• GENERAL TERMS AND CONDITIONS

1. Privacy Policy

Our Privacy Policy is set out on this Site and shall apply to You and Your use of this Site.

2. Amendments to terms and conditions

We reserve the right to amend these terms and conditions at any time. Any amendments shall be effective immediately upon notification on the Site. Your continued use of the Site following such notification will represent an agreement by You to be bound by the terms and conditions as amended.

3. Access and use

The Site and the Service are intended for personal use only and may not be sold, redistributed or used for any commercial purpose.To access some parts of the Site and to use the Service will require You to become a Registered User. You may, however, have limited access to browse and use certain features of the Site without becoming a Registered User.

4. Account

To become a Registered User, You must provide Us with Your personal information (including, without limitation, Your name and e-mail address. To use the Site and the Service, You will be required to login using Your email address and a password nominated by You. It is important that You record Your password and keep it in a safe place. You are entirely responsible to maintain the confidentiality of Your password and You are responsible for Your use (or of any person using Your email address or password) of the Site and the Service. You may change Your password at any time by following instructions on the Site.

5. Orders

When You place an order to purchase a Product from the Site, You will receive a confirmatory email that will contain details of the Products You have ordered along with any delivery charges. If You have ordered any downloadable Products, this email will also contain details of how You can download them. You must provide Us with complete and accurate details when making an order through the Site. It is Your responsibility to check that the details in the confirmatory email are correct. You should keep a copy of it for Your records.
Your order will represent an offer to Us to purchase the relevant Products for the price of those Products (together with all applicable Delivery Fees and Taxes) at the time You place the order, which will be accepted by Us when We despatch the Products to You. We will confirm that the Products (other than downloads) have been despatched to You by sending You an email confirmation. This email confirmation will be evidence that We despatched the Products to You, and that the contract between us has been formed.
Where You are purchasing a downloadable Product, the contract between us relating to such downloads will only be formed once we make those Products available for You to download from our servers (which are located within Australia).
It is Your responsibility to comply with all Applicable Laws (including any minimum age requirements) in ordering Products on the Site.
In the event that we are unable to fulfil Your total order in one shipment (e.g. if one of the Products You have ordered is out of stock), any Products on the same order which we have not confirmed in the initial email confirmation to have been despatched will not form part of that contract. We will not be obliged to supply any such Products which may have been part of Your order until the despatch of such Products has been confirmed in a separate email confirmation.
We may reject Your order in Our absolute discretion (including, without limitation, where any Product in the order is not available, if there is an error or omission in the price or description of the Product on the Site or payment in respect of the order is unable to be processed). If We reject Your Order, We will endeavour to notify You within a reasonable time. We may cancel the whole or any part of an order (including any orders that We have accepted) at any time without any liability to You if: (a) any Product in the order is not available; (b) there is an error or omission in the price or description of any Product in the order on the Site; (c) We reasonably believe You are in breach of any term or condition of this Agreement; or (d) payment in respect of the order is unable to be processed. If we cancel any order, We will endeavour to provide You with reasonable notice. We will not charge You for that part of an order cancelled by Us.

6. Delivery of Products

All in-stock Products on the Site are available for delivery to all postcodes in Australia and are despatched within five (5) working days, subject to the ordered Products being available for immediate despatch, unless there are exceptional circumstances. Delivery outside of Australia will be dispatched in a reasonable period of time and will vary depending on the delivery location.
You agree to comply with all delivery requirements as set out by Us on the Site. For some Products, We may contact You to make arrangements for delivery. We will only deliver Your order if someone is at the delivery address to accept delivery of the order. We may require the person accepting the delivery of Your order to provide us with proof of identity and/or the credit card used to pay for the order (if applicable). If no one accepts delivery of Your order at the delivery address, We will endeavour to contact You, or You may contact Us, to arrange for delivery at a different time. We may charge You an additional Delivery Fee for re-delivery of Your order. You acknowledge and agree that any person at the delivery address who receives the Products is authorised by You to receive Your order.

7. Risk and title

The risk of loss or damage to Products passes to You on delivery of the Products.
Ownership of the Products will only pass to You when we receive full payment of all sums due in respect of the Products, including Delivery Fees, Taxes, postage and packing charges.

8. Fees and charges

We will charge You, and You agree to pay, the price of each Product ordered on the Site together with all Delivery Fees and Taxes and any other fees and charges set out in these terms and conditions. Prices for Products are shown on the Site at the time You place Your order and are inclusive of GST. Your order will display the cost per Product and list separately the GST applicable to Your order. Prices for Products are subject to change from time to time. Subject to these terms and conditions, once We have accepted Your order, We will not change any prices that apply to the Products in that order.

9. Returns

Except as provided by Australian law, all return of Products ordered on the Site are subject to Our returns policy which specifies a thirty (30) day money back guarantee.

10. Payment

All payments are made by a secure server, which will encrypt each transaction as a security precaution, and all payments must be made in Australian Dollars only. You may pay for an accepted order using Your: (a) Visa; (b) MasterCard; (c) Debit cards displaying a Visa or Mastercard logo; or (d) Xped Credit. If We are unable to successfully process payment for Your order, then We may reject or cancel Your order. If You choose to pay by credit card, You authorise Us to debit the amount that is payable for an accepted order from Your nominated credit card. You must not pay, or attempt to pay, for Products through any fraudulent or unlawful means.

11. Installation of Product and Payment

When purchasing Products through the Site, you may be given an option to have the Products installed on Your premises. Selecting this option will incur a non-refundable deposit fee (Deposit Fee) to be nominated by Us and subject to change at Our sole discretion. The Deposit Fee will be due and payable at the time of order through the Site and the balance of the Product price will be due and payable at the completion of installation of the Product(s). Where You do not select the installation option, the full price of the Product will be due and payable at the time of order through the Site. Installation does not apply to downloadable Products.

12. Service

To the fullest extent permitted by law, We do not represent or warrant that the Services generally available through the Site will be uninterrupted or error-free or defect-free or that errors or defects in the Service will be corrected. We do not represent or warrant to You that any electronic files available through the Site or the Service will be free of Harmful Code.

13. Security

You acknowledge that despite all reasonable precautions on Our part, there is a risk of unauthorised access to, or alteration of, Your transmissions of data or of information contained on Your computer system or on this Site. To the maximum extent permitted by law, We do not accept liability for any Loss which You may suffer or incur as a result of such activity.
You agree to immediately notify Us of any unauthorised use of Your user name and password or any other breach of security.

14. Change of Service

We reserve the right to make any changes to the Service as considered by Us necessary or desirable. We will use all reasonable endeavours to give prior notice of such changes on the Site but You acknowledge that prior notice may not be able to be given in respect of all changes (including, without limitation, any urgent necessary changes to remedy errors or defects on the Site).

15. Lawful use

You must use the Site and the Service for lawful purposes only and ensure that Your access to, or use of, the Site and the Service is not illegal or prohibited by law. It is Your responsibility to obtain independent legal advice in relation to compliance with all Applicable Laws in using the Site and the Service. You agree at all times to deal with any information or material provided by Us or accessed through the Site in a manner which complies with all Applicable Laws of Australia or of any other relevant jurisdiction.

16. Misuse and interference

You must not misuse, in any way, the Service. You must not interfere with or disrupt (or attempt to interfere or disrupt) any servers or networks connected to the Site. To the maximum extent permitted by law, We accept no liability for any Loss suffered or incurred by You arising from or in connection with any Site User's misuse of any User Content Posted by You on the Site.

17. Communications with Site Users

In any communications with other Site Users, You must not send threatening, offensive or abusive communication or any communication intended to, or likely to, threaten, offend or abuse another Site User. You must not solicit any business from any other Site User or buy or sell (or attempt to buy or sell) products and/or services through the Site or the Service.

18. User Content

You acknowledge and agree that, upon Posting, all User Content is Our property. To the extent that any Intellectual Property in and to the User Content belongs to You, You unconditionally and irrevocably: (a) assign to Us all of Your Intellectual Property in and to such User Content; and (b) consent to use of the User Content by Us in whatever manner We see fit (including, without limitation, where such use would otherwise, in the absence of such consent, infringe any moral or authors rights under any laws), without compensation to You. To the extent the Intellectual Property in and to any User Content cannot be assigned by law, You hereby unconditionally and irrevocably grant (or represent and warrant that the owner of such rights has expressly unconditionally and irrevocably granted) to Us, a worldwide, royalty- free, perpetual and non-exclusive licence to use, reproduce, copy, adapt, store, distribute, print, display, perform, broadcast, publish, communicate to the public, make available to the public or create derivative works of such User Content anywhere, for any purpose and in any form, without any compensation to You.
You acknowledge and agree that You are solely responsible for any User Content Posted on the Site. You hereby represent and warrant that You have all necessary rights in and to all User Content that You provide. We reserve the right to review User Content prior to publication on the Site or any time thereafter and to remove any User Content if, in Our opinion: (a) it does not comply with these terms and conditions; (b) it does not comply with any Applicable Laws; or (c) it is illegal, offensive, or otherwise inappropriate. All information submitted by You on the Site that is personal information shall be subject to Our Privacy Policy.

19. No misrepresentations

It is a condition of Your use of the Service that You must not, either through any act or omission, mislead or deceive others or engage in any conduct likely to mislead or deceive others.

20. Information of the Site

We do not warrant or represent the accuracy, completeness or suitability for Your intended use of any information or materials (including, without limitation, the Xped Materials and any User Content) on the Site. You are responsible for Your use of any information or materials obtained from the Site. You should make Your own enquiries to check if the information or materials on the Site are accurate, complete and suitable for Your intended use. The Site may contain information or materials (including, without limitation, the Xped Materials and User Content) that includes the views or recommendations of others that are not necessarily our views.
The Site contains links and pointers to internet sites maintained by third parties. These links to third party sites are provided for Your convenience. Such links are not under Our control and We are not responsible for the contents (including the accuracy, completeness or suitability for Your intended use) of any linked site or any link contained in a linked site. We do not endorse any information on those linked sites or any associated organisation, product or services.

21. Disclaimer

To the maximum extent permitted by law, We do not accept any liability for any Loss (including loss of profits or indirect, consequential, incidental, special exemplary or punitive loss or damage), howsoever caused (including through our negligence), suffered or incurred by You arising from or in connection with: (a) Your access to, or use of, the Service, this Site or any linked site; (b) any decision or action taken by You in reliance on any information or materials on the Site (including, without limitation, any the Xped Materials or the Posted User Content; or (c) any error or defect in the Site or the Service.
The above disclaimer does not attempt or purport to exclude liability under any statute if, and to the extent, that such liability cannot be lawfully excluded (including, without limitation, any guarantee under the Australian Consumer Law (a non-excludable provision).

22. Implied terms

Subject to the non-excludable provisions of the Australian Consumer Law, and to the fullest extent permitted by law, any guarantee, condition or warranty (including, without limitation, any implied guarantee, condition or warranty of merchantability, satisfactory quality or fitness for a particular purpose) which would otherwise be implied in this Agreement is hereby excluded. Where the Australian Consumer Law or any other legislation implies in this Agreement any guarantee, condition or warranty, and that legislation avoids or prohibits provisions in a contract excluding or modifying the application of, or exercise of, or liability under, such guarantee, condition or warranty, Our liability for any breach of such guarantee, condition or warranty shall be limited, at Our option, to one or more of the following: (a) if the breach relates to goods: the replacement of the goods or the supply of equivalent goods; the repair of such goods; the cost of replacing the goods or of acquiring equivalent goods; or the cost of having the goods repaired; and (b) if the breach relates to services: the supplying of the services again or the cost of having the services supplied again. You acknowledge and agree that reliance by Us on this limitation of liability is fair and reasonable in all the circumstances.

23. Force Majeure

We accept no liability for any delay or failure to perform Our obligations under this Agreement if such a delay or failure is due to circumstances beyond Our reasonable control.

24. Indemnity

You agree to indemnify, and keep indemnified, Us and Our officers, employees and agents (those indemnified) against all Loss suffered or incurred by those indemnified in connection with: (a) any breach of any obligation or warranty under this Agreement by You; (b) any wilful misconduct by You; and/or (c) any negligent act or omission by You.

25. Copyright

All copyright in the Xped Materials is owned by Us or third party licensors and/or their successors and assigns. Material procured from a third party may be the subject of copyright owned by that third party. Except as expressly authorised by, and subject to the conditions prescribed under, the Copyright Act 1968 (Cth) or except as expressly permitted by these terms and conditions, You may not, in any form or by any means: (a) copy, adapt, reproduce, store, distribute, print, display, perform, broadcast, publish, communicate to the public, make available to public or create derivative works of the whole or any part of the Xped Materials; or (b) commercialise the whole or any part of the Xped Materials, without Our express written permission or, in the case of third party material, from the owner of the copyright in that material.

26. Trade marks

Trade marks used on the Site are Our trade marks (registered or unregistered) or trade marks of their respective owners. If You use any trade marks owned by Us, in reference to Us, the Site or the Service, You must include a statement attributing that trade mark to Us. You must not use any of Our trade marks or trade marks of their respective owners: (a) in, or as the whole or part of, Your own trade marks; (b) in connection with any business, products or services which are not Ours; (c) in a manner which may be confusing, misleading or deceptive to any person; or (d) in a manner that disparages Us, the respective owners of the trade marks or the Site.

27. Public statements

You must not release to the public any news release, advertising material, promotional material or any other form of publicity relating to Us without Our prior written consent.

28. Termination

We may terminate this Agreement and Your access to the Site if You breach any provision of these terms and conditions. We may, at Our discretion, terminate this Agreement and Your access to all or part of the Site without the need to provide reasons. Termination of this Agreement will not end those provisions that are capable of surviving the ending of this Agreement.

29. General provisions

If We waive, in whole or part, any rights available to us under this Agreement on one occasion, this does not mean that those rights will automatically be waived on any other occasion. If any provision of this Agreement is held to be invalid, unenforceable or illegal for any reason, it is to be read down to give it as much effect as possible, or if it is not capable of having any effect at all, it is to be severed from this Agreement, in which case, the remainder of this Agreement shall nevertheless continue in full force. The laws governing this Agreement will be the laws in the State of South Australia, Australia and You irrevocably submit to the non-exclusive jurisdiction of the courts of that State.

• DEFINITIONS

In these terms and conditions, unless the context otherwise requires:

Agreement means the Agreement between You and Us comprising these terms and conditions.

Applicable Laws means any and all statutes, regulations, by-laws, ordinances or subordinate legislation in force from time to time which pertains to Your use of, and access to, the Site and the Service and the Posting of any User Content on the Site and includes, without limitation, those relating to equal opportunity, anti-discrimination, trade practices, fair trading, Intellectual Property, privacy and confidentiality.

Delivery Fee means the fee for the delivery of Products ordered by You. The fee for each order will depend on the type of Product ordered (in particular, the size and weight of the Product).

Harmful Code means any computer virus, trojan, worm or other computer code that, directly or indirectly, is harmful or disabling or which assists in or enables unauthorised access to or corruption of data.

Intellectual Property means any registered or unregistered rights in any copyrights, patents, inventions, discoveries, trade marks, designs or confidential information or any rights of a similar nature under the laws of Australia or anywhere else in the world.

Loss means loss or damage of any kind (including liability to a third party).

Product means any of the goods advertised on the Site.

Post means to make available information and/or other materials on the Site.

Registered User means a Site User registered with the Service.

Service means the service of providing Products for purchase by Site Users, including but not limited to electronic products, and providing information in relation to those products, by means of the Site.

Site means the website operated by Us at www.xped.com.

Site User means any person who has access to, or uses, the Site.

Taxes means all taxes, duties, levies and charges (other than GST) in connection with any Products or any transaction under this Agreement.

User Content means any text, information and other submissions (including, without limitation, any creative suggestions, ideas, notes, artwork, drawings, literary works, designs, concepts, content, materials or information of any nature) submitted to Us, or Posted on the Site, by a Site User.

We, Us, Our means Xped Corporation Pty Ltd (ACN 132 435 342).

Xped Credit means credits purchased by You which can be redeemed when purchasing Products from the Site, either for Yourself or for another Registered User of the Site.

Xped Materials means all works or materials of any kind (including, without limitation, all text, images, photographs, graphics, logos, icons, sound recordings, cinematograph films, multimedia files, computer software and databases) available through the Site (including, without limitation, the selection and arrangement of such works or materials).

You, Yourself, Your means any person, business, company or organisation who is a Site User.