1. About

1. Welcome to the web applications located at PiSuite.com and its subdomains (the “PiSuite Websites”).
2. The “PiSuite Websites” are owned and operated by Vodno Pty Ltd incorporated in Australia ABN 32 628 856 413 (“Vodno”). Access to and use of the “PiSuite Websites”, or any of its associated Products or Services, is provided by Vodno. Please read the terms and conditions of this 30 day Trial License agreement (the “Agreement”) carefully. Vodno provides its Service (as defined below) to You subject to this Terms of Service agreement (“Agreement”). By accepting this Agreement, You acknowledge that you have read, understood, and agree to be bound by this Agreement. If You are entering into this Agreement on behalf of a company or other legal entity, You represent that You have the authority to bind such entity and its affiliates to these Agreement, in which case the terms “You” or “Your” shall refer to such entity and its affiliates. If You do not agree to all of the terms of this Agreement, you must cease usage of the “PiSuite Websites”, or any of Services, immediately
3. Vodno reserves the right to review and change this Agreement by updating this page at its sole discretion. When Vodno updates the Agreement, it will use reasonable endeavours to provide you with notice of updates to the Agreement. Any changes to the Agreement take immediate effect from the date of their publication. Before you continue, we recommend you keep a copy of the Agreement for your records.

2. Description of Service

The “Service” includes (a) access to and use of the “PiSuite Websites” provided by Vodno to You for evaluation, and (b) all software, data, text, images, sounds, video, and content made available through the PiSuite Websites or otherwise by Vodno, (collectively referred to as the “Content”).

Any new features added to or augmenting the Service are also subject to this Agreement.

3. Acceptance of the Agreement

By clicking the “REGISTER” button or by accessing or using the “PiSuite Websites”, You are agreeing to be bound by and become a party to this Agreement.

The “Effective Date” of this agreement is the date you click the “REGISTER” button and register to use the “PiSuite Websites”.

4. License Grant

During the Evaluation Period, Vodno grants to You a non-exclusive, revocable and non-transferable right to use the PiSuite Websites solely for the purpose of internally evaluating the suitability of the PiSuite Websites for Your internal business purposes. You may, using the functionality within the PiSuite Websites, configure and, modify certain available features and functionality of the PiSuite Websites offered as part of its evaluation process.

5. Term and Termination

1. Term. This Agreement commences on the Effective Date and continues for a period of thirty (30) days thereafter (“Evaluation Period”), unless terminated sooner pursuant to Section 5.b.
2. Termination. Either party may terminate this Agreement at any time by providing a minimum of two (2) days written notice to the other party. Additionally, subject to local applicable laws, Vodno reserves the right to discontinue or cancel your Account at any time and may suspend or deny, in its sole discretion, your access to all or any portion of the PiSuite Websites or the Services without notice if you breach any provision of this Agreement or any applicable law or if your conduct impacts Vodno’s name or reputation or violates the rights of those of another party.
3. Effect of Termination or Expiration. Upon any expiration or termination of this Agreement, whichever occurs first, (a) the rights granted under this Agreement will be immediately revoked and Vodno may immediately deactivate Your free trial account; (b) Your Data will be deleted by Vodno from the PiSuite Websites.

6. Acceptable use, Responsibilities, Restrictions

1. Acceptable use of the Service. PiSuite websites, and its related features must only be used lawfully. Vodno reserves the right to suspend, cancel, or otherwise deny access to users and accounts who use the service:
   1. To engage in any act that would disrupt the access, availability, and security of PiSuite and other Vodno services, including but not limited to:
      1. Tampering with, reverse-engineering, or hacking our servers.
      2. Modifying, disabling, or compromising the performance PiSuite or other Vodno services.
      3. Overwhelming, or attempting to overwhelm our infrastructure by imposing an unreasonably large load on our systems that consume extraordinary resources.
      4. Compromising the integrity of our system, including probing, scanning and testing the vulnerability of our system unless expressly permitted by Vodno.
   2. For any illegal purpose, or to violate any laws, including and without limitation to data, privacy, and export control laws.
   3. To stalk, harass or threaten users and any member of the public.
   4. To misrepresent or defraud any user or member of the public through phishing, spoofing, manipulating headers or other identifiers, impersonating anyone else, or falsely implying any sponsorship or association with Vodno or any third party.
   5. To access or search any part of the Service, or any other Service owned by Vodno other than our publicly supported interface, or otherwise allowed for in an applicable Software Licensing Agreement.
   6. To post, upload, share, or otherwise circulate content in violation of PiSuite’s content policy
2. Your Responsibilities. You shall: (a) use commercially reasonable efforts to prevent unauthorized access to or use of the PiSuite Websites, and (b) notify Vodno in writing immediately of any unauthorized use of, or access to, the PiSuite Websites or any user account or password thereof.
3. Use Restrictions. You shall not, directly or indirectly: (a) sublicense, resell, rent, lease, distribute, market, commercialize or otherwise transfer rights or usage to the PiSuite Websites, (b) provide the PiSuite Websites on a timesharing, service bureau or other similar basis, (c) remove or alter any copyright, trademark or proprietary notice in the PiSuite Websites, (e) copy any features, functions or graphics of the PiSuite Websites for any purpose other than what is expressly authorized in this Agreement, g) send, store, or authorize a third party to send or store spam, unlawful, infringing, obscene or libellous material, or malicious code, (h) attempt to gain unauthorized access to, or disrupt the integrity or performance of, the PiSuite Websites, (i) use any intellectual property rights protected by applicable laws and contained in or accessible through the PiSuite Websites for the purpose of building a competitive product or service or copying its features or user interface, (j) use the PiSuite Websites, or permit it to be used, for purposes of product benchmarking or other comparative analysis intended for publication without Vodno’s prior written consent.

7. Security and Data Privacy

1. Vodno Pty Ltd takes your privacy seriously and information provided through your use of the PiSuite Websites and/or Services are subject to Vodno’s Privacy Policy, which is available at https://pisuite.com/privacy-policy/. The Privacy Policy also addresses Vodno’s processes, policies, and obligations in respect of the PiSuite Websites security breaches.
2. Business Information; Your Data. You agree to allow Vodno and its affiliates to store and use Your business contact information, including names, business phone numbers, and business e-mail addresses, anywhere it does business that is provided by You to Vodno. Such information will be processed and used in connection with Vodno’s business relationship, and may be provided to contractors acting on Vodno’s behalf for uses consistent with Vodno’s business relationship. To the extent that (i) Your data is input into or resides in the PiSuite Websites as part of this evaluation (“Your Data”) and (ii) Your Data contains personal data about any living individual (“Data”), Vodno will process that Data only as a Data Processor acting on Your behalf (as the Data Controller) and in accordance with the requirements of this Agreement.
3. Your Compliance with Privacy Laws; Purpose Limitation. You will at all times comply in full with the requirements of any applicable privacy and data protection laws (including where applicable, European Union Directives 95/46/EC and 2002/58/EC and any national implementation(s) of them) to which You are subject as a Data Controller (“Applicable Privacy Law(s)”). Vodno will process the Data in accordance with Your instructions under Applicable Privacy Law(s) and will not: (a) assume any responsibility for determining the purposes for which and the manner in which the Data is processed, or (b) process the Data for its own purposes.

8. Data Use

Vodno collects, stores, and processes your data on the PiSuite Websites. The data is used to provide Services to You, as well as to facilitate Vodno’s business operations. The Privacy Policy outlines how your data is collected, stored, and processed by Vodno. The Privacy Policy also addresses’s processes, policies, and obligations in respect of data encryption and removal requests.

9. Registration to use the Service

1. In order to access the Services, You must first register through the PiSuite Websites (the “Registration”). After finishing a Registration, you will be considered a member (“Member”).
2. In finishing the Registration, You acknowledge and agree that it is your responsibility to ensure that the Registration is suitable for Your use.
3. As part of the registration process, or as part of Your continued use of the Services, You may be required to provide personal information about Yourself (such as identification or contact details), including but not limited to name and email address.
4. You warrant that any information You give to Vodno in the course of completing the registration process will always be accurate, correct and up to date.
5. Once You have completed the registration process, you will be a registered user of the PiSuite Websites and agree to be bound by the Agreement (“User”). As a Member you will be granted immediate access to the Services from the time you have completed the registration process until the end of the Evaluation Period.
6. You may not use the Services and may not accept the Agreement if:
   1. you are not of legal age to form a binding contract with Vodno; or
   2. you are a person barred from receiving the Services under the laws of Australia or other countries including the country in which you are resident or from which you use the Services

10. Copyright and Intellectual Property

1. PiSuite Websites, the Services and all of the related products of Vodno are subject to copyright. The material on the PiSuite Websites is protected by copyright under the laws of Australia and through international treaties. Unless otherwise indicated, all rights (including copyright) in the Services and compilation of the PiSuite Websites (including but not limited to text, graphics, logos, button icons, video images, audio clips, code, scripts, design elements and interactive features) or the Services are owned or controlled for these purposes, and are reserved by Vodno or its contributors.
2. All trademarks, service marks and trade names are owned, registered and/or licensed by Vodno, who grants to you a worldwide, non-exclusive, royalty-free, revocable license whilst you are a User to:
   1. use the PiSuite Websites pursuant to the Agreement;
   2. copy and store the PiSuite Websites and the material contained in the PiSuite Websites in your device’s cache memory; and
   3. print pages from the PiSuite Websites for your own personal and non-commercial use.
   Vodno does not grant you any other rights whatsoever in relation to the PiSuite Websites or the Services. All other rights are expressly reserved by Vodno.
3. Vodno retains all rights, title and interest in and to the PiSuite Websites and all related Services. Nothing you do on or in relation to the PiSuite Websites will transfer any:
   1. business name, trading name, domain name, trade mark, industrial design, patent, registered design or copyright, or
   2. a right to use or exploit a business name, trading name, domain name, trade mark or industrial design, or
   3. a thing, system or process that is the subject of a patent, registered design or copyright (or an adaptation or modification of such a thing, system or process), to you.
4. You may not, without the prior written permission of Vodno and the permission of any other relevant rights owners: broadcast, republish, up-load to a third party, transmit, post, distribute, show or play in public, adapt or change in any way the Services or third party Services for any purpose, unless otherwise provided by this Agreement. This prohibition does not extend to materials on the PiSuite Websites, which are freely available for re-use or are in the public domain.

11. General Disclaimer

1. Nothing in this Agreement limits or excludes any guarantees, warranties, representations or conditions implied or imposed by law, including the Australian Consumer Law (or any liability under them) which by law may not be limited or excluded.
2. Subject to this clause, and to the extent permitted by law:
   1. all terms, guarantees, warranties, representations or conditions which are not expressly stated in this Agreement are excluded; and
   2. Vodno will not be liable for any special, indirect or consequential loss or damage (unless such loss or damage is reasonably foreseeable resulting from our failure to meet an applicable Consumer Guarantee), loss of profit or opportunity, or damage to goodwill arising out of or in connection with the Services or this Agreement (including as a result of not being able to use the Services or the late supply of the Services), whether at common law, under contract, tort (including negligence), in equity, pursuant to statute or otherwise.
3. Use of the PiSuite Websites and the Services is at your own risk. Everything on the PiSuite Websites and the Services is provided to you “as is” and “as available” without warranty or condition of any kind. None of the affiliates, directors, officers, employees, agents, contributors and licensors of Vodno make any express or implied representation or warranty about the Services or any products or Services (including the products or Services of Vodno) referred to on the PiSuite Websites, includes (but is not restricted to) loss or damage you might suffer as a result of any of the following:
   1. failure of performance, error, omission, interruption, deletion, defect, failure to correct defects, delay in operation or transmission, computer virus or other harmful component, loss of data, communication line failure, unlawful third party conduct, or theft, destruction, alteration or unauthorised access to records;
   2. the accuracy, suitability or currency of any information on the PiSuite Websites, the Services, or any of its Services related products (including third party material and advertisements on the PiSuite Websites);
   3. costs incurred as a result of you using the PiSuite Websites, the Services or any of the products of Vodno; and
   4. the Services or operation in respect to links which are provided for your convenience.
4. Relationship of the Parties. Vodno and You are independent contractors, and nothing in this Agreement or any attachment hereto will create any partnership, joint venture, agency, franchise, sales representative, or employment relationship between the parties.
5. Suggestions. You may, from time to time, provide suggestions, enhancement or feature requests or other feedback to Vodno with respect to the PiSuite Websites or the Service or other Vodno Products, services or related documentation (whether or not such is disclosed or delivered by Vodno to You under this Agreement) (collectively, “Feedback”). You agree that all Feedback is and shall be given by You entirely voluntarily. Vodno shall be free to use, disclose, reproduce, license or otherwise distribute and exploit the Feedback in its discretion, without restriction or obligation of any kind or nature. Feedback, even if designated as confidential by You, shall not create any obligation of confidentiality for Vodno, unless Vodno expressly agrees so in writing.
6. Force Majeure. Neither party shall be responsible for events outside the reasonable control of the obligated party. Both parties will use reasonable efforts to mitigate the effect of a force majeure event.

12. Limitation of Liability

1. Vodno’s total liability arising out of or in connection with the Services or this Agreement, however arising, including under contract, tort (including negligence), in equity, under statute or otherwise, will not exceed the resupply of the Services to you.
2. You expressly understand and agree that Vodno, its affiliates, employees, agents, contributors and licensors shall not be liable to you for any direct, indirect, incidental, special consequential or exemplary damages which may be incurred by you, however caused and under any theory of liability. This shall include, but is not limited to, any loss of profit (whether incurred directly or indirectly), any loss of goodwill or business reputation and any other intangible loss.

13. Indemnity

You agree to indemnify Vodno, its affiliates, employees, agents, contributors, third party content providers and licensors from and against:

1. all actions, suits, claims, demands, liabilities, costs, expenses, loss and damage (including legal fees on a full indemnity basis) incurred, suffered or arising out of or in connection with Your Content;
2. any direct or indirect consequences of you accessing, using or transacting on the PiSuite Websites or attempts to do so; and/or
3. any breach of this Agreement.

14. Dispute Resolution

1. Compulsory: If a dispute arises out of or relates to this Agreement, either party may not commence any Tribunal or Court proceedings in relation to the dispute, unless the following clauses have been complied with (except where urgent interlocutory relief is sought).
2. Notice: A party to this Agreement claiming a dispute (‘Dispute’) has arisen under this Agreement, must give written notice to the other party detailing the nature of the dispute, the desired outcome and the action required to settle the Dispute.
3. Resolution: On receipt of that notice (‘Notice’) by that other party, the parties to this Agreement (‘Parties’) must:
   1. Within 7 days of the Notice endeavour in good faith to resolve the Dispute expeditiously by negotiation or such other means upon which they may mutually agree;
   2. If for any reason whatsoever, 30 days after the date of the Notice, the Dispute has not been resolved, the Parties must either agree upon selection of a mediator or request that an appropriate mediator be appointed by the President of the Australian Disputes Centre or his or her nominee;
   3. The Parties are equally liable for the fees and reasonable expenses of a mediator and the cost of the venue of the mediation and without limiting the foregoing undertake to pay any amounts requested by the mediator as a pre-condition to the mediation commencing. The Parties must each pay their own costs associated with the mediation;
   4. The mediation will be held in Melbourne, Australia.
4. Confidential: All communications concerning negotiations made by the Parties arising out of and in connection with this dispute resolution clause are confidential and to the extent possible, must be treated as “without prejudice” negotiations for the purpose of applicable laws of evidence.
5. Termination of Mediation: If 5 days have elapsed after the start of a mediation of the Dispute and the Dispute has not been resolved, either party may ask the mediator to terminate the mediation and the mediator must do so.

15. Venue and Jurisdiction

In the event of any dispute arising out of or in relation to the PiSuite Websites, you agree that the exclusive venue for resolving any dispute shall be in the courts of Victoria.

16. Governing Law

This Agreement is governed by the laws of Victoria. Any dispute, controversy, proceeding or claim of whatever nature arising out of or in any way relating to this Agreement and the rights created hereby shall be governed, interpreted and construed by, under and pursuant to the laws of Victoria, Australia without reference to conflict of law principles, notwithstanding mandatory rules. The validity of this governing law clause is not contested. This Agreement shall be binding to the benefit of the parties hereto and their successors and assigns.

17. Independent Legal Advice

Both parties confirm and declare that the provisions of this Agreement are fair and reasonable and both parties having taken the opportunity to obtain independent legal advice and declare this Agreement is not against public policy on the grounds of inequality or bargaining power or general grounds of restraint of trade.

18. Severance

If any part of these Terms is found to be void or unenforceable by a Court of competent jurisdiction, that part shall be severed and the rest of this Agreement shall remain in force.

19. Definitions

1. “Data Controller” means the natural or legal person, public authority, agency or other body which, alone or jointly with others, determines the purposes and means of the processing of personal data; where the purposes and means of such processing are determined by European Community law or European Community Member State law, the controller or the specific criteria for its nomination may be provided for by European Community law or European Community Member State law;
2. “Data Processor” means a natural or legal person, public authority, agency or other body which processes personal data on behalf of the “Data Controller”.