Terms of Use

1. Services Subject to the terms and conditions of this Terms of Use, Askdownunder Pty. Ltd. shall permit you to use askdownunder™ to engage researchers to conduct the research as set out in one or more research requests. You are responsible for and shall seek independent advice as to the terms and conditions upon which you engage any such researchers to do such research.

2. Your obligations
2.1 You agree to:
(a) pay the researcher's fees if you find you receive satisfactory service from them;
(b) permit any information supplied by you to be used in accordance with Askdownunder's privacy policy as updated from time to time;
(c) ensure that your officers, employees, sub-contractors and other agents who have authorised access to askdownunder™ are made aware of the terms of this Terms of Use;
(d) backup the research request and and the links found for you by the researcher;
(e) indemnify, keep indemnified and hold harmless Askdownunder Pty. Ltd. against all liabilities, taxes, costs (on a solicitor and own client basis) and expenses, which Askdownunder Pty. Ltd. may incur to you, a researcher or a third party as a result of (i) your breach of any of the provisions of this Terms of Use or (ii) your use of the research services or the askdownunder™ website;
2.2 You agree not to:
(a) use askdownunder™ or the research services for any illegal, unauthorised or dangerous purpose;
(b) use askdownunder™ for advertising or spam;
(c) transfer, assign, sell to or share with any other person any right under this Terms of Use without the prior written consent of Askdownunder Pty. Ltd.; and (d) permit any act which infringes the Intellectual Property Rights which subsist in askdownunder™.

3. Disclaimer and acknowledgments You acknowledge that researching information on the internet is a complex area and the askdownunder™ site and research services are not designed as a substitute in any way for professional advice as to the commercial or legal implications of any situation or dealing in which you have been or will be a party. Further, askdownunder™ does not vet or qualify any researchers as being suitable. You shall independently check and verify all research results provided by researchers using askdownunder™. askdownunder™ is supplied to you on the understanding that, subject to the warranties below, Askdownunder Pty. Ltd. is not responsible for the results of any actions taken, either by you or a third party relying on research procured using askdownunder™.

4. Limited Warranty Askdownunder Pty. Ltd. shall supply askdownunder™ with all due care and skill. Askdownunder Pty. Ltd. shall re-supply any services provided by it (not the research services) which are not supplied with due care and skill provided that You notify Askdownunder Pty. Ltd. of same within a reasonable time. This remedy shall be your sole and exclusive remedy for breach of this Terms of Use or any other cause of action against Askdownunder Pty. Ltd. Askdownunder Pty. Ltd. cannot and does not warrant that
(a) the research results are complete, accurate or do not infringe the intellectual rights of any third party or are otherwise lawful in any way. Further, Askdownunder Pty. Ltd. does not endorse or approve of any materials on the Internet and shall not be liable in any way for such materials;
(b) any research will be made available within a specific time frame;
(c) the researchers are reputable or will protect your confidentiality;
(d) any research results will be virus free;
(e) askdownunder™ will be available 24 hours a day or that any fault will be corrected within a specific time frame; and
(f) askdownunder™ shall be secure or not interfered with by unauthorised third parties.

5. Exclusions and Limitation of Liability askdownunder™ is provided "AS IS" and all warranties whether express, implied, statutory or otherwise, relating in any way to the subject matter of this Terms of Use or to this Terms of Use generally, including without limitation, warranties as to: quality; fitness; merchantability; correctness; accuracy; reliability; correspondence with any description or sample, meeting your or any other requirements; uninterrupted use; compliance with any relevant legislation and being secure or error or virus free are excluded. Where any legislation implies in this Terms of Use any term, and that legislation avoids or prohibits provisions in a contract excluding or modifying such a term, such term shall be deemed to be included in this Terms of Use. However, the liability of Askdownunder Pty. Ltd. for any breach of such term shall if permitted by that legislation be limited, at Askdownunder Pty. Ltd.'s option, to any one or more of the following: if the breach related to goods: the replacement of the goods or the supply of equivalent goods; the repair of such goods; the payment of the cost of replacing the goods or of acquiring equivalent goods; or the payment of the cost of having the goods repaired; and if the breach relates to services: the supplying of the services again; or the payment of the cost of having the services supplied again. Except for the Limited Warranty and to the extent permitted by law, Askdownunder Pty. Ltd. shall not be under any liability (contractual, tortious or otherwise) to you in respect of any loss or damage (including, without limitation, consequential loss or damage) howsoever caused, which may be suffered or incurred or which may arise directly or indirectly in respect to the supply of goods or services pursuant to this Terms of Use or the act, failure or omission of Askdownunder Pty. Ltd. or any researcher you may engage using askdownunder™.

6. Termination This Terms of Use may be terminated without notice in the following circumstances: if you breach any term of this Terms of Use; if you become the subject of insolvency proceedings; or if you, being a firm or partnership, are dissolved. You may terminate this Terms of Use by sending an e-mail to the address on our contact page or a letter to Askdownunder Pty. Ltd. at PO Box 22, Ivanhoe VIC 3079, Australia. Termination pursuant to this clause shall not affect any rights or remedies, which Askdownunder Pty. Ltd. may have otherwise under this Terms of Use or at law.

7. Fees and Billing To the extent permitted by law and as otherwise stated to the contrary, any fees payable pursuant to this Terms of Use do not include any taxes, charges, levies or duty which may be payable on the supply of such goods and services including without limitation any GST, stamp duty or otherwise. To the extent permitted by law, you are responsible for such taxes, charges, levies and duties and shall pay same to Askdownunder Pty. Ltd. upon request. Askdownunder Pty. Ltd. renders all invoices and receipts electronically and is not obliged to provide hard copies of same.

8. Waiver Failure or neglect by Askdownunder Pty. Ltd. to enforce at any time any of the provisions of this Terms of Use shall not be construed or deemed to be a waiver of any of Askdownunder Pty. Ltd.'s rights.

9. Severability If any provision of this Terms of Use is held invalid, unenforceable or illegal for any reason, this Terms of Use shall remain otherwise in full force apart from such provision or part provision, which shall be deemed deleted.

10. Entire Agreement This Terms of Use constitutes the entire agreement between the parties for the subject matter referred to in this agreement. Any prior arrangements, agreements, representations or undertakings are superseded. No modification or alteration of any clause of this agreement will be valid except in writing signed by each party.

11. Governing law This Terms of Use shall be governed by and construed according to the law of the State of Victoria. The Parties irrevocably submit to the exclusive jurisdiction of the courts of Victoria and the Commonwealth of Australia and any courts hearing appeals from such Courts. Any proceedings in a Commonwealth court shall be commenced in Victoria.