Throughout this Agreement, we may use certain words or phrases, and it is important that you understand the meaning of them. This list isn’t comprehensive, and it shouldn’t be used if it would cause absurd results, but it is helpful:
- “Agreement” means these Terms of Service;
- “GroupMap” refers to our company, known as “GroupMap Technology Pty Ltd”; our Site, which is located at www.GroupMap.com.us; or our Service, which includes our Site as well as any software or other services provided by GroupMap; or a combination of some or all of the three aforementioned things, depending on the context of the word;
- “Service” refers to our Site, and the services that we provide through our Site, including our brainstorming software and any other software that we may provide;
- “Site” refers to our website, www.GroupMap.com.us;
- “User” refers to anyone who purchases our Service, as well as general visitors to our Site;
- “You” refers to you, the person who is entering into this Agreement with GroupMap, and includes the organization, if any, that you’re signing up to GroupMap.
3. What GroupMap Does
GroupMap provides SAAS (Software-as-a-Service) collaborative brainstorming and consensus-building software for group leaders, team managers, facilitators, teachers and those who have to manage and lead group discussions. Our application offers a simple, affordable solution to collaborating with others.
In order to use our Service, you must meet a number of conditions, including but not limited to:
- You must not be in violation of any embargoes, export controls, or other laws of Australia or other countries having jurisdiction over this Agreement, GroupMap, and yourself. Please visit the website of the Australian Government’s Department of Foreign Affairs and International Trade for more information (https://www.dfat.gov.au/un/unsc_sanctions/).
- You must be the minimum age required to enter into a contract in the area in which you reside, and, in any event, must not be less than 18 years age.
- You must, if signing up on behalf of an organization, be authorized by that organization to create their GroupMap account (usually the person(s) who exercise(s) the executive functions of an organization will have this authority, but you must verify it with your appropriate superiors, if any).
- You must provide us with personal information, payment information, and other information that we deem necessary to provide you with our Service.
5. Nature of Service
GroupMap is an intermediary Service designed to bring you and your fellow brainstormers together. We do not make any representations about the effectiveness of our Service or any ideas produced within GroupMap by the mere fact that they arose from using GroupMap. You agree that you are solely responsible for the use of any ideas or discussions regardless of whether they arose within GroupMap or elsewhere.
6. Rules of Conduct
Once you have signed up to GroupMap, there are additional rules which govern the use of our Service. You must not:
- Violate the laws of Australia, its states or territories, or any foreign political entity having jurisdiction over this Agreement, whether or not the foreign political entity is a country or a subdivision (such as a state or province) or municipality (such as a city, town, county, or region) of a foreign country.
- Post or send anything violent, threatening, pornographic, racist, hateful, or otherwise objectionable according to the opinion of GroupMap or its delegates.
- Be fraudulent or negligent in your representations to GroupMap, its Users, or any other third party.
- Infringe on anyone’s intellectual property rights, defame anyone, impersonate anyone, or otherwise violate the rights of a third party.
- Hack, crack, phish, SQL inject, or otherwise compromise the security or integrity of the GroupMap Site, Service, or its Users’ computers.
- Do anything else which, at GroupMap’s sole discretion, may bring GroupMap into disrepute.
7. Payment, Billing, and Refunds
Certain portions of GroupMap’s Service require a monthly subscription to be paid in advance as a condition of accessing those portions. For example, we will reply to support issues via email for free accounts and via e-mail or phone for paid accounts. Payment for GroupMap’s Service may be made by credit card or electronic funds transfer.
Pricing and terms for various services shall be made available on our Site. Where pricing and terms conflict between our Site, this Agreement, and/or some other information provided by us, the pricing and terms most favorable to GroupMap shall take precedence and the conflicting pricing and terms shall be stricken.
Subscriptions will be renewed at the beginning of each billing period (you will be informed of when this is) and may be cancelled at any time and unused months, if applicable will be refunded, though the current month will not be refunded and will remain accessible for you until the beginning of the next billing period. If you decide to upgrade your subscription plan, we will credit the unused portion of your current month on a pro rata basis, though we will not do the same if you downgrade.
GroupMap may, but is not obligated to, provide discounts for any reason. The discounts provided will be made according to the information published on our Site, and if any information is conflicting, the terms most beneficial to GroupMap shall take effect.
GroupMap may refuse to provide such discounts for any reason including, but not limited to, fraud, mistake on the part of our publication of information, actual or expected financial hardship, sale of all or part of our business, or any other reason.
9. Chargebacks, Credit Card Cancellations, and Similar Actions
Where a User provides payment to GroupMap, and that amount of money is subsequently taken from GroupMap due to a chargeback, credit card cancellation, or other action that is the fault of the User, GroupMap is entitled to recover that amount from the User. In the event of such payment reversals, the onus will be on the User to prove the event was not the User’s fault (in other words, GroupMap doesn’t have to prove you requested that it happen).
10. Interruptions Possible
Our Service may be interrupted at any time, for server maintenance, security purposes, business purposes, or any other reason that GroupMap may deem advisable. If we have advance notice of such downtime, we will usually attempt to notify you, but we make no promises that we will do so as it may sometimes be necessary to not notify Users (such as for security purposes), or be unreasonably burdensome upon us to do so. You therefore acknowledge and agree that our Service may not always be available and that this will not impose any liability on us for refunds for non-delivery of our Service if it occurs for less than twelve hours at a time. For any greater loss of Service time, we will refund subscriptions for non-provided days on a pro rata basis.
11. Our Copyright
Our copyright is important to us, as is our server bandwidth. You agree not to copy, distribute, display, disseminate, or otherwise reproduce any of the information on the Site, without receiving our prior written permission, even if it would otherwise constitute fair use or be otherwise legally permissible (you may, of course, copy such legal material if you get it from another source than our server). Material which arises from discussions or other brainstorming activities using the GroupMap Service is permitted to be reproduced elsewhere as long as the authors or other owners of such material have authorized you to reproduce it, and you are not otherwise barred by law from doing so.
12. Your Copyright
GroupMap must be assured that it has the right to use the content that is posted to its Site by its Users. Such content may include, but is not limited to, photographs, videos, text, audio, and other materials. Whenever submitting content to our website, you agree that you are granting us a non-exclusive, universal, perpetual, irrevocable, sublicensable, commercial and non-commercial right to use the content that you submit to us to the extent that we deem it necessary to provide you with our Service (such as by posting that content on our Site and letting other Users authorized by you view it). You warrant to us that you have the right to grant us this right over the content, and that you will indemnify us for any loss resulting from a breach of this warranty and defend us against claims regarding the same.
“GroupMap” is a trademark used by us, GroupMap Technology Pty Ltd, to uniquely identify our Site, Service, and business. You agree not to use this phrase anywhere without our prior written consent. Additionally, you agree not to use our trade dress, or copy the look and feel of our website or its design, without our prior written consent. You agree that this paragraph goes beyond the governing law on intellectual property law, and includes prohibitions on any competition that violates the provisions of this paragraph, including starting your own business which competes directly or indirectly with us.
14. Revocation of Consent
We may revoke our consent for your use of our intellectual property, or any other permission granted to you under this Agreement, at any time. You agree that if we so request, you must take immediate action to remove any usage of our intellectual property that you may have engaged in, even if it would cause a loss to you.
15. Copyright & Trademark Infringement
Users must not post any information that infringes on anyone’s copyright, but it may happen. We take copyright infringement very seriously, and although we do not concede that we are subject to the jurisdiction of the United States’ courts, we have registered a Copyright Agent with the United States Copyright Office to provide us with an additional safe harbor for attempted copyright actions in that country, as it limits our liability under the Digital Millennium Copyright Act. If you believe that your copyright has been infringed, please send us a message which contains:
- Your name.
- The name of the party whose copyright has been infringed, if different from your name.
- The name and description of the work that is being infringed.
- The location on our website of the infringing copy.
- A statement that you have a good faith belief that use of the copyrighted work described above is not authorized by the copyright owner (or by a third party who is legally entitled to do so on behalf of the copyright owner) and is not otherwise permitted by law.
- A statement that you swear, under penalty of perjury, that the information contained in this notification is accurate and that you are the copyright owner or have an exclusive right in law to bring infringement proceedings with respect to its use.
You must sign this notification and send it to our Copyright Agent at info@GroupMap.com.au. Since we prefer that you send the notification by e-mail, an electronic signature is acceptable.
We recommend that you send us similar information to that above in regards to any allegation of trademark infringement, and we will address it as soon as practicable.
By submitting a takedown notice which follows the above “DMCA” format, you agree to hold us harmless for any damages for intellectual property infringement against you which may have been committed by a third party on our Site or Service, regardless of in which court you may have brought suit against us.
If you do not use the above “DMCA” format, you agree to submit irrevocably and exclusively to the jurisdiction of Australia’s courts and laws by sending us a takedown notice in any form, in relation to the subject matter of that takedown notice.
16. Representations & Warranties
WE MAKE NO REPRESENTATIONS OR WARRANTIES AS TO THE MERCHANTABILITY OF OUR SERVICE OR FITNESS FOR ANY PARTICULAR PURPOSE. YOU AGREE THAT YOU ARE RELEASING US FROM ANY LIABILITY THAT WE MAY OTHERWISE HAVE TO YOU IN RELATION TO OR ARISING FROM THIS AGREEMENT OR OUR SERVICES, FOR REASONS INCLUDING, BUT NOT LIMITED TO, FAILURE OF OUR SERVICE, NEGLIGENCE, OR ANY OTHER TORT. TO THE EXTENT THAT APPLICABLE LAW RESTRICTS THIS RELEASE OF LIABILITY, YOU AGREE THAT WE ARE ONLY LIABLE TO YOU FOR THE MINIMUM AMOUNT OF DAMAGES THAT THE LAW RESTRICTS OUR LIABILITY TO, IF SUCH A MINIMUM EXISTS.
WE ARE NOT RESPONSIBLE IN ANY WAY FOR DAMAGES CAUSED BY THIRD PARTIES WHO MAY USE OUR SERVICES, INCLUDING BUT NOT LIMITED TO PEOPLE WHO COMMIT INTELLECTUAL PROPERTY INFRINGEMENT, DEFAMATION, TORTIOUS INTERFERENCE WITH ECONOMIC RELATIONS, OR ANY OTHER ACTIONABLE CONDUCT TOWARDS YOU.
WE ARE NOT RESPONSIBLE FOR ANY USE OF THE INFORMATION GENERATED OR DISSEMINATED USING GROUPMAP, NOR ARE WE RESPONSIBLE FOR ANY DAMAGES WHICH ARISE FROM THE PROPER OR IMPROPER USE OF GROUPMAP, INCLUDING ANY ALTERED VERSION OF OUR SERVICE.
WE ARE NOT RESPONSIBLE FOR ANY FAILURE ON THE PART OF A PAYMENT PROCESSOR, INCLUDING THE CREDIT CARD COMPANY OR BANK THAT YOU USE, TO DIRECT PAYMENTS TO THE CORRECT DESTINATION, OR ANY ACTIONS ON THEIR PART IN PLACING A HOLD ON YOUR FUNDS.
WE ARE NOT RESPONSIBLE FOR ANY FAILURE ON YOUR PART TO PROVIDE A COMPUTER SYSTEM ADEQUATE FOR THE PURPOSE OF RUNNING OUR SOFTWARE. PLEASE ENSURE THAT YOU HAVE UP-TO-DATE SOFTWARE AND HARDWARE BEFORE PURCHASING OUR SERVICE.
WE ARE NOT LIABLE FOR ANY FAILURE OF THE GOODS OR SERVICES OF OUR COMPANY OR A THIRD PARTY, INCLUDING ANY FAILURES OR DISRUPTIONS, UNTIMELY DELIVERY, SCHEDULED OR UNSCHEDULED, INTENTIONAL OR UNINTENTIONAL, ON OUR WEBSITE WHICH PREVENT ACCESS TO OUR WEBSITE TEMPORARILY OR PERMANENTLY.
THE PROVISION OF OUR SERVICE TO YOU IS CONTINGENT ON YOUR AGREEMENT WITH THIS AND ALL OTHER SECTIONS OF THIS AGREEMENT. NOTHING IN THE PROVISIONS OF THIS “REPRESENTATIONS & WARRANTIES” SECTION SHALL BE CONSTRUED TO LIMIT THE GENERALITY OF THE FIRST PARAGRAPH OF THIS SECTION.
For Jurisdictions that do not allow us to limit our liability: Notwithstanding any provision of these Terms, if your jurisdiction has provisions specific to waiver or liability that conflict with the above then our liability is limited to the smallest extent possible by law. Specifically, in those jurisdictions not allowed, we do not disclaim liability for: (a) death or personal injury caused by its negligence or that of any of its officers, employees or agents; or (b) fraudulent misrepresentation; or (c) any liability which it is not lawful to exclude either now or in the future.
IF YOU ARE A RESIDENT OF A JURISDICTION THAT REQUIRES A SPECIFIC STATEMENT REGARDING RELEASE THEN THE FOLLOWING APPLIES. FOR EXAMPLE, CALIFORNIA RESIDENTS MUST, AS A CONDITION OF THIS AGREEMENT, WAIVE THE APPLICABILITY OF CALIFORNIA CIVIL CODE SECTION 1542, WHICH STATES, “A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM OR HER MUST HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR.” YOU HEREBY WAIVE THIS SECTION OF THE CALIFORNIA CIVIL CODE. YOU HEREBY WAIVE ANY SIMILAR PROVISION IN LAW, REGULATION, OR CODE THAT HAS THE SAME INTENT OR EFFECT AS THE AFOREMENTIONED RELEASE.
You agree to indemnify and hold us harmless for any claims by you or any third party which may arise from or relate to this Agreement or the provision of our service to you, including any damages caused by your use of our website or acceptance of the offers contained on it. You also agree that you have a duty to defend us against such claims and we may require you to pay for an attorney(s) of our choice in such cases. You agree that this indemnity extends to requiring you to pay for our reasonable attorneys’ fees, court costs, and disbursements. In the event of a claim such as one described in this paragraph, we may elect to settle with the party/parties making the claim, and you shall be liable for the damages as though we had proceeded with a trial. If you and a third party (such as another User) both incur the kinds of claims mentioned in this paragraph against GroupMap through a combination of your activities (such as while both brainstorming together on GroupMap), you agree that you shall be jointly and severally liable for the kind of indemnity mentioned herein.
18. Choice of Law
This Agreement, and any disputes relating to GroupMap in general, shall be governed by the laws in force in the Commonwealth of Australia. The offer and acceptance of this contract are deemed to have occurred in the Commonwealth of Australia.
19. Forum of Dispute
You agree that any dispute arising from or relating to this Agreement, or GroupMap in general, will be heard solely by a court of competent jurisdiction in the Commonwealth of Australia. Specifically, where the subject matter of a dispute is eligible for it, you agree that any disputes shall be head solely within the lowest court that has the authority to hear your claim (“Small Claims Court”). Depending on your jurisdiction, this will often be handled by a lower level of the “Civil and Administrative Tribunal.” Where you do not otherwise have any nexus to an Australian state or territory, you agree that any disputes will be brought within Western Australia.
If a dispute claims multiple claims and one or more of those claims would be eligible to be heard by the Small Claims Court, you agree not to bring the other claims against us and to instead proceed within the Small Claims Court.
If you would be entitled in a dispute to an amount exceeding the monetary jurisdiction of the Small Claims Court, you agree to waive your right to collect any damages in excess of the monetary jurisdiction and instead still bring your claim within the Small Claims Court. In other words, if you believe we owe you $15,000, but the state or territorial Small Claims Court that has jurisdiction has a limit of $10,000, you would only sue us for $10,000 and waive the extra $5,000.
You agree that if a dispute is eligible to be heard in Small Claims Court but you would be entitled to an additional or alternative remedy in a higher court, such as injunctive relief, you will waive your right to that remedy and still bring the dispute within the Small Claims Court.
If you bring a dispute in a manner other than in accordance with this section, you agree that we may move to have it dismissed, and that you will be responsible for our reasonable attorneys’ fees, court costs, and disbursements in doing so.
With the exception of the case envisioned in the above paragraph (where you bring a dispute in violation of this Agreement), you agree that the attorneys’ fees, court costs, and disbursements relating to a case will be awarded according to the rules of the court in which the case is brought.
20. Force Majeure
You agree that we are not responsible to you for anything that we may otherwise be responsible for, if it is the result of events beyond our control, including, but not limited to, acts of God, war, insurrection, riots, terrorism, crime, labor shortages (including lawful and unlawful strikes), embargoes, postal disruption, communication disruption, unavailability of payment processors, failure or shortage of infrastructure, shortage of materials, or any other event beyond our control.
In the event that a provision of this Agreement is found to be unlawful, conflicting with another provision of the Agreement, or otherwise unenforceable, the Agreement will remain in force as though it had been entered into without that unenforceable provision being included in it.
If two or more provisions of this Agreement are deemed to conflict with each other’s operation, GroupMap shall have the sole right to elect which provision remains in force.
GroupMap reserves all rights afforded to us under this Agreement as well as under the provisions of any applicable law. Our non-enforcement of any particular provision or provisions of this Agreement or the any applicable law should not be construed as our waiver of the right to enforce that same provision under the same or different circumstances at any time in the future.
For example, if someone violates our rules, and you hear that we didn’t do anything about it, this does not mean you can violate our rules, too. Also, if you violate our rules, and we don’t do anything about it, it doesn’t mean we can’t take action against you the next time you do it (or within the limitation period that applies to the first time you did it, but a bit later on).
The above being said, it is important to abide by this Agreement at all times, regardless of how we may choose to enforce it.
23. Termination & Cancellation
We may terminate your account or access as well as access to our Site and Service to you at our discretion without explanation, though we will strive to provide a timely explanation in most cases. Our liability for refunding you, if you have paid anything to us, will be limited to the amount you paid for goods or services which have not yet been and will not be delivered, except in cases where the termination or cancellation was due to your breach of this Agreement, in which case you agree that we are not required to provide any refund or other compensation whatsoever.
Under no circumstances, including termination or cancellation of our Service to you, will we be liable for any losses related to actions of other Users, such as conduct which occurs during brainstorming sessions.
Please note that although we may terminate the provision of our Service to you, this Agreement will still remain in effect. For example, you will stop paying for our Service and receiving the ability to access GroupMap, but you will still be responsible for indemnifying us for any claims which might have arisen from your activities while you were using GroupMap.
24. Assignment of Rights
You may not assign your rights and/or obligations under this Agreement to any other party without our prior written consent. We may assign our rights and/or obligations under this Agreement to any other party at our discretion.
We may amend this Agreement from time to time. When we amend this Agreement, we will e-mail you that there has been a change. If you do not agree to the changes, you must cease using our Site and Service immediately and inform us of your non-agreement with sufficient information to identify your account at info@GroupMap.com.au so that we may disable your account.
26. California Users and Residents
We are located in Australia but permit California residents to use our Service. Pursuant to California Civil Code Section 1789.3, any questions about pricing, complaints, or inquiries about GroupMap must be sent to our agent for service at info@GroupMap.com.au.
Lastly, California users are also entitled to the following specific consumer rights notice: The Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs may be contacted in writing at 1625 North Market Blvd., Sacramento, CA 95834, or by telephone at (916) 445-1254 or (800) 952-5210.
27. Australian Consumer Law
In addition to complying with Californian consumer laws, our Service complies with the Australian Consumer Law. You may read more about your rights when purchasing and using our Service by visiting www.consumerlaw.gov.au. If you have any questions or concerns about our Service, you may contact us at info@GroupMap.com.au.
28. Corporate Information
GroupMap Technology Pty Ltd is a proprietary limited company domiciled in the State of Western Australia and doing business under Australian Business Number 95 160 220 520. For our detailed corporate contact information, or to confirm that we are in good standing, please feel free to look us up on the Australian Business Register: http://abr.business.gov.au/.
Last Modified: February 6, 2013