Ag Profit Terms of Use

1.

Introduction

1.1

This document sets out the Terms of Use in relation to services provided by Ag Profit Pty Ltd ACN 139 138 588 (Ag Profit). When you use Ag Profit’s website, and/or Ag Profit’s services:

  1. you agree to the Terms of Use;
  2. the Terms of Use represents the entire agreement; and
  3. the Terms of Use supersedes any other agreements or representations, with the exception of written agreements which expressly exclude these terms.

1.2

Unless a clause of this document provides otherwise, the following definitions apply to the Terms of Use and all schedules, annexures and attachments to the Terms of Use:

  1. us, we, our and ours means Ag Profit;
  2. you, your and yours means any user of the website;
  3. client user means an individual, business, company or other entity having legal personhood who contracts with Ag Profit for the services, and who uses the website and/or the services;
  4. intellectual property means all intellectual property and proprietary rights (whether registered or unregistered) including but not limited to any process, formula, technology, system, report, drawing, specifications, software, blueprint, patent, patent application, discovery, invention, improvement, trade secret, technical data, research data, software, know-how, logo, registered or unregistered trade mark or service mark, registered or unregistered design, design right, copyright and any similar industrial or intellectual property rights;
  5. Privacy Act means the Privacy Act 1988 (Cth) as amended or revised;
  6. Privacy Policy means Ag Profit’s Privacy Policy as amended or revised, which can be viewed at and downloaded from https://www.agprofit.com.au/privacy.
  7. related corporation means a related body corporate within the meaning of section 50 of the Corporations Act 2001 (Cth).
  8. services means Ag Profit’s services or products, including Ag Profit’s farm business intelligence and risk management solutions;
  9. Terms means this document, as amended from time to time;
  10. user includes client users, visitors and any other person who uses the website and/or the services;
  11. visitor means a person, other than a client user, or an adviser, agent or employee of a client user, who navigates to the website and reads or downloads information available on the website; and
  12. website means the website owned and operated by Ag Profit, having as its uniform resource locator https://www.agprofit.com.au, and all webpages which comprise this website.

2.

Our charges

2.1

You must pay us:

  1. any fees we charge for any services that you use; and
  2. GST on our fees and charges.
2.2

We will tell you our current charges and fees before you use our services.

2.3

We may change our fees and charges from time to time. We will tell you the date from which our new fees and charges are applicable.

3.

Disclaimer

3.1

Where we supply our services to you online, our services are supplied over communication links and other networks, and the availability of our Service relies on the availability of those links and networks. While we will do our best to make sure services are available online, we are not responsible if the links or networks are unavailable at any time, and we do not guarantee that services supplied online will be continuously available.

3.2

All website content, and all printed, digital and electronic reporting which you receive from Ag Profit:

  1. is provided for information purposes only;
  2. is provided on the basis that your use of the services is at your sole risk;
  3. does not constitute any form of advice, recommendation, representation, endorsement or arrangement by Ag Profit and is not intended to be and should not be relied upon by users of the website or any other person in making (or refraining from making) commercial or other decisions;
  4. is provided without any guarantees, covenants or warranties as to its accuracy or authenticity, merchantability, fitness for a particular purpose, non-infringement or as to uninterrupted or error free use, except to the extent to which any warranties cannot be excluded;
  5. is provided in response to, and is reliant for its accuracy on, information provided to Ag Profit or entered on the website by the client user or their authorised representative. Ag Profit makes no representations, guarantees, covenants or warranties as to the accuracy or authenticity of the information provided to Ag Profit or entered on the website by you or your authorised representative, or as to the accuracy or authenticity of the content which is displayed on the website in response to this information, except to the extent to which any warranties cannot be excluded;
  6. is provided by Ag Profit in order to increase the user’s farm business understanding;
  7. is not a substitute for independent professional advice of any kind relevant to the user’s circumstances, for example, advice from practising agronomists, accountants, etc;
  8. is subject to the uncertainties of scientific and technical research;
  9. may include third party content which is subject to that third party’s terms of use; and
  10. is subject to change without notice.

4.

Conflict of interest

4.1 Ag Profit will use its best endeavours to minimise any potential conflict arising from print, digital or electronic publication of information, including aggregated business reporting.

5.

User representations and warranties

5.1

Each client user represents and warrants that information that the client user provides to Ag Profit relates to a farm business:

  1. which the client user either owns or in which the client user has a beneficial interest; or
  2. of which the owner, owners, managing director or other authorised decision maker of that farm business has authorised the user to provide the information to Ag Profit.
5.2

Each client user represents and warrants that the information the client user provides to Ag Profit is not provided in breach of any duty or obligation of confidentiality, whether contractual or otherwise, and indemnifies Ag Profit for any loss or liability we incur because of the client user’s breach of any such duty or obligation.

5.3 Each client user represents and warrants that the information the client user provides to Ag Profit is accurate, up to date, complete, and not in any other way misleading, and indemnifies Ag Profit for any loss or liability we incur because the information is not accurate, not up to date, incomplete, or in some other way misleading.

6.

Remedies for breach

6.1

Without limiting Ag Profit’s remedies, if Ag Profit reasonably believes that a client user has breached any of these Terms, Ag Profit may immediately do one or more of the following:

  1. suspend or terminate the client user’s subscription for our services;
  2. suspend or terminate the client user’s access to the website;
  3. permanently delete the client user’s account as well as any information provided by or on behalf of the client user to Ag Profit, and any information entered into the website.

7.

Limitation of liability

7.1

Users accept all risk and liability for losses, damages, costs and other consequences resulting directly or indirectly from their use or inability to use the website, any websites linked to it and any information or material contained on the website or websites linked to it.

7.2

To the extent permitted by law, Ag Profit does not not accept any liability for any losses, damages or costs to users, howsoever caused (including, but not limited to, the negligence of Ag Profit or any related entity, subcontractor or employee), arising out of, or in any way related to, the use, inability to use, or result of the use of the website, any websites linked to it and any information or material contained on the website.

7.3

Without limiting clause 7.2, Ag Profit is not liable for direct, indirect, consequential, special, punitive or other loss or damages that users or others may suffer, or for loss or damages for loss of income or revenue, loss of business, loss of profits or contracts, loss of anticipated savings, business interruption, loss of data or information, or any other loss, damage or cost of any kind.

8.

Links to third party websites

8.1

The website may contain links to and information about other websites and resources provided by third parties. These other websites and resources will typically be in relation to general industry-wide information or spatial location references.

8.2

The websites and resources referred to at clause 8.1 do not form part of the website and are not under the control of Ag Profit. For the avoidance of doubt, even if a third party website is owned or maintained by a third party which is a related corporation of Ag Profit, Ag Profit is not responsible for the content of any such websites or resources.

8.3

Ag Profit does not endorse the content of any third party website or resource, or the third parties who supply website content to Ag Profit, nor does Ag Profit warrant or represent that the content is current, accurate, complete or reliable, to the extent that such warranties can be excluded.

8.4

If a user contacts a third party using information or functionality provided on the website, for example via e-mail, such contact is at the sole risk of the user. Ag Profit does not accept liability for any actions taken by a third party in response to a communication by a user, or for any agreements, transactions or other arrangements entered into between a user and any third party.

9.

Intellectual property

9.1

All content on the website is either owned or licensed by Ag Profit, and is intellectual property protected by the laws of Australia and other countries.

9.2

By using the site and/or the services, users agree to the following terms relating to Ag Profit’s intellectual property, and the intellectual property of its suppliers:

  1. apart from any fair dealing for the purposes of study, research, criticism, review, reporting, parody and/or satire, as permitted under the Copyright Act 1968, no part of the website may be reproduced, re-used or redistributed for any commercial purpose or distributed to a third party for such purpose without the permission of Ag Profit. The print, export and email functionality of the website is designed to facilitate operational use of content by authorised users. Material derived from the website may not be distributed for commercial gain except with the express written agreement with Ag Profit;
  2. users may make temporary copies of website content in printed, digital or electronic format for their own private purposes but must not change any of the website content;
  3. any permitted reproduction of content, including fair dealing, must acknowledge Ag Profit as the source of the content. Any reproduction of content from the website must include the words and symbol ‘Copyright © Ag Profit Pty Ltd’ and must include a link to these Terms (https://www.agprofit.com.au/terms);
  4. you acknowledge that Ag Profit owns the copyright in the compilation of information which we use to supply our services to you, and in the reports which we supply to you when you use our services;
  5. you acknowledge that Ag Profit has developed information technology, software and documentation that we may use to provide the services to you, and we own the copyright and all other intellectual property rights in such items. You agree that you will not copy, modify, adapt, reverse engineer, or infect such items with viruses;
  6. nothing displayed on the website should be construed as granting any licence or right to use of any logo or trade mark without Ag Profit’s express written permission; and
  7. users agree to indemnify Ag Profit against all claims for loss, both direct and consequential, by third parties for infringement of intellectual property which arise as a result of conduct by a user in breach of the Terms.
9.3

We may use any information which users provide to us, including users’ personal information, for the purpose of supplying services to you and other uses. Moreover:

  1. users grant Ag Profit a non-exclusive, perpetual, irrevocable, transferable, royaltyfree licence to use and sublicense the whole or any part of that information for any purpose whatsoever, subject to the provisions of the Privacy Policy and the Privacy Act;
  2. users warrant that their provision of information and the use by us of that information in accordance with these Terms will not infringe the intellectual property rights or other rights of any person; and
  3. users fully indemnify Ag Profit against all claims for loss, both direct and consequential, by third parties for infringement of intellectual property or other rights as a result of the provision of information to Ag Profit.

10.

Privacy

10.1

You agree to comply with the Privacy Act and all other legislation, and any other law, that apply to the information that we provide to you or you provide to us, or to your use of our services.

11.

Severance

11.1

If a provision in these Terms is held to be illegal, invalid, void, voidable or unenforceable, that provision must be read down to the extent necessary to ensure that it is not illegal, invalid, void, voidable or unenforceable.

11.2

If it is not possible to read down a provision as required by this clause, the provision is severable without affecting the validity or enforceability of the remaining part of that provision or other provisions of the Terms.

12.

Waiver

12.1

The fact that Ag Profit fails to do, or delays in doing, something it is entitled to do under these Terms does not amount to a waiver of any of your obligations or breaches of obligations.

12.2

A waiver by Ag Profit is only effective if it is in writing. A written waiver is only effective in relation to the particular obligation or breach in respect of which it is given. It is not to be taken as an implied waiver of any other obligation or breach or as an implied waiver of that obligation or breach in relation to any other occasion.

13.

Jurisdiction

13.1

These Terms are governed by and construed in accordance with the laws of Victoria. You irrevocably and unconditionally submit to the non-exclusive jurisdiction of the courts of Victoria and any courts which have jurisdiction to hear appeals from any of those courts.

14.

Notice to users

14.1

Client users agree that, without limitation, Ag Profit may give them notice by email of any matter in connection with these Terms, the Privacy Policy, the services or the website. Client users are required to notify Ag Profit of one or more email accounts for the purpose of giving such notices. Notice will be deemed to have been given at the time an email conveying notice is sent by Ag Profit, unless Ag Profit receives a notification that the email has not been received by the user’s email server.

15.

Amendments

15.1

Ag Profit may amend the Terms at any time by giving notice of such amendment to its users either by email or by displaying a notice on the website, or by any other means whatsoever.

15.2 Ag Profit may, at its complete discretion, deny access to the website, and/or the services, to users who refuse to accept any amendment to the Terms.
15.3

Users may view the current version of the Terms at https://www.agprofit.com.au/terms.

16.

Contacting you

16.1

All users agree that Ag Profit may contact them for the purposes of providing them with information about Ag Profit’s products, events and service, in any of the following ways:

  1. mail
  2. phone;
  3. email;
  4. fax; and
  5. any other electronic service or application, including social media and networking websites.
16.2

If a user no longer wishes to be contacted by Ag Profit in relation to Ag Profit’s products, events and services, the user must contact Ag Profit using the contact details set out in clause 17.

17.

Contacting us

17.1

Ag Profit’s contact details are as follows:

Email: admin@agprofit.com.au
Mail: Support Co-ordinator
Ag Profit Pty Ltd
PO Box 502
Bendigo VIC 3552
Phone: (03) 5444 2600
between 9.00 am and 5.00 pm
(excluding public holidays)