Last updated: December 2020
These Member Terms (‘Terms’) apply to all Members of this Website. In signing up for any membership of our Website, you agree to be bound by these Terms as well as any and all general Terms and Conditions posted on our Website from time to time. We may modify and update these Terms at any time, without notice. You need to ensure you review the Terms from time to time. By continuing to use the Website after any update to these Terms, you agree to the updated Terms. If you do not agree to these Terms, then you must stop using the Website immediately.
‘Website’ means www.esgbio.com
‘Content’ means any and all material, links, words, images, videos, techniques, ideas, recommendations, comments, posts and other information posted on or through the Website.
‘Member’ means a member of the Website who has access to the Content and products and services that may be on or offered through the Website from time to time.
‘We’, ‘our’ and ‘us’ means ESGBIO PTY LTD (ACN 646 604 542) trading as ESGBIO.COM (ABN 54 399 096 755) and includes officers, representatives, employees and contractors.
‘You’ means the Member of the Website.
2. HOW IT WORKS
2.1. We provide the Website to facilitate sharing of information amongst Environmental, Social and Governance professionals across the global financial community.
2.2. We provide the Website to enable these professionals to create professional profile pages, to follow other industry colleagues, and to post relevant articles and commentary.
2.3. In order to access the features of the Website, you are required to register as a Member and to agree to these Terms.
3. LICENCE TO USE PLATFORMS
3.1. Subject to these Terms, we grant you a licence to use the Website. The licence created under these Terms is non-exclusive, limited, non-transferable, worldwide and revocable.
3.2. You may not use the Website for any purpose other than in accordance with the licence that is provided under this clause, and this licence to use the Website terminates upon your cessation of use of the Website or upon termination of these Terms.
4.1. You will not share your password or login details with any other person.
4.2. You will not transfer, sublicense or grant access to any of our Content or the Website to any other person, company or business, except as agreed in these Terms.
4.3. You will not share, recreate or otherwise reproduce any Content or anything else provided on or provided through our Website, or otherwise transmitted to you by us, except as agreed in these Terms and as intended. No reproduction, distribution or transmission of the copyrighted Content is permitted without our written permission.
4.4. You warrant that you have the full legal capacity and authority to agree to these Terms on behalf of yourself and (if applicable) your organisation.
4.5. You will not sell, resell, share or otherwise provide any Content in any way, manner, medium to any third party, or create derivative works from the Content.
4.6. You will not transmit any viruses, malware, worms, etc. of any kind and that you will not upload, post, host or transmit unsolicited material or messages to the Website.
4.7. You will keep your contact, payment and other information updated.
4.8. You will use our Content and Website in good faith and will not manipulate, alter, circumvent or in any way use our Content or Website in an unlawful manner or for unlawful means, whether directly or indirectly.
5. WEBSITE RULES
By using our Website and contributing any Content to our Website, or participating in any comments or forums, you agree:
5.1. Any Content you provide to our Website will abide by our Terms and will be made in the spirit, culture and ethos of the Website;
5.2. You agree you will only post correct, accurate Content in good faith and will not use aggressive, defamatory, rude, or offensive language. We will not condone bad language nor will we permit false claims, defamation, harassment, fraud, collusion, or other Content that may offend any person, visitor, or other third party. We can at any time, in our sole discretion, remove any Content and block your access to our Website without notice;
5.3. Content is not permitted that:
• encourages illegal intent
• is abusive or malicious against any other participant, our staff or any third party;
5.4. We will also take action, where required, against any person that does not abide by these Terms in relation to Content posted to our Website and where any action is taken against us by any person, visitor or any or third party as a result of your Content;
5.5. You may post recommendations in relation businesses you have used the services of, experiences and other information to the Website. You agree to only do so in good faith, with honest, fair and non-offensive reviews, using appropriate language, truthful descriptions and helpful comments;
5.6. In particular please be respectful and considerate to businesses and other users. Any offensive, abusive, rude, untruthful, defamatory, or otherwise objectionable Content will be immediately deleted and your access to the Website may be cancelled without warning in our sole discretion;
5.7. You understand and agree that we may review and delete any Content, including but not limited to images, messages, photos, profiles or material that in our sole judgment violates these Terms, or that might be offensive or illegal, or that might violate the rights of, harm, or threaten the safety of users. You may be banned from using the Website at any time and in our sole discretion;
5.8. Opinions, advice and all other information expressed by participants in discussions or other Content are those of the author and not of us or anyone associated with our Website. You rely on any such information at your own risk and need to make your own enquiries before taking any action related to any Content; and
5.9. Any action you choose to take with any other Member or person on or through this Website, including but not limited to the provision of your personal information, telephone, email, arranging a meeting or other activities with anyone on or through the Website is at your own risk. We are at no time responsible for or liable for any action you choose to take under any circumstance.
6.1. The Content and the Website are for educational purposes only, are general in nature only and are not in any way to be construed as individual or personal advice. Any reliance you place on such information is therefore strictly at your own risk.
6.2. The Content does not take into account your individual or business situation or needs. You should, before you act on or use any of the Content, consider the appropriateness of this information having regard to your own personal or business situation and needs.
6.3. You are responsible for consulting a suitable professional before using any of the Content offered online or accessed through our Website or taking any course of action that may directly or indirectly affect you or your business including but not limited to: your health or wellbeing, your business or finances, any tax or legal issues. Our Content and Website are not a substitute for or intended to take the place of proper professional advice.
6.4. We do not warrant, promise or guarantee that any of the Content or use of the Website will produce a particular result. We are only providing general educational information. At no time do we provide any guarantees or warranties in relation to this Content or the Website.
7. CANCELLATION AND TERMINATION
7.1. You are solely responsible for cancelling your membership through the Website or by contacting us.
7.2. We have the right to terminate or suspend your membership and access to the Website, with or without notice for any breach of these Terms or for any reason in our sole discretion.
7.3. We may terminate or suspend your membership if you fail to pay any fees or payments when payment is due.
7.4. We may terminate or suspend your membership if you behave in a way that is risky or seriously inappropriate, if you threaten or harass others, if you act in an improper manner, or if you provide instruction or information to other Members where you are not authorised by us to do so.
7.5. We may terminate or suspend your membership if you are suspected of fraudulent, abusive or illegal activity and we may refer the matter to the appropriate law enforcement authorities.
7.6. Upon such termination, regardless of the reasons, your right to use the Website and our Content immediately ceases and we may immediately deactivate or delete your account and all related information and files. We may also bar you from any further access to our Website and Content.
7.7. We shall not be liable to you or any third party for any claims or damages arising out of any termination or suspension or any other actions taken by us in connection with such termination or suspension.
7.8. If you cancel or we terminate your membership, in accordance with these Terms, we are not obligated to provide any refund of any fees that may have been paid in advance.
8. OTHER ACTION
We reserve the right to take any of the following actions in our sole discretion:
8.1. Monitor, review, edit or delete any Content which you have added, uploaded or posted to the Website, whether or not you have breached these Terms;
8.2. Record any correspondence that takes place on the Website;
8.3. Review any allegations about breaches of these Terms, and determine in our sole discretion whether to take any action in response to those alleged breaches, including removal of any Content in relation to those alleged breaches; and
8.4. Determine in our sole discretion whether to terminate your or another user’s access to any particular section or sections of the Website.
9.1. You use the Website and the Content at your own risk.
9.2. You take full responsibility and assume all risk for making any decision based on the Content or the Website.
9.3. You agree and acknowledge that we are not liable for any direct, indirect, consequential or incidental loss, damage or injury which may result from your use of or reliance on information on our Website, the Content or any information contained on it or linked to it. For the sake of clarity, in no event will we be liable for any consequential, indirect, incidental or special damages of any kind including any damages for loss of revenue, profits, interruption of business, injury or damage to person or property.
9.4. Our liability is governed solely by the Australian Consumer Law and these Terms. We exclude all conditions and warranties implied by custom, law or statute except for your statutory rights.
9.5. Except for your statutory rights, all goods and services are provided to you without warranties of any kind, either express or implied; and we expressly disclaim all warranties of any kind including but not limited to implied warranties that the Content or the Website will be provided with due care and skill and fitness for a particular purpose.
9.6. When your statutory rights do apply, to the extent possible, our liability in respect of any claim is limited to, at our option, the supply of any services again or the payment of the cost of having any services supplied again.
9.7. In the event of any successful claim, our liability is limited to the amount of any fees last paid by you to us.
9.8. Our failure to exercise or enforce any right or provision of these Terms shall not constitute a waiver of such right or provision.
10.1. You agree to defend, indemnify and hold us and our officers, directors, employees, contractors, members, agents and licensees harmless from and against any and all claims, charges, actions, liabilities, investigations, demands and similar including but not limited to any costs, losses, damages whether direct, indirect, consequential or special.
10.2. This indemnity includes all legal fees resulting from your breach of our Terms, as well as any third party claims including but not limited to claims by your family or relatives, any claims in relation to any Content you may post on the Website, any copyright infringement claims directly or indirectly related to your Content, any claims in relation to any activity you may engage in through any use of our Website or Content, and any claims in relation to your use of the Website or Content.
11.1. No agency, partnership, joint venture, or employment is created as a result of these Terms, and you do not have any authority of any kind to bind us in any respect whatsoever.
12. INTELLECTUAL PROPERTY
12.1. All custom graphics, icons, logos and service names are our registered trademarks, copyright, trade or service marks.
12.2. All other trademarks or service marks within the Website are the property of their respective owners. Nothing in these Terms grants you any right to use any trademark, service mark logo, our name or the name of any advertisers or other Members, or any other Content.
12.3. You are solely responsible for obtaining written permission before re-using any copyrighted material that is available on the Website. Any unauthorised use of the Content appearing on the Website may violate copyright, trademark and other applicable laws and could result in criminal or civil penalties.
12.4. By submitting any Content to the Website, you represent that you have the ownership rights and title to this Content, and you have the right to publish it. You also represent that you are not breaching any regulations, restrictions or third party rights.
12.5. By posting any Content on the Website, you authorise us to use, reuse and to grant others the right to use and reuse the said Content and any reproduction or similar in any form of media or technology for any purpose we may choose.
13. CHANGES TO WEBSITE
13.1. You acknowledge and agree that we may, in our sole discretion, vary, alter, amend, change or update the Website at any time.
13.2. You acknowledge, agree and accept that the Website may be unavailable from time to time (whether it is unavailable due to maintenance or for any other reason).
13.3. You acknowledge, agree and accept that we take no responsibility for, and to the maximum extent permitted by law we shall not be liable in any way for, the Website being temporarily unavailable, whether due to reasons within our control or not.
14. CHANGES TO TERMS
14.1. You hereby acknowledge and agree that these Terms may be varied or amended from time to time in our sole discretion. If you continue to use the Website following any such variation or amendment you will be deemed to have confirmed and agreed to the new Terms as varied or amended.
14.2. You agree to routinely monitor these Terms and to refer to the effective date posted at the top of these Terms in order to monitor any modifications or variations. You further agree to clear your cache when doing so in order to avoid accessing a prior version of these Terms.
14.3. In the event that you fail to monitor any modifications to or variations of these Terms, you agree that such failure shall be considered an affirmative waiver of your right to review the modified or varied Terms.
15. CONSENT TO DATA USE
15.1. You hereby agree that we may collect, monitor, review, analyse, use, share or sell to third parties, data or information we collect from your use of the website or associated services
16.1. Through your use of the Website, you may provide us with some of your personal information. By using the Website, you authorise us to use your information in Australia and any other country where we operate.
16.2. We take our privacy obligations very seriously. We may use the information we collect about you to maximise the services that we provide to you and to improve the Website. We respect the privacy and confidentiality of the information provided by you and adhere to the Australian Privacy Principles.
16.4. You must, and must ensure that your officers, employees, agents and sub-contractors, comply with the Australian Privacy Principles and other applicable laws in respect of any personal information collected by you through the website or the associated services.
17.1. Through the Website, we may engage in affiliate marketing whereby we receive a commission on or a percentage of proceeds of sales of third party goods and services that occur through our Website.
17.2. Through the Website, we may accept advertising and sponsorships from commercial businesses whereby third parties pay us to advertise on the Website, or we may receive other forms of advertising compensation.
18. THIRD PARTY LINKS
18.1. You hereby acknowledge that we may from time to time include links or references to other websites or apps, other content or other materials (hereinafter ‘Third Party Links’), none of which are controlled by us.
18.2. You hereby acknowledge that these Third Party Links are provided for your information only and that we do not make any representations, warranties or guarantees as to the accuracy, completeness, performance, reliability, timeliness, quality or suitability for a particular purpose of these Third Party Links. We do not endorse, approve or support these Third Party Links. You use the Third Party Links at your own risk.
19. NO WAIVER
19.1. None of our powers or rights created under these Terms shall be deemed to have been waived by any act or acquiescence of us. Our powers or rights under these Terms may only be waived by us in writing. No waiver by us of any power or right under these Terms shall constitute a waiver of any other power or right or of the same power or right on a future date. Our failure to enforce any provisions of these Terms shall not constitute a waiver of such provision or any other provision.
20.1. If any provision of these Terms is held to be unenforceable, then these Terms will be deemed amended to the extent necessary to render the otherwise unenforceable provision, and the rest of these Terms, valid and enforceable. If a court declines to amend these Terms as provided herein, the invalidity or unenforceability of any provision of these Terms shall not affect the validity or enforceability of the remaining provisions, which shall be enforced as if the offending provision had not been included in these Terms.
21. GOVERNING LAW
21.1. These Terms are governed by the laws of New South Wales, Australia which are in force from time to time and both you and we agree to submit to the non-exclusive jurisdiction of the Courts of New South Wales, Australia for determining any dispute concerning these Terms.
22. CONTACT US
22.1. You may contact us about these Terms at firstname.lastname@example.org or Level 13, 50 Carrington Street, Sydney NSW 2000, AUSTRALIA