Welcome to our terms and fee schedule page. This page sets out our fees for the website and product services we provide so that we are clear on what fees we charge and the terms under which we charge them.
Use of Agentpoint.com.au
Access to and use of ‘Agentpoint.com.au’ and related products or services (together “Agentpoint”) both within the Australia and internationally is provided by Agentpoint Pty Ltd (‘us, we, our”) on the following terms:
- By using Agentpoint you agree to be bound by these terms, which shall take effect immediately on your first use of Agentpoint. If you do not agree to be bound by all of the following terms please do not access, use and/or contribute to Agentpoint.
- We may change these terms from time to time and will provide you with notice of any change. Your continued use of Agentpoint following receipt of such notice will be deemed acceptance of the updated or amended terms. If you do not accept the changed terms, you may terminate this Agreement in accordance with the termination provisions below. If there is any conflict between these terms and specific local terms appearing elsewhere on Agentpoint then the latter shall prevail.
- You agree to only use Agentpoint for the lawful purposes for which it is intended, and in a way that does not infringe the rights of, restrict or inhibit anyone else’s use and enjoyment of Agentpoint.
- Without limiting paragraph 3 above, you must not
(a) engage in any illegal, unethical or immoral conduct using Agentpoint;
(b) except with our prior written consent consent, transfer, assign or license your membership to Agentpoint or any benefits associated with it to any person;
(c) engage in any activity through the use of Agentpoint:
- to bypass any of the Agentpoint’s features including any features designed to exclude robots, spiders or scraping applications;
- to manipulate, damage, interfere with or impair the functionality of Agentpoint or any other computer systems or networks (including, without limitation, by way of hacking, uploading of harmful code, using cheats, exploits, automation software, bots or similar software);
- that we consider to be in conflict with the spirit or intent of Agentpoint;
- that is in breach of any applicable law or any third party’s rights;
- to disrupt, overburden or assist in such disruption or overburdening of any computer server or network (including, without limitation, those used to provide Agentpoint);
- that is likely to harass, abuse, harm, threaten any person or group of persons (including, without limitation, any activity that degrades a person based on their religion, gender, age or sexuality) or incites or is likely to incite any such activity; and/or
- that is misleading or deceptive or is intended to mislead or deceive any person.
We provide dedicated hosting for all of our real estate agent and non real estate websites. We deploy a number of servers in Australia.
We offer a 99.9% up-time guarantee on a month to month basis for all of our website hosting. Enforced downtime may be required for servicing, upgrading and maintenance on these servers and this normally falls within the acceptable range.
We have simple fee structures for all clients to make it easy to understand. For all real estate website builds we make it compulsory that websites are hosted on our server for the first 3 months. All fees are per month per office/website.
If your website has been continually hacked or is subject to a distributed denial-of-service (DDoS) attack then we reserve the right to disable your website without any notice in order to limit any impact on other customers. We will enable your website once our technical team is comfortable there is no further negative impact on our infrastructure.
|Website Hosting||Hosting of website||$30.00||Per Month Per Website|
|Website Hosting & Support||Email and telephone support, along with Wordpress upgrades and minor website updates.||$100.00||Per Month Per Website|
|Platinum Website Support & Maintenance||Your own dedicated Account Manager to handle your needs with Agentpoint||$270.00||Per Month Per Website|
– A dedicated IP address can be purchased for $180 + GST per year
– A SSL certificate can be purchased and configured for $180 + GST per year
– A * Wildcard SSL certificate can be purchased and configured for $360 + GST per year
Database and File Recovery
You can at anytime request that you receive your website theme files and WordPress Database post and page entries from us for websites that we host. There will be a fee assigned to the collection and distribution of these files of $185 + GST. All associated fees must be paid in full before we send any files. You must also have no outstanding fees to us or the request will be denied until all arrears are up to date. The files will be delivered in Zip Format.
Website Setup on 3rd party server
We are not responsible for training, help or configuration of your website on any 3rd party server/environment. If help is requested then we charge a flat fee of $375 + GST to configure a website on a 3rd party server. This fee must be paid in full before we commence any work. This fee excludes any time required to adjust technology within the site to make it operate on the 3rd party server. For this development time, we will provide a quote and require payment in advance before the work is commenced.
We reserve the right to refuse this request for help to move a site or perform additional work to the site.
PropertyHUB Subscription (old PropertyHUB)
PropertyHUB is our property listing system that our clients use to manage their property listings or is used as a mechanism to continually import property listings from other CRM systems. It is compulsory that all clients who have a real estate website with us or any of “Our Products” below, that a PropertyHUB subscription is required have at a minimum the basic PropertyHUB subscription. PropertyHUB is Software-as-a-Service (SaaS) based product meaning you are required to subscribe to it on an ongoing basis. Failure to maintain a valid subscription will result in your PropertyHUB account being suspended meaning no property listings or team information will flow into your real estate website or other Product.
Agentpoint provides a means via PropertyHUB to transmit your property information automatically across to 3rd party websites. You agree to be bound by the following:
- The property information we submit to 3rd parties is a reflection of the information entered into your account with PropertyHUB.
- We will never update or change the data in your account (Unless specifically requested via a representative of your agency). All updates in your account are performed manually by users you have granted access to your account or alternatively by automatic data uploads you have enabled from 3rd party CRM systems into your PropertyHUB account.
- You are responsible to make sure the property information entered into Agentpoint reflects the truth in relation to your property.
- You agree that you will not hold us liable for sending this information to 3rd party websites. If the 3rd party website charges you fees in relation to the listings we send to them on your behalf then you agree that you will not hold us liable to pay these fees.
- We do not control how these 3rd party websites display or use your information. You agree to not hold us liable for any issues that arise because of the way these 3rd parties use your information.
|PropertyHUB Limited||PropertyHUB subscription including use of system and imports of data.||$40.00||Per Month Per Office|
|PropertyHUB + Uploads||PropertyHUB subscription including use of system and imports of data and unlimited exports of data||$110.00||Per Month Per Office|
|PropertyHUB + Vendor Access||PropertyHUB subscription including use of system and imports of data and unlimited exports of data + vendor access to add/manage properties||$425.00||Per Month Per Office|
– Emarketing Add-on can be added to any of the PropertyHUB packages above for an additional monthly fee of $70 + GST
– There is a compulsory PropertyHUB setup fee of $90 + GST for all accounts. There is an additional setup fee if the eMarketing Add-on is included of $200 + GST.
We have a number of products which have been developed to provide clients with an enhanced online marketing solution. At present these include:
- Facebook Applications and Automated Facebook Feeds
- Search Engine Optimisation
- Commercial Loop
- Sales Agent Websites
These products are Software-as-a-Service (SaaS) meaning you are required to subscribe and pay the ongoing fees. Failure to maintain a valid subscription will result in your product being cancelled.
Annual hosting fees are invoiced during September each year for the forthcoming year and for newly purchased annual hosting products from January 1, 2016. If you decide to stop paying your annual hosting fees then your Agentpoint product will be cancelled. If you choose to cancel your subscription with Agentpoint for an annual product then we do not offer a refund for annual fees that you have already paid.
Facebook Applications and Automated Facebook Feeds
Agentpoint has developed a number of real estate Facebook applications which can be added to a business page pulling in content from your website in relation to news, current listings, sold listings, staff profiles and open homes. Agentpoint also offer the service to automate new listings and news articles from your website to Facebook. The Facebook property feed increases traffic to your websites and interactions with your brand. Facebook Applications have a once of setup cost of $650 + GST and an annual hosting fee of $300 + GST per year. Automated Facebook Feeds have a once off setup fee of $90 + GST and an annual subscription of $180 + GST. If you decide to stop paying your annual subscription or hosting fees then your Agentpoint product will be cancelled.
|Facebook Applications||Website to render in facebook||$650.00||Setup|
|Annual Hosting||Website hosting, support, maintenance and data management.||$300.00||Annum|
DataHUB7 is a tool that helps agents manage enquiries from the leading real estate portals, as well as manage the effectiveness of marketing campaigns. DataHUB7 automatically captures all property enquiries and gives agents the option to import enquiries back into their CRM System. DataHUB7 reduces the amount of time that agents spend on data and contact entry and offers reporting on the amount of views and enquiries for each listing. DataHUB7 is an annual subscription of $480 + GST per year. Annual subscriptions are invoiced during September each year for the forthcoming year. If you decide to stop paying your annual subscription fees then your Agentpoint product will be cancelled.
Search Engine Optimisation (SEO)
Search engine optimisation is a collection of methods that are used to improve a website’s visibility in search engine results. The cost of SEO is based upon the number of active pages on the website, for websites with under 25 pages the setup cost is $950 + GST, for websites with over 25 pages to 50 pages the setup cost is $1,700 + GST and for all portals and industry websites or sites over 50 pages we can provide a custom quote for your business.
Our email hosting is provided by Google Business Apps. They provide a fully supported product that has online tutorials and support on how to enable it with all devices. That said their configuration is the same as Gmail so it is simple to setup and manage. This will be more than suffice for most customers as it is very easy to understand.
You are supplied with a setup email with your login details on signup. Please keep this in a secure location. You can login at Gmail.com.
|Email Hosting per user||30GB Email account with other Google products||$8||Month|
|Email Setup Fee||One off fee for any client to establish their initial account||$125||Once Only|
Prior to 2014 our email hosting was provided via Netregistry. We no longer offer this service for new clients and for existing clients using it we will be migrating their accounts across to the new Google system as they come on board with it.
You are not forced to use Agentpoint to host and manage your email. You have the flexibility to use another email provider and if we control your DNS for your Domain Name then we can set the 3rd party mail records to their server.
Support & Maintenance
We routinely provide maintenance and upgrades on all websites we host on our dedicated servers. If you have a support arrangement in place with your website hosting then we will perform minor updates to your website or bug fixes. Our support packages include:
- Standard Website Support – $70 + GST per month
- Platinum Website Support – $270 + GST per month
- Custom Support Packages- Custom Support is a customised support package tailored to meet the needs of the client and the needs of Agentpoint to support that client. The cost of a custom support package will need to be discussed with the client and Agentpoint and a support agreement drawn up and signed by both parties.
For all real estate website builds we make it compulsory that clients have a Standard Website Support package for each website we have launched for the first 3 months.
For all Portal and Vendor assisted websites we make it compulsory that clients have a Platinum Support package for the first 3 months.
For larger updates, or clients who do not have a support agreement in place, or who are hosting their website on non Agentpoint servers then updates/maintenance can be performed at the rates in the next table below.
Our warranty for support and maintenance is limited to websites that are hosted on Agentpoint servers. As soon a site is moved away from Agentpoint servers (our controlled hosting environment) then we do not provide warranty or hold any responsibility to maintain the website. If your site is hosted on Agentpoint servers and you allow 3rd parties access to the website via FTP or WordPress Admin rights, then we are not liable to maintain the website nor guarantee the warranty of the code regardless of whether you have an existing support subscription with us.
If your website code is damaged due to adjustments you or any 3rd party make to the website then we are not responsible to correct the code as part of our support and maintenance. At your request we can fix the code and invoice you for the time taken by our developers and designers to amend the problems caused by yourself or 3rd parties at our then current standard rates.
As we build all sites in the WordPress content management system means we do not own WordPress as it is an open source technology. This means we can’t guarantee your website will not be affected by hackers or third party malicious code. As part of our support and maintenance agreement with you we will remove any malicious code but are not liable for any damages this or any hacker or third party malicious code may cause your business.
Most hackers gain access to your website via 3rd party plugins that you install on your website. We at any time reserve the right to disable and remove any 3rd party plugins as we see fit. If these plugins are reactivated and your site is continued to be hacked then we reserve the right to instantly suspend your website without notice.
On some occasions, we may install 3rd party plugins on your website to provide certain functionality you require. We do not guarantee the reliability nor accept responsibility for these plugins and the consequences they may have on your site. You are free to disable these plugins as you see fit and replace them with other plugins you view as relevant.
If you do not have a support package with us then we can provide adhoc support as per the rates below:
|Design||Graphic Design Fees||$125.00||Per Hour|
|Development||Software Development Fees||$125.00||Per Hour|
|Consulting||Providing Advice or Web Consulting||$125.00||Per Hour|
Website Development, Updates & Browser Optimisation
We work diligently to deliver a website (and updates) that meets your and our agreed expectations. If there is any dispute in relation to a website, we will refer to the approved quote to confirm exactly what the expectations of the final product should be.
Website Delivery Timeframe
The approved quote outlines an estimated timeframe for delivering a link to your solution on our development server or an update to a live site. There are many factors that impact on the timeframe to deliver a project and some of these are out of our control. We will make every effort to meet the estimated timeframe provided but in some instances this is not achievable.
In the event that we do not deliver the project or provide a link to you within the expected timeframe, to the extent permitted by applicable law, you agree that you are not entitled to a refund of your deposit nor are you permitted to end the project without making final payment as agreed to in our quote document.
You also agree that we are not liable to you in relation to any delays arising from your acts or omissions or circumstances beyond our control (including, without limitation, force majeure events).
Refund of Deposit
To the extent permitted by applicable law, a website deposit will only be refunded if website development has not begun. We will begin website development within 24 hours of a deposit being paid. Whether a full or part deposit is refunded after a deposit is paid is up to the discretion of Agentpoint.
Website Payment Terms
Our website payment terms are covered by 2 instalments:
- – A deposit of 50% of the purchase price is required to be paid before Agentpoint will begin construction of your website or product.
- – A 2nd (and final) instalment of 50% of the purchase price is due 6 weeks after the deposit invoice is sent.
Our website payment terms for new website updates for existing client are:
- For updates under $500 + GST, 100% of the invoice is due prior to work commencing on your website.
- For updates over $500 + GST, 75% of the invoice is due prior to work commencing, with the remaining 25% due payable 2 weeks after the first invoice was generated
All Platinum Support clients are not required to finalise payment on invoices related to website updates until after the work is complete.
Our website payment terms for products which include an annual subscription are:
- Full payment for the product setup fee along with the annual subscription fees 12 months is required to be paid upfront before we will begin construction of this product.
If at the time the website is launched and not all development has been complete then the remainder work will be performed on the live website. Any ongoing website hosting, support, maintenance fees or PropertyHUB Subscription fees will commence once the website is launched, regardless of whether there is outstanding items to be complete with the delivery of the website.
You agree that you are liable to pay for 100% of the purchase price for your website or product as per the payment terms outlined above, regardless of whether you choose to take delivery (and launch) your website or product. You also agree that you will compensate us for any legal expenses associated with us recovering full payment from you.
On completing the signup form with Agentpoint you will enter your credit card details and agree Agentpoint can deduct your credit card for all invoices with generate which relate to products and services Agentpoint provides your organisation. This includes any service or subscription you have with Agentpoint including website instalment invoices or ongoing fees you have committed to.
A website deposit will only be refunded if website development has not begun and is up to the discretion of Agentpoint. Agentpoint will begin website development within 24 hours of a deposit being paid. Whether a full or part deposit is refunded after a deposit is paid is up to the discretion of Agentpoint.
You agree that under no other circumstances will your deposit be refunded.
Development Process & Guidelines
To help streamline the production of your products, you will be granted access to agentpointHUB where your project will be managed from. In agentpointHUB you will be able to monitor progress along with load documents, create ToDos and have discussions with your Project Manager.
This is a custom designed Project Management system that ties in with our various departments. So once development is complete, full testing is performed for all tasks by our Quality Assurance team before a ToDo (ticket you have created) is closed.
You agree you will use agentpointHUB for all written correspondence with your Project Manager throughout the production process.
At the commencement of the production of your project you have the option to lock in a weekly time for a scheduled phone call with your project manager to discuss your project. Each week during this time your Project Manager will be available by telephone to discuss your project. Outside of this weekly call time, you agree you will not expect your Project Manager to be available by telephone.
Browser, Tablet and Mobile Device Optimisation
We warrant that all of our products will work and be optimised in the following browsers Internet Explorer (IE) 9 +, Firefox, Safari, Google Chrome across normal desktop computers.
Most products will work in a mobile or tablet device but will not be 100% optimised. If you require 100% optimisation then you will need to have us quote to optimise your desktop product for these to be responsive.
We warrant that all our responsive websites will work and render on the following Mobile and Tablet operating systems and versions: iOS 7 + on Apple devices, iPhone 4 +, Android 4.0 +, ICS +.
Due to restrictions placed on 3rd party applications by Facebook our Facebook applications will only work on a desktop device in Facebook and also in a browser through a tablet device. Facebook will not allow the applications to work in a native Facebook application nor through a browser on their mobile website.
From time to time we may grant SFTP access to any clients and clients files hosted on our servers to you the client or in house developers. However we reserve the right to deny any requests and any granted requests will automatically null and void any warranties in relation to accessed directories. (Access will NOT be granted if you have outstanding invoices with us).
All clients who purchase or subscribe to an Agentpoint product or service are entitled to receive training for a maximum of 1 hour. Training will be performed remotely via a telephone conference at a time agreed to between the client and our training consultant. Further training can be purchased at a rate of $125 + GST per hour.
We provide domain name services for the majority of our clients. This includes maintaining that domain names are kept up to date by paying for renewals etc in a timely manner. If we manage your domain names we automatically pay for these domain names within 30 days of renewal. If for any reason you do not want us to make these payments and to have your domain name lapse it is your responsibility to inform us by email.
You agree that you are liable to pay for 100% of the Domain Renewal fee if we proceed with the renewal.
As part of a Domain name purchase with us we provide you with a free DNS to manage the DNS records for your domain name.
Domain Name Re-directions
If you wish to have domain names re-direct to websites we can set this up for you for a nominal monthly fee.
|Domain Name||Registration and re-registration fees||$90.00||Per Annum|
|Domain Name Re-Directs||Domain name is setup and re-directed to another service||$10.00||Per Month|
|Domain Sub-Domains||Creation and hosting of sub domains||$10.00||Per Month|
Standard Terms and Conditions
Subject to the provisions below in relation to Your Content, all copyright, trade marks, design rights, patents and other intellectual property rights (registered and unregistered) in and on Agentpoint and all content (including all applications) located on the site or any other software or service provided by us shall remain vested in us or our licensors (which includes other users). You may not copy, reproduce, republish, disassemble, decompile, reverse engineer, download, post, broadcast, transmit, make available to the public, or otherwise use Agentpoint software in any way except for your own personal, non-commercial use. You also agree not to adapt, alter or create a derivative work from any Agentpoint software except for your own personal, non-commercial use. Any other use of Agentpoint software requires our prior written permission.
You acknowledge that you may provide content (including, without limitation, branding, text, images, livery and directions in relation to “look and feel”) to us for the purposes of us developing your website and you may upload such content to your website (together “Your Content”). Except as set out below, you retain all rights in and to Your Content. You represent and warrant to us that you own all intellectual property rights in and to Your Content or are duly licensed to use Your Content for the purposes contemplated by this Agreement.
You hereby grant us a non-exclusive, irrevocable, perpetual, royalty and fee free, unlimited licence (including the right to sub-license) to adapt, modify, communicate, exploit (in any manner) and use Your Content in connection with the development, marketing, promotion and provision of Agentpoint or any of our other business activities.
To the maximum extent permitted by applicable law, you hereby waive your moral rights (if any) in and to Your Content. To the extent that applicable law does not permit the waiver of moral rights, you hereby consent to us and our licensees and contractors undertaking all necessary alterations to Your Content and/or failing to attribute Your Content to you as is necessary for the operation of Agentpoint.
Without limiting any of the above provisions you warrant and represent that:
(a) you have the right to use Your Content in connection with Agentpoint;
(b) to the extent that it is relevant, you have obtained appropriate consents and releases from the creator of Your Content (including, if the creator is a child, obtaining consents and releases from the parent or guardian of the child);
(c) your use and/or our use of Your Content in as contemplated by this Agreement will not breach any applicable laws or regulations or infringe any third party’s intellectual property or other rights;
(d) Your Content is accurate and not misleading or deceptive; and
(e) Your Content is free from viruses or any form of harmful or malicious code.
You acknowledge that:
(i) you are solely response for Your Content you upload via Agentpoint;
(ii) we have no obligation to monitor any content posted or distributed by users of Agentpoint;
(iii) if we do monitor user content uploaded via Agentpoint or your communications using Agentpoint:
- you hereby irrevocably consent to such monitoring; and
- we reserve the right in our sole discretion to delete, edit or refuse to distribute any content for any or no reason; and
(iv) to the extent permitted by applicable law, we have no liability whatsoever with respect to any content uploaded via Agentpoint.
Real estate Website, Plug-ins and Theme
All plugins and themes used for Real estate websites designed and developed by us are owned 100% by us. This includes custom plugins or themes built at your request and paid for by you which you agree we can use as we see fit which includes selling these solutions to other existing or new Agentpoint clients. However, for a real estate website you purchase (excludes any of our SaaS based products PropertyHUB, Commercial Loop or Our Products) from us we grant you a license to use that site, the theme and plugins as you see fit.
Termination of Agreement
Either party can end their Agreement by providing 28 days notice (via email) that they would like to terminate this Agreement. This Agreement will be terminated when you receive a reply back from our office after completing the cancellation form ) indicating we have received and are aware of your intentions to leave. If a reply is not received then we encourage you to telephone our office to make sure we have received your email. All sums due to us shall become payable in full when termination takes effect.
Either party may also terminate this Agreement immediately by written notice to the other party if:
(a) the other party undergoes any form of insolvency event; and
(b) the other party materially breaches this Agreement and fails to rectify the breach within 14 days of written notice requiring that it do so.
Adjustments of Agreement
You are allowed to change your subscription/product or Agreement with us as needed. You must advise us in writing before the end of the month that you would like to change your subscription/product for the next month. After you have received confirmation from our Accounts that this adjustment is valid and we agree to it, then from the next month you will be bound by the terms of the new subscription/product.
Agentpoint reserves the right to adjust our agreement with you or cease providing certain services. We will provide you with 28 days notice (via email) that we would like to cease offering certain services. Regardless of your acceptance or not, after the 28 days you will no longer be charged for these services nor will Agentpoint be providing them.
News & Updates
We keep real estate offices (and all agents within them) who use (or have used in the past) any of our technology informed about our latest developments in technology along with the latest in real estate industry online news by automatically subscribing them to our news services from www.agentpoint.com.au. Agents can unsubscribe at any time by clicking the unsubscribe feature at the bottom of any subscription emails.
Credit Card Security Policy
In order to limit outstanding debtors, we require you to enter a credit card as security. If an invoice goes beyond 14 days overdue without payment then you agree that we can deduct the invoice amount from your credit card without any other consent from you.
Account Suspension Policy
We reserve the right to suspend your hosting, support, subscriptions, services and products with us if your account is more than 14 days overdue.
All accounts are due within 14 days of invoice.
The invoices are considered to be accepted by the debtor unless they are disputed in writing by means of a registered letter within 14 days following the invoice date. To the extent permitted by law, no dispute whatsoever shall be honoured after this period and if you dispute an invoice, you are still required to pay the invoice within our payment terms. Once an agreement is reached in regard to the dispute you will be reimbursed for amounts agreed to.
You are responsible for keeping your accounts up to date. If your account falls overdue, then you will be subject to our Account Suspension Policy as outlined in these provisions.
Your account will be placed in part suspension automatically and without notice once it reaches 21 days overdue, unless you pay in full or make a mutually agreeable payment plan.
This means that:
- All telephone and email support has been disabled.
- Ceased any adjustments or new development work we are completing on your behalf
- Your access to PropertyHUB/Agentpoint has been suspended meaning you cannot update your property listings.
If your account with us has been partially suspended then there is a $100 + GST reactivation fee. Your account will only be activated again once all outstanding invoices you have with us (including the reactivation fee) have been settled.
If your account reaches 28 days overdue then you will be provided with 7 days written notice via email that your account will be fully suspended unless you pay in full or make a mutually agreeable payment plan . If your account is suspended then all services and products provided by Agentpoint will be placed permanently on hold, meaning:
- Your website will show an Under Maintenance placeholder when the site loads
- Your listings will not be exported to any product or any third party portals
- Your access to CRM will be suspended for all users
If your account with us has been fully suspended then there is a $200 + GST reactivation fee. Your account will only be activated again once all outstanding invoices you have with us (including the reactivation fee) have been settled.
While your account is suspended you are still liable for any existing ongoing hosting, support and subscription fees charged by us.
Limitation of Liability and Indemnity
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW:
(A) WE MAKE NO REPRESENTATIONS OR WARRANTIES WHATSOEVER TO YOU;
(B) WE HEREBY EXCLUDE ALL REPRESENTATIONS, WARRANTIES, TERMS AND CONDITIONS WHETHER EXPRESS OR IMPLIED (AND INCLUDING WITHOUT LIMITATION, THOSE IMPLIED BY STATUTE, CUSTOM, LAW OR OTHERWISE);
(C) OUR CUMULATIVE LIABILITY TO YOU FOR ALL CLAIMS MADE BY YOU UNDER OR IN RELATION TO THIS AGREEMENT OR YOUR USE OF AGENTPOINT WILL NOT EXCEED IN AGGREGATE THE AMOUNT ACTUALLY RECEIVED BY US IN RESPECT OF YOUR USE OF AGENTPOINT IN THE PERIOD 12 MONTHS PRECEDING THE DATE THE FIRST CLAIM FIRST AROSE;
(D) WE WILL NOT BE LIABLE TO YOU IN RESPECT OF ANY CLAIM FOR ANY LOSS OF PROFIT, DATA, GOODWILL OR BUSINESS, FOR INTERRUPTION TO BUSINESS, FOR ANY FAILURE TO REALISE ANTICIPATED SAVINGS OR FOR ANY CONSEQUENTIAL, INDIRECT, SPECIAL PUNITIVE OR INCIDENTAL DAMAGES.
CERTAIN LEGISLATION MAY IMPLY WARRANTIES OR CONDITIONS OR IMPOSE OBLIGATIONS WHICH CANNOT BE EXCLUDED, RESTRICTED OR MODIFIED EXCEPT TO A LIMITED EXTENT. THIS AGREEMENT MUST BE READ SUBJECT TO THOSE STATUTORY PROVISIONS. IF THOSE STATUTORY PROVISIONS APPLY, TO THE EXTENT TO WHICH WE ARE ENTITLED TO DO SO, WE LIMIT OUR LIABILITY IN RESPECT OF ANY CLAIM TO, AT OUR OPTION:
(I) IN RELATION TO SERVICES:
- THE SUPPLY OF THE SERVICES AGAIN;
- THE PAYMENT OF THE COST OF HAVING THE SERVICES SUPPLIED AGAIN; AND
(II) IN RELATION TO GOODS:
- THE REPLACEMENT OF THE GOODS OR THE SUPPLY OR EQUIVALENT GOODS;
- THE REPAIR OF THE GOODS;
- THE PAYMENT OF THE COST OF REPLACING THE GOODS OR ACQUIRING EQUIVALENT GOODS; OR
- THE PAYMENT OF HAVING THE GOODS REPAIRED.
YOU INDEMNIFY AND MUST KEEP INDEMNIFIED, US, OUR RELATED COMPANIES, THEIR DIRECTORS, OFFICERS AND EMPLOYEES (TOGETHER “THOSE INDEMNIFIED”) AGAINST ANY CLAIMS, LOSSES, LIABILITY, COSTS (INCLUDING LEGAL FEES AND EXPENSES) INCURRED BY THOSE INDEMNIFIED ARISING OUT OF OR RELATED TO ANY BREACH BY YOU OF ANY PROVISION OF THIS AGREEMENT OR THE RULES OR ANY IMPROPER USE BY YOU OF AGENTPOINT.
We may assign the benefit of this Agreement to any person without your consent. You may only assign this Agreement or a right under them with our prior written consent that may be withheld or granted in our absolute discretion.
This Agreement constitutes the entire agreement between the parties in connection with their subject matter and supersedes all previous agreements or understandings between the parties in connection with its subject matter.
If the whole or any part of a provision of this Agreement is invalid or unenforceable in a jurisdiction it must, if possible, be read down for the purposes of that jurisdiction so as to be valid and enforceable. If however, the whole or any part of a provision of this Agreement is not capable of being read down, it is severed to the extent of the invalidity or unenforceability without affecting the remaining provisions of this Agreement or affecting the validity or enforceability of that provision in any other jurisdiction.
A party does not waive a right, power or remedy if it fails to exercise or delays in exercising the right, power or remedy. A single or partial exercise by a party of a right, power or remedy does not prevent another or further exercise of that or another right, power or remedy. A waiver of a right, power or remedy must be in writing and signed by the party giving the waiver.
This Agreement does not create a relationship of employment, trust, agency or partnership between the parties.
YOU IRREVOCABLY WAIVE YOUR RIGHT TO SEEK INJUNCTIVE OR OTHER EQUITABLE RELIEF TO RESTRAIN THE OPERATION OF ANY ELEMENT OF AGENTPOINT AND YOU AGREE TO LIMIT YOUR CLAIMS AGAINST US TO CLAIMS FOR MONETARY DAMAGES.
We will have no liability to you for a failure by us to perform our obligations to you or provide Agentpoint due to any causes outside of our reasonable control including acts of God, war, acts of terrorism, riots, fire, change in laws or failure of infrastructure.
This Agreement will be governed by and construed in accordance with the law for the time being in force in New South Wales, Australia and the parties, are deemed to have submitted to the exclusive jurisdiction of the courts of that State. To the extent permitted by law, any dispute under or in relation to this Agreement will be resolved in the court nominated by us located in the Central Business District of Sydney Australia.