Terms and Conditions

Terms and Conditions

Terms and Conditions

Welcome to BIMLOGiQ!

 

Please read this document carefully. It governs Your commercial relationship with Us and sets out legally binding provisions which regulate Your use of Our website and Platform (including any desktop, mobile and plugin versions of it, and any of Our associated smartphone applications) and all of the services that We make available through Our Platform or otherwise provide directly to You.   

Our Disclosures  

Our complete terms and conditions are contained below, but some important points for You to know before You become a customer are set out below:

  • Your Subscription may be subject to a Subscription Period, as set out in Your Platform Account. Without limiting Your rights under the Australian Consumer Law, You may only cancel Your Subscription at the expiry of the Subscription Period.

  • Unless Your Subscription is terminated in accordance with these Terms, Your Subscription will roll over on an ongoing yearly basis.

  • We will handle Your personal information in accordance with Our privacy policy, available at https://bimlogiq.com/privacy-policy

  • You are responsible and liable for the actions of Your Individual Users;

  • Our liability under these Terms is limited the lesser of (a) the aggregate sum of the Fees paid by You to Us in the last 12 months of your Subscription or (b) $1000, and We will not be liable for consequential loss, any loss or corruption of Registered User Data or in respect of any interruption, error or unavailability of the Platform, Platform Services or any Registered User Data. 


Nothing in these terms limit Your rights under the Australian Consumer Law. 

Operative Provisions

1.    Acceptance and modification of these Terms

Operative Provisions

1.    Acceptance and modification of these Terms

Operative Provisions

1.    Acceptance and modification of these Terms

Operative Provisions

1.    Acceptance and modification of these Terms

1.1.     You may only access, browse and use our Platform (including any desktop and mobile versions of it, and any of Our associated smartphone applications) and the services that We make available through Our Platform if You accept these Terms. By accepting these Terms, either by clicking a box indicating your acceptance, or by accessing and browsing Our Platform You agree to be legally bound by, and accept, these Terms and any information linked to these Terms (including Our Privacy Policy). These Terms constitutes our “Agreement” as relates to the Platform and the Services. 


1.2.     If You are accepting these Terms on behalf of a company or other legal entity (whether as authorised employee, agent or attorney), You represent that You have the authority to bind such entity and its Affiliates to these Terms and any Agreement, in which case the terms “You” or “Your” shall refer to such entity and its Affiliates.


1.3.     If You register for a Free Trial You acknowledge and agree that You are bound by these Terms.


1.4.     We may modify these Terms from time to time by reasonable advance notice to You (including by resubmitting revised terms to you for acceptance or notifying You of the update using the email address that You enter into Your Platform Account).If You do not agree to the amendment, You may cancel Your Subscription or Free Trial (where applicable) with effect from the date of the change in these Terms by providing written notice to Us. If You cancel Your Subscription or Free Trial, (a) You will no longer be able to use the Platform on and from the date of cancelation, and (b) if You have paid Fees upfront You will be issued a pro-rata refund having regard to the date of termination and the period for which You have paid. 


1.5.     We will always upload the latest version of these Terms to this webpage.


1.6.     If You do not wish to accept these Terms, You must not and cannot use the website, the Platform or the Services or any part of them.

2.    Definitions and Interpretation

2.1.     Definitions

In these Terms:


Affiliate means any entity that directly or indirectly Controls, is Controlled by, or is under common Control with such party.


Agreement means the agreement between the parties formed under clause 1.1 and includes any schedules or annexures to these Terms as well as any additional or varied terms agreed between You and Us in writing. 


Australian Consumer Law means schedule 2 to the Competition and Consumer Act 2010 (Cth).


Billing Cycle means the frequency at which You will be charged the Fees.


Business Day means Monday – Friday excluding public holidays in NSW.


Business Hours means 9:00am – 5:00pm on Business Days.


Control of an entity meaning means having more than 50% ownership or the right to direct management of an entity.


Data means all works and materials (including without limitation text, graphics, images, audio material, video material, audio-visual material, scripts, software and files).


Fees means the applicable subscription fees payable by You set out in a Platform Services Description or an applicable invoice issued to you by Us.


Force Majeure Event means war, strike, lockout, natural disaster, flood, earthquake, epidemic or pandemic, act of God, riot, national or regional emergency, government action or restrictions or other circumstances beyond Our reasonable control.


Free Trial means a free trial of the Platform or Services offered by Us from time to time.


Free Trial User means anyone using the Platform or Services as part of a free trial offered by Us.


GST has the meaning given by the A New Tax System (Goods and Services Tax) Act 1999 (Cth) (“GST Act”).


Intellectual Property Rights means all copyright, trademark rights, patent rights, and design rights, whether registered or unregistered, and all other rights to intellectual property as defined under article 2 of the convention establishing the World Intellectual Property Organization, and all rights to enforce any of the foregoing rights.


Loss means any damage, loss, liability, cost or expense incurred by a party, notice, entitlement, investigation, claim, action, proceeding, judgment (whether under statute, contract, equity tort (including negligence, indemnity or otherwise) or demand made against a party, however arising and whether present or future, fixed or unascertained, actual or contingent and whether involving a third party or a party to these Terms or otherwise.


Moral Rights has the meaning given in the Copyright Act 1968 (Cth). 

Non-Excludable Guarantee means a non-excludable guarantee implied by the Australian Consumer Law.


Personal Information has the meaning given in the Privacy Act 1988 (Cth).


Personal Property Securities Register means the Personal Property Securities Register established under the Personal Property Securities Act 2009 (Cth).


Platform means the "Bimlogiq" website and Platform owned and/or provided by Us, the homepage URL of which is https://bimlogiq.com/ and also includes the Platform Services and any content, images, text and other information appearing on any page or screen of the website and Platform and any source code and object code in the Platform, and also refers to any desktop and mobile versions of the website and Platform and any of Our associated smartphone applications.


Platform Account means Your account on the Platform that is setup when You register on the Platform or subscribe to the Platform Services.


Platform Services means the services made available via the Platform from time to time including but not limited to Smart Annotation, Schematic Tools and Snip Tool. 

Platform Services Description means the Platform Services as set out at https://bimlogiq.com/.


Privacy Policy means Our Privacy Policy located at https://bimlogiq.com/privacy-policy.


Registered User means as set out in clause 5.1.


Registered User Data means as set out in clause 8.1.


Service(s) means any Platform Services, or other services provided by Us to You as agreed in writing between You and Us.


Service Data means Data or Intellectual Property Rights generated by Us while providing the Services.


Subscription means the subscription plan You sign up for when You register for a Platform Account.


Tax Invoice has the same meaning as in the GST Act.


Terms means the terms and conditions set out on this webpage as amended by Us from time to time.


Third Party Services means any hosted, cloud or software-based services provided by any third party that are or may be integrated with the Platform from time to time in circumstances where the You must, in order to activate the integration, have an account with the relevant services provider or obtain activation or access credentials from the relevant services provider.


We, Our and Us means Bimlogiq Pty Ltd (ACN 639 389 727).


You means you, the person who utilises or receives the Services or accesses the Platform for any reason, whether or not You are a Registered User of the Platform.

2.2.  Interpretation

In these Terms:


(a)        Headings and underlinings are for convenience only and do not affect the construction of these Terms.


(b)       A provision of these Terms will not be interpreted against a party because the party prepared or was responsible for the preparation of the provision, or because the party's legal representative prepared the provision.


(c)        Currency refers to Australian dollars.


(d)       A reference to a statute or regulation includes amendments thereto.


(e)       A reference to a clause, subclause or paragraph is a reference to a clause, subclause or paragraph of these Terms.


(f)         A reference to a subclause or paragraph is a reference to the subclause or paragraph in the clause in which the reference is made.


(g)       A reference to time is to time in NSW.


(h)       A reference to a person includes a reference to an individual, a partnership, a company, a joint venture, government body, government department, and any other legal entity.


(i)         The words "includes", "including" and similar expressions are not words of limitation.

3.    Platform Registration

3.1.  We reserve the right to accept or reject any person's registration on the Platform in Our absolute discretion.


3.2.  Free Trial Users may sign up via the Platform or an applicable third party platform that includes a plugin for the Platform Services.


3.3.  If You submit an application to register on the Platform, You:


(a)      will be deemed to have irrevocably warranted that during the application process You provided truthful and accurate information only;


(b)     will be deemed to have irrevocably warranted that You applied for registered on the Platform on behalf of and with the authority and consent of any business entity that you entered into the Platform Account registration form;


(c)      will be deemed to have irrevocably agreed to be jointly and severally liable for any breach of these Terms by that business entity.


3.4.  You must ensure that You provide a valid email address at the time of registration.


3.5.  We reserve the right to send an email to You with a hyperlink which requires You to verify that You are the owner or operator of the email address entered by You during registration and to cancel/not approve Your registration on the Platform if Your rights to the email address are not so verified, or where You do not satisfy any of Our other eligibility criteria.


3.6.  If any of Your contact details or other information which You provide during the application process change, You must promptly update those details in Your Platform Account with Your up-to-date details and information.


3.7.  Your registration may be linked to a third party platform account registered to You, including but not limited to Autodesk. Where We are required to link Your Platform Account to a third party platform, You grant Us the right to authenticate Your by all means necessary including via Your Autodesk user name and user ID.


3.8.  You must not provide Your Platform Account name or the password for Your Platform Account to any person. You agree and acknowledge that You shall be solely responsible for the confidentiality of Your username and password and any use of Your Platform Account (including unauthorised use).


3.9.  You must immediately notify Us if You become aware of any unauthorised use of Your Platform Account.


3.10.           You may cancel Your registration on the Platform at any time. You will not be entitled to any refund if You cancel Your account in accordance with this clause 3.10.

4.    Integrations with Third Party Services

4.1.  The Platform may be integrated with certain Third Party Services and We may integrate the Platform with additional Third Party Services at any time.

5.    Registered User plans and Fees

5.1.  Only users who have a Platform Account, including Free Trial Users ("Registered Users") may access the Platform Services.


5.2.  If You are a corporate entity You may, upon payment of any applicable Fees and approval by Us, include and register nominated individuals (“Individual Users”) to Your Platform Account who may then access the Platform through Your Platform Account.


5.3.  Once registered through your Platform Account, each Individual User becomes a Registered User for the purposes of these Terms and each Individual User accepts and is bound by the provisions of these Terms.


5.4.  Notwithstanding anything to the contrary in these Terms, You agree that You are solely responsible the actions of any Individual Users accessing the Platform through Your Platform Account.


5.5.  You agree and acknowledge that if You become a Registered User You will have a non-exclusive, non-assignable, non-sublicensable, revocable right to access the Platform Services for the purposes expressly described in the Platform Services Description.


5.6.  Each Registered User must pay the fees and charges set out in the Platform Services Description (or as otherwise agreed between Us and the Registered User in writing) for the Subscription, in consideration for the Registered User's subscription to the Platform Services ("Fees”) according to the Billing Cycle and in the manner set out in the Platform Services Description, plus any GST or government tax that is applicable in respect of the supply of the Platform Services to the Registered User. Any applicable GST is payable at the same time as the Fees.


5.7.  If the Platform Services Description specifies a minimum term for any Subscription, then the subscription of a Registered User for the Platform Services is for that minimum term ("Subscription Period”) and, unless otherwise specified in the Platform Services Description, cannot be cancelled or terminated by the Registered User prior to the expiry of the Subscription Period.


5.8.  A Registered User may only access the Platform Services solely for the purpose(s) specified in the Platform Services Description and subject to the provisions set out in the Platform Services Description and in these Terms.


5.9.  Free Trial Users may have limited access to the Platform or Services and such access will only be granted for the duration of the Free Trial or as otherwise determined by Us in our sole discretion.


5.10.           You must pay all costs associated with accessing the Platform, including internet access costs, web browser and computer and smartphone equipment costs, telecommunications costs, data costs and roaming charges, and, if You are a Registered User, Fees.


5.11.         Without limiting Our rights and any other provision of these Terms, if a Registered User fails to pay the Fees in accordance with the requirements of these Terms, We may suspend and/or terminate the Registered User's access to the Platform Services and its Registered User Data hosted in the Platform Services.  At the end of any period of subscription for which You have paid, and subject to the other provisions of these Terms, provided you have submitted a valid payment method to us, Your Subscription will be automatically renewed for recurring yearly periods of time, unless You cancel the Subscription no later than 30 days before the renewal date. We may need to change what is available as part of Your Subscription (for example, the inclusions, exclusions, updated features) from time to time. If We change what is available as part of Your Subscription, We will provide You with at least 30 days’ notice of the change. After the notice period has lapsed, We will apply the changes to Your Subscription. If the changes affect Your enjoyment of the Subscription, You may cancel your Subscription with effect from the date We apply the changes to Your Subscription by providing written notice to Us. If You cancel Your membership, (a) You will no longer be able to use the Platform on and from the date of cancelation, and (b) if You have paid Fees upfront You will be issued a pro-rata refund having regard to the date of termination and the period for which You have paid.


5.12.           We may need to change the Fees from time to time. If We change the Fees, We will provide You with 30 days’ notice of the change. After 30 days, We will apply the updated Fee to Your Subscription. If the updated Fee is not acceptable to You, You may cancel Your Subscription in accordance with these Terms.

6.    Payment Gateway

6.1.  We utilise a third party payment app called ReCharge, which is connected to third party payment providers such as Braintree and Stripe ("Payment Gateway") to process payments made to Us via the Platform.


6.2.  If You are, or if You become a Registered User, each time You make a payment using the Payment Gateway You will be deemed to have acknowledged, understood and agreed:


(a)      that the Payment Gateway may be affected by delays, defects, faults and/or other matters which render the Payment Gateway unusable. These matters may be caused by factors including technical difficulties with the performance or operation of Our or the Payment Gateway's software or hardware or due to problems or malfunctions with the Internet or other telecommunications networks;


(b)     that except in respect of any Non-Excludable Guarantees, We do not warrant, guarantee or represent that unauthorised access to information and Data cannot occur, and that We are not responsible for the performance or non-performance of the Payment Gateway;


(c)      that You have relied on Your own independent assessment and judgment in determining whether the Payment Gateway meets Your requirements; and


(d)     acknowledged, understood and agreed to comply with the applicable terms and conditions of, and privacy policy of, the relevant Payment Gateway provider (collectively, the "Payment Gateway Agreement").


6.3.  You indemnify Us in respect of all and any Loss We incur as a result of any breach by You of the Payment Gateway Agreement. This indemnity will be proportionately reduced to the extent that We (or our personnel) contribute to the Loss, including Our failure to mitigate such Loss.

7.    Invoice

7.1.  As an alternative to the Payment Gateway You may request of Us to issue you with a Tax Invoice in respect of the Fees (“Invoice Request”).


7.2.  We reserve the right to accept or reject an Invoice Request in our sole discretion.


7.3.  If We reject an Invoice Request You must make payment in accordance with clause 6.


7.4.  If We issue You with a Tax Invoice, You must pay to Us the Fees plus any GST within 14 days of receipt by You of the Tax Invoice.


7.5.  Unless otherwise provided for in writing, You will be responsible, and We will charge You, for any authorisation, administration and/or clearance fees charged by any regulatory authority or other authorizing body in relation to the Services.


7.6.  Interest on overdue Tax Invoices shall accrue daily from the date when payment becomes due, until the date of payment, at a rate of two and a half percent (2.5%) per calendar month (and at Our sole discretion such interest shall compound monthly at such a rate) after as well as before any judgment.


7.7.  In the event that Your payment is dishonoured for any reason You shall be liable for any dishonour fees incurred by Us.

8.    Responsibility for and ownership of Registered User Data

8.1.  If You are a Registered User, We agree that as between You and Us, You own all Data that You upload into the Platform Services ("Registered User Data").


8.2.  You grant Us a worldwide, royalty free licence to use the Registered User Data in connection with the Platform and Platform Services only.


8.3.  You agree and acknowledge that:


(a)      the Platform Services and/or Your Registered User Data may be hosted by Us or Our suppliers on hardware or infrastructure located in or outside the country of origin of the Data;


(b)     We may not own or operate the infrastructure upon which the Platform Services and/or the Registered User Data is hosted; and


(c)      We may share Your Registered User Data with third party platforms, including but not limited to Shopify for the sole purpose of providing You the Services.


8.4.  If You are a Registered User, You warrant, agree and represent that:


(a)      You will only upload, input and transfer Registered User Data into and/or via the Platform Services or disclose Registered User Data to Us, which You are fully entitled and authorised to upload, input, transfer and disclose; and


(b)     Your Registered User Data and Our collection, use, storage and/or disclosure thereof in the course of providing the Platform Services, will not breach any applicable law or right of any person.


8.5.  Each Registered User is solely responsible for the accuracy, legality and quality of all its Registered User Data and for obtaining any permissions, licenses, rights and authorisations necessary for Us to use, host, transmit, store and disclose the Registered User Data in connection with the provision of the Platform Services.


8.6.  If You are a Registered User, except in respect of any Non-Excludable Guarantee, You agree that You, not Us, are solely responsible for backing up and archiving all Registered User Data, , including payment of any applicable Fees.


8.7.  If You are a Registered User, You acknowledge that Your access to Your Registered User Data that is hosted by the Platform Services is subject to Your compliance with these Terms.


8.8.  Except in respect of any Non-Excludable Guarantee, You agree that We are not responsible for any loss, corruption or hacking of any Registered User Data.


8.9.  You represent and warrant that neither the transmission, storage, disclosure, or access to any of Your Registered User Data, through or by means or Our Platform, will infringe, misappropriate, or violate a third party’s the Intellectual Property Rights or other rights or breach any applicable law, regulation, code or standard.

9.    Availability of Platform Services

9.1.  Subject to clauses 9.2, 9.3 and 9.4, while You are a Registered User of the Platform, We agree to use Our best endeavours to procure hosting of the Platform Services and the Registered User Data and to ensure that the Platform Services are available.


9.2.  The availability of the Platform Services to You will be subject, in addition to any other provisions set out in these Terms, to any bandwidth limitations, database size limitations, throughput limitations and other technical and non-technical limitations or restrictions set out in the Platform Services Description, and any planned and unplanned maintenance of the Platform and/or Our hosting providers.


9.3.  You agree and acknowledge that the accessibility and use of the Platform, the Platform Services and the Registered User Data hosted by the Platform Services is highly dependent on the proper function of the Internet and any other computer and telecommunications networks and infrastructure upon which the Platform and/or Platform Services and/or Registered User Data operate, interface with or connect to, and that We are not responsible for any non-performance of the Platform associated with any of those matters.


9.4.  Except in respect of any Non-Excludable Guarantee, We do not guarantee that the Platform, Platform Services or Registered User Data or access thereto will be uninterrupted or error-free and You release and hold Us harmless in respect of any loss and damage that We may incur and/or claims and/or complaints You or your customers may have against Us in respect of any interruption, error or unavailability of the Platform, Platform Services or any Registered User Data.

10.  Usage Restrictions

10.1.           Your licence to use the Platform is limited to one device only. You acknowledge and agree that You must not access or use the Platform on multiple electronic devices, including but not limited to desktops, laptops or tablets, unless otherwise agreed between You and Us. Any unauthorised use of the Platform on multiple electronic devices will be a breach of these Terms.


10.2.           You may not make any use of the Platform except as permitted by these Terms and may not do or authorise the commission of any act that would or might invalidate or be inconsistent with Our Intellectual Property Rights in the Platform. Without limiting the foregoing provisions, You must not, under any circumstances, sell or resell access to the Platform or scrape, republish, mirror or otherwise rent, lend, lease, sell, redistribute, sublicence, copy or duplicate the Platform or any content You obtain via the Platform (other than Your Registered User Data). In addition, You must not, nor may You permit any person to:


(a)           copy, alter, modify, adapt, reproduce, republish, frame, translate, reverse assemble, reverse engineer, reverse compile, transfer, sell, licence, create derivative works from or enhance the Platform and/or any content in the Platform (except any of Your Registered User Data) (except as expressly permitted by the Copyright Act 1968 (Cth));

(b)           do any act that would or might invalidate or be inconsistent with Our Intellectual Property Rights or those of Our licensors;

(c)           use the Platform in any way that infringes Our rights or the rights of any third party;

(d)           use the Platform to create any product or service that competes with the Platform; or 

(e)           take any steps to circumvent any technological protection measure or security measures in the Platform. 


10.3.           You must not use the Platform or any part of the Platform in any way which is in breach of any statute, regulation, law or legal right of any person.


10.4.           You must not use the Platform or any part of the Platform in breach of these Terms. 

11.  Acceptable Use Policy

11.1.      You agree that:


(a)      using the Platform to violate all or any legal rights of any person or company or other entity in any jurisdiction is strictly prohibited by these Terms;


(b)     using the Platform in relation to crimes such as theft and fraud is strictly prohibited by these Terms;


(c)      using the Platform in breach of laws relating to the protection of copyright, trade secrets, patents or other intellectual property and laws relating to spam or privacy and whether such violation is by way of the installation or distribution of "pirated" software or otherwise, is strictly prohibited by these Terms;


(d)     introduction of malicious programs into Our network or servers (e.g., viruses, worms, Trojan horses, e-mail bombs) is strictly prohibited by these Terms;


(e)     revealing Your account password to others or allowing use of Your Platform Account by others is strictly prohibited by these Terms;


(f)       using another person's name, username or password or otherwise attempting to gain access to the Platform Account of any other person is strictly prohibited by these Terms;


(g)     using the Platform to make fraudulent offers of goods or services is strictly prohibited by these Terms;


(h)     using the Platform to carry out security breaches or disruptions of network communication is strictly prohibited by these Terms. Security breaches include, but are not limited to, accessing Data of which You are not an intended recipient or logging into a server or account that You are not expressly authorized to access or corrupting any Data. For the purposes of this paragraph, "security breaches" includes, but is not limited to, network sniffing, pinged floods, packet spoofing, denial of service, and forged routing information for malicious purposes;


(i)       using the Platform to execute any form of network monitoring which will intercept Data not intended for You is strictly prohibited by these Terms;


(j)       using the Platform to circumvent user authentication or security of any of Our hosts, networks or accounts or those of Our customers or suppliers is strictly prohibited by these Terms;


(k)      using the Platform to interfere with or deny service to anyone is strictly prohibited by these Terms;


(l)       using any program/script/command, or sending messages of any kind, with the intent to interfere with, or disable, any person's use of the Platform is strictly prohibited by these Terms;


(m)    sending unsolicited email messages through or to users of the Platform in breach of the Spam Act 2003 (Cth) is strictly prohibited by these Terms;


(n)     using the Platform to send any form of harassment via email, or any other form of messaging, whether through language, frequency, or size of messages is strictly prohibited by these Terms; and


(o)     use of the Platform in breach of any person's privacy (such as by way of identity theft or "phishing") is strictly prohibited by these Terms.

12.  Intellectual Property Rights

12.1.   You agree and acknowledge that these Terms of Use do not transfer or assign any Intellectual Property Rights to You.


12.2.   As between You and Us, We own all Intellectual Property Rights in the Platform and Service Data.


12.3.   You have no rights in the Platform or in any part of it or in any modification or enhancement thereof, other than the rights temporarily granted to You pursuant to these Terms of Use.


12.4.   You agree that any Intellectual Property Rights in any comments that You may provide to Us in connection with the Platform or requests for new Platform features (each, an "Improvement Suggestion") becomes Our sole and exclusive property immediately upon You uploading or posting that Improvement Suggestion to the Platform or otherwise providing the Improvement Suggestion to Us, and You hereby assign all Intellectual Property Rights in all and any such Improvement Suggestions to Us effective as soon as You provide each Improvement Suggestion to Us or upload or post an Improvement Suggestion to the Platform, pursuant to section 197 of the Copyright Act 1968 (Cth) and in equity. You consent to the infringement by Us and any third party We authorise, of all Moral Rights that You may have in any Improvement Suggestions.


12.5.   You must not take any step to invalidate or prejudice Our (or Our licensors') Intellectual Property Rights in the Platform or otherwise. Without limiting the foregoing provisions, You must not register any security interest or purchase money security interest on the Personal Property Securities Register, or otherwise encumber or charge Your rights in respect of Your Registered User Data or with respect to the rights granted to You by these Terms of Use to use the Platform.

13.  Responsibility for third party claims

13.1.   You agree and acknowledge that You are solely responsible for and You indemnify Us in respect of any Loss We may incur in connection with any claims and/or complaints made by any third party where the claim is caused directly or indirectly by Your use of the Platform. This indemnity will be reduced proportionately to the extent We (or our personnel) caused the relevant Loss, including Our failure to mitigate such Loss.

14.  Hyperlinks

14.1.   We do not represent, recommend or endorse any websites to which We have linked from the Platform via hyperlink or otherwise.

15.  Australian Consumer Law

15.1.   Certain legislation, including the Australian Consumer Law (ACL), and similar consumer protection laws and regulations, may confer You with rights, warranties, guarantees and remedies relating to the provision of the Platform by Us to You which cannot be excluded, restricted or modified (Non-Excludable Guarantees).


15.2.   If the ACL applies to You as a consumer, nothing in these Terms excludes Your Non-Excludable Guarantees as a consumer under the ACL. You agree that Our Loss for the Platform provided to an entity defined as a consumer under the ACL is governed solely by the ACL and these Terms.


15.3.   Subject to Your Non-Excludable Guarantees, We exclude all express and implied warranties, and all material, work and services (including the Platform) are provided to You without warranties of any kind, either express or implied, whether in statute, at law or on any other basis.


15.4.   This clause will survive the termination or expiry of these Terms.

16.  Liability

16.1.   Except in respect of any Non-Excludable Guarantees, We do not represent that the information on this Platform is accurate, correct, up-to-date or error free.


16.2.   To the extent possible by law, neither party will be liable for any indirect, special or consequential loss or damage incurred by the other party, including liability for loss of profits, loss of business opportunity, loss of savings, or loss of data.


16.3.   Despite anything to the contrary, to the maximum extent permitted by law:


(a) each party’s liability for any Loss under these Terms and Conditions will be reduced proportionately to the extent the relevant Loss was caused or contributed to by the acts or omissions of the other party or any of that party’s personnel if applicable, including any failure by that party to mitigate its Loss;


(b) our liability for any Loss to You arising from or in connection with these Terms and Conditions is limited to the lesser of (a) the aggregate sum of the Fees paid by You to Us in the last 12 months of your Subscription or (b) $1000.

17.  Termination

17.1.   If You are a Free Trial User, We may terminate Your access to the Platform for any reason by giving You 1 days’ notice.


17.2.   If You are a Registered User and subject to any applicable Subscription Period (clause 5.7), either We or You may terminate Your access to the Platform for any reason by giving the other party 1 days’ notice.


17.3.   An Account will terminate immediately upon written notice by a party (Non-Defaulting Party) if:


(a)      the other party (Defaulting Party) breaches a material term of these Terms and that breach has not been remedied within 10 Business Days of the Defaulting Party being notified of the breach by the Non-Defaulting Party; or


(b)     the Defaulting Party is unable to pay its debts as they fall due.


17.4.   Should We suspect that You are in breach of these Terms, We may suspend Your access to the Platform while We investigate the suspected breach.


17.5.   We may take down the Platform or any part of it or take the Platform or any part of it offline at any time without notice where reasonably necessary to protect Our legitimate commercial interests.


17.6.   Termination of these Terms and access to the Platform does not affect any accrued rights of either party.

18.  Subcontracting

18.1.  Subject to any express restrictions elsewhere in these Terms and Conditions, We may subcontract any of Our obligations under this agreement.


18.2.  We shall remain responsible to You for the performance of any subcontracted obligations.

19.  Notices

19.1.   Any notice issued to You from Us or from Us to You shall be in writing and sent by hand delivery, post or email. Where sent from Us to You, We shall use Your contact details for your Platform Account.


19.2.   You may contact Us or send a notice to Us using Our contact details that are specified on Our website at https://bimlogiq.com/contact.


19.3.   Any notice issued by hand shall be deemed delivered upon delivery.


19.4.   Any notice issued by post shall be deemed delivered 3 Business Days after posting if posted domestically, or 10 Business Days after posting if posted internationally.


19.5.   Any notice issued via email shall be deemed to be delivered upon receipt by the sender of an electronic read receipt or delivery receipt, or upon receipt of confirmation from the recipient that the recipient received the email.


19.6.   We may send You email or other electronic messages concerning Your Platform Account and the Platform from time to time.

20.  General

20.1.   Other rights: All rights not expressly granted to Us in these Terms are expressly reserved by Us.


20.2.   Amendment: These Terms may be amended by Us at any time. If you are a Registered User, We will notify You of the amendments by providing notice in writing or via email (Amendment Notice) and if You do not agree to the amendments You can cancel Your subscription to the Platform Services if the amendment is detrimental to You by providing written notice to us within 7 days of your receipt of the Amendment Notice. If You provide us with that notice, We will refund to You any part of any Service Charges paid by You for access to the Platform Services that You have paid to Us in advance in respect of a period of time that has not expired as at the date of cancellation. 


20.3.   Assignment: You may not assign, transfer, license or novate Your rights or obligations under these Terms without Our prior written consent. We may assign, transfer, licence or novate Our rights or obligations under these Terms at any time, subject to Our Privacy Policy. 


20.4.   Severability: If any part of these Terms is deemed invalid by a court of competent jurisdiction, the remainder of these Terms shall remain enforceable. 


20.5.   Relationship: You and Us are independent contracting entities and these Terms do not create any relationship of partnership, joint venture, fiduciary, or employer and employee or otherwise.


20.6.   Force Majeure: Without limiting this Agreement, neither party will be liable for any delay in performance or breach of this Agreement that arises as a result of a Force Majeure Event.


20.7.   Entire Agreement: Our Agreement, including these Terms, and any information linked to from these Terms constitute the entire agreement between You and Us and to the extent possible by law, supersede all prior understandings, representations, arrangements and agreements between You and Us regarding its subject matter.


20.8.   Jurisdiction: These Terms will be interpreted in accordance with the laws in force in NSW. You and Us irrevocably submit to the non-exclusive jurisdiction of the courts situated in NSW.


20.9.   Publicity: You agree that We may advertise or publicise the fact that You are a user of Our Platform (such as featuring Your logo and company name), including on Our website or in Our promotional material.