Landcarer Platform – End User Licence Agreement
means the community standards policy posted on the Landcarer Platform and updated from time to time, a copy of which can be downloaded from here
Delegate means a volunteer, employee, contractor or other representative of an End User who interacts on or with the Landcarer Platform on behalf of, and as agent for, the relevant End User (for example, by posting or uploading information on behalf of the End User).
End User means any legal personality or entity which enters into this EULA with Landcare and interacts on or with the Landcarer Platform. An End User may be a User, an incorporated Landcare group, a government agency, an incorporated company or other legal entity. Where the End User:
(a) is a User, the End User interacts on or with the Landcarer Platform himself or herself directly; and
(b) is not a User (for example, the End User is an incorporated Landcare group, a government agency, an incorporated company or other legal entity), the End User interacts on or with the Landcarer Platform through a Delegate.
End User Data means any data uploaded or created by a Landcarer Participant when interacting on or with the Landcarer Platform.
EULA means this End User Licence Agreement.
Landcare means Landcare Australia Limited (ACN 008 656 513).
Landcarer Participant means an individual who interacts on or with the Landcarer Platform, whether he or she does so in a personal capacity as a User, or on behalf of, and as agent for, an End User as a Delegate.
Landcarer Platform means the platform offering a communication sharing service, found at landcarer.com.au or a designated branded URL.
Landcarer Platform Content means the Intellectual Property Rights in the Landcarer Platform itself (including data, text, graphics, logos, audio and software, and any compilations of such materials). Landcarer Platform Content does not include End User Data.
Intellectual Property Rights means all industrial and intellectual property rights of any kind including but not limited to copyright (including rights in computer software), trade mark, service mark, design, patent, trade secret, semiconductor or circuit layout rights, trade, business, domain or company names, moral rights, rights in confidential information, know how or other proprietary rights (whether or not any of these are registered and including any application, or right to apply, for registration) and all rights or forms of protection of a similar nature or having equivalent or similar effect to any of these which subsist or may hereafter subsist anywhere in the world.
Laws means any applicable Australian law, statute, regulation, by‑law, ordinance or subordinate legislation in force from time to time, whether made by a State, Territory, Commonwealth, or a local government, and includes common law and the principles of equity as applicable from time to time, and any applicable legally binding industry codes of conduct.
Permitted Purposes means:
(a) where End User is a User, End User's personal purposes; and
(b) where End User is not a User (for example, End User is an incorporated Landcare Group, a government agency, an incorporated company or other legal entity), End User's legitimate internal purposes,
as applicable, but excludes seeking to commercialise the Landcarer Platform or Landcarer Platform Content, or distributing them or otherwise making them available other than in accordance with this EULA.
Privacy Act means the Privacy Act 1988 (Cth).
Related Bodies Corporate has the meaning given to that term in the Corporations Act 2001 (Cth).
Term has the meaning given to that term in clause 5.
Uploaded Personal Information means any personal information (as that term is defined in the Privacy Act) uploaded or made available by a Landcarer Participant via the Landcarer Platform.
User means an End User who is an individual who enters into this EULA with Landcare, and interacts on or with the Landcarer Platform, in a personal legal capacity (for example a Landcare volunteer or member of the public).
(a) This EULA is a binding agreement between End User and Landcare.
(b) End User may access and use, and permit its Delegates to access and use on its behalf, the Landcarer Platform and Landcarer Platform Content only as permitted by this EULA and any policies posted on the Landcarer Platform (for example, the Community Standards).
(c) By accessing and/or using the Landcarer Platform or Landcarer Platform Content, End User agrees to be bound by this EULA. If End User does not agree to any of part of this EULA, it must not access or use the Landcarer Platform or Landcarer Platform Content.
(d) Where End User accesses and uses the Landcarer Platform and Landcarer Platform Content through its Delegate(s), End User agrees that:
(i) it will ensure that all of its Delegates have been properly authorised by End User to access or use the Landcarer Platform on behalf of End User;
(ii) it will ensure that all of its Delegates comply with the terms of this EULA, all policies incorporated into it by reference and all policies on the Landcarer Platform; and
(iii) it is fully responsible for any access or use of the Landcarer Platform or Landcarer Platform Content by its Delegates (with any acts or omissions of its Delegates being deemed to be the acts or omissions of End User).
(e) All Delegates, and all Users, must be at least 14 years of age. If you are under the age of 18, you represent that you have reviewed the terms of this EULA with your parent or legal guardian to make sure that you and your parent or guardian understand these terms. If you are a parent or guardian permitting a person under the age of 18 (a "minor") to use the Landcarer Platform, you agree to:
(i) exercise supervision over the minor's use of the Landcarer Platform;
(ii) assume all risks associated with the minor’s use of the Landcarer Platform including the transmission of any Uploaded Personal Information to third parties via the Internet;
(iii) ensure that the information that the minor may encounter on the Landcarer Platform is suitable for the minor;
(iv) assume liabilities resulting from the minor’s use of the Landcarer Platform, including payment obligations (if applicable);
(v) ensure the accuracy and truthfulness of all information submitted by the minor; and
(vi) provide the consents contained in the terms of this EULA on behalf of the minor. You acknowledge that the Uploaded Personal Information and other content made available by the Landcarer Platform may not specifically be intended to be accessed by minors.
Without limiting any of the foregoing, Landcare may implement user age verification systems at any time which may restrict access to certain parts or all of the Landcarer Platform or other content or information.
(f) We may ask you to confirm that you have had your parent's or guardian's permission and that they have agreed to the terms of this EULA on your behalf, and even if we do not do this, we shall assume that this is the case and will provide the Landcarer Platform on this basis.
(g) To the extent of any inconsistency between the terms of this EULA and a policy incorporated it into it by reference, the order of priority (from highest to lowest) for the purpose of any interpretation is:
(i) this EULA; then
(ii) any policies incorporated by reference.
3. Amendment to EULA
(a) Landcare may in its sole discretion modify or replace any part of this EULA. Landcare will give End User seven days' notice of any change by notifying End User at the contact details supplied and publishing a notice and the amended EULA on the Landcarer Platform. End User is responsible for checking the Landcarer Platform for changes to this EULA.
(b) End User's continued use of or access to the Landcarer Platform following the effective date of any changes to this EULA constitutes acceptance of those changes.
4. Grant of license
Landcare grants to End User for the Term a non‑exclusive, non‑transferable, non‑sub‑licensable licence to use and access (and permit its Delegates to use and access on its behalf) the Landcarer Platform and the Landcarer Platform Content, in accordance with the terms of this EULA and solely for the Permitted Purposes. If End User wishes to use the Landcarer Platform and/or Landcarer Platform Content for any purpose other than a Permitted Purpose, it will seek the prior written consent of Landcare. If such consent is granted, End User may be required to enter into a separate agreement.
5. Term and termination
(a) This EULA commences upon End User's first use of or access to the Landcarer Platform or Landcarer Platform Content and shall continue in full force and effect until:
(i) End User terminates End User's access to the Landcarer Platform by deleting End User's account; or
(ii) Landcare terminates End User's access to the Landcarer Platform in accordance with this clause 5,
(b) If End User (including through a Delegate) breaches any term of this EULA, Landcare may (without notice to End User):
(i) terminate this EULA or suspend End User's access to the Landcarer Platform; and
(ii) prevent End User's further access to the Landcarer Platform.
(c) Upon termination, End User shall cease all use of the Landcarer Platform and Landcarer Platform Content, and Landcare reserves the right to delete End User's account and all End User Data.
(d) To the full extent permitted by law, Landcare will not be responsible for any loss, cost, damage or liability that may arise as a result of Landcare exercising its rights under this clause 5.
6. Condition of access
End User agrees:
(a) to comply with all applicable Laws (including any applicable privacy laws);
(b) to comply with any policies posted by Landcare on the Landcarer Platform, including the Community Standards
(c) not to copy, modify, merge, alter, adapt, translate, de‑compile, disassemble or reverse‑engineer any aspect of the Landcarer Platform or to otherwise attempt to derive the source code relating to any aspect of the Landcarer Platform, or to merge any software or any part of any software with any aspect of the Landcarer Platform unless expressly permitted by this EULA or after obtaining Landcare's prior written consent;
(d) not to interfere in any manner with the Landcarer Platform or its source code or any work product of Landcare (except as permitted by this EULA);
(e) not in any circumstances to sell or license, offer for sale or license, dispose of, pledge, encumber, underlet, lend or part with possession of its access credentials to the Landcarer Platform, nor to allow any person to use or have the benefit of the Landcarer Platform, the Landcarer Platform Content or any part or parts of the software, other than as permitted by this EULA;
(f) not to remove, modify or obscure any copyright, trade mark, service mark, tagline or other notices that appear during use of the Landcarer Platform;
(g) not to use any data mining, gathering or extraction tools (excluding tools provided by Landcare for End User's use); and
(h) that Landcare cannot guarantee and does not promise any specific results from the use of the Landcarer Platform.
7. Access credentials and site access
(a) Landcare will use its reasonable endeavours to implement industry standard safeguards with respect to the Landcarer Platform, however security is a joint responsibility and End User is solely responsible for maintaining the security of its information and communications technology environment and any access credentials associated with its account and is fully responsible for all activities that occur under its account (whether or not authorised by End User).
(b) End User is not permitted to allow any third party to use its access credentials to log in to the Landcarer Platform. To avoid any doubt, this does not restrict End User allowing its Delegates to use the Landcarer Platform on its behalf. End User must immediately notify Landcare of any unauthorised uses of its account or any other breaches of security. Landcare and its Related Bodies Corporate, contractors, suppliers and licensors will not be liable for any acts and omissions by or on behalf of End User, including any damages of any kind arising from such acts of omissions.
8. Intellectual property rights
(a) The Landcarer Platform is intended to facilitate the sharing of information in a number of ways, including as follows:
(i) Landcare makes the Landcarer Platform available to Landcarer Participants; and
(ii) Landcarer Participants make End User Data available to Landcare and other Landcarer Participants.
(b) The ownership of Intellectual Property Rights is as follows:
(i) Landcare owns (or licenses from third parties) all Intellectual Property Rights in the Landcarer Platform and all Landcarer Platform Content; and
(ii) End User owns (or licenses from third parties) all Intellectual Property Rights in End User Data provided by or on behalf of End User.
(c) To the maximum extent permitted by law, including the Australian Consumer Law, End User agrees that:
(i) Landcare makes no warranties or representations (including as to non-infringement) as to any End User Data; and
(ii) it will not bring any claims against Landcare in connection with any other End User's End User Data,
and any Intellectual Property Rights therein.
(d) End User's access to or use of the Landcarer Platform or Landcarer Platform Content does not grant or transfer any rights, title or interest to End User in relation to the Landcarer Platform or Landcarer Platform Content. Landcare grants End User a licence to access the Landcarer Platform and view the Landcarer Platform Content on the terms of this EULA.
(e) Any reproduction or redistribution of the Landcarer Platform or the Landcarer Platform Content is prohibited and may result in civil and criminal penalties. In addition, End User must not copy the Landcarer Platform Content to any other server, location or support for publication, reproduction or distribution.
(f) All other use, copying or reproduction of the Landcarer Platform, the Landcarer Platform Content or any part of it is prohibited, except to the extent permitted by law.
9. End User Data
(a) End User Data may be accessed and viewed by:
(ii) the End User which made it available (and its Delegates); and
(iii) Landcarer Participants.
(b) By submitting, posting, uploading or otherwise allowing access to End User Data (or allowing Delegates to do so) End User represents and warrants that End User has rights to and is legally entitled to distribute such content to Landcare and other third parties as contemplated by this EULA.
(c) Landcare does not claim ownership over any End User Data. End User agrees that by using Landcare Platform, End User grants Landcare a royalty-free, perpetual, irrevocable, sub-licensable right to create and commercially exploit derivative, aggregated and anonymised works from such End User Data, but only to the extent:
(i) permitted by law; and
(ii) such derivative works do not reveal any Uploaded Personal Information.
(d) User warrants that it has all rights necessary to grant the licence set out at sub-clause 9(c) above, including in relation to End User Data generated by its Delegates.
(e) End User acknowledges that despite Landcare's commercially reasonable efforts to secure and store safely all End User Data on the Landcarer Platform, Landcare cannot guarantee that third parties will not succeed in penetrating its systems by nefarious actions.
(f) Landcare has the right (but not the obligation) in its sole discretion (and without notice) to refuse or remove or direct the removal of any End User Data that it reasonably considers violates any of the terms of this EULA, the Community Standards or any applicable law.
10. Acceptable Use
(a) End User must use the Landcarer Platform for lawful conduct only, and in a manner that is courteous to other Landcarer Participants at all times.
(b) End User must not access or use the Landcarer Platform, or post, provide or transmit End User Data in any way that:
(i) violates or infringes the rights of others including, without limitation, Intellectual Property Rights;
(ii) is unlawful, offensive, indecent, objectionable, harassing, threatening, abusive, defamatory, fraudulent, tortious, or invasive of another's privacy;
(iii) impersonates any person, business or entity, including Landcare and its affiliates, employees and agents;
and any other policy posted on the Landcarer Platform;
(v) is false, misleading, or deceptive;
(vi) violates this EULA, the Community Standards or any other policy posted on the Landcarer Platform;
(vii) contains viruses or any other computer code, files or programs that interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications equipment, or otherwise permit the unauthorised use of a computer or computer network;
(viii) interferes with the use of the Landcarer Platform by other Landcarer Participants or potential Landcarer Participants;
(ix) could damage, disable or impair the servers or networks used by the Landcarer Platform or Landcarer Participants; or
(x) advertises products or services (unless otherwise agreed by Landcare).
(d) End User warrants that:
(i) any Uploaded Personal Information was lawfully collected and made available to Landcare (and other third parties as contemplated by this EULA); and
(ii) it has complied and will comply with the Privacy Act (whether or not actually bound by that Act) in relation to that Uploaded Personal Information including by:
(A) obtaining and maintaining any necessary consents from the individuals to whom the Uploaded Personal Information relates;
(B) providing necessary notifications to the relevant individual that his or her personal information will be disclosed to Landcare and Landcarer Participants; and
12. Updates and enhancements
Landcare may (but is not required to):
(a) provide standard or progressive updates, changes or amendments to the Landcarer Platform as Landcare sees fit to ensure proper operation and interaction of all parts of the Landcarer Platform and any general enhancements that may be introduced; and
(b) offer new services and/or features for the Landcarer Platform (which may incur a different set of fees),
which will be subject to the terms of this EULA.
13. Third party software and content
(a) End User's use of the Landcarer Platform may or may not require the installation of third party software or products. End User agrees that:
(i) this is entirely End User's responsibility; and
(ii) Landcare is not responsible in any way to make recommendations in that regard nor to supply or install such software or products.
(b) Third party content (including links to third party websites) may be accessible via the Landcarer Platform. End User acknowledges that Landcare has no control over any such third party content, and is not responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with the use of or reliance on such third party applications and content.
14. Dispute resolution
(a) Landcare does not control the interactions that may take place between Landcarer Participants via the Landcarer Platform.
(b) Landcare does not control Landcarer Participants and is not liable for their opinions or behaviour, including any information and/or advice and any defamatory statements or offensive conduct.
(c) Landcare reserves the right, but has no obligation to become involved in or monitor disputes between End User and other Landcarer Participants.
15. Warranties and disclaimers
(a) To the maximum extent permitted by law, including the Australian Consumer Law, the Landcarer Platform and the Landcarer Platform Content are made available "as is" and Landcare makes no warranties or representations about the Landcarer Platform or the Landcarer Platform Content, including but not limited to warranties or representations that they will be complete, accurate or up‑to‑date, that access will be uninterrupted or error‑free or free from viruses, that data will be accessible or backed‑up, or that the Landcarer Platform will be secure. All implied terms, conditions, warranties and any other additional obligations are excluded from this EULA, to the maximum extent permitted by law.
(b) Landcare reserves the right to restrict, suspend or terminate without notice End User's or a Delegate's access to the Landcarer Platform and any Landcarer Platform Content at any time without notice where Landcare determines, in its sole discretion, that this is necessary or desirable for purposes related to the efficient, proper and lawful operation of the Landcarer Platform.
Landcare will not be responsible for any loss, cost, damage or liability that may arise as a result.
(c) Landcare cannot and does not guarantee the privacy, security, authenticity or non‑corruption of any information transmitted through, or stored in or via the Landcarer Platform.
(d) Subject to the terms and conditions of this EULA, Landcare will use commercially reasonable efforts to make the Landcarer Platform available, subject to the need to conduct scheduled and emergency maintenance from time to time.
16. Indemnity and liability
(a) End User will defend, indemnify and hold harmless Landcare and its Related Bodies Corporate from and against any and all claims, suits, losses, damages, liabilities, costs and expenses brought by third parties resulting from or relating to:
(i) a breach by End User (including its Delegate) of this EULA or any representation or warranty given to Landcare; or
(ii) any claim that the End User Data, as provided by or on behalf of End User, infringes or misappropriates the rights (including Intellectual Property Rights) of any third party.
(b) To the maximum extent permitted by law, including the Australian Consumer Law:
(i) in no event shall Landcare be liable for any direct or indirect loss, damage or expense – irrespective of the manner in which it occurs – which may be suffered due to End User's (including its Delegate's) use of the Landcarer Platform and/or the Landcarer Platform Content, or as a result of the inaccessibility of the Landcarer Platform and/or the fact that certain information or materials contained on it are incorrect, incomplete or not up‑to‑date; and
(ii) Landcare's maximum liability arising out of or in connection with this EULA, the Landcarer Platform and the Landcarer Platform Content, whether in contract, tort, breach of warranty or otherwise, will not exceed AUD$100.
17. Survival of provisions
On termination or expiry of this EULA, clauses 5, 8, 9, 10, 11, 14, 15, 16 and 21 will continue in full force and effect notwithstanding any such termination or expiry.
Any provision of this EULA that is prohibited or unenforceable in any jurisdiction is ineffective as to that jurisdiction to the extent of the prohibition or unenforceability. That does not invalidate the remaining provisions of this EULA nor affect the validity or enforceability of that provision in any other jurisdiction.
19. No waiver
A failure to exercise or a delay in exercising any right, power or remedy under this EULA does not operate as a waiver. A single or partial exercise or waiver of the exercise of any right, power or remedy does not preclude any other or further exercise of that or any other right, power or remedy. A waiver is not valid or binding on the party granting that waiver unless made in writing.
20. Entire Agreement
This EULA contains the entire agreement between the parties with respect to its subject matter. It sets out the only conduct, representations, warranties, covenants, conditions, agreements or understandings (collectively Conduct) relied on by the parties and supersedes all earlier Conduct by or between the parties in connection with its subject matter. Neither party has relied on or is relying on any other Conduct in entering into this EULA and completing the transactions contemplated by it.
21. Jurisdiction and governing law
This EULA and End User's use of the Landcarer Platform and Landcarer Platform Content is governed by the laws of New South Wales, Australia and End User submits to the non‑exclusive jurisdiction of the courts exercising jurisdiction there.