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TERMS & CONDITIONS

Terms & Conditions

Meaning of Words

1. In these Terms of Use:

"Data" means all material provided to You in connection with the Services and includes any material You download from the Site;

"Force Majeure" means any occurrence or omission as a direct result of which the party relying on it is prevented from or delayed in performing any of its obligations under these Terms of Use and that is beyond the reasonable control of that party, including forces of nature industrial action and action or inaction by a government agency;

"Intellectual Property Rights" means all rights in relation to copyright, trade mark, database right, design, patent, semiconductor or circuit layout, rights, any rights in trade, business or company names or any rights to registration of such rights existing in Australia, the United Kingdom of Great Britain and Northern Ireland or elsewhere, and any other rights generally accepted as falling within the definition of "intellectual property" whether created before on or after the date of this Agreement;

"Service" means the provision of and the use of the content in the SVIS™;

"Site" means the RightShip Pty Ltd website at www.rightship.com;

"SVIS™" means the Ship Vetting Information System;

"We", "Us" and "Our" means RightShip Pty Ltd; and

"You" and "Your" means you, the party accessing the Site pursuant to these Terms of Use (and any of Your officers, employees, agents, representatives, contractors or permitted assigns).

Terms and conditions which apply to this Site

2. Your Use of the Site is at all times governed by these Terms of Use and, if you have executed a Services Agreement, the terms and conditions contained in that agreement.

Confidentiality

3. All information contained in this Site including but not limited to:

  • any information relating to SVIS™;
  • any information provided to You in connection with the Service;
  • the Data;
  • all information that relates to recommendations We provide about a particular ship;

is confidential information ("Confidential Information")

4. You must not at any time or in any form, written or oral, divulge the Confidential Information to external third parties without Our permission or the permission of Our authorized representatives. You must also take all reasonable precautions to ensure that Your officers, employees, agents, representatives, contractors and permitted assigns comply with these obligations in relation to the Confidential Information.

5. Nothing in these Terms of Use prohibits disclosure of Confidential Information which:

  • after disclosure to You becomes part of the public domain otherwise than as a result of Your wrongful act;
  • is received from a third party provided that it was not acquired directly or indirectly by that third party from You;
  • is required to be disclosed by law or any government or governmental body, authority or agency having authority over You including the rules of any stock exchange upon which Your shares may be listed.

The obligations under this clause survive termination of these Terms of Use for any reason whatsoever.

6. We may use all suggestions, feedback, improvements, report formats or the like that You provide to Us or otherwise make with respect to the Servcies, the Data or the content of the Site, without any obligation to You.

Access

7. You agree to use the Services, the Data and the Site solely for Your own personal use in accordance with these Terms of Use, and not for marketing, resale or other transfer to or use by any other person or entity without Our prior written consent. You must not use the Site for third party transactions, commercial time-sharing, rental or service bureau use.

Restrictions on Use

8. Except to the extent that such rights cannot be excluded at law, You must not copy, adapt, reproduce, recompile, decompile, disassemble, reverse engineer, distribute, publish, commercially exploit, sub-licence, re-licence, lease, ive, permanently retain, alter, modify, disseminate, assign (whether directly or indirectly, by operation of law or otherwise) , transmit, scan, display, perform, modify, upload to, create derivative works from, transmit or in any way disclose, make available to others or exploit any part of the Services, the Data or the content of hte Site except as specifically authorised by Us.

9. The analysis and presentation included in the Services and the Data must not be recirculated, redistributed, commercialised or published by You in any form without Our prior written permission.

10. The Data and the information contained therein must not be used to construct a database of any kind.

11. You must not spam or send unsolicited mailings to any person or entity using the Services or the Site or using Our name.

12. You agree not to use the information provided on the Site in breach of any laws, standards, relevant codes of conduct or for illegal purposes, and not to cause damage to, interfere with or disrupt the Service and/or the Site and networks connected to the Site. In particular, You agree:

  • to comply with all applicable laws relating to anti-corruption and anti-bribery, including the Foreign Corrupt Practices Act, 15 U.S.C. § 78dd-1, and the Bribery Act 2010 (UK);
  • to not promise, offer, give or receive payment, gift or gratuity, whether in cash or kind, intended to obtain or retain an advantage, or any other action deemed to be corrupt under applicable laws in relation to the Services provided by Us;
  • to comply with export laws and regulations of the United States of America to the extent relevant and other relevant local export laws;
  • to not export, re-export, transfer, sell or use the Data to, or in, any destination, or use the Data in any manner, other than those destinations and uses permitted by Us;
  • that the extent that You are a unit or agency of the government of theUnited States of America, its agencies or instrumentalities ("U.S. Government") or You are receiving the Services directly or indirectly on behalf of a unit or agency of the U.S. Government:
    a) the Data was developed by Us or our third party data providerss at private expense and not with government funds;
    b) the Data is Our proprietary information or that of Our third party data providers in all respescts and Our trade secret for the purposes of the Freedom of Information Act, 5 U.S.C. § 552 for that of Our third party data providers;
    c) the Data is a commercial item and thus, pursuant to section 12.212 of the Federal Acquisition Regulations and section 227.7202 of the Defence Federal Acquisition Regulation, may only be used, duplicated or disclosed by the U.S. Government subject to the restrictions set forth by Us; and
    d) the Data is provided for use by, for, or on behalf of the U.S. Government with LIMITED RIGHTS as set forth herein.



Exclusions

13. You acknowledge that Your use of the Services and the Site is at Your risk and You will make your own assessment of all information obtained as part of the Services and the Site and satisfy Yourself as to the accuracy and completeness of that information. If you elect to charter any vessel, you do so at Your own risk, and We provide no warranties to the safety or quality of that vessel or its fitness for any purpose. To the extent permitted by law, We exclude all representations, warranties, conditions and undertakings (express or implied by law) in respect of the Services and the Site, including any warranties in relation to merchantability, non-infringement, title or fitness for a particular purpose or use. Where a condition or warranty referred to in this clause cannot be excluded at law, Our liability in respect of the supply of the Services under this Agreement is limited at Our sole discretion to:

(a) the re-supply of the Services concerned; or

(b) payment of the direct costs and direct expenses of re-supplying the Services concerned.

14. We do not warrant that the Site is compatible with Your equipment.

15. To the extent permitted by law, We will not be liable to You in tort (including negligence), contract or otherwise for any direct, indirect, incidental or consequential damages (including loss of profit or anticipated savings, economic loss, loss of data, loss of business opportunity or loss of goodwill) on Our part or on the part of any of Our employees, agents, contractors and/or sub-contractors in connection with, arising out of or otherwise relating to this Agreement (which includes misrepresentation or any other cause).

16. You must take Your own precautions to ensure that the process which You employ for accessing this Site does not expose You or Us to the risk of viruses, malicious computer code or other forms of interference which may damage Your computer system or Our Site or networks connected to Our Site. You agree that if Your access to this Site results in Your exposure to viruses or other forms of interference which causes damage to Your computer system, we will not be liable to You for any direct, indirect, incidental or consequential damages (including loss of profit or anticipated savings, economic loss, loss of data, loss of business opportunity or loss of goodwill). You must take all reasonable steps to ensure that no unauthorised persons have access to the Site and the Data and secure all forms of Data files to prevent access by unauthorised individuals or local area network users.

Intellectual Property

17. You agree that Intellectual Property Rights in this Site and the Services (including text, graphics, logos, icons, sound recordings and software) are owned by or licensed to Us. Information procured from a third party may be the subject of copyright owned by that third party. You acquire absolutely no rights or licences to the Services or the Site and materials contained within the Services other than the limited right to utilize the Services in accordance with these Terms of Use. Should You choose to download content from the Site, You must do so in accordance with these Terms of Use. Such rights are non-exclusive, non-transferable and revocable and are personal to You. You must not remove any of Our copyright, trade mark, electronically encoded information, watermarks or other proprietary notices, legends or marking contained on teh Site and You will reproduce all such notices on all copies permitted to be made by You under these Terms of Use. You will take any and all actions that may reasonably be required by Us to protect the proprietary rights as owned by Us or third party providers in relation to the Data.

18. You must not otherwise permanently retain copies of the Data in any file or on any hard drive, server or other form of memory or in any printed form filed to form part of any hard copy reference collection except in accordance with these Terms of Use. You may create reports, presentations and discussion documents (collectively "work") using the content from the Site with Our written consent and for our internal non-commerical use. You undertake that such work will be insubstantial and de minimis in nature, will not be a primary copy of the Data and will not be used by You to produce a commercial product. Nothing in this section operates so as to vest in You any proprietary rights in such works with respect to Data incorporated in the work. You may retain one archival hard copy of all works. Such archival copy may not be accessed on a day-to-day basis for reference or to form a library or other purposes and may only be used in emergency situations, such as when Your electronic acess to the Site is unavailable. You may retain as few copies of the works, or any portion thereof, as are necessary if specifically required by law.

Trade Marks

19. If You use any of Our trade marks in reference to Our activities, products or services, You must include a statement attributing that trade mark to Us. You must not use any of Our trade marks:

  • in or as the whole or part of Your own trade marks;
  • in connection with activities, products or services which are not Ours;
  • in a manner which may be confusing, misleading or deceptive, or in breach of any laws, standards or relevant codes of conduct; or
  • in a manner that disparages Us or Our information, products or services (including this Site).

Security of Information

20. Unfortunately, no data transmission over the Internet can be guaranteed as totally secure. Once We receive Your transmission, We will take reasonable steps to preserve the security of Your information. However, We do not warrant and cannot guarantee the security of any information which You transmit to Us. Accordingly, any information which You transmit to Us is transmitted at Your own risk.

Termination of Access

21. We do not warrant that the operation of the Services will be uninterrupted or error free and further, note that Your access to the Site may be suspended, limited or terminated at any time by Us without notice, including (without limitation) due to the following:

  • telecommunications failure or fault network or internet outages;
  • due to a Force Majeure event;
  • where We reasonably determine that such action is necessary for the purposes of any maintenance, restoration, upgrades or enhancements to Our network or systems;
  • where Your use of the Site or the Services interferes with the efficiency of Our network and You fail to remedy the situation upon Our reasonable request;
  • where We are permitted or required to do so by any applicable law or relevant authority;
  • where You fail to pay any amount payable to Us by the due date; or
  • where You are in material breach of any obligation which You owe to Us.

Amendments to Terms of Use

22. We reserve the right to amend these Terms of Use from time to time. Amendments will be effective immediately upon notification on this Site. Your continued use of the Site following such notification will represent an agreement by You to be bound by the Terms of Use as amended.

Survival of Clauses

23. Clauses 3 (Confidentiality), 10-13 (Exclusions), 14 (Intellectual Property), and 15 (Trade Marks) will survive the suspension or termination of the Services for any reason whatsoever.