Terms of Service
JAMTIME APP USER TERMS AND CONDITIONS
1. INTRODUCTION
1.1 The JamTime App and the Services made available through the JamTime App is owned and operated by JamTimeGo Pty Ltd (ACN 689 962 285) (JamTime, we, our or us)
1.2 By downloading, using, browsing or accessing the JamTime App, you acknowledge that you have read, understood and accept these JamTime App User Terms and Conditions (agreement), together with our Privacy Policy, and agree to abide by them. If you do not accept this agreement, you must not access and use the JamTime App and the Services.
1.3 In this agreement, you and your means the person who downloads, accesses, and or creates an account on the JamTime App (and includes anyone acting on your behalf or with your express or implied authority).
2. JAMTIME APP
2.1 The JamTime App, a mobile application, is a communication conduit that connects students, teachers, and parents to encourage students to practise their musical instruments between music lessons. This is by means of sending practise reminders and enabling Teachers to upload, post or share homework, notes, files and video recordings with Students through the JamTime App (the Services). Our role in providing you with access and use of the JamTime App and the Services should be construed strictly in this context only.
2.2 By downloading, accessing and using the JamTime App, JamTime grants you and your Authorised Users a non-exclusive, non-transferable, personal, revocable and non-sublicensable licence to download, install, access and use the JamTime App and the Services for the Subscription Term solely for personal and non-business purposes. You will not acquire or be entitled to any rights other than those rights expressly set out in this agreement.
3. SUBSCRIPTION TERM
3.1 This agreement commences on the date you create an Account with us on, or via, the JamTime App (Commencement Date) and shall continue until terminated in accordance with clause 17 (Subscription Term), unless you (as a Student) terminate the agreement during the Trial Period in accordance with clause 3.2.
3.2 If you (as a Student) do not wish to continue to access and use the JamTime App and Services following the expiry of the Trial Period, you must terminate the agreement prior to the expiry of the Trial Period by selecting the ‘cancel subscription’ function on the App Store ‘Subscriptions’ page on your mobile device and then you must the delete your Account on the JamTime App.
4. REGISTRATION AND ACCESS
4.1 To access and use the JamTime App and the Services, you must:(a) register with us and setup an account (Account). You must select whether you are creating a Teacher Profile or Student Profile. The Account will be operated by a username, which will be your email address (Username) and password (Password). You can change your Password any time by you accessing the Account Settings on the JamTime App;(b) provide only accurate, complete registration information and Personal Information (including full name, date of birth, and email address) and you will update that information if it changes. All Personal Information as well as the information you provide to register, is subject to our Privacy Policy; and(c) be over 18 years of age and legally able to enter into contractual relations. If you are under the age of 18 years (Minor), you may only access and use the JamTime App and Services if you have your parents’/guardians’ permission to access and use the JamTime App and Services. Your continued use of your Account constitutes an acknowledgement by you that you are: (i) over 18 years of age; or (ii) under 18 years of age but have your parents’/guardians’ permission to access and use JamTime App and Services and that your parents/ guardians have agreed to abide by this agreement.
4.2 Your user rights will depend on whether you create a Teacher Profile or Student Profile. If you have a:(a) Teacher Profile, you (as a Teacher) will be able to upload, post, edit, view and delete User Content on or via, the JamTime App. Teachers can share User Content with their own Students; and(b) Student Profile, you (as a Student) will be able to access and view User Content uploaded or published by your own Teacher(s) on your Student Profile.
4.3 You are responsible for:(a) maintaining control over, and the confidentiality of, your Account, Username and Password;(b) keeping your Account registration information current, complete, accurate, and truthful. You must not impersonate another account holder or provide false identity information to gain access to or use the JamTime App and the Services;(c) notifying us in writing of any unauthorised access to, or use of, your Account, Username or Password; and(d) for all activities or transactions that occur using your Account. We are not liable for any Loss arising out of, or in connection with, any unauthorised access or use of, your Account, Username and Password.
4.4 We have the right to suspend or terminate your Account or your access to or use of all or any part of the JamTime App and the Services, at any time, if, in our opinion, you misuse the JamTime App and/or Services or you fail to comply with any of the provisions of this agreement.
5. CONNECTING WITH OTHER USERS
5.1 At any time during the Subscription Term, you may connect with Students (if you are a Teacher) or a Teacher (if you are a Student) by inviting them to create an Account on the JamTime App by using the ‘invitation’ function in the JamTime App to send the Student or Teacher (as the context permits) an email or text message containing a hyperlink to download the JamTime.
5.2 When a Student or Teacher (as the context permits) uses the hyperlink to the download the JamTime App, the Student or Teacher (as the context permits) must, if they so wish, create an Account in accordance with registration process in clause 4.
5.3 If you are a Teacher, prior to connecting with a Student who is a Minor, you must notify the Student’s parent/guardian that you intend to invite the Student to access and use the JamTime App. If the parent/guardian of the Minor objects to the Teacher sending such an invitation to the Minor, you must not invite the Student to access and use JamTime App.
5.4 You acknowledge that:
(a) you can disconnect from another user any time and for any reason or for no reason at all, by using the ‘remove user’ function in the JamTime App, in which case that person will cease to be connected with you; and
(b) if there is any dispute between you and another user regarding the use of the JamTime App or the Services, that is a matter for you to resolve with the other user.
6. YOUR OBLIGATION.
6.1 When accessing and using the JamTime App during the Subscription Term, you must:
(a) download the JamTime App onto your mobile phones or other devices;
(b) obtain and maintain all hardware, software and communication equipment necessary to access, and use the JamTime App and the Services;(c) comply with all Relevant Laws with respect to your obligations under this agreement; and(d) comply with all our directions, policies and guidelines, advised in writing to you from time to time (including our Acceptable Use Policy).
6.2 We will not be liable to you or anyone else if, for any reason, the JamTime App is unavailable at any time or for any period. From time to time, we may suspend or restrict access to all, or some parts of the JamTime App. You are responsible for making all arrangements necessary for you to access and use the JamTime App. You are also responsible for ensuring that any other persons who access the JamTime App on your behalf (such as through your internet connection, mobile phone, computer or any other device) are aware of this agreement, and that they comply with them.
6.3 You must not:
(a) introduce, access, store, distribute or transmit any viruses, worm, trojan or other malicious code into the JamTime App;
(b) violate any JamTime IP or any third-party Intellectual Property Rights;
(c) copy, modify, duplicate, create derivative works from, frame, mirror, republish, transmit or distribute all or any portion of the JamTime App, or any other third-party software that you may access or use through the JamTime App, in any way;
(d) access all or any part of the JamTime App in order to build a product, service or code which competes with or reproduces the JamTime App (in full or part);
(e) modify, alter, adapt, reverse compile, disassemble, reverse engineer or otherwise reduce to human-perceivable form all or any part of the JamTime App in any way, or otherwise learn the source code or algorithms underlying the JamTime App;
(f) license, sell, rent, lease, transfer, assign, distribute, display, disclose, or otherwise commercially exploit, or otherwise make the JamTime App and the Services available to any third party;
(g) attempt to obtain, or assist third parties in obtaining, access to the Services and/or the JamTime App; and
(h) engage in any activity or conduct that is in breach of any Relevant Laws.
7. USER CONTENT
7.1 When you create your Account and access and use the JamTime App and the Services, you will be invited to provide User Content to JamTime. The creator of the User Content will retain ownership of the User Content uploaded or published on the JamTime App. To the maximum extent permitted by Relevant Laws, we do not warrant that any User Content displayed on the JamTime App by you (or any Content or Third-Party Products or Services displayed or published on the JamTime App by a Third-Party Provider) is accurate, complete, reliable, current or error-free, nor do we make any warranty about the standard or quality of any Content, User Content or Third-Party Products and Services displayed on, or via, the JamTime App. You (and not JamTime) are solely responsible for the completeness, accuracy, reliability, legality and quality of any User Content published by you on, or via, the JamTime App.
7.2 You agree not to submit, publish or input User Content (including Personal Information) or any other information onto the JamTime App, unless you have the right to do so.
7.3 You grant JamTime a worldwide, non-revocable, non-exclusive, royalty-free and perpetual licence to use, disclose, reproduce, store, distribute, publish, export, adapt, edit, translate, produce derivative works from or copy, your User Content (and all Intellectual Property Rights contained therein) for the purpose of:
(a) enabling JamTime to provide the JamTime App and the Services and otherwise perform our obligations and exercising our rights under this agreement;
(b) informing the user of other products or services that JamTime may offer from time to time or in relation to Third-Party Products and Services;
(c) complying with a legal requirement, such as a law, regulation, court order, subpoena, warrant, legal proceedings or in response to a law enforcement agency request;
(d) identifying usage patterns, trends, and other statistical or behavioural data derived from use of the JamTime App, for the purposes of providing, operating, maintaining, or improving the JamTime App and for marketing purposes as further described in our Privacy Policy; and
(e) sharing User Content with an Affiliate or other third-party (with whom we may contract or be affiliated with from time to time) for the purposes of performing or improving the JamTime App and the Services.
7.4 In the event of any Loss to User Content, your sole and exclusive remedy shall be for JamTime to use reasonable endeavours to restore the User Content, that is lost or damaged, from the latest back-up of User Content maintained by JamTime in accordance with our standard archiving and backup procedures.
7.5 JamTime will not be responsible for any Loss, destruction, alteration, corruption or disclosure of User Content caused by us, your acts or omissions or the acts or omissions of other users of the JamTime App or any third party.
7.6 You agree to make your own enquiries to verify the information, data, Content and User Content displayed on, or via, the JamTime App (including Third-Party Products and Services) and to assess the suitability of any information, data, User Content or Content before relying upon such information, data, User Content or Content. If you choose to rely upon any information, data, User Content or Content displayed or published on, or via, the JamTime App and/or the Services (including Third-Party Products and Services) you do so at your own risk. We make no representations or warranties that use of the Content, User Content and Third-Party Products and Services will not infringe any third party’s Intellectual Property Rights.
8. ACCEPTABLE USE POLICY
8.1 By downloading, accessing, and using the Jam Time App and each time you (as a Teacher) publish, upload, submit, post or share User Content on, or via, the JamTime App, you agree to comply with the rules for the acceptable use of the JamTime App as specified herein (Acceptable Use Policy).
8.2 You are solely responsible for the accuracy, currency, completeness and use of User Content published, submitted or posted by you on, or via, the JamTime App, and you post or publish User Content on, or via, the JamTime App at your own risk. JamTime accepts no responsibility and assumes no liability for any User Content posted, published or otherwise transmitted by you on, or via, the JamTime App.
8.3 JamTime services the right (but is under no obligation) to monitor, review, or remove any User Content published or posted on, or via, the JamTime App by you (whether in response to a complaint or at our own initiative).
8.4 You must access and use the JamTime App and the Services only for lawful purposes. You must not access and use the JamTime App and/or the Services:
(a) in any way that breaches any Relevant Laws;
(b) in any way that is unlawful or fraudulent, or has any unlawful or fraudulent purpose or effect;
(c) to publish, post or upload User Content that is intended to harm someone in any way or that is libellous, defamatory, obscene, vulgar, offensive, pornographic, indecent, racist, harassing, threatening, seditious, violent, blasphemous, invasive of privacy or publicity rights, breaches confidentiality, abusive, inflammatory, discriminatory or otherwise objectionable to a reasonable person;
(d) to engage in any kind of activities or statements that are harmful to users of the JamTime App or any other person (including, but not limited to, publishing images or videos of children on the JamTime App without parental or guardian consent);
(e) to publish, post or upload any User Content that is false, misleading or deceptive or is likely to be false, misleading or deceptive (including, but not limited to, impersonating another person or user or misrepresenting your identity to users of the JamTime App);
(f) to upload or transmit any User Content that contains viruses, Trojan horses, worms, time-bombs, keystroke loggers, spyware, adware or any other harmful programs or a similar type of computer code designed to adversely affect the operation of any computer software or hardware;
(g) to publish, post or upload User Content that may infringe the Intellectual Property Rights or other rights of JamTime App or any third party and you warrant and represent that you own all Intellectual Property Rights in any User Content that you publish, post or upload User Content on, or via, the JamTime App;
(h) to promote any illegal activity or advocate, promote or assist any unlawful act;
(i) to publish, post or upload any unsolicited or unauthorised advertising or promotional material or any other form of similar solicitation (spam); and
(j) to lodge a complaint or report through the JamTime App about another user’s User Content that is maliciously or intentionally false or misleading.
8.5 By accessing or using JamTime App and/or the Services, you acknowledge that it is your responsibility to:
(a) ensure that all your communications with Students are polite, respectful and courteous;
(b) ensure that any User Content posted or transmitted through the JamTime App by you is appropriate, accurate, reliable, up-to-date, and complete; and
(c) ensure that you have adequate legal rights to publish, post, transmit, reproduce or otherwise use the User Content transmitted through the JamTime App.
8.6 JamTime reserve the right, at our absolute discretion, to determine whether the Acceptable Use Policy has been breached and to terminate this agreement in accordance with clause 17.
8.7 JamTime reserve the right, at our absolute discretion, to determine with the Acceptable Use Policy has been breached and to terminate this agreement in accordance with clause 17. If you believe that another user has breached the Acceptable Use Policy, you can lodge a complaint by email at enquiries@jamtime.com.au.
9. SUBSCRIPTION FEES
9.1 We do not charge you (as a Teacher) a fee to access and use the JamTime App and Services. However, if you (as a Student) wish to access and use the JamTime App and Services, you must, except during the Trial Period, pay us the Subscription Fees and other amounts owing to us under this agreement during the Subscription Term. The Subscription Fees are payable in advance (either on a monthly or annual basis) in accordance with the Direct Debit Authority.
9.2 All Subscription Fees are in Australian Dollars and are inclusive of any goods and services taxes. To the maximum extent permitted by Relevant Laws and except as otherwise contemplated in this agreement, the Subscription Fees and all other amounts owing to JamTime under this agreement are non-refundable.
9.3 When setting up your Account, you will be offered payment options to pay the Subscription Fees. JamTime may, at our absolute discretion and without notice to you, change the payment method that can be used to access and use the JamTime App and Services at any time.
9.4 Payment of the Subscription Fees and all other amounts owing to JamTime under this agreement are made by means of direct debit in accordance with the Direct Debt Authority in clause 10. By making payment of the Subscription Fees or any other amount owing to JamTime under the agreement, you (as a Student) will provide our Third-Party Payment Processor with accurate and complete billing information, and you authorise our Third-Party Payment Processor to access your billing information (including Personal Information) for the purpose of processing your payment.
9.5 JamTime may increase our Subscription Fees for the provision of the JamTime App or charge additional fees to access new functions or features of the JamTime App at any time upon 30 days’ written notice to you. The fee increases will come into effect in the next billing cycle. If you do not agree to these fee increases, you may terminate this agreement by selecting the ‘cancel subscription’ function on the App Store ‘Subscriptions’ page on your mobile device and then you must delete your Account from the JamTime App.
10. DIRECT DEBIT AUTHORITY
10.1 By accepting this agreement, you (as a Student) authorise our Third-Party Payment Processors to debit from your credit card or bank account (as applicable) the Subscription Fees (or any other amount owing to JamTime under this agreement) as and when such fees are due and payable under this agreement (Direct Debit Authority).
10.2 You may cancel your Direct Debit Authority by accessing selecting the ‘cancel subscription’ function on the App Store ‘Subscriptions’ page or you may change your Direct Debit Authority by accessing the ‘Payment & Delivery’ function on your mobile device before the day on which your next debit is due. If you cancel the Direct Debit Authority, JamTime will not be able to provide you with access to, and use of, the JamTime App and Services beyond the current billing cycle, unless you provide JamTime with a new Direct Debit Authority.
10.3 It is your responsibility to ensure that there are sufficient funds available on your credit or debit card to allow each debit to be made in accordance with the Direct Debit Authority. If there are insufficient funds:
(a) the transaction will be rejected, and the payment will be treated as if it were never made;
(b) your financial institution may charge you a fee and/or interest; and
(c) you must arrange for the debit to be made by another method or arrange for sufficient funds to be available by an agreed time so that our Third-Party Payment Processors can process the debit.
10.4 It is your responsibility to check your credit or debit card, or bank account statement (as applicable) to verify that the amounts debited from your credit or debit card or bank account are correct.
10.5 If you believe that an error has been made in debiting your credit or debit card or bank account (as applicable), you should update your credit or debit card or bank account details by accessing the ‘Payment & Delivery’ function on your mobile device as soon as possible.
10.6 If you (as a Student) cancel the Direct Debit Authority, your right to access and use the JamTime App and Services will cease at the end of the current billing cycle. If you wish to resubscribe, you will need to reactivate your Account and pay the Subscription Fees prevailing at the time.
11. INTELLECTUAL PROPERTY RIGHTS
11.1 You acknowledge that we, or our licensors, are the owner of the JamTime App and the Services (or any Intellectual Property Rights contained therein) including any information, Content or data that may be provided to, or accessed by, you in connection with your use of the Services and the JamTime App (including any modifications, enhancements of the foregoing) (collectively, the JamTime IP). Accessing and using the JamTime App does not give you (or anyone else) ownership of, or any right, title or interest in the JamTime IP.
11.2 Ownership of any User Content will vest in the creator of that User Content, (excluding JamTime IP).
12. OUR OBLIGATIONS
12.1 Subject to your compliance with the terms of this agreement, we will use commercially reasonable endeavours to provide you with access to and use of the JamTime App and the Services.
12.2 In the event that we fail to provide you with access and use of the JamTime App in accordance with clause
12 3 we will use reasonable endeavours to correct any such non-conformance or provide you with an alternative means of accomplishing the desired performance. The foregoing constitutes your sole and exclusive remedy for any breach of clause 12.1.12.3 The undertaking in clause
12.4 shall not apply in the event of:
(a) any non-conformance which is caused, or contributed, by use of the Services and the JamTime App contrary to our instructions or the terms of this agreement;
(b) modification or alteration of the Services and the JamTime App by any party other than us or our duly authorised Personnel;
(c) the unsuitability or malfunction of the JamTime App and/or the Services when used in conjunction with any software, platforms, applications and tools supplied by a third party provider; and
(d) Force Majeure Events.
13. NO WARRANTIES
13.1 To the maximum extent permitted by Relevant Laws, we exclude all express or implied representations, conditions, statutory guarantees, warranties and provisions (whether based on statute, common law or otherwise), in connection with the JamTime App and the Services.
13.2 Nothing contained in this agreement excludes, restricts or modifies the application of any condition, warranty or other obligation, the exercise of any right or remedy, or the imposition of any liability under the Competition and Consumer Act 2010 (Cth) or any other national, State or Territory legislation where to do so is unlawful.
13.3 You acknowledge, and agree that to the maximum extent permitted by Relevant Laws, we make no representation, warranty or guarantee in relation to the availability, continuity, reliability, accuracy, currency or security of the JamTime App and the Services (or any Content, User Content or Third Party Products and Services provided in connection with the JamTime App) and we will not be liable to you if the JamTime App and/or the Services is, or becomes unavailable for any reason, including directly, or indirectly as a result of:
(a) telecommunications unavailability, interruption, delay, bottleneck, failure or fault;
(b) negligent, malicious, wilful acts or omissions of third parties (including Third-Party Providers) or other users;
(c) maintenance (scheduled or unscheduled) carried out by us or any Third-Party Provider, including in respect of any of the systems or network used in connection with the provision of the JamTime App;
(d) services provided by third parties (including internet service providers) ceasing or becoming unavailable; or a Force Majeure Event.
13.4 JamTime App shall use commercially reasonable endeavours to make the JamTime App and the Services available 24 hours a day, 7 days a week, except for:
(a) planned maintenance carried out at times advised in advance by JamTime; and
(b) unscheduled maintenance which may need to be performed from time to time. JamTime will, where practicable, use reasonable endeavours to conduct any unscheduled maintenance outside of Business Hours.
14. LIMITATION OF LIABILITY
14.1 To the maximum extent permitted by Relevant Laws, we will not be liable to you, or any third party for:
(a) any Claims or Losses (including Consequential Loss); or
(b) Loss of, or damage to, any property belonging to you or any personal injury, illness or death to you or any third party,arising out of, relating or connected to, the provision or use of the JamTime App and the Services (including any User Content, Content and Third Party Products and Services provided in connection with the JamTime App and the Services) and this agreement, regardless of the cause of action on which they are based, even if advised of the possibility of such damage occurring.
14.2 All risk in using the JamTime App and Services passes to you on creating an Account or otherwise using the JamTime App (whichever is earlier). We do not control or direct what User Content is uploaded, shared, published, posted or otherwise transmitted by Teachers on, or via, the JamTime App, and we are not responsible to you, or anyone else for any actions, activities, conduct or transactions (whether online or offline) that occur as a result of, or in connection with your access to, and use of, the JamTime App and the Services.
14.3 To maximum extent permitted by Relevant Laws, under no circumstances will our aggregate liability to you or anyone else, whether based upon warranty, contract, statute, tort (including negligence) or otherwise, exceed the Subscription Fee paid by you to us in the preceding two months from the date of the Claim.
14.4 You agree to defend, indemnify and hold JamTime, our Affiliates and our Personnel (collectively, the Indemnified) harmless from and against any and all Claims and Losses (including legal costs on a full indemnity basis) that may be brought against the Indemnified or which the Indemnified may pay, sustain or incur as a direct or indirect result of or arising out of:
(a) your access to, and use of, or reliance on, the JamTime App and the Services (including any Content, User Content or any Third Products and Services provided in connection with the JamTime App and the Services);
(b) any breach of any third party’s Intellectual Property Rights, privacy rights or other rights caused by you; or
(c) any breach by you of this agreement.
15. THIRD PARTY PRODUCTS AND SERVICES
15.1 You acknowledge that the JamTime App and the Services may require you to use or access Third-Party Products and Services and that you do so solely at your own risk.
15.2 We make no representation or commitment and shall have no liability or obligation whatsoever in relation to the content or use of any such Third-Party Products and Services, or any transactions completed, and any contract entered into by you, with the owner, licensor or operator of such Third-Party Products and Services.
15.3 We recommend that you refer to the Third-Party Provider’s terms and conditions and privacy policy prior to using the relevant Third-Party Products and Services.
15.4 JamTime does not endorse, sponsor or approve any Third-Party Products and Services used in conjunction with the JamTime App and the Services. It is your sole responsibility to determine that specific products or services, meet your business and are suitable for the purposes for which they are used.
15.5 Any rights you may have to access Third-Party Products and Services shall be limited to:
(a) the extent of JamTime’s ability to pass on such rights to you; or
(b) the relevant Third-Party Provider’s licensor terms.
16. PRIVACYAll Personal Information
you provide to open an Account and any User Content (including Personal Information) you upload, share, or publish on, or via, the JamTime App, is subject to our Privacy Policy, which is incorporated into this agreement. You warrant that, in relation to any Personal Information comprising User Content or any other information disclosed to us by you on, or via, the JamTime App:
(a) it has been collected in accordance with Privacy Laws;
(b) you have the authority to upload, post, publish or otherwise transmit such information on, or via, the JamTime App; and
(c) you have obtained the informed consent of the individuals who are the subject of such Personal Information in order for us to use, disclose, store, transfer, process or handle it.
17. TERMINATION
17.1 During the Subscription Term you may terminate this agreement at any time by selecting the ‘cancel subscription’ function on the App Store ‘Subscriptions’ page on your mobile device and then you must delete your Account from the JamTime App.
17.2 We may terminate or discontinue the JamTime App or any major functions or features of the JamTime App and/or the Services at any time (without liability to you) by 14 days’ written notice to you, or by otherwise posting it on the JamTime App or the Website.
17.3 You agree that JamTime may, at any time and at our sole discretion, with or without cause or any notice to you, terminate, suspend or block your access to (either temporarily or permanently):
(a) your Account; and/or
(b) the JamTime App and the Services; and/or
(c) any social media pages linked to our business or the JamTime App; and/or
(d) any other products and services offered on, or via the JamTime App (including Third Party Products and Services).
17.4 Cause for such suspension or termination may include, but are not limited to:
(a) any serious or repeated breaches or violations of this agreement, our policies and guidelines (including our Privacy Policy and Acceptable Use Policy) and any other agreements entered into, between the parties;
(b) serious or repeated breaches or violations of another person’s Intellectual Property Rights or privacy rights;
(c) in the case of Students, the failure to pay the Subscription Fees (except during the Trial Period);
(d) your activities, conduct or transactions on, or, via, the JamTime App, which brings, or has the capacity to bring JamTime and/or the JamTime App into disrepute; and
(e) requests by law enforcement or other government agencies.
17.5 You agree that all such suspensions or terminations shall be made at our sole discretion and that we shall not be liable to you or any third-party for any such suspension or termination.
18. EFFECT OF TERMINATION
Upon termination of this agreement for any reason:
(a) JamTime will (without liability to you) destroy or otherwise permanently dispose of all User Content (including Personal Information) in our possession within 30 days after the effective date of termination of this agreement. However, JamTime will be required to retain Personal Information (including basic registration information) in accordance with documentation retention and destruction laws;
(b) all licences to use the Services and rights of access to the JamTime App granted under this agreement will immediately terminate; and
(c) we will delete or de-activate your Account.
19. FORCE MAJEURE EVENT
We will have no liability to you or anyone else under this agreement if we are prevented from or delayed in performing our obligations under this agreement or otherwise, or are otherwise prevented from carrying on our business, by acts, events, omissions or accidents beyond our reasonable control. Such events include but are not limited to, acts of God, governmental actions, shipping, postal or other relevant transport strike, failure or accident, lockouts or other labour difficulty, war or national emergency, epidemic, pandemic or mandatory government shut-down or lockdown, acts of terrorism, fire, explosion, flood, an act or omission of a third party, shortage of or inability to obtain any necessary materials, equipment, facilities or services, the failure of performance provided by others, internet interruption or virus, accidents or breakdown of plant, machinery, software, hardware or communication network, or default of hosting or data centre providers (Force Majeure Event).
20. UPDATES AND VARIATIONS
20.1 Without notice to you, we may, at out absolute discretion, from time to time:
(a) change, add or delete the functions, features, performance, or other characteristics of the JamTime App; or
(b) apply or install updates to, or new versions of, the JamTime App.
20.2 You acknowledge that the Content on the JamTime App is subject to change at any time and may be out of date at any given time. We are under no obligation to:
(a) provide any user support services, update, correct or fix any Content of the JamTime App; or
(b) notify you of any changes to the Content or the JamTime App unless required by law to do so.
20.3 Some of the provisions contained in this agreement may also be superseded by provisions or notices published elsewhere on the JamTime App. Any changes are effective immediately upon posting to the JamTime App. Your continued use of the JamTime App thereafter constitutes your acceptance of all such changes to the agreement.20.4 Please read this agreement before using the JamTime App as the agreement may have changed since the last time you accessed and used the JamTime App. If you do not agree to any change, then you must immediately stop using the JamTime App and Services.
21. SUPPORT SERVICES
21.1 JamTime may, at our absolute discretion, provide you with customer support services in accordance with JamTime’s standard support services and maintenance policy (as amended from time to time).
21.2 If you require customer support services or you are having difficulties accessing and using the JamTime App and the Services, you may email us at enquiries@jamtime.com.au.
22. DISPUTE RESOLUTION
22.1 Any party claiming a dispute exists under the agreement must notify the other party in writing of the nature of the dispute (Dispute Notice), except where urgent interlocutory relief is being sought.
22.2 The parties must in good faith attempt to resolve any dispute between them first.
22.3 If the dispute cannot by resolved within 30 days of receipt of a Dispute Notice, either party may commence legal proceedings in relation to the dispute.
22.4 Each party must continue to perform its obligations under this agreement notwithstanding the existence of any unresolved dispute.
23. NOTICES
23.1 By accessing and using the JamTime App, you accept that communication with us will be mainly electronic. We will contact you by email or provide you with information by posting notices on the JamTime App or our Website.
23.2 You acknowledge that all contracts, notices, information and other communication (notices) we may provide electronically comply with any legal requirements that such documents be in writing.
23.3 Notice will be deemed received and properly served immediately when posted on the JamTime App or Website or 24 hours after an email is sent to you. As proof of service, it is sufficient that the email was sent to the email address specified by you in your Account.
24. GENERAL
24.1 A waiver of any right under this agreement is only effective if it is in writing, and it applies only to the party to whom the waiver is addressed and to the circumstances for which it is given.
24.2 If any provision (or part of a provision) of this agreement is found by any court or administrative body of competent jurisdiction to be invalid, unenforceable or illegal, the other provisions shall remain in force.
24.3 If any invalid, unenforceable or illegal provision would be valid, enforceable or legal if some part of it were deleted, the provision shall apply with whatever modification is necessary to give effect to the commercial intention of the parties.
24.4 This agreement, and any documents referred to in it, constitute the whole agreement between the parties and supersede any previous arrangements, understandings or agreements between them relating to the subject matter they cover.
24.5 You may not assign, transfer or deal in any other manner with, all or any of your rights or obligations under this agreement without our prior written consent. To the extent permitted by Relevant Laws, we may, at our absolute discretion, assign, transfer or deal in any other manner with all or any of our rights or obligations under this agreement without your prior written consent.
24.6 Nothing in this agreement is intended to or shall operate to create a partnership between the parties or authorise either party to act as an agent for the other, and neither party shall have the authority to act in the name or on behalf of or otherwise to bind the other in any way.
24.7 Provisions of this agreement which are either expressed to survive its termination, or from their nature or context it is contemplated that they are to survive, will remain in full force and effect notwithstanding termination. Without limitation, the parties agree that clauses 6.2, 6.3, 7.4, 7.5, 7.6, 9, 11, 13, 14, 15, 17, 18, 19, 22, 23 and 24 will survive the termination of this agreement. Further, any indemnity or privacy obligations under this agreement is independent and survives termination of this agreement.
24.8 The laws of the state of Queensland, Australia govern this agreement. You agree to submit to the exclusive jurisdiction of the courts of Queensland, Australia.
25. DEFINITIONS
In this Agreement, the following words shall have the following meanings:
(a) Account has the meaning in clause 4.1(a).
(b) Affiliate means in relation to any party, a person which, directly or indirectly, (i) is Controlled by that party; or (ii) Controls that party; or (iii) is Controlled by a person referred to in (ii) above, and for this purpose Control means the power of a person to secure (whether by the holding of shares, possession of voting rights or by virtue of any powers conferred by articles of association, constitution, partnership agreement or other document regulating such person) that the affairs of another are conducted in accordance with its wishes.
(c) Business Days means each day excluding Saturdays, Sundays and public holidays in Queensland, Australia.
(d) Business Hours means 9:00am to 5:00pm on Business Days.
(e) Claim means any allegation, debt, cause of action, liability, claim, proceeding, suit or demand of any nature whether present or future, fixed or unascertained, actual or contingent, at law, in equity, under statute or otherwise.
(f) Commencement Date has the meaning in clause 3.1.
(g) Consequential Loss means the following, however arising and even if it is reasonably contemplated by the parties on the Commencement Date as a likely result of breach of the agreement: (i) direct, indirect, consequential, incidental, special, remote or unforeseeable loss, damage, cost or expense; (ii) loss of revenue, profit, income, bargain, opportunity (including marketing or advertising opportunity), use, production, customers, business, contract, goodwill, or anticipated savings, loss caused by business interruption, or the cost of obtaining new financing or maintaining existing financing, loss of or corruption to data, loss of use of data; (iii) costs or expenses incurred to prevent or reduce loss or damage which otherwise may be incurred or suffered by a third party; or (iv) loss or damage of the nature set out above in clauses (i) to (iii) (inclusive) that is incurred or suffered by or to a third party.
(h) Content means all the information, text, materials, graphics, logos, button icons, images, video and audio clips, trademarks (whether registered or not), advertisements, layout, arrangement, graphical user interface, look and feel, databases, functionality and control features of the JamTime App.
(i) Force Majeure Event has the meaning in clause 19.
(j) Intellectual Property Rights means designs, copyright, trademarks, patents, operations, software or systems, trade names and domain names, rights in goodwill, rights in confidential information or other intellectual property rights, whether under statute, common law, equity, and whether registered or unregistered, and including all applications for, and renewals or extensions of, such rights and all similar rights which subsist or will subsist now or in future in any part of the world.
(k) Loss means loss, damage, liability, charge, expense, outgoing, payment or cost of any nature or kind, including all legal and other professional costs including Consequential Loss.
(l) JamTime, we, our or us means JamTimeGo Pty Ltd (ACN 689 962 285), and where the context permits, includes our Personnel and Affiliates.
(m) JamTime App means the software made available through the mobile application, and used by JamTime to provide you with Services, including the application and database software for the Services, the system and server software used to provide the Services, the computer hardware on which that application, database, system and server software is installed, and all Intellectual Property Rights contained therein, provided or otherwise made available by us on, or via, the JamTime App.
(n) JamTime IP has the meaning given to it by clause 11.1.
(o) Password has the meaning in clause 4.1(a).
(p) Personnel means any person acting for or on behalf of a party and includes any director, officer, or employee of the party.
(q) Personal Information means data by which a person may be personally identified, including a person's name, postal address, email address, telephone number and any other information a party collects, including that which is defined as personal or personally identifiable information under any applicable Privacy Laws.
(r) Privacy Laws means any applicable laws and codes of practice dealing with privacy, including the Privacy Act 1988 (Cth) (as amended) and the Australian Privacy Principles, and any other legislation, codes and policies relating to the handling of Personal Information applicable to the jurisdiction in which the user is located.
(s) Privacy Policy means our privacy policy available on the Website, within the JamTime App or any other internet site notified by us from time to time, which is incorporated into this agreement.
(t) Relevant Laws means any relevant rules of common law, principles of equity, international, federal, state and local laws, statutes, rules, regulations, proclamations, ordinances and by-laws and other subordinate legislation, rulings, or legal requirements and Privacy laws, anywhere in the world.
(u) Services has the meaning in clause 2.1.
(v) Student means a music student who has created an Account.
(w) Student Profile means the profile of a Student on the JamTime App.(x) Subscription Term has the meaning in clause 3.1.
(y) Teacher means a music teacher who has created an Account.
(z) Teacher Profile means the profile of a Teacher on the JamTime App.
(aa) Third-Party Products and Services means software, products, services or content (including all Intellectual Property Rights contained therein) that: (i) are provided by Third-Party Providers; (ii) interoperate with the JamTime App; and/or (iii) may be identified as third party products or services.
(bb) Third-Party Providers means a supplier of Third-Party Products and Services.
(cc) Trial Period means 14 days from the date you (as a Student) register and set up your Account.
(dd) User Content means all data, content, material and information (including Personal Information): (i) uploaded to or stored on the JamTime App by you; (ii) transmitted by the JamTime App at your instigation; (iii) supplied by you for uploading to, transmission by, or storage on, the JamTime App; or (iv) generated by the JamTime App as a result of the use of the Services by you, but excluding JamTime IP.
(ee) Username has the meaning in clause 4.1(a).
(ff) Website means our website located at www.jamtime.com.au and social media linked pages or any other internet site notified by us from time to time.
(gg) you or your has the meaning in clause 1.3, and where the context permits, is a Student and/or Teacher.