Terms and Conditions ('Conditions')

  1. Application

    1. These Conditions apply to:
      1. the use of the Platform by the Customer; and
      2. all Products supplied by PointData to the Customer through the Platform.
    2. By accessing the Platform, the Customer agrees to be bound by these Conditions. If the Customer does not agree to be bound by these Conditions, the Customer should refrain from accessing the Platform and should not use the Products.
    3. No other terms and conditions or other documents are relevant unless expressly acknowledged or referred to in or attached to these Conditions.
    4. If any special conditions are specified in any attachment to these Conditions or in a Product Schedule, they form part of these Conditions and prevail over the balance of these Conditions to the extent of any inconsistency.

  2. Licence to use the Platform

    1. PointData grants to the Customer a limited, non-exclusive, non-transferable and non-sublicensable right to access and use the Platform for the Permitted Use on the terms set out in these Conditions.
    2. PointData may revoke the licence granted in clause 2.1 at any time at its sole discretion.

  3. Access to the Platform

    1. The Customer must create a User Account in order to access the Platform.
    2. Only the Customer is permitted to access and utilise the Platform through the Customer's User Account.
    3. The Customer must:
      1. keep the Access Details confidential and ensure that the Access Details are not disclosed to, or used by, any other person; and
      2. promptly notify PointData if it becomes aware, or has reason to suspect, that any of the Access Details have been disclosed to, or used by, any other person.

  4. Payment

    1. The Customer must pay the prices specified in the Platform for the Products and/or the Subscription Services.
    2. Unless otherwise agreed to by PointData in writing, payment must be paid at the time of ordering the Product or subscribing to the Subscription Service.
    3. If the Customer fails to renew its subscription to the Subscription Service within the specified timeframe in the Platform, the Subscription Service will be cancelled and the Customer must pay for the Products on a pay per use basis.
    4. Payment must be made via the Platform or direct debit.
    5. If the Customer completes a Direct Debit Request, the Customer consents to PointData charging any amounts specified in the Platform in accordance with the Direct Debit Request.
    6. Except for any rights under the Refund Policy, the Customer agrees that it is not entitled to a refund of the price of the Product or Subscription Service for any reason after the purchase of the Product or payment of the Subscription Service.

  5. Permitted Use

    1. When using the Product and the Platform, the Customer must:
      1. comply with these Conditions at all times;
      2. use the Product and Platform solely for the purpose for which it is intended, and in accordance with all laws;
      3. only use the Product and Platform for personal use or for internal purposes within the Customer's business (and not for resale or the benefit of anyone outside of the Customer's business); and
      4. only use the Product and Platform within Australia.
    2. The Customer undertakes, represents and warrants to PointData that it will not:
      1. use the Product, Platform or Data for any other purpose other than as listed in clause 6.1 of these Conditions
      2. distribute the Product or Data to third parties without PointData's prior written consent;
      3. use any list of addresses compiled from the Product (or other information contained in the Product) to facilitate the provision by any person of advertising matter or any other information to, or otherwise to facilitate any person contacting any other person, and whether for marketing purposes or for any other purpose, commercial or otherwise;
      4. use the Product or the Platform for any unlawful purpose or in any way that violates the rights of PointData or any licensor;
      5. modify the Product, Platform or Data in any way;
      6. reverse assemble, reverse engineer or reverse compile the Product, Platform, Data or any part of the Product;
      7. infringe any intellectual property rights of PointData or any other person (including with respect to the Product, Platform or the Data); or
      8. unless otherwise agreed with us in writing, purchase the Product for a third party.

  6. Beta Versions of the Products

    1. PointData may provide access to a Product ('Beta Versions') based on a 'pre-release' or 'beta' version of the algorithm that analyses the Data. PointData may, but is not obliged, to provide access to Beta Versions of a Product free of charge. PointData reserves the right to charge the Customer a fee for use of the Beta Versions at any time.
    2. The Customer's use of the Beta Versions during beta testing is only permitted for the period specified PointData ('Beta Testing Period') or until access is removed by PointData. PointData may amend, suspend or terminate the Customer's right to use the Beta Versions at any time for any reason at its sole discretion, without liability to the Customer.
    3. Access to the Beta Versions does not grant to the Customer any right to use any Product once Beta Testing Period has concluded. PointData makes no promises that the Beta Versions will ever be made generally available following the end of Beta Testing Period.
    4. The Customer acknowledge that any Beta Versions are still under development, may be inoperable or incomplete and may contain errors and the Customer acknowledge that its use of any Beta Versions is at its own risk and agrees not to bring any claim in relation to its use of or reliance on Beta Versions.
    5. The Customer acknowledge that PointData may, at its sole discretion, include, update or remove features of the Beta Versions. The Customer understands that it may not be able to revert back to earlier versions of the Beta Versions or access features that have been removed or updated (including any Data associated with such features).
    6. To the maximum extent permitted by law, PointData does not give any warranties or guarantees with respect to the Beta Versions.

  7. Title and Risk

    1. Risk in the Products passes to the Customer when the Products are made available to the Customer via the Platform.
    2. Subject to the licence set out in clause 2.1, no title in the Product, Platform or Data passes from PointData to the Customer.

  8. Intellectual Property Rights

    1. PointData grants the Customer a non-exclusive, non-transferable, non-sub-licensable limited license to use the Product in accordance with these Conditions
    2. All Intellectual Property Rights in relation to the Product, Platform and Data belongs to PointData or its licensors. You do not obtain an interest in any intellectual property rights of PointData or its licensors in connection with or relating to the Product or Data, save for the limited license in clause 8.1.
    3. All information, data (including the Data) and content in the Product and the Platform, without limitation, is protected by Australian and international copyright and other intellectual property laws. The Customer undertakes, represents and warrants to PointData (for itself and on behalf of our licensors) not to engage in any conduct or do anything which interferes with or breaches those laws or the intellectual property rights in the Product, Platform or Data.
    4. Copyright to the Data belongs to the State government in which the property is located. The relevant State government does not accept any responsibility for the accuracy or completeness of the information or its suitability for any purpose.

  9. Products, Assumptions and External Factors

    1. Each of the Products are generated by an algorithm that analyses the Data. Each Product is generated based on the outcome of that analysis.
    2. The Product, amongst other things, relies on the following key assumptions ('Assumptions'):
      1. the shape of the parcel of land is rectangular or square when applying the dimensions of area and frontage; and
      2. all zoning information and planning policy is kept current by the relevant local government.
    3. If any of the Assumptions are invalid, the Product may not be accurate and the Customer should not rely on the estimations, valuations or projections contained in the Product.
    4. There are a number of factors that could impact the estimations, valuations or projections in the Product, including but not limited to the following ('External Factors'):
      1. changes in future interest rates and cost of building rates;
      2. economic conditions;
      3. consumer and business confidence;
      4. government policy;
      5. changes in law and taxation;
      6. valuation data;
      7. planning zoning and policies;
      8. title information; and
      9. real estate sales data.
    5. The Customer acknowledges that PointData does not have any control over the External Factors.

  10. Disclaimers

    By acquiring or accessing the Product the Customer acknowledges and agrees to the following disclaimers, each of which limits any liability that PointData may otherwise owe the Customer (whether in contract, tort or otherwise):

    1. PointData does not warrant the accuracy or completeness of the information in the Product.
    2. The information in the Product is general in nature, current as at that the date you acquire the Product (but not otherwise) and does not constitute advice.
    3. The information in the Product is provided for general information purposes only and is a summary based on selective information which may not be complete for your particular purposes. PointData has not, and has no obligation to, take into account any of the Customer's particular circumstances or goals.
    4. As the Product does not take into account the Customer's particular circumstances or goals, the Customer undertakes, represents and warrants to PointData that it will:
      1. seek advice specific to your circumstances from professional advisers before acting on any information in the Product;
      2. consider whether it is appropriate for your circumstances; and
      3. independently check the suitability of the Product, including by obtaining advice from appropriately qualified professional advisers.
    5. Any estimated value or value ranges and target sales prices in the Product are based on public sales history (which has not been independently checked or verified by us) and may not include all sales. You acknowledge and agree that sales history and past performance is not indicative of future performance.
    6. The Product does not guarantee any particular investment return, sale price, financial performance, or saleability of a particular property or development.
    7. The Product is not a professional appraisal of the subject property by a professional valuer, builder, architect or sales agent, and should not be relied upon as such.
    8. Any information in the Product relating to the development of the property is subject always to council consent and approval.
    9. Any information in the Product relating to estimated development costs are indicative only and based on PointData's reasonable estimates of likely development costs. It should not be relied upon as certain or fixed costs, and should not be considered an exhaustive list of all types of development costs. Other development costs may apply.
    10. The Product is of a general nature and does not constitute financial, tax or legal advice in any form. The Customer undertakes, represents and warrants that you will seek independent financial, tax and legal advice before making any decision regarding whether to invest or to redevelop a property.
    11. The Customer elects to use the Product (including the Beta Versions) at its own sole risk and release and indemnify PointData (to the greatest extent permitted at law) from all loss or damage that the Customer suffers or incurs as a result of or in connection with the Customer's use of the Product (including Beta Versions).
    12. The information comprised in the Data that forms the Product may change without notice and PointData is under no obligation to notify the Customer of any change or to provide any update to the Product.
    13. To the extent that the Competition and Consumer Act 2010 (Cth) implies any warranties under these Conditions that cannot be excluded, PointData's liability in respect of those implied warranties is limited to:
      1. the replacement of the Product; or
      2. the payment of the cost of replacing the Product or acquiring an equivalent product.
  11. Limitation of Liability and Indemnity

    1. The Customer agrees that PointData will not be responsible for any loss or damage arising directly or indirectly from or in relation to the accuracy of the Data or information contained in the Product or the Customer's reliance on the Product (including information contained in or your reliance on Beta Versions).
    2. The Customer must not bring, and the Customer releases PointData, PointData's directors, officers, employees and agents ('our Personnel') from any claim against PointData or our Personnel and the Customer indemnifies PointData and our Personnel for any demands, claims, actions, damages, costs (including legal costs on a solicitor and own client basis), losses (including consequential loss), expenses or other amounts PointData or our Personnel suffer or incur as a result of or in connection with:
      1. the Customer's acts or omissions (including but not limited to your failure to comply with these Conditions);
      2. any claim or proceedings brought by a third party against PointData or our Personnel in connection with the Customer's use of the Product or Platform;
      3. any person's use or reliance on the Data or the Beta Versions;
      4. any infringement of our intellectual property rights;
      5. any wilful, unlawful or negligent act or omission of the Customer;
      except to the extent that such loss, damage or injury was directly caused by PointData and does not relate to or arise from the Customer's use of the Beta Versions.
    3. To the maximum extent permitted by law, PointData does not accept liability for any loss or damage whatsoever which may directly or indirectly result from any advice, opinion, information, representation or omissions, whether negligent or otherwise, contained in a Product (including any Beta Version).
    4. To the extent that any disclaimer or exclusion in these Conditions is prohibited by law, the maximum liability of PointData to the Customer in relation to the Customer's use of the Product (including any Beta Version) is limited to the amount the Customer paid to purchase the Product.

  12. Privacy

    1. To the extent that PointData has obligations under the Privacy Act 1989 (Cth) ('Privacy Act'), it remains fully responsible for those obligations and ensuring that the Products and Platform will comply with those obligations and its obligations under the Privacy Policy.
    2. The Customer agrees to comply with:
      1. any requirements imposed upon it under the Privacy Act; and
      2. the Privacy Policy.

  13. Confidentiality

    Each party agrees in favour of the other party that all Confidential Information provided to it or which it becomes aware under these Conditions:

    1. will be kept strictly confidential;
    2. will not without the other party's consent be disclosed or divulged to any third party, reproduced or used for any purpose or enterprise
    3. will be safely and securely stored when not in use; and
    4. will remain the absolute and exclusive property of the disclosing party.
  14. Force Majeure

    PointData will not be liable for any Liability caused by PointData's failure to supply Products or access to the Platform as a result of fire, flood, tempest, earthquake, riot, civil disturbance, theft, crime, strike, lockout, war or any other matter beyond PointData's reasonable control.

  15. GST

    Unless otherwise stated, all fees stated on the Platform are inclusive of GST and the Customer is responsible for payment of any GST liability in respect of the provision of the Products, which amount will be payable to PointData at the same time as the GST exclusive consideration subject to the provision by PointData of a GST invoice to the Customer.

  16. South Australian Properties

    1. By accepting these Conditions, the Customer acknowledges and accepts the following statement made by Government of South Australia:

      WARNING

      The information contained in this dataset is extracted from records of land status and cadastral boundary definition held by the Government of South Australia (the “State”). The information is not represented to be accurate, current, complete, or suitable for any purpose, at the time of its supply by the State, and may have changed since the date of supply by the State.

      The software by which the information is provided is not represented to be error free.

      No responsibility is accepted by the State for any reliance placed by any person upon the information, or the software by which it is provided. Persons acquiring or using the information and its associated software must exercise their independent judgement in doing so.

      COPYRIGHT

      Copyright in the information remains with the Crown in the right of the State of South Australia. The information is reproduced under license from the Crown.

      PRIVACY

      The information contained in this dataset must not be used for the purposes of compiling contact lists, whether personalized or not.

    2. Copyright in this information (as it is contained in the Product) belongs to the State and the State does not accept any responsibility for the accuracy or completeness of the information or its suitability for any purpose.
    3. The information (as it is contained in the Product) is based on data supplied by the State and is published by permission. State does not accept any responsibility for the accuracy, completeness or suitability for any purpose of the published information or the underlying data.

  17. General

    1. The Laws in South Australia govern these Conditions. Each party submits to the non-exclusive jurisdiction of the courts of South Australia and the Federal Court of Australia (Adelaide Registry) and irrevocably waives any right to object to proceedings being brought in those courts on the basis that proceedings have been brought in an inconvenient forum.
    2. Any provision of these Conditions must be read down to any extent necessary to be valid. If that is not possible, it must be severed. All other provisions of these Conditions are unaffected.
    3. A provision of these Conditions must not be construed to the disadvantage of a party because that party was responsible for including that provision and/or that provision benefits that party.

  18. Definitions

    In these Conditions:

    1. 'Access Details' means the Customer's user name, password or other authentication credentials for the User Account;
    2. 'Conditions' means these terms and conditions;
    3. 'Confidential Information' means any information coming to a party by virtue of being a party to these Conditions (including specification and any charges for Products), except so far as it is in the public domain other than as a result of a breach by the party;
    4. 'Customer' means the individual registered on the Platform;
    5. 'Data' means data provided by third parties and external sources, including State based government agencies, to generate the Product;
    6. 'Direct Debit Request' means a form whereby the Customer authorises PointData to direct debit any fees payable through the Platform;
    7. 'GST' means the goods and services tax imposed by the A New Tax System (Goods and Services Tax) Act 1999 (Cth) and related legislation;
    8. 'Intellectual Property' and 'Intellectual Property Rights' include property and rights in connection with copyright (including future copyright and rights in the nature of or analogous to copyright), know-how, trade mark, service mark, designs, inventions (including patents), semi-conductor or circuit layout rights, trade, business or company names, or other proprietary rights, or any rights to registration of such rights (including renewals and extensions);
    9. 'Liability' means liabilities, losses, damages, actions, causes of action, arbitrations, claims, orders, judgments, outgoings, costs (including legal costs calculated on a solicitor and own client basis) and expenses, whether present or future, actual or contingent
    10. 'Permitted Use' means the permitted use of the Product and Platform as specified in clause 4;
    11. 'Platform' means the Valerie platform made available to the Customer pursuant to these Conditions;
    12. 'Platinum Sites Subscription' means the Platinum Sites service as set out in the Platform;
    13. 'PointData' means PointData Holdings Pty Ltd ACN 166 676 919 and includes its officers, employees, agents and sub-contractors;
    14. 'Premium Subscription' means the Premium Subscription service as set out in the Platform;
    15. 'Privacy Policy' means the privacy policy of PointData located at valeri.com.au/privacy-policy;
    16. 'Product Schedule' means the Product Schedule provided by PointData to the Customer pertaining to the Platinum Site Subscription or any other Product or Subscription Service;
    17. 'Products' means goods and/or Services provided by PointData through the Platform, including but not limited to the:
      1. Property Development Potential Report;
      2. Vendor Listing and Market Profile Report;
      3. Property Value Report; and
      4. any Beta Product.
    18. 'Refund Policy' means the refund policy of PointData located at valeri.com.au/refund-policy;
    19. 'Subscription Service' means the Premium Subscription and/or the Platinum Site Subscription (as the case may be); and
    20. 'User Account' means a user account created on the Platform by the Customer.