Superbly Platform Terms and Conditions

Please read these terms of use carefully

 or is  superbly.education : Terms of Service

Last Updated: 3rd August 2023

The following terms and conditions (the “Terms“) are a binding agreement between you, as an individual subscriber, customer, member, user or company (“you“) and Superbly Pty Ltd (“Superbly“) regarding your use of the Superbly website (located at https://superbly.education) (the “Site“) and other web sites, software applications, services, devices (including, but not limited to, any mobile devices or Internet-connected televisions) or networks owned or controlled by Superbly that allow for the analysis, distribution and reception of data, and other content.

  1. GENERAL

1.1    The Superbly Service

Superbly provides its software as a service. This consists of a platform with a collection of applications and tools for processing, sharing, and analysing data, the availability of which depends on the plan and add-ons that you select (together, the “Service”). (For more information, go to teacher.superbly.education or student.superbly.education).

By using the Service or the Superbly website, you agree to accept and comply with these Terms, which Superbly may update at any time without notice. If you do not wish to be bound by these Terms you must discontinue accessing, browsing and/or using the Superbly website. You should visit this page periodically to review the then-current Terms, and you understand and agree that your continued use of the Service after the Terms have changed constitutes your acceptance of the revised Terms.

1.2    Legal Capacity/Authority

To register for the Service: (a) you must be of legal age to form a binding contract with Superbly, which means at least 18 years old in Australia, and (b) you must not be a person barred from receiving the Service under the laws of Australia or any other applicable jurisdiction, including the country in which you reside or from where you use the Service.

If you are under the younger of 18 years old and the minimum legal age to form a binding contract, your parent or guardian may register to use the Service and approve its use by you.

If you are under the age of 18 years old and you have not obtained your parent’s or guardian’s permission, you must not provide Superbly with your personal information or use Superbly’s products and Service.

By accepting these Terms, you represent that you understand and agree to the foregoing.

If you use the Service on behalf of a business, you hereby represent to Superbly that you have the authority to bind that business and your acceptance of these Terms will be treated as acceptance by that business. In that event, “you” and “your” will refer to that business in these Terms.

  1. THE SERVICE

2.1    Access to the Service

Superbly will provide you access to the Service:

  • if you register for a free trial use of the Service at no cost (“Trial Period”), for the Trial Period; and

(b)     if you subsequently subscribe to the Service, whether for the Original Contract Term or for any Renewable Contract Term(s), as defined in Section 3 below (each a “Contract Term”).

2.2    Trial Period Usage

The Trial Period commences on the earlier of the date on which you first use the Service, whether by logging into the Service, accessing existing data, or uploading data to the Service, and the date of the start of the Trial Period in your subscription for the Service. During the Trial Period, Superbly reserves the right to limit, suspend or pause the Service (or any part thereof), either temporarily or permanently, at any time or from time to time, with or without prior notice to you. You acknowledge and agree that Superbly shall not be liable to you or any third party for any modification or cessation of the Service and that Superbly has no obligation (express or implied) to provide, or continue to provide, the Service, or any part thereof, now or in the future. If you register for a Trial Period, you must subscribe to the Service before the end of the Trial Period in order to retain your data on the Service, otherwise all of your data may, without notice, be permanently deleted at the end of the Trial Period.

2.3    Limitations on Use

Superbly may impose certain limitations on the use of the Service, including, without limitation, allocating certain levels of bandwidth and storage capacity to your Superbly service and restricting the number of communications you may send using the Service, as set out in Superbly pricing and subscription terms available at https://superbly.education/FAQs. You agree to use the Service only for purposes as permitted by these Terms, any applicable law, any regulation, and any generally accepted practice in the applicable jurisdiction.

2.4    Modifying the Service

From time to time, Superbly may modify the Service, including by adding or removing features and functions. Nothing in these Terms prohibits Superbly from making such changes, provided that no such change to the Service materially reduces the functionality of the Service made available to you during the Contract Term.

You can subscribe to additional elements of the Service, as agreed with Superbly. Such additional elements of the Service will be added to the Service made available to you and fees will be due on the basis of these Terms and as set out in the Superbly pricing and subscription terms, commencing on the date that both you and Superbly agree to their addition.

Superbly is under no obligation to edit or control user content that you or other users post or publish and will not be in any way responsible or liable for user content. Superbly may, however, at any time and without prior notice, screen, remove, edit, or block any user content that in its sole judgment violates these Terms or is otherwise objectionable. You agree to waive, and hereby do waive, any legal or equitable rights or remedies you have or may have against Superbly with respect to user content.

2.5    No Guarantees as to the Service

The Superbly websites may contain downloadable materials and links to external websites. Superbly is not responsible for, and has no control over, the content of any such downloadable materials or any external sites.

You understand that Superbly cannot and does not guarantee, warrant or represent that files or software of any kind, or from any source, available for downloading through the Superbly website, will be free of infection from viruses, worms, ‘Trojan horses‘, or other code or defects that manifest contaminating or destructive properties.

2.6    Feedback

As part of your use of the Service, Superbly will provide you with the opportunity to submit comments, information, feedback and ideas regarding Superbly, its products and/or its services, and any such comments etc that you communicate to Superbly (“Feedback”) will be deemed, at the time of communication to Superbly, to be the property of Superbly, and Superbly  shall be entitled to full rights of ownership, including, without limitation, unrestricted right to use or disclose such Feedback in any form, medium or technology now known or later developed, and for any purpose, commercial or otherwise, without compensation to you.

  1. CONTRACT TERM AND RENEWAL

Following your Trial Period, if you subscribe to the Service, your “Original Contract Term” will begin on the date nominated in the order for the Service. If no such date is specified, it will commence on the first day following the last day of your Trial Period.

Your Original Contract Term expires at the end of the period selected in the purchase process, unless terminated earlier in accordance with these Terms.

Unless either you or Superbly provide(s) written notice of the intention not to renew your subscription before the end of the Contract Term, these Terms will be automatically renewed for a “Renewable Contract Term”:

(a)     on the Terms then in effect;

(b)     subject to the pricing structure and usage levels specified for renewal terms in these Terms or, if not specified, as then posted at https://superbly.education/FAQs; and

(c)     for a term equal to the lesser of the Original Contract Term and one year.

Except as provided in these Terms, a Contract Term cannot be cancelled prior to its expiration.  Fees for each Contract Term are non-cancellable, and fees paid in advance will not be refunded.

  1. FEES

4.1    Prices

All prices quoted on the website are quoted in Australian Dollars (“AUD“) and are inclusive of GST.

All payments to be made to Superbly must be in AUD and must be inclusive of GST.

A payment to be made to Superbly must always be made in accordance with the Terms.

Payments that are received in a currency other than AUD will not be accepted and any attempted registration by you in respect of the website or Superbly content will be delayed until correct payment has been made.

4.2    Payment           

Once the Trial Period has concluded, Superbly will charge your credit/debit card with those fees that are described on the website before you entered your credit/debit card details.

Superbly accepts major credit cards associated with a billing address within Australia.

Superbly is not responsible for any foreign transaction fees (if you are using an international credit card) or any other additional fees charged by your bank.

Superbly does not accept money orders, cash or cheque payments.

Tax invoices for the payment of your subscription fees can be sent to you on request.

Superbly does not make refunds.

4.3    Price increases

General price increases will not affect you during an ongoing Contract Term. Superbly will only charge or invoice you under any revised price structure at the commencement of the following Renewable Contract Term.

4.4    Payment against invoice

Superbly (or its reseller agent) will invoice you at the commencement of each Contract Term. All quoted fees for the subscription to the Service are payable in advance and are exclusive of taxes, which Superbly (or its reseller agent) will invoice as applicable, and you agree to pay any such taxes applicable to your use of the Service. All amounts invoiced are due immediately on the date of the invoice.

  1. SUPERBLY’S PRIVACY POLICY

By using the Service, you consent and agree to the collection and use of certain information about you and your use of the Service, in accordance with Superbly’ Privacy Policy. Information collected when you use the Service may include, without limitation, technical and diagnostic information related to your use of the Service, and it may be used to maintain, improve, or enhance the Service.

Superbly may use cookies to allow you to log into your account. In addition, when a third party visits your web pages created using the Service, Superbly may store a cookie containing a session identification so that our statistics do not double count third party users. Superbly may also use cookies to recogniSe a third-party user’s form submission in order to recogniSe who referred them to your web page. You should note that when you conduct transactions with third parties providing content via the Service or using this website, you may also be subject to their privacy policies and other terms and conditions.

You further understand, agree and consent to this information and any of your personal information being retained by Superbly for storage, processing and use by Superbly and/or its affiliates in accordance with Superbly’ Privacy Policy https://superbly.education/privacy/. Superbly retains your information locally to your registered address: for some users, this may lead to it being stored in another country in your region. It is also possible that your data may be transferred to the headquarters of Superbly in Australia. For more information, please review our privacy policy at https://superbly.education/privacy/.

You agree that Superbly may identify your name and/or logo as a Superbly’S customer on client lists, marketing materials and/or press releases. If you wish to be excluded from this program, do so by emailing: notices@superbly.education .

  1. CONTENT AND YOUR CONDUCT

6.1    Content

Content” means any information that may be generated or encountered through the use of the Service, such as data files, written text, software, music, graphics, photographs, models, images, sounds, videos, messages and any other like materials. You understand that all Content whether publicly posted or privately transmitted on the Service is the sole responsibility of the person from whom such Content originated. This means that you, and not Superbly, are solely responsible for any Content you upload, download, post, email, transmit, store, or otherwise make available through your use of the Service. You understand that by using the Service you may encounter Content that you may find offensive, indecent, or objectionable. Superbly does not control the Content posted on or through the Service, nor does it guarantee the accuracy, integrity, or quality of such Content. You understand and agree that your use of the Service and your access to any Content is solely at your own legal risk.

6.2    Your Conduct

You agree that you will NOT use the Service to:

  • sell or promote any goods or services which are dangerous, harmful, illegally obtained or unlawful in any way, which create risk of loss or damage to person or property;
  • upload, download, post, email, transmit, store or otherwise make available any Content that is unlawful, harassing, threatening, harmful, tortious, defamatory, libelous, abusive, violent, obscene, vulgar, invasive of another’s privacy, hateful, racially or ethnically offensive, or otherwise objectionable;
  • stalk, harass, threaten or harm another;
  • pretend to be anyone, or any entity, you are not, or otherwise misrepresent your affiliation with a person or entity;
  • engage in any copyright infringement or other intellectual property infringement, or disclose any trade secret or confidential information in violation of any confidentiality obligation;
  • post, send, transmit or otherwise make available any unsolicited or unauthorized email or text/SMS messages, advertising, promotional materials, junk mail or text/SMS, spam, or chain letters, including, without limitation, bulk commercial advertising and informational announcements, (more specifically, you will not send any unsolicited email, instant messages, or text/SMS messages using the Service, and will only contact email addresses and phone numbers with the prior consent of the recipient(s): you are solely responsible for your communications and their legality under all laws and regulations;
  • take any action designed to mislead recipients as to the origin of any Content transmitted through the Service;
  • upload, post, email, transmit, store or otherwise make available any material that contains viruses or any other computer code, files or programs designed to harm, interfere with or limit the normal operation of the Service (or any part thereof), or any other computer software or hardware;
  • interfere with or disrupt the Service (including accessing the Service through any automated means, like scripts or web crawlers), or any servers or networks connected to the Service, or any policies, requirements or regulations of networks connected to the Service (including any unauthorized access to, use or monitoring of data or traffic thereon);
  • plan or engage in any illegal activity;
  • gather and store personal information on any other users of the Service to be used in connection with any of the foregoing prohibited activities;
  • publish falsehoods or misrepresentations that could damage Superbly or any third party; and/or
  • rent, lease, loan, sell, sub-license, distribute or otherwise transfer the licenses granted herein or any other materials: for clarity, you may not assign, sell, or transfer any of your channels, streams or user rights.

Except as expressly permitted in these Terms, you agree that no materials published, used, or offered by Superbly as part of the Service or on this website, in whole or in part, may be copied, reproduced, modified, republished, uploaded, posted, transmitted, or distributed in any form or by any means without prior written permission from Superbly. The use of any such materials on any other website or networked computer environment or for any other purpose is strictly prohibited and such unauthorized use may violate copyright, trademark and other similar laws.

6.3    Removal of Content

You are solely responsible for the content of your communications and their legality under all laws and regulations. You agree not to use this website to distribute, link to or solicit content that is defamatory, harassing, unlawful, libellous, harmful to minors, threatening, obscene, false, misleading, or infringing a third party intellectual or privacy rights. Although not obligated to do so, Superbly will have the right to review your communications on this website and through the Service to determine whether you comply with these Terms, and may pre-screen, move, refuse, modify and/or remove Content at any time, without prior notice and in its sole discretion, if such Content is found to be in violation of these Terms or is otherwise objectionable.

6.4    Backup Your Content

You are responsible for backing up, to your own computer or other device, any Content that you store or access via the Service. Superbly does not guarantee or warrant that any Content you may store or access through the Service will not be subject to inadvertent damage, corruption, or loss.

6.5    Access to Your Account and Content

You acknowledge and agree that Superbly may access, use, preserve and/or disclose your account information and Content if legally required to do so or if Superbly has a good faith belief that such access, use, disclosure, or preservation is reasonably necessary to:

(a)     comply with any legal process or request;

(b)     enforce these Terms, including the investigation of any potential violation thereof;

(c)     detect, prevent, or otherwise address security, fraud or technical issues; and/or

(d)     protect the rights, property, or safety of Superbly, its users or third parties as required or permitted by law.

6.6    Registration, Accounts and Passwords

(a)     If you become a user and create an account on the Service, you agree to be responsible and/or liable for maintaining the confidentiality of passwords or other account identifiers which you choose and all activities that occur under such password or account identifiers;

(b)     you agree to notify Superbly of any loss of your password or account identifiers and any unauthorized use of your password or account identifiers; and

(c)     without limiting anything in these Terms, Superbly will not be responsible or liable, directly, or indirectly, in any way for any loss or damage of any kind incurred as a result of, or in connection with, your failure to comply with this Section 6.6.

6.7    Copyright

If you believe that any Content in which you claim copyright has been infringed by anyone using the Service, please contact Superbly at notices@superbly.education. Superbly may, in its sole discretion, suspend and/or terminate accounts of users who are found to be infringing these Terms.

6.8    Violations of Terms

If, while using the Service, you encounter Content you find inappropriate, or otherwise believe to be a violation of these Terms, please report it to us.

  1. CONTENT SUBMITTED OR MADE AVAILABLE BY YOU ON THE SERVICE

7.1    License from You

By submitting or posting such Content to the Service, you are representing that you are the owner of such material and/or have authorisation to submit it. Except for material that Superbly may license to you, Superbly does not claim ownership of the materials and/or Content you submit or make available on the Service. However, by submitting or posting Content on the Service, you grant Superbly  a worldwide, royalty-free, non-exclusive license to use, reproduce, modify, adapt or translate such Content on the Service for the purposes for which such Content was submitted or made available and you consent to the use of the Content by Superbly and its related entities for any such use which would, but for your consent, infringe your moral rights. You also grant Superbly a license to use, reproduce and modify (but not disclose) such Content for technical support, internal technical research, generation of models and further product development.

7.2    Changes to Content

You understand that in order to provide the Service and make your Content available on the Service, Superbly may transmit your Content across various public networks, in various media, and modify or change your Content to comply with technical requirements of connecting networks or devices. You agree that the license granted in these Terms permits Superbly to take any such actions.

  1. TRADEMARK INFORMATION

Superbly, the Superbly’s logo, https://superbly.education, and other Superbly’s trademarks, service marks, graphics, logos used in connection with the Service are trademarks or registered trademarks of Superbly in Australia. Other trademarks, service marks, graphics, and logos used in connection with the Service may be the trademarks of their respective owners. You are granted no right or license in any of the aforesaid trademarks, and further agree that you shall not remove, obscure, or alter any proprietary notices (including trademark and copyright notices) that may be affixed to or contained within the Service.

  1. SOFTWARE

9.1    Superbly Proprietary Rights

You acknowledge and agree that Superbly  and/or its licensors own all legal right, title and interest in and to the Service, and any software (including any Content provided therein) provided by Superbly  or made accessible to you as a part of and/or in connection with the Service (the “Software”), including any and all intellectual property rights that exist therein, whether registered or not, and wherever in the world they may exist. You further agree that the Service (including the Software or any other part thereof) contains proprietary and confidential information that is protected by applicable intellectual property and other laws.

9.2    License from Superbly

PROVIDED THAT you do not (and do not permit anyone else to) copy, modify, create a derivative work of, reverse engineer, decompile, otherwise attempt to discover the source code (unless expressly permitted or required by law), sell, lease, sub-license, assign, grant a security interest in or otherwise transfer any right in the Software or any aspect of the Service, Superbly  grants you, in accordance with these Terms, a personal, non-exclusive, non-transferable, limited license to use the Software as provided or made accessible to you by Superbly as a part of the Service.

9.3    Software Updates

As part of the Service, you may from time to time receive updates to the Software from Superbly, which may be automatically downloaded and installed on your device or hosted by Superbly. These updates may include bug fixes, theme upgrades, feature enhancements or improvements, or entirely new versions of the Software. You agree that Superbly may automatically deliver such updates to you or include such updates as part of the Service and you shall receive and install or, as the case may be, utilize them as required.

You acknowledge and agree that Superbly shall not be responsible or liable in any way for any damage you incur or allege to have incurred, either directly or indirectly, as a result of the Software updates described above.

9.4    Copyright and Digital Imagery

The Service and Software may be used to reproduce materials so long as such use is limited to reproduction of non-copyrighted materials, materials in which you own the copyright, or materials you are authorized or legally permitted to reproduce. Title and intellectual property rights in and to any Content displayed by or accessed through the Software or Service belongs to the respective Content owner. Such Content may be protected by copyright or other intellectual property laws and treaties and may be subject to additional terms of use of Superbly, its licensors or the third party providing such Content. For example, any stock photographs, images, graphics, clipart, artwork or similar assets (“Digital Imagery”) that are provided by Superbly and/or its licensors as part of the Software or Service (including but not limited to any Digital Imagery contained within templates, themes or user guides and tutorials) may not be extracted and distributed, whether commercially or otherwise, on a stand-alone basis outside the Software or Service.

9.5    Third-Party Websites

The Service may contain links (including through, but not limited to, the search function) to websites or services operated by other people or companies, (collectively “Third-Party Services“). Certain Third-Party Services may also allow you to transmit produced content through such Third-Party Services. Third Party Services may have their own terms or use and privacy policy or no terms of use or privacy policy at all. Superbly does not endorse any such Third-Party Services or the information, materials, products, or services contained on or accessible through any such Third-Party Service. In addition, your correspondence or business dealings with, or participation in promotions of, advertisers found on or through the Service are solely between you and such advertiser. Access and use of Third-Party Services, including the information, materials, products, and services on or available through any Third-+#Party Service is solely at your own risk. To the fullest extent permitted by law, Superbly disclaims all liability arising from all Third-Party Services disabling access to produced content streamed or accessed through such Third-Party Service.

  1. TERMINATION

10.1 Termination by You

You may terminate your account in writing and/or stop using the Service at any time: after termination by you, Superbly will not renew your subscription.

If you have any complaint, please contact notices@superbly.education

10.2 Termination by Superbly

Superbly may at any time, under certain circumstances and without prior notice, immediately terminate or suspend all or a portion of your account and/or access to the Service. Circumstances under which Superbly may effect such termination shall include, but not be limited to:

(a)     violations of the Terms or any other policies or guidelines that are referenced herein and/or posted on the Service;

(b)     a request by you to cancel or terminate your account;

(c)     discontinuance or material modification to the Service or any part thereof;

(d)     a request and/or order from law enforcement, a judicial body, or other government agency;

(e)     where provision of the Service to you is or may become unlawful;

(f)      your participation in fraudulent or illegal activities.

Any such termination or suspension shall be made by Superbly in its sole discretion, and Superbly will not be responsible to you or any third party for any damages that may result or arise out of such termination or suspension of your account and/or access to the Service, including, without limitation, loss of business contacts, sensitive business information or other data.

Superbly will forewarn you of activity that will lead or is leading to termination of your account. 

In cases deemed serious, Superbly may also, at its sole discretion, terminate your use of the Service or access to its websites at any time without notice.

10.3 EFFECTS OF TERMINATION

Upon termination of your account, you lose all access to the Service and its websites, including, but not limited to, your Superbly account and any content, contacts, data or documents generated, published or stored with the Service.

  1. LINKS AND THIRD-PARTY MATERIALS

Certain Content, components or features of the Service may include materials from third parties and/or hyperlinks to other websites, resources or Content. Given that Superbly may have no control over such third-party sites and/or materials, you acknowledge and agree that Superbly is not responsible for the availability of such sites or resources, and that Superbly does not endorse or warrant the accuracy of any such sites or resources, and that Superbly shall in no way be liable or responsible for any Content, advertising, products or materials on or available from such sites or resources. You further acknowledge and agree that Superbly shall not be responsible or liable in any way for any damage you incur or allege to have incurred, either directly or indirectly, as a result of your use and/or reliance upon any such Content, advertising, products or materials on or available from such sites or resources.

  1. DISCLAIMER OF WARRANTIES

Superbly does not exclude any rights or remedies available to you under the Australian Trade Practices Act (Cth) or equivalent Australian State legislation that cannot be excluded or restricted.

SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES SO, TO THE EXTENT SUCH EXCLUSIONS ARE SPECIFICALLY PROHIBITED BY APPLICABLE OR MANDATORY LAW FOR YOU, SOME OF THE EXCLUSIONS SET OUT BELOW MAY NOT APPLY TO YOU.

YOU EXPRESSLY UNDERSTAND AND AGREE THAT YOUR USE OF THE SERVICE IS AT YOUR SOLE LEGAL RISK AND THE SERVICE IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. SUPERBLY AND ITS AFFILIATES, SUBSIDIARIES, OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, PARTNERS, AND LICENSORS, TO THE FULLEST EXTENT PERMITTED BY APPLICABLE OR MANDATORY LAW, EXPRESSLY DISCLAIM ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. IN PARTICULAR, SUPERBLY AND ITS AFFILIATES, SUBSIDIARIES, OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, PARTNERS, AND LICENSORS MAKE NO WARRANTY THAT:

  • THE SERVICE WILL MEET YOUR REQUIREMENTS;
  • YOUR USE OF THE SERVICE WILL BE TIMELY, UNINTERRUPTED, SECURE OR ERROR-FREE;
  • ANY INFORMATION OBTAINED BY YOU AS A RESULT OF THE SERVICE WILL BE ACCURATE OR RELIABLE; AND
  • ANY DEFECTS OR ERRORS IN THE SOFTWARE PROVIDED TO YOU AS PART OF THE SERVICE OR THE SERVICE ITSELF WILL BE CORRECTED.

ANY MATERIAL OR CONTENT TRANSMITTED, STORED, ACCESSED OR OTHERWISE MAINTAINED THROUGH THE USE OF THE SERVICE IS DONE AT YOUR OWN DISCRETION AND RISK, AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR DEVICE OR LOSS OR CORRUPTION OF DATA THAT RESULTS FROM ANY SUCH USE OF THE SERVICE. YOU FURTHER ACKNOWLEDGE THAT THE SERVICE IS NOT INTENDED OR SUITABLE FOR USE IN SITUATIONS OR ENVIRONMENTS WHERE THE FAILURE OR TIME DELAYS OF, OR ERRORS OR INACCURACIES IN, THE CONTENT, DATA OR INFORMATION PROVIDED BY THE SERVICE COULD LEAD TO DEATH, PERSONAL INJURY, OR SEVERE PHYSICAL OR ENVIRONMENTAL DAMAGE. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM SUPERBLY OR THROUGH OR FROM THE SERVICE SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THESE TERMS.

  1. LIMITATION OF LIABILITY

SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES SO, TO THE EXTENT SUCH EXCLUSIONS ARE SPECIFICALLY PROHIBITED BY APPLICABLE OR MANDATORY LAW FOR YOU, SOME OF THE EXCLUSIONS SET OUT BELOW MAY NOT APPLY TO YOU.

YOU EXPRESSLY UNDERSTAND AND AGREE THAT SUPERBLY  AND ITS AFFILIATES, SUBSIDIARIES, OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, PARTNERS AND LICENSORS SHALL NOT BE LIABLE TO YOU FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, LOSS OF BUSINESS OPPORTUNITIES, GOODWILL, USE, DATA (INCLUDING BUSINESS CONTACTS), COST OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES, OR OTHER INTANGIBLE LOSSES (EVEN IF SUPERBLY  HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), RESULTING FROM:

  • THE USE OR INABILITY TO USE THE SERVICE;
  • ANY CHANGES MADE TO THE SERVICE OR ANY TEMPORARY OR PERMANENT CESSATION OF THE SERVICE OR ANY PART THEREOF;
  • THE UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA;
  • THE DELETION OF, CORRUPTION OF, OR FAILURE TO STORE AND/OR SEND OR RECEIVE YOUR TRANSMISSIONS OR DATA ON OR THROUGH THE SERVICE;
  • STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON THE SERVICE;
  • ANY OTHER MATTER RELATING TO THE SERVICE.
  1. INDEMNITY

You agree to defend, indemnify, and hold Superbly, its affiliates, subsidiaries, directors, officers, employees, agents, partners, and licensors harmless from any claim or demand, including reasonable lawyer’s fees, made by a third party, relating to, or arising from:

(a)     any Content you submit, post, transmit, or otherwise make available through the Service;

(b)     your use of the Service;

(c)     any violation by you of these Terms; or

(d)     your violation of any rights of another.

This obligation shall survive the termination or expiration of these Terms and/or your use of the Service.

  1. NOTICES

Superbly may provide you with notices regarding the Service, including changes to these Terms, by email, text/SMS, regular mail, or by postings on its website and/or the Service.

  1. GOVERNING LAW

Any litigation or other dispute resolution between you and Superbly arising out of or relating to these Terms or your use of the Service will take place in New South Wales, Australia, and you and Superbly hereby consent to the personal jurisdiction of, and exclusive venue in, the state and federal courts with respect to any such litigation or dispute resolution.

This Agreement will be governed by and construed in accordance with the laws of the Commonwealth of Australia and the State of New South Wales.

This Agreement shall not be governed by the United Nations Convention on Contracts for the International Sale of Goods, the application of which is expressly excluded.

  1. GENERAL

These Terms, along with any exhibit or appendix, including any subscription form, constitutes the entire agreement between you and Superbly and govern your use of the Service. You may also be subject to additional terms and conditions that may apply when you use affiliate services, third-party content, third-party software, or any third-party services. If any part of these Terms is held invalid or unenforceable, that portion shall be construed in a manner consistent with applicable law to reflect, as nearly as possible, the original intentions of the parties, and the remaining portions shall remain in full force and effect. The failure of Superbly to exercise or enforce any right or provision of these Terms shall not constitute a waiver of such right or provision. You agree that, except as otherwise expressly provided in these Terms, there shall be no third-party beneficiaries to this Agreement. Any translation of these Terms is done for local requirements and in the event of a dispute between the English language and any non-English language versions, the English language version of these Terms shall govern. You agree that any claim or cause of action you make arising out of or related to these Terms or the use of the Service must be filed within one (1) calendar year from the date that the cause of action arose, or it shall be forever barred.

 

Superbly Pty Ltd