Terms of Use

Agreement between user and Progenesis 

1. ACCEPTANCE OF TERMS
The services that PROGENESIS provides to you is subject to the following Terms of Use (“TOU”). PROGENESIS reserves the right to update the TOU at any time without notice to you. The most current version of the TOU can be reviewed by clicking on the “Terms of Use” hypertext link located at the bottom of our Web pages.
A. This Agreement, which incorporates by reference other provisions applicable to use of PROGENESIS Web Site, including, but not limited to, supplemental terms and conditions set forth hereof (“Supplemental Terms”) governing the use of certain specific material contained in PROGENESIS Web Site by you. By using PROGENESIS (other than to read this Agreement for the first time), you agree to comply with all of the terms and conditions hereof. The right to use PROGENESIS Web Site is personal to you and is not transferable to any other person or entity. You are responsible for all use of your Account (under any screen name or password) and for ensuring that all use of your Account complies fully with the provisions of this Agreement. You shall be responsible for protecting the confidentiality of your password(s), if any.

B. PROGENESIS shall have the right at any time to change or discontinue any aspect or feature of PROGENESIS Web Site, including, but not limited to, contents, hours of availability, and equipment needed for access or use.

2. CHANGED TERMS
PROGENESIS reserves the right to change the terms, conditions, and notices under which PROGENESIS Web Site is offered, including but not limited to the charges associated with the use of PROGENESIS Web Site.

3. DESCRIPTION OF SERVICES
Through its Web property, PROGENESIS provides you with access to a variety of resources, including download areas, communication forums and product information (collectively “Services”). The Services, including any updates, enhancements, new features, and/or the addition of any new Web properties, are subject to the TOU.

4. EQUIPMENT
You shall be responsible for obtaining and maintaining all telephone, computer hardware, software and other equipment needed for access to and use of PROGENESIS Web Site and all charges related thereto.

5. USER CONDUCT
A. You shall use PROGENESIS Web Site for lawful purposes only. You shall not post or transmit through PROGENESIS Web Site any material which violates or infringes in any way upon the rights of others, which is unlawful, threatening, abusive, defamatory, invasive of privacy or publicity rights, vulgar, obscene, profane or otherwise objectionable, which encourages conduct that would constitute a criminal offense, give rise to civil liability or otherwise violate any law, or which, without PROGENESIS’ express prior approval, contains advertising or any solicitation with respect to products or services. Any conduct by you that in PROGENESIS’ discretion restricts or inhibits any other User from using or enjoying PROGENESIS Web Site will not be permitted. You shall not use PROGENESIS Web Site to advertise or perform any commercial solicitation, including, but not limited to, the solicitation of users to become subscribers of other on-line information serves competitive with PROGENESIS.
B. PROGENESIS Web Site contains copyrighted material, trademarks and other proprietary information, including, but not limited to, text, software, photos, video, graphics, music and sound, and the entire contents of PROGENESIS Web Site are copyrighted as a collective work under the Australia copyright laws. PROGENESIS owns a copyright in the selection, coordination, arrangement and enhancement of such content, as well as in the content original to it. You may not modify, publish, transmit, participate in the transfer or sale, create derivative works, or in any way exploit, any of the content, in whole or in part. You may download copyrighted material for your personal use only. Except as otherwise expressly permitted under copyright law, no copying, redistribution, retransmission, publication or commercial exploitation of downloaded material will be permitted without the express permission of PROGENESIS and the copyright owner. In the event of any permitted copying, redistribution or publication of copyrighted material, no changes in or deletion of author attribution, trademark legend or copyright notice shall be made. You acknowledge that it does not acquire any ownership rights by downloading copyrighted material.
C. You shall not upload, post or otherwise make available on PROGENESIS Web Site any material protected by copyright, trademark or other proprietary right without the express permission of the owner of the copyright, trademark or other proprietary right and the burden of determining that any material is not protected by copyright rests with you. You shall be solely liable for any damage resulting from any infringement of copyrights, proprietary rights, or any other harm resulting from such a submission. By submitting material to any public area of PROGENESIS Web Site, you automatically grants, or warrants that the owner of such material has expressly granted PROGENESIS the royalty-free, perpetual, irrevocable, non-exclusive right and license to use, reproduce, modify, adapt, publish, translate and distribute such material (in whole or in part) worldwide and/or to incorporate it in other works in any form, media or technology now known or hereafter developed for the full term of any copyright that may exist in such material. You also permit any other User to access, view, store or reproduce the material for that User’s personal use. You hereby grants PROGENESES the right to edit, copy, publish and distribute any material made available on PROGENESIS Web Site by you.
D. The foregoing provisions of Section 5 are for the benefit of PROGENESIS, its subsidiaries, affiliates and its third party content providers and licensors and each shall have the right to assert and enforce such provisions directly or on its own behalf.

6. USE OF SERVICES
The Services may contain email services, bulletin board services, chat areas, news groups, forums, communities, personal web pages, calendars, photo albums, file cabinets and/or other message or communication facilities designed to enable you to communicate with others (each a “Communication Service” and collectively “Communication Services”). You agree to use the Communication Services only to post, send and receive messages and material that are proper and, when applicable, related to the particular Communication Service. By way of example, and not as a limitation, you agree that when using the Communication Services, you will not:

  • Use of the Communication Services in connection with surveys, contests, pyramid schemes, chain letters, junk email, spamming or any duplicative or unsolicited messages (commercial or otherwise).
  • Defame, abuse, harass, stalk, threaten or otherwise violate the legal rights (such as rights of privacy and publicity) of others.
  • Publish, post, upload, distribute or disseminate any inappropriate, profane, defamatory, infringing, obscene, indecent or unlawful topic, name, material or information.
  • Upload, or otherwise make available, files that contain images, photographs, software or other material protected by intellectual property laws, including, by way of example, and not as limitation, copyright or trademark laws (or by rights of privacy of publicity) unless you own or control the rights thereto or have received all necessary consents to do the same.
  • Use any material or information, including images or photographs, which are made available through the Services in any manner that infringes any copyright, trademark, patent, trade secret, or other proprietary right of any party.
  • Upload files that contain viruses, corrupted files, or any other similar software or programs that may damage the operation of another’s computer or property of another.
    Advertise or offer to sell or buy any goods or services for any business purpose, unless such Communication Service specifically allows such messages.
  • Download any file posted by another user of a Communication Service that you know, or reasonably should know, cannot be legally distributed, displayed, performed, and/or distributed in such manner.
  • Falsify or delete any copyright management information, such as author attributions, legal or other proper notices or proprietary designations or labels of the origin or source of software or other material contained in a file that is uploaded.
  • Restrict or inhibit any other user from using and enjoying the Communication Services.
  • Violate any code of conduct or other guidelines which may be applicable for any particular Communication Service.
  • Harvest or otherwise collect information about others, including e-mail addresses, without their consent.
  • Violate any applicable laws or regulations.
  • Create a false identity for the purpose of misleading others.
  • Use download or otherwise copy, or provide (whether or not for a fee) to a person or entity any directory of users of the Services or other user or usage information or any portion thereof.

PROGENESIS has no obligation to monitor the Communication Services. However, PROGENESIS reserves the right to review materials posted to a Communication Service and to remove any materials in its sole discretion. PROGENESIS reserves the right to terminate your access to any or all of the Communication Services at any time, without notice, for any reason whatsoever. PROGENESIS reserves the right at all times to disclose any information as it deems necessary to satisfy any applicable law, regulation, legal process or governmental request, or to edit, refuse to post or to remove any information or materials, in whole or in part, in PROGENESIS’s sole discretion.
Materials uploaded to the Communication Services may be subject to posted limitations on usage, reproduction and/or dissemination; you are responsible for adhering to such limitations of User downloads the materials.
Always use caution when giving out any personally identifiable information in any Communication Services. PROGENESIS does not control or endorse the content, messages or information found in any Communication Service and, therefore, PROGENESIS specifically disclaims any liability with regard to the Communication Services and any actions resulting from your participation in any Communication Service. Managers and hosts are not authorized PROGENESIS spokespersons, and their views do not necessarily reflect those of PROGENESIS.

7. MEMBER ACCOUNT, PASSWORD, AND SECURITY
If any of the Services requires you to open an account, you must complete the registration process by providing PROGENESIS with current complete and accurate information as promoted by the applicable registration form. You are entirely responsible for maintaining the confidentiality of your password and account. Furthermore, you are entirely responsible for any and all activities that occur under your account. You agree to notify PROGENESIS immediately of any unauthorized use of your account or any other breach of security. PROGENESIS will not be liable for any loss that you may incur as a result of someone else using your password or account, either with or without your knowledge. However, you could be held liable for losses incurred by PROGENESIS or any party due to someone else using your account or password. You may not use anyone else’s account at any time, without the permission of the account holder.

8. NOTICE REGARDING SOFTWARE, DOCUMENTS AND SERVICES AVAILABLE ON THIS SITE
Permission to use Documents (such as white papers, press releases, datasheets and FAQs) from the Services is granted, provided that (1) the below copyright notice appears in all copies and that both the copyright notice and this permission notice appear, (2) use of such Documents from the Services is for informational and non-commercial or personal use only and will not be copies or posted on any network computer or broadcast in any media, and (3) no modifications of any Documents are made. Accredited educational institutions, such as universities, private/public colleges, and state community colleges, may download and reproduce the Documents for distribution in the classroom. Distribution outside the classroom requires express written permission. Use for any other purpose is expressly prohibited by law, and may result in severe civil and criminal penalties. Violators will be prosecuted to the maximum extent possible.

PROGENESIS AND/OR ITS SUPPLIERS MAKE NO REPRESENTATIONS ABOUT THE SUITABILITY, RELIABILITY, AVAILABILITY, TIMELINESS, AND ACCURACY OF THE INFORMATION, SOFTWARE, PRODUCTS, SERVICES AND RELATED GRAPHICS CONTAINED ON PROGENESIS WEB SITE FOR ANY PURPOSE. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, ALL SUCH INFORMATION, SOFTWARE, PRODUCTS, SERVICES AND RELATED GRAPHICS ARE PROVIDED “AS IS” WITHOUT WARRANTY OR CONDITION OF ANY KIND. PROGENESIS AND/OR ITS SUPPLIERS HEREBY DISCLAIM ALL WARRANTIES AND CONDITIONS WITH REGARD TO THIS INFORMATION, SOFTWARE, PRODUCTS, SERVICES AND RELATED GRAPHICS, INCLUDING ALL IMPLIED WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT.
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL PROGENESIS AND/OR ITS SUPPLIERS BE LIABLE FOR ANY DIRECT, INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, OR CONSEQUENTIAL DAMAGES OR ANY DAMAGES WHATSOEVER INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF USE, DATA OR PROFITS, ARISING OUT OF OR IN ANY WAY CONNECTED WITH THE USE OR PERFORMANCE OF PROGENESIS WEB SITE, WITH THE DELAY OR INABILITY TO USE THE PROGENESIS WEB SITE OR RELATED SERVICES, THE PROVISION OF OR FAILURE TO PROVIDE SERVICES, OR FOR ANY INFORMATION, SOFTWARE, PRODUCTS, SERVICES AND RELATED GRAPHICS OBTAINED THROUGH PROGENESIS WEB SITE, OR OTHERWISE ARISING OUT OF THE USE OF THE PROGENESIS WEB SITE, WHETHER BASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY OR OTHERWISE, EVEN IF PROGENESIS OR ANY OF ITS SUPPLIERS HAS BEEN ADVISED OF THE POSSIBILITY OF DAMAGES. BECAUSE SOME STATES/JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, THE ABOVE LIMITATION MAY NOT APPLY TO YOU. IF YOU ARE DISSATISFIED WITH ANY PORTION OF THE PROGENESIS WEB SITE, OR WITH ANY OF THESE TERMS OF USE, YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE USING THE PROGENESIS WEB SITE.

9. MATERIALS PROVIDED TO PROGENESIS OR POSTED AT ANY PROGENESIS WEB SITE
PROGENESIS does not claim ownership of the materials you provide to PROGENESIS (including feedback and suggestions) or post, upload, input or submit to any Services or its associated services for review by the general public, or by the members of any public or private community, (each a “Submission” and collectively “Submissions”). However, by posting, uploading, inputting, providing or submitting (“Posting”) your Submission you are granting PROGENESIS, its affiliated companies and necessary sublicensees permission to use your Submission in connection with the operation of their Internet businesses including, without limitation, the rights to: copy, distribute, transmit, publicly display, publicly perform, reproduce, edit, translate and reformat your Submission; and to publish your name in connection with your Submission; and the right to sublicense such rights to any supplier of the Services.
No compensation will be paid with respect to the use of your Submission, as provided herein. PROGENESIS is under no obligation to post or use any Submission you may provide and PROGENESIS may remove any Submission at any time in its sole discretion.
By posting, uploading, inputting, providing or submitting your Submission you warrant and represent that you own or otherwise control all of the rights to your Submission as described in this section including, without limitation, all the rights necessary for you to provide, post, upload, input or submit the Submissions.
In addition to the warranty and representation set forth above, by Posting a Submission that contain images, photographs, pictures or that are otherwise graphical in whole or in part (“images”), you warrant and represent that (a) You are the copyright owner of such Images, or that the copyright owner of such Images has granted you permission to use such Images or any content and/or images contained in such Images consistent with the manner and purpose of your use and as otherwise permitted by these Terms of Use and the Services, (b) You have the rights necessary to grant the licenses and sublicenses described in these Terms of Use, and (c) that each person depicted in such Images, if any, has provided consent to the use of the Images as set forth in these Terms of Use, including, by way of example, and not as a limitation, the distribution, public display and reproduction of such Images. By Posting Images, you are granting (a) to all members of User’s private community (for each such Images available to members of such private community), and/or (b) to the general public (for each such Images available anywhere on the Services, other than a private community), permission to use your Images in connection with the use, as permitted by these Terms of Use, of any of the Services, (including, by way of example, and not as a limitation, making prints and gift items which include such Images), and including without limitation, a non-exclusive, world-wide, royalty-free license to: copy, distribute, transmit, publicly display, publicly perform, reproduce, edit, translate and reformat your images without having your name attached to such Images, and the right to sublicense such rights to any supplier of the Services. The licenses granted in the preceding sentences for a Images will terminate at the time you completely remove such Images from the Services, provided that such termination shall not affect any licenses granted in connection with such Images prior to the time you completely remove such Images. No compensation will be paid with respect to the use of your Images.

10. LIMITATION OF LIABILITY
THE INFORMATION, SOFTWARE, PRODUCTS, AND SERVICES INCLUDED IN OR AVAILABLE THROUGH PROGENESIS WEB SITE MAY INCLUDE INACCURACIES OR TYPOGRAPHICAL ERRORS. CHANGES ARE PERIODICALLY ADDED TO THE INFORMATION HEREIN. PROGENESIS AND/OR ITS SUPPLIERS MAY MAKE IMPROVEMENTS AND/OR CHANGES IN PROGENESIS WEB SITE AT ANY TIME. ADVICE RECEIVED VIA PROGENESIS WEB SITE SHOULD NOT BE RELIED UPON FOR PERSONAL, MEDICAL, LEGAL OR FINANCIAL DECISIONS AND YOU SHOULD CONSULT AN APPROPRIATE PROFESSIONAL FOR SPECIFIC ADVICE TAILORED TO YOUR SITUATION.
PROGENESIS AND/OR ITS SUPPLIERS MAKE NO REPRESENTATIONS ABOUT THE SUITABILITY, RELIABILITY, AVAILABILITY, TIMELINESS, AND ACCURACY OF THE INFORMATION, SOFTWARE, PRODUCTS, SERVICES AND RELATED GRAPHICS CONTAINED ON PROGENESIS WEB SITE FOR ANY PURPOSE. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, ALL SUCH INFORMATION, SOFTWARE, PRODUCTS, SERVICES AND RELATED GRAPHICS ARE PROVIDED “AS IS” WITHOUT WARRANTY OR CONDITION OF ANY KIND. PROGENESIS AND/OR ITS SUPPLIERS HEREBY DISCLAIM ALL WARRANTIES AND CONDITIONS WITH REGARD TO THIS INFORMATION, SOFTWARE, PRODUCTS, SERVICES AND RELATED GRAPHICS, INCLUDING ALL IMPLIED WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT.
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL PROGENESIS AND/OR ITS SUPPLIERS BE LIABLE FOR ANY DIRECT, INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, CONSEQUENTIAL DAMAGES OR ANY DAMAGES WHATSOEVER INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF USE, DATA OR PROFITS, ARISING OUT OF OR IN ANY WAY CONNECTED WITH THE USE OR PERFORMANCE OF PROGENESIS WEB SITE, WITH THE DELAY OR INABILITY TO USE THE PROGENESIS WEB SITE OR RELATED SERVICES, THE PROVISION OF OR FAILURE TO PROVIDE SERVICES, OR FOR ANY INFORMATION, SOFTWARE, PRODUCTS, SERVICES AND RELATED GRAPHICS OBTAINED THROUGH PROGENESIS WEB SITE, OR OTHERWISE ARISING OUT OF THE USE OF THE PROGENESIS WEB SITE, WHETHER BASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY OR OTHERWISE, EVEN IF PROGENESIS OR ANY OF ITS SUPPLIERS HAS BEEN ADVISED OF THE POSSIBILITY OF DAMAGES. BECAUSE SOME STATES/JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, THE ABOVE LIMITATION MAY NOT APPLY TO YOU. IF YOU ARE DISSATISFIED WITH ANY PORTION OF THE PROGENESIS WEB SITE, OR WITH ANY OF THESE TERMS OF USE, YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE USING THE PROGENESIS WEB SITE.

11. LINKS TO THIRD PARTY SITES
PROGENESIS Web Site may contain links to other Web Sites (“Linked Sites”). The Linked Sites are not under the control of PROGENESIS and PROGENESIS is not responsible for the contents of any Linked Site, including without limitation any link contained in a Linked Site, or any changes or updates to a Linked Site. PROGENESIS is not responsible for webcasting or any other form of transmission received from any Linked Site. PROGENESIS is providing these links to you only as a convenience, and the inclusion of any link does not imply endorsement by PROGENESIS of the site or any association with its operators.

12. MONITORING
PROGENESIS has no obligation to monitor the Communication Services. However, PROGENESIS reserves the right to review materials posted to a Communication Service and to remove any materials in its sole discretion. PROGENESIS reserves the right to terminate your access to any or all of the Communication Services at any time without notice for any reason whatsoever.
PROGENESIS reserves the right at all times to disclose any information as necessary to satisfy any applicable law, regulation, legal process or governmental request, or to edit, refuse to post or to remove any information or materials, in whole or in part, in PROGENESIS’s sole discretion.

13. INDEMNIFICATION
You agree to defend, indemnify and hold harmless PROGENESIS, its affiliates and their respective directors, officers, employees and agents from the and against all claims and expenses, including attorney’s fees, arising out of the use of PROGENESIS by you or your Account.

14. TERMINATION/ACCESS RESTRICTION
PROGENESIS reserves the right, in its sole discretion, to terminate your access to PROGENESIS Web Site and the related services or any portion thereof at any time, without notice.
PROGENESIS’s performance of this agreement is subject to existing laws and legal process, and nothing contained in this agreement is in derogation of PROGENESIS’s right to comply with governmental, court and law enforcement requests or requirements relating to your use of PROGENESIS Web Site or information provided to or gathered by PROGENESIS with respect to such use. If any part of this agreement is determined to be invalid or unenforceable pursuant to applicable law including, but not limited to, the warranty disclaimers and liability limitations set forth above, then the invalid or unenforceable provision will be deemed superseded by a valid, enforceable provision that most closely matches the intent of the original provision and the remainder of the agreement shall continue in effect. Unless otherwise specified herein, this agreement constitutes the entire agreement between the user and PROGENESIS with respect to PROGENESIS Web Site and it supersedes all prior or contemporaneous communications and proposals, whether electronic, oral or written, between the user and PROGENESIS with respect to PROGENESIS Web Site.

15. COPYRIGHT NOTICE
All contents of PROGENESIS Web Site are: Copyright 2021 by Progenesis Holdings Pty Ltd and/or its suppliers. All rights reserved.

16. TRADEMARKS
The names of actual companies and products mentioned herein may be the trademarks of their respective owners. The example companies, organizations, products, people and events depicted herein are fictitious. No association with any real company, organization, product, person, or event is intended or should be inferred.
Any rights not expressly granted herein are reserved.

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