DAXRM Pty Ltd – Website Terms & Conditions of Use

1. About the Website

WEBSITE TERMS & CONDITIONS OF USE

• Welcome to daxrm.com (the “Website”). The Website provides access to and use of the DAXRM Platform (the “Services”).
• The Website is operated by DAXRM Pty Ltd, ACN 644 083 090. Your access to and use of the Website, along with its associated products or Services, is subject to the following terms and conditions (“Terms”) provided by DAXRM Pty Ltd. Please carefully read and understand these Terms. Your usage of the Website or any Services signifies your acknowledgment, understanding, and agreement to be bound by these Terms. If you disagree with these Terms, you must immediately cease using the Website and any associated Services.
• DAXRM Pty Ltd reserves the right to review and modify these Terms at its sole discretion. Any changes to the Terms will be updated on this page, and reasonable efforts will be made to notify you of such updates. These changes take effect immediately upon publication. We recommend that you retain a copy of these Terms for your records. By continuing to access or use our Services after those revisions become effective, you agree to be bound by the revised terms. If you do not agree to the new terms, in whole or in part, please stop using the website and the Services.

2. Acceptance of the Terms

You accept these Terms by continuing to use the Website. When available in the user interface, you may also accept the Terms by explicitly clicking to accept or agree to them.

3. About the Services

• The DAXRM Platform serves as a Customer Relationship Management (CRM) tool.
• Currently, we offer Basic, Essentials and Enterprise Plan accounts. You acknowledge and agree that the types of accounts offered, and their associated features may change over time. Additionally, separate terms and conditions specific to each account may apply. You will be informed and required to accept these terms before using such an account. These Terms apply unless otherwise specified in account-specific terms.
• Certain accounts may be governed by a separate Software Licensing Agreement with DAXRM Pty Ltd, which may amend the terms of use. These Terms apply unless otherwise agreed or amended by the terms of an applicable Software Licensing Agreement.

4. Acceptable Use of the Services

• The DAXRM Platform, its features, and website must be used in accordance with the law. DAXRM Pty Ltd reserves the right to suspend, cancel, or deny access to users and accounts that:
  • Engage in activities that disrupt the access, availability, and security of the DAXRM Platform and other DAXRM Pty Ltd services, including, but not limited to: – Tampering with, reverse-engineering, or hacking our servers. – Modifying, disabling, or compromising the performance of the DAXRM Platform or other DAXRM Pty Ltd services. – Overloading or attempting to overload our systems with an unreasonably large load that consumes extraordinary resources. – Compromising our system’s integrity by probing, scanning, or testing vulnerabilities unless expressly permitted by DAXRM Pty Ltd.
• Use the Services for illegal purposes or to violate any laws, including data, privacy, and export control laws.
• Stalk, harass, or threaten users or any members of the public.
• Misrepresent or defraud any user or member of the public through phishing, spoofing, manipulating headers or other identifiers, impersonating anyone else, or falsely implying any sponsorship or association with DAXRM Pty Ltd or any third party.
• Access or search any part of the Services or any other service owned by DAXRM Pty Ltd beyond our publicly supported interface, or as allowed by an applicable Software Licensing Agreement.
• Post, upload, share, or circulate content that violates DAXRM Platform’s content policy.

5. Content Policy

• Our Services allow you to post, link, store, share, and otherwise make available certain information, text, graphics, videos, recordings, audio files, documents, and other types of digital media (“Content”). You are solely responsible for ensuring that the Content you post is accurate, lawful, and does not infringe upon the rights of any third party.
• You affirm and warrant that:
  • The Content you submit is yours, or you have obtained all necessary permissions to use it and grant us the associated rights;
  • The Content does not violate any privacy rights, publicity rights, copyrights, contract rights, or any other rights of any person or entity.
• By posting Content, you grant DAXRM Pty Ltd a non-exclusive, worldwide, royalty-free right and license to use, modify, reproduce, display, distribute, and perform such Content in connection with the Services. This license is solely for the purpose of operating, promoting, and improving our Services. You retain all rights to your Content outside of the scope of this license.
• DAXRM Pty Ltd reserves the right to block or remove Content that:
  • is defamatory, abusive, or obscene;
  • is fraudulent, deceptive, or misleading;
  • violates any copyright, trademark, or other intellectual property rights;
  • is deemed offensive or unacceptable at DAXRM Pty Ltd’s discretion; or
  • is required to be removed due to legal or regulatory reasons.
• You acknowledge that DAXRM does not actively endorse any user-generated content. By providing you the ability to view and distribute such content, DAXRM Pty Ltd acts as a passive conduit and assumes no obligation or liability relating to any content or activities on the Services.

6. Security and Data Privacy

• DAXRM Pty Ltd is committed to protecting your data and follows stringent security measures to protect it. We value your privacy, and any information you provide through the Website and/or Services is governed by DAXRM Pty Ltd’s Privacy Policy, which can be found on our Website. This policy offers detailed insights into DAXRM Pty Ltd’s protocols and obligations concerning potential security breaches of DAXRM Pty Ltd’s Platform.
• Upon account creation, you are obligated to provide accurate, complete, and up-to-date information. Any discrepancies or false statements may be deemed a violation of these Terms, which may lead to immediate termination of your account.
• The responsibility of safeguarding your password lies with you. This includes ensuring its confidentiality and any actions that arise from its use, regardless of whether it’s used on our Services or an external platform.
• Password sharing or disclosure to third parties is strictly forbidden. Any security breaches or unauthorized account access must be reported to us without delay.
• When selecting a username, refrain from using another individual’s name, trademarks, or any terms that are either legally protected or inappropriate. This includes names that are deemed offensive, derogatory, or indecent.

7. Data Use

DAXRM Pty Ltd collects, stores, and processes data on DAXRM Platform for the purpose of providing Services and facilitating its business operations. The Privacy Policy explains how your data is collected, stored, and processed by DAXRM Pty Ltd. It also addresses DAXRM Pty Ltd’s processes, policies, and obligations related to data encryption and removal requests.

8. Subscription to Use the Service

• To access the Services, you must purchase a subscription via the Website, referred to as “Subscription”. The applicable fees and detailed inclusions for each subscription type are available on https://www.daxrm.com/pricing/.
• Subscription fees are charged in advance, following the chosen “Billing Cycle”. Depending on the selected payment method, subscriptions will automatically renew at the end of the current cycle for an identical duration. Subscription user will receive a notification at least 14 days prior to any auto-renewal. Should you wish to opt-out of the auto-renewal or make any changes to your Subscription, options can be found in the account settings on the Website.
• To unsubscribe, downgrade to a Basic plan, or close your account, you may log in to your account settings on the Website and select the appropriate option.
• By purchasing the Subscription, you acknowledge and agree that it is your responsibility to ensure that the chosen Subscription is suitable for your needs.
• Before, during, or after purchasing the Subscription, you will be required to register for an account through the Website to access the Services (the “Account”).
• As part of the registration process or continued use of the Services, you may need to provide personal information about yourself, including but not limited to first and last name, and email address. Additionally, when accessing and using the Services, certain data, including cookies, may be automatically collected to enhance your user experience and for analytical purposes.
• You warrant that all information provided during the registration process is accurate, correct, and up to date.
• After completing the registration process, you become a registered user of the Website and are bound by these Terms (“User”). As a User, you will have immediate access to the Services until the subscription period expires (“Subscription Period”).
  • You may not use the Services or accept these Terms if:
    • You are not of legal age to form a binding contract with DAXRM Pty Ltd.
    • You are prohibited from receiving the Services under the laws of Australia, your country of residence, or the country from which you access the Services.

9. Payments

• Subject to the terms of any applicable Software License Agreement, the Subscription Fee may be paid through various/supported payment methods available on the Website, which may change from time to time.
• Payments made during your use of the DAXRM Platform will be processed through third-party applications and services not owned, operated, or controlled by DAXRM Pty Ltd. You acknowledge and agree that DAXRM Pty Ltd is not liable for any losses or damages arising from the operations of third-party payment applications and services. You further acknowledge and warrant that you have read, understood, and agreed to be bound by the terms and conditions of the applicable third-party payment applications and services you use as a payment method for DAXRM Platform services.
• If a request for payment of the Subscription Fee is returned, denied, or remains unpaid for any reason by your financial institution, you are responsible for any associated costs, including banking fees and charges.
• DAXRM Pty Ltd reserves the right to adjust the Subscription Fee. Any changes to the fee will be communicated to subscribers at least 30 days in advance and will only take effect following the conclusion of the existing Subscription Period. Updated fees and subscription details can always be found at https://www.daxrm.com/pricing/.
• If you make any alterations to your subscription, including upgrades or downgrades, charges or credits will be proportionally applied in accordance with the Billing Cycle. In the event of a downgrade, where you have prepaid, the difference will be credited to your account. These credits will automatically offset future invoices for the Services. Should your account have an outstanding credit upon termination or downgrade, you may request a refund for the remaining balance by contacting our support team.
• Downgrading to a lower-tier subscription is subject to meeting the criteria and inclusions of the new plan. For example, if the new plan includes a maximum of 25 accounts and you are currently using 40 accounts, you must remove 15 accounts to meet the criteria of the new plan before the downgrade option becomes available.

10. Refund Policy

• DAXRM Pty Ltd offers refunds in accordance with the Australian Consumer Law and as outlined in these terms and conditions. Any benefits specified in these terms and conditions may apply in addition to your rights under the Australian Consumer Law.
• DAXRM Pty Ltd evaluates refund requests for Subscriptions individually. Refunds are granted at the sole discretion of DAXRM Pty Ltd, typically in cases where technical issues prevent access to the Services or other extenuating circumstances. Refunds are calculated based on the unused portion of the Subscription Fee. For instance, if you’ve used half of your Subscription Period, you’d be eligible for a refund of the remaining half, should your request be approved.

11. Copyright and Intellectual Property

• The Website, the Services, and all related products of DAXRM Pty Ltd are protected by copyright under Australian law and international treaties. Unless otherwise indicated, all rights, including copyright, in the Services and the compilation of the Website (including but not limited to text, graphics, logos, button icons, video images, audio clips, Website code, scripts, design elements, and interactive features) are owned or controlled for these purposes and reserved by DAXRM Pty Ltd or its contributors.
• All trademarks, service marks, and trade names are owned, registered, and/or licensed by DAXRM Pty Ltd, which grants you a worldwide, non-exclusive, royalty-free, revocable license to:
  • Use the Website in accordance with the Terms.
  • Copy and store the Website and the material contained in the Website in your device’s cache memory.
  • Print pages from the Website for your personal and non-commercial use.
• DAXRM Pty Ltd does not grant you any other rights in relation to the Website or the Services. All other rights are expressly reserved by DAXRM Pty Ltd.
• DAXRM Pty Ltd retains all rights, title, and interest in the Website and all related Services. Any actions you take regarding the Website will not transfer any:
  • Business name, trading name, domain name, trademark, industrial design, patent, registered design, or copyright, or
  • Right to use or exploit a business name, trading name, domain name, trademark, or industrial design, or
  • Thing, system, or process that is the subject of a patent, registered design, or copyright (or an adaptation or modification of such a thing, system, or process) to you.
• Without prior written permission from DAXRM Pty Ltd and other relevant rights owners, you may not broadcast, republish, upload to a third party, transmit, post, distribute, show, or play in public, adapt, or change the Services or third-party Services for any purpose unless otherwise provided by these Terms. This prohibition does not extend to materials on the Website that are freely available for re-use or are in the public domain.

12. General Disclaimer

• Nothing in these Terms limits or excludes any guarantees, warranties, representations, or conditions implied or imposed by law, including the Australian Consumer Law, which by law may not be limited or excluded.
• Subject to this clause and to the extent permitted by law:
  • All terms, guarantees, warranties, representations, or conditions that are not expressly stated in these Terms are excluded.
  • DAXRM Pty Ltd will not be liable for any special, indirect, or consequential loss or damage (unless such loss or damage is reasonably foreseeable and results from DAXRM Pty Ltd’s failure to meet an applicable Consumer Guarantee), loss of profit or opportunity, or damage to goodwill arising out of or in connection with the Services or these Terms, whether at common law, under contract, tort (including negligence), in equity, pursuant to statute, or otherwise.
• Use of the Website and the Services is at your own risk. Everything on the Website and the Services is provided to you “as is” and “as available” without warranty or condition of any kind. None of the affiliates, directors, officers, employees, agents, contributors, and licensors of DAXRM Pty Ltd make any express or implied representation or warranty about the Services or any products or Services (including DAXRM Pty Ltd’s products or Services) referred to on the Website. This includes (but is not restricted to) loss or damage you might suffer as a result of:
  • Failure of performance, error, omission, interruption, deletion, defect, failure to correct defects, delay in operation or transmission, interruption to the services, security, availability at any particular time or location, computer virus, or other harmful component.
  • The accuracy, suitability, or currency of any information on the Website, the Services, or any related products (including third-party material and advertisements on the Website).
  • Costs incurred as a result of your use of the Website, the Services, or any products of DAXRM Pty Ltd.
  • The Services or operation concerning links provided for your convenience.

13. Limitation of Liability

• To the extent permitted by law, DAXRM Pty Ltd’s total liability arising out of or in connection with the Services or these Terms will be limited to the resupply of the Services to you or the payment of the cost for such resupply, whichever is the lesser. This limitation applies whether the liability arises under contract, tort, negligence, equity, statute, or otherwise.
• You acknowledge that DAXRM Pty Ltd shall not be liable for any direct, indirect, incidental, special, consequential, or exemplary damages incurred by you, however caused and under any theory of liability, except where such damages arise from a major failure of the Services. This includes, but is not limited to, any loss of profit, loss of goodwill or business reputation, and any other intangible loss.
• DAXRM Pty Ltd may provide links or integrations to third-party websites or services. While we offer these links for your convenience, we are not responsible for the content, privacy practices, or policies of such third-party websites or services. You agree that DAXRM Pty Ltd will not be liable for any loss or damage incurred by you as a result of your use or reliance on these third-party services. We recommend you review the terms and conditions and privacy policies of any third-party sites or services you may access.

14. Termination of Contract

• These Terms will remain in effect until terminated by you or by DAXRM Pty Ltd as outlined below.
• If you wish to terminate these Terms, you may do so by:
  • Not renewing the Subscription before the end of the Subscription Period.
  • Providing DAXRM Pty Ltd with 30 days’ notice of your intention to terminate.
  • Closing your accounts for all Services you use, where DAXRM Pty Ltd has made this option available to you.
• Notices pursuant to Clause 14(b)(ii) should be sent in writing to DAXRM Pty Ltd via the ‘Contact Us’ link on our homepage.
• DAXRM Pty Ltd may, at any time, terminate these Terms with you if:
  • You do not renew the Subscription at the end of the Subscription Period.
  • You have breached any provision of these Terms or intend to breach any provision.
  • DAXRM Pty Ltd is required to do so by law.
  • In the opinion of DAXRM Pty Ltd, the provision of the Services to you is no longer commercially viable.
• Subject to applicable laws, DAXRM Pty Ltd reserves the right to discontinue or cancel your Subscription or Account and may suspend or deny your access to all or any portion of the Website or the Services without notice if you breach any provision of these Terms or any applicable law, or if your conduct adversely affects DAXRM Pty Ltd’s name or reputation or violates the rights of another party.
• The following terms shall apply where Basic Plan User Accounts are suspended:
  • Basic Plan User Accounts that remain inactive for a period of 60 days will be suspended. “Inactivity” is defined as the absence of any login or user activity on the account. Before suspension, DAXRM Pty Ltd will send an email notification 10 days prior to remind users about potential inactivity suspension.
  • After account suspension, Basic Plan users will have 30 days to request the retrieval of their data. To initiate the data restoration, Basic Plan users can follow the instructions provided in their DAXRM Pty Ltd account or contact our support team.
  • The above-mentioned suspension policy does not apply to accounts with active paid subscriptions.

15. Indemnity

You agree to indemnify and hold harmless DAXRM Pty Ltd, its affiliates, employees, agents, contributors, third-party content providers, and licensors from any claims, demands, liabilities, costs, expenses, including reasonable legal fees, arising out of or related to:

• Content you provide, submit, or transmit through the Services;
• Your use of or access to the Website, including any transactions you engage in;
• Any violation of these Terms by you;
• Your breach of any warranties or representations made under these Terms; or
• Any violation of third-party rights by you.

16. Dispute Resolution

16.1. Compulsory:

If a dispute arises out of or relates to these Terms, neither party may commence any Tribunal or Court proceedings regarding the dispute unless the following clauses have been complied with (except where urgent interlocutory relief is sought).

16.2. Notice:

A party to these Terms claiming a dispute (Dispute) has arisen under these Terms must give written notice to the other party detailing the nature of the Dispute, the desired outcome, and the action required to settle the Dispute.

16.3. Resolution:

Upon receipt of the Notice, the parties to these Terms (Parties) must:

• Endeavor in good faith to resolve the Dispute within 28 days of the Notice, through negotiation or other mutually agreed-upon means.
• If, for any reason, the Dispute is not resolved 28 days after the Notice’s date, the Parties must either agree on the selection of a mediator or request the appointment of an appropriate mediator by the Australian Mediation Association.
• The Parties share equal responsibility for the mediator’s fees, reasonable expenses, venue costs, and any amounts requested by the mediator before commencing mediation. Each Party covers their costs associated with the mediation.
• Mediation will be held in Melbourne, Victoria, Australia.

16.4. Confidential

All communications during negotiations related to this dispute resolution clause are confidential and must be treated as “without prejudice” negotiations, as required by applicable evidence laws.

16.5. Termination of Mediation:

If two months have elapsed after the mediation’s start, and the Dispute remains unresolved, either Party may request the mediator to terminate the mediation, and the mediator must comply.

17. Venue and Jurisdiction

The Services offered by DAXRM Pty Ltd are intended for residents of Australia. In the event of any dispute arising from or relating to the Website, you agree that the exclusive venue for resolving any dispute shall be the courts of Victoria.

18. Governing Law

These Terms are governed by the laws of Victoria, Australia. Any dispute, controversy, proceeding, or claim arising from or relating to these Terms and the rights created hereby shall be governed, interpreted, and construed under the laws of Victoria, Australia, without reference to conflict of law principles. The validity of this governing law clause is not contested. These Terms shall be binding on the parties hereto and their successors and assigns.

19. Severance

If any part of these Terms is found to be void or unenforceable by a Court of competent jurisdiction, that part shall be severed, and the rest of the Terms shall remain in force.

20. Service Providers

We may employ third party companies and individuals to facilitate DAXRM’s CRM, Project Management, and Reporting tool for Agencies (“Service Providers”). These Service Providers may provide the Service on our behalf, perform Service-related services, or assist us in analysing how our Service is used. These third parties have access to your Personal Data only to perform these tasks on our behalf and are obligated not to disclose or use it for any other purpose.