Terms & Conditions

Effective date: July 28, 2020

Welcome to Ninja Linka.

These terms and conditions ("Agreement") constitute a legal contract between Ninja Linka Australia ABN 42 377 037 836 (“Ninja Linka”, “we”, “our” or “us”) and the entity or person (“you”, “your”, or “user”) who registered on the Ninja Linka registration page to receive certain URL shortening, redirection, analytics, benchmarking, and/or other business services that may be offered by Ninja Linka and its affiliates (each, a “Service”). This Agreement describes the terms and conditions that apply to your use of the Services whether fee-based or free of charge.

By using or registering for a Service, you agree to these Terms and Conditions, and our Privacy Policy without any exception. We reserve the right to amend this Agreement and Privacy Policy from time to time and your use of any Service will be subject to the then current versions thereof.

You may not access or use our Service unless you agree to abide by all of the terms and conditions in this Agreement.

Agreement

1. Definitions

1.1 In this Agreement:

  1. "Account" means an account enabling a person to access and use the Services
  2. "Agreement" means this agreement including any Schedules, and any amendments to this Agreement from time to time
  3. "Customer Data" means any data in respect of the Services provided
  4. "Documentation" means the documentation for the Services produced by us
  5. "Effective Date" means the date on which that Service is made available for your use
  6. "Renewal Period" means the period of time between which the Subscription Fees will be deemed payable for continued service
  7. "Service" means any service provided by us
  8. "Site" means our website at https://ninjalina.com and all related websites, extensions, apps, domains, subdomains and other materials
  9. "Subscription Fees" means the subscription fees payable by you to us for the Services
  10. "Term" as defined in Section 11

2. Our Obligations

2.1 We will provide the Services and make the Documentation available to you using all acceptable care and skill.

2.2 The Services are provided on an "as is" and "as available" basis.

2.3 We will use all reasonable commercial endeavours to ensure the Services are available to you at all times, subject to any planned maintenance, or unscheduled emergency maintenance, where we will try to give you as much notice as possible.

2.4 We:

  1. do not warrant that your use of the Services will be uninterrupted or error-free; or that the Services and Documentation will meet your requirements; and
  2. are not responsible for any delays, delivery failures, or any other loss or damage resulting from the use of these Services when interruption or errors occur.

3. Your Obligations

3.1 You shall comply with all Applicable Laws and regulations with respect to your activities under this Agreement.

3.2 Your access to Services is subject to any limits established by us. We reserve the right to charge you additional fees for usage of Services beyond these established limits.

3.3 We reserve the right, without liability to you, to disable all or partial access to your Ninja Linka account should you be in breach of this Agreement and you agree that the decision to limit your access shall be made in our sole discretion.

4. Your Account

4.1 Your account with us will be created once you complete a registration form in accordance with the instructions provided.

4.2 In relation to your account, you represent and warrant that:

  1. all registration information you submit will be true, accurate, current, and complete.
  2. you will maintain the accuracy of such information and promptly update such registration information as necessary.
  3. you will not use the Services for any illegal or unauthorized purpose; and
  4. your use of the Services will not violate any applicable law or regulation.

If you provide any information that is untrue, inaccurate, not current, or incomplete, we have the right to suspend or terminate your account and refuse any and all current or future use of the Site (or any portion thereof).

5. Changes to the Services

5.1 At any time we may change, modify, add, remove, discontinue or retire any aspect or feature of the Service we provide to you. When we do, we will use all reasonable commercial endeavours to ensure this does not materially affect the value of the Service.

5.2 If you do not agree with these changes, your exclusive remedy is to cease using the Service with us.

6. Changes to Terms and Conditions

6.1 We may modify the terms within this Agreement and/or Privacy Policy from time to time by posting the new version on our Site and your use of any Service will be subject to the then current versions thereof.

6.2 You agree to a new version by continuing your use of the Services. If you do not agree with a new version, your exclusive remedy is to cease using the Services with us.

7. Changes to Pricing

7.1 We may change our Subscription Fees, at any time by updating the applicable pricing information or other terms posted on the Site. New pricing terms will become effective immediately after we post any such changes to the Site.

7.2 You agree to any changes of our Subscription Fees by continuing your use of the Services. If you do not agree with a new version, your exclusive remedy is to cease using the Services with us.

8. Custom Domains

8.1 Where you are required to specify a domain for the operation of a Service or specific features, we may verify that you own or control that domain. If you do not own or control the domain you specify, then we will have no obligation to provide you with the Service. It is your responsibility to adhere to the terms set out by your domain name provider.

9. Links

9.1 The Site contains (or you may be sent via the Site) links to other third party websites. Most linked sites are not under our control and are not investigated, monitored, or checked for accuracy, appropriateness, or completeness by us. Inclusion of, linking to, or permitting the use or installation of any third party links or content does not imply approval or endorsement thereof by us.

10. Billing, renewals, and payment

10.1 All Services are offered either on a monthly subscription basis or an annual subscription basis. From time to time we may offer Services that are free of payment or require a single upfront fee to access (“No-charge Renewable Services”). These No-charge Renewable Services are considered a monthly subscription for the purpose of this Agreement and are subject to all terms related to recurring renewal periods.

10.2 Unless either party cancels the Service prior to expiration of the renewal period, your subscription will automatically renew for another period equal to your initial renewal period. You will provide any notice of non-renewal through the means we designate, which may include settings in your Account or contacting our support team. Cancelling your subscription means that you will not be charged for the next billing cycle, but you will not receive any refunds or credits for amounts that have already been charged. All renewals are subject to the applicable Service continuing to be offered and will be charged at the then-current rates.

10.3 You will pay all fees in accordance with each invoiced renewal period, by the due dates and in the currency specified in the invoice. All amounts are non-refundable, non-cancelable and non-creditable. You agree that we may bill your credit card or other payment method for renewals, additional users, overages to set limits or scopes of use, expenses, and unpaid fees, as applicable. Failure to pay by the due date will result in us discontinuing access to the Service and/or your Account.

10.4 We will deliver the Services through your account or through other reasonable means no later than when we have received payment of the applicable fees. You are responsible for accessing your account to determine that we have received payment.

10.5 If for any reason we do cancel a Service (which we may do at our sole discretion), or are no longer able to continue a Service, you will not be entitled to a refund of fees already paid.

11. Term and Termination

11.1 This Agreement is effective as of the Effective Date and expire on the date of expiration or termination of all Services.

11.2 We reserve the right, in our sole discretion and without notice to you, to suspend, terminate, modify or delete a user account or access to the Site or parts thereof, if you are, or we suspect that you are, failing to comply with any of the provisions of this Agreement or for any actual or suspected illegal or improper use of the Site. If you use multiple accounts, then we may take action against all your accounts. Any activity regarded as unlawful may be reported to the police.

11.3 The following sections will survive any termination or expiration of these Terms: Section 9 (Links), Section 10 (Custom Domains), Section 12 (Lawful Use), Section13 (Limitation of Liability), Section 14 (Indemnification), Section 15 (Law and Jurisdiction).

12. Lawful Use

12.1 You may not access or use the Site for any purpose other than that for which we make the Site available. You are solely responsible for ensuring that your use (and the use of your Authorised Users) of the Services does not infringe any of terms within this Agreement. We reserve the right, without liability or prejudice to our other rights, to disable your access if we become aware of any use of any material that breaches the following provisions.

12.2 As a user of the Site, you agree not to:

  1. systematically retrieve data or other content from the Site to create or compile, directly or indirectly, a collection, compilation, database, or directory without written permission from us.
  2. circumvent, disable, or otherwise interfere with security-related features of the Site, including features that prevent or restrict the use or copying of any Content or enforce limitations on the use of the Site and/or the Content contained therein.
  3. trick, defraud, or mislead us and other users, especially in any attempt to learn sensitive account information such as user passwords;
  4. make improper use of our support services or submit false reports of abuse or misconduct.
  5. use the Site as part of any effort to compete with us or otherwise use the Site and/or the Content for any revenue-generating endeavor or commercial enterprise.
  6. upload or transmit (or attempt to upload or to transmit) content that is unlawful, harmful, threatening, defamatory, obscene, infringing, harassing or racially or ethnically offensive, is discriminatory based on race, gender, colour, religious belief, sexual orientation, disability, depicts sexually explicit images, facilitates illegal activity, promotes unlawful violence, causes damage or injury to any person or property, is for the purpose of tracking spam-related material or is any content we deem to be unsuitable to be associated with our Service.

13. Indemnification

13.1 Neither party will have any liability arising our of or related to these terms for the loss of use, lost or corruption of data, loss of profits, costs of delays of service, failure of security mechanisms, interruptions of business or consequential damages of any kind even if informed of the possibility of such damages in advanced.

14. Limitation of Liability

14.1 You agree to defend, indemnify, and hold us harmless, including our subsidiaries, affiliates, and all of our respective officers, agents, partners, and employees, from and against any loss, damage, liability, claim, or demand, including reasonable attorneys’ fees and expenses, made by any third party due to or arising out of: (1) your Contributions; (2) use of the Site; (3) breach of these Terms and Conditions; (4) any breach of your representations and warranties set forth in these Terms and Conditions; (5) your violation of the rights of a third party, including but not limited to intellectual property rights; or (6) any overt harmful act toward any other user of the Site with whom you connected via the Site.

14.2 Notwithstanding the foregoing, we reserve the right, at your expense, to assume the exclusive defense and control of any matter for which you are required to indemnify us, and you agree to cooperate, at your expense, with our defense of such claims. We will use reasonable efforts to notify you of any such claim, action, or proceeding which is subject to this indemnification upon becoming aware of it.

15. Law and Jurisdiction

15.1 These Terms will be governed by and construed in accordance with the applicable laws of the State of New South Wales, Australia, without giving effect to the principles of that State relating to conflicts of laws.

15.2 You irrevocably agree that the courts of New South Wales, Australia will have exclusive jurisdiction to settle any dispute or claim arising out of or in connection with this Agreement.