Terms & Conditions
1. Terms of Use
1.1. These Terms constitute a binding contract between You and Fold & File.
1.2. These Terms incorporate all policies implemented by Fold & File from time to time (and as amended by Fold & File from time to time) and which are available on the Site and the terms which together constitute the entire Agreement between You and Fold & File.
1.3. The Terms of the Fold & File Privacy Policy (available at foldandfile.com) are incorporated into these Terms.
1.4. The Site and the Services are offered to you conditional on Your acceptance of these Terms.
1.5. Your continued use of the Site and/or the Services will signify Your acceptance of these Terms.
1.6. Each time You access the Site or use the Services You are agreeing to be bound by these Terms.
1.7. If You do not agree to any of these Terms You should immediately cease to access or use the Site and/or the Services.
1.8. Fold & File may close suspend or limit access to the Site and/or the Services provided by Fold & File if You carry out activities which contravene these Terms.
2. Amendments
2.1. Fold & File may amend these Terms from time to time.
2.2. Fold & File will notify You of any changes to these Terms by posting a notice of change on the Site.
2.3. Fold & File may (but shall not be obliged to) notify You of amendment to these Terms by email or SMS.
2.4. Amendment to these Terms are effective on the earlier of:
2.4.1. Your acknowledgement of the amendments;
2.4.2. Your continued access to and use of the Site and/or the Services after Fold & File post notice of such amendments.
2.5. It is Your responsibility to check the Site from time to time to view any amendments to these Terms.
2.6. If You do not agree to any amendment You must cease access to and use of the Site and/or the Services. This will be Your sole recourse against Fold & File.
2.7. For the purposes of notifying You of any amendment to these Terms you provide permission to Fold & File to email You or send You an SMS.
2.8. Continued access to the Site and/or the Services following notice of any changes to these Terms will indicate Your acknowledgement of such changes and Your satisfaction with the Site and/or the Services as modified.
3. Eligibility
By using the Site You acknowledge represent and agree that:
3.1. You are at least fifteen (15) years old.
3.2. You have the right authority and capacity to enter into this Agreement.
3.3. You will abide by:
3.3.1. these Terms;
3.3.2. all the policies of Fold & File posted on the Site from time to time;
3.3.3. any relevant industry code or code of behaviour that applies to You.
3.4. You are not the subject of any bankruptcy proceedings or subject to any insolvency administration.
3.5. As a Client You may browse the Site in accord with these Terms but You may not have access to the Services unless You make payment to Fold & File.
4. Becoming a Client
4.1. If You wish to use the Services available You are required to set up an Account.
4.2. When setting up an Account You will be required to provide specific information and select Account Credentials.
4.3. You acknowledge represent and agree that all information You provide to Fold & File to establish an Account is true accurate current and complete and You agree to maintain and promptly update such information to keep the information true accurate current and complete.
4.4. You must not transfer or share your Account Credentials with any third party.
4.5. You are solely responsible for maintaining the confidentiality of Your Account Credentials.
4.6. You acknowledge represent and agree that Fold & File will rely on Account Credentials to know whether Users accessing the Site and using the Services are authorised to do so.
4.7. If someone accesses the Site and/or the Services using Your Account Credentials Fold & File will rely on the Account Credentials and assume that it is You that is accessing the Site and/or the Services.
4.8. You are solely responsible for:
4.8.1. any and all use of Your Account Credentials, additional users and Your account;
4.8.2. all activities that occur under or in connection with Your Account Credentials, additional users or Your account;
4.8.3. any act or omission of any User who may access the Site and/or the Services using your Account Credentials.
4.9. If You create an Account on behalf of a third party You acknowledge represent and agree that You have the authority to represent such third party and bind the third party to these Terms.
4.10. Your account will expire at the end of the subscription term length unless it is renewed by making payment of a subscription Fee as prescribed by Fold & File from time to time. You acknowledge that if the subscription Fee is not paid to Fold & File by the expiry date access to the Services and Technology will be limited until the subscription Fee is paid to Fold & File.
4.10.1. Your Content will be automatically deleted six (6) months after the expiry date.
4.11. You acknowledge that You are permitted to delete Your Account at any time. It is effective upon confirmation and cannot be undone. The unused portion of the Fee will be refunded or credited to you at the discretion of Fold & File.
4.11.1. Deleting Your Account will remove all Your Content from Fold & File.
4.11.2. Your Account, Account Credentials and Additional Users will be removed and no longer have access to Our Services and Technology.
4.12. You acknowledge that You are permitted to upgrade Your Account to a larger user plan at any time. The upgrade will be processed once payment of any additional Fee prescribed by Fold & File is paid to Fold & File. Once paid the Account will be upgraded for a new term (monthly or twelve (12) month) subscription. The unused portion of the Fee for the former plan will be refunded or credited to you at the discretion of Fold & File.
4.13. You acknowledge that You are permitted to downgrade Your Account to a smaller user plan effective only at the time of term renewal of Your account. No refund or repayment will be made due to downgrading of any user plan.
5. Purpose of Site
5.1. The Site is a software as a Service model allowing you to file store and retrieve Your Content.
5.2. Fold & File agrees to upload and store Your Content.
5.3. Fold & File may upload index store and allow retrieval of Content in such terms as it sees it. Fold & File may rely on the information provided by You for that purpose.
5.4. Fold & File does not:
5.4.1. provide or arrange for any other services; or
5.4.2. allow for the interrogation cross referencing and/or manipulation of personal documentation. Except to provide Technology to facilitate the uploading storage and retrieval of personal documentation on Your behalf.
5.5. You shall be solely responsible to decide whether to upload and/or store and/or retrieve any Content.
5.6. You understand and agree that Fold & File:
5.6.1. has no control over and is not responsible for the acts or omissions of any user on or off the Site;
5.6.2. makes no representation or warranty regarding the quality of any Services or any other services provided by any third party;
5.6.3. is not responsible for the accuracy or reliability of any information and/or Content provided by You.
6. Content of Site
6.1. When You access the Site and/or the Services You obtain access to our Technology.
6.2. You are solely responsible and liable to any User for each individual item of Content that You upload or otherwise make available utilising the Site and/or in relation to the Services.
6.3. You retain ownership of any intellectual property rights in any copyrighted material that are contained in any Content that You upload or otherwise make available utilising the Site and/or the Services except in relation to any Feedback which is governed by the further provision of these Terms.
6.4. You grant Fold & File a non-exclusive worldwide royalty free perpetual licence that is capable of being sub-licensed and/or transferred in respect to all of Your copyright and other intellectual property rights related to any Content that You upload or otherwise make available utilising the Site and/or in relation to the Services.
6.5. You agree that any Content uploaded or otherwise made available utilising the Site and/or the Services may be disseminated distributed displayed reproduced or used by any User using your Account Credentials and additional users
6.6. You acknowledge represent and agree with Fold & File that:
6.6.1. Fold & File is only acting as a venue for the online storage of Your Content;
6.6.2. Fold & File makes no express or implied warranty as to the actual distribution or publication of Your Content;
6.6.3. Fold & File has the right (but is not obliged) to take any action deemed appropriate with respect to Your Content if it is believed that such Content may:
6.6.3.1. create liability for Fold & File;
6.6.3.2. harm the business operation or reputation of Fold & File; or
6.6.3.3. cause Fold & File to lose the services of its suppliers or clients or Users;
6.6.3.4. any Content uploaded or otherwise made available utilising the Site and/or the Services may be subject to the approval of Fold & File;
6.6.3.5. Fold & File reserves the right to reject approve or modify any Content at its absolute discretion.
6.7. Evaluation of Content by Fold & File will be based on guidelines adopted by Fold & File from time to time that encompass objectively quantifiable and aesthetic aspects of Your Content.
6.8. You acknowledge represent and agree that any Content submitted for upload or otherwise made available utilising the Site and/or the Services provided by You or on Your behalf:
6.8.1. will not infringe or misappropriate any copyright patent trademark trade secret or other intellectual property right or proprietary right of any third party;
6.8.2. will not violate any Law statute ordinance or regulation including (but not limited to) any Law regarding false advertising;
6.8.3. will not advocate or encourage any illegal activity;
6.8.4. will not misrepresent Your identity in any way;
6.8.5. will not have the potential to create liability for Fold & File or cause Fold & File to violate the requirements of or lose any services of any internet service provider or other supplier;
6.8.6. will not be discriminatory unlawful tortious obscene fraudulent defamatory harmful threatening pornographic indecent vulgar harassing discourteous hateful abusive or racially ethnically religiously sexually or otherwise offensive;
6.8.7. will not disclose or provide information protected under any Law Agreement or fiduciary relationship including (but not limited to) proprietary or confidential information of others;
6.8.8. will no violate the privacy publicity or other rights of any third party;
6.8.9. will not include incomplete false or inaccurate information;
6.8.10. will not contain any virus or other computer programming routine that may be intended to damage detrimentally interfere with intercept or expropriate any system data or personal information.
6.9. No copyrighted material or any third party may not be uploaded utilising the Site and/or the Services unless You have a licence or other form of authority that permits You to do so.
7. Verification of Content
7.1. Fold & File is not required to verify any Content uploaded utilising the Site and/or the Services. You are solely responsible for the format indexing description and/or categorisation of any Content.
7.2. You understand and agree that Fold & File has the right (but is not obliged) to:
7.2.1. independently verify any Content uploaded utilising the Site and/or the Services; and
7.2.2. verify that You meet any of the eligibility criteria established by Fold & File for Use of the Site and/or the Services from time to time.
7.3. You represent acknowledge and agree that Fold & File does not have control over or assume any responsibility for the quality accuracy or reliability of any Content uploaded utilising the Site and/or the Services and/or any information provided by any third party verification service relating to or in any way connected with the Services or any products promoted on the Site.
7.4. Fold & File may make use of any third party verification services available to verify Content uploaded utilising the Site and/or the Services. In the event that Fold & File chooses to verify any Content provided by You utilising the Site and/or the Services You authorise Fold & File to verify such Content and use or disclose any information in order to accomplish such verification.
8. Relationship Between Parties
8.1. You acknowledge represent and agree with Fold & File that you are not a partner employee independent contractor or agent of Fold & File.
8.2. You acknowledge represent and agree that You are not legally affiliated with Fold & File.
8.3. No independent contractor partnership joint venture employer/employee or franchisor/franchisee relationship is intended to be created between You and Fold & File by Your use of the Site and/or the Services.
8.4. You must comply with all laws relating to the provision of the Services.
8.5. You must act in good faith towards Fold & File and not do anything contrary to the legitimate commercial interests of Fold & File.
8.6. Fold & File shall not be liable for any loss or damage suffered by You or any third party arising from the upload of any Content utilising the Site and/or the Services and/or any indexing and/or categorisation and/or retrieval of any Content.
9. Intellectual Property
9.1. You acknowledge represent and agree with Fold & File that these Terms and Our Technology are:
9.1.1. the property of or subject to copyright and/or licence to Fold & File under Australian and international copyright laws;
9.1.2. subject to other intellectual property and proprietary rights and laws; and
9.1.3. owned by Fold & File or its licensors.
9.2. Our Technology may not be copied modified reproduced republished posted transmitted sold offered for sale or redistributed in any way without the prior written consent of Fold & File and the prior written permission of any applicable licensors.
9.3. You must abide by all copyright notices information or restrictions contained in or attached to any of Our Technology and the Site.
9.4. `Nothing in these Terms grants you any right to receive delivery of a copy of the Technology or to obtain access to the Technology except as generally and ordinarily permitted through the Site and in accord with these Terms.
9.5. Nothing in these Terms will be deemed to grant by implication or otherwise a licence to the Technology.
9.6. Some of the Marks constitute trademarks trade names service marks and/or registered designs of Fold & File or other entities.
9.7. You are not authorised to use any of the Marks.
9.8. Ownership of all Marks and the goodwill associated with the Marks remains with Fold & File or those other entities who own the Marks.
9.9. Any use of third party software provided in connection with the Site and/or the Services will be governed by relevant third party licences and not by these Terms.
10. Feedback
10.1. By using the Site and/or the Services You acknowledge that You transfer to Fold & File copyright in any Feedback and reviews You provide to Fold & File consisting of comments recommendations and/or any multi-dimensional rating.
10.2. You acknowledge that any Feedback belongs to Fold & File notwithstanding that You permit Fold & File to use it on or in connection with the Site and/or the Services.
10.3. You may not use the Feedback or deal with the Feedback in any way inconsistent with the policies of Fold & File as posted on the Site from time to time without the prior written consent of Fold & File.
10.4. You may not do anything that may undermine the integrity of the Feedback system developed by Fold & File.
10.5. Fold & File is entitled to suspend or terminate Your right to use the Site and/or the Services if in the sole and absolute discretion of Fold & File it is concerned by any Feedback about You or Your Feedback rating is considered to be problematic to Fold & File.
10.6. Any ratings established or recorded by Fold & File (whether on the Site or otherwise) may not be used for any purpose other than for promoting use of the Site by other Users.
10.7. You may not use your Feedback including (but not limited to) marketing or exporting Your Feedback or quality rating or Feedback comments in any real or virtual venue other than the Site unless You obtain the prior written consent of Fold & File.
10.8. You represent acknowledge and agree that all Feedback You provide is true and correct and is not misleading or deceptive in any way.
11. Offensive Content
11.1. Although Fold & File strives to enforce the rules set out in these Terms with all Users You may be exposed through the Site and/or the Services to Content that violates the policies of Fold & File or is otherwise offensive.
11.2. You access the Site and the Services at Your own risk.
11.3. Fold & File may (but is not obliged to) deactivate Your account and/or remove Content from the Site if Fold & File determines or suspects that use of Your account or Content violate these Terms.
11.4. Fold & File takes no responsibility for Your exposure to Content on the Site or through the Services whether or not it violates these Terms.
12. Client Conduct and Confidentiality
12.1. It is the goal of Fold & File to make access to the Site and the Services a good experience for all Users.
12.2. If You receive the personal information of any other User through the use of the Services You may not use the information for any purpose other than to notify Fold & File.
12.3. You agree not to and represent acknowledge and agree that You will not reproduce duplicate copy sell resell or exploit any portion of the Site or the Services or use the Site or the Services or access the Site or Services for any purpose other than for which the Site or the Services are being provided to You.
12.4. When using the Site or the Services You represent acknowledge and agree not to do any of the following:
12.4.1. contact any other User for any purpose other than as set out in these Terms;
12.4.2. conduct or promote any illegal activities while using the Site or the Services;
12.4.3. upload index categorise or download anything that may be harmful to minors;
12.4.4. attempt to reverse engineer or jeopardise the correct functioning of the Site or otherwise attempt to derive the source code of the software that enables or underlies the Site or the Technology;
12.4.5. attempt to gain access to secured portions of the Site or the Services to which You do not have access rights;
12.4.6. upload or transmit to the Site or utilise the Services to desseminate any form of virus worm trojan horse or other malicious code;
12.4.7. use the Site or the Services to generate unsolicited email advertisements or spam allow enable or otherwise support the transmission of mass unsolicited commercial advertising or solicitations via email (spam);
12.4.8. use the Site or the Services to stalk harass or harm another individual;
12.4.9. use any high volume automatic electronic or manual process to access search or harvest information from the Site or the Services including (but not limited to) robots spiders or scripts;
12.4.10. interfere in any way with the proper functioning of the Site or the Services or interfere with or disrupt any service or network connected to the Site or the Services or disobey any requirement procedure policy or regulation of any network connected to the Site or the Services;
12.4.11. use any robot spider or other automatic device or manual process to extract “screen scrape” monitor “mine” or copy any static or dynamic webpage on the Site or any Content contained on any such webpage for commercial use without the prior written consent of Fold & File;
12.4.12. impersonate any person or entity or otherwise misrepresent Your affiliation with a person or identity;
12.4.13. mirror or frame the Site or any Content place pop-up windows over its pages or otherwise affect the display of its pages.
13. Payments
13.1. Limited access to the Site is available free of charge to Users.
13.2. By opening an account You agree to pay Fold & File:
13.2.1. the Fee; and
13.2.2. any other costs reasonably incurred by Fold & File in enforcing its rights under these Terms.
13.3. Fold & File reserve the right at any time to modify its Fee and/or billing methods as notified on the Site.
13.4. Fold & File reserves the right to correct any error in the payment of the Fee by You to Fold & File even if it has already requested and/or received payment.
13.5. Fold & File may use third party payment processing services to process bank account information and payments.
13.6. Fold & File expressly disclaims any liability for any claim or damage related to the use by Fold & File of third party payment processing services and such transfers including (but not limited to) any damage that may result should such information be released to a third party.
14. Promotional Offers
14.1. Fold & File may run promotional offers from time to time on the Site.
14.2. The terms of any such promotion will be posted on the Site.
14.3. Unless otherwise indicated Fold & File may establish and modify the terms of such offer and end such offer at any time at its sole discretion.
14.4. Fold & File may at its sole discretion offer a free trial period to any new User assessed on a case by case basis. The terms of any free trial period will be established on a case by case basis by Fold & File including (but not limited to) the duration of the trial period and whether any payment is required in advance.
14.5. Any User allowed a free trial period who has been required to make any payment may cancel the subscription by notice to Fold & File. If the cancellation is completed within the trial period Fold & File will refund all moneys paid by the User for the subscription paid by the User. Any such refund shall be paid within thirty (30) days of cancellation. If the User does not notify Fold & File of cancellation within the trial period no refund shall be payable to the User. The User shall be responsible for notification to Fold & File to cancel any trial period within the required timeframe.
15. Cancellation
15.1. Any User who has made any payment to Fold & File may cancel the subscription for use of the Services by notice to Fold & File at any time but no moneys will be refunded to the User for any such subscription paid by the User. Fold & File may at its absolute discretion refund any moneys paid by any User.
16. Third Party Content
16.1. Any information made available on the Site or through use of the Services from any clients advertisers or third parties may be made available to You through the Site and/or the Services. Because such information is not controlled by Fold & File You agree that Fold & File will not be responsible for any such information.
16.2. Fold & File does not make any guarantee or representation about the accuracy currency suitability or quality of any information made available by any third party and Fold & File assumes no responsibility for unintended objectional inaccurate misleading or unlawful information made available by advertisers or other third parties or violation of any third party rights related to such information.
16.3. The Site and the Services may contain links to websites not operated by Fold & File. Fold & File will not be responsible for the information products materials of practices of such websites.
16.4. You understand that by using the Site and/or the Services You may be exposed to third party websites that You may find offensive indecent or otherwise objectionable.
16.5. Fold & File makes no warranty representation endorsement or guarantee regarding and accepts no responsibility for the quality content nature or reliability of third party websites products or services accessible by hyperlink or otherwise accessible from the Site or the Services.
16.6. Fold & File provide these links for your convenience only and Fold & File does not control such websites or hyperlinks.
16.7. The inclusion of links to such websites does not imply any endorsement of the material on any such third party website or any association with the operator of any such website.
16.8. It is Your responsibility to review the privacy policy and terms of use of any other website You visit.
16.9. You agree that in no event will Fold & File by liable to You in connection with any website content products materials or practice of any third party.
17. Suspension and Termination
17.1. You agree that Fold & File may at any time and in its absolute discretion with or without notice to You and without any entitlement to a refund of any moneys paid:
17.1.2. immediately modify suspend or terminate Your access to or use of the Site and/or the Services.
17.2. You agree that Fold & File will not be liable to You or to any other party for any:
17.2.1. suspension or termination of Your access to the Site and/or the Services or deletion of Your Account or Your Content; or
17.2.2. modification or discontinuation of the Site and/or the Services.
17.3. Suspension or termination of Your Account or access to the Site and/or use of the Services will in no way modify change or void any payment obligations You may have incurred through acceptance of these Terms.
17.4. Fold & File may without notice and without cause remove the invitation to treat with You from the Site.
17.5. Continued access to the Site and/or the Services following notice of any such change will indicate Your acknowledgement of such change and satisfaction with the Site and/or the Services as modified.
18. No Warranty
18.1. You agree that Your use of the Site and/or the Services will be at your sole risk.
18.2. Fold & File is not involved in any way (other than facilitating the upload indexing categorising and/or retrieval of Your Content) in the preparation Content and/or accuracy of any Content.
18.3. The Site and the Services are provided on an “as is” and “as available” basis and to the extent permitted by law without warranties of any kind either expressed or implied.
18.4. To the extent permitted by law Fold & File specifically disclaims all warranties and representations of any kind whether expressed or implied including (but not limited to) any warranties in respect of the following:
18.4.1. title quality merchantability fitness for a particular use or purpose non-infringement operability condition quiet enjoyment value accuracy of data or system integrity;
18.4.2. that the Site and/or the Services will meet Your requirements;
18.4.3. that the Site will be accurate reliable uninterrupted secure or error free;
18.4.4. that the Site or the server that makes it available will be uninterrupted timely secure free of viruses errors or other harmful components;
18.4.6. that defects in the Site and/or the Services will be corrected in a timely manner or at all.
18.5. To the maximum extent permitted by law Fold & File expressly disclaims and You expressly release Fold & File from any liability of any kind for any damages suits claims and/or controversies that may arise from and/or in any way relate to any act or omission of Fold & File including (but not limited to) access to the Site the provision of any of the Services and/or use of any of the Technology.
19. Liability
19.1. If You are a consumer pursuant to the Australian Consumer Law nothing in these Terms shall restrict limit or modify Your rights against Fold & File for failure of a statutory guarantee under the Australian Consumer Law.
19.2. Nothing in these Terms shall be interpreted as excluding restricting or modifying or having the effect of excluding restricting or modifying the application of any State or Federal legislation applicable to the sale of goods or supply of services which cannot be excluded restricted or modified.
19.3. You understand and agree that:
19.3.1. any material or information uploaded downloaded or otherwise obtained through the use of the Site or the Services is done at Your own discretion and risk;
19.3.2. You will be solely responsible for any damage to Your computer or loss of data that results from the upload or download of Content or the use of the Site or the Services;
19.4. To the extent permitted by the Australian Consumer Law and any other applicable legislation Fold & File expressly limits its liability for breach of a non-excludable condition or warranty implied by virtue of any legislation to the following remedies at the sole discretion of Fold & File:
19.4.1. in the case of goods any one or more of the following:
19.4.1.1. the replacement of the goods or the supply of equivalent goods;
19.4.1.2. the repair of the goods;
19.4.1.3. the payment of the cost of replacing the goods or of acquiring equivalent goods; or
19.4.1.4. the payment of the cost of having the goods repaired;
19.4.2. in the case of services any one or more of the following:
19.4.2.1. the supply of the services again; or
19.4.2.2. the payment of the cost of having the services supplied again.
19.5. In the event that the limitations in the preceding sub-clause are restricted the liability of Fold & File will be limited as far as legally possible under the Australian Consumer Law or other applicable legislation.
19.6. To the extent permitted by law Fold & File will not be liable nor will any of its Affiliates be liable to You or any third party whether in contract warranty tort statute or otherwise for:
19.6.1. any direct special incidental consequential or exemplary damages that may be incurred by You;
19.6.2. any loss of income revenue goodwill business profits data (whether direct or indirect) that may be incurred by You; or
19.6.3. any claim damage or loss which may be incurred by You;
arising from out of or related to:
19.6.4. Your use of or access to or the inability to use or to access the Site or the Services;
19.6.5. Your Content uploaded to indexed categorised or downloaded utilising the Site and/or the Services;
19.6.6. any act or omission of any User;
19.6.7. any misstatement and/or misrepresentation contained in any Content;
19.6.8. the accuracy timeliness and completeness of any Content provided by You in connection with the Site and/or the Services;
19.6.9. he use of information provided by any third party verification service;
19.6.10. any transaction between You and any third party merchants or service providers;
19.6.11. any information appearing on any third party merchant or service provider website or any other website linked to the Site.
19.7. The limitations on the liability of Fold & File to You shall apply whether or not Fold & File or any of its Affiliates have been advised of knew of or should have known of the possibility of such loss or damage arising.
19.8. You acknowledge and agree that Fold & File are only willing to provide access to the Site and to provide the Services if You agree to certain limitations on the liability of Fold & File to You and to third parties.
19.9. If You are dissatisfied with any portion of the Site or the Services Your sole and exclusive remedy is to discontinue use of the Site and/or the Services.
19.10. Fold & File and its Affiliates may plead these Terms as a bar to any claim action proceeding or suit brought by You against Fold & File or any of its Affiliates for any matter arising out of any transaction or otherwise in respect of these Terms.
20. Indemnity
20.1. You indemnify Fold & File against any liability arising from or connected with:
20.1.1. any act or omission of any User of Your Account Credentials;
20.1.2. any representation made by You to Fold & File or Fold & File relying on any warranties made by You pursuant to these Terms.
20.2. You indemnify Fold & File and its Affiliates against any third party claim liability demand proceeding loss cost expense or fee (including reasonable legal fees and court costs) and direct or indirect or consequential damage of every kind and nature known and unknown made by any third party due to or arising out of:
20.2.1. Your breach of these Terms;
20.2.2. Your violation of any law or the rights of any third party;
20.2.3. any of Your Content and/or information that You submit post or transmit through the Site or the Services;
20.2.4. Your use of the Site or the Services;
20.2.5. any virus trojan horse worm time bomb cancelbots or other similar harmful or deleterious programming routine input by You into the Site and/or the Services and/or the Technology; or
20.2.6. any dispute that may arise between You and any other person utilising Your Account Credentials.
21. Dispute Resolution
21.1. If a dispute arises between You and Fold & File the goal will be to address Your concerns and if Fold & File is unable to do so to Your satisfaction to provide You with a means of resolving the dispute quickly.
21.2. If any dispute remains unresolved within twenty (20) business days after Fold & File receives notice of the dispute it may attempt to resolve the dispute by mediation and You must comply with the following procedure:
21.2.1. Fold & File may appoint an independent mediator to assist in resolving the dispute;
21.2.2. You must comply with the instructions of the mediator;
21.2.3. You must use Your best endeavours to resolve the dispute.
21.3. Any claim You bring against Fold & File must be resolved in accord with these Terms.
21.4. Any claim filed or brought contrary to these Terms shall be considered improperly filed and a breach of these Terms.
21.5. Should You file a claim contrary to these Terms then Fold & File may recover its legal fees and costs provided that Fold & File has notified You in writing of the improperly filed claim and You have failed to promptly withdraw the claim.
22. Unavoidable Delay
22.1. Without limiting the scope of these Terms Fold & File and its Affiliates will not be liable for any delay or failure in performance resulting directly or indirectly from any acts of nature or forces or causes beyond the reasonable control of Fold & File including (but not limited to) internet failure computer equipment failure communication equipment failure other equipment failure electrical power failure strike labour dispute riot insurrection civil disturbance shortage of labour or materials fire flood storm explosion act of God war governmental action order of a domestic or foreign court or tribunal or non-performance by any third party.
23. Electronic Communication
23.1. Any communication between You and Fold & File shall be by email.
23.2. Fold & File can only give You the benefits of the Site and the Services by conducting business through the internet. As a result Fold & File needs You to consent to electronic communication.
23.3. For contractual purposes You:
23.3.1. consent to receive communications from Fold & File in an electronic form; and
23.3.2. agree that all terms and conditions Agreements notices documents disclosures and other communications that Fold & File provide to You electronically satisfy any legal requirement that such communications would satisfy if it were in writing.
23.4. Your consent to receive communications and do business electronically and the Agreement of Fold & File to do so applies to all of Your interactions and transactions with Fold & File.
23.5. You may also receive a copy of these Terms by accessing the Site.
23.6. On acceptance of these Terms Fold & File may send you a SMS message or other message whether by way of email or through the Site or applications in connection with the Services or otherwise.
23.7. You are solely responsible for any costs You incur when receiving a SMS message from Fold & File.
23.8. You may withdraw Your consent to receive communications electronically by contacting Fold & File in the manner described below.
23.9. If You withdraw Your consent from that time forward You must stop using the Site and the Services.
23.10. The withdrawal of Your consent will not affect the legal validity or enforceability of any obligations or any electronic communications provided or business transacted between You and Fold & File prior to the time You withdraw Your consent.
23.11. You agree to keep Fold & File informed of any change to Your email address and any mobile telephone number so that You continue to receive all communications without interruption.
24. Contact Information
24.1. Fold & File may give notice to you by email or a posting on the Site or other reasonable means.
24.2. You must give notice to Fold & File in writing via email or as otherwise explicitly provided on the Site.
25. General Terms
25.1. You are responsible for compliance with all applicable laws.
25.2. These Terms and the relationship between You and Fold & File will be governed by the Laws of the State of Victoria, Australia.
25.3. You agree to the non-exclusive jurisdiction of the courts of Victoria the Federal Court of Australia and of Courts entitled to hear appeals from those courts.
25.4. The Agreement incorporating these Terms is personal to You and You may not transfer Your rights and/or duties under the Agreement to anyone else.
25.5. Fold & File may transfer or novate its rights and obligations under the Agreement at any time without the requirement to obtain Your consent.
25.6. You acknowledge that a breach of Your obligations under these Terms may not be adequately compensated by an award of damages and that if necessary Fold & File may seek an injunction to prevent any continuing or threatened breach of Your obligations under these Terms.
25.7. The headings in these Terms are included for convenience and shall not affect the interpretation of these Terms.
25.8. No right under these Terms shall be deemed to be waived except by written notice signed by the waiving party. A waiver made by a party shall not prejudice its rights in respect of any subsequent breach of the same or any other right by another party.
25.9. Any provision in these Terms that is illegal void invalid or unenforceable will be ineffective only to the extent of such deficiency and will not invalidate any other provision of these Terms.
25.10. Nothing in these Terms shall be construed or interpreted as:
25.10.1. constituting the relationship of partners between You and Fold & File;
25.10.2. making You the agent representative employee joint venturer or fiduciary of Fold & File;
25.10.3. making Fold & File the agent representative employee joint venturer or fiduciary of You.
25.11. These Terms and any incorporated policies constitute the entire Agreement between You and Fold & File in respect of the subject matter and supersedes all previous Agreements understandings and negotiations on that subject matter.
25.12. All of the provisions of these Terms that by their nature survive expiration or termination of the Agreement shall so survive.
26. Definitions
Unless inconsistent with the context the highlighted words and phrases used in these Terms shall have the meanings attributed to them:
26.1. “Account” means a personalised user interface accessed from the Site.
26.2. “Account Credentials” means the selected unique user identification and password chosen by a User when setting up an Account.
26.3. “Additional users” means anyone you invite to gain access of your documentation and site content.
26.4. “Subscription Term Length” means the amount of time you have paid to have access to Our Service and Technology.
26.5. “Affiliate” means any Related Body Corporate of Fold & File.
26.6. “Agreement” means the agreement between You and Fold & File which incorporates all the policies of Fold & File published on the Site and these Terms.
26.7. “Content” means all information and material uploaded and made available by You to index categorise and download that information utilising the Services.
26.8. “Fee” means the fee payable by You to utilise the Services by way of subscription.
26.9. “Feedback” means any review comment recommendation and/or multi-dimensional rating that You may leave on the Site.
26.10. “Fold & File” means Fold & File Pty Ltd (ACN 655 998 299).
26.11. “Marks” means any trademarks trade names service marks or logos owned or used by Fold & File or any Affiliates on the Site.
26.12. “Related Body Corporate” has the meaning set out in the Corporations Act 2001 (Cth) as amended from time to time.
26.13. “Services” means the products and software services promoted for use by Users on the Site.
26.14. “Site” means the foldandfile.com website.
26.15. “Technology” means the software code proprietary methods and systems used to provide the Site and/or the intended functionality of the Site and the Services.
26.16. “Terms” means these terms which shall be incorporated by reference in any Agreement.
26.17. “User” means any person who browses the Site and/or utilises the Services.
26.18. “You” and “Your” means anyone accessing the Site for any reason and includes Users.