Disclaimer of warranties and damages
Your use of the services, software (including without limitation, MiRA and the site), and content (collectively, the “Specialist Direct solution”), and any third-party apps, plugins or extensions is entirely at your own risk, and except as described in these terms, are provided “as is.” To the maximum extent permitted by applicable law, Specialist Direct, its subsidiaries and affiliates, and their third-party providers, licensors, distributors or suppliers (collectively “suppliers “) disclaim all warranties and conditions, express or implied, including any warranty or condition that the Specialist Direct solution or third-party apps are or will:
(i) be fit for a particular purpose,
(ii) be of good title,
(iii) be of merchantable quality, (iv) meet your requirements,
(iv) be compatible with your device, or
(v) not interfere with or infringe or misappropriate any intellectual property rights. Furthermore, Specialist Direct, its subsidiaries and its affiliates and suppliers disclaim all warranties and conditions, express or implied as to the accuracy, reliability, quality of content in or linked to the Specialist Direct solution. Specialist Direct, its subsidiaries and its affiliates and suppliers do not warrant that the Specialist Direct solution is or will be secure, free from bugs, viruses, interruption, data loss, errors, theft or destruction.
We have no responsibility or liability for any improper use or misuse of the services (such as any unauthorised inputs of any other people without explicit consent of the latter), or use of the services for any unintended purpose).
Termination
These Terms will apply to your use of the Services until your access or use is terminated by either you, your Organisation/Club or us. You may terminate your use of the Services at any time.
It is our right to suspend or deactivate your account or ban your access to all or certain aspects of the Services, or to terminate these Terms, at any time and without notice or liability to you, at our sole discretion. We reserve the right to delete or remove any of the data or information related to your account, except that we may only retain and use your User Content in accordance with these Terms and, to the extent your User Content includes personally identifiable information, the Privacy Policy and applicable laws and regulations.
If these Terms expire or terminate for any reason, provisions relating to privacy, confidentiality, ownership and protection of intellectual property, information security, indemnities and limitations of liability, governing law and dispute resolution, effects of termination, and any rights and obligations under these Terms which by their nature should survive, will remain in effect after termination or expiration of these Terms.
Limitation of Liability; Indemnity
You waive and shall not assert any claims or allegations of any nature whatsoever against Specialist Direct, its affiliates or subsidiaries, their Suppliers, any of their successors or assigns, or any of their respective officers, directors, agents or employees (collectively, the “Released Parties”) arising out of or in any way relating to your use of the Specialist Direct Solution or any Third Party Apps, including, without limitation, any claims or allegations relating to infringement of proprietary rights, or allegations that any Released Party has or should indemnify, defend or hold harmless you or any third party from any claim or allegation arising from your use or other exploitation of the Specialist Direct Solution or any Third Party Apps. You use the Specialist Direct Solution or any Third-Party Apps, Plugins, Links and Extensions at your own risk.
Without limiting the foregoing, neither Specialist Direct nor any other Released Party shall be liable for any direct, special, indirect, incidental, exemplary, punitive, or consequential damages, or any other damages of any kind, including but not limited to loss of use, loss of profits or loss of data, whether in an action in contract, tort (including but not limited to negligence) or otherwise, arising out of or in any way connected with the use of or inability to use the Specialist Direct Solution or any Third Party Apps, Plugins, Links and Extensions, including without limitation any damages caused by or resulting from your reliance on the Specialist Direct Solution or any Third Party Apps, Plugins, Links and Extensions or other information obtained from Specialist Direct or any other Released Party or accessible via the Specialist Direct Solution or any Third Party Apps, Plugins, Links and Extensions or that result from mistakes, errors, omissions, interruptions, deletion of files or email, defects, viruses, delays in operation or transmission or any failure of performance, whether or not resulting from acts of god, communications failure, theft, destruction or unauthorised access to Specialist Direct or any other Released Party’s records, programs or services.
In no event shall the aggregate liability of Specialist Direct, whether in contract, warranty, tort (including negligence, whether active, passive or imputed), product liability, strict liability or other theory, arising out of or relating to the use of the Specialist Direct Solution exceed any compensation paid by you for access to or use of the Specialist Direct Solution during the three months prior to theatre of any claim. In no event shall Specialist Direct have or incur any liability, whether in contract, warranty, tort (including negligence, whether active, passive, or imputed), product liability, strict liability or other theory, arising out of or relating to the use any Third- Party Apps.
You will indemnify and hold harmless Specialist Direct and any Released Parties from and against any claims, lawsuits, demands, disputes or investigations brought by any third party, and all liabilities, damages, losses, costs, and expenses, including without limitation reasonable attorneys’ fees, arising out of or in any way connected with: (i) your access to or use or misuse of the Services, (ii) your User Content, (iii) your breach or alleged breach of any warranties made by you hereunder or your violation of any other provision of these Terms, or (iv) your violation of any law or the rights of a third-party (collectively, “Indemnified Claims”).
Specialist Direct reserves the right, in its sole discretion and at its own expense, to assume the exclusive defence and control of any Indemnified Claims. You agree to reasonably cooperate as requested by Specialist Direct in the defence of any Indemnified Claims.
Governing Law and Dispute Resolutions
The Services are controlled by Specialist Direct and operated by it from its offices in Darwin, Australia. You and Specialist Direct both benefit from establishing a predictable legal environment in regard to the Services. Therefore, you and Specialist Direct explicitly agree that all disputes, claims or other matters arising from or relating to your use of the Specialist Direct Solution (or any component thereof) will be governed by the laws of the Northern Territory and the federal laws of Australia applicable therein. The United Nations Convention on Contracts for the International Sale of Goods does not apply to these Terms.
Except where prohibited by applicable law, any claim, dispute or controversy (whether in contract or tort, pursuant to statute or regulation, or otherwise, and whether preexisting, present or future) involving Specialist Direct and arising out of or relating to:
(i) these Terms; (ii) the Specialist Direct Solution (or any component thereof); (iii) oral or written statements, advertisements or promotions relating to these Terms or to the Specialist Direct Solution (or any component thereof); or (d) the relationships that result from these Terms or the Specialist Direct Solution (or any component thereof) (collectively, a “Claim”), will be referred to and determined by a sole arbitrator (to the exclusion of the courts). If you have a Claim, you should give written notice to arbitrate at the address specified below. If we have a Claim, we will give you notice to arbitrate at your address provided in your Registration Data. Arbitration will be conducted by one arbitrator pursuant to the commercial arbitration laws and rules in effect on the date of the notice in the Northern Territory.
To the extent arbitration as described in the immediately preceding paragraph is prohibited by applicable law, you agree that all Claims will be heard and resolved in a court of competent subject matter jurisdiction located in the Northern Territory, Australia. You consent to the personal jurisdiction of such courts over you, stipulate to the fairness and convenience of proceeding in such courts, and covenant not to assert any objection to proceeding in such courts.
If you choose to access the Services from locations other than the Northern Territory, you will be responsible for compliance with all local laws of such other jurisdiction and you agree to indemnify Specialist Direct and the other Released Parties for your failure to comply with any such laws.
General Terms
Except as otherwise stated herein, the Privacy Policy and these Terms shall constitute the entire agreement and understanding between you and Specialist Direct for the use of the Specialist Direct Solution and supersede all prior or contemporaneous communications whether electronic, oral or written between you and Specialist Direct regarding your use thereof. You agree that you will have no claim against us for any statement which is not explicitly set out in these Terms. If for any reason, a provision of these Terms is determined to be invalid or void, and unenforceable, it shall be excluded, and the other provisions remains in full force and effect. Specialist Direct’s failure or delay to enforce any right or provision of these Terms will not be considered a waiver of those rights. Specialist Direct may assign any or all its rights hereunder to any party without your consent. The parties confirm that it is their wish that these Terms, as well as any other documents relating to this Terms, including notices, have been and shall be drawn up in the English language only.
Contact Us
The Services are operated and provided by Specialist Direct Pty Ltd. If you have any questions about these Terms or the Services, please email us at support@Specialist.Direct
Address:
Level 1, 30 Smith Street Mall
Darwin NT 0800
Australia