Last Updated: 28/09/2024
1. Introduction, Acceptance, Definitions, and Modifications:
Welcome to Aerotalon! We’re excited to have you with us and hope you find Aerotalon’s services valuable for your business needs, whether you're visiting our websites at https://aerotalon.com or https://app.sarrms.com (the "Websites") or using our apps or software as a service.
By accessing Aerotalon’s services, including our Websites and the SARRMS app, you agree to abide by these Terms of Service (the"TOS"), along with any related policies or additional terms specific to the products or services you use. If you do not agree to the TOS in full, you are not permitted to use the services. The TOS form a legally binding agreement between you and Aerotalon.
We reserve the right to modify or update the TOS at anytime, without prior notice. Changes will be posted at this URL, and it is your responsibility to review the TOS periodically. Continued use of our services following any changes signifies your acceptance of the updated terms. Should any changes significantly alter your legal relationship with Aerotalon, we will make reasonable efforts to notify you, such as by displaying a prominent notice when you next use the services.
If you find any changes to the TOS unacceptable, you may discontinue use of Aerotalon, cancel your subscription, or terminate your account in accordance with the TOS. Continuing to use Aerotalon after revised terms take effect constitutes your acceptance of the updated agreement.
By accepting the Aerotalon Terms, you are granted a limited, non-exclusive, and revocable license to access and use Aerotalon until your account is terminated. Access to certain features may depend on the Subscriptions and features agreed upon with you or your Workspace.
2. Definition of 'You':
When we use the terms 'you' or 'your' in these TOS, we are referring to any of the following types of users and customers:
- If we need to specify a particular type of user or customer, we will use one of the following terms instead of 'you':
User: Any individual who accesses or uses Aerotalon.
Workspace User: A User who is associated with a Workspace account, such as a employee or account administrator.
Workspace: A business or organization that accesses or uses Aerotalon.
Paid Workspace: A Workspace that has activated paid features of Aerotalon or to which we provide other paid products or services.
Trial Workspace: Workspace with a one-time temporary or one-time trial access to Aerotalon's paid features for a period of 30 days.
3. Additional Definitions:
In these TOS, the following terms in bold or listed below have specific meanings:
Customer Agreement: Any written agreement between us and a Workspace regarding its and its Users' use of Aerotalon
Aerotalon: Refers to the Aerotalon Websites, the SARRMS Websites, mobile applications such as SARRMS, and all related services, content, Subscriptions, accounts, benefits, and offers available through or described on the Aerotalon Websites, mobile applications, or platform, or as agreed upon between you and us. This term also includes #J PTY LTD (ABN 26 645 910 989) and/or its affiliates, as well as their respective shareholders, officers, directors, employees, agents, partners, principals, representatives, successors, and assigns (collectively, “Representatives”)
Business Day: means a day on which banks are open for general banking business in Victoria, Australia excluding Saturdays, Sundays and public holidays
Aerotalon Terms: These Terms of Service, any Feature-Specific Terms, your Customer Agreement, and any other terms, conditions, or policies applicable to your use of Aerotalon and any other products or services we provide
Aerotalon Websites: Any websites operated by us or providing features of Aerotalon, including the Aerotalon website at aerotalon.com (and all subdomains) and the SARRMS website at sarrms.com (and all subdomains)
SARRMS Websites: Any websites operated by us or providing features of Aerotalon, including the SARRMS website at sarrms.com (and all subdomains)
Intellectual Property Rights: Includes all patents, trademarks, service marks, trade names, domain names, registered designs, unregistered design rights, copyrights, trade secrets, know-how, confidential information, URLs, and all other intellectual property rights, whether registered or unregistered, along with any applications or rights to apply for any of these
Subscriptions: Access to Aerotalon or certain features of it offered on a recurring paid subscription basis.
Your Data: Refers to the data, information (including personal data), or content you enter or upload to Aerotalon, or otherwise provide to us. This includes data, information, or content provided by you or your Workspace Users.
Person / People: references to a person includes any company, partnership, joint venture, association, corporation or other body corporate and any governmental agency as well as an individual
The use of terms such as "like," "include," "for example," or similar expressions in these TOS is for illustrative purposes only and does not limit the scope of what else may be included
4. General Code of Conduct for Use of Aerotalon:
By using Aerotalon’s services, you agree to the following conduct guidelines, in addition to any other rules outlined in these TOS:
Compliance with Terms: You must not use the Services in any way that violates these TOS or any other applicable policies posted by Aerotalon
Intellectual Property: You must not use the Services in any manner that infringes upon Aerotalon’s intellectual property rights or those of any third party
Spam Prevention: You must not use the Services to send spam, including unsolicited advertising, bulk emails, or messages, or link to spam or phishing websites
Malicious Code: You must not use the Services to distribute software viruses, Trojan horses, worms, or other harmful code designed to disrupt, damage, or interfere with the proper functioning of any software, hardware, or systems, whether they belong to Aerotalon or a third party. Unauthorized access to data, passwords, or other information is strictly prohibited
Infrastructure Burden: You must not take actions that place unreasonable or disproportionate burdens on Aerotalon’s infrastructure or that of third-party providers. This includes interfering with the proper functioning of the Services, bypassing security measures, using automated processes to scrape data, or unreasonably harvesting content
Blocking Promotions: You must not interfere with, remove, or block any advertising or promotions in connection with the Services
Privacy Violations: You must not collect third-party information, whether personal or otherwise, through the Services in violation of Aerotalon’s Privacy Policy
Unauthorized Advertising: You must not use the Services to promote or advertise products or services without prior written approval from Aerotalon, unless explicitly allowed under these TOS
Interference with Others: You must not interfere with another user’s access to or enjoyment of the Services
Unlawful Activities: You must not engage in, promote, or encourage any conduct that is unlawful, illegal, fraudulent, harmful, or that could result in criminal or civil liability
Prohibited Actions: You must not attempt or encourage others to engage in any actions that are prohibited under these guidelines
Good Faith Use: You must use the Services in good faith and comply with all applicable local, state, national, and international laws
Tampering or Hacking: You must not tamper with or hinder the operation of Aerotalon, including uploading content that contains viruses or malicious code, or making unauthorized modifications to the platform
Unauthorized Access: You must not decompile, reverse-engineer, disassemble, rent, sublicense, or tamper with any part of Aerotalon.
Security and Integrity: You must not undermine the security or integrity of Aerotalon’s systems or networks
Account Misuse: You must not use another user’s account without permission
Accurate Information: You must ensure that any information you provide to Aerotalon is accurate, complete, and not misleading
Account Security: You are responsible for keeping your account login details, including usernames and passwords, secure. You are accountable for any use of your login credentials
Data Ownership: You must own or have permission to provide any data (including personal data) that you upload or enter into Aerotalon
User Access Control: You are responsible for managing which users have access to your account and for defining each user’s level of access. Aerotalon is not responsible for any misuse or unauthorized access to your data by your organization’s users
Workspace Responsibility: Workspaces are responsible for ensuring that all users comply with these conduct guidelines
5. Accounts and Passwords:
In order to be able to use the Services, you will be required to create an account and an organisation workspace. Accounts are available to any individual or business who signs up for an account on the Website. Accounts & Organisations may be approved or rejected by Aerotalon, which shall be at our sole discretion.
To create an account, you need to provide your name, company name, company ABN, phone number & email address. This information may be collectively referred to in the present TOS or the Privacy Policy as "Account Information". By submitting Account Information, you affirm its truth and accuracy. Submitting false or misleading Account Information may result in your banning from Aerotalon, at our discretion.
All accounts, require a minimum of 8-character passwords. It is your responsibility to generate a robust password, resistant to easy discovery by third parties. You are responsible for maintaining password confidentiality and for all activities that occur under your account, whether by you or any third party. You agree to immediately notify us of any unauthorized use of your account or any other breach of security regarding your account. You will be able to change your password at any time
For logged-in users, it is recommended to log out after each session and avoid leaving your account unattended while logged in. Aerotalon and its Representatives are not liable for any losses or damages, whether direct or indirect, financial or non-financial, resulting from your failure to log out, leaving your account unattended, or a third party accessing your account using your account information. We disclaim any responsibility for such occurrences.
Aerotalon reserves the right to suspend or terminate User Accounts, at its sole discretion, at any time if Aerotalon reasonably believes:
you're in breach of these TOS, which includes but is not limited to, violating our Acceptable Use Policy,
your use of Aerotalon would cause a real risk of harm or loss to use or other users, or
you don't have a Paid Workspace
6. Invoices, Payments of Fees, Subscription Term / Auto Renewal:
Upon creating an account, you will be prompted to create your first Workspace, with the flexibility to create unlimited Workspace’s. Within each workspace, customization of your configuration is possible, subject to the limitations of your selected Subscription.
To process your Subscription Fee payment, you must provide a valid payment method and accurate billing information. By submitting this payment information, you authorize us to charge any fees incurred through your account to the specified payment method. If a payment is missed, we reserve the right to suspend your access to Aerotalon until the payment is received.
Unless otherwise stated, all fees are exclusive of sales taxes (like GST and VAT) and any other applicable taxes and duties. You are responsible for paying us the amount of any such taxes or duties that apply.
First-time Workspace’s are eligible for a one-time Trial Workspace, offering most features of the highest-level Subscription. After the trial, your account will be automatically terminated unless you choose and pay for a specific Subscription.
At Aerotalon’s sole discretion, new features may be released in connection with a specific plan. If you're subscribed to the plan, you'll automatically access these features. Otherwise, an upgrade is required.
At the end of your Subscription Term, your Subscription will automatically renew for successive one-month periods unless you cancel it at least 30 days prior to your next renewal date.
For example, if you cancel your Subscription partway through a month and are beyond any minimum Subscription Term agreed upon, your Subscription Fee will be due for the month in which you cancel, as well as the following month. Your access to your Paid Organisation account and its features will continue until the end of that following month. Payments are due monthly for all Subscription Terms and Subscription’s unless otherwise agreed in writing.
By selecting a Subscription, you authorize Aerotalon or Stripe to charge your payment method each month. In addition to the monthly fees for your selected Subscription Term, you may incur additional charges for add-ons beyond what is included in your Subscription, such as Payment Processing Fees, Transaction Fees, SMS Charges, and Email Charges. These additional fees will be added to your regular monthly charges.You may agree to a minimum term with us. If you do, then you cannot cancel your Subscription before the end of that minimum term.
You may cancel or downgrade your Subscription by contacting us, in which case:
- you will not be entitled to any credits or refunds in respect of any Subscription Fees you have already paid; and
- In the event of cancellation, you will no longer have access to Aerotalon after the end of your Subscription Term.From time to time, we may change the fees that apply to your use of Aerotalon or any other products or services we provide to you. We will follow the process in the ‘Changes to the Aerotalon Pricing’ clause for any such changes.
7. Your Data:
We do not claim ownership of Your Data. However, you grant us a license to use, copy, store, transmit, analyse, and back up Your Data for the purpose of providing Aerotalon & related services. This includes making improvements to the platform, conducting data analytics using de-identified aggregated data, communicating with you about Aerotalon and our services, and sending you information that may be of interest to you.
Workspace’s also own any information relating to current or former Workspace Users.
You agree to adhere to any reasonable data privacy and security policies and standards applicable to your use of Aerotalon, which may be communicated to you periodically.
You must have the necessary rights to upload or otherwise provide Your Data to us. If you enter or upload another person's personal information, confidential information, or intellectual property to Aerotalon, you are responsible for obtaining all necessary consents and for complying with any applicable laws regarding the collection and use of that information. This is required to enable us to store and utilize Your Data in order to provide Aerotalon services, as permitted by the Aerotalon Terms. Workspace’s are also responsible for ensuring that your Workspace Users comply with this obligation.
We are not obligated to monitor Your Data. However, we reserve the right to remove Your Data or suspend or terminate your access to Aerotalon if we reasonably believe that Your Data violates the Aerotalon Terms or any applicable law, or in response to a take-down request or claim that Your Data infringes on another person's rights. We will not be liable for any losses you may experience as a result of actions taken under this clause.
8. Confidentiality:
In these Terms of Service, "Confidential Information" of a party refers to information of a confidential nature, including details about its business, operations, strategy, administration, technology, affairs, clients, customers, employees, contractors, or suppliers. However, it does not include any information that is publicly available, except when made so through a breach of confidentiality.
While using Aerotalon, you may share Confidential Information with us, and you may also become aware of Confidential Information about us. In this context, the party receiving the Confidential Information (either you or us) will be referred to as the "Recipient."
Both you and we acknowledge that a breach of this clause may result in irreparable harm for which monetary damages may not suffice as a remedy. The party whose Confidential Information is disclosed due to any breach of this clause may seek injunctive relief or compel specific performance in addition to any other legal remedies available.
The Recipient agrees to keep the other party's Confidential Information confidential and not to disclose it to any third party. The Recipient must take reasonable steps to protect the other party's Confidential Information from unauthorized access, except in the following circumstances:
To a third party with the prior written consent of the party that owns the Confidential Information, where such consent may be conditional
To the Recipient or its affiliates' officers, agents, professional advisors, employees, contractors, subcontractors, auditors, and insurers, provided these recipients are bound by confidentiality obligations that are at least as stringent as those outlined in this clause
To a governmental, administrative, regulatory, fiscal, or judicial body, department, commission, authority, tribunal, or agency when legally required, provided that the Recipient uses commercially reasonable efforts to notify the other party in writing before the disclosure, if permitted by law
9. Intellectual Property Rights:
#J PTY LTD is the exclusive owner of Aerotalon, except for open-source software components included in Aerotalon, which are governed by their own licenses and are not part of the license granted to you under these Terms of Service.
You acknowledge that:
The Services contain proprietary and confidential information protected by applicable intellectual property and other laws.
Aerotalon, its Representatives, and/or third parties (via license) retain all rights, titles, and interests in the Services and any content accessible through them, including, but not limited to, all Intellectual Property Rights associated with such Services and content.
All rights not explicitly granted under these Terms of Service (TOS) are reserved for Aerotalon and its licensors. The term "Intellectual Property Rights" includes rights under patent, copyright, trade secret, trademark, unfair competition, and other proprietary laws worldwide.
You agree not to:
Copy, sell, resell, license, distribute, transfer, modify, adapt, translate, create derivative works from, decompile, reverse engineer, disassemble, or otherwise attempt to derive the source code from the Services or any content presented or accessible through them, except as expressly permitted by these TOS or the functionalities of the Services.
Take any actions that circumvent or defeat the security measures implemented within any functionalities of the Services.
“Frame” or “mirror” the Services or any content thereof on any other server or internet-enabled device.
Remove, obscure, or alter Aerotalon’s or any third party’s copyright notices, trademarks, or other proprietary rights notices attached to or contained within the Services.
The content, arrangement, and layout of the Services—including trademarks, photos, logos, videos, audio, images, text, and computer code—are proprietary to Aerotalon. Unauthorized use may violate civil or criminal laws, including intellectual property laws, and may result in legal action by Aerotalon. This applies equally to third-party property used in Aerotalon, including but not limited to third-party computer code. The term "computer code" encompasses source code, object code, frameworks, CSS, PHP, JavaScript, and similar files, templates, modules, or any related documentation.
All Intellectual Property Rights in Aerotalon, including copies, modifications, updates or new releases, vest with us or our licensors.
You assign to us any Intellectual Property Rights in suggestions, ideas, enhancement requests, or other feedback you provide to us relating to Aerotalon or any other services we provide. You acknowledge and agree that, by providing any of the above to Aerotalon, you are not entitled to any compensation or reimbursement of any kind from Aerotalon under any circumstances.
Nothing in Aerotalon’s TOS creates an assignment or transfer of any kind of any of our Intellectual Property Rights to you.
10. External Links:
From time to time, Aerotalon may provide links to other websites or services.
Links from the Services may take you to websites or services not covered by these TOS. When you access third party resources on the internet in this manner, you do so at your own risk. Aerotalon provides those links as a convenience to you and Aerotalon takes no responsibility for your use of those other websites or services or protection of your privacy (including collection of your personal information) on those other websites or services.
We encourage you to check the terms of use and / or privacy policy of any website or service you visit. Aerotalon does not make any claim or warranty whatsoever about the content of those websites or services to which we link, or any products or services available through those websites or the third parties operating those websites.
In no way will Aerotalon be held responsible for any damages, direct or indirect, pecuniary or non-pecuniary:
for your use of websites or other services that may be linked to from the Services or the information thereon;
for any virus, Trojan horse, worm or other similar destructive file received as a result of your use of those websites or services;
caused by or in connection with, use of or reliance on any content, or products or services (whether free or for purchase) available on or through any linked-to website or service; or
for the actions of the operators of any such website or service.
Your interaction with linked resources is solely your responsibility, and Aerotalon disclaims any liability for associated damages, whether direct or indirect, pecuniary or non-pecuniary.
11. Interruption of Service:
From time to time, Aerotalon (or any portion thereof) may be unavailable for brief periods of time for maintenance and / or modifications to Aerotalon. While we will endeavour to make this unavailability as brief as possible, Aerotalon and its Representatives shall not be held liable for any losses or damages, pecuniary or non-pecuniary, resulting from the interruption of the normal functioning of Aerotalon, and disclaims any responsibility thereto.
12. Terminations:
You may discontinue your use of Aerotalon at any time by terminating your account, provided that all outstanding payments or obligations under the Aerotalon Terms and/or Customer Agreement have been fulfilled. Each of your Workspace Users will also be terminated.
You may also terminate your Subscription and this agreement at any time by providing written notice if any of the following conditions are met:
• We commit a material breach of the Aerotalon Terms and fail to remedy it within 14 days of receiving notice
• We commit a material breach of the Aerotalon Terms that cannot be remedied
• Our business becomes insolvent, enters liquidation, has a receiver appointed over any assets, makes arrangements with creditors, or faces a similar insolvency event in any jurisdiction
We reserve the right to terminate or suspend your access to Aerotalon, this agreement, and your Customer Agreement (in whole or in part) immediately by providing notice if you (or, if applicable, any of your Workspace Users) do any of the following:
• Commit a material breach of the Aerotalon Terms and do not remedy it within 14 days of receiving notice
• Commit a material breach of the Aerotalon Terms that cannot be remedied
• Fail to pay any fees due under the Aerotalon Terms
• you don't have a Paid Workspace
• Infringe on our Intellectual Property Rights
• Become insolvent, enter liquidation, have a receiver appointed over any assets, make arrangements with creditors, or experience any similar insolvency event in any jurisdiction.
Aerotalon and its Representatives are not liable for any losses or damages, pecuniary or non-pecuniary, resulting from the termination of your access or the termination of the Services.
If we suspend your access to Aerotalon under the Aerotalon Terms:
• You will continue to incur fees (including Subscription Fees) during the suspension period, and you must pay any outstanding fees before we can restore your access to Aerotalon
• Your access will be resumed only after you have satisfactorily resolved the issue that led to the suspension
If your account is terminated, we are not obligated to store or grant access to your data or any part of Aerotalon. However, we will provide reasonable access to your data through exports, at our sole discretion, for up to 45 days following termination.
We may delete or remove any of Your Data stored on Aerotalon three (3) months after the date of termination. We will not be liable for any losses incurred, directly or indirectly, from the loss of Your Data following termination.
13. Disclaimer of warranties:
Except as mandated by applicable law, Aerotalon, along with any Third Party Services included therein and any other services we offer, is provided on an "as is" and "as available" basis.
To the fullest extent allowed by law, we disclaim all express or implied warranties, guarantees, or representations, including but not limited to implied warranties of non-infringement, merchantability, and fitness for a particular purpose.
In instances where non-excludable warranties, guarantees, or rights are provided by law (including those under the Australian Consumer Law), these will remain in effect. The Aerotalon Terms do not serve to exclude, limit, or alter these rights. Our liability for any breach of such non-excludable warranty, guarantee, or right is restricted to (at our discretion) either replacing the relevant service or reimbursing the cost of its replacement, unless otherwise required by law.
While Aerotalon endeavours to provide accurate information through its staff, freelance writers, and subcontractors, changes or errors may occur. Aerotalon and its representatives shall not be held liable for any loss or damage, whether financial or otherwise, arising from changes, errors, or omissions in the information provided by the Services, or from your reliance on such information.
Some of the content displayed on Aerotalon may include elements that belong to or are provided by third parties. You acknowledge that Aerotalon assumes no responsibility for such content.
14. Indemnity:
You agree to indemnify, defend, and hold harmless Aerotalon and its Representatives—including directors, officers, employees, agents, and licensors—from any losses, costs (including legal fees), expenses, demands, or liabilities incurred by us arising out of or in connection with:
Your Use of Aerotalon: Your use of or connection to Aerotalon, the information contained therein, or any information downloaded.
Participation in Activities: Your participation in any activities related to Aerotalon, its information, or downloaded materials.
Violation of Terms: Your violation of, or failure to perform your obligations under, the Terms of Use (TOS) or the Privacy Policy.
Third-Party Rights: Your violation of any rights of a third party.
Third-Party Claims: Any third-party claims against us arising from your (and, if applicable, your Workspace Users’) use of Aerotalon, Your Data, or any third-party services.
Data: Loss or corruption of Your Data; however, we will take reasonable steps to attempt to recover Your Data from our available backups in such circumstances.
PII: Data Protection and Privacy: Your actions related to Personally Identifiable Information (PII), including but not limited to: uploading, storing, transmitting, or sharing of PII (yours or third parties') through the Services; unauthorized access, use, or disclosure of PII due to inadequate account security or credential sharing; claims arising from handling PII without proper consent or in violation of data protection laws; and any non-compliance with applicable data protection laws, regulations, or industry standards in your use of the Services to handle PII.
Compliance with Laws: Any failure to comply with applicable laws and regulations in connection with your use of Aerotalon or the services provided.
Consequential Damages: Any claims or liabilities that arise as a result of your negligence, wilful misconduct, or failure to perform your obligations under the TOS.
Loss of Value: Any losses incurred, including but not limited to loss of goodwill, loss of customers, loss of capital, loss of anticipated savings, legal, tax or accounting compliance issues, damage to reputation, loss in connection with any other contract, or indirect, consequential, incidental, punitive, exemplary, or special loss, damage, or expense.
You will promptly notify us of any claims that could trigger this indemnity and provide us with reasonable assistance in defending against such claims.
For the purposes of this clause, "Personally Identifiable Information" or "PII" means any information that can be used on its own or with other information to identify, contact, or locate a single person, or to identify an individual in context, including payment & health information.
This indemnity obligation shall apply regardless of any other provisions in the TOS and irrespective of any act or omission by Aerotalon or its Representatives.
15. Professional Advice Disclaimer & Content on Aerotalon:
We do not make any representations or warranties, whether express or implied, regarding the completeness, accuracy, reliability, suitability, or availability of the content on Aerotalon for any purpose. Any reliance you place on such information is solely at your own risk.
Please note that no part of Aerotalon is intended to provide professional advice. While we may offer information and tools that we believe may be helpful to you, these should not be considered a substitute for professional advice. We will not be held liable for your use of this information or these tools. It is your responsibility to comply with all applicable laws and requirements related to your business, and you should seek separate professional advice as necessary.
Furthermore, any information or recommendations provided by Aerotalon or it’s employees & directors, whether verbally or in writing, are for informational purposes only and should not be construed as professional advice. We do not guarantee the accuracy or completeness of such information, and you should evaluate its relevance and suitability for your specific situation before relying on it and you should seek separate professional advice as necessary.
16. AI Services:
For the purposes of this section, AI Services refer to any functionalities, features, or offerings within Aerotalon that utilize artificial intelligence technologies, including but not limited to machine learning, natural language processing, and data analytics. These services encompass a wide range of functions within Aerotalon that enhance user experience, automate processes, and provide insights based on user inputs and interactions. AI Services are integrated throughout Aerotalon’s platform to improve functionality and deliver enhanced value to users, leveraging advanced algorithms and models to facilitate meaningful interactions and outcomes.
Aerotalon integrates AI Services as essential components of our core features and offerings. Please note that you cannot opt out of these services. The AI Services are powered by large language models, and the quality of the outputs you receive largely depends on the inputs you provide. You must review the outputs to ensure they meet your needs, as outputs from AI Services may be incorrect, inaccurate, or misleading.
You consent to the processing of personal data for use in AI Services. We analyze user activity and the performance of our AI Services to enhance and develop these offerings, including using personal data for improving outputs and training AI models and machine learning algorithms.
We do not sell your personal data to third parties for AI purposes. To deliver some of our AI Services, we collaborate with third-party providers. By using these services, you consent to the transfer of data you input to our AI technology partners, including our own proprietary AI models. Specifically, we utilize OpenAI and Anthropic as our AI technology partners.
Our AI-powered implementations may involve processing personal data through these AI technology partners to fulfill our contractual obligations to provide implementation services to you as a business customer. Additionally, we may share your personal data with select third-party service providers to facilitate the services you request.
17. Dispute Resolution:
Notwithstanding the arbitration agreement, nothing in this section prevents Aerotalon from seeking injunctive relief (or any provisional remedy) from any court with jurisdiction over the parties and the subject matter related to these TOS and the agreements incorporated by reference. Such relief may be sought in cases involving potential intellectual property infringement, data breaches, or other emergencies where Aerotalon deems monetary damages insufficient. Any relief granted by a court will be temporary and subject to the final decision of the arbitrator(s). The user agrees not to contest Aerotalon’s right to seek such relief and waives any right to pursue similar relief against Aerotalon outside the agreed arbitration process.
A Party must not commence court proceedings relating to any dispute arising from, or in connection with Aerotalon or this TOS (Dispute) without first complying with this clause unless:
that Party is seeking urgent interlocutory relief; or
the Dispute relates to compliance with this clause.
Notwithstanding the existence of a Dispute, the Parties must continue to perform their obligations under this Agreement.
Negotiation
In the event of a Dispute, the Party claiming there is a Dispute must give written notice to the other Party or Parties to the Dispute setting out the details of the Dispute and proposing a resolution (Dispute Notice).
Within 10 Business Days after receipt of the Dispute Notice, each relevant Party must (if applicable by its senior executives or senior managers who have authority to reach a resolution on its behalf) meet at least once to attempt to resolve the Dispute in good faith. All aspects of every such conference, except for the occurrence of the conference, will be privileged.
Mediation
If the relevant Parties are unable to resolve the Dispute with 15 Business Days after receipt of the Dispute Notice, any Party involved in the Dispute may (by written notice to the other Parties) submit the Dispute to mediation administered by the Australian Commercial Disputes Centre (ACDC), with such mediation to be conducted:
- in good faith;
- in English;
- in Victoria; and
- in accordance with the ACDC Mediation GuidelinesThe costs of mediation are to be split between the relevant Parties, provided that each Party will bear its own costs in relation to the mediation.
If the Dispute has not been settled within 45 Business Days after the appointment of a mediator, or such other period as agreed in writing between the Parties, the Dispute may be referred by any Party involved in the Dispute (by written notice to the other Parties) to litigation.
18. Miscellaneous Provisions:
We may feature your logo and company name on the Aerotalon Websites or in our promotional materials. If you wish to revoke this permission, please submit a written request to Aerotalon. We will process your request within 45 days.
The rights granted to you under the TOS are personal and cannot be assigned or transferred without our prior written consent. We will not unreasonably withhold our consent if the assignee agrees to be bound by the TOS and does not present any financial or other risk. You acknowledge that we may assign, novate, or otherwise transfer our rights and obligations under the TOS (in whole or in part) by providing you with notice, and such transfer will not require your additional consent.
If any provision of the TOS or Privacy Policy is found by a court of competent jurisdiction to be invalid, you and Aerotalon nevertheless agree that the court should endeavour to give effect to the parties' intentions as reflected in the provision, and the other provisions of the TOS or Privacy Policy, as the case may be, shall remain in full force and effect.
We operate as independent contractors. Unless explicitly stated otherwise in writing, nothing in the TOS shall be construed as establishing a partnership, joint venture, franchise, agency, fiduciary, or employment relationship between us and you, nor shall it create any other legal association that would grant you the right, power, or authority to bind us or impose any duty or obligation on us.
Aerotalon is responsible for the actions of third parties or any data breaches that occur outside of our direct control. You acknowledge that while we take reasonable measures to protect data, the security of user-uploaded content, including PII, cannot be fully guaranteed, especially against unauthorized access by third parties.
The TOS, in conjunction with the Privacy Policy, constitutes the entire agreement between you and Aerotalon with respect to your use of the Services, superseding any prior agreements between you and Aerotalon
Aerotalon shall not be liable for any failure to perform its obligations under the present TOS where such failure results from any cause beyond Aerotalon’s reasonable control, including, but not limited to, mechanical, electronic or communications failure or degradation, or any force majeure event.
The failure of Aerotalon to exercise or enforce any right or provision of these TOS does not constitute a waiver of such right or provision, which will still be available to Aerotalon.
Aerotalon should not be used exclusively, and contingency planning MUST be put in place in the event of the failure of any part of Aerotalon.
Aerotalon offers no warranty about the availability and accuracy of any information and/or content provided, whether that be from third parties concerning the App and the information contained in the App or from Aerotalon itself. Aerotalon shall have no liability for any inaccuracy or unavailability of information and/or content.
These TOS are governed by the laws of Victoria, Australia, and any disputes will fall under the exclusive jurisdiction of the courts in Victoria, Australia. If you have any concerns or complaints regarding us or Aerotalon, please reach out to support.
Laws may apply to you or to us as a result of your specific location. If this is the case, and if those laws are inconsistent with any part of the TOS, those laws will prevail to the extent of the inconsistency.
Any terms that by their nature should continue to apply after termination of the TOS will continue to apply including, without limitation, the intellectual property provisions, disclaimers, indemnity, and limitations of liability.
You may be opted in for trials, pre-releases or beta features of new products and services. These may be inoperable or incomplete as well as contain errors or bugs. You agree that by opting in for pre-release or beta versions you use these versions at your own risk. Your access to trial, pre-release or beta features are at our discretion without liability to you. You can opt out of pre-releases or beta features by contacting support.
Some features and services offered through Aerotalon are provided by third-party providers. Your use of any Third-Party Services is governed by the additional terms and conditions set forth by those providers. It is your responsibility to review and accept these terms, including how the Third-Party Services may handle Your Data. If you do not agree to the applicable terms and conditions for a Third-Party Service, we reserve the right to suspend or cancel your account or limit relevant functionalities.
We disclaim all liability for any Third-Party Services and for the actions or omissions of any third-party provider. Additionally, we do not endorse, warrant, or make any representations regarding any Third-Party Services.