iBodyshop Software as a Service

ABN 64 602274359

Last updated 16th November 2018

 

Thank you for selecting the iBodyshop Software as a Service (“SaaS”, or “the Service”) offered by iBodyshop Pty Ltd ABN 646 022 743 59 and its related entities (collectively referred to as “iBodyshop”). Please read these Software as a Service terms (this “Agreement”) carefully.

1. AGREEMENT

1.1 In this Agreement, all references to ‘us’, ‘we’ and ‘our’ are references to iBodyshop. All references to ‘you’ and ‘your’ are references to our customers and other individuals who we permit to access and use the Service.
1.2 This Agreement sets out the basis on which we permit you to access the Service, and is legally binding between you and us. By clicking ‘I Agree’ or otherwise by installing, accessing or using the Service, you agree to be bound by this Agreement.
1.3 We may update or modify this Agreement from time to time, including to improve these terms and/or to comply with changes to the law. When we change this Agreement in a material manner, we will update the ‘last modified’ date at the top of this page. You are responsible for reviewing this page periodically. Your continued use of the Service after any such change constitutes your acceptance of the new Agreement.
1.4 If you do not agree to any of the terms of this Agreement, you must not use or access (or continue to access) the Service.

2. LICENCE TO USE THE SERVICE

We grant you a non-transferable, non-exclusive, non-sub-licensable licence during the effective operation of this Agreement to access and use the Service solely for your internal business purposes, subject to the terms and conditions of this Agreement. For clarity, you must not commercialise, sub-licence, resell or otherwise exploit the Service in any way that is not expressly permitted or contemplated by this Agreement.

3. PERMITTED USAGE

3.1 The Service is intended for use by organisations or sole traders that primarily carry out the business of undertaking repairs to the bodywork of vehicles, caravans or vehicle suspension systems, or any other business that is authorised by us from time to time (“Authorised Repairers”).
3.2 If you are not operating as an Authorised Repairer, you are not permitted to use the Service. Similarly, you may not use the Service for purposes other than to operate as an Authorised Repairer, including for any purposes related to vehicle wrecking.

4. PAYMENT

4.1 In consideration for the Service, you must pay to us the agreed fees (“Fees”), as set out in our general pricing terms found at www.ibodyshop.com/pricing, as updated from time to time (“Pricing Terms”).

4.2 The Fees will be billed to you by iBodyshop and/or its supplier(s), and you must pay the Fees, in Australian dollars (for Australian businesses) or New Zealand dollars (for New Zealand businesses), plus any and all applicable taxes, including GST.
4.3 Your account or credit card will be debited when you subscribe to the Service and provide your payment information to facilitate payment of the Fees.
4.4 Fees must be paid by monthly direct debit from your nominated bank or credit card account, unless agreed otherwise in writing.
4.5 If your payment and registration information is not accurate, current, and complete and you do not notify us promptly when such information changes, we may suspend or terminate your licence to use the Service.
4.6 iBodyshop and/or its supplier(s) will automatically renew your subscription to the Service on a monthly basis, unless your access to the Service is cancelled or terminated in accordance with this Agreement.
4.7 Fees are payable in advance, and all payments are deducted from your nominated account on the first day of each month, unless agreed otherwise in writing.
4.8 If you fail to pay the Fees in accordance with this Agreement and the Pricing Terms, you agree that we may suspend or terminate your licence to use the Service.

5. PRIVACY

5.1 You acknowledge and agree that:
a) in order to provide you with the Service, we may need to collect your personal information, being information or an opinion about a person, which is reasonably capable of identifying that person (“Personal Information”);
b) the primary purposes for which we might collect your Personal Information will be to manage your subscription for, and facilitate your access to and use of, the Service;
c) we will collect and handle your personal information in accordance with iBodyshop’s Privacy Policy, located at www.ibodyshop.com/privacy-statement/ (“Privacy Policy”), as amended from time to time; and
d) iBodyshop uses cookies on its websites for system health analytics and anonymous web usage analytics. To the extent (if at all) the data obtained from these cookies results in our collection of your Personal Information, such information will also be handled in accordance with our Privacy Policy.
5.2 Each party must comply with the Privacy Act 1988 (Cth) (“Privacy Act”) and any other applicable laws governing dealings with Personal Information with respect to:
a) any Personal Information which is shared between you and us; and
b) any act done or practice engaged in by you or us, for the purposes of this Agreement.
5.3 Each of us will implement reasonable technical and organisational measures to protect against the misuse, loss or unauthorised disclosure of any Personal Information or data that is collected or received by either party under this Agreement. Such measures will be in accordance with generally accepted industry practice and in any event will be at least as protective as the measures adopted by a party to protect its own data of a similar nature or importance.

5.4 Despite anything else in this Agreement, you must ensure that you have obtained all necessary consents from any individuals whose Personal Information may be submitted to the Service or to us directly, prior to submitting that Personal Information.
5.5 Each of the parties must provide reasonable assistance to the other party in relation to any privacy-related complaints or regulatory enquiries.
5.6 Each of the parties must notify the other if they become aware of a data breach that is or may reasonably be an ‘eligible data breach’ within the meaning of the Privacy Act, with respect to any Personal Information held in connection with this Agreement.

6. YOUR OBLIGATIONS

6.1 You are responsible for ensuring that all information, data and materials uploaded or posted to, or stored by us through your use of the Service (“Content”) complies with the terms of this Agreement.
6.2 You agree not to use, nor permit any third party to use, the Service to upload, post, distribute, link to, publish, reproduce or transmit any of the following:
a) illegal, fraudulent, defamatory, obscene, pornographic, profane, threatening, abusive, hateful, harassing, offensive, inappropriate or objectionable information, communications or Content of any kind;
b) Content that would impersonate someone else or falsely represent your identity or qualifications, or that constitutes a breach of any individual’s privacy;
c) investment opportunities, solicitations, chain letters, pyramid schemes, or other unsolicited commercial communication which engage in spamming or flooding;
d) any computer virus, Trojan horse, worm or other disruptive or harmful software or data; and
e) any Content which is not legally yours and where you do not have the permission of the owner of the Intellectual Property in the Content to do so.
6.3 You agree not to use, nor permit any third party to use, the Service or Content in a manner that violates any applicable law, regulation or this Agreement. You also agree you will not:
a) provide access to or give any part of the Service to any unauthorised third party;
b) reproduce, modify, copy, deconstruct, rent, lease, sell, trade, resell, adapt, translate, reverse engineer, de-compile or disassemble the Service or any related materials or information; or
c) make the Service available on any file-sharing or application hosting service.
6.4 You are responsible for securely managing your log in details and password(s) for the Service and agree to immediately contact iBodyshop if you become aware of any unauthorised access to your account or disclosure of your log-in details and password(s).
6.5 You must:
a) provide us with such access, facilities, information, cooperation and assistance that we reasonably require in order for us to properly perform our obligations under this Agreement;

b) comply with our directions and restrictions regarding access to and use of the Service, including, where applicable, any instructions to remove any Content or data from the Service;
c) ensure that all Content provided by you is and remains true and correct;
d) immediately cease any use of the Service that, in our opinion, does not constitute acceptable use, and which has been detailed in a notice from us to you; and
e) where you become aware of any actual or potential misuse of the Service, notify us in writing as soon as reasonably possible.
6.6 You are solely responsible for determining that the Service meets the needs of your business and is suitable for the purposes for which the Service is used.
6.7 You acknowledge that we may monitor your Content, and agree that we may disclose any information or Content to third parties if this is necessary to satisfy our legal obligations, protect iBodyshop or its customers, or operate the Service properly.
6.8 We, in our sole discretion, may refuse to post or remove any Content, in whole or in part, which we consider unacceptable, undesirable, inappropriate, or in breach of this Agreement.

7. INTELLECTUAL PROPERTY

7.1 In this Agreement, “Intellectual Property” means all intellectual property rights throughout the world, whether registered or unregistered, including rights in respect of copyright, designs, circuit layouts, trademarks, know-how, confidential information, patents, inventions and discoveries and any right to apply for registration of such rights.
7.2 Except as expressly provided in this Agreement, nothing in this Agreement transfers ownership in, or otherwise grants to the other party any rights in, the Intellectual Property of a party.
7.3 In particular, we and/or our third party licensors (as the case may be) own and retain all Intellectual Property in the Service and anything else supplied or made available by us under this Agreement (“iBodyshop IP”).
7.4 Any:
a) Intellectual Property developed by us under or in connection with this Agreement; or
b) changes, additions or improvements to iBodyshop IP,
immediately and directly vests in us upon its creation and will form part of the iBodyshop IP.
7.5 You otherwise acknowledge and agree that you have no ownership rights, title or interest in or to the iBodyshop IP and must not dispute our ownership of the same.
7.6 To the extent permitted by applicable laws, and subject to our privacy obligations in clause 5 and our confidentiality obligations in clause 8, you grant iBodyshop a perpetual, worldwide, fully transferable, sub-licensable, irrevocable, royalty-free, non-exclusive license to store, host, use, copy and modify any Content provided through your use of the Service, including Intellectual Property comprised in such Content.

7.7 You may choose or we may invite you to submit feedback, suggestions, or ideas about the Service, including in relation to future modifications of the Service, other products or services, advertising or marketing materials, which includes without limitation any suggestions for improvements submitted through the iBodyshop ‘Wish List’ function (“Feedback”). To the extent permitted by applicable laws, and subject to our obligations in clauses 5 and 8, by providing any Feedback to us, you:
a) agree that we are free to use such Feedback for our business and commercial purposes without any compensation to you, including without limitation for development and improvement of the Service; and
b) grant iBodyshop a perpetual, worldwide, fully transferable, sub-licensable, irrevocable, royalty-free license to store, host, use, copy and modify the Feedback (including Intellectual Property in the Feedback) you provide to iBodyshop in any way.
7.8 Notwithstanding clause 8 of this Agreement, you agree that we may use the data contained within your Content or any other data set which relates to your use of the Services on an anonymised and aggregated basis, for the purpose of creating or providing to third parties statistical or analytic-based information about the Service, our business, or the activities of our customers.
7.9 You must do all acts and things necessary to give effect to this clause 7.

8. CONFIDENTIALITY

8.1 In this Agreement:
a) “Confidential Information” means, in relation to a Disclosing Party, all information or knowledge that:
i. is by its nature confidential;
ii. is designated by the Disclosing Party as confidential or proprietary to the Disclosing Party or its Related Bodies Corporate; or
iii. the Receiving Party reasonably ought to know is confidential, but does not include:
iv. information or knowledge rightfully obtained, whether or not in confidence, by the Receiving Party from a third party;
v. information or knowledge that is publicly available (otherwise than as a breach of this Agreement); or
vi. information or knowledge that was known to the Receiving Party at the time of receipt;
b) “Disclosing Party” means a party that discloses Confidential Information to the other party under or in relation to this Agreement;
c) “Receiving Party” means a party that receives Confidential Information from the other party under or in relation to this Agreement; and
d) “Related Bodies Corporate” has the meaning given to that term by the
Corporations Act 2001 (Cth).
8.2 Except as otherwise permitted by the terms of this Agreement, including (without limitation) clause 7.8, a Receiving Party must:

a) only use the Confidential Information of a party that discloses Confidential Information to the other party for the purposes of exercising its rights and performing its obligations under this Agreement;
b) keep the Disclosing Party’s Confidential Information confidential, and only disclose the Confidential Information of the Disclosing Party:
i. to its officers, employees, agents, contractors and subcontractors (“Personnel”), Related Bodies Corporate or subcontractors who have a need to know for the purposes of fulfilling the Receiving Party’s obligations under this Agreement;
ii. to its professional advisors, upon obtaining a similar undertaking of confidentiality from such advisors;
iii. to the extent permitted under this Agreement, or as required by any law or order of any court, governmental agency or body having the power to compel disclosure; or
iv. with the prior written consent of the Disclosing Party;
c) ensure that its relevant Personnel, Related Bodies Corporate and subcontractors are made aware of and are bound in writing by, the duty of confidence that is owed by the Receiving Party; and
d) on discovery of any breach of this clause by the Receiving Party or any person in possession of Confidential Information through the Receiving Party, immediately notify the Disclosing Party of such breach and co-operate with the Disclosing Party in every reasonable way to help the Disclosing Party regain possession of the Confidential Information and prevent its further unauthorised use or disclosure.

9. SERVICE PERFORMANCE

9.1 iBodyshop commits to achieving a system up-time of not less than 95%, calculated and averaged over a period of any 12 calendar months from the commencement of your subscription to the Service. This calculation will exclude any scheduled downtime for which reasonable prior notice is provided to you.
9.2 Use of the Service may be available through a range of devices using Internet access and may require software. You agree that you are solely responsible for these requirements, including any applicable changes, updates and fees (including for SMS messages, data plans, and general usage), as well as the terms of
your agreement with your mobile device and telecommunications provider. iBodyshop makes no warranties or representations of any kind as to the availability of your telecommunication services from your provider, or any loss or damage you may incur by use of your telecommunication services.
9.3 You may, from time to time, engage other suppliers to provide you with products and/or services that relate to the Service. We are not responsible for the performance of other suppliers engaged by you, or the integration of third party products or services with the Service.
9.4 We may periodically update, modify or upgrade the Service with tools,
utilities, improvements, third party applications, or general updates to improve the Service. This may extend to changes to the Service in order to maintain consistency across our customer base.

10. WARRANTIES

10.1 Each party represents and warrants to the other party that:
a) it is duly authorised to enter into this Agreement; and
b) it has obtained all relevant licences, permissions, authorisations, consents and approvals required to perform its obligations under this Agreement.

11. LIMITATION OF LIABILITY AND INDEMNITY

11.1 Your access to and use of the Service and Content is entirely at your own risk.
11.2 To the maximum extent permitted by law, and except as otherwise expressly set out in this Agreement;
a) all express or implied guarantees, warranties or representations relating to this Agreement or its subject matter are excluded; and
b) the Service is provided to you on an ‘as is’ basis.
11.3 If any guarantee, warranty or representation is implied into this Agreement and cannot be excluded at law but can be limited, then the liability of iBodyshop for breach of such guarantee, warranty or representation is limited to (at our option):
a) supplying the Service again; or
b) the payment of the cost of supplying the Service again.
11.4 We do not warrant that:
a) the Service will be error free, free from viruses, operate without interruption (including as a result of interference or prevention of access to the Service as a result of the operation of public telephone services, computer networks and/or the internet) or appear precisely as described to you by us;
b) external or third party systems connected via integrations by us, will at all times be functional; or
c) the Service will meet the particular requirements of your business.
11.5 If the commitment at clause 9.1 is not realised, iBodyshop will refund your payment for the final month of the relevant 12 month period (provided your subscription period has been longer than 12 months), however:
a) you will have no entitlement to a refund or pro rata refund in respect of any subscription period of less than 12 months;
b) any claim for such a refund must be made within 60 days of the end of the relevant 12 month period; and
c) the remedies and liabilities described in this clause 11.5 will represent your sole remedy, and iBodyshop’s sole liability, in respect of any service failure or breach of clause 9.1.
11.6 Any other claim against iBodyshop in respect of a failure to comply with its obligations under this Agreement must be made within 60 days of you becoming aware of the alleged breach.
11.7 Except as provided above, iBodyshop’s liability will in no circumstances exceed a sum in excess of one months’ subscription fees.
11.8 iBodyshop, its Personnel, affiliates and suppliers will not be liable for any indirect or consequential loss or damage incurred by you in any way which arises from your use of the Service or otherwise in relation to this Agreement.

11.9 You agree to indemnify, keep indemnified and hold iBodyshop and its affiliates and suppliers harmless from any and all claims, liability and expenses, including legal costs, arising out of your use of the Service or breach of this Agreement.

12. TERMINATION

12.1 If you fail to comply with this Agreement, iBodyshop may, in its sole discretion, terminate this Agreement or suspend your licence to use the Service:
a) if you fail to remedy the breach within 7 days’ of receiving a notice from us which sets out the particulars of the breach; or
b) immediately, if your breach is incapable of remedy.
12.2 Upon termination, you must immediately cease accessing or using the Service, and any outstanding payments will remain due and payable. Any termination of this Agreement will not affect iBodyshop’s rights to any payments due to it.
12.3 iBodyshop may terminate a free or trial account at any time and in its sole discretion.
12.4 Relevant provisions, as appropriate, will survive and remain in effect even if the Agreement is terminated.

13. CANCELLATION

13.1 You can cancel your subscription to the Service at any time by providing at least 7 days’ written notice to us prior to the end of the current subscription period.
13.2 Upon your cancellation of the Service:
a) you will have full access to the Service and your data and Content only until the end of the paid subscription term, as specified in the Pricing Terms;
b) after the paid subscription term ends, your access to the Service will cease, your access to your data and Content will be governed by clause 20, and this Agreement will automatically terminate; and
c) you will not be entitled to any refund or reimbursement of the Fees upon cancellation.

14. GOVERNING LAW

14.1 This Agreement will be governed by the laws of Victoria, Australia, and its courts.
14.2 You acknowledge that a breach of any provisions of this Agreement, or any infringement of iBodyshop’s or its suppliers’ Intellectual Property may cause iBodyshop irreparable damage for which recovery of money damages would be inadequate. Accordingly, you agree that iBodyshop will be entitled, in addition
to any other remedies available to it, to seek in any court of competent jurisdiction any relief (whether equitable or otherwise) to prevent or restrain any such breach or infringement.
14.3 iBodyshop does not represent that the Service and/or content within the Service is appropriate or available for use in jurisdictions outside Australia or New Zealand. You are responsible for compliance with all applicable laws pertaining to your use and access to the Service in your jurisdiction.

15. ENTIRE AGREEMENT AND ASSIGNMENT

15.1 This Agreement is the entire agreement between you and iBodyshop and replaces all prior understandings, communications and agreements, oral or written, regarding its subject matter. If any court of law, having jurisdiction, rules that any part of this Agreement is invalid, that section will be read down or removed without affecting the remainder of the Agreement.
15.2 You cannot assign or transfer ownership of or your rights in this Agreement to any third party without the written approval of iBodyshop. iBodyshop may assign or transfer its rights to or under this Agreement without your consent.

16. TRIAL CONTENT

If you registered for a free 30-day trial period for the Service (“Trial Period”), you may decide to purchase a license to the Service, at the current rate, within the Trial Period. However, if you purchase a licence to the Service, you will not be able to access or use any Content that you have entered through the Service during the Trial Period.

17. BETA FEATURES

17.1 From time to time, iBodyshop may, at its sole discretion, include new and/or updated beta features (“Beta Features”) in the Service for your trial and use (fees may apply), and for which you may provide feedback to us.
17.2 You understand and agree that:
a) your use of any Beta Features is voluntary and we are not obliged to provide you with any Beta Features;
b) once you use the Beta Features, you may be unable to revert back to the earlier non-beta version of the same or similar feature; and
c) if such reversion is possible, you may not be able to return or restore data created within the Beta Feature back to the earlier non-beta version.
17.3 The Beta Features are provided on an ‘as is’ basis and may contain errors or inaccuracies that could cause failures, corruption or loss of data and/or
information from any connected device. You acknowledge and agree that all use of the Beta Features is at your sole risk.

18. PERMITTED DISCLOSURES AND USE OF DATA

18.1 You acknowledge and agree that in order to manage your account for the Service, iBodyshop may provide your access information and account data (including any Personal Information) to:
a) your employee or agent who is identified in the registration data as the current system administrator for your account (the ‘Current Administrator’); and
b) such other employee or agent who may be designated by you as a replacement administrator for your account by following the procedures required by iBodyshop to effectuate such replacement.
18.2 Any other person you identified as an authorised user of the Service will
have access to the account data, subject to any access permissions you or the Current Administrator have assigned to them.

19. FINANCIAL INSTITUTION SERVICES DATA

19.1 In connection with your use of the Service and as part of the functionality of certain versions of the Service, you may wish to integrate or have access to your online account(s) and financial information, including your account access number(s), password(s), security question(s) and answer(s), account number(s), login information, and any other security or access information used to access your financial institution(s) (collectively, your “FI Login Data”) and the data made available by your financial institutions(s) with such data, which may include bank balances, transaction activity, credit card charges, debits and deposits, and any messages or notices between you and the financial institution(s) (“FI Account Data”).
19.2 The Service is designed to enable you to access and download your FI Account Data through the Service, to allow iBodyshop to access your financial institution account(s) using your FI Login Data, download and use your FI Account Data, and aggregate and combine your FI Account Data with other data.
19.3 If you lose or forget your user name or password, it will be necessary for you to return to the appropriate financial institution if you have any problems with respect to that user name or password.
19.4 You acknowledge and agree that except as set out in this Agreement, iBodyshop:
a) has no control over your FI Login Data or any access to your FI Account Data;
b) does not guarantee that you will be able to use the Service and functionality described in this clause 19, as this might depend on issues outside our control, such as the requirements of your particular financial institution(s); and
c) has no liability whatsoever for any actions or inactions on the part of any financial institution(s) which results in your inability to use the Service to access your accounts, obtain data, download transactions, or otherwise use or access your FI Account Data.
19.5 By entering into this Agreement, you:
a) acknowledge that in accessing your financial institution account(s) through the Service, your FI Login Data and FI Account Data may be collected, converted, stored in encrypted form and used by iBodyshop in Australia or New Zealand for the purpose of providing the Service;
b) authorise iBodyshop to:
i. collect and store in encrypted form your FI Login Data,
ii. access the financial institution(s)’ websites using your FI Login Data, from time to time;
iii. download and store your FI Account Data;
iv. reformat and manipulate your FI Account Data;
v. create and provide hypertext links to your financial institution(s) FI Account Data;
vi. enhance the type of data and services we can provide to you in the future, and
vii. take such other actions as are reasonably necessary to perform the actions described in this Agreement as it relates to your use of the Service;
c) hereby represent that the financial institution(s)’ account(s) and FI Login Data you provide or describe are yours, and you have the right to use the FI Login

Data and FI Account Data and the authority to appoint, and hereby expressly do appoint, iBodyshop as your agent with all necessary power and authority to use your FI Login Data and to access and retrieve your FI Account Data, as described above, on your behalf;
d) acknowledge that iBodyshop does not review your FI Account Data and agree that iBodyshop is not responsible for its completeness or accuracy;
e) acknowledge that any transactions or informational activities performed at any financial institution(s)’ website are not made through the Service and iBodyshop assumes no responsibility for any such transactions or activities; and
f) acknowledge that you are solely responsible for any charges, fees or costs associated with your financial institution account(s) when accessed through the Service by you or by iBodyshop.
19.6 You acknowledge that:
a) some financial institution(s) may not permit iBodyshop or other third parties to have access to FI Login Data or to allow the Service to access your FI Account Data;
b) financial institution(s) may make changes to their websites, with or without notice to you or iBodyshop, that may affect the overall performance of the Service and prevent or delay aggregation of data from such websites; and
c) the Service refreshes your Service account data by collecting the FI Account Data automatically or manually (depending on your financial institution(s) or any changes by you that may require an update), so your most recent transactions may not always be reflected in the account balances or other account information presented to you by iBodyshop through the Service.
19.7 If you see a discrepancy in your Service account data as compared to your FI Account Data, and in any case before making any transactions or decisions based on such account data presented in the Service, you should check the last refresh date for your financial institution account(s) and confirm the accuracy of the Service account data against your FI Account Data and manually update such data as necessary.

20. DATA

20.1 If applicable, we may give you the option to request that we transfer some of your data or Content from the Service to certain supported ancillary services (the “Ancillary Services”), in order to facilitate certain interoperability, data integration, and data access between the Service and the Ancillary Services (the “Data Transfer”).
20.2 In order for you to select the Data Transfer option, you:
a) must have registered select versions of the Service,
b) must have Internet access,
c) must have an active subscription to the Service; and
d) may need to be an active subscriber to the Ancillary Services.
20.3 If you select the Data Transfer option, portions of your company data or Content will be transferred to the Ancillary Services; where you grant the providers of the Ancillary Services the right and license to:

a) host and maintain your data,
b) use and transfer your data to the Ancillary Services, and
c) reformat and manipulate your data as reasonably necessary for the data to function with the Ancillary Services.
20.4 Your original data or Content will remain in the Service.
20.5 If you sign up for any Ancillary Services, you will have the option to request that iBodyshop send your data to any of those supported Ancillary Services. If a supported Ancillary Service is provided by a third party, you authorise iBodyshop to perform the Data Transfer to and from the third party provider to enable provision of the Ancillary Services to you.
20.6 iBodyshop will support and maintain the Data Transfer service as part of the Service. You agree that the third party provider may transfer your data from the Ancillary Service to iBodyshop, and that iBodyshop may collect and use such data subject to the terms of this Agreement.
20.7 You agree and acknowledge that iBodyshop has no control over any third party provider or any third party Ancillary Services. Your use of the Ancillary Service is subject to additional third party terms and conditions.
20.8 You further agree and acknowledge that your data, including your financial or Personal Information, may be transferred to a third party service provider who may be located in a country that does not have adequate security controls to protect your data.
20.9 Please carefully review any such third party provider’s terms and
conditions, including their privacy policy. If you do not agree with their terms and policies, you should not use or access the third party Ancillary Service and you should not authorise the Data Transfer to the third party Ancillary Service.
20.10 After termination of this Agreement or upon cancellation of your subscription, iBodyshop will keep a copy of your data and Content for 12 months (the “Data Retention Period”) from the date on which your last payment to iBodyshop was received. During the Data Retention Period, your company data file (and all related data and content such as images and digitized documents) will be put into a “read only” mode. It is entirely your responsibility to download or print all of your data and related files before the Data Retention Period ends.
20.11 Upon expiration of the Data Retention Period, all your data and Content may be permanently deleted from our servers, without further notice to you.
20.12 If you wish us to keep your data and Content beyond the Data Retention Period, you must take up a data storage subscription with iBodyshop and pay the relevant subscription fees, prior to the expiration of the Data Retention Period. Data storage subscription details are available upon request.

21. SERVICE USE, STORAGE AND ACCESS

21.1 iBodyshop will maintain security controls over your data in accordance with our Security Policy, located at www.ibodyshop.com/security-policy/?country=au.
21.2 Despite clause 21.1, iBodyshop has the right, in its sole discretion and with reasonable notice to you via publication on the Service site or email to the address provided in your registration data, to revise, update, or otherwise modify the Service and establish or change limits concerning use of the Service, temporarily or permanently, including but not limited to:

a) the amount of storage space you have on the Service at any time, and
b) the number of times (and the maximum duration for which) you may access the Service in a given period of time.
21.3 iBodyshop reserves the right to make changes referred to in clause 21.1 effective immediately to maintain the security of the system or user’s access information or to comply with any laws or regulations, and to provide you with electronic or written notice within thirty (30) days after such change. You may reject changes by discontinuing use of the Service to which such changes relate.
21.4 Your continued use of the Service will constitute your agreement to the changes referred to in clause 21.1.
21.5 iBodyshop may, from time to time, perform maintenance upon the Service resulting in interrupted service, delays or errors in the Service. iBodyshop will attempt to provide prior notice of scheduled maintenance but cannot guarantee that such notice will be provided.

22. SOCIAL MEDIA SITES

22.1 iBodyshop may provide experiences on social media platforms such as Facebook, Twitter and LinkedIn that enable online sharing and collaboration among users who have registered to use such platforms.
22.2 Any content you post, such as pictures, information, opinions, or any Personal Information that you make available to other participants on these social platforms, is subject to the terms of use and privacy policies of those platforms.

23. THIRD PARTY PRODUCTS AND SERVICES

23.1 iBodyshop may:
a) tell you about third party products or services, including via the Service;
b) offer products and services to you on behalf of third parties who are not affiliated with iBodyshop (“Third Party Products”); and
c) provide access or links to third party websites (“Third Party Sites”).
23.2 If you decide to use any Third Party Products or access any Third Party Sites, you are solely responsible for this and acknowledge that you should review the separate product terms, website terms and privacy policies of the relevant third parties. You agree iBodyshop will not be liable for any damages, claims or liabilities arising in relation to the third parties, Third Party Products or Third Party Sites.

24. COUNTRY SPECIFIC TERMS

24.1 In the event of any conflict between the above terms and the country specific terms in this clause (“Country Specific Terms”), the Country Specific Terms will prevail if you are accessing or using the Service in New Zealand.
24.2 Affiliate definition. An “Affiliate” means a Related Company as defined in section 2(3) of the Companies Act 1993 (read as if the expression ‘company’ in that subsection included any body corporate of any jurisdiction).
24.3 New Zealand Consumer Guarantees Act 1993. The New Zealand Consumer Guarantees Act 1993 does not apply.
24.4 Contracts (Privity) Act 1982. For the purposes of the Contracts (Privity) Act 1982, iBodyshop’s affiliates and subsidiaries are third party beneficiaries and will be entitled to enforce the terms of this Agreement against you but any changes may be made to this Agreement by iBodyshop without their consent.