Upwise Pty Ltd
Website Terms and Conditions

  1. 1

    Agreement

  2. 1.1

    These Terms and Conditions apply to your use of the Upwise Pty Ltd (“we”, “our or us”) website located at www.upwise.io (“Website”).

  3. 1.2

    By browsing or using the Website, you agree to these Terms and Conditions, together with our Privacy Policy (collectively, the “Agreement”). If you do not agree with the terms of the Agreement, you must not access, browse or use this Website.

  4. 2

    Legal Capacity

  5. 2.1

    You must be eighteen (18) years of age or over to use or access the Website. If you are under the age of 18 years (a “Minor”), you must immediately cease accessing and using the Website.

  6. 2.2

    Your continued use of the Website is an acknowledgement by you that you are over the age of eighteen (18) years and that you accept the Agreement and agree that you have entered into a binding legal contract with us in relation to the Agreement.

  7. 3

    Intellectual Property

  8. 3.1

    You acknowledge that we, or our licensors, are the owners of all Intellectual Property Rights in the Website and Material, and we retain all rights, title and interest in the Website and Material irrespective of any licence we may grant to you to access and use the Website.

  9. 3.2

    You may access and use the Website for the sole purpose of viewing the Material for your personal and non-commercial use. You must not reproduce, modify, distribute, store, transmit, publish, use or display the Material on another website, create derivative works from any part of the Website or the Material or commercialise any information obtained from the Website or Material without our prior written consent.

  10. 3.3

    By uploading, posting, transmitting or otherwise making available any content or material via the Website (“Your Content”), you:

  11. 3.3.1

    grant to us a non-exclusive, worldwide, royalty-free, perpetual, irrevocable and sub-licensable licence to use, publish, reproduce and otherwise exploit Your Content in any form for any purpose and unconditionally waive any moral rights that you might have in respect of Your Content; and

  12. 3.3.2

    represent and warrant that you either own the Intellectual Property Rights in Your Content or have the necessary permission to upload, post, transmit or otherwise make available Your Content via the Website.

  13. 3.4

    We reserve the right to terminate any licence granted to you under the Agreement and/or remove any of Your Content from the Website, at any time for any reason and without notice to you.

  14. 4

    Website Use and Restrictions

  15. 4.1

    You warrant and represent that your access to, and use of, the Website is not unlawful or prohibited by any laws which apply to you. You understand and agree that any suspected fraudulent, abusive or illegal activity may be referred to appropriate law enforcement authorities.

  16. 4.2

    To access certain content on the Website, you must first become a member of the Website. To become a member of the Website you must open an account with us (“Account”) by providing us with Registration Data and nominating a password (“Password”). Registration is free.

  17. 4.3

    You may not use one email address to register for multiple Accounts and you must not hold more than one Account at the same time. We reserve the right to refuse registration requests in our sole discretion.

  18. 4.4

    You must keep your Account details up to date at all times and your Password confidential and secure. You have sole responsibility for any activity that occurs on or via your Account. You must notify us immediately if you become aware of any security breach or any unauthorised use of your Password or Account.

  19. 4.5

    We may, in our absolute discretion, terminate your Account, disable your Account or restrict your access to the Website (temporarily or permanently) for any reason at any time. Under these circumstances, you may be prevented from accessing all or part of the Website, your Account or any other content associated with your Account. We will not be liable to you or any third party if this occurs. We may also, for any reason at any time and without notice to you, withdraw the Website or change or remove Website functionality.

  20. 4.6

    The Website may contain links to third party websites. Any links to such websites provided on the Website are for convenience only. We do not represent that we have any relationship with any linked websites nor recommend or endorse any goods, services or third party content appearing on, or via, other websites linked to this Website. We are not responsible for any loss or damage that may arise from your access to, and/or use of, third party websites, products and services. Additionally, we are not responsible for the content or privacy practices associated with linked websites. You should make your own enquiries before using and/or accessing third party websites.

  21. 4.7

    You may not use the Website other than for its intended purpose. You agree that you will not engage in any activity that interferes with or disrupts the Website or the servers and networks that host the Website. You agree not to, circumvent, disable or otherwise interfere with security-related features of the Website or attempt to do so or otherwise interfere with, or restrict, any person or visitor from accessing or using the Website.

  22. 4.8

    You must not modify or copy the layout or appearance of the Website nor any computer software or code contained in the Website, and that you will not decompile, disassemble, reverse engineer or otherwise attempt to discover, interfere with or access any source code related to the Website.

  23. 4.9

    You must take your own precautions to ensure that the telecommunications equipment and computer systems used by you to access and use the Website does not expose your telecommunications equipment and computer systems to any viruses, malicious computer code or other forms of interference which may damage your computer system. We accept no responsibility for any loss or damage to you or anyone else which may arise out of, or in connection with, your access to, and use of, the Website.

  24. 4.10

    You must not establish a link to the Website that suggests any form of association, approval or endorsement on our part where none exists, nor establish a link to the Website from any website that is not owned by you. You must not frame this Website on any other website and must not create a link to any part of this Website other than the home page.

  25. 5

    Liability

  26. 5.1

    To the maximum extent permitted by law, we exclude all:

  27. 5.1.1

    conditions, guarantees or warranties expressed or implied by law; and

  28. 5.1.2

    any liability to you however arising (and whether arising under statute, negligence or otherwise) for any personal injury or death to you or any third person, or for any special, direct, indirect or consequential loss or damage (including, but not limited to, loss of income or revenue, loss or interruption of business, loss of profits, revenue or contracts, loss of anticipated savings, loss of data, loss of use, loss of privacy or loss of goodwill),

  29. 6

    arising out of, or in connection with, access and/or use of the Material or the Website, and the Agreement.  

  30. 6.1

    Nothing contained on the Website shall be construed as providing consultation or advice to you. It is your responsibility to make enquiries as to the accuracy, completeness or suitability of any information.

  31. 6.2

    Without limiting the generality of the foregoing, you agree that in no event shall our maximum aggregate liability exceed AUD $100. You acknowledge and agree that the limitations of liability contained in this clause are a fair and reasonable allocation of the commercial risk between the parties.

  32. 6.3

    Nothing contained in the Agreement excludes, restricts or modifies the application of any condition, warranty or other obligation, the exercise of any right or remedy, or the imposition of any liability under the Competition and Consumer Act 2010 (Cth) or any other national, state or territory legislation where to do so is unlawful.

  33. 7

    Indemnity

  34. 8

    You agree to indemnify us and our officers, directors, employers or contractors (collectively, the “Indemnified”) and to keep indemnified and hold harmless the Indemnified from and against any and all actions, claims, demands, losses, damages, taxes, liabilities, costs and/or expenses that may be incurred by, or sustained by, the Indemnified arising out of, or in connection with, your access to, and use of, the Materials, the Website, or any breach by you of the Agreement.

  35. 9

    General

  36. 9.1

    We reserve the right to make changes to this Agreement without notice to you. Any amendments to this Agreement will have immediate effect from the time that they are published on the Website.

  37. 9.2

    We may assign, transfer and subcontract our rights and/or obligations under the Agreement in our sole discretion without notification to you. You must not assign, transfer or subcontract any of your rights and/or obligations under the Agreement without our prior written consent.

  38. 9.3

    Any provision of the Agreement which is void or unenforceable may be severed from the Agreement without affecting the enforceability of other provisions.

  39. 9.4

    A failure or delay by us to exercise a power or right under the Agreement does not operate as a waiver of that power or right, and the exercise of a power or right by us does not preclude our future ability to exercise that or any other power or right.

  40. 9.5

    The Agreement is governed by, and must be construed according to, the law of the State of New South Wales, Australia and the parties submit to the exclusive jurisdiction of the courts in that State.

  41. 10

    Interpretation

  42. 10.1

    In these Terms and Conditions:

    Agreement” has the meaning in clause 1.2;

    Intellectual Property Rights” means all present and future intellectual or industrial property rights (whether or not registered) throughout the world, including, without limitation, in respect of patents, copyright, moral rights, trade names, trade marks, logos, systems, circuit layout, designs, software, plant breeder’s rights, domain names, trade secrets and confidential information;

    Material” means any information, data, source codes, drawings, content, text or images in any form (whether visible or not), audio recordings, video recordings, lists, sound, video, links, layout, look and feel, control features and interfaces contained on the Website, or otherwise displayed, uploaded or published on, or via, the Website;

    Privacy Policy” means our privacy policy available at: Privacy Policy

    Registration Data” means information provided by you to us for the purposes of your registration to access certain sections of the Website including, but not limited to, your name, date of birth, gender and contact details;

    Website” has the meaning in clause 1.1; and

    you” or “your” means the person or entity accessing, using or relying upon the Website.

  43. 10.2

    Any reference in this Agreement to the singular includes the plural, to any gender includes all genders, to any act or statute includes any Act or statute which supersedes, replaces or modifies any earlier Act or statute, to persons includes all bodies and associations both corporate and incorporated and vice versa. Paragraph headings are for reference purposes only and all references to clauses are to clauses in this Agreement unless otherwise specified.

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