Terms and conditions & use policy – BushLinx Content Management System (BCMS)

Wholly owned and operated by Orange Tulips PTY LTD T/A Integrated Irrigation, Penola, South Australia referred to as “the company” or, “company”

List of terms

·        “the company” or, “company” refers to “Orange Tulips Pty Ltd, T/A Integrated Irrigation ACN 142 893 614”

·        Expression of a singular is intended to have the same meaning as the plural and vice versa unless otherwise stated

·        “IP” refers to Intellectual Property including BCMS as intellectual property of the company

·        “data” refers to numerical and/or text values ingested, captured or displayed by IP of the company but not to any IP or asset, or developed or owned property of the company

·        “metadata” refers to information attached to data that may provide context or meaning to data

·        “user” refers to a customer, business affiliate, subsidiary, employee, company, authority, person, contractor or any entity whatsoever who utilises or interacts with BCMS in any capacity

·        “Third party” is a customer, business affiliate, subsidiary, employee, company, authority, person, contractor or any entity whatsoever other than the company or user

·        “UI” means a graphical user interface intended by the company for use by a user

·        “Data logger” an electronic device capable of or designed to read sensors or record measurements, store data and or metadata and transmit the data and metadata to another device, usually but not always a server. Data loggers have varying capabilities and intended exact or general purposes where capabilities and exact function will vary between brands, models and or types

·        “User account” refers to the specific details incorporating at least but not limited to a username and password required to gain access to BCMS or other company IP

General

1.      These terms and conditions are considered together in part and/or whole in conjunction with all other terms and conditions of the company

2.      Where a conflict may occur between these terms and conditions and others of the company, the intended purpose of the terms and conditions will have enduring and over-riding consideration to the extent of clarification of the company

3.      A full listing of Terms and Conditions and use policy associated with a customer, user or entity’s use of BushLinx Content Management System (BCMS) may encompass terms and conditions and use policy not contained within this specific document

4.      The company may, from time to time and as reasonably needed alter or change these terms and conditions and use policy with or without prior notice

5.      No document of any type or nature whether an agreement, partnership, document of intent or otherwise shall transfer or otherwise diminish any or all ownership or interest in IP whatsoever to an entity other than the company, whether the document is a signed document or otherwise

6.      The company will maintain and update BCMS from time to time as required to manage its IP and continued operation of its IP and services. Every effort will be made to ensure as little disruption of service to users as possible, however no disruption cannot be guaranteed

7.      Users accept content management systems are and can be complex in nature, and that unintended outcomes as a result of maintenance, improvement, upgrade, addition or replacement of features, components or capabilities individually or as a whole of BCMS are possible and are not intended outcomes by the company.

8.      Users agree to notify the company immediately should they identify what they reasonably consider an unintended outcome of maintenance, improvement, upgrade, addition or replacement of features or capabilities or any other error in display or representation of data

9.      Without accepting liability, where updates or changes to BCMS are made by the company that result in unintended outcomes the company will take every action to rectify or otherwise remove the resulting unintended outcomes at its earliest possible time after becoming aware of the unintended outcomes. Users accept content management systems are and can be complex in nature, and that such unintended outcomes are possible

 

 

Terms of Use

10.   A person, company, authority or any other entity whatsoever may be determined by the company to be a user under these terms and conditions and use policy if the user engages with, interacts with, or otherwise makes use of BCMS in any way

11.   Users of BCMS agree and guarantee without exception to:

11.1.  utilise BCMS in good faith and within the limitations of ability to utilise BCMS functions, features and capabilities provided for as part of BCMS UI by the company

11.2. Never act or omit to act in such a way as to circumvent, work around or otherwise alter the operation of any part or whole of BCMS

11.3. never act or omit to act in a way that compromises the operation or integrity of BCMS

11.4. never to act or omit to act in such a way that results in theft, taking possession of or passing on IP owned by the company

Intellectual Property

12.   BCMS remains in part and in its entirety, the sole IP and property of the company in perpetuity

13.   To the extent permitted by law, company IP as relating to BCMS includes, but is not limited to:

13.1. Any and all programming code, scripts and files

13.2. Database schemas

13.3. Serving framework settings in singular, plural or entirety

13.4. Methods of handling data, data presentation and data storage

13.5. Programming methods of ingesting, capturing, accepting data and assurance of its integrity or usefulness

14.   The company as creator and sole owner of BCMS does not authorise any transfer in part or in whole of any IP whatsoever to any user, group, authority or legal entity whatsoever

15.   To the extent permitted by law, company IP does not include:

15.1. Third-party plugins, frameworks, serving environments, libraries or API’s whether freely available or for fee that have been utilised in the creation of company IP

User licenses

16.   The company may, at its sole discretion and time of its choosing issue any user, customer, business affiliate, subsidiary, person, contractor or entity whatsoever a license sufficient for the specific entity to utilise the company IP of BCMS as permitted by the company

17.   Such a license does not extend nor imply any transfer of ownership, interest in, decision making ability or authority of/or over any IP of the company whatsoever and in perpetuity

18.   The company reserves an unrestricted right to remove access of a user to BCMS or other company IP at a time of its choosing where sufficient reasonable reason exists in the company’s sole opinion to do so. Such reasons may be, but are not limited to:

18.1. Non-payment of account/invoice

18.2. Breach of user policy or responsibilities in accordance with these terms and conditions and use policy

18.3. Evidence or reasonable suspicion of illegal activity involving the use of company IP

18.4. Access or attempted access to a part, parts or entirety of available services or company IP not included or permitted as part of any service or group of services or offerings to that user as part of the company’s service offering to that user

19.   Where a license is issued to a user and that user shares, passes on or otherwise makes available their user account or ability to access company IP to a third party, the actions of that third party are deemed to be the actions committed or omitted to be committed by the user who was issued the license from the company

20.   A receiver of a user license agrees to unconditionally and in perpetuity indemnify the company against any and all liability, losses or costs incurred whether financial, material or otherwise arising from or in connection with their use of company IP, BCMS, systems or services, software or hardware

Personal or sensitive information and user activity data

21.   The company does not store information it reasonably considers to be defined as financial or personal

22.   The company does store contact details of users sufficient to contact a user whether by phone, SMS, postal service or email

23.   Such contact details are or can be used for, in or by features or capabilities of BCMS as required by the company to deliver user services and static or interactive features

24.   Users may request contact details are not stored, accepting and acknowledging this may prevent their use of certain features and or capabilities of BCMS

25.   The company may at its sole discretion store user activity data. Such data can or is made available to all or some users, as dependant on the users’ level of access rights and the type of data in question.

26.   The company does, can and will utilise user contact and activity data at its sole discretion for its internal purposes and requirements. Such purposes include but are not limited to managing, running, keeping operational, building or improving company IP or its services

27.   The company acknowledges and agrees user contact and or activity data is never sold, given or shared with any third party entity

Data Ownership and use

28.   The company makes no claim on ownership of user data

29.   The company makes no claim on, nor accepts any responsibility for the integrity of data entering BCMS

30.   The company provides tools and processes the user may utilise to condition data for the purposes of maintaining data integrity

31.   The company may, at its discretion act or omit to act in maintenance of data integrity by conditioning, changing or deleting data that it reasonable believes is erroneous or otherwise diminishes data integrity on behalf of the user to the extent that data integrity is maintained or increased due to such actions or omissions

32.   Users acknowledge and agree to the use of data owned by the user whether raw data or aggregated data by the company for the following purposes:

32.1. Development, improvement or changing of new or existing components of BCMS

32.2. Development, improvement or changing of new or existing calculations, mathematical or empirical models, Artificial Intelligence, or data visualisation and/or display capabilities

Data sharing

33.   Users acknowledge and accept data sharing is possible, but not mandatory

34.   The company may provide opportunity and functionality for users to share data with other users at their sole discretion

35.   The company may not share user data without the expressed consent of the owner of the data

36.   Where the company provides services whether including the provision of data capture hardware including but not limited to data loggers and sensors at no charge for purposes including but not limited to trials, projects, evaluation or demonstration the company may choose at its discretion to share the resulting data or metadata with other users

37.   Users acknowledging any data shared with them is done in good faith and does not transfer any ownership or interest in the data resulting from the sharing process or functionality

38.   Users share data with other users at their own risk and or liability

39.   Where a user has access to shared data the user acknowledges their use of the shared data will be in good faith and without the imposition of liability whether financial, material or otherwise on the owner of the data

40.   Users unconditionally and without exception indemnify the company against any and all liability whether financial, material or otherwise that may arise out of their data sharing activities

Entities acting of behalf of a group of users

41.   Such entities may include but are not limited to companies, associations, community groups, organisations, authorities, research groups or organisations, farming groups or government

42.   Where such entities enter into an agreement with the company all relevant terms and conditions and user use policies will be accepted in full and without exception. The entity acknowledges this clause cannot be over ruled, refuted or waivered by such an agreement, signed or otherwise

43.   All users whether individual or collective of the entity who interact with BCMS acknowledge and accept all relevant terms and conditions and user use policies

External data sources – API’s

44.   The user acknowledges and accepts BCMS is not able to control the operation of, or integrity of data or metadata provided by third parties

45.   Data and/or its metadata may reasonably require conditioning in order to be compatible with structures and operation of BCMS. A reasonable requirement may be, but is not limited to the rounding or removal of seconds in a time stamp for sensor data to a standardised time interval or removal or changing of erroneous values

Data Collection Devices

46.   BCMS is capable of accepting data from many data logger brands, models and or types

47.   The company may be reasonably required to condition data and or metadata received from such data loggers where their function does not exactly meet the requirements. A reasonable requirement may be, but is not limited to the rounding or removal of seconds in a time stamp for sensor data to a standardised time interval

Cloud Hosting Services

48.   A cloud hosting service is where BCMS is made accessible to users over an internet connection as a managed service, and accessed via web browser, app/application or otherwise

49.   A cloud hosting service may be delivered by the company to the user by utilising cloud computing services of a third party, or delivered by operating dedicated servers on/in company operated premises

50.   Where a cloud hosting service is provided by the company, the company will make every reasonable effort within its control to ensure services are available and suitable for users

51.   The company does not guarantee nor warrant cloud hosted services will be available to the user at any particular time, at all times, or when the user requires them to be

BushLinx® API

52.   BushLinx® API will not be utilised or attempted to be utilised without the prior written and expressed consent of the company and with a signed agreement of such with the company

53.   The company will make reasonable effort to ensure a user of BushLinx® API has sought permission from the owner of any data and or metadata accessed via BushLinx® API prior to granting access by the user

54.   A distinct unique login is required to utilise BushLinx® API different and separate from a user login

55.   A user of BushLinx® API warrants and guarantees to not attempt to access data that the BushLinx® API user does not have consent to access from the owner of the data or metdata

56.   A user of BushLinx® API agrees to indemnify the company against any and all losses, material or otherwise that may arise as a result of access to data or metadata via BushLinx® API, including any subsequent loss as a result of the user’s display or use of the data or metadata

Liability

57.   The user agrees and accepts the company provides, makes accessible to the user its IP and services and operates BCMS as the case may be in good faith, making every reasonable effort to provide a working, accessible, useable, high-integrity and high-quality product and or service

58.   Users unconditionally agree to indemnify the company against any and all losses, material, monetary or otherwise that may arise out of the use or inability to use BCMS, the company’s IP and or services

Acceptance of terms and conditions

59.   A user, if determined by the company to be a user under these terms and conditions and use policy will be deemed to have accepted all relevant terms and conditions in their entirety and without exception if the user engages with, interacts with, or otherwise uses BCMS

60.    

Applicable law

61.   These terms and conditions are subject to all relevant law in South Australia, Australia. The applicable court of jurisdiction is that which resides over the relevant laws in this jurisdiction.