1.7
1.6
1.5
1.4
1.3
However, nothing in this clause 1 is intended to have the effect of excluding, restricting or modifying your rights or our obligations that cannot be excluded, restricted or modified by law (including the Australian Consumer Law) (Non-Excludable Rights).
You agree not to reproduce, duplicate, copy, sell, resell or exploit any portion of the Platform, use of the Platform, or access to the Platform without the express written permission by Minespares.
You agree not to work around, bypass, or circumvent any of the technical limitations of the Platform, use any tool to enable features or functionalities that are otherwise disabled in the Platform, or decompile, disassemble or otherwise reverse engineer the Platform.
You agree not to access the Platform or monitor any material or information from the Platform using any robot, spider, scraper, or other automated means.
You understand that your Materials may be transferred unencrypted and involve (a) transmissions over various networks; and (b) changes to conform and adapt to technical requirements of connecting networks or devices.
1.2
When you choose to purchase goods from a Supplier via the Platform, you agree that:
1.2.1 we act as an online platform to facilitate transactions between Customers and Suppliers only;
1.2.2 you are transacting directly with the Supplier, and we are not a party to the transaction;
1.2.3 we are not responsible for the transactions that occur between you and the Supplier, nor are we
responsible for the Supplier's goods; and
1.2.4 to the maximum extent permitted by law, we make no warranty or representation regarding the
standard of any goods or services to be supplied by the Supplier and at no time does title or risk in
respect of any goods or services pass to Minespares.
1.1
2.6
2.5
2.4
2.3
2.2
2.1
This clause 2 does not apply to Public Users.
Unless you are a Public User, to access the Platform and use the Services, you must register for a Business Account with us. To complete your Business Account registration, you must provide us with your full legal or business entity name, business address, phone number, a valid email address and any other information indicated as required. Minespares may reject your application for a Business Account (or any associated User Account) for any reason, at our sole discretion.
Any individual authorised to open or operate your Business Account and any Authorised User must be the older of: (i) 18 years, or (ii) at least the age of majority in all relevant jurisdictions.
You confirm that you are using the Platform and receiving any Services provided by Minespares for the purposes of carrying on a business activity and not for any personal or non-commercial purpose.
You acknowledge that Minespares will use the email address you provide on opening a Business Account or as updated by you from time to time as the primary method for communication with you (Primary Email Address). You must monitor the Primary Email Address you provide to Minespares and your Primary Email Address must be capable of both sending and receiving messages. Your email communications with Minespares can only be authenticated if they come from your Primary Email Address.
You are responsible for keeping your password secure. Minespares cannot and will not be liable for any loss or damage from your failure to maintain the security of your Business Account and password.
3.7
3.6
3.5
3.4
3.3
3.2
3.1
4.4
4.3
4.2
4.1
Right to modify Platform: The Platform has a range of features and functionalities. Not all features and functionalities will be available to all Customers at all times and we are under no obligation to make any features or functionalities available in any jurisdiction. Except where prohibited in these Terms or by applicable law, we reserve the right to modify the Platform or any part thereof for any reason, without notice and at any time.
Inappropriate Materials: Minespares does not pre-screen Materials and it is in our sole discretion to refuse or remove any Materials from any part of the Platform, including if we determine in our sole discretion that the goods or services that you offer through the Platform, or the Materials uploaded or posted to the Services, violate these Terms.
No abuse: Verbal or written abuse of any kind (including in any user-generated content) of any Minespares employee or officer or any Customer, Supplier or Authorised User will result in immediate termination of the Business Account and/or User Account in our sole discretion.
No exclusivity: The Platform is an open platform designed to help the mining industry trade smarter and more efficiently. We reserve the right to allow access to the Platform and provide our Services to a number of different Suppliers and make no promise of exclusivity.
5.3
5.2
5.1
You acknowledge that any contract of sale made through the Platform is directly between you and the Supplier. For the avoidance of doubt, Minespares will not be the seller or merchant of record and will have no responsibility to you for goods or services you buy from Suppliers through the Platform.
6.8
6.7
6.6
6.5
6.4
6.3
6.2
6.1
7.5
7.4
7.3
7.2
7.1
8.7
8.6
8.5
8.4
8.3
8.2
8.1
9.5
9.4
9.3
9.2
9.1
10.8
10.7
10.6
10.5
10.4
10.3
10.2
10.1
All content, graphics, user and visual interfaces, photographs, trade marks, logos, sounds, music, artwork, and computer code, including but not limited to the design, structure, selection, coordination, expression and arrangement of such material contained or used in the Website or on the Platform is either owned, controlled, or licensed to Minespares, or is otherwise subject to the intellectual property rights of third parties and is protected by copyright, patent and trade mark laws and various other intellectual property rights. We reserve all intellectual property rights, including but not limited to, copyright in material and/or services provided or authored by us. Nothing in these Terms gives you a right to use any of our marketing material, business names, trademarks, logos, domain names or other distinctive brand features.
We will collect, use, store and handle your Data in compliance with our Privacy Policy and applicable legal requirements.
Your Data which constitutes Personal Information or Confidential Information will never be shared without anonymization or aggregation except with your consent. You hereby give us consent to share your Personal Information or Confidential Information to the extent necessary to enable or facilitate any and all features and functionalities of the Services you have opted in to be provided to you.
Subject to clauses 10.1 and 10.2, you acknowledge and agree that:
10.4.1 any Supplier or their Authorised Users that you transact or interact with on the Platform will obtain
an electronic record of their interactions with you, and that interaction record (whether stored on or
off the Platform) may be owned by that Supplier or their Authorised Users, and you have no rights
to recall or delete that interaction record; and
10.4.2 we may use and share your Data in any manner we consider appropriate for the purposes of
operating, improving or promoting the Platform or the Services.
We will at all times retain full ownership in all of our Intellectual Property in the Platform and the Services, including any improvements suggested by you, and we grant you during the Term a non-exclusive, non-transferrable, and non-sublicensable licence solely to facilitate your use of the Platform and our Services and strictly in accordance with these Terms.
You agree to grant us a royalty-free, perpetual, irrevocable, exclusive licence to use your Intellectual Property for any purposes contemplated by these Terms in connection with the Platform or the Services.
You warrant to us that you (or your licensor) own all rights in the Intellectual Property mentioned in clause 10.5 and will notify us if this changes.
You may not:
10.8.1 modify or copy the layout or appearance of the Website nor any computer software or code
contained in the Website; or
10.8.2 decompile or disassemble, reverse engineer or otherwise attempt to discover or access any source
code related to the Website.
11.7
11.6
11.5
11.4
11.3
11.2
11.1
12.1
13.4
13.3
13.2
13.5
13.1
14.2
14.1
15.8
15.7
15.6
15.5
15.4
15.3
15.2
15.1
16.4
16.3
16.2
16.1
17.1
17.2
17.3
17.4
17.5
17.6
17.7
17.8
17.9
17.10
17.11
17.12
17.13
17.14
17.15
17.16
17.17
17.18
17.19
17.20
17.21
17.22
17.23
17.24
17.25
17.26
17.27
17.28
17.29
17.30
17.31
17.32