Minelab (the Company) has developed, and maintains the System via the Website, and has agreed to grant you ( the Customer) access to the System on the terms and conditions set out in these Terms. The Company can be contacted at 118 Hayward Avenue, Torrensville SA 5031 Australia, via telephone on +618 8238 0888, via facsimile at +618 8238 0890 or via email at firstname.lastname@example.org. The Company may, in its sole discretion, modify or revise these Terms from time to time, and the Customer agrees to be bound by such modifications or revisions. The Customer should periodically review these Terms to ensure that it is updated as to any amendments. The Customer acknowledges and agrees that the Company is under no obligation to notify it when these Terms are amended, and acknowledges that its continued access and use of the System after these Terms have been amended signifies its acceptance of the amended Terms. In order to fully access and enjoy the System, the Customer may be notified that it is required to download or install software or content and/or agree to additional terms and conditions. The Customer acknowledges and agrees that any additional terms and conditions which are applicable to the System are hereby incorporated into these Terms.
Only Customers located in Australia and are of 18 years or older are eligible to access the System and enter into sales transactions with Authorised Dealers.
The Online Sales System
The System is made available by the Company to eligible Customers to facilitate and enable such Customers to enter into transactions with authorised dealers (Authorised Dealers) of Company products (Products) for the sale of Products by the Authorised Dealers to Customers. The Customer therefore understands, acknowledges and agrees that any sales transaction it enters into via the System is a contract of sale between it and its nominated Authorised Dealer for the purchase of the relevant Products (Contract of Sale), and does not involve the Company in any way. For the avoidance of doubt, it is specifically acknowledged that the Company is not a party to any Contract of Sale entered into by the Customer; the Company is under no obligations of any nature whatsoever (whether express or implied) in respect of any Products purchased by the Customer from any Authorised Dealers via the System and that the Company is not responsible for, and makes no representations regarding any matter connected with the availability, supply and sale of Products by Authorised Dealers to the Customer, including but not limited to the availability of Products displayed via the System or any late delivery of Products by Authorised Dealers.
The Customer agrees to access and use the System for its personal use only. For the avoidance of doubt, the Customer must not enter into Contracts of Sale with Authorised Dealers via the System to obtain Products for the purposes of re-supply.
The Customer also acknowledges and agrees that it must not copy or reproduce the System or any aspect of the Website by any means or in any form without the Company's prior written consent, except to the extent strictly necessary for it to access, use and enjoy the System as permitted by these Terms. The Customer is also required to notify the Company immediately after becoming aware of any suspected or actual infringement or unauthorised access by any person to the System, the Customer's Membership or the Website, it will be solely responsible for its use of the System and the Website, and must ensure that the System, the Website and its Membership are protected at all times from misuse, damage, destruction or any form of unauthorised use and the Company will not be obliged to support the System or the Website in any way, except as otherwise specifically agreed in writing. The Customer warrants and represents to the Company that it has the authority and ability to enter into and to perform its obligations under these Terms, and will perform its obligations under these Terms.
In order to enter into a Contract of Sale with a nominated Authorised Dealer, the Customer will be required to create an membership in the System (Membership) and select a username and password. Customers may view and browse the System without creating an membership. The Customer is solely responsible for the activity in the System that occurs under its Membership, and must keep its Membership password confidential and secure. The Customer must notify the Company immediately if it suspects any unauthorised use of its Membership username or access to its Membership password. The Customer is liable to the Company for any and all expenses, losses, damages and costs sustained by the Company or its related entities. The Company reserves the right to terminate the Membership of a Customer in the event of a breach of these Terms, without prior notice.
Products & Prices
While the Company makes every reasonable effort to present accurate information on the website, the information may contain typographical errors or inaccuracies and may not be complete or current. The Company therefore reserves the right to correct any errors, inaccuracies or omissions and to change or update information at any time without prior notice. Such errors, inaccuracies or omissions may relate to but not be limited to, product descriptions, pricing and availability. The Company also reserves the right to limit quantities or values of purchases, at its own discretion. To the extent permitted by law, by creating an Membership and entering into a Contract of Sale the Customer warrants and represents that it is relying on its own skill and judgement in respect of all aspects (including quality and fitness for purpose) of the Products, and not upon any conduct or representation by the Company, authorised Dealers or any of their respective directors, offices, employees or agents.
Unless otherwise expressly indicated, all Product prices displayed on the System and the Website are in Australian currency and are inclusive of GST and freight and delivery charges. The Company reserves the right to change or alter Product prices without notice. The Customer understands, acknowledges and agrees that all Product prices displayed on the System are only applicable to the Contracts of Sale entered into via the System and that different prices and promotions (including lower prices) may be charged for the Products by Authorised Dealers in-store at their retail premises or on their website.
The Customer acknowledges that the Company is the sole owner of all intellectual property rights associated with the Website and the System (Intellectual Property) (including but not limited to all intellectual property rights in and associated with the domain name www.minelab.com, the "MINELAB" name and logo and all other trade marks, logos, text, graphics, images, photographs, data compilations, software and modifications to such items which are made or developed from time to time), and acknowledges and agrees that nothing in these Terms includes any transfer of title or ownership to the Customer of any such rights. The Company grants to the Customer a limited, non-exclusive, revocable licence to access and use the Intellectual Property and all other aspects of the Website and the System solely for the purpose of entering into Contracts of Sale for personal purposes and otherwise accessing and using the System as permitted by these Terms, however the Customer must not use, reproduce, duplicate, copy, resell, access, reverse engineer, modify, create derivative works based upon or otherwise access any of the Intellectual Property or any aspect of the System or the Website, whether in whole or in part, for any purpose without the prior written consent of the Company and the Customer must notify the Company immediately after becoming aware of any suspected or actual unauthorised use or infringement by any person of any of the Intellectual Property associated with the System or the Website, or unauthorised use of the confidential information of the Company.
The Company does not warrant that the System or the Website (or any part of them) will be error-free, or that the Customer's use of the System or the Website, or access to its Membership, will be uninterrupted or meet the Customer's requirements. The Customer expressly acknowledges and agrees that use of the System, the Website and any Membership it creates is at its sole risk, and further acknowledges and agrees that to the extent permitted by law, the System is provided "as is", with all faults and without warranty of any kind. Accordingly, the Company is not responsible for any problems, failures or technical malfunctions of any telephone lines or networks, online computer systems, servers or providers, computer equipment, software, or any other object or material, related to the Customer's use of the System including but not limited to any damage resulting from the non-receipt of Product orders by Authorised Dealers, the availability of Products from any Authorised Dealers, or late delivery or non-delivery of Products by Authorised Dealers. The Company makes no warranties or representations regarding the security of any material, data and information uploaded or submitted by the Customer in its use of the System or its Membership. The Company expressly disclaims, to the fullest extent permitted by applicable laws and regulations, any express or implied term, condition, guarantee, statutory or other warranty relating to the System, the Website and the Products, including but not limited to warranties and guarantees of acceptability, compliance with description, correspondence with sample, merchantability or fitness for purpose. However, it is acknowledged that certain State and Commonwealth legislation implies particular non-excludable guarantees, warranties and conditions into particular agreements for the supply of goods and services, which cannot be excluded, restricted or modified (Non-Excludable Terms), and the Company does not exclude, restrict or modify any of the Non-Excludable Terms. Nothing in this clause or these Terms is intended to exclude, or is to be interpreted as excluding, any Non-Excludable Term that cannot lawfully be excluded or disclaimed by the Company and accordingly, nothing in these Terms limits any remedies which may be available to the Customer at law and which cannot lawfully be excluded by the Company, including in respect of any breach of a Non-Excludable Term which may be applicable. To the fullest extent permitted by applicable law, the Company will not be liable for any direct, consequential or indirect loss suffered by the Customer or any other party arising from the Customer's access or use of the System or the Website including but not limited to any direct, consequential or indirect loss suffered by the Customer in connection with any Contract of Sale.
Limitation of Liability: Despite anything else to the contrary in these Terms, to the extent the Company is unable to fully exclude its liability pursuant to applicable law, the Company's liability to the Customer for a breach of any of the Non-Excludable Terms is limited to any one of the following, at the option of the Company:
(a) in the case of goods - replacement of the goods or the supply of equivalent goods; repair of the goods; payment of the cost of replacing the goods or acquiring equivalent goods or payment of the costs of having the goods repaired; and
(b) in the case of services - the supply of the services again or payment of the cost of having the services supplied again.
Warranty: Indemnity: To the fullest extent permitted by law, the Customer agrees to indemnify and keep indemnified the Company, its related entities and each of their directors, officers, agents and employees (those indemnified) against all expenses, losses, damages and costs (on a solicitor and own client basis and whether incurred by or awarded against those indemnified) that those indemnified may sustain or incur as a result, whether directly or indirectly, of any breach of these Terms by the Customer or any claim brought against any of those indemnified by any person arising from or connected to the Customer's use of its Membership or the System or the Website.
Customers consent to receiving any notices or communications to which these Terms refer from the Company in electronic format, including without limitation by email or by posting on the Website.
These Terms will be governed by the laws of the state of South Australia and the Customer expressly submits to the non-exclusive jurisdiction of the courts of South Australia and the South Australian Registry of the Federal Court of Australia.
These Terms constitute the entire agreement between the Customer and the Company regarding its access and use of the System. No waiver by a party of any breach or default by any other party is effective unless reduced to writing and signed by the party making such waiver, and any such waiver does not constitute a waiver of any other continuing breach or default under these Terms.
Notwithstanding anything else contained in this document, the Company will not be liable for any delay in or failure to comply with these Terms if such delay or failure is caused by circumstances beyond the Company's reasonable control, including without limitation, fire, flood, act of God, strikes, lock outs, stoppage of work, trade disputes, internet down-time, or any act of war or terrorism. The Customer acknowledges the right of the Company to take action against it to prevent a breach of these Terms and further acknowledges that damages may not be an appropriate remedy in those circumstances. The Customer agrees to promptly do all things required by law or reasonably requested by the Company to give effect to these Terms.
If any provision of these Terms is prohibited, invalid or unenforceable in any jurisdiction, that provision will, as to that jurisdiction, be ineffective to the extent of the prohibition, invalidity or unenforceability without invalidating the remaining provisions of these Terms or affecting the validity or enforceability of that provision in any other jurisdiction.