Creating a data driven future using Machine Intelligence

i-ekbase (www.iekbase.com)

Creating a data driven future using Machine Intelligence

THIS AGREEMENT SETS OUT THE TERMS AND CONDITIONS THAT APPLY TO YOUR ACCESS OF THIS WEB PORTAL AND ANY DATA AVAILABLE THROUGH IT.

If you do not agree to comply with the Terms and Conditions then you must not access or use the Web Portal

This i-EKbase - Intelligent Environmental Knowledgebase Web Portal ('Web Portal') is owned and operated by the www.iekbase.com of Australia, a Limited Partnership (ABN 92 903 215 373).

The Web Portal and any Data is available for you to access only on the condition of your acceptance, without alteration, of the terms and conditions of this agreement set out below ('Terms and Conditions'). The Terms and Conditions are legally binding. Your acceptance of and agreement to comply with all of the Terms and Conditions is indicated by accessing and continuing to access the Web Portal and any Data.

If you intend to access the Web Portal or Data in connection with your employment or as an agent for a principal, you should only accept this agreement if you have been authorised to do so by your employer or principal (as applicable). By accepting this agreement, you are warranting to www.iekbase.com that you are authorised to do so on behalf of your employer or principal (as applicable).

Separate Data Provider Terms will apply to Third Party Data. You must comply with all relevant Data Provider Terms as a condition of this agreement.

If www.iekbase.com has entered into a separate written agreement with you for access to the Web Portal or any Data, the agreement will operate concurrently with this agreement, but will apply to the extent of any inconsistency.

TERMS AND CONDITIONS OF USE

1. Meaning of words

The following words have their defined meaning when used in this agreement:

• 'access' means to access, use, or otherwise benefit from the functionality of the Web Portal or Data, including by accessing, manipulating and downloading Data in accordance with the functionality of the Web Portal. Access includes carrying out one or more of these actions, either personally or via an agent or employee.
• 'Data' means any data or other material available via the Web Portal.
• 'Data Provider' means the third party that makes the Data available (including where the third party provides a service for obtaining data).
• 'Data Provider Terms' means any terms of use for accessing Data published by the relevant Data Provider.
• 'Cloudy Satellite Data' means any data captured on a given area on a particular date, obscured by natural cloud cover.
• 'Inappropriate Material' has the meaning given to it under clause 8.
• 'IP' means any rights in any existing or future copyright work, patentable invention, design, circuit layout, new plant variety, trademark, know-how or trade secret.
• 'Personal Information' has the meaning set out in clause 16.
• 'Registered User' means a registered user of the Web Portal.
• 'Third Party Data' means any third party data or other third party material available via the Web Portal.
• 'Web Portal' includes any changes, updates or other features that www.iekbase.com may make available from time to time, unless they are provided with separate licence and/or warranty terms and conditions. www.iekbase.com is not obligated to maintain the current or future functionality and may remove features of the Web Portal from time to time.
• 'you' means each person that accesses the Web Portal or any Data, and also includes your employer or principal when you have authority to act on their behalf. 'your' has a corresponding meaning.
• 'your AOI and property polygon' means the polygon boundaries that you have provided www.iekbase.com.

2. Right to access Web Portal

www.iekbase.com grants you a non-exclusive and non-transferable right to access the Web Portal:

1. in accordance with the standard functionality made available from time to time by www.iekbase.com; and
2. for the sole purpose of evaluating the Web Portal for its potential application in your business and/or the relevant field of application.

All IP rights and other rights in and to the Web Portal and Data remain owned by www.iekbase.com (or a relevant third party). www.iekbase.com makes no claim over any IP or other rights that you create as a result of your access of the Web Portal. During your period of access to the Web Portal, you must act in good faith to provide www.iekbase.com with feedback with respect to the functionality (e.g. accuracy, user experience etc.) of the Web Portal.

3. Rights to Third Party Data and other third party material

Third party offerings including any Third Party Data are not owned, provided, or endorsed by www.iekbase.com and you access such third party offerings entirely at your own risk.

For any Third Party Data you access, you agree www.iekbase.com is not granting you any rights in relation to that Third Party Data, and your access is subject to any separate legal agreement or obligations between you and the relevant third party and/or Data Provider. You should review the relevant Data Provider Terms before accessing Third Party Data.

www.iekbase.com uses publicly available third party satellite data from NASA and ESA. Third Part Raw Data could ?Cloudy Satellite Data?, which can affect i-ekbase product deliver, as cloud cover obscure satellites from capturing data. www.i-ekbase.com does provide all products irrespective of cloudy conditions, but does not take any responsibility of data quality in such a condition, as natural cloud cover is a natural phenomenon beyond anybody?s control.

4. Your access

Without limiting your obligations, unless permitted in writing by www.iekbase.com, you must not:

1. attempt to obstruct, avoid, obscure or otherwise render ineffective any aspect of the Web Portal, including by removing or avoiding security features, attributions, or legal terms that are notified to users as part of accessing the Web Portal or Data;
2. reverse engineer or otherwise seek to copy or reproduce any part of the functionality, design, or software incorporated into the Web Portal;
3. make available the whole or part of the Web Portal for access by a third party (other than your employer or principal);
4. attempt to access the Web Portal over multiple user accounts (you are only permitted to have a single account unless agreed by www.iekbase.com in writing); or
5. otherwise release or distribute log-in details for the Web Portal.

5. Password and access to account

You are solely responsible for the security of your password and should not share it with anyone nor store it in an insecure place.

You should not allow others to use your account to access the Web Portal.

6. General Conduct

If the Web Portal facilitates communication among Registered Users, it is important to ensure that trust and respect is maintained within such users. Accordingly, where these Terms and Conditions do not specifically address a matter in relation to usage of the Web Portal, you must act in a manner which:

• Accords with the general principles described above;
• Respects the privacy of others; and
• Respects any other rights of others, including observing the confidentiality of information and materials available on the Web Portal.

7. Permitted uses of material on the Web Portal

The IP rights subsisting in the material on the Web Portal is owned by www.iekbase.com and other IP right owners.

Trade marks referred to on this site may be registered in some jurisdictions. Where the Web Portal refers to any trade marks not owned by www.iekbase.com, www.iekbase.com does not thereby represent that it has an ownership interest in, or a licence to use, any such trade marks.

You may use the Web Portal or the material contained on it, only if you are a Registered User. In such case, provided you do so in good faith and in accordance with these Terms and Conditions, you may:

• take temporary copies necessary to browse and access Web Portal on screen; and/or
• unless otherwise stated, download, copy onto your hard drive or print a single copy of www.iekbase.com copyright material,
• i-ekbase API: i-ekbase provides free API to all i-ekbase mapping products as part of any commercial agreement, while i-ekbase technology is a closed system under i-ekbase Trade Mark (STBI-0001145517). Commercial users of i-ekbase are allowed to develop their own third party application system using i-ekbase API, especially when localised calibration is needed, as we believe no one tool can predict the future,
• for your own research, educational, or personal use to the extent that such use is permitted by these Terms and Conditions.

However, you must not change any of the material or remove any part of any copyright or trade mark notice.

Any other type of use requires prior written consent from www.iekbase.com or the relevant rights owner.

8. Prohibited behaviour

When using the Web Portal, you must not:

• post, upload, email or otherwise transmit any Inappropriate Material. Inappropriate Material includes:
  • any illegal material;
  • material which infringes the rights (including any IP rights or rights to confidential information) of any person;
  • content which is inappropriate, such as harmful or abusive language, obscenities, hate speech or harassing, threatening, offensive or vulgar language;
  • defamatory comments;
  • content which might unreasonably restrict or inhibit the use and enjoy Web Portal by other Registered Users;
• post, upload, email or otherwise transmit any unsolicited advertising, promotional materials, "junk mail," "spam," "chain letters," "pyramid schemes," or any other form of solicitation for commercial exploitation that is not explicitly permitted by these Terms and Conditions;
• knowingly post, upload, email or otherwise transmit any material that contains viruses or any other computer code, data or programs which may interrupt, restrict, destroy, limit the functionality of or compromise the integrity of any computer software or hardware or telecommunications equipment;
• transmit or re-circulate any material obtained from the Web Portal to any third party, other than with the permission of the owner of the material;
• use or refer to Web Portal in any way that might bring www.iekbase.com or other Registered Users into disrepute.

9. Information security

In relation to any Personal Information which you access and/or download through Web Portal:

• Such information may be confidential and should only be used in accordance with express permission.
• It is absolutely your responsibility to comply with any conditions of access in relation to such information and ensure appropriate security measures are taken.
• Accuracy of 'your AOI and property polygon' is your responsibility. You must not draw a polygon on a property which is not your legal property. Monitoring on www.iekbase.com is purely based on your polygon (in the form of a drawn polygon or an uploaded shapefile), so accuracy and legality of your boundaries are your sole responsibility. www.iekbase.com does not take any responsibility for your inaccurate boundaries.
• You should ONLY register boundaries of a property on i-ekbase.com web portal, which belongs to you or has authorized responsibility to use third party boundaries for usage of precision remote sensing via www.i-ekbase.com.
• Your properties and boundaries are only accessible to your i-ekbase registered account, so it?s your responsibility not to share that information with any third party, or share responsibly. www.iekbase.com does not take any responsibility if you decide to share your login details with a third party.

10. Enforcement

www.iekbase.com may take disciplinary action against you if you fail to comply with these Terms and Conditions. Such action includes withdrawing your access rights to Web Portal on a permanent or temporary basis.

In addition, www.iekbase.com reserves all other legal rights that it may have.

11. ACKNOWLEDGEMENTS AND DISCLAIMERS

You accept all risks and responsibility for losses, damages, costs and other consequences resulting directly or indirectly from using the Web Portal and any Data, information or material available or generated from it. This general disclaimer is not restricted or modified by any of the following specific warnings and disclaimers.

You acknowledge that:

• www.iekbase.com will not be liable or otherwise have any responsibility in relation to any transaction, arrangement, agreement or other relationship you enter into with another party as a result of any Data or information which you become aware from Web Portal.
• any material submitted by you to Web Portal may be used in accordance with these Terms and Conditions. In particular you agree that you are the copyright owner of material posted by you or that you are permitted by the copyright owner to post the material and authorise its use in accordance with these Terms and Conditions, including in accordance with clause 7.
• further terms and conditions may apply in respect of your use of specific Data or information or other specific parts of the Web Portal.

EXCEPT AS EXPRESSLY STATED IN THIS AGREEMENT AND TO THE FULL EXTENT PERMITTED BY APPLICABLE LAW, THE WEB PORTAL AND ANY DATA OR INFORMATION ACCESSED FROM THE WEB PORTAL IS PROVIDED "AS-IS". www.iekbase.com MAKES NO REPRESENTATIONS, WARRANTIES OR CONDITIONS OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO ANY REPRESENTATIONS, WARRANTIES OR CONDITIONS REGARDING THE CONTENTS OR ACCURACY OR COMPLETNESS OF THE WEB PORTAL AND ANY DATA OR INFORMATION ACCESSED FROM THE WEB PORTAL, OR OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, THE ABSENCE OF LATENT OR OTHER DEFECTS, UNINTERRUPTED OPERATION OR THE PRESENCE OR ABSENCE OF ERRORS, WHETHER OR NOT DISCOVERABLE.

TO THE FULL EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL www.iekbase.com BE LIABLE ON ANY LEGAL THEORY (INCLUDING, WITHOUT LIMITATION, IN AN ACTION FOR BREACH OF CONTRACT, NEGLIGENCE OR OTHERWISE) FOR ANY CLAIM, LOSS, DAMAGES OR OTHER LIABILITY HOWSOEVER INCURRED. WITHOUT LIMITING THE SCOPE OF THE PREVIOUS SENTENCE THE EXCLUSION OF LIABILITY SHALL INCLUDE: LOSS OF PRODUCTION OR OPERATION TIME, LOSS, DAMAGE OR CORRUPTION OF DATA OR RECORDS; OR LOSS OF ANTICIPATED SAVINGS, OPPORTUNITY, REVENUE, PROFIT OR GOODWILL, OR OTHER ECONOMIC LOSS; OR ANY SPECIAL, INCIDENTAL, INDIRECT, CONSEQUENTIAL, PUNITIVE OR EXEMPLARY DAMAGES, ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT, ACCESS OF THE WEB PORTAL AND ANY DATA OR INFORMATION OR ANY OTHER DEALINGS WITH THE WEB PORTAL AND ANY DATA OR INFORMATION, EVEN IF www.iekbase.com HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH CLAIM, LOSS, DAMAGES OR OTHER LIABILITY.

APPLICABLE LEGISLATION SUCH AS THE AUSTRALIAN CONSUMER LAW MAY APPLY REPRESENTATIONS, WARRANTIES, OR CONDITIONS, OR IMPOSES OBLIGATIONS OR LIABILITY ON www.iekbase.com THAT CANNOT BE EXCLUDED, RESTRICTED OR MODIFIED TO THE FULL EXTENT SET OUT IN THE EXPRESS TERMS OF THIS CLAUSE ABOVE ('CONSUMER GUARANTEES'). TO THE EXTENT THAT SUCH CONSUMER GUARANTEES CONTINUE TO APPLY, THEN TO THE FULL EXTENT PERMITTED BY THE APPLICABLE LEGISLATION, THE LIABILITY OF www.iekbase.com UNDER THE RELEVANT CONSUMER GUARANTEE IS LIMITED (WHERE PERMITTED AT www.iekbase.com'S OPTION) TO ONE OF FOLLOWING REMEDIES OR SUBSTANTIALLY EQUIVALENT REMEDIES:

1. THE REPLACEMENT OF THE WEB PORTAL OR ANY DATA OR INFORMATION ACCESSED FROM THE WEB PORTAL, THE SUPPLY OF AN EQUIVALENT WEB PORTAL OR ANY DATA OR INFORMATION ACCESSED FROM THE WEB PORTAL, OR SUPPLYING RELEVANT SERVICES AGAIN;
2. THE REPAIR OF THE WEB PORTAL OR ANY DATA OR INFORMATION ACCESSED FROM THE WEB PORTAL;
3. THE PAYMENT OF THE COST OF REPLACING THE WEB PORTAL OR ANY DATA OR INFORMATION ACCESSED FROM THE WEB PORTAL, OF ACQUIRING THE EQUIVALENT, HAVING THE RELEVANT SERVICES SUPPLIED AGAIN, OR HAVING THE WEB PORTAL OR ANY DATA OR INFORMATION ACCESSED FROM THE WEB PORTAL REPAIRED.

IN THIS CLAUSE, www.iekbase.com INCLUDES ANY THIRD PARTY AUTHOR OR OWNER OF ANY PART OF THE WEB PORTAL OR ANY DATA OR INFORMATION DISTRIBUTED WITH IT. www.iekbase.com MAY ENFORCE ANY RIGHTS ON BEHALF OF THE RELEVANT THIRD PARTY.

12. Always check information

Views expressed on the Web Portal do not necessarily represent the views of www.iekbase.com on any matter.

www.iekbase.com makes no representations or warranties as to any Data's accuracy, completeness or reliability. Without limiting the forgoing, information on the Web Portal:

• is not professional, scientific, medical, technical or expert advice;
• is subject to the usual uncertainties of advanced scientific and technical research;
• may not be accurate, suitable, current or complete;
• is subject to change without notice; and
• should never be relied on as the basis for doing or failing to do something.

13. Indemnity

You agree to indemnify www.iekbase.com against all actions, claims, losses, expenses, costs or damages incurred by or on behalf of www.iekbase.com arising directly or indirectly from your breach of the Terms and Conditions or Use or your unauthorised use of the Web Portal or any Data or information accessed from the Web Portal.

14. Privacy

When accessing the Web Portal, a record of your visit is logged and you will also be required to submit other information, including personal information as defined in the Privacy Act 1988 (Cth) ('Personal Information'), to www.iekbase.com and other third parties over the Internet.

When you provide www.iekbase.com with Personal Information, you acknowledge that purposes for which www.iekbase.com may hold and process your Personal Information includes:

• use for the purpose for which you provided it;
• Web Portal administration and the provision of services;
• accounting purposes;
• providing you with further information, including in relation to our products or services;
• use as required for processing any enquiries;
• information and databank administration; and
• any other reasonable purpose relating to our relationship with you as a Registered User.

De-identified information may be used by www.iekbase.com and our collaborators for the purpose of further research and development of the Web Portal and other technologies.

You further acknowledge that, as part of the operation of the Web Portal, other third party service providers may also have access to the information that www.iekbase.com has collected. In such circumstances www.iekbase.com may transfer or disclose your Personal Information to third parties who may be located world-wide. Therefore it is possible that your Personal Information may be transferred to jurisdictions where privacy laws are less rigorous than Australian privacy laws.

Other than for the purposes acknowledged above or where www.iekbase.com may be required by law to disclose certain information, www.iekbase.com will not use or disclose your Personal Information without your consent.

www.iekbase.com will use reasonable endeavours to ensure that the most recent information provided by you is displayed.

Data Providers are not acting on behalf of www.iekbase.com. You may be submitting personal information to them directly as part of accessing Third Party Data. You should separately confirm their privacy and information handling policies before accessing relevant Data and associated services. They may be subject to different legal obligations with respect to handling and storage of your information.

If you would like to obtain a copy of the Personal Information about you held by www.iekbase.com, or correct any such information, please contact us via the details on our website: www.www.iekbase.com.au.

15. Security of Information

While www.iekbase.com endeavours to provide a secure environment and a reliable system, you should be aware that the Internet exists across insecure, public networks and there are inherent risks associated with the transmission of information via the Internet, including:

• transmissions to or from the Web Portal may be intercepted and modified by third parties; and
• files obtained from or through the Web Portal may contain computer viruses or other defects.

You, not www.iekbase.com, must take your own precautions to ensure that whatever you select for your use from the Web Portal is free of viruses and anything else which may cause damage or loss, and you assume the entire cost of all necessary servicing, repair or correction due to your use of the Web Portal.

16. Termination

This agreement is effective until terminated. www.iekbase.com may terminate this agreement at will by any of the following means:

• notifying you in writing; or
• by posting a notice on the Web Portal.

The effective date of termination will set out in the notice, and may be immediate at www.iekbase.com's absolute discretion.

On termination, all your rights to access the Web Portal and any of www.iekbase.com's Data cease. Your rights to any Third Party Data accessed are subject to any separate Data Provider Terms for the relevant Data. Termination does not affect www.iekbase.com's rights to any information it has obtained from you prior to termination.

Termination does not affect www.iekbase.com's ability to claim damages or other compensation for breach of this agreement or of www.iekbase.com's rights at law, including for access to the Web Portal and any Data without a valid right.

You agree that damages may not be appropriate as an exclusive remedy in respect of all breaches of this agreement and www.iekbase.com will be entitled to seek and obtain an injunction (including on an interim basis) to prevent any alleged breach of this agreement or its rights to the Web Portal or any Data, in addition to any right to recover damages.

17. Variation

We may change these Terms and Conditions or the Privacy Statement from time to time. You should refer to the Terms and Conditions and the Privacy Statement on a regular basis as you will be deemed to have accepted any variations to the Terms and Conditions and the Privacy Statement when you continue to access or use the Web Portal after any variation has been posted. www.iekbase.com will use reasonable endeavours to note substantive changes to the Terms and Conditions or Privacy Statement on the Web Portal when such changes are made.

18. Entire agreement

No action of www.iekbase.com, other than an express written waiver or amendment, may be construed as a waiver or amendment of any of these Terms and Conditions.

All international conventions that might import contractual terms into this agreement are excluded, including the United Nations Convention on Contracts for the International Sale of Goods.

Any provision of this agreement which is prohibited or unenforceable in a jurisdiction will be severed to the extent necessary to make this agreement valid and enforceable. The severance of a provision will not invalidate the remaining provisions of this agreement nor affect the validity or enforceability of that provision in any other jurisdiction.

This agreement is to be read subject to any laws (to the extent they are applicable in the circumstances) that cannot be excluded, so that the agreement will as far as possible be valid and enforceable by www.iekbase.com in the relevant circumstance.

19. No use of www.iekbase.com name

You must not use the name, any trade mark or logo of www.iekbase.com to claim any sponsorship, endorsement, approval or affiliation or other association with www.iekbase.com by virtue of this agreement or your access to the Web Portal or any Data, unless you have express written permission from www.iekbase.com.

20. Resolving disputes

In any dispute arising out of or in connection with this agreement or the Web Portal, you agree to first negotiate in good faith with www.iekbase.com to resolve it. If the dispute is not resolved by those negotiations within 30 days, you will notify www.iekbase.com before taking any court or other legal proceedings, and either party may refer the dispute to the Institute of Arbitrators and Mediators Australia ('IAMA') for resolution by mediation in accordance with the IAMA Rules on Mediation. However, this does not limit www.iekbase.com's rights under the agreement or prevent www.iekbase.com from seeking any urgent interlocutory relief.

21. Governing law and relevant jurisdiction

This agreement will be governed by and interpreted in accordance with the laws of the Australian Capital Territory, Australia, to the exclusion of any principles of conflicts of laws.

You agree to the jurisdiction of the courts of the Australian Capital Territory to determine any dispute arising out of this agreement.

Notwithstanding the foregoing, www.iekbase.com has the right to commence and prosecute any legal or equitable action or proceeding before any non-Australian court of competent jurisdiction to obtain injunctive or other relief in the event that, in the opinion www.iekbase.com, such action is necessary or desirable.