A. We, Real Content (ABN 83 272 660 227) (Real Content, us, our, we) own and operate a range of products and services, including but not limited to:
(together, Platform) which provides property content on demand for real estate agents, mortgage brokers, project marketers and developers.
B. By accessing and using the Platform you acknowledge you have read, understood and agree to comply with:
C. Our Terms form a binding contractual agreement between the user of the Platform (User, you) using or accessing to the Platform and us.
D. Before accessing and using the Platform, you should read the Terms carefully. If you have any questions about the Terms, you can contact us at email@example.com.
E. If you do not agree to the Terms, as amended from time to time, in whole or in part, you must not access or use the Platform.
A. The Platform provides Users with:
B. The Materials are provided for use on Users’:
(collectively, User Platforms)
A. Real Content provides you with a non-exclusive, non-transferable, non-sub-licensable, limited licence to access and re-publish individual elements of the Materials on your User Platforms (Licence).
B. Except where stated in common law , the Licence does not permit the re-writing, dissembling, editing, broadcasting, or any other form of manipulation of the Materials, except as specified in the Terms.
C. You must not re-sell the Materials except where expressly provided for in these Terms or stated by Real Content in writing.
A. Use of the Materials on the User Platforms must be of professional quality and may only be used in direct marketing promotions and materials.
B. Real Content reserves the right to review your use of the Materials and make its own, independent assessment as to whether the use of the Materials on the User Platforms is of an acceptable quality.
C. Real Content may suspend any and all User access to the Platform, at its discretion, where it believes the quality of the marketing is unacceptable, until the matter is resolved.
D. The Materials are for general information purposes only and do not take into account the specific needs, objectives or circumstances of you or the audiences you are intending to share them with. Any reliance placed on the Materials is at your own risk.
E. Before acting on any information contained in the Materials, we recommend that you consider whether it is appropriate for your circumstances, carry out your own research and seek professional advice where necessary.
F. You acknowledge and agree that the matters contained in clauses 2.3(d) and 2.3(e) also apply to end users, and to advise them of those matters when providing the Materials in accordance with these Terms.
A. We act as the developer and provider of the Platform and Materials and our role is limited to:
B. By accessing and using the Platform, you agree and acknowledge that:
A. To access and use the Platform, you must create an account.
B. To register a User account, you must:
C. When you register your account, you must nominate a username and password. You are responsible for maintaining the confidentiality and integrity of your account, password and for all use and activity carried out on your account.
D. If you believe that there has been unauthorised access to your account, please contact us.
E. The information you provide us through the Platform, including but not limited to during account registration or User verification, must be accurate, complete and up to date. You must promptly update this information to ensure it remains up to date.
F. You acknowledge and agree that if the information that you provide to us is inaccurate or is or becomes out of date, you may not be able to use all or any of the features of the Platform.
G. We reserve the right to refuse to register any User for any reason at our sole discretion.
A. Real Content Materials can be accessed via your User account and are delivered via:
B. Materials are presented in a recommended format that is compliant with copyright and general publishing laws.
C. Real Content expressly makes no warranties or guarantees for how the Materials appear once used by the User in its own marketing materials.
A. You may view the Site using a web browser or mobile device, and electronically copy and print hardcopies of parts of the Site solely for the purposes provided for in these Terms.
B. Any other use, including the reproduction, modification, distribution, transmission, re-publication, display or performance of the content on the Site, except as provided for under these Terms, is strictly prohibited.
You represent and warrant to:
A. use the Platform in accordance with these Terms; and
B. provide and keep accurate, current and complete all information provided in the Platform; and
C. comply with all rules of common law, principles of equity, international law or any federal, state, local laws, statutes, rules, regulations, proclamations, ordinances or by-laws and other subordinate legislation of any country anywhere in the world.
In accessing the Platform, you represent and warrant that you will not:
A. modify or copy the layout of the Platform or any computer software and code contained in the Platform;
B. interfere with or disrupt the Platform, including by transmitting any viruses, spyware, malware or any other code of a destructive or disruptive nature;
C. create accounts with us through unauthorised means, including by using an automated device, script, bot or other similar means;
D. restrict, or attempt to restrict, another User from using or enjoying the Platform;
E. interfere with the privacy of another person;
F. infringe any intellectual property rights or any other contractual or proprietary rights of another person;
G. do any act, engage in any practice or omit to do any act or engage in any practice that:
H. encourage or facilitate violations of the Terms.
A. The Platform allows Users to subscribe to receive certain Materials each month at a fixed cost (Subscription). The types and features of the available Subscription plans are displayed on the Platform and are updated from time to time
B. Each Subscription will renew automatically on the last day of initial Subscription term that you agree to, calculated from the day on which the Subscription begins.
C. You may cancel your Subscription at the end of the initial Subscription term, or renewal periods. Cancellation must be in writing with a 90 days’ notice period (that is, if you provide notice of your intention to cancel your account on September 30, the cancellation will be effective from December 30 of the same year).
A. Subject to this clause 7.1, use of the Platform to register an account is currently free.
B. We reserve the right to charge you a fee in consideration for us making the Platform available (User Fee).
C. We will advise you of any applicable User Fee (including any applicable GST) prior to charging any Fee.
A. Certain Materials on the Platform are available for a one-off fee (Purchase Fee).
B. All Purchase Fees are displayed on the Platform prior to purchasing and accessing the relevant Materials.
C. Access to the Materials will only be granted once the Purchase Fee has been received in full by Real Content.
D. All Purchase Fees are non-refundable.
A. All Subscriptions are subject to payment of monthly subscription fees (Subscription Fees). The applicable Subscription Fees are displayed on the Platform (https://realcontent.guru/pricing/) and are updated from time to time.
B. We may increase the Subscription Fees at its discretion at any time and will provide written notice of at least 30 days of our intention to do so. You may provide written notice of cancellation within 30 days of notification of the fee increase. In such circumstance, a cancellation period of 90 days will apply at the original pricing.
C. Subscription Fees are payable in advance and are non-refundable, except as expressly provided in these Terms.
D. We will not register a User account for which Subscription Fees are payable or begin providing access and use of any corresponding features until the initial monthly Subscription Fee is received by us in full.
E. Subscription Fees will be billed and must be paid on or before the end of each monthly period from your initial payment date.
F. Subscription Fees and all other fees, charges and prices are stated on the Platform in Australian dollars and are exclusive of applicable taxes.
G. You are responsible for paying all fees and taxes in respect of your account and we reserve the right to charge you such applicable taxes.
A. Purchase and Subscription Fees must be paid with a valid credit card, which will be debited:
B. Access to the Platform, the Materials and your User Content is conditional on timely payment of all fees by you.
C. Late payment of fees will be subject to an interest charge, the equivalent of 10% per annum calculated on a daily basis and be charged to you each quarter along with any outstanding amount.
D. All credit and debit card payments are subject to validation checks and authorisations by the card issuer. If the issuer of your payment card refuses to or does not for any reason authorise payment of the Subscription Fees, the payment will not be processed.
E. If the applicable Subscription Fee is not paid to us or automatically debited for any reason by the due date, we may, at our discretion:
A. If you cancel your account under clause 6 or if we cancel your account as a result of you breaching these Terms, then any Purchase or Subscription Fees paid will not be refunded and any outstanding Subscription Fees and other fees become immediately due and payable upon cancellation.
B. If we terminate your account or access to or operation of the Platform for any other reason and you have paid applicable Subscription Fees in respect of the period after cancellation, we will refund any Subscription Fees you have paid on a pro rata basis by cheque or to a bank account notified by you for that purpose within a reasonable time of cancellation.
A. We own or are the licensee of all rights, title and interest (including copyright, designs, patents, trademarks and other intellectual property rights) in the Platform and in or to the Materials made available to you in providing the Platform (together, the Platform Content).
B. Your use and access of the Platform does not grant or transfer any rights, title or interest to you in relation to the Platform Content.
C. You must not modify, copy, distribute, transmit, display, perform, reproduce, publish, license, commercially exploit, create derivative works from, transfer or sell any Platform Content or any other material in whatever form contained within the Platform, except as provided for under these Terms.
A. We do not claim ownership of any User Content. Instead, you grant us a perpetual, non-exclusive, royalty-free, irrevocable, worldwide and transferable licence to use the User Content, whether on the Platform or in any hardcopy form.
B. You consent to any act or omission which would otherwise constitute an infringement of your moral rights. If a third party has moral rights in your User Content, you must ensure the third-party consents in the same manner.
C. User Content must be accurate, truthful and genuine, provided for information purposes. We do not have the ability to verify the accuracy or otherwise of the User Content.
A. We will take all reasonable steps to implement, maintain and enforce security procedures and safeguards to protect the security, confidentiality and integrity of the User Content from unauthorised access or use by a third party or misuse, damage or destruction by any person.
B. However, given the nature of the internet, we do not guarantee and cannot ensure the security of User Content and we expressly exclude liability for any such loss, however caused.
C. We recommend you take proactive means to protect your computer system from potential hazards by installing firewalls, anti-virus software and other security Platform.
A. You must not create or generate any User Content:
B. unless you hold all necessary rights, licences and consents to do so;
C. that would cause you or us to breach any law, regulation, rule, code or other legal obligation;
D. that we consider inappropriate, defamatory, offensive, abusive, indecent, illegal or disparaging;
E. that would bring us into disrepute; or
F. that infringes the rights, including intellectual property rights, of any third party.
We reserve the right to, but do not assume the obligation to:
A. remove, screen or edit User Content that violates our Terms or is otherwise objectionable, as determined by us in our sole discretion; and
B. disable your access to all or certain functions of the Platform where you have violated this clause 9, as determined by us in our sole discretion.
A. The Platform may contain links to other websites owned and operated by third parties, which are not under our control (Third Party Links).
B. Third Party Links are provided as a convenience to you and the existence of such links on the Platform is not an endorsement of those Third Party Links.
C. We are not responsible for the content or material contained on any Third Party Link.
A. The Platform and Third Party Links are provided to you on an ‘as is’ and ‘as available’ basis. We give no warranty, guarantee or representation about the accuracy, reliability or timeliness or otherwise of the Platform or Third Party Links.
B. We reserve the right to change, suspend or discontinue any aspect of the Platform, including removing any User Content or Third Party Links, at any time and without notice to you.
C. You are responsible for considering the appropriateness of the Platform, its services and the Material, for your intended application and use and we give no warranty, guarantee or representation that the Platform, its services or the Material is suitable for or meets your requirements.
D. We are not responsible or liable for the conduct of any User. We reserve the right to monitor or become involved in any dispute between you and another user.
A. To the fullest extent permitted by law, we are not liable to you for any loss or damage you may suffer or incur in connection with your access and use of the Platform and Materials.
B. To the fullest extent permitted by law, we exclude liability for special, indirect or consequential damages, including damages for loss of data, loss of or claim for, revenue, profits, actual or potential business opportunities or anticipated savings or profit.
C. Notwithstanding the above clauses 13(a) and 13(b), to the fullest extent permitted by law, the total aggregate liability of a party to the other party for any loss or damage suffered under or in connection with this Agreement is limited to an amount equal to the fees paid by you in the 12 months prior to the liability arising. In the event that the liability arose prior to the 12 month term having been reached, the total aggregate liability shall be the annual fees which are reasonably expected to be paid under this Agreement for the Services from which the liability arose.
D. Any limitations or exclusions do not apply to our liability for loss suffered or incurred by you for:
A. You agree to indemnify us for all losses, damages, liabilities, claims and expenses (including reasonable legal costs) incurred by us arising out of or in connection with your use of the Platform and Materials, changes to the original content, any User Content, your breach of the Licence, Terms or any rights of third parties.
B. We reserve the right to assume exclusive control of any matter for which you are required to indemnify us, and you agree to provide assistance at your expense for the purposes of defending and managing all such claims as is reasonably requested by us.
A. The parties must use their reasonable endeavours to resolve through negotiation all disputes, conflicts (including, without limitation, conflicts of interest) differences or questions between them arising out of or in connection with these Terms.
B. If within 10 business days (that is, days that are not bank holidays in Sydney, Australia), the dispute cannot be resolved following negotiation between the parties, either party may refer the dispute for arbitration or mediation.
C. The parties agree to negotiate in good faith to agree on the appointment of an arbitrator or mediator, or failing agreement as appointed by the President of The New South Wales Law Society.
D. If a party fails to adhere to the terms of this clause 15 and proceedings are subsequently issued by the defaulting party, these Terms can be used as a bar to any proceedings so issued.
E. All communications concerning negotiations made by the parties in connection with this dispute resolution clause are confidential and to the extent possible, must be treated as “without prejudice” negotiations for the purpose of applicable law of evidence.
A. We reserve the right to cease operating the Platform, without notice and for any reason.
B. We may terminate our relationship with you without notice and with immediate effect if you, in any way, breach these Terms.
C. On expiry or termination of these Terms:
D. We are not liable for any costs, losses or damages of any kind arising as a consequence of terminating your access to the Platform.
A. We may vary, amend or otherwise modify the Terms at any time (New Terms).
B. We will publish the New Terms on the Platform at which time they will be effective.
C. Your continued use of the Platform following posting of the New Terms constitutes your acceptance of the New Terms.
If any provision of our Terms is unenforceable or invalid, it will be ineffective to the extent it is unenforceable or invalid and will not affect the enforceability or validity of the remaining provisions.
A. The Terms are governed by the laws in force in New South Wales, Australia.
B. You and we submit to the exclusive jurisdiction of the courts of New South Wales.
If you wish to contact us or make a complaint, please contact us at firstname.lastname@example.org.
Last update of these Terms and Conditions : 20 May 2019