TERMS OF USE 

Last Updated: 5 May 2021 

INTRODUCTION 

Welcome to MinuteMe! And thank you for choosing our platform to make your meetings better! Before you start, we do need you to look through and accept these terms of service (Terms).  

FYI when you see a term in bold, it will have the same corresponding meaning every time it is used within these Terms.  

For the purposes of these Terms, ‘we’, ‘our’, ‘us’ means Electrivity Technology Pty Ltd (Electrivity) and when we say ‘you’ and ‘your’, we mean both you and any entity or firm you’re authorised to represent.  

SERVICES & USING MINUTEME 

1. Our Services – Our Services shall mean any software or service provided by us (now or in the future) including our online and mobile products (if any) (Services). 
2. Access to Services – Your access to and use of the Services is conditional upon your acceptance of and compliance with these Terms. These Terms apply to all visitors, users and others who wish to access or use the Services. If you disagree with any part of the Terms, then you do not have permission to access the Services. 
3. Creating a Workspace – When you create a Workspace to use our Services and accept these Terms, you become a Workspace Owner. If you’re the Workspace Owner, you’re the one responsible for paying for the Plus Plan (more details at minuteme.com/pricing)  and providing a payment method. 
4. People invited to use MinuteMe – An Invited User is a person other than the Workspace Owner who has been invited to use our Services. If you are an Invited User, you must also accept these Terms to use our Services. 
5. User roles and access – As a Workspace Owner inviting others to use MinuteMe, you should understand the permissions you are granting to Invited Users. If you’d like to read more about user roles and levels of access, more details are available at the MinuteMe Help Center (Permissions).
6. The right to use our Services – Whether you’re a Workspace Owner or an Invited User, we grant you the right to use our Services (based on your Plan, your user role and the level of access you have been granted) for as long as the Workspace Owner continues to pay the monthly usage fee (Fee) (if appliable), until the Basic or Plus Plan is terminated, or, if you are an Invited User, until your access is revoked.
7. Workspace Owner Role – As a Workspace Owner, you take responsibility for controlling how your Workspace is managed and who can access it. For example:
   • You control access to a Workspace. You decide who is able to create meetings in your Workspace. You can change or stop that access at any time.  
   • If an Invited User leaves your organisation, you are responsible for removing the Invited User from the Workspace.  
   • You are responsible for resolving any disputes with any Invited Users over access to your Workspace.  
   • You are responsible for all your Invited Users’ activity.  
   • You are responsible for regularly checking and reviewing notifications posted in the ‘Notification center’. 
8. User registration – You promise that you will keep your information (including current email address) up to date. You also agree to keep your password confidential and will be responsible for all use of your account and password.
9. User representations – By using our Services, you represent and warrant that: 
   • All registration information you submit will be true, accurate, current and complete.  
   • You will maintain the accuracy of such information and promptly update such registration information as necessary. 
   • You have the legal capacity and you agree to comply with these Terms. 
   • You will not use the Services for any illegal or unauthorised purpose. 
   • Your use of the Services will not violate any applicable law or regulation.  
10. What we own – We own everything we have put into our Services unless otherwise stated and excluding content owned by others. This includes rights in the design, compilation and look and feel of our Services. It also includes rights in all copyrighted works, trademarks, designs, inventions, and other intellectual property. You agree not to copy, distribute, modify or make derivative works of any of our content or use any of our intellectual property rights in any way not expressly permitted by us.

PRICING 

11. Pricing Plans – If you are on the Basic Plan, you will not be charged to use the Services. If you upgrade to the Plus Plan, you (as the Workspace Owner) will be charged a monthly usage fee (Fee), in arrears, according to the MinuteMe Fair billing policy. The Fee is exclusive of any local transactional taxes where relevant (like GST). 
12. Changes to Pricing Plan – The terms of the Pricing Plans form part of these Terms. We may update or amend the Pricing Plans from time to time. Changes to the Pricing Plans will not be made retrospectively and if we make changes, we will make every effort to let you know. Your continued use of the Services after a pricing change comes into effect constitutes your agreement to pay the modified Fee. 
13. Payment Information – As part of upgrading to the Plus Plan, you agree to provide us with a valid credit card for payment of the Fees. You shall provide us with valid credit card billing information, including name, credit card number, expiry date and CVV. 
14. Importance of Timely Payments – In order to continue accessing our Services, you need to make timely payments based on your Pricing Plan. To avoid delays or missed payments, please make sure we have accurate payment information. By providing us with your payment information, you expressly authorise us to charge you all Fees incurred with your Pricing Plan. If we don’t receive timely payments, we may suspend access to your Workspace until the payment is made. 

DATA USE AND PRIVACY 

15. Use of data – You retain ownership of all data you upload, import or generate when using the Services. This includes (but is not limited to) documents, contacts and other entries. You acknowledge and agree that we may need to access and view your data to assist with your questions, technical support requests, training or other issues. We will only access data which is reasonably necessary to address or complete your requests or issues. To the extent that we access your data, we shall treat it as confidential and we will not disclose any data or information to the extent permitted by law. 
16. Use of personal data – We respect your privacy and take data protection seriously. In addition to these terms, our Privacy Policy sets out in detail how we process your own personal data that you enter when using the Services, such as your name and email address. The Privacy Policy forms part of and is incorporated into these Terms.
17. Usage data – Usage Data means data related to the use or operation of the Services, such as usage related data and technical data collected in connection with the use of the Services. It does not include any of your content. We reserve the right to collect, aggregate, monitor and use Usage Data to communicate with you and improve the functionality, performance, and aid in further development of the Services. 
18. Response to Legal Process – We reserve the right to provide your data to third parties if required or compelled by law (court order or subpoena) and to comply with law enforcement authorities in an investigation of a criminal or civil matter. We shall provide you with notice of the legal process, to the extent permitted by law. 

SECURITY 

19. Security Safeguards – We’ve invested in technical, physical and administrative safeguards to do our part to help keep your data safe and secure. While we’ve taken steps to help protect your data, no method of electronic storage is completely secure and we cannot guarantee absolute security. We will notify you if there appears to be unauthorised access to your account and we may also restrict access to certain parts of our Services until you verify that access was by an authorised user.
20. Account security features –We may introduce security features to make your account more secure, such as two-step authentication. Depending on where you are in the world, we may require you to adopt some of these features. Where we make the use of security features optional, you’re responsible (meaning we’re not liable) for any consequences of not using those features. We strongly encourage you to use all optional security features.
21. Securing your data – You have an important part to play by keeping your login details secure, not letting any other person use them, and by making sure you have strong security on your own systems. If you realise there’s been any unauthorised use of your password or any breach of security to your account or email address linked to your account, you need to let us know immediately.

THIRD PARTY SOFTWARE 

22. The Services may incorporate certain Third Party Software which is licensed subject to the terms and conditions of the third party licensing. Nothing in these Terms limits your rights under, or grants you rights that supersede, the terms and conditions of any applicable license for such Third Party Software.
23. You acknowledge and agree that we shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with use of or reliance on any such content, goods or services available on or through any such third party web sites or services.  

MAINTENANCE, DOWNTIME AND DATA LOSS 

24. Availability – Occasionally we may need to perform maintenance on our Services and this may require a period of downtime. We try to minimise any such downtime. Where planned maintenance is being undertaken, we’ll attempt to notify you in advance but we can’t guarantee it. 
25. No compensation – In the event of any downtime, access issues or data loss, your only recourse is to discontinue the Services. 
26. Modifications – We frequently release new updates, modifications and enhancements to our Services, and in some cases, discontinue features. Where this occurs, we will endeavour to notify you where practical (for example by email or within our Services when you log in). 

USE OF THE SERVICES 

27. Communications – By using our Services, you agree to subscribe to newsletters, marketing or promotional materials (if any) and other information we may send. However, you may opt out of receiving any, or all, of these communications from us by following the instructions provided in any email we send. 
28. Feedback – We love hearing from users. But if you choose to submit ideas, suggestions, comments or feedback, either directly or to us via the Services (including, without limitation, enhancement requests), you agree that we can use them without any restrictions or compensation to you. 
29. Prohibited conduct – While we can’t cover everything here, set out below are some examples of what you agree not to do when using the Services:
    • Undermine the security or integrity of our computing systems or networks. 
    • Use our Services in any way that might impair the functionality or interfere with other people’s use.  
    • Make improper use of our support services or submit false reports of abuse or misconduct.  
    • Access any system without permission. 
    • Attempt to bypass any measures of the Services designed to prevent or restrict access to the Services, or any portion of the Services.  
    • Attempt to impersonate another user or person or use the username of another user.  
    • Intentionally create new Workspaces in order to avoid upgrading to the Plus Plan.  
    • Introduce or upload anything to our Services that includes viruses or other malicious code. 
    • Engage in unauthorised framing of or linking to the Services.  
    • Engage in any automated use of the Services, such as using scripts to send comments or message or using any data mining, robots or similar data gathering and extraction tools. 
    • Make any unauthorised use of the Services and information contained therein, including collecting usernames and/or email addresses of users by electronic or other means for the purpose of sending unsolicited email, or creating user accounts by automated means or false pretenses.   
    • Share anything that may be offensive, violates any law, or infringes the rights of others. 
    • Modify, copy, adapt, reproduce, disassemble, decompile, reverse engineer or extract any part of the Services, including but not limited to: 
    • 1. the source code; and 
      2. product features. 
    • Use the Services as part of any effort to compete with us.  
    • Resell, lease or provide our Services in any way not expressly permitted through our Services.  
    • Commit fraud or other illegal acts through our Services.  
    • Act in a manner that is abusive or disrespectful to our employees, partners or other customers. We will not tolerate any abuse or bullying of our employees in any situation and that includes interaction with our support teams.  

TERMINATION 

30. Access to the Services – You are required to pay all Fees for the Services until either your Workspace is downgraded to the Basic Plan or until we terminate the Services (in accordance with these Terms). 
31. Termination – We may terminate your access to all or any of the Services immediately if: 
    • You breach any of these terms and do not remedy the breach within 14 days after receiving notice of the breach. 
    • You breach any of these Terms and the breach cannot be remedied.  
    • You fail to pay any Fees billed to you. 
    • You or your business become insolvent, your business goes into liquidation or has a receiver or manager appointed over any of its assets, you become insolvent or make any arrangement with your creditors or become subject to any similar insolvency event in any jurisdiction.  
32. No refund – No refund is due to you if you terminate your access to the Services or we terminate in accordance with these Terms.  
33. Retention of your data – Once access to the Services is terminated by you or us: 
    • You shall immediately cease all use of the Services. 
    • You agree that upon the termination of your use of the Services, we may immediately deactivate your access to the Services and delete your Workspace(s) and data after thirty (30) days.  
    • You must take any and all steps necessary to ensure that neither you nor anyone through you continues to have or use any part of the Services, and if requested, confirm in writing that this has been completed.   

LIABILITY AND INDEMNITY 

34. You indemnify us – You indemnify us against all losses, costs (including legal costs), expenses, demands or liability that we incur arising out of, or in connection with, a third-party claim against us relating to your use of our Services or any third-party product (except as far as we’re at fault).
35. Disclaimer of Warranty – You acknowledge that: 
    • The use of the Services is at your own risk. 
    • We provide the Services ‘as is’ without any express, implied or statutory warranties, including but not limited to, implied warranties of merchantability, fitness for a particular purpose, and non-infringement. 
    • We do not guarantee that the Services will always function without disruptions, delays or imperfections. 
    • We make no warranty as to any results that may be obtained from the use of the Services.  
    • We disclaim all warranties of any kind related to your hardware or software beyond the warranties provided by the manufacturer of your hardware or software.  
36. Limitation of Liability – Other than liability that we can’t exclude or limit by law, our liability to you in connection with the Services or these Terms is limited as follows: 
    • We have no liability for any indirect, incidental, consequential, special, exemplary, or punitive damages (including, without limitation, damages for loss of business profits, loss of goodwill, loss of business opportunity, loss of data, work stoppage, computer failure or malfunction, or other pecuniary loss) whether under a theory of contract, warranty, tort or otherwise, even if the other party has been notified of possible damages.  
    • Our total aggregate liability to you in any circumstances is limited to the total amount you paid us, pursuant to your Pricing Plan, in the 6 months immediately preceding the date on which the claim giving rise to the liability arose.  

DISPUTES 

37. Support Team – In the event that you have any concerns, we suggest that you firstly contact our support team through the speech bubble in the bottom right hand corner of the MinuteMe website or via [email protected].
38. Unresolved dispute – If we have not been able to resolve your complaint to your satisfaction (or if we haven’t been able to resolve a dispute after trying to do so informally), you and we agree to resolve those disputes through binding arbitration or small claims court instead of courts of general jurisdiction. You and we agree that any dispute must be brought in the parties’ individual capacity and not as a plaintiff or class member in any purported class or representative proceeding.  

GENERAL TERMS 

39. Force Majeure – Neither of us shall be responsible for any interruption, delay, or other failure to perform under these Terms due to acts beyond the control of the responsible party or the occurrence of a Force Majeure. Force Majeure shall mean events not reasonably foreseeable or otherwise caused by or under the control of the party claiming Force Majeure, including Acts of God, natural disasters (e.g. lightning, earthquakes, storms and floods) wars, riots, explosions, terrorism, pandemics, vandalism, civil unrest, governmental acts, injunctions, failures of telecommunications providers or internet service providers, failure of third party suppliers, service providers or vendors and any other cause beyond the reasonable control of either party. 
40. Severability – If any provision of these Terms is held to be invalid or unenforceable, the provision shall be modified and interpreted so as best to accomplish the objective of the original provision as permitted by law, and the remaining provisions shall remain in full force and effect. 
41. Choice of Law – The Terms and any disputes arising out of or in connection with these Terms shall be governed by and construed under the Laws of South Australia, Australia and the jurisdiction of the South Australian courts. 
42. Foreign Jurisdictions – The information provided as part of the Services is not intended for distribution to or use by any person or entity in any jurisdiction or country where such distribution or use would be contrary to law or regulation or which would subject us to any registration requirement within such jurisdiction or country. Accordingly, those persons who choose to access the Services from those locations do so on their own initiative and are solely responsible for compliance with local laws, if and to the extent local laws are applicable. 
43. Notices – Any notice you send to us must be sent to [email protected]. Any notices we send to you will be sent to the email address you provided to us when you first accessed the Services. 
44. Updates – We reserve the right to update, change or amend these Terms and we will notify you of any material changes. 
45. Contact Us – If you have any questions about these Terms or if you wish to make any complaint or claim with respect to the Services, please contact us at: [email protected].