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FLOCKD TERMS OF USE

Issue Date: 1 May 2024

Our Terms of Use are long and boring, but it’s important that you read them carefully to understand your rights and protections, as well as ours. Drop us a line at hello@flockd.com.au if you have questions about the mumbo jumbo written below.

1. ACCEPTANCE OF TERMS 

The services Flockd (“Flockd”) provides to you, the undersigned (including but not limited to the use of office space and access to the Internet), are subject to the following Terms of Use (“TOU”). 


Flockd reserves the right to update the TOU at any time. Flockd will attempt to contact you to notify you of any updates within 30 days of their enactment using the contact information provided in the Membership Agreement.


2. DESCRIPTION OF SERVICES 

Flockd may provide you with access to office space, workstations, Internet access, office equipment, meeting space, knowledge resources, and other services Flockd may provide from time to time (collectively, “Services”). The Services, at all times, are subject to the TOU.

3. NO UNLAWFUL OR PROHIBITED USE

As a condition of your use of the Services, you will not use the Services for any purpose that is unlawful or prohibited by these terms, conditions, and notices. You may not use the Services in any manner that could damage, disable, overburden, or impair any Flockd server, or the network(s) connected to any Flockd server, or interfere with any other party’s use and enjoyment of any Services. You may not attempt to gain unauthorised access to any Services, accounts, computer systems or network connected to any Flockd server or to any of the Services, through hacking, password mining or any other means. You may not obtain or attempt to obtain any materials or information through any means not intentionally made available through the Services.


You hereby represent and warrant that you have all requisite legal power and authority to enter into and abide by the terms and conditions of this TOU and no further authorisation or approval is necessary. You further represent and warrant that your participation or use of the Services will not conflict with or result in any breach of any licence, contract, agreement or other instrument or obligation to which you are a party.

4. USE OF SERVICES 

You agree that when participating in or using the Services, you will not: Use the Services in connection with contests, pyramid schemes, chain letters, junk email, spamming or any duplicative or unsolicited message (commercial or otherwise); 


Defame, abuse, harass, stalk, threaten or otherwise violate the legal rights (such as rights of privacy and publicity) of others; publish, post, upload, distribute or disseminate any inappropriate, profane, defamatory, obscene, indecent or unlawful topic, name, material or information on or through Flockd Services; 


Upload, or otherwise make available, files that contain images, photographs, software or other material protected by intellectual property laws, including, by way of example, and not as limitation, copyright or trademark laws (or by rights of privacy or publicity) unless you own or control the rights thereto or have received all necessary consent to do the same; 


Use any material or information, including images or photographs, which are made available through the Services in any manner that infringes any copyright, trademark, patent, trade secret, or other proprietary right of any party; 


Upload files that contain viruses, Trojan Horses, worms, time bombs, cancelbots, corrupted files, or any other similar software or programs that may damage the operation of another’s computer or property of another; 


Download any file(s) that you know, or reasonably should know, cannot be legally reproduced, displayed, performed, and/or distributed in such manner; 


Restrict or inhibit any other user from using and enjoying the Services; violate any code of conduct of other guidelines which may be applicable for any particular Service (including the House Rules for Flockd); 


Harvest or otherwise collect information about others, including email addresses, without the authorisation or consent of the disclosing party; violate any applicable laws or regulations; and create a false identity for the purpose of misleading others.


5. LEGAL

Flockd always reserves the right to disclose any information about you, your participation in and use of the Services as Flockd deems necessary to satisfy any applicable law, regulation, legal process, or governmental request, or to edit, refuse to post or to remove any information or materials, in whole or in part, in Flockd’s sole discretion.

6. CONFIDENTIALITY

You acknowledge and agree that during your participation in and use of the Services, you may be exposed to Confidential Information. “Confidential Information” shall mean all information, in whole or in part, that is disclosed by Flockd, or any participant or user of the Services or any employee, affiliate, or agent thereof, that is non-public, confidential, or proprietary in nature.


Confidential Information also includes, without limitation, information about the business, sales, operations, know-how, trade secrets, technology, products, employees, customers, marketing plans, financial information, services, business affairs, any knowledge gained through examination or observation of or access to the facilities, computer systems and/or books and records of Flockd, any analyses, compilations, studies or other documents prepared by Flockd or otherwise derived in any manner from the Confidential Information and any information that you are obligated to keep confidential or know or has reason to know should be treated as confidential. Your participation in and/or use of the Services obligates you to:


  • maintain all Confidential Information in strict confidence;

  • not to disclose Confidential Information to any third parties;

  • not to use the Confidential Information in any way directly or indirectly detrimental to Flockd, or any participant or user of the Services.


All Confidential Information remains the sole and exclusive property of Flockd or the respective disclosing party. You acknowledge and agree that nothing in this TOU or your participation or use of the Services will be construed as granting any rights to you, by license or otherwise, in or to any Confidential Information or any patent, copyright or other intellectual property or proprietary rights of Flockd, or any participant or user of the Services.

7. PARTICIPATION IN OR USE OF SERVICES

You acknowledge that you are participating in or using the Services at your own free will and decision. You acknowledge that Flockd does not have any liability with respect to your access, participation in, or use of the Services, or any loss of information resulting from such participation or use.

8. DISCLAIMER OF WARRANTIES

To the maximum extent permitted by applicable law, Flockd provides the services “as is” and with all faults, and hereby disclaims with respect to the services all warranties and conditions, whether express, implied or statutory, including, but not limited to, any (if any) warranties, duties or conditions of or related to: merchantability, fitness for a particular purpose, lack of viruses, accuracy or completeness of responses, results, workmanlike effort and lack of negligence. Also, there is no warranty, duty or condition of title, quiet enjoyment, quiet possession, correspondence to description or non-infringement. The entire risk as to the quality or arising out of participation in or the use of the services remains with you.

9. EXCLUSION OF INCIDENTAL, CONSEQUENTIAL AND CERTAIN OTHER DAMAGES

To the maximum extent permitted by applicable law, in no event shall Flockd or its subsidiaries (whether or not wholly-owned), affiliates, divisions, and their past, present and future officers, agents, shareholders, members, representatives, employees, successors and assigns, jointly or individually be liable for any direct, special, incidental, indirect, punitive, consequential or other damages whatsoever (including, but not limited to, damages for: loss of profits, loss of confidential or other information, business interruption, personal injury, loss of privacy, failure to meet any duty (including of good faith or of reasonable care), negligence, and any other pecuniary or other loss whatsoever) arising out of or in any way related to the participation in or inability to participate in or use of the services, the provision of or failure to provide services, or otherwise under or in connection with any provision of this agreement, even in the event of the fault, tort (including negligence), strict liability, breach of contract or breach of warranty of Flockd, and even if Flockd has been advised of the possibility of such damages. Because some states/jurisdictions do not allow the exclusion or limitation of liability, for consequential or incidental damages, the above limitation may not apply to you.

10. INSURANCE

Flockd carries Public Liability Insurance. You agree that you are solely responsible for the security of your property in the workspace. It is your responsibility to arrange insurance for your own property which you bring to the workspace and for your own liability to your employees and to third parties. Flockd strongly recommends that you put such insurance in place.


Flockd has the right to withhold services, restrict entry into the workspace and shall have a general lien on all your property physically situated on any part of Flockd premises:


1. where you have failed to pay for rent or services in accordance with this agreement:

2. or where you have breached any term of this agreement and failed to remedy that breach within seven days of being requested by Flockd to do so.

11. LIMITATION OF LIABILITY AND REMEDIES

Notwithstanding any damages that you might incur for any reason whatsoever (including, without limitation, all damages referenced above and all direct or general damages), the entire liability of Flockd or its subsidiaries (whether or not wholly owned), affiliates, divisions, and their past, present and future officers, agents, shareholders, members, representatives, employees, successors and assigns under any provision of this TOU and your exclusive remedy for all of the foregoing shall be limited to actual damages incurred by you based on reasonable reliance up to ten dollars (AUD $10.00). The foregoing limitations, exclusions, and disclaimers (including sections 8 and 9 above) shall apply to the maximum extent permitted by applicable law, even if any remedy fails its essential purpose.

12. MEMBERSHIP CANCELLATION AND TERMINATION

Memberships can be cancelled at the end of your term. If you wish to cancel before your term ends you forfeit your fees paid in advance. If your term is greater than one month, we require a 30-day cancellation notice. Flockd reserves the right to terminate any Service at any time. Flockd further reserves the right to terminate your participation in and use of any Services, immediately and without notice, if you fail to comply with the TOU.

13. INDEMNIFICATION

You release and hereby agree to indemnify, defend and save harmless Flockd and Flockd’s subsidiaries (whether or not wholly owned), affiliates, divisions, and their past, present and future officers, agents, shareholders, members, representatives, employees, successors and assigns, jointly and individually, from and against all claims, liabilities, losses, damages, costs, expenses, judgments, fines and penalties based upon or arising out of your negligent actions, errors and omissions, wilful misconduct and fraud in connection with the participation in or use of the Services. You further agree that if you bring a claim or lawsuit in violation of this agreement, you shall be liable for any attorneys’ fees and costs incurred by Flockd or its respective officers and agents in connection with the defence of such claim or lawsuit.

14. SEVERABILITY

In the event that any provision or portion of this TOU is determined to be invalid, illegal or unenforceable for any reason, in whole or in part, the remaining provisions of this TOU shall be unaffected thereby and shall remain in full force and effect to the fullest extent permitted by applicable law.

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