free license (including the right to grant sub-licences to any person) to use, copy, modify, adapt, publish, distribute, create derivative works of, transmit or broadcast, any content (including but not limited to all Intellectual Property Rights in such content) that you upload to the Online Services (Your Content) for the purposes of supplying the Online Services to you or the same or equivalent services, content or products to any other entity.

13.5.You authorise us to grant to our licensors, in perpetuity, the benefit of our entitlement to use and otherwise deal with Your Content.

13.6.You represent and warrant that:
(a) you have the ability to grant the licence in clause 13.4 and grant the authorisation in clause 13.5 above and nothing further is required to grant that licence; and
(b) use of Your Content by us or any third party authorised by us will not infringe any rights (including any Intellectual Property Rights) of any person.


13.7.You agree that you will ensure that at no time will Your Content contain:
(a) Harmful Code;
(b) any material that is defamatory, libellous, hateful, discriminatory, obscene, pornographic or similarly illegal or offence; or
(c) without our express written consent, anything that represents or implies that:
(i) we approve or endorse Your Content or any outputs, results or insights you generate from your use of the Online Services;
(ii) any of Your Content is owned or provided by us,
and you agree that you will be solely responsible for any consequences that are connected with the sending or lodgement of any such material.


13.8.In relation to Your Content, you:
(a) consent to, and do all things necessary to procure the consent to, the infringement of; and
(b) otherwise waive, and do all things necessary to procure the waiver of, (to the extent such a waiver is possible),
all moral rights (as that term is defined under the Copyright Act 1968 (Cth)) in Your Content to the fullest extent possible under the laws of any applicable jurisdiction, including:
(c) the failure to acknowledge you as the author of Your Content;
(d) the false attribution of authorship of Your Content; and
(e) alteration of Your Content by adding to, removing elements from, or rearranging elements of, the material, including without limitation combining elements of any of Your Content with any other material.


13.9.You must not advertise or make any statement or press release regarding your use of the Online Services which suggests any partnership with, or sponsorship or endorsement by, us (including through use of our brands or logos) without our prior written consent.

14. AVAILABILITY

14.1.You acknowledge and agree that utilising the Online Services uses the Internet or other communication networks which are not operated by LSSA and which may be affected by factors outside of LSSA’s control.  Accordingly, LSSA cannot guarantee the availability of all or any portion of the Online Services.


14.2.You acknowledge and agree that accessing the Online Services may involve charges for data imposed by your carrier or service provider (including if you are accessing the Online Services through a mobile provider).  It is your responsibility to be aware of these charges and LSSA is not responsible for any charges you may incur through use of the Online Services.



15.SECURE TRANSMISSIONS, PROTECTION FROM VIRUSES AND INTERFERENCE

15.1.No data transmission over the Internet can be guaranteed as totally secure. While we strive to protect such information, we make no warranty and do not ensure the security of any information which you transmit to, or receive from, us and any such information is transmitted at your own risk.


15.2.You must take your own precautions to ensure that the process which you employ for accessing the Online Services does not expose you to the risk of viruses, malicious computer code or other forms of interference which may damage your own computer system.  LSSA does not accept responsibility for any interference or damage to your computer system which arises in connection with your use of the Online Services or any linked website.


15.3.You must, and must ensure that your Personnel, prior to uploading Your Content, scan Your Content using HC Software to identify if Your Content has any Harmful Code.


16.TERMINATION, RESTRICTION OF ACCESS AND SUSPENSION


16.1.We may immediately terminate your access to the Online Services by giving you written notice to that effect if:
(a) our right to licence or supply any or a portion of the Online Services is terminated (including, where the supply of the Online Services becomes contrary to Laws or where our licensor directs us to cease supplying the Online Services);
(b) you are in breach of any of these Terms and have failed to rectify any such breach within seven days' notice by us to do so; or
(c) you become the subject of insolvency proceedings.


16.2.You may terminate your access to the Online Services:
(a) if you have not agreed to a Subscription Plan, by notifying us and/or ceasing to access and use the Online Services.  
(b) if you have agreed to a Subscription Plan that has a defined end date, by providing written notice to us. However, you will be required to pay the fees for the subscription component of your Subscription Plan until that defined end date and any unpaid invoices.
(c) if your Subscription Plan is on a month-to-month basis, you may terminate that Subscription Plan at any time by providing written notice to us and your Subscription Plan will terminate at the end of the billing period following the provision of your notice of termination.


16.3.Upon termination or expiration of these Terms, the Licence granted pursuant to clause 4.1 immediately ceases and you must:
(a) cease using the Online Services; and
(b) if requested by us, demonstrate to our reasonable satisfaction, by providing evidence, that you have fully complied with the obligations under this clause.


16.4.Without limiting any other rights we may have under these Terms, we may, without liability, immediately suspend your access to the Online Services at any time and for as long as:(a)we reasonably suspect or have reason to believe you are not complying with these Terms in all respects;
(b) there is any immediate risk to the security of the Online Services;
(c) any material amounts owing to us by you, or the entity which provided you with your Credentials to access the Online Services on its behalf, remain outstanding (whether in respect of the Online Services or under any other arrangements between you and us);
(d) we cease providing all or any portion of the Online Services;
(e) we reasonably consider that you have done something that is detrimental to our business interests or reputation or those of any third parties;
(f) we have provided credit to you, or the entity which provided you with your Credentials to access the Online Services on its behalf, under a Credit Application and you or the entity which provided you with your Credentials to access the Online Services on its behalf:
(i) have or has exceeded or, in our reasonable opinion and based on your or its usage of the Online Services and other services and products provided by us to you or it, you or it are likely to exceed the applicable Available Credit under the Credit Application; or
(ii) are otherwise in breach of the Credit Application.


16.5.We will reinstate your access to the Online Services as soon as reasonably practicable once the matters giving rise to the suspension have been reviewed, remediated or rectified (having regard to the circumstances underlying the reason for the suspension).


17.NO WARRANTIES


17.1.The Online Services and the Content are provided on an 'as is' basis and to the fullest extent permitted by Law and subject to any liabilities and obligations which cannot be excluded by Law (including under the ACL), we do not warrant:
(a) that the functions contained in the Online Services will meet your requirements;
(b) the accuracy or completeness or reliability of the Online Services or the Content; or
(c) that your access to the Online Services or any part of the Online Services will be uninterrupted or error free, that defects will be corrected or that the Online Services or the server that makes them available are free of viruses, bugs or malicious code or other forms of interference which may damage your device.


18.DISCLAIMER


18.1.LSSA does not attempt or purport to exclude any liability arising under statute if, and to the extent, that liability cannot be lawfully excluded.  However, LSSA excludes to the extent lawfully permitted all liability for any Loss or damage of whatever kind (including consequential or incidental damage) and however arising (including due to negligence) that you may suffer, directly or indirectly, in connection with your use of or reliance on the Online Services.  Any warranties, guarantees, representations or other assurances implied or imposed by law or statute are expressly excluded to the fullest extent permitted by law. To the extent that any cannot be excluded, the liability of LSSA will be limited to the cost of the resupply of the applicable Online Services.


18.2.To the extent that any statutory guarantees apply to the Online Services under the ACL then our liability in respect of those guarantees is limited to:(a)in the case of the Online Services incorporating the provision of goods, to any one or more of the following, as we may in our absolute discretion determine:(i)the replacement of the goods or the supply of equivalent goods;
(ii) the repair of the goods;
(iii) the payment of the cost of replacing the goods or acquiring equivalent goods; or(iv)the payment of the cost of having the goods repaired; or(b)in the case of the Online Services incorporating the provision of services, to any one or more of the following, as we may in our absolute discretion determine:(i)whether we will supply the services to you again; or(ii)the payment of the cost of having the services supplied again, except as expressly provided elsewhere in these Terms.


18.3.The limitation in clause 18.2 will not apply if:(a)the Online Services or associated goods are services or goods that are 'ordinarily acquired for personal, domestic or household use or consumption' (as that expression is used in the ACL); or (b)it is not 'fair or reasonable' (as that phrase is used in the ACL) for us to rely on that limitation.


18.4.To the extent not otherwise excluded or limited under these Terms, and to the maximum extent permitted by Law, in no event will LSSA’s aggregate liability to you, exceed the amount of fees paid by you in the 12 months prior to the date of your Loss.


18.5.To the maximum extent permitted by Law and subject to the ACL, in no event will LSSA be liable for any direct, indirect, special, punitive, exemplary or consequential losses or damages of any kind (including without limitation loss of profits, loss of data or damage to any equipment) arising out of your use of or access to the Online Services or any Content, your inability to use the Online Services or any Content, or the interruption, suspension or termination of the Platform or any Content (including any damage incurred by third parties).


19.INDEMNITY


19.1.You agree to indemnify and hold harmless LSSA, its affiliates, agents, officers, employees and representatives from any loss, damage, expenses, penalties, claims or other liabilities that LSSA may incur due to your use of the Online Services, any Content or any breach by you of these Terms (including arising from your infringement of any rights of a third party) except to the extent that such loss, damage or other liability was directly caused by LSSA.


20.AMENDMENTS TO THESE TERMS


20.1.LSSA may at any time vary these Terms by publishing updated Terms on the Platform.  You agree that any such updated Terms will apply from seven (7) days after the time that they are published on the Platform.  Your continued use of the Online Services after LSSA publishes updated Terms constitutes your acceptance to be bound by the updated Terms.  Where you do not agree to any updates or revised terms, then you must immediately leave the Platform and otherwise refrain from accessing or using the Online Services.

21.NOTICE


21.1.A notice, consent, approval or other communication under these Terms (Notice) must be:
(a) in writing and signed by the sender or its duly authorised representative, addressed to the recipient and sent to the recipient’s address provided by you to LSSA in applying for your account or in your Subscription Plan; and
(b) delivered by personal service, sent by pre-paid mail, made available to you through the API Product or the Platform or transmitted by email, or any other lawful means.


21.2.A Notice given in accordance with this clause 21 is treated as having been given and received:
(a) if personally delivered, on delivery;
(b) if sent by pre-paid mail, on the fifth clear Business Day after the date of posting (or the seventh Business Day after the date of posting if sent to or from an address outside Australia); and
(c) if sent by email, at the time of transmission by the sender, unless the sender receives an automated notice generated by the sender’s or the recipient’s email server that the email was not delivered, except that, if the delivery, receipt or transmission is after 5.00pm in the place of receipt or on a day which is not a Business Day, it is taken to have been received at 9.00am on the next Business Day.


21.3.A party may change its address for the delivery of Notices by notifying that change to each other party.  The notification is effective on the later of the date specified in the Notice or five Business Days after the Notice is given.


22.GENERAL


22.1.The laws of South Australia, Australia, apply to these Terms and all matters relating to the use of the Online Services.  You agree to submit to the non-exclusive jurisdiction of the courts of South Australia with respect to any claim or dispute regarding such matters.


22.2.If any part of these Terms is invalid or unenforceable, that part will be severed and not apply but the remainder of these Terms will continue to operate.


22.3.You may not assign or transfer any rights or obligations under these Terms to any third party. We may assign or transfer any rights or obligations under these Terms to any third party in our absolute discretion as part of any corporate restructure or to the State, its nominee or such person or entity as from time to time takes over the assets or assumes the functions of us relevant to the performance of this Terms, or where such transfer of rights does not result in any material detriment to you.


22.4.The Online Services are non-exclusive and you acknowledge that we may develop products or services that may compete with your applications, business, or website or any other product or services.


22.5.These Terms constitute the whole of the agreement between us and you and sets out all of the parties' rights and obligations in relation to the Online Services, and replaces all earlier representations, statements, agreements and understandings.


22.6.Any waiver of our rights under these Terms is not effective unless in writing signed by us. Any failure or delay by us in exercising a right under these Terms does not constitute a waiver of our rights. Any waiver by us will only waive our specified rights in those specified circumstances and will not waive any of our other rights, or the same rights in other circumstances.


22.7.The headings in these Terms are for reference purposes only and in no way define, limit, construe or describe the scope or extent of any provision of these Terms.


22.8.Any indemnity under these Terms is independent and survives termination or expiry of these Terms, and any other term which, by its nature, is intended to survive termination or expiry of these Terms also survives that termination, including clauses 1.1, 5.1, 6.7, 9, 12, 13, 14, 15, 16, 17, 18, 19, 22 and 23.


23.DEFINITIONS


23.1.In these Terms:
ACL means Schedule 2 to the Competition and Consumer Act 2010 (Cth) or the corresponding provisions of the fair trading legislation.
Authorised Purpose means your, or the entity which provided you with your Credentials to access the Online Services on its behalf, personal or business use (other than commercialising or exploiting the Online Services) and in respect of any Online Services that have specific terms, any other purposes specified in those terms.
Available Credit has the meaning given in the Credit Application.
Business Day means any day except Saturdays, Sundays and declared public holidays in South Australia.
Content means any materials provided by us to you, or any information or materials obtained by you (either directly or indirectly) as a result of or in connection with your use of the Platform (including acquiring or searching for any Products) and includes, without limitation, the Data.
Credentials means the individual credentials allocated to you (including any applicable username, token or password and any individual credentials for any of your authorised Personnel) and any additional security measures, procedures and protocols implemented by us from time to time enabling your access to the Online Services.
Credit Application means any credit application entered into between LSSA and you from time to time.
Data means the Products and the underlying data incorporated in the Platform or any Product whether owned by, or licensed to, LSSA.
Force Majeure means a circumstance beyond the reasonable control of the party seeking to rely on Force Majeure and which results in that party being unable to observe or perform on time an obligation under these Terms. Such circumstances include:
(a) acts of God, lightning strikes, earthquakes, floods, storms, explosions, fires and any natural disaster; and
(b) acts of war, acts of public enemies, terrorism, riots, civil commotion, malicious damage, sabotage and revolution.
Government Agency means any government or governmental, semi-governmental, administrative, fiscal or judicial body, department, commission, authority, tribunal, agency or entity which has relevant jurisdiction.
GST means GST as defined in the GST Act or any replacement or other relevant legislation and regulation and includes any interest or penalties charged in relation to the GST. 
GST Act means the A New Tax System (Goods and Services Tax) Act 1999 (Cth).
Harmful Code means any computer code that is intended to be, or is (regardless of intent), harmful, destructive, disabling or that assists in or enables theft, alteration, denial of service, unauthorised disclosure or destruction or corruption of data including viruses, malware, spyware, adware, keyloggers, Trojans, and any new types of programmed threats that may be classified.
HC Software means appropriate and up-to-date industry standard detection software designed to prevent the introduction of, and to detect and eliminate, Harmful Code.
Intellectual Property Rights means any and all present and future intellectual and industrial property rights anywhere in the world including rights in respect of or in connection with any:
(a) related confidential information, trade secrets, knowhow or any right to have information kept confidential;
(b) copyright (including future copyright and rights in the nature of or analogous to copyright including any database rights);
(c) inventions (including patents);
(d) trade marks, service marks and other related marks;
(e) designs;
(f) business names, domain names and company names;
(g) semiconductor rights, eligible layouts and circuit layouts; and
(h) software, software programs and source code,
whether or not existing at the date of these Terms and whether or not registered or registrable and includes any and all variations, modifications or enhancements to each of them together with any application or right to apply for registration of those rights and includes all renewals and extensions.
Law means any statute, regulation, by-law, ordinance or subordinate legislation in force from time to time in any jurisdiction.
Licence has the meaning given in clause 4.1.
Loss means any damage (whether foreseeable or not), loss, cost or expense (including reasonable legal fees) and which may arise directly or indirectly.
LSSA (or we, our, us) means to either Land Services SA Operating Pty Ltd (ACN 618 229 815) as trustee for the Land Services SA Operating Trust (ABN 86 836 650 939), trading as “Land Services SA”.
LSSA System means each combination of equipment, software, services, networks (including telecommunications and data networks) and other infrastructure used by LSSA to provide the Online Services.
Online Services has the meaning given in clause 1.1.
Personal Information has the meaning given in the Privacy Act.Personnel means, in respect of a party, the officers, employees, contractors (including subcontractors) and agents of that party.
Platform means the platform located at https://api.reisaforms.com.au.  
Privacy Act means the Privacy Act 1988 (Cth).
Privacy Laws means both the Privacy Act and any other law or guideline, order or direction made by a Government Agency or other authorised body under any law relating to privacy, data protection, surveillance, direct marketing, data security or the handling of Personal Information or data with jurisdiction over us or you (as applicable).
Products means certain platforms, data products, searches and services made available through the Platform.
State means Crown in Right of the State of South Australia.
Subscription Plan means a plan entered into between you and LSSA from time to time in respect of all or a portion of the Online Services.
Terms means the terms set out on this page, including any specific terms that relate to particular Online Services (including any Subscription Plan).
Third Party System means any software or system supplied by a third party with which any of the Online Services integrate, interface or interoperate with to allow LSSA to deliver the Online Services.
You and your means you personally, your business entity and officers, Personnel, employees and agents of your business entity.
Your Content has the meaning given by clause 13.4.


24.ASSISTANCE


For any assistance, please contact LSSA’s Customer Support Team between the hours of 9:00am to 5:00pm Monday to Friday.

Level 9, 101 Grenfell Street, Adelaide
Phone 08 8423 5000  
Fax 08 8423 5090
Country callers 1800 648 176 (toll free)
Email: [email protected]
GPO Box 1354 Adelaide SA 5001
www.landservices.com.au

25.API PRODUCTS


25.1.The following additional terms apply if you intend to access one or more API Products made available by us from time to time.


25.2.Term
(a) Your use of an API Product will:
(i) commence on the Commencement Date; and
(ii) end on the End Date (unless otherwise extended or terminated earlier in accordance with the Terms).
(Term).
(b) For a Paid API Product, subject to clauses 25.2(d) and 25.2(e), upon expiry of the Term, your Subscription Plan will automatically extend for the Renewal Period and:(i)the revised End Date will be taken to be the last day of the Renewal Period; and(ii)the terms of your Subscription Plan will remain in full force and effect.
(c) The automatic renewal under clause 25.2(b) will have multiple applications and will continue to apply each time the End Date is extended under that clause.
(d) For a Paid API Product, you are entitled, in your sole and absolute discretion, to deliver to us written notice of an intent not to renew, or any proposed changes to, your Subscription Plan, at any time during the Term but not less than 2 Business Days, prior to expiration of the Term (as extended under this clause 25.2).  
(e) If a notice is issued under clause 25.1(d) of your intent to not renew your Subscription Plan, you Subscription Plan will expire on the End Date (including your access to a Paid API Product) and, until expiry of the Term, you must, and we will, at all times act in good faith and continue to comply with our respective obligations under the Terms.  Termination of the Subscription Plan does not terminate access to, or reduce any obligations you have, in respect of any other Online Services.


25.3.Accessing an API Product
(a) In order to access and integrate with an API Product you may be required to provide to us certain information (such as identification or contact details) as part of the registration process for the API Product, or as part of your continued use of the API Product.
(b) Any registration information you give to us must always be accurate and up to date and you agree to immediately inform us of any updates.
(c) In accessing the API Product, you must establish, maintain and enforce security measures to ensure that any of your Systems used to access, communicate or integrate with the API Product must meet or exceed general industry standards for data and system security.


25.4.Authorised Purpose
(a) Notwithstanding any of the Terms, you acknowledge that:
(i) you may only use an API Product for your personal or internal business purposes which includes the provision of the API Product through your System for use by an End User provided that the End User has entered into an agreement with you that is no less onerous than these Terms and that ceases immediately on the End Date or termination of your access to an API Product; and
(ii) you may not use an API Product with the intention of encroaching upon the privacy of an individual or to target vulnerable persons or those knowingly susceptible to financial distress or otherwise with the intention or effect of breaching the Privacy Laws or in connection with any direct marketing activities, including any telemarketing campaign or telephone survey; and
(iii) you may commercialise your Systems however you must not resell, sublicense, distribute, or otherwise commercialise an API Product without our prior written consent.
(b) You must:
(i) and ensure your End Users, only use an API Product accessed through your Systems for the Authorised Purpose, in a reasonable manner, consistent with these Terms and in accordance with any Laws;
(ii) incorporate appropriate measures in integrating your Systems with the API Product to ensure that only authorised End Users access the Online Services through the API Product.


25.5.Usage Limits
From time to time, we may impose usage limits on an API Product, including but not limited to request limits and rate limits, in our sole discretion by providing you prior written notice. You agree to comply with these usage limits and understand that exceeding these limits may result in temporary or permanent suspension to an API Product under clause 25.10.


25.6.Attribution
(a) Except where expressly stated, these Terms does not grant either party any right, title, or interest in or to the other party’s Brand.
(b) You must display our Brand and the Attributions in accordance with the Documentation and we grant you a non-transferable, non-sublicensable, non-exclusive license during the Term to display our Brand and Attributions for the purpose of promoting or advertising that you are using an API Product as part of your Systems.
(c) You grant us a non-transferable, non-sublicensable, non-exclusive license during the Term to use your Brand in promoting, marketing or demonstrating an API Product or the Online Services.

25.7.Assistance and Cooperation
(a) At all times during the Term, you must provide all assistance and cooperation reasonably required by us to facilitate the timely, efficient, comprehensive, smooth and continual integration with an API Product which includes, without limitation:
(i) providing necessary resources, information, documentation and instructions, including specifications, test plans, test results, constraints and parameters for your Systems as it relates to the integration to an API Product;
(ii) conducting all necessary tests of your Systems and an API Product (including user acceptance testing and production verification testing) in accordance with industry best practice to identify any negative impacts on any component on an API Product (including any relevant user experience);
(iii) upon our reasonable request, immediately providing us with the results of any test conducted by you or your Systems as it relates to its integration or use of an API Product and doing everything necessary to remedy any negative impacts identified through testing;
(iv) providing reasonable access to us (including any necessary documentation, details and necessary demonstrations) to allow us to understand the user experience and interface for your End Users who access your Systems in accordance with the Authorised Purpose; and
(v) cooperating with us and our Personnel in respect of any works necessary to integrate an API Product with your Systems.
(b) You agree to at all times operate and keep up to date, in accordance with best industry standards, anti-scraping software in your Systems that enable End Users to access any product data from our Online Services.  Upon our reasonable request, you agree to provide us with the results of any reports or attempted intrusions detected by any such software to the extent it relates to the Online Services.
(c) You must:
(i) immediately notify us if you become aware of any actual or attempted Security Incident with an API Product or with your Systems which impacts or would be likely to impact an API Product; and
(ii) cooperate with any of our reasonable requests in respect to the management of that Security Incident.

25.8.Future Development and Support
(a) We may release new or updated an API Product from time to time but we are not obliged to do so.
(b) While you are not obliged to update or modify your integration to reflect any modifications to an API Product, you acknowledge that a failure to do so may mean that the API functionality or integration ceases to operate as originally intended.
(c) We will use reasonable endeavours to provide you with prompt technical support for an API Product however we do not warrant or guarantee that such support will be sufficient or satisfactory to your needs.
(d) We may discontinue or decommission an API Product at our sole discretion. If we do so, we will give you a minimum of 30 days’ written notice of our intention to do so.


25.9.Records and Audit
(a) You must maintain complete and accurate records of your use of an API Product and your compliance with these Terms.
(b) If at any stage during the Term, we know, suspect or have reason to believe you are or are likely to be in breach of or not fully compliant with these Terms, we may upon giving not less than 5 Business Days’ notice in writing to you, commission an audit in respect of you and your compliance with these Terms.
(c) If we commission an audit under this clause 25.9, you must provide access to us (or our nominated auditor) to inspect and audit your records and systems it order to assess your compliance with these Terms and you must co-operate with any reasonable request from us in respect of the audit.
(d) We will notify you if any audit conducted under this clause indicates that you have used an API Product in breach of these Terms.
(e) Each party will bear its own costs of an audit commissioned under this clause 25.9 unless the results of the audit determine you are in breach of yours obligations under these Terms in which case, in addition to your own costs, you must pay all costs of the audit reasonably incurred by us.


25.10.Suspension to API Products
(a) Without limiting clauses 7.2, 16.1 and 16.4 above, you understand that we may, acting reasonably, suspend your access to an API Product if we reasonably believe that your usage pattern of the API Product is excessive or unreasonable in that: it will, or could, impact on other users of the Platform, any other LSSA System or a Third Party System; or, it causes, or could cause, us to breach any obligations we owe in respect of any Third Party System; or, it materially exceeds the average, expected or estimated usage patterns of the Platform; or, it indicates you are using the API Product in contravention of clause 25.4.  We will use reasonable endeavours to reinstate your access to the API Product as soon as reasonably practicable once the matters giving rise to the suspension have been reviewed, remediated or rectified (having regard to the circumstances underlying the reason for the suspension).  


25.11.Charges
(a) The fees payable for your use of a Paid API Product will be as initially set out in your Subscription Plan and are set for the Initial Term.  The fees will apply from the Commencement Date and will be invoiced in accordance with the Invoice Terms.  We will review the fees for Paid API Products annually each 30 June, but you will only be required to pay the revised fees if the Term of your Subscription Plan extends beyond the Initial Term (including as a result of it being automatically extended under clause 25.2(b)).  You understand that, upon each automatic extension of the Term, you will be required to pay the then current fees for the Paid API Product.
(b) You acknowledge that the fees payable for your use of an API Product are, in addition to any fees or charges payable to us in respect of any other Online Services, (such as you purchasing any Products), you acquire through accessing the Online Services.


25.12.Definitions
In this clause 25:
(a) Attributions means any attribution relevant to an API Product as set out in the Documentation;
(b) Brand means any of your or our brands or logos relevant to an API Product as set out in the Documentation:
(c) Commencement Date:
(i) for a Paid API Product, has the meaning given in your Subscription Plan for that API Product;
(ii) for a Free API Product, the date you first access that API Product;
(d) Documentation includes any guides, manuals, materials and information appropriate or necessary for use in connection with an API Product;
(e) End Date:
(i) for a Paid API Product, has the meaning given in your Subscription Plan for that API Product;
(ii) for a Free API Product, the date you cease using that API Product;
(f) End User means any end user of your Systems who has accepted your terms of use complies, and do not conflict, with these Terms;
(g) Free API Product means an API Product where be provide access for free;
(h) Initial Term has the meaning given in your Subscription Plan for a Paid API Product;
(i) Invoice Terms has the meaning given in your Subscription Plan for a Paid API Product;
(j) Paid API Product means an API Product delivered pursuant to a Subscription Plan;
(k) Renewal Period has the meaning given in your Subscription Plan for a Paid API Product;
(l) Security Incident means any unauthorised or unlawful breach of security procedures or controls that leads to the accidental or unlawful misuse or loss of, interference with, unauthorised access to, modification of, any of the Online Services including an API Product or your Systems;
(m) Systems means the combination of systems, equipment, software, services, processes, technology, networks (including telecommunications and data networks) and other infrastructure used or operated by you for the purposes of accessing an API Product; and
(n) Term has the meaning given in clause 25.1(a).