Terms and Conditions

1. UrPages Terms and Conditions

1. UrPages Pty Ltd (UrPages/we/us) is the proprietor of the business networking website located at www.urpages.com.au and any related domain name notified by UrPages from time to time and which has been linked to these Terms and Conditions (the Website).
2. Please read these Terms and Conditions carefully before using this Website. By proceeding to access or use the Website and/or registering with UrPages as a Website User, you agree to be bound by these Terms and Conditions as they appear on the Website from time to time. Any amendments made to these Terms and Conditions will be effective immediately on them being available on the Website.
3. These Terms and Conditions are to be read in conjunction with the UrPages's Service Terms (if applicable) and UrPages's Privacy Policy.

4. Definitions Unless otherwise provided, in these Terms and Conditions:

   1. Content Standards means any content standards or publication guidelines for the submission of content to the Website (including all User Content) as may be made available by UrPages from time to time.

   2. Intellectual Property Rights means all intellectual property rights, including but not limited to, the following rights:

      1. patents, copyright, rights in circuit layouts, designs, moral rights, trade and service marks (including goodwill in those marks), domain names and trade names and any right to have confidential information kept confidential;
      2. any application or right to apply for registration of any of the rights referred to in paragraph i.; and
      3. all rights of a similar nature to any of the rights in paragraphs i. and ii. which may subsist anywhere in the world (including Australia), whether or not such rights are registered or capable of being registered.
   3. Listing Fee is the annual fee specified by UrPages to maintain an interactive listing on the Website and any amount subsequently determined by UrPages and notified to the Premium Member in writing from time to time.
   4. Material means any information, images, photographs, video clips, logos, trade marks, data, text, graphics, links, programming code or other material published, contained or available on the Website, including User Content.
   5. Member means any business or its authorised representative (including an advertising agency) who registers with UrPages to list the business at the Website.
   6. Premium Member means any Member who has agreed to pay the Listing Fee.
   7. Privacy Policy means the UrPages privacy policy which details how UrPages will deal with your personal information.
   8. Terms and Conditions means the website terms and conditions set out below.
   9. UrPages Service Terms means the agreement under which UrPages has agreed to provide You withadditional services (including web design or graphic design) and which You may executed (if applicable).
   10. User Content is all information or content, whether published on the Website or not, submitted or uploaded, including but not limited to all text, artistic works, information, images, photographs, video clips, logos, trade marks, data, text, graphics, links or programming code.
   11. You, Your and Yours means the Website User.

   12. Website User means any person who accesses the Website, whether or not they submit or upload User Content, and includes a Member and a Premium Member.

2. Disambiguation

In these Terms and Conditions, except where the context otherwise requires:

1. the singular includes the plural and vice versa, and a gender includes other genders;
2. another grammatical form of a defined word or expression has a corresponding meaning;
3. a reference to a document or instrument includes the document or instrument as novated, altered, supplemented or replaced from time to time;
4. a reference to a party is to a party to this agreement, and a reference to a party to a document includes the party's executors, administrators, successors and permitted assigns and substitutes;
5. a reference to a person includes a natural person, partnership, body corporate, association, governmental or local authority or agency or other entity;
6. a reference to a statute, ordinance, code or other law includes regulations and other instruments under it and consolidations, amendments, re enactments or replacements of any of them;
7. a word or expression defined in the Corporations Act has the meaning given to it in the Corporations Act;
8. the meaning of general words is not limited by specific examples introduced by including, for example or similar expressions;
9. any agreement, representation, warranty or indemnity by two or more parties (including where two or more persons are included in the same defined term) binds them jointly and severally;
10. any agreement, representation, warranty or indemnity in favour of two or more parties (including where two or more persons are included in the same defined term) is for the benefit of them jointly and severally; and
11. a rule of construction does not apply to the disadvantage of a party because the party was responsible for the preparation of this agreement or any part of it.

3. Changes to the Terms and Conditions

1. UrPages reserves the right to change these Terms and Conditions at any time, without notice. You should refer to these Terms and Conditions regularly. Any amended terms and conditions will apply to the continued use of, and access to, the Website.

4. Fees and payment

1. You can register as a Member for free, subject always to these Terms and Conditions. Registration as a Member allows You to list the business name and relevant details only on the Website.
2. You may choose to become a Premium Member which provides You with additional Website functionality and services by paying the Listing Fee and obtaining approval from UrPages. Your subscription as a Premium Member will not be valid until accepted by UrPages and notified to You in writing.

3. Listing Fee

   1. If You choose to become a Premium Member, the Listing Fee will be payable on registration. You may be required to:

      1. provide valid credit card details on registration for the payment of the Listing Fee; or
      2. enter into a direct debit agreement with UrPages.
   2. If You do not provide notice in writing to UrPages that your payment details have changed, UrPages will use those details for any future Listing Fees or other fees and charges payable by You to UrPages.
   3. Please contact UrPages for the current Listing Fee and a description of services available via the Website to Premium Members. UrPages reserves the right to change the Listing Fee or introduce new fees from time to time. Where possible, UrPages will provide 14 days notice in writing of any such amendments.
   4. The Listing Fee is payable annually. Unless You notify UrPages at least 30 days prior to the anniversary of Your registration as a Premium Member You agree that the Listing Fee for the next 12 month period will become due and payable by You and/or will be automatically charged using the payment method You provided to UrPages during Your request to become a Premium Member.
   5. If payment of a Listing Fee is unable to be processed by UrPages for any reason whatsoever, UrPages reserves the right to suspend Your access to the Website until all outstanding charges are paid in full. You acknowledge that You are solely responsible for any charges or fees associated with insufficient funds or any other such charge relating to the collecting of a Listing Fee.
   6. If You provide notice to UrPages in accordance with these Terms and Conditions that You no longer wish to be a Premium Member any remaining portion of the Listing Fee already paid by You is non-refundable in every case.

   7. If You pay the Listing Fee using a credit card, debit card or direct debit facility You will incur the following additional payment processing fees:

      1. 0.% of the payment amount per transaction for credit card payments; and/or
      2. $00. per transaction for payment by direct debit.

5. Website Users

1. The Website is intended primarily for Website Users located within Australia. UrPages does not represent or guarantee that the Website or Material comply with the laws (including intellectual property laws) of any other country.
2. If You access or use the Website from outside of Australia, You do so at your own risk and You are responsible for ensuring compliance with all laws in the place from where You are accessing or using the Website.
3. Website Users do not have to register with UrPages to access Material on the Website or to upload, post or share Material.

6. Personal information

1. By using the Website, You acknowledge and agree to be bound by UrPages's Privacy Policy.

2. The data and information that You enter into the Website, including but not limited to any personal information you submit for the purpose of becoming a Member or otherwise accessing the Website, may be used by UrPages to:

   1. identify You as a Website User;
   2. compile a database of Website Users, including categorisation of those users;
   3. monitor Your use of the Website; and
   4. contact You to discuss the Website.
3. UrPages will not share Your personal information with third parties without Your prior consent.
4. Any personal information You submit will be stored and handled in accordance with UrPages's Privacy Policy and the requirements of the Privacy Act 1988 Cth..
5. No data transmitted over the Internet can be guaranteed to be secure. UrPages does not warrant and cannot ensure the security of any information that You submit. Accordingly, any information that you submit to UrPages using this website is transmitted at Your own risk.

6. You are solely responsible for all activity that occurs through any account created by You.

7. Links to and from the Website

1. The Website may contain links to other third party websites or documents. UrPages is not responsible for the content of any other websites or pages linking to or from the Website. Any links to another site should not be construed as endorsement or recommendation of any information or goods and services contained on or from that website or its operator. If You choose to follow links to other websites You do so entirely at Your own risk.
2. The Website also contains Material submitted by Website Users. UrPages is not responsible for such Material. You agree that the availability of User Content is not an endorsement or recommendation of that information of the Website User that submitted the information.

8. Intellectual Property

1. All copyright, trade marks and other intellectual property rights in the Material contained on the Website is owned or licensed by UrPages. No Intellectual Property Rights or other rights in or to the information and materials on the Website (including all Material) is transferred to You.
2. Except as permitted under the Copyright Act 1968 Cth., or any other applicable law in the location from which You accesses the Website, You may not adapt, reproduce, publish or distribute copies of any information or Material found on the Website in any form (including by e-mail or other electronic means), without UrPages prior written consent.
3. You must not frame any of the Material or any part of this Website or incorporate it into another website without the prior written consent of UrPages.

9. Obligations

1. By using the Website You acknowledge and agree that:

   1. You will be solely responsible for all aspects (including but not limited to the accuracy and correctness) of the information and Material that You provide;
   2. You warrant that the information that You provide to UrPages (which may or may not be display on the Website) is not false, misleading, fraudulent or defamatory and does not infringe the Intellectual Property Rights, confidentiality rights, or privacy rights of any third party;
   3. You will not post or transmit any information or Material which is offensive, defamatory, obscene, unlawful, vulgar, harmful, threatening, abusive, harassing or ethically objectionable;
   4. You will only provide current, accurate and up-to-date information or Material and will continually update information provided by you as required; and
   5. You will not impersonate any other person or use another person's account.

2. By registering as a Member You acknowledge and agree that:

   1. You are the registered business owner or authorised representative of the business being registered;
   2. Your business is subject to receive ratings and reviews from Website Users; and
   3. UrPages, at its discretion, will determine the utilisation of all keywords, categories, and Material used to describe or categorise a Member listing for all purposes relating to the Website.

3. UrPages takes no responsibility whatsoever for the accuracy or truthfulness of information or Material supplied by any third parties (including User Content) which is displayed on the Website. For the avoidance of doubt, You acknowledge that UrPages takes no responsibility whatsoever nor makes any representations, either express or implied, as to quality, accuracy, reliability or credibility of information or Material supplied or made available via the Website.

10. Uploaded Material

1. Website Users and Members may be permitted to upload User Content to the Website for display on the Website and/or use by UrPages from time to time, in accordance with these Terms and Conditions.

2. By uploading User Content to the Website You warrant that your User Content:

   1. is solely Your responsibility, and that UrPages will be under no obligation to take steps to verify, vet or moderate any User Content;
   2. is not fraudulent or defamatory and does not infringe the Intellectual Property Rights, confidentiality rights, or privacy rights of any person;
   3. is not offensive, defamatory, obscene, vulgar, harmful, threatening, abusive, harassing or ethically objectionable;
   4. is current, accurate and up-to-date;
   5. is truthful and contains no false, misleading or deceptive representations;
   6. does not contain information about a third party unless You have the express permission of that third party to do so;
   7. has only been uploaded after You have obtained any releases, permissions or consents required for use of Your User Content;
   8. complies with any Content Standards made available by UrPages from time to time; and
   9. will be continuously updated by You to ensure that it remains accurate and current.
3. You hereby grant to UrPages a non-exclsuive, worldwide, perpetual, transferable, unlimited, irrevocable and royalty-free licence to use, reproduce, modify, distribute, publish, sub-licence and prepare derivative works from Your User Content.
4. For the avoidance of doubt, You grant to UrPages all rights, licences and consents needed by UrPages to use the User Content for the purposes of operating the Website, conducting any aspect of its business and promoting UrPages generally.
5. You agree not to assert any moral or similar rights You may have in any User Content.
6. UrPages reserves the right to reject, block, modify, suspend or remove any User Content at any time in its sole discretion. UrPages makes no guarantee that Your User Content will actually be published or used on or in relation to the Website.

7. If UrPages exercises a right under clause 6., You agree that you are not entitled to any refund of any Listing Fee that may have been paid by You.

11. Limited Liability

1. UrPages, its agents, instrumentalities, officers or employees will not, under any circumstances (including tort or negligence), be liable for, or accept responsibility for any compensatory, special, incidental, direct, indirect or consequential damages of any kind, liabilities, claims and expenses, however caused, (including but not limited to legal costs and defence or settlement costs), or any damages for loss of data, profit or income or any other losses whatsoever that result from User Content, information submitted by Members, the use of the Website, or reliance on information contained on or accessed through the Website (including, but not limited to User Content and Material), whether such damages arise in contract, negligence, tort, under statute, in equity, at law or otherwise.
2. To the extent permitted by law, any condition or warranty which would otherwise be implied into these Terms and Conditions is hereby excluded. Where legislation (including the Competition and Consumer Act 2010) implies any condition or warranty, and that legislation prohibits UrPages from excluding or modifying the application of, or its liability under, any such condition or warranty, that condition or warranty will be deemed included but UrPages's liability will be limited for a breach of that condition or warranty to supplying the relevant goods or services again or the payment of the costs of having the goods or services supplied again.

3. You agree to indemnify and hold harmless UrPages and each of its agents, instrumentalities, officers and employees and to keep them indemnified, against all loss, actions, proceedings, costs, expenses (including legal fees on a solicitor and own client basis), claims and damages arising from:

   1. any breach by You of these Terms and Conditions;
   2. any submission by You of information, including any User Content or Material;
   3. reliance by You on any information or material obtained through the Website (including, but not limited to, any User Content or Material); and
   4. Your access to and/or use of the Website.

12. Termination of Access

1. UrPages reserves the right to terminate Your access to the Website at any time, and for any reason whatsoever (including, but not limited to, a breach of these Terms and Conditions or a failure to pay the Listing Fee).
2. In the event that UrPages terminates Your access to the Website for a breach of these Terms and Conditions, You agree that You are not entitled to any refund of any Listing Fees that may have been paid by You.

13. Governing Law

1. The Website, is controlled and operated by UrPages. By accessing this site, You acknowledge and agree that any disputes in relation to the Website (including Website content) are to be determined by the courts of South Australia, in accordance with the laws of South Australia.

14. General

1. UrPages accepts no liability for any failure to comply with these Terms and Conditions where such failure is due to circumstances beyond UrPages' reasonable control.
2. If UrPages waives any rights available to it under these terms and conditions on one occasion, this does not mean that those rights will be automatically waived on any other occasion.
3. If any of these terms and conditions are held to be invalid, unenforceable or illegal for any reason, the remaining terms and conditions will nevertheless continue in full force.
4. You must take your own precautions to ensure that the process which you use for using or accessing the Website does not expose You to a risk of viruses, malicious computer code or other forms of interference which may cause damage. UrPages does not accept responsibility for any interference or damage to you which arises in connection with Your use of the Website or any linked websites.