Web-Application Hosting Agreement Version 3.0.3 IMPORTANT – READ CAREFULLY:
This Wise.NET Information Systems Web-Application Hosting Agreement is a legal agreement between You, the Client (either an individual or a single entity) and Wise.NET Information Systems Pty Ltd (Wise.NET) By using Wise.NET’s Hosting Services, You agree to be bound by the terms of this Agreement. 1 Term 1.1 This Agreement and the rights hereby granted to You by Wise.NET shall coincide with the license period You have purchased. 2 Provision of Service 2.1 ACCESS 2.1.1 Wise.NET in accordance with the terms and conditions of this agreement shall provide You with the Service by such means that Wise.NET as acting in good faith determines. 2.2 CREDIT FOR UNAVAILABILITY 2.2.1 Wise.NET will use all reasonable efforts to ensure the connectivity and efficiency of the Service. If, due to the negligent act or omission of Wise.NET, You are unable to access the Service during the term of this agreement, Wise.NET will at its reasonable discretion issue You with an amount of credit equal to the extent in time that You could not access the Service, as a percentage of the total hours available to You. 2.3 LOG-IN INFORMATION 2.3.1 Wise.NET shall provide You with identification and login information required for the connection to the system and access to the Service. 2.4 CONFIDENTIALITY OF LOG-IN 2.4.1 You are responsible for maintaining the secrecy and confidentiality of Your identification and log-in information. You will not disclose to any other person, corporation, entity or organization any identification or log-in information whether in use or not. 2.5 YOUR LIABILITY 2.5.1 You are liable for the payment of all charges resulting from access of the Service through Your use of Your log-in information, whether authorized by You or not, except to the extent that such access is as a result of the acts or omissions of Wise.NET or its agents or employees. 3 Use of the Service 3.1 Throughout the term of this agreement You shall comply with all reasonable directions that Wise.NET may issue in its discretion from time to time with respect to the use of the Service. 4 Proper Use 4.1 You shall not engage in or permit disruptive activities which may include, but limited to, the circulation of any unsolicited publicity or advertising material, propagation of computer worms and viruses, use of the Service to gain unauthorized access to any other computer system, the sending of harassing, obscene, offensive or threatening electronic mail, forgery of electronic mail and the placement or transmission or storage of any defamatory or pornographic material on the internet. 4.2 You shall not knowingly engage in, permit or be involved personally in: a) using Unsolicited Commercial Email as a means of advertising on the internet; b) being the source, intermediary or destination address involved in the transmission of SPAM, chain letters, mail bombs or similar things; or c) being listed in any spammed message 4.3 You will not knowingly access, nor permit any other party to access, the Service for any purpose or activity of an illegal or fraudulent nature. You will not use the Service to contribute or aid the commission of a crime or to infringe upon the rights of a third party. 4.4 You must comply with all statutory obligations that are imposed upon You in relation to the collection and use of personal information. 5 Data 5.1 Wise.NET reserves the right to temporarily amend repair, vary particular programs, information and facilities from time to time, if required for maintenance or repair of the Service, even if that temporary amendment, repair or variation results in a variation, amendment or limitation of the functionality of the Service, a reduction in Service or a reduction in the availability of data or databases provided by the Service, provided however that Wise.NET shall use its best endeavours to restore the full functionality of the Service within 14 days. 5.2 Wise.NET shall use all reasonable endeavours to ensure that Wise.NET’s servants, agents and employees provide a secure environment for the provision of the Service and the protection of Your data. 5.3 You shall not knowingly do any act or thing in relation to data which would cause Wise.NET to infringe any party’s copyright or intellectual property. You indemnify Wise.NET against any Claim made or brought against us by a third party alleging that Your data, or Your use of the Service in violation of this Agreement, infringes or misappropriates the intellectual property rights of a third party or violates applicable law, and shall indemnify us for any damages finally awarded in connection with any such claim, provided that We promptly give You written notice of the claim and give You sole control of the defence and settlement of the claim and We provide to You all reasonable assistance. 5.4 Wise.NET indemnifies You from any Claims brought against you by third parties alleging use of the Services as permitted hereunder infringes the intellectual property rights of a third party provided that You promptly give Wise.NET written notice of the claim and give us sole control of the defence and settlement of the claim and You provide to us all reasonable assistance. 6 System Availability 6.1 Wise.NET shall use its best endeavours to provide the Service on a continuous basis during the term of this Agreement provided however that Wise.NET may without notice suspend all or part of the Service immediately, where: a) there is a malfunction or breakdown of any of Wise.NET’s equipment or if Wise.NET is required to undertake the repair, maintenance or service of any part of the Service; b) there is an electrical storm, tempest, electrical short circuit, power failure, telecommunications failure or fault; c) there is an industrial dispute or lockout; d) it is reasonably required to reduce or prevent fraud or interference with the Service; e) Wise.NET is required to comply with an order, instruction or request of government, or other such competent body; f) there is a failure by You to pay any charges due to Wise.NET; g) there is an act of God, war, government action, or any other circumstance beyond Wise.NET’s reasonable control occurs. 6.2 If Wise.NET’s ability to provide the Service is restricted, or altered in such a way that Wise.NET considers it is not commercially viable or impractical or impossible to continue to provide the Service to You or any claim is made that infringes the rights of a third party or exposes Wise.NET to liability to any third party or to liability for prosecution for an offence or liability to a statutory penalty, Wise.NET may elect to discontinue Your access to the Service provided however Wise.NET will provide You with prior written notice, where it is reasonable and practicable in Wise.NET’s opinion to do so. 6.3 Wise.NET will use its reasonable endeavours to: a) except in an emergency situation, provide You with seven days notice of any scheduled maintenance of the Service and b) ensure that any scheduled maintenance is carried out between the hours of 7pm and 7am. 6.4 You have no claim for indirect losses, loss of profit or economic loss against Wise.NET in respect of loss of access or functionality to the Service referred to in this clause whether such claim lies in contract, tort or otherwise (including negligence) for any loss or damage howsoever arising. 7 Payment Terms and Conditions 7.1 Payment terms: Strictly thirty (30) days net. 7.2 All payments under this Agreement are due to, and recoverable, by Wise.NET Information Systems Pty Ltd. 7.3 The customer will pay interest at the National Australia Bank Base Rate on any amount payable under this Agreement that is not paid by the due date and all costs and expenses incurred in recovering any amount owed to Wise.NET Information System Pty Ltd including legal costs on a solicitor/client basis. 7.4 Past due accounts are eligible to be passed to Dun & Bradstreet for recovery action. Accounts passed on to Dun & Bradstreet may be listed on their credit bureau database. This listing may impact the ability of the Customer to secure further credit facilities. 7.5 The Customer must advise Wise.NET in writing of any disputed amount within the invoiced payment term, and must settle the undisputed portion of the account. 7.6 Any invoice for the Customer’s charges shall be deemed to be correct and prima facie evidence of all connection, access, and usage of the Service by the Customer. 7.7 The Customer agrees to pay Wise.NET any invoice within the terms stated on the invoice (in accordance with this Agreement). If Wise.NET has omitted charges, Wise.NET may include those charges on a later invoice. 7.8 Wise.NET reserves the right to charge an amount if the Customer requests changes to the Service that are not reasonably disclosed by the Customer prior to the Customer being provided with access to the Service. 7.9 If the Customer has not notified Wise.NET in writing within 30 days of the invoice date of a dispute in relation to any charges, the Customer will have been deemed to have accepted the invoice amount in full and must pay it in full by the due date. 7.10 Wise.NET may terminate this agreement after 30 days with notice to the Customer if the Customer does not pay charges by the date specified on the invoice. 8 Termination 8.1 Wise.NET may terminate this Agreement immediately if You a) do not pay any outstanding charges within 30 days of the charges falling due; b) You are in breach of Your obligations under this agreement c) if it appears likely to Wise.NET that You will become insolvent or have a receiver, manager, administrator or liquidator appointed. 8.2 This Agreement shall automatically terminate if You become insolvent or have a receiver, manager, administrator, or liquidator appointed. For the sake of clarity, termination according to this clause shall be self-executing and not require any action on the part of Wise.NET. 8.3 Wise.NET reserves the right to terminate this agreement at any time by giving at least 60 days notice in writing to You. If You are not in breach of any of the terms and conditions of this agreement, any charges paid by You to Wise.NET will be refunded pro-rata to that amount of Your un-used credit. 8.4 You may terminate the Agreement immediately, however, You will still be liable to pay any charges outstanding (unless You terminate for a breach by Wise.NET). Unless Wise.NET is in breach of the terms and conditions of this Agreement, by terminating the agreement under this clause You forfeit any claim to any refund of any charges whether paid or outstanding. 8.5 Upon termination You shall cease access to the Service immediately. Once all undisputed charges (and if applicable, interest) are paid in full Wise.NET will supply your data in an electronic format in a specification designed by Wise.NET. 8.6 Any termination of this Agreement shall not affect any accrued rights or liabilities of either party, nor shall it affect any provision of this Agreement, which is expressly or by implication intended to continue in force after such termination. 9 Wise.NET not an Essential Service 9.1 The parties acknowledge and agree that the performance of the obligations of Wise.NET pursuant to this Agreement does not constitute an essential service for the purposes of the law relating to insolvency. If Wise.NET is found to be providing an essential service in a relevant sense and Wise.NET is required by any person or court of competent jurisdiction to continue to abide by its obligations under this Agreement despite You breaching the terms of this Agreement then You acknowledge that the charges will be charged at Wise.NET’s general rates immediately upon notification by Wise.NET to You in that effect. 10 General 10.1 Each party signing this Agreement warrants to the other party, as at the date of signing, that the signatory has the full power and authority to execute this Agreement on behalf of that party. 10.2 This Agreement is governed by and shall be construed in accordance with the laws from time to time in force in the State of Victoria and the parties submit to the non-exclusive jurisdiction of the Courts of Victoria. 10.3 The provisions of this Agreement shall be construed so as not to infringe the provisions of any applicable Act or Regulation or be void, invalid or unenforceable at law or in equity, but if any provision on its true interpretation does infringe any applicable Act or Regulation or is void, invalid or unenforceable at law or in equity then that provision shall be read down to such extent as maybe necessary to ensure that it does not so infringe or is not void, invalid or unenforceable and as maybe reasonable in all the circumstances so as to give such provisions a valid operation of a partial character and in the event that the infringing provision cannot be so read down it shall be deemed to be void and severable from this Agreement. 10.4 This Agreement may be signed or executed in a number of counterparts, with the same effect as if the signatures to or execution of each counterpart were on the same instrument. Facsimile copies of this Agreement shall be treated as originals and signatures on facsimile copies deemed to be original and binding. 10.5 No variation of this Agreement or consent to a departure by a party from a provision, shall be of effect unless it is in writing, signed by the parties or (in the case of a waiver) by the party giving it. Any such variation or consent shall be effective only to the extent to or for which it may be made or given. 10.6 The non-exercise of or delay in exercising a right of a party shall not operate as a waiver of that right, nor does a single exercise of a right preclude another exercise of it or the exercise of other rights. A right may only be waived by notice, signed by the party (or its authorized representative) to be bound by the waiver. 10.7 Each party to this Agreement shall do all things and sign, execute and deliver all deeds and other documents as may be legally necessary or reasonably required of it by notice from another party to carry out and give effect to the terms and intentions of this Agreement and to perfect, protect and preserve the rights of the other party to this Agreement. 10.8 If a party consists of more than one person: (a) an obligation of those parties is a joint obligation of all of them and a several obligation of each of them; (b) a right given to those parties is a right given jointly and severally to each of them and if exercised by one of them, is deemed to be exercised jointly; and (c) a representation, warranty or undertaking made by those parties is made by each of them. 11 Definitions In this Agreement: 11.1 "Application" means the application form to be completed by You after You have accepted the terms and conditions of this Agreement or which is accepted in accordance with any online based "click here" procedures which may apply; 11.2 "Claim" means, in relation to a person, a claim, demand, remedy, suit, injury, damage, loss, cost, liability, action, proceeding, right of action, claim for compensation or reimbursement or liability incurred by or to be made or recovered by or against the person; 11.3 “Data" means but is not limited to publicly available data, programs, information and other works and materials accessible on the Internet Service including without limitation web sites and pages and web delivered software and other applications; 11.4 "Database" means those databases at various locations around the world, which hold the Data; 11.5 "Identification" means that identification provided to You by Wise.NET as specified on the application or any other identification that Wise.NET provides to You in its discretion at any time; 11.6 "Internet" means the world wide connection of computer networks providing for the transmittal of electronic mail, on-line information, information retrieval and file transfer protocol; 11.7 "Internet Access Service Network" means the data communication network owned and operated by Wise.NET and based on TCP/IP and other internet protocols which provide interconnection between the local area networks of various persons and entities and other networks within Australia and overseas; 11.8 "Internet Service" means the interactive dial-up access to the Internet Access Service Network allowing You access to the Databases and Data and to the Service; 11.9 "Log-In" means the password to be used in conjunction with the Identification when You access the Service. Wise.NET reserves the right to ask You to reset or alter Your Log-In in its discretion at any time; 11.10 "Service" means the service specified in the Application; 11.11 "SPAM" means any unsolicited message in the mediums of electronic mail ("email"), newsgroups or web hosting; 11.12 “You" or "Your" means and refers to the party named or identified as the applicant or customer in the Application to receive the Services. Wise.NET Support Agreement Version 3.0.1 IMPORTANT – READ CAREFULLY: Thank you for purchasing your Wise.NET Information Systems product (‘Software Product’). Under this agreement, you can be confident that you are using the latest version of the Software Product, receiving information and training about new features, and technical support. 1 Inclusions 1.1 INCREMENTAL UPDATES
1.1.1 Updates are included in your support subscription. These updates are released due to changes in government policy, refined user interfaces and updated user manuals. 1.2 TECHNICAL SUPPORT 1.2.1 All users must have access to the Internet (Web, FTP and email.) 1.2.2 Support is available 9:00am – 5:00pm Monday Friday (AEST – Australian Eastern Standard Time), excluding public holidays. 1.2.3 Support is only available to users who have been trained in how to use the relevant Wise.NET product by a qualified Wise.NET trainer. 1.2.4 In the first instance, support should be referred internally to a nominated representative of the organisation (‘Principle Contact’) who will determine whether the issue lies in Wise.NET products or in the organisation’s systems. Support referred to Wise.NET that is found to be an issue with a product supplied to the organisation by a 3rd party will be billed at the applicable Wise.NET Information Systems Consulting Rate. 1.2.5 If the issue is determined to be with Wise.NET products, the user should first consult any reference material that Wise.NET Information Systems distributes. If no resolution can be found, the user should log a Support Request via the Wise.NET Information Systems web site http://www.mywisenet.com.au 1.2.6 Support services supplied for an issue that is documented will be charged at the applicable Wise.NET Consulting Rate. 1.2.7 Only issues that have a reference number supplied by the Wise.NET web site may be referred to Wise.NET by phone. 2 Exclusions 2.1 THIRD PARTY PRODUCTS / SERVICES 2.1.1 Supply or support for 3rd Party Products or Services including, but not limited to, email clients, word processors, operating systems, Internet products, or validation products such as AVETPAK are excluded. 2.2 DATA CONTENT / AVETMISS 2.2.1 Support for the actual data content in an Wise.NET product is specifically excluded. Users should be fully aware of the requirements of Training Authorities and should ensure that their data entry practices reflect the rules and regulations of any such Authority. 2.3 DATA IMPORT / EXPORT 2.3.1 Importing or exporting data to or from other products is excluded. 2.4 INSTALLATION OR TRAINING 2.4.1 Installation or Training of any upgrades or any other Wise.NET Product, Service or component is excluded. 2.5 CUSTOM PROGRAMMING 2.5.1 There is no charge for lodging requests for additional features. All requests are logged, but there is no guarantee that your request will be included in subsequent updates. If there is a specific function or report that you require immediately, this will be priced on application. 3 Notices 3.1 This agreement should be read in conjunction with the EULA for the Software Product. 3.2 Wise.NET Information Systems reserves the right to change this agreement as reasonably required and on reasonable notice. 3.3 Annual subscription charges including but not limited to Support Renewal may increase by the CPI or greater but may not be varied during the term of this Agreement without Your agreement. 3.4 Users should be able to use email and Internet effectively as this is how support is accessed and updates are distributed. 3.5 Wise.NET Information Systems reserves the right to limit each telephone call to half an hour and to limit each call to one incident, which is defined as a single support issue or question. Wise.NET Information Systems may also limit or terminate support service to a customer who uses the Service in an irregular, excessive, abusive or fraudulent manner. 3.6 Support Service availability may occasionally deviate from stated hours due to downtime for systems and server maintenance and observed Australian public holidays. Wise.NET Information Systems cannot guarantee that you will not experience some delay in having one of our technical support consultant’s answer your query. As call volumes fluctuate so too will response time. 3.7 Inquiries are limited to the following Wise.NET Information Systems product areas: installation, upgrade assistance, basic usability and basic functionality, as described in Wise.NET Information Systems product documentation. Wise.NET Information Systems does not claim to resolve connectivity issues caused by third-party services, service providers, hardware or software, or networking problems. 3.8 Support does not cover inquiries on general training or data issues, nor does it include application consulting or training. Our technical support consultants will make the determination of the nature of your query for these purposes. 4 To Access Support To access technical support for the Software Product follow the steps shown below. Support requests will receive a response either the same day or within 24 hours. 4.1 Refer the request to the Principal Contact in your organisation for the Software Product. 4.2 Refer to the supporting documentation for the Software Product. 4.3 Log a support request by visiting http://www.mywisenet.com.au . Log a support request via the Support Request page, in the support section of the Wise.NET website. 4.4 Keep the reference number to track the resolution of your issue. 4.5 Telephone Support will only be supplied if you can quote a reference number. 4.6 You will receive an email from the Wise.NET support system whenever we update your support item. You must log into Wise.NET and access the full support item in order to respond. Do not reply to emails from autogen@mywisenet.com.au. Disclaimer Statement Wise.NET End-User License Agreement Version 3.0.1 IMPORTANT – READ CAREFULLY: This Wise.NET Information Systems End-User License Agreement (‘EULA’) is a legal agreement between You (either an individual or a single entity) and Wise.NET Information Systems Pty Ltd for the Wise.NET Information Systems software product identified above (‘Software Product’), which includes computer software and may include associated media, printed materials, and ‘online’ or electronic documentation. By installing, copying, purchasing or otherwise using the Software Product, You agree to be bound by the terms of this EULA. 1 Software Product License Copyright laws and international copyright treaties, as well as other intellectual property laws and treaties protect the Software Product. The Software Product is licensed, not sold. This EULA grants You the following rights: 1.1 APPLICATIONS SOFTWARE
1.1.2 If Wise.NET Information Systems is not hosting the Software product on Your behalf, You may install and use one copy of the Software Product, on a single server. Authenticated client computers on the internal network may access the server installation for the purpose of using the application as intended by Wise.NET Information Systems. 1.1.3 You may not use any other component, application or product to connect to the Software Product other than those supplied by Wise.NET Information Systems, without the prior written permission of Wise.NET Information Systems 1.2 PER SERVER LICENSING 1.2.1 The maximum number of devices, which may access or utilise the Server Software at a given point in time equals the number of Client Access Licenses (CAL’s) that You acquire. 1.3 3RD PARTY LICENSES 1.3.1 Wise.NET is supplying licensing to You for the Software Product only. 1.3.2 You are responsible for ensuring that You have appropriate licensing for all prerequisite software needed to run the Software Product. 1.4 STORAGE/BACKUP 1.4.1 If Wise.NET Information Systems is not hosting the software product on Your behalf, You may also store or install a copy of the Software Product on a storage device for the purposes of disaster recovery of the installation only. A license for the Software Product may not be shared or used concurrently on different servers. 1.5 LIMITATIONS ON REVERSE ENGINEERING, DECOMPILATION, AND DISASSEMBLY 1.5.1 You may not reverse engineer, decompile, or disassemble the Software Product, except and only to the extent that such activity is expressly permitted by applicable law notwithstanding this limitation. 1.6 RENTAL 1.6.1 You may not rent, lease, lend or otherwise resell, supply or publish the Software Product. 1.7 SUPPORT SERVICES 1.7.1 Any supplemental software code provided to You as part of the support services shall be considered part of the Software Product and subject to the terms and conditions of this EULA. With respect to technical information You provide to Wise.NET Information Systems as part of the Support Services, Wise.NET Information Systems may use such information for its business purposes, including for product support and development. Wise.NET Information Systems support liability extends only to the server installation. Networking and client access is Your responsibility. 1.8 SOFTWARE TRANSFER 1.8.1 You may not transfer any of Your rights under this EULA. 1.9 TERMINATION 1.9.1 Without prejudice to any other rights, Wise.NET Information Systems may terminate this EULA if You fail to comply with the terms and conditions of this EULA. In such event, You must destroy all copies of the Software Product and all of its component parts. 1.9.2 Wise.NET may terminate this agreement immediately if You a) do not pay any outstanding charges within 30 days of the charges falling due; b) You are in breach of Your obligations under this agreement c) if You become insolvent or have a receiver, manager, administrator or liquidator appointed. 1.9.3 This agreement shall automatically terminate if You become insolvent or have a receiver, manager, administrator, or liquidator appointed. For the sake of clarity, termination according to this clause shall be self-executing and not require any action on the part of Wise.NET. 1.9.4 Wise.NET reserves the right to terminate this agreement at any time by giving at least 30 days notice in writing to You. If You are not in breach of any of the terms and conditions of this agreement, any charges paid by You to Wise.NET will be refunded pro-rata to that amount of Your un-used credit. 1.9.5 You may terminate the agreement immediately, however, You will still be liable to pay any charges outstanding. By terminating the agreement You forfeit any claim to any refund of any charges whether paid or outstanding. 1.10 UPGRADES 1.10.1 If the Software Product is labelled as an upgrade or service pack, You must be eligible for the upgrade in order to use the Software Product. 1.10.2 A Software Product labelled as an upgrade or service pack replaces and/or supplements the product that formed the basis for Your eligibility for the upgrade. 1.10.3 You may use the resulting upgrade product only in accordance with the terms of this EULA. 1.11 COPYRIGHT 1.11.1 All title and copyrights in and to the Software Product (including but not limited to any images, photographs, animations, video, audio, music, text, objects, and ‘applets’ incorporated into the Software Product), the accompanying printed materials, and any copies of the Software Product are owned by Wise.NET Information Systems. Copyright laws and international treaty provisions protect the Software Product. Therefore, You must treat the Software Product like any other copyrighted material except that You may install the Software Product on a single server provided You keep the original solely for backup or archival purposes. You must not copy the printed or electronic materials accompanying the Software Product. 1.12 MARKETING 1.12.1 The Client agrees that Wise.NET may use the Client’s name, logos, domain names and trademarks for the following purposes (where applicable): • Use on Wise.NET’s web site • Use in Wise.NET’s written documentation e.g. Prospectus, marketing and promotional material • Data Centre signage to indicate Client’s computers and racks 2 Express Limited Warranty 2.1 EXPRESS LIMITED WARRANTY 2.1.1 Wise.NET Information Systems warrants that The Software Product will perform substantially in accordance with the accompanying Product Manual(s) during the period for which You have paid to license the Software Product. 2.2 CUSTOMER REMEDIES 2.2.1 To the maximum extent permitted under applicable law, Wise.NET Information Systems entire liability and Your exclusive remedy under this warranty is, at Wise.NET Information Systems option, either (a) return of the price paid; or (b) repair or replacement of the Software which does not meet this warranty and which is returned to Wise.NET Information Systems with a copy of Your receipt. This warranty is void if failure of the Software has resulted from accident, abuse or misapplication. Any replacement Software will be warranted for the remainder of the license period. 2.3 LIMITATION OF LIABILITY 2.3.1 To the maximum extent permitted by applicable law, any conditions or warranties imposed or implied by law are hereby excluded. Consumers may nevertheless have the benefit of certain rights or remedies pursuant to the Trade Practices Act and similar state and territory laws in Australia or the Consumer Guarantees Act in New Zealand, in respect of which liability may not be excluded. Insofar as such liability may not be excluded, then to the maximum extent permitted by law, such liability is limited, at Wise.NET Information Systems exclusive option, to either (a) replacement of the Software (and any accompanying hardware supplied); or (b) correction of defects in the Software. 2.4 EXCLUSION OF LIABILITY/DAMAGES 2.4.1 The following is without prejudice to any rights You may have at law which cannot legally be excluded or restricted. You acknowledge that no promise, representation, warranty or undertaking has been made or given by Wise.NET Information Systems (or related company of either) to any person or company on its behalf in relation to the profitability of or any other consequence or benefits to be obtained from the delivery or use of the Software and any accompanying Wise.NET Information Systems supplied hardware, software, manuals or written materials. You have relied upon Your own skill and judgment in deciding to acquire the Software and any accompanying hardware, manuals and written materials for use by You. Except as and to the extent provided in this agreement, neither Wise.NET Information Systems nor any related company will in any circumstances be liable for any other damages whatsoever (including, without limitation, damages for loss of business, business interruption, loss of business information or other indirect or consequential loss) arising out of the use, or inability to use, or supply, or non-supply, of the Software and any accompanying hardware and written materials). Wise.NET Information Systems total liability under any provision of this agreement is in any case limited to the amount actually paid by You for the Software and/or Wise.NET Information Systems hardware. 3 Notices 3.1 This agreement should be read in conjunction with the Wise.NET Application Hosting Agreement if Wise.NET Information Systems is Hosting the Software Product on Your behalf. 3.2 Wise.NET Information Systems reserves the right to change this agreement. Wise.NET Information Systems will notify You 30 days prior to the changes being in effect. You continued use of the Software Product after this date constitutes Your acceptance of terms and conditions of the new agreement 3.3 This agreement is governed by the laws of Australia. 3.4 This agreement supersedes any other agreement between the End User and Wise.NET Information Systems.
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