Last Updated: 2nd April 2020
The terms and conditions set out below ("Site Terms"), when read together with the Terms of Service above, govern your use of the expert360.com website ("Site"). By using the Site, you must accept and abide by the Site Terms. If you do not accept the Site Terms, you are not permitted to use the Site and you must refrain from using it.
The site is owned and operated by Expert 360 Pty Ltd (ACN 164 920 674) (“Expert360”, “us” or “we”).
If you have any complaints or questions regarding the Site or the Site Terms then please contact us at [email protected]
Expert360 reserves the right to make changes to these Site Terms which will be effective once they are published on the Site. You should revisit this area of the Site regularly to check the terms and conditions.
1. USE OF THE SITE BY YOU
You must use the Site at all times in accordance with these Site Terms.
Notwithstanding anything else in these Site Terms, we may, in our absolute discretion, refuse you or any other person access to part or all of the Site at any time and for any reason.
Expert360 is not an agent for an Expert or Client.
You understand and agree that: (i) Expert360 will not assume any liability with respect to the interactions between Clients and Experts, and (ii) the knowledge, opinions or Posted Content of Experts or Clients is not ours, and we do not endorse them or any other information provided by any user.
Expert360 does not warrant that your use of the Site will be uninterrupted or error free, nor does Expert360 warrant that we will review information for accuracy or that we will preserve or maintain the Client’s or Expert’s information without loss. To the extent permitted by law, Expert360 shall not be liable for delays, interruptions, service failures or other problems inherent in the use of the internet and electronic communications or other systems outside the reasonable control of Expert360.
3. JOINING AS A USER
Experts and Clients will have joined upon verifying your account, completing the platform registration and agreeing to these and other relevant terms.
You can participate in the Expert360 Services only if you are not restricted from doing so by contractual, fiduciary or other obligations. By joining Expert360, you are representing that you are not restricted from doing so and that you have obtained all necessary approvals.
Clients can post Project Briefs on the Expert360 platform or otherwise be introduced to Experts through Expert360 and/or the Expert360 platform for Projects.
Experts are free to accept or decline any Projects, provided however, that you may accept only those Projects:
for which you have the requisite knowledge/expertise to deliver and complete the Project;
that do not present a conflict of interest or breach any express or implied terms of any contract or of any other obligation legally binding upon you; and
that relate to matters that you are permitted to discuss under applicable law and any obligations you may owe to another party (including contractual, employment, or otherwise).
Experts are expected to accept or decline a Project within two (2) business days and to adhere to any schedule or program you establish with the Client regarding the delivery of the Project.
5. REGISTERED INFORMATION
When you sign up, you may be requested to provide your name, email address, work/position title, phone number and information about your company and such other information to enable your registration as either a Client or Expert.
Experts will be requested to provide further information in relation to your qualifications and professional experience (your "Credentials"). In doing so, you agree that you:
are not impersonating any person or entity;
are not violating any applicable law regarding use of personal or identification information;
are authorised to create an account in the name of the company or organisation or otherwise hold yourself out as having an association with that company or organisation; and
will provide, on demand from Expert360, verification of your Credentials in such form as required by Expert360.
For Experts, we may, from time to time, use any of your Credentials to make our own enquiries (either by Expert360 or by a third party engaged by us) as to the completeness, accuracy or truthfulness of your Credentials. If we request evidence and you fail to provide it within the time requested, we may suspend or cancel your account (without prejudice to any other remedies we may have). Should we suspect or identify an individual to be inappropriately or unlawfully using any person or company’s identity or the Site in a way that is unlawful or inappropriate, we may without notice to you, disclose that information to any relevant persons or authorities.
6. POSTED CONTENT
6.1 No liability
We do not have, and expressly disclaim, any liability to you in connection with any content, information, text, graphics, images, audio or video, or material created or uploaded to a profile and/or the Site (“Posted Content”). We cannot guarantee, and make no representations in relation to the completeness or accuracy of any Posted Content.
6.2 Content Standards
For all your Posted Content, you warrant and you must ensure that:
it is not misleading, deceptive or materially inaccurate in any way, including in relation to the availability, nature, terms or conditions or any other matter relating to the services being offered or sought;
it does not include any defamatory statements or other illegal material;
you own or are licensed to use the intellectual property rights in your Posted Content. This includes copyright in respect of any text you post, as well as the right to use or display any image or logo;
it is compliant with all applicable laws and licensing requirements;
it does not contain links to any external website, unless we have given our prior written consent.
6.3 Review and Removal of Posted Content
We may remove any Posted Content if we consider, acting reasonably, that you or any other users have breached these Site Terms or if, in our sole discretion, we believe that maintaining the content presents a risk to Expert360’s reputation or business and operations (including the Site).
Notwithstanding the foregoing, we do not, nor are we under any obligation or duty to you or anyone else to monitor, consider, evaluate, assess, review, screen, censor or remove any Posted Content. We do not have (and expressly disclaim) any liability in connection with:
any monitoring, consideration, evaluation, assessment, review, screening, censoring or removal of Posted Content or any failure or refusal on our part to do so; or
the deletion, loss, or unauthorised modification of any of your Posted Content.
You are solely responsible for all of your Posted Content and you agree to indemnify us from and against any claims, costs, damage, loss or liability that arise in connection with your Posted Content.
6.4 Use of Posted Content
You may not copy, reproduce, republish, download, post, broadcast, transmit, make available to the public, or otherwise use any Posted Content of another user of the Site for any purpose other than for the purpose for which it has been posted.
We reserve the right to keep the Posted Content on the Site indefinitely unless removed earlier by the relevant user.
7. PROHIBITED USES
Notwithstanding anything to the contrary in these Site Terms, you must not:
attempt to decipher, decompile, disassemble or reverse engineer any of the software or code comprising or in any way making up a part of the Site including any algorithm used by us;
take any action that imposes an unreasonable or disproportionately large load on the Site's infrastructure, including spam or other unsolicited mass e-mailing techniques;
use the Site for any objectionable or unlawful purpose, including the posting of any threatening, libellous, defamatory, obscene, scandalous, inflammatory, pornographic, profane or spam material;
use the Site in any manner that would result in you breaching any applicable legislation or licensing obligations (including with respect to privacy) or any obligations you may owe to third parties;
mislead or deceive others through any act or omission or make a false representation about your identity, including the impersonation of a real or fictitious person or using an alternative identity or pseudonym;
post content which contravenes a confidentiality or non disclosure agreement, insider trading laws, or intellectual property rights which you are not authorised to transfer to another party;
conduct any activity which compromises or breaches another party's patent rights, trademark, copyright or other intellectual property rights;
copy, collect or save information about other users including their skills, employment or education history except as expressly permitted by the Site;
publish advertising material of any kind or market any goods or services directly to other users except as expressly permitted by the Site;
introduce any virus, worm, Trojan horse, malicious code or other program which may damage computers or other computer based equipment to the Site or to other users;
stalk or harass anyone;
attempt to disrupt or interfere with the delivery of our service or the services of our partners and clients;
use the details of other users for anything other than the use expressly permitted by those users;
download, access, use, harvest or download in bulk user details other than to fill vacant positions as contemplated by the Site or as otherwise explicitly permitted by us in writing;
sell, redistribute or use information contained on the Site for a commercial purpose without our prior written consent;
pass on username and/or password information to anyone other than the authorised member/ customer of that account;
remove or alter our copyright notices or other means of identification including any watermarks, as they appear on the services or Site;
provide to any persons who are not authorised users of the Site, any part of the information included in the services or content, except as permitted in these Site Terms; or
distribute or publish any part of the information or content included in the Site on any part of the internet or social media, or other publicly accessible electronic network, or otherwise publish, broadcast or display any such information in public.
You understand and agree that you are solely responsible for compliance with any and all laws, rules, regulations and taxation obligations that may apply to your use of the Site or Expert360 Services.
8. SUSPENSION AND TERMINATION
Failure to comply with sections 5 (Registered Information), 6 (Posted Content) and/or 7 (Prohibited Uses) in these Site Terms constitutes a material breach of the Site Terms, and may result in our taking all or any of the following actions:
immediate, temporary or permanent withdrawal of your right to use our Services;
immediate, temporary or permanent removal of any posting or material uploaded by you to our Site;
issuing of a warning to you;
legal action against you including proceedings for reimbursement of all costs (including, but not limited to, reasonable administrative and legal costs) resulting from the breach;
disclosure of such information to law enforcement authorities as we reasonably feel is necessary.
In addition, Expert360 reserves the right to suspend your profile or cancel your registration as an Expert or Client, at any time, on Expert360 forming the view in its absolute discretion that Expert360’s brand, operations (including the Site, any blogs or membership) or business (including its Client’s, partner’s or affiliate’s business) may be adversely affected or harmed as a result of your continued registration as an Expert or Client. Upon termination you must cease using the Site.
The responses described in this section are not limited, and we may take any other action we reasonably deem appropriate.
9. USERNAME AND PASSWORD
You must keep your username and password ("Login") secure, and you must not disclose those details to any other person. You may not transfer your registration to another person. You are solely responsible for the consequences of any use of your Login by third parties, regardless of whether that use is authorised.
If you believe that your Login is being used by someone else, please contact us immediately at [email protected]
If you have a company registration, you and your employer will be solely responsible for the security of your password. In the case of Clients, you warrant that any single user account username/login or password is not shared by multiple people. Only your employees approved by Expert360 who have been issued a Login by us shall be Authorised Users permitted to access the Site and/or Expert360 Services. Unless otherwise agreed in writing, your Authorised Users’ Logins may not be used by any Client affiliates, portfolio companies, or other individuals or groups within your company or any third party. Expert360 may on 7 days prior written notice, request you certify and provide evidence indicating your compliance with this requirement.
10. INTELLECTUAL PROPERTY
10.1 Our IP
We own or are licensed to use all intellectual property in the Site, with the exception of Posted Content, which shall remain your intellectual property but which you license to us in accordance with the license below. You may not use any of our intellectual property for any purpose other than as may be required to use the Site for its intended purpose.
10.2 Licence to your Posted Content
In relation to Posted Content and your use of the Site, you grant to us an unconditional, perpetual, world-wide, irrevocable, fully paid and royalty free licence and right to use, display, copy, modify, adapt, reproduce, commercialise, prepare derivative works, display and publish all such intellectual property and that content forming all or part of the Posted Content, for any purpose.
10.3 Restrictions and indemnity
You may not use or display any trade marks on the Site without first obtaining the consent of the owner of the trade mark. We own the distinctive 'Expert360’ marks, brand and logo.
Nothing on this Site creates any right on your part (express or implied) that would allow you to use or display a trade mark that you do not own, regardless of whether the trade mark is currently registered.
You indemnify us, and agree to keep us indemnified, from and against any claims by third parties arising from your Posted Content, including any breach of intellectual property rights any third party may bring against us, in relation to your content.
10.4 Consent to use logo
You consent to us displaying the name and/or logo of your relevant company or organisation on the Site in the context of the Expert360 Services. The name of your company may appear in lists on the Site that are visible to other users (for example in dropdown menus or auto-filling text entry forms). You acknowledge that, if you post content on the Site, the fact that your company or organisation is using the Site does not constitute confidential information and you consent to our use of such content in the manner described above.
If you intend to post any personal information on the Site that relates to a third party (including their name, email address or phone number), you must obtain their consent before doing so.
We will solicit your feedback to assist us in making improvements to the functioning of the Site. We may also send you emails about our services and opportunities or profiles that may be of interest to you. You may elect not to receive certain types of notifications from us.
12. LINKS TO OTHER SITES
The Site may contain links or portals to other websites. We have no control over websites operated by third parties and you agree that we are not responsible for, and will have no liability in connection with, your access to or use of any third party website.
13. OUR LIABILITY
Except for any express warranties in these Site Terms, all Expert360 services are provided “as is”. To the extent permitted by law, Expert360 excludes all warranties, express or implied, including without limitation, warranties of merchantability, title, fitness for a particular purpose, non-infringement, or as to the availability, accuracy, completeness, currency or reliability of the information or services, including services of any third party, that are made available via or referred to on the Site.
To the extent permitted by law, Expert360 (and its affiliates, officers, employees, agents, representatives and third party service providers) excludes all liabilities (including in contract, for negligence, under statute or otherwise) for any direct loss, indirect or consequential loss, damage, costs or expenses suffered by you or claims made against you in connection with (however caused):
your use of the Site and/or any content on the Site;
any decision made or action taken by you or anyone else in reliance upon any content contained in or omitted from the Site;
any errors in or omissions from the Site, including but not limited to technical inaccuracies and typographical errors;
any lack of availability, interruption, delay in operation, virus, internet access difficulties, or equipment malfunction in relation to the Site; or
any goods or services identified, supplied, offered or advertised on or through the Site.
If any warranties are implied by law that cannot be excluded, then to the maximum extent permitted by law, our liability for breach of such warranties is limited to, at our option:
in the case of products:
the replacement of the products or the supply of equivalent products; or
the payment of the cost of replacing the products or acquiring equivalent products;
in the case of services:
the supply of the services again; or
the payment of the cost of having the services supplied again.
Important: nothing in these Site Terms limits in any way Expert360’s liability for any matter for which it would be illegal for us to exclude, or attempt to exclude, our liability, including under the Competition and Consumer Act 2010 (Cth), the statutory consumer guarantees under the Australian Consumer Law, or similar laws in the States and Territories of Australia.
To the maximum extent permitted by law, you agree to indemnify and hold Expert360 and each of its affiliates, officers, employees, agents, representatives and third party service providers, harmless from any and all claims and liabilities resulting from your breach of these Site Terms or relating to your use of the Site or its use by any person on your behalf. For the purposes of this paragraph “Site” includes any linked sites. Expert360 holds the benefit of this indemnity and all other rights under this Agreement as trustee for each person named as benefiting from it.
15.1 Assignment and Subcontracting
Expert360 may at any time novate, assign, transfer, mortgage, charge or deal in any other way with these Site Terms (or part thereof) or grant or confer the benefit of any right arising under these Site Terms.
15.2 Severability and Waiver
If a particular term of these Site Terms is not enforceable, it should be modified so as to be enforceable, but regardless will not affect any other terms. Our failure to act upon a breach of these Site Terms does not mean we waive any rights that we may have.
We may modify these Site Terms from time to time by posting the modification(s) or updating these terms and conditions on our website: expert360.com. Unless otherwise specified by us when posted, all modifications will be effective upon posting. If you do not agree to any modification(s), your only recourse will be to cease using or accessing the Site. If you continue to access the Site after any modification becomes effective, then your access will constitute acceptance of such modification.
15.4 Governing Law and Jurisdiction
These Terms shall be governed by and construed in accordance with the laws of the state of New South Wales, Australia. The parties agree to submit to the non-exclusive jurisdiction of the Courts of New South Wales.