Skip to content

6clicks General Terms and Conditions

End User License Agreement Terms

Introduction

A.    These End User License Agreement terms and any annexures set out the terms on which 6clicks will provide its Platform and Support Services to Customers (“Agreement”).

B.    By accessing, downloading or using the Platform, or by using the Support Services, you accept and agree to be bound by the terms and conditions of this Agreement as set out below. 

C.    If you do not accept the terms of this Agreement you are not authorized to subscribe to or use the Platform and should not access or use the Platform or the Support Services.

 

Operative Part

1.                Meaning of words 

In this agreement: 

(a)    6clicks, we, us and our means 6clicks Inc (Delaware Company File number 3720268) of 651 N Broad Street Suite 201 Middleton, Delaware, United States of America, 6clicks International Ltd (Company number 13098330) of 10 John Street, London, United Kingdom, WC1N 2EB and 6clicks Trading Pty Ltd ACN 634 263 166 of 165 Martin Street, Brighton Victoria 3186, Australia and any of its related bodies corporate to which this Agreement applies;


(b)    Analytics means any analysis or interpretation of User Data, Personal Information (whether de-identified, aggregated or otherwise), and other statistics undertaken or performed by 6clicks from time to time;


(c)    Business Days means business days in the jurisdiction where 6clicks resides and will typically mean Monday to Friday excluding government recognised public holidays;


(d)    Commencement Date means the earlier of the date the Platform or the Support Services are first accessed or used by the Customer;


(e)    Confidential Information means any  information which is disclosed by either party to the other party pursuant to or in connection with this Agreement (whether orally or in writing and whether or not such information is expressly stated to be confidential or marked as such) including, but not limited to,  any technical, financial, operational or any other information that is related to the business of either party but excludes information that is in or enters the public domain other than through an unauthorized act or breach of confidentiality of the receiving party;


(f)    Content refers to all information and content within, uploaded, accessed through and generated by the Platform including but not limited to the Analytics, and excluding User Data;


(g)    Customer and you means a person using the Platform and providing use of the Platform to its Users;


(h)    Fees means the fees payable by you for the use of the Platform in accordance with the selected Subscription Scope;


(i)    Force Majeure Event means an event or circumstance whose occurrence and effects could not have been prevented or overcome, such as earthquakes, natural disasters, fire, flood, riots, civil commotion, industrial disputes, malicious damage, failure of any utility services, viruses, denial of service attacks, other acts or omissions or service outages by third parties (including any Internet service provider) or breakdown of plant or equipment;


(j)    Further Term means a duration for which this Agreement will be renewed;


(k)    Harmful Code means any computer code, software routine, or programming device that is designed to or may: 


(i)    disable, disrupt, impair, delete, damage, corrupt, reprogram, recode or modify in any way any computer processing system, computer network, computer service, a deliverable, interface, data, files, software, storage media, hardware, or equipment; 


(ii)    permit a non-authorized third party to access, transmit or utilize, as appropriate, any computer processing system, computer network, computer service, a deliverable, interface, data, files, software, storage media, hardware, or equipment; or 


(iii)    any other similar harmful or hidden procedures, routines or mechanisms.


(l)    Intellectual Property means, whether registered or not, all copyright, designs and industrial designs, circuit layouts, trademarks, service marks and commercial names and designations, trade secrets, know-how, Confidential Information, patents, invention and discoveries, literary artistic and scientific works, inventions in all fields of human endeavor, and other results of intellectual activity in the industrial, commercial, scientific, literary or artistic fields;


(m)    Notice includes a disclaimer, a disclosure or other statement and a consent provided in writing;


(n)    Relevant Laws means all laws and legally binding codes of practice, guidelines or standards issued by relevant regulators or authorities or industry bodies including the Privacy Act 1988 (Cth), the General Data Protection Regulation ((EU) 2016/679) and the Competition and Consumer Act 2010 (Cth);


(o)    Personal Information has the meaning given to that term in the Privacy Act 1988 (Cth);


(p)    Platform means 6clicks's online software or mobile app that enables Customers to manage risk and compliance processes, provided on a 'software-as-a-service' basis;


(q)    Privacy Policy means 6clicks’ privacy policy available at https://6clicks.com/privacy;


(r)    Security Incident means any breach, incident or event which does or could result in an actual or potential compromise of the confidentiality or integrity of the User Data or the Platform;


(s)    Subscription Scope means the licensing option selected by the Customer;


(t)    Support Services means the services provided by 6clicks to the Customer as set out in Annexure A;


(u)    Taxes means taxes, levies, imposts, charges, fees and duties (including, stamp and transaction duties) imposed by any government entity, together with any related interest, penalties, fines and expenses in connection with them;


(v)    Term means the term of this Agreement in accordance with the selected Subscription Scope;


(w)    User means the Customer, any staff of the Customer and any third party directed by the Customer that are authorized under this Agreement to access the Platform; 


(x)    User Data means any data, Personal Information or Intellectual Property inputted into the Platform by the Customer or its Users;


(y)    Website refers to www.6clicks.com and any variation or tailored version of the website created for your use; and


(z)    the singular includes the plural and vice versa.

2.                Licence to use the Platform 

Grant of Licence 

(a)    In accordance with this Agreement, we grant you a limited, non-exclusive, non-transferable license in accordance with the selected Subscription Scope in order to:


(i)    access, download and use the Platform; 


(ii)    allow access to the Platform by Users and third parties to perform assessments; and


(iii)    access the Content.


(b)    The license granted under clause 2(a):


(i)    is granted for the duration of the Term during which you must pay the Fees, and thereafter will continue for a Further Term ongoing unless you provide notice confirming you do not wish to extend the license. Such notice must be provided at least 90 days before the termination of the then-current Term;


(ii)    is granted until such time as this Agreement is terminated; and


(iii)    is subject to your compliance with the terms of this Agreement.


(c)    The Customer’s access to, and the functionality of, the Platform is as set out in the Subscription Scope. 


(d)    If you do not accept all of the terms of this Agreement you are not authorized to use the Platform.

Fees

(e)    You must pay the Fees strictly in accordance with the dates and for the amounts, minimum terms and payment terms in accordance with the selected Subscription Scope.


(f)    In the event you terminate the license before the conclusion of Term or any Further Term, you must pay the remainder of the Fees for the then-current Term and if you have paid all the Fees for the then-current Term 6clicks will not refund you for any remaining portion of Fees.


(g)    You agree to pay interest of 10% per annum on all overdue amounts, including on any Tax payable, in connection with any overdue payments, calculated daily from the due date until paid in full.


(h)    These clauses in connection with the Fees payable under this Agreement survive the termination or expiration of this Agreement. 

Subscription Scope and Support Services

(i)    The Customer acknowledges and agrees that: 


(i)    this Agreement will continue for the Term and cannot be terminated by the Customer before the completion of the Term without 6clicks’ prior written consent which will not be unreasonably withheld if the Customer agrees to payout the balance of the Fees payable for the duration of the Term;


(ii)    its access to and use of the Platform will be limited to the maximum number of Users (if any) set out in the selected Subscription Scope; 


(iii)    the features and functionality of the Platform available to, or accessible by, the Customer will be limited to those available to, or accessible by, its selected Subscription Scope; and


(iv)    it will receive from 6clicks the Support Services provided the Customer provides 6clicks access to its systems and technology environment as required to enable 6clicks to provide the Support Services.

3.                Account Management

(a)    You are responsible for maintaining the security and confidentiality of any usernames and password used by you and your Users in relation to the Platform. 


(b)    You are responsible for any and all activities that occur under you and your User’s accounts. You agree to notify us immediately of any unauthorized use of your accounts or any other breach of security by you or your Users.


(c)    We 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 will be held liable for losses incurred by us or by another party due to someone else using your account or password.


(d)    You may not use anyone else's account at any time, nor assign or transfer your account to any other person without the written permission of 6clicks.


(e)    You agree to maintain and update your user information (including Personal Information), data and password as required to keep it accurate, current and complete.  


(f)    You agree that your payment information will be held by us for use in maintaining your account.

4.                Platform Availability, Updates and Modifications

(a)    6clicks aims for uptime access for the Platform of at least 99.9% and will strive for 100% availability. 


(b)    6clicks will make the Platform available 24 hours a day, 7 days a week, except for: 


(i)    planned downtime (for which 6clicks will give advance notice); 


(ii)    any unavailability caused by a Force Majeure Event; 


(iii)    any access issues resulting from your or a User’s software or hardware or third party software or hardware, or both; and


(iv)    any access issues resulting from your or a User’s use of the Platform inconsistent with this Agreement including but not limited to access by unauthorized users.


(c)    6clicks may in its sole discretion release updates to the Platform from time to time. Any updates are also subject to this Agreement. Where you do not agree to an update, your sole remedy shall be to terminate your use of the Platform and to comply with the termination obligations set forth in this Agreement. Any use of the Platform after the update will constitute your acceptance of the update.


(d)    6clicks will use commercially reasonable endeavors to ensure that any updates to the Platform will not materially adversely impact your use of the Platform. 


(e)    The Platform may become unavailable from time to time for scheduled updates or as a result of events beyond 6clicks's reasonable control including:


(i)    failure or default by any of 6clicks's third party service providers;


(i)    abnormal usage volumes; or


(ii)    any breach of this Agreement by the User or the negligence of the User or its personnel.


(f)    We will endeavor to provide you with reasonable notice of any prolonged maintenance, downtime, updates or upgrades as soon as reasonably practicable after becoming aware of any need for prolonged scheduled or unscheduled maintenance, downtime, updates or upgrades. 


(g)    We may update or change Content on the Platform and Website at any time.

5.                Limitation of Liability

(a)    To the extent permitted by the Relevant Law, 6clicks gives no warranties or representations that: 


(i)    the operation of the Platform will be uninterrupted, always accessible, in line with any service level agreements as specified in Annexure B or free from Harmful Code;


(ii)    the Content is or will be up to date, accurate, error free or complete; and 


(iii)    the Platform will perform to a specific standard or be fit for a particular purpose.


(b)    The Customer acknowledges and agrees that 6clicks is not responsible or liable for any products or any services to the extent not provided by 6clicks.


(c)    The Customer acknowledges that it has not relied on any term, condition, representation, warranty, matter, statement or conduct in entering into this Agreement that is not expressly stated in this Agreement. In particular, the Customer has not relied on any descriptions, illustrations or specifications contained in any document (including any catalogues or publicity material produced by 6clicks).


(d)    Under no circumstances shall 6clicks be liable for any damages suffered by you, a User or any third party, including without limitation, any direct or indirect, incidental, punitive, exemplary, special or consequential damages (including, without limitation, any reputational damages, any lost profits, damages for business interruption, or loss of information, programs or other data) that result from access to, link to, use of or inability to use the Platform or the Content or due to any breach of security associated with the transmission of information through the internet, regardless of the theory of liability and even if foreseeable or even if 6clicks was advised of the possibility of such damages.


(e)    If, despite this liability limitation, we have any liability to you or any third party for any damage, and except for your misappropriation of Intellectual Property or breach of your confidentiality obligations, each party's aggregate liability under these terms shall be limited to the fees paid and payable by you under this Agreement for the six (6) months immediately prior to the event giving rise to the claim for such damage. No claim may be pursued by you more than one (1) year after the facts giving rise to such claim have arisen. This liability limitation forms an essential basis of the bargain between the parties and shall survive and apply even if any remedy specified in this Agreement does not fully compensate you for any losses.

6.                Indemnity

6clicks Indemnity

(a)    6clicks will indemnify, defend, and hold the Customer and its Users harmless from and against any claim by any third party that the Platform violates any third party's valid Intellectual Property rights (“IP Claim”). If in 6clicks’ reasonable judgment any such IP Claim, or threat of an IP Claim, materially interferes with the User’s access and use of the Platform, 6clicks will consult with the Customer, and 6clicks will have the option, in its sole discretion, to:


(i)    substitute a functionally equivalent non-infringing Platform; or


(ii)    modify the Platform to make it non-infringing.


(b)    If 6clicks cannot achieve any of the remedies in the preceding clause on a reasonable commercial basis, it may, by written notice, require the Customer and its Users to cease using the Platform (or the relevant functionality) and 6clicks will refund a pro-rata portion of the Fee for the Platform for such period of time in which the Customer was unable to use the Platform.

Customer’s Indemnity

(c)    The Customer agrees to defend, indemnify and hold harmless 6clicks, its personnel and its related bodies corporate from and against any and all claims or losses arising from: 


(i)    the Customer or its User's use of the Platform (except to the extent any such claim or loss arises from the fraud, gross negligence or willful misconduct of 6clicks); 


(ii)    the Customer’s or its User's breach of any third party right (including Intellectual Property rights) or any Relevant Law; or 


(iii)    any claim arising out of or in relation to any content of the User Data.

General

(d)    The defense and indemnification obligations provided for in this clause are conditional upon:


(i)    the indemnified party providing reasonable notice, assistance and cooperation to enable the indemnifying party to defend the action or claim; and


(ii)    the indemnified party allowing the indemnifying party to control the defense and all related settlement negotiations on the condition that the parties engage in consultation with respect to any loss or claim.


(e)    The provisions of this clause will survive the termination or expiry of this Agreement.

7.                Intellectual Property, Confidentiality and Privacy

Intellectual Property

(a)    You acknowledge and agree that all Intellectual Property held, located within and related to our Platform and the Content is the property of 6clicks and its related bodies corporate, excluding the User Data, and protected by Intellectual Property law. Nothing in this Agreement conveys or vests to you any interests or ownership in such Content or Intellectual Property.


(b)    You acknowledge and agree that any improvements, suggestions, ideas, enhancement requests, feedback, recommendations, or other information you provide to 6clicks shall belong solely to 6clicks. 


(c)    6clicks acknowledges and agrees that the User is the proprietor or licensee of all Intellectual Property in the User Data provided under or in connection with this Agreement and that this Intellectual Property is supplied to 6clicks in accordance with the license granted under this Agreement.


(d)    The Customer grants 6clicks a non-exclusive, royalty free, irrevocable, transferable, worldwide and perpetual license to manage, edit and use the User Data: 


(i)    for the purposes of performing its obligations under this Agreement;


(ii)    to further develop and make improvements to the Platform including undertaking Analytics; and


(iii)    to comply with any Relevant Laws.

Confidentiality and Security Incident 

(e)    A party must not, without the prior written consent of the other party, use or disclose the other party's Confidential Information unless expressly permitted by this Agreement or required to do so by law or any regulatory authority.


(f)    A party may:


(i)    use the Confidential Information of the other party solely for the purposes of complying with its obligations and exercising its rights under this Agreement; and


(ii)    disclose the Confidential Information to its personnel or advisers to the extent necessary for them to know the information for purposes related to this Agreement, but only if reasonable steps are taken to ensure that the confidentiality of the information is retained.


(g)    Each party must implement and maintain effective security measures to prevent unauthorized use and disclosure of the other party’s Confidential Information whilst it is in the receiving party’s possession or control.


(h)    Each party must return, or at the other party’s option destroy, all Confidential Information of the disclosing party in the receiving party’s possession or control, on the earlier of the disclosing party’s request or on termination of this Agreement for any reason.


(i)    If either party becomes aware of a Security Incident:


(i)    it must notify the other party within 72 hours (of becoming aware) in writing and give full details about the Security Incident;


(ii)    reasonably cooperate with the other party in respect of the Security Incident; and


(iii)    at its sole discretion, conduct its own investigation of the Security Incident, and where it deems appropriate, implement rectification measures. 

Privacy 

(j)    The parties must handle, and must ensure that its employees, agents, officers, servants and subcontractors handle, all Confidential Information and Personal Information in accordance with the requirements in this clause, our Privacy Policy, the Privacy Act 1988 (Cth) and, where applicable, the General Data Protection Regulation ((EU) 2016/679).

8.                User Data

(a)    The Platform may allow the Customer and its Users to enter and manage User Data. The Customer acknowledges and agrees that 6clicks may alter or remove any User Data if 6clicks reasonably considers that it breaches the Relevant Laws or a third party's rights provided that reasonable notice is given to the Customer.


(b)    The Customer will (and must ensure that each of its Users will) ensure that the User Data is accurate, complete, reliable, up to date, and compliant with any Relevant Laws.


(c)    Once this Agreement is terminated by you or by us, your User Data is archived and is no longer available to you. We retain it for a period of time consistent with our data retention policy, during which, you can reactivate your Subscription Scope and once again access your data by paying the Fees.

9.                Permitted use

(a)    You agree not to use the Platform or Content and ensure your Users do not use the Platform or Content:


(i)    in violation of this Agreement or Relevant Law;


(ii)    in any manner that could damage, disable, overburden, or impair our server, or the network(s) connected to our server, or interfere with our operation, or any other party's use and enjoyment, of the Platform; 


(iii)    to store, transmit or otherwise make available any content that you do not have a right to make available under any law or which infringes any patent, trademark, trade secret, copyright or other proprietary rights of any party;


(iv)    other than for the purposes and subject to the conditions prescribed under this Agreement, to reproduce, upload to a third party, link to, frame, store in a retrieval system or transmit any part of the Platform or Content without our prior written consent;


(v)    to redistribute or resell the Platform or Content or the Intellectual Property in the Platform or Content other than as a partner in accordance with the 6clicks partner terms as may be separately agreed between the parties;


(vi)    to do, or cause to be done, any act or thing that may impair any of 6clicks’ Intellectual Property rights in connection with the Platform or Content;


(vii)    use the Platform on behalf of any third party other than your Users;


(viii)    modify, adapt, or hack the Platform or otherwise attempt to gain or gain unauthorized access to the Platform or related systems or networks or tamper with or breach the security of the Platform; 


(ix)    attempt to decipher, decompile, reverse engineer, disassemble, reproduce, or copy or otherwise access or discover or attempt to derive the source code or underlying program of any software making up the Platform; 


(x)    use the Platform to send unsolicited communications, junk mail, spam, pyramid schemes or other forms of duplicative or unsolicited messages; 


(xi)    remove or modify any trademarks, trade names, service marks, service names, logos or brands, or copyright or other proprietary notices on the Platform or the Content, or add any other markings or notices to the Platform or the Content unless otherwise agreed by us in writing; 


(xii)    use the Platform to knowingly post, transmit, upload, link to, send or store any content that is unlawful, racist, hateful, abusive, libelous, obscene, or discriminatory or promotes any financial exploitation or a criminal activity; 


(xiii)    modify, port, adapt, translate or create any derivative work based upon the Platform; 


(xiv)    use the Platform to knowingly post, transmit, upload, link to, send or store any viruses, malware, Trojan horses, time bombs, worms or cancelbots or any other Harmful Code; 


(xv)    establish a link to the Platform or our website in such a way as to suggest any form of association, approval or endorsement by us where none exists; or


(xvi)    use the Platform for the purposes of cookie tracking, ad exchanges, ad networks, data brokerages, or sending electronic communications (including e-mail).


(b)    We have the right (but not the obligation) in our sole discretion to:


(i)    refuse access to or use of the Platform; 


(ii)    move any Content that is available within the Platform; 


(iii)    to remove any Content that violates this Agreement or is otherwise deemed by us to be inappropriate or objectionable; and


(iv)    preserve or disclose Content if required to do so by law or in the good faith belief that such preservation or disclosure is reasonably necessary to: (a) comply with legal process; (b) enforce this Agreement;

 

(c) respond to claims that any content violates the rights of third parties; or (d) protect our rights, property or the personal safety of our staff, other users or the public.


(c)    As a condition of your use of our Platform, you authorize us to include you or your organization’s name in our published list of users.

10.                Termination and Force Majeure 

(a)    We may in our sole discretion immediately suspend, terminate or limit your access to the Platform or Content if:


(i)    we deem that you or your Users are in breach of this Agreement or our Privacy Policy; or


(ii)    the Fees payable by the Customer are not paid when due. 


(b)    We will notify you of such suspension, termination or limitation by email within five (5) Business Days. You agree that we will not be liable to you or any third party for any termination of your access to the Platform or Content.


(c)    For the avoidance of doubt, the Fees shall continue to accrue during any period of suspension or limitation in accordance with clause 10(a).


(d)    You may terminate this Agreement immediately at any time by: 


(i)    contacting 6clicks at support@6clicks.com; and


(ii)    paying to 6clicks all outstanding Fees.


(e)    We may terminate this Agreement at any time by providing you no less than 30 days written notice.  


(f)    Neither party will be responsible for a failure to perform any obligation under this Agreement (except for an obligation to pay the Fees) to the extent that it is caused by a Force Majeure Event, provided that such party has: 


(i)    taken all reasonable steps to prevent and avoid the effects of the Force Majeure Event;


(ii)    taken all reasonable steps to overcome and mitigate the effects of the Force Majeure Event as soon as reasonably practicable; 


(iii)    on becoming aware of the Force Majeure Event, promptly informed the other party of the Force Majeure Event; and


(iv)    in the event that the Force Majeure Event continues for more than 30 days starting on the day the impact of the Force Majeure Event starts, the unaffected party may terminate this Agreement by not less than 10 days' notice in writing to the affected party. Where you terminate the agreement under this clause, you shall pay the Fees until the date of termination.

11.                Taxes

(a)    Except where this Agreement specifies otherwise, Fees payable by the Customer to 6clicks do not include any Taxes. The Customer must, in addition to the Fees and at the same time, pay the amount of Taxes imposed by the relevant regulatory body payable in respect of the supply of the Platform, unless the Customer provides 6clicks with a valid tax exemption certificate authorized by the relevant regulatory body. 


(b)    The Customer warrants to 6clicks that if it is required by any regulatory body, it is registered with such body in relation to the Taxes applicable to the Fees at the time of entering this Agreement and will remain registered for the duration of this Agreement.


(c)    You indemnify us and our related bodies corporate from all Tax liabilities arising from or in connection with any Tax liability that may be imposed on you or on 6clicks or its related bodies corporate as a result of information provided by you or your failure to comply with any of your tax obligations.

12.               Jurisdiction, Severability and Waiver

(a)    The information in our Platform, Content and this Agreement has been prepared in accordance with the laws of Victoria, Australia and the Commonwealth of Australia. 


(b)    The terms and conditions of this Agreement will be construed in accordance with the laws in force in the State of Victoria, and both parties agree to submit to the non-exclusive jurisdiction of the courts of Victoria. 


(c)    If any provisions of this Agreement become void, voidable or unenforceable then those provisions are deemed to be severed and the remaining provisions will continue to have full force and effect.


(d)    Any failure or delay by 6clicks in exercising any right, power or privilege available to us will not operate as a waiver of that power or right.

13.               Anti-bribery

(a)    The parties must not offer or provide any benefit (including any payment, gift, hospitality or gratuity) to any person with the intention of improperly influencing such person in the exercise of their duties (including to make a decision or to take any other action) in entering into or performing the obligations under this Agreement.


(b)    Each party represents, warrants and undertakes that, to the best of its knowledge and control:


(i)    neither it nor any of its related bodies corporate, nor any of its personnel have offered, authorized, promised, given, solicited or accepted, and none of the foregoing will offer, authorize, promise, give, solicit or accept, to or from a government official or any other person, any payment, gift, service, thing of value or other advantage where such an action would violate any applicable anti-corruption or anti-bribery law, including but not limited to the Criminal Code Act 1995 (Cth), the UK Bribery Act of 2010 and the US Foreign Corrupt Practices Act 1977 (Anti-Bribery and Corruptions Laws); and


(ii)    each party and its personnel have been in full compliance with Anti-Bribery and Corruption Laws.


(c)    Upon becoming aware of any actual, reasonably suspected or anticipated breach of this clause 13, the defaulting party must immediately provide written notice of the breach giving full details of such breach to the non-defaulting party.


(d)    If a party (Notifying Party) is in breach of any part of this clause 13 then without prejudice to any other remedy the other party (Notified Party) may have, the Notified Party may:


(i)    if the breach is not due to an act of the Notifying Party or any of its related bodies corporate or any of its personnel, immediately terminate this Agreement for breach with notice in writing; or


(ii)    if the breach is due to an act of an agent of the Notifying Party or any of its related bodies corporate any of its personnel, provide the Notifying Party with a written notice of the default and may immediately terminate this Agreement by providing written notice if the Notifying Party fails to cure such breach to the reasonable satisfaction of the Notified Party within five (5) Business Days of receipt of that notice.


(e)    Notwithstanding any other provision of this Agreement, as a consequence of the termination under this clause 13, the Notified Party shall be excused from further observance of the obligations under this Agreement and shall not be liable for any loss or damage or other costs or expenses of any kind whatsoever that the Notifying Party may suffer as a result of such termination.

13.               General

(a)    You must not assign any right or liability under this Agreement without the prior written consent of 6clicks.  6clicks may assign its rights or liabilities under this Agreement, or novate this Agreement, to a related body corporate that has the resources and expertise to fully perform this Agreement and the Customer must take all steps, including executing all documents, reasonably requested by 6clicks for this purpose.


(b)    Each party must pay its own costs and expenses in respect of negotiating, preparing, signing, delivering and performing this Agreement and any other agreement or document entered into or signed under this Agreement.


(c)    This Agreement is the entire agreement and understanding between the parties on everything connected with the subject matter of this Agreement and supersedes any prior agreement or understanding on anything connected with that subject matter.


(d)    6clicks may give you Notice under this Agreement through the Platform, on our Website or by email.


(e)    6clicks may subcontract all or part of its obligations under this Agreement without the prior written consent of the Customer.

 

Annexure A – Support Services

This Annexure A governs the provision of support services by 6clicks to the Customer during the Term of the Agreement.

1.               Definitions


In this Annexure A, unless the context otherwise requires:


(a)    Business Day means business days in in the jurisdiction where 6clicks resides and will typically mean Monday to Friday excluding government recognised public holidays; and


(b)    Business Hours means 9.00am to 5.00pm.


2.               Scope


During the term of the Agreement, 6clicks will provide the following support services to the Customer:


(a)    Technical support


Unlimited technical support during Business Hours on Business Days delivered through:


(i)    email support – support@6clicks.com; or


(ii)    ticket support – through the Platform.


6clicks' target response time to technical support requests is defined in Annexure B.


3.               Exclusions


The support services do not apply to any downtime of, or defect in, the Platform arising from:


(a)    suspension or termination of the Customer’s access to the Platform due to the Customer's breach of the Agreement;


(b)    routine scheduled maintenance;


(c)    unscheduled, emergency maintenance or an emergency caused by a Force Majeure Event, User Data, or Internet service provider failures or delays; and


(d)    the Customer's equipment, software or other technology, or any equipment, software or technology not supplied by 6clicks.

 

Annexure B – Response Time SLAs

Response Times and Expected Support Experience  

Severity

Situation

Response

Customer Expectation

Low

Minor functionality unavailability. Simple workarounds are available.

 

Little to no business impact.

- Respond to the ticket within 48 hours of receiving it.

- Assign ticket to an appropriate team member.

- Ticket will be responded to during normal business hours.

The internal team will acknowledge the ticket and come to a resolution.

 

 

 

 

 

Medium

Key functionality unavailable. No workaround is available.

 

The tool is still functional but not in an ideal state.

- Response to the ticket within 24 hours of receiving it.

- Assign ticket to an appropriate team member.

- Ticket will be responded to during normal business hours.

- The internal team will acknowledge the ticket.

- The appropriate resources will be allocated to come to a resolution.

- Regular communication from respective support personnel

High

The system is down or severely impaired.

 

Critical business impact.

 

 

 

- Response to the ticket within 12 hours of receiving it.

- Assign ticket to an appropriate team member.

- 8x5 effort to resolution

- The internal team will acknowledge the ticket.

- The appropriate resources will be allocated to come to a resolution.

- Regular communication from respective support personnel

Critical

Productivity Blocker.

 

Complete loss of a mission-critical project.

 

Needs immediate attention.

- Acknowledgment of issue within 1 hour.

- Ticket assignment and communication within 1 hour.

- 24x7 effort to resolution

- Escalation to the appropriate team within 1 hour.

- Allocation of appropriate resources to sustain 24x7 continuous effort to resolve.

- Regular communication from respective support personnel

 

Marketplace User Terms of Use

6clicks Trading Pty Ltd ACN 634 263 166 of 165 Martin Street, Brighton Victoria 3186, Australia (6clicks) owns and operates this marketplace (Marketplace). Access to and use of this Marketplace and the products and services available through this Marketplace (collectively, Services) are subject to the following terms, conditions and notices (Terms of Use). By using the Marketplace, you are agreeing to these Terms of Use, as may be updated by us from time to time.

Amendments to terms of use.

6clicks reserves the right to amend these Terms of Use from time to time. Amendments will be effective immediately upon notification on this Marketplace. Your continued use of the Marketplace following such notification will represent an agreement by you to be bound by the terms and conditions as amended.

Marketplace

  • Access to this Marketplace is permitted for free, on a temporary basis, and we reserve the right to withdraw or amend the Marketplace or the Services without notice. We will not be liable if, for any reason, this Marketplace is unavailable at any time or for any period. From time to time, we may restrict access to some parts or all of this Marketplace.
  • 6clicks has the right in its absolute discretion at any time and without notice to amend, remove or vary the Services or any page of the Marketplace.

Linked Sites

This Marketplace contains links to other websites (Linked Sites), which are not operated by 6clicks. 6clicks does not have any control over the content and any Services offered via the Linked Sites and accepts no responsibility for the Linked Sites or for any loss or damage that you may suffer from your use of the Linked Sites or Services. Your use of the Linked Sites will be subject to the terms of use contained within each Linked Site.

Privacy policy

Our privacy policy, which sets out how we will use your personal information, can be found at https://6clicks.com/privacy. By using this Marketplace, you consent to us handling your personal information described in the privacy policy and you warrant that all personal information provided by you is accurate.

Prohibitions

  • You must not use the Marketplace for purposes for which it was not intended. In particular, you agree that you will not:
    • commit or encourage a criminal offense;
    • transmit or distribute a virus, trojan, worm, logic bomb or any other material which is malicious, technologically harmful, in breach of confidence or in any way offensive or obscene;
    • hack into any aspect of the Service; corrupt data; cause annoyance to other users;
    • infringe upon the rights of any other person's proprietary rights;
    • send any unsolicited advertising or promotional material, commonly referred to as "spam"; or
    • attempt to affect the performance or functionality of any computer facilities of or accessed through this Marketplace.
  • We will not be liable for any loss or damage caused to you by a distributed denial-of-service attack, viruses or other technologically harmful material that may infect your computer equipment, computer programs, data or other proprietary material due to your use of this Marketplace or to your downloading of any material posted on it, or on any Linked Sites.

Intellectual property, Software and Content

The intellectual property rights in all software and content (including photographic images) made available to you on or through this Marketplace remain the property of 6clicks or its licensors and are protected by intellectual property law. All such rights are reserved by 6clicks and its licensors. You may store, print and display the content supplied solely for your own personal use. You are not permitted to publish, manipulate, distribute or otherwise reproduce, in any format, any of the content or copies of the content supplied to you or which appears on this Marketplace.

Disclaimer of Liability

  • To the extent permitted by law, the material displayed on this Marketplace is provided without any guarantees, conditions or warranties as to its accuracy.
  • To the fullest extent permitted by law, 6clicks hereby expressly excludes all warranties and other terms which might otherwise be implied by statute, common law or the law of equity and must not be liable for any damages whatsoever, including but without limitation to any direct, indirect, special, consequential, punitive or incidental damages, or damages for loss of use, profits, data or other intangibles, damage to goodwill or reputation, or the cost of procurement of substitute goods and services, arising out of or related to the use, inability to use, performance or failures of this Marketplace or the Linked Sites and any materials posted on those sites, irrespective of whether such damages were foreseeable or arise in contract, tort, equity, restitution, by statute, at common law or otherwise.

Linking to this Marketplace

You may include a link to the Marketplace on your website provided you do so in a way that is fair and legal and does not damage our reputation or take advantage of it, but you must not establish a link in such a way as to suggest any form of association, approval or endorsement on our part where none exists. We reserve the right to withdraw linking permission without notice.

Disclaimer as to ownership of trademarks, images of personalities and third party copyright

Except where expressly stated to the contrary all persons (including their names and images), third party trade marks and content, or Services featured on this Marketplace are in no way associated, linked or affiliated with 6clicks and you should not rely on the existence of such a connection or affiliation. Any trade marks featured on this Marketplace are owned by the respective trade mark owners. Where a trade mark or brand name is referred to it is used solely to describe or identify the products and services and is in no way an assertion that such products or services are endorsed by or connected to 6clicks.

Payments

6clicks does not facilitate any payments for the purchase of any of the Services. You are responsible for making payment for any Service purchased via the Marketplace in accordance with the Service provider’s payment terms.

Indemnity

You agree to indemnify, defend and hold harmless 6clicks, its directors, officers, employees, consultants, agents, and affiliates, from any and all third party claims, liability, damages or costs (including, but not limited to, legal fees) arising from your use of this Marketplace or your breach of the Terms of Use.

Invalidity

If any clause of the Terms of Use is unenforceable (including any provision in which we exclude our liability to you) the enforceability of any other part of the Terms of Use will not be affected and all other clauses remain in full force and effect. So far as possible where any clause or part of a clause can be severed to render the remaining part valid, the clause must be interpreted accordingly. Alternatively, you agree that the clause must be rectified and interpreted in such a way that closely resembles the original meaning of the clause as is permitted by law.

Disputes and complaints

6clicks does not operate a disputes or complaints handling procedure in relation to the Marketplace or the Services. You must resolve any complaints or disputes that you have relating to the Marketplace directly with the relevant Service provider or other user.

These Terms of Use will be construed in accordance with the laws in force in the State of Victoria, Australia and you agree to submit to the non-exclusive jurisdiction of the courts of the State of Victoria, Australia.

Marketplace Vendor User Terms of Use

6clicks Trading Pty Ltd ACN 634 263 166 of 165 Martin Street, Brighton Victoria 3186, Australia (6clicks) owns and operates this marketplace (Marketplace). Access to and use of this Marketplace and the products and services available through this Marketplace (collectively, Services) are subject to the following terms, conditions and notices (Terms of Use). By using the Marketplace, you are agreeing to these Terms of Use, as may be updated by us from time to time.

Amendments to Terms of Use

6clicks reserves the right to amend these Terms of Use from time to time. Amendments will be effective immediately upon notification on this Marketplace. Your continued use of the Marketplace following such notification will represent an agreement by you to be bound by the terms and conditions as amended.

Marketplace

  • Access to this Marketplace is permitted for free, on a temporary basis, and we reserve the right to withdraw or amend the Marketplace or the Services without notice. We will not be liable if, for any reason, this Marketplace is unavailable at any time or for any period. From time to time, we may restrict access to some parts or all of this Marketplace.
  • 6clicks has the right in its absolute discretion at any time and without notice to amend, remove or vary the Services or any page of the Marketplace.

Accounts

You are responsible for any and all activity that happens under your account including maintaining the confidentiality of your user names and passwords. 6clicks will not be liable for any loss that you may incur as a result of someone else using your username, passwords or your account, either with or without your knowledge. However, you will be held liable for losses incurred by us or by another party due to someone else using your username, passwords or your account.

Linked Sites

  • You may include a link to your website on the Marketplace to offer your Services (Linked Sites). 6clicks does not have any control over the content and any Services offered via the Linked Sites and accepts no responsibility for the Linked Sites or for any loss or damage that you may suffer from the Linked Sites. You are responsible for the information contained within the pages of your Linked Sites including but not limited to ensuring:
    • that all information contained within is accurate, true, complete and up to date including but not limited to the description, specifications, price, applicable taxes or fees, shipping information, required legal disclosures and other advertisement, offer or promotional content;
    • that all information contained within is not misleading or deceptive or likely to mislead or deceive a user;
    • the integrity of all dealings that you have with any users including but not limited to providing information about the terms and conditions of your Services and honoring any sales or arrangements agreed to with other users; and
    • that your Services comply with any laws, regulations, rules, trade sanctions, trade embargoes or ordinances that may apply in connection with your Services.
  • 6clicks has the right to remove any page, information or withdraw linking permission without notice where we deem that you are in breach of these Terms of Use. 6clicks will not be liable for any loss or damage suffered by you in connection with our removal of any page, information or withdrawing any linking permission.

Privacy Policy

Our privacy policy, which sets out how we will use your personal information, can be found at https://6clicks.com/privacy. By using this Marketplace, you consent to us handling your personal information described in the privacy policy and you warrant that all personal information provided by you is accurate.

Prohibitions

  • You must not use the Marketplace for purposes for which it was not intended. In particular, you agree that you will not:
    • commit or encourage a criminal offense;
    • transmit or distribute a virus, trojan, worm, logic bomb or any other material which is malicious, technologically harmful, in breach of confidence or in any way offensive or obscene;
    • hack into any aspect of the Service; corrupt data; cause annoyance to other users;
    • infringe upon the rights of any other person's proprietary rights;
    • attempt to decipher, decompile, reverse engineer, disassemble, reproduce, or copy or otherwise access or discover or attempt to derive the source code or underlying program of any software making up the Marketplace;
    • harvest or otherwise collect information (including personal information) about other users of the Marketplace for any purpose whatsoever;
    • send any unsolicited advertising or promotional material, commonly referred to as "spam"; or
    • attempt to affect the performance or functionality of any computer facilities of or accessed through this Marketplace.
  • We will not be liable for any loss or damage caused to you by a distributed denial-of-service attack, viruses or other technologically harmful material that may infect your computer equipment, computer programs, data or other proprietary material due to your use of this Marketplace or to your downloading of any material posted on it, or on any Linked Sites.

Intellectual Property, Software and Content

The intellectual property rights in all software and content (including photographic images) made available to you on or through this Marketplace remain the property of 6clicks or its licensors and are protected by intellectual property law. All such rights are reserved by 6clicks and its licensors. You may store, print and display the content supplied solely for your own personal use. You are not permitted to publish, manipulate, distribute or otherwise reproduce, in any format, any of the content or copies of the content supplied to you or which appears on this Marketplace.

Disclaimer of Liability

  • To the fullest extent permitted by law, the material displayed on this Marketplace is provided without any guarantees, conditions or warranties as to its accuracy.
  • To the fullest extent permitted by law, 6clicks hereby expressly excludes all warranties and other terms which might otherwise be implied by statute, common law or the law of equity and must not be liable for any damages whatsoever, including but without limitation to any direct, indirect, special, consequential, punitive or incidental damages, or damages for loss of use, profits, data or other intangibles, damage to goodwill or reputation, or the cost of procurement of substitute goods and services, arising out of or related to the use, inability to use, performance or failures of this Marketplace or the Linked Sites and any materials posted on those sites, irrespective of whether such damages were foreseeable or arise in contract, tort, equity, restitution, by statute, at common law or otherwise.

Linking to this Marketplace

You may include a link to the Marketplace on your website provided you do so in a way that is fair and legal and does not damage our reputation or take advantage of it, but you must not establish a link in such a way as to suggest any form of association, approval or endorsement on our part where none exists. You must not establish a link from any website that is not owned by you. This Marketplace must not be framed on any other site, nor may you create a link to any part of this Marketplace other than the home page. We reserve the right to withdraw linking permission without notice.

Disclaimer as to ownership of trademarks, images of personalities and third party copyright

Except where expressly stated to the contrary all persons (including their names and images), third party trade marks and content, or Services featured on this Marketplace are in no way associated, linked or affiliated with 6clicks and you should not rely on the existence of such a connection or affiliation. Any trade marks featured on this Marketplace are owned by the respective trade mark owners. Where a trade mark or brand name is referred to it is used solely to describe or identify the products and services and is in no way an assertion that such products or services are endorsed by or connected to 6clicks.

Payments

6clicks does not facilitate any payments for the purchase of any of the Services. You are responsible for making payment for any Service purchased via the Marketplace in accordance with the Service provider’s payment terms.

Indemnity

You agree to indemnify, defend and hold harmless 6clicks, its directors, officers, employees, consultants, agents, and affiliates, from any and all third party claims, liability, damages or costs (including, but not limited to, legal fees) arising from your use of this Marketplace or your breach of the Terms of Use.

Invalidity

If any clause of the Terms of Use is unenforceable (including any provision in which we exclude our liability to you) the enforceability of any other part of the Terms of Use will not be affected and all other clauses remain in full force and effect. So far as possible where any clause or part of a clause can be severed to render the remaining part valid, the clause must be interpreted accordingly. Alternatively, you agree that the clause must be rectified and interpreted in such a way that closely resembles the original meaning of the clause as is permitted by law.

Disputes and complaints

6clicks does not operate a disputes or complaints handling procedure in relation to the Marketplace or the Services. You must resolve any complaints or disputes that you have relating to the Marketplace directly with the relevant Service provider or other user.

These Terms of Use will be construed in accordance with the laws in force in the State of Victoria, Australia and you agree to submit to the non-exclusive jurisdiction of the courts of the State of Victoria, Australia.

Resale Partner Terms

Introduction

A.    6clicks is in the business of supplying the Platform and associated products and services.

B.    6clicks wishes to gain new Partner Customers and the Partner is in a position to resell the Platform to Partner Customers.

C.    These partner terms set out the terms on which 6clicks engages with Partners (“Partner Terms”) regarding the resale of the Platform.


1. Meaning of Words

(a)    6clicks means 6clicks Inc (Delaware Company File number 3720268) of 651 N Broad Street Suite 201 Middleton, Delaware, United States of America, 6clicks International Ltd (Company number 13098330) of 10 John Street, London, United Kingdom, WC1N 2EB and 6clicks Trading Pty Ltd ACN 634 263 166 of 165 Martin Street, Brighton, Victoria 3186, Australia and any of its related bodies corporate to which these Partner Terms apply.


(b)    Business Day means business days in the jurisdiction where 6clicks resides and will typically mean Monday to Friday excluding government recognised public holidays.


(c)    Commencement Date means the date on which these Partner Terms are signed being the date on which the last party signed these Partner Terms.


(d)    Confidential Information means any information which is disclosed by either party to the other party pursuant to or in connection with these Partner Terms (whether orally or in writing and whether or not such information is expressly stated to be confidential or marked as such) including, but not limited to,  any technical, financial, operational or any other information that is related to the business of either party but excludes information that is in or enters the public domain other than through an unauthorized act or breach of confidentiality of the receiving party. 


(e)    Partner Customer Purchase Order means the agreement for the resale of the Platform by the Partner to the Partner Customer. 


(f)    Partner Portal means the 6clicks partner portal which can be found here: https://partners.6clicks.com.


(g)    Partner Tiers and Benefits means the discount provided by 6clicks to the Partner when reselling the Platform to Partner Customers in accordance with these Partner Terms. This discount and associated qualification requirements are published as Annexure A and within the Partner Portal.


(h)    Platform means 6clicks's online software and mobile app that enables Customers to manage risk and compliance processes, provided on a 'software-as-a-service' basis.


(i)    Relevant Laws means all laws and legal binding codes of practice, guidelines or standards issued by relevant regulators or authorities or industry bodies including but not limited to the Privacy Act 1988 (Cth) and the General Data Protection Regulation ((EU) 2016/679) where applicable.


(j)    Tax means any applicable taxes including value add tax and other taxes that may apply to any supply under these Partner Terms. 


(k)    User means the Partner or the Partner Customer, any staff of the Partner or the Partner Customer and any third party directed by the Partner or the Partner Customer that are authorized under these Partner Terms and any end user license terms between the Partner or the Partner Customer and 6clicks to access the Platform.


(l)    User Data means any data, Intellectual Property, or both inputted into the Platform by the Partner and their respective Users.

2. Term

These Partner Terms will commence on the Commencement Date and will continue until terminated in accordance with clause 10 of these Partner Terms. 

3. Appointment 

(a)    6clicks appoints the Partner to resale the Platform to Partner Customers on the terms set out in these Partner Terms. 


(b)    The Partner’s appointment as a reseller of the Platform under these Partner Terms in on a non-exclusive basis.  

4. Representations and Warranties 

(a)    The Partner represents and warrants that: 


(i)    if it is a corporation, it is a corporation registered and validly existing under the law of the place of its incorporation; 


(ii)    it has the power and authority to enter into these Partner Terms and to perform the obligations contemplated by these Partner Terms; 


(iii)    all information provided by it to 6clicks is accurate and not deficient, misleading or deceptive (whether by its inclusion or by omission of other information);


(iv)    no material litigation, arbitration or administrative proceedings of or before any court, arbitral body or agency have (to its knowledge and belief having made enquiries) been started or threatened against it; and 


(v)    it has complied and will comply with the Relevant Laws and any other applicable laws binding on it.


(b)    6clicks makes no representation or warranty whatsoever regarding the Platform or its products or services. To the extent permitted by law, 6clicks disclaims any and all warranties not expressly stated in these Partner Terms including the implied warranties as to merchantability, fitness for a particular purpose, freedom from viruses or other harmful elements, accuracy, reliability, availability, non-infringement, and timeliness in connection with the Platform or its products and services. 

5. Resale of Platform

(a)    To the extent the Partner resells the right to use the Platform, 6clicks will sell to the Partner the right to use the Platform and permits the Partner to resell that right to use to Partner Customers including by entering into Partner Customer Purchase Orders with Partner Customers or setting up the Partner Customer for billing purposes within the Platform. 


(b)    The price at which the Partner shall purchase any right to use the Platform from 6clicks is the then applicable 6clicks standard pricing (available within the Partner Portal) less the Partner Tiers and Benefits. The Partner may set the resale price to Partner Customers.


(c)    For the avoidance of doubt, no resale fees or any other fees are payable by 6clicks to the Partner for any resale of the Platform by the Partner to Partner Customers.


(d)    If requested by 6clicks, the Partner agrees to supply 6clicks with a valid Tax exemption certificate authorized by the relevant regulatory body.


(e)    The Partner agrees that it will (at its own expense):


(i)    use commercially reasonable endeavors to market and promote the Platform, with a view to maximizing the number of Partner Customers and revenue derived from the resale of the Platform; 


(ii)    keep 6clicks reasonably informed of the progress of any discussions with potential Partner Customers in order to enable 6clicks to plan resource allocations for the Platform;


(iii)    for any resale to a Partner Customer, ensure that each Partner Customer signs a Partner Customer Purchase Order in the form provided by 6clicks or made available within the Partner Portal or ensure that the Partner Customer is set up for billing purposes within the Platform; 


(iv)    reasonably cooperate with 6clicks in relation to the maintenance, improvement and marketing of the Platform; 


(v)    not remove, deface or obscure any of 6clicks Intellectual Property including trade marks, copyright notices or other proprietary notices from any materials provided by 6clicks; 


(vi)    conduct all of its business in its own name and not in the name of 6clicks; 


(vii)    comply with all Relevant Laws in the marketing, promotion and support relating to the Platform;


(viii)    comply with all reasonable and lawful instructions provided by 6clicks;


(ix)    not make any inaccurate or misleading representations regarding the Platform or 6clicks’ products or services;


(x)    not allow its interests to conflict with its obligations and duties under these Partner Terms;


(xi)    not make any commitments or incur any liability for or on behalf of 6clicks;


(xii)    maintain in full force and effect all licenses and approvals required for its performance under these Partner Terms;


(xiii)    for the duration of these Partner Terms and for a period of 3 years after the termination or expiry of these Partner Terms, effect and maintain suitable insurance in respect of professional indemnity; and


(xiv)    produce evidence of the insurance effected and maintained in accordance with this clause within 7 days of being requested to do so.


(f)    Within 5 Business Days after the end of each calendar month during the Term, the Partner will as applicable provide 6clicks with a report showing rights to use the Platform resold by the Partner during the preceding calendar month.

6. Partner’s Indemnities

(a)    You agree to indemnify 6clicks, its directors, officers, employees, consultants, agents, and affiliates against any and all claims, costs, damages or losses that 6clicks may sustain or incur, arising from the Partner’s acts or omissions including, but not limited to, the Partner’s provision of professional services, implementation support, or other products or services in connection with these Partner Terms or the Partner’s breach of these Partner Terms. 


(b)    6clicks agrees to indemnify the Partner against any and all claims, costs, damages or losses that the Partner may sustain or incur, arising from any claim by a third party that the Platform violates any third party’s valid Intellectual Property rights. 

7. Liability

(a)    To the extent permitted by law, 6clicks is not liable for any loss, damage, costs or expenses suffered by the Partner or its User’s, any Partner Customer or any third party including without limitation, any direct or indirect, incidental, punitive, exemplary, special or consequential damages (including any loss of reputation, loss of profits, loss of sales or loss of or damage to goodwill) arising from or in connection with the transactions contemplated by these Partner Terms or use of the Platform. 


(b)    Without limiting clause 7(a), to the extent permitted by law, in no event will 6clicks’ total aggregate liability under these Partner Terms exceed the total amounts paid by 6clicks to the Partner under these Partner Terms in the 12 months preceding the claim and where no amounts have been paid by 6clicks then the aggregate liability shall be no more than AUD $10,000.


(c)    Each party's liability arising out of or in connection with these Partner Terms (including negligence) will be reduced to the extent, if any, to which the other party's or its personnel's acts or omissions caused or contributed to the relevant loss. 


(d)    Nothing in these Partner Terms shall limit a party's liability for fraud, death, personal injury or willful misconduct.


(e)    This clause shall survive termination of these Partner Terms.

8. Intellectual Property, Confidentiality & Privacy

(a)    The parties agree that, other than as expressly provided in these Partner Terms, nothing in these Partner Terms transfers or grants to any party any right, title or interest in or to any Intellectual Property of either party that was in existence prior to the Commencement Date.


(b)    Any Intellectual Property which is created, developed or improved by 6clicks independently or together with the Partner in connection with these Partner Terms immediately vests in 6clicks. 


(c)    6clicks acknowledges and agrees that the Partner is the proprietor or licensee of all Intellectual Property in the User Data provided under or in connection with these Partner Terms and that this Intellectual Property is supplied to 6clicks in accordance with the license granted under the end user license agreement terms between the Partner and 6clicks.


(d)    A party must not, without the prior written consent of the other, use or disclose the other party’s Confidential Information unless expressly permitted by these Partner Terms or required to do so by law or any regulatory authority.


(e)    A party may:


(i)    use the Confidential Information of the other party solely for the purposes of complying with its obligations and exercising its rights under these Partner Terms; and 


(ii)    disclose the Confidential Information to its personnel or advisers to the extent necessary for them to know the information for purposes related to these Partner Terms, but only if reasonable steps are taken to ensure that the confidentiality of the information is retained.


(f)    Each party must implement and maintain effective security measures to prevent unauthorized use and disclosure of the other party’s Confidential Information whilst it is in the receiving party’s possession or control.


(g)    Upon termination or expiration of these Partner Terms, each party must promptly either return or destroy (at that party's option) the other party's Confidential Information in its possession or control. 


(h)    The parties must handle, and must ensure that its employees, agents, officers, servants and subcontractors handle, all Personal Information in accordance with the Relevant Law where applicable.


(i)    In the performance of its obligations under these Partner Terms, 6clicks agrees to comply with its privacy policy available at https://6clicks.com/privacy. 


(j)    The provisions of this clause will survive the termination or expiry of these Partner Terms.

9. Dispute Resolution

(a)    Any dispute or difference between the parties arising from or in connection with these Partner Terms which cannot be settled by negotiation between the parties must be referred for determination by representatives of each party for at least 20 Business Days, and, failing agreement, the dispute or difference will be referred to a single arbitrator to be appointed by a neutral third party agreed by the parties.


(b)    Nothing in this clause restricts or prevents a party from taking such action as it deems appropriate (including an application to the relevant court for urgent interlocutory or injunctive relief).

10. Termination

(a)    Either party may terminate these Partner Terms immediately upon delivery of written notice of termination to the other party if:


(i)    the other party commits a breach of these Partner Terms that is not capable of remedy;


(ii)    the other party commits a breach of these Partner Terms which is not rectified within 30 days of notice of breach;  


(iii)    the other party becomes insolvent, appoints a receiver, liquidator or administrator or makes an assignment for the benefit or creditors, other than in the case of an amalgamation, reconstruction, merger or takeover of either party;


(iv)    the other party suspends or ceases to or threatens to suspend or cease, carrying on all or a substantial part of the business;


(v)    the other party makes an assignment of or charge over its rights under these Partner Terms without the prior written consent of the other party; or


(vi)    there is any change in the beneficial ownership of the party outside a party’s affiliated corporate group of companies without the prior written consent of the other, which consent will not be unreasonably withheld.


(b)    If the Partner breaches any material obligation in these Partner Terms, 6clicks may suspend the Partner’s access to or use of any or all of the Platform until the breach is remedied to 6clicks' reasonable satisfaction.  


(c)    Notwithstanding any provision in this clause 11, these Partner Terms may be terminated by either party without cause by giving the other party not less than 30 Business Days written notice of termination. 


(d)    Clauses 1, 4, 6, 7, 8, 9, 10 and 11 survive termination of these Partner Terms.

11. General

(a)    No agency, partnership, joint venture or employment is created between 6clicks and the Partner as a result of these Partner Terms. The Partner is not authorized to create any obligation, express or implied, on behalf of 6clicks.


(b)    An amendment or a variation of any term in these Partner Terms must be in writing and signed by each party.


(c)    These Partner Terms are governed by the law applying in Victoria, Australia and the parties submit to the non-exclusive jurisdiction of the courts of Victoria, Australia.


(d)    These Partner Terms may be executed in any number of counterparts. Each counterpart is an original but the counterparts together are one and the same Partner Terms.


(e)    Each party must pay its own costs and expenses in respect of negotiating, preparing, signing, delivering and performing these Partner Terms and any other agreement or document entered into or signed under these Partner Terms.


(f)    These Partner Terms are the entire agreement and understanding between the parties on everything connected with the subject matter of these Partner Terms and supersedes any prior agreement or understanding on anything connected with that subject matter.


(g)    A party must not assign, novate or deal with any right or obligations under these Partner Terms without the prior written consent of the other party, whose consent must not be unreasonably withheld.


(h)    If anything in these Partner Terms is unenforceable, illegal or void, then it is severed, and the rest of these Partner Terms remains in force.


(i)    A single or partial exercise or waiver by a party of a right relating to these Partner Terms does not prevent any other exercise of that right or the exercise of any other right.

 

 

Annexure A – Partner Tiers and Benefits 

This Annexure A outlines the discounts provided by 6clicks to the Partner when reselling the Platform to Partner Customers in accordance with these Partner Terms.

 

Referral

Silver

Gold

Platinum

Sold ARR

$0

$0

$350,000

$750,000

Advisor Licensing Agreement Executed

No

No

Yes

Yes

Number of 6clicks Certified Advisors or Salespeople

0

0

20

50

6clicks Landing Page on Partner Website

No

No

Yes

Yes

Partner Deal Registrations Per Month

0

0

5

10

Margin Share Guarantee (life of contract)

10%

20%

30%

40%

Partner Directory Listing

Yes

Yes

Yes

Yes

Priority Support Access

 

 

Yes

Yes

Preferred Lead Sharing

 

 

Yes

Yes

Co-Branded Marketing

 

 

 

Yes

Priority Input to Roadmap

 

 

 

Yes

Referral and Resale Partner Terms

Introduction

A.    6clicks is in the business of supplying the Platform and associated products and services.

B.    6clicks wishes to gain new Partner Customers and the Partner is in a position to refer Partner Customers to 6clicks or to resell the Platform to Partner Customers.

C.    These partner terms set out the terms on which 6clicks engages with Partners (“Partner Terms”) regarding the referral or resale of the Platform.


1. Meaning of Words

In these Partner Terms the following definitions apply unless the context otherwise requires:


(a)    6clicks means 6clicks Inc (Delaware Company File number 3720268) of 651 N Broad Street Suite 201 Middleton, Delaware, United States of America, 6clicks International Ltd (Company number 13098330) of 10 John Street, London, United Kingdom, WC1N 2EB and 6clicks Trading Pty Ltd ACN 634 263 166 of 165 Martin Street, Brighton, Victoria 3186, Australia and any of its related bodies corporate to which these Partner Terms apply.


(b)    Business Day means business days in the jurisdiction where 6clicks resides and will typically mean Monday to Friday excluding government recognised public holidays.


(c)    Commencement Date means the date on which these Partner Terms are signed being the date on which the last party signed these Partner Terms.


(d)    Confidential Information means any information which is disclosed by either party to the other party pursuant to or in connection with these Partner Terms (whether orally or in writing and whether or not such information is expressly stated to be confidential or marked as such) including, but not limited to,  any technical, financial, operational or any other information that is related to the business of either party but excludes information that is in or enters the public domain other than through an unauthorized act or breach of confidentiality of the receiving party.

 
(e)    Deal Registration means the completion of the deal registration form and process within the Partner Portal.  


(f)    Intellectual Property means all present and future rights conferred by statute, common law or equity in or in relation to any copyright, trademarks, service marks, designs, patents, circuit layouts, plant varieties, business and domain names, database rights, Confidential Information, know how, inventions and other results of intellectual activity in the industrial, commercial, scientific, literary or artistic fields existing anywhere in the world, whether or not registered or capable of registration, and any goodwill associated with such activity and any applications, renewals and extensions of such rights.


(g)    Partner Customer means any person or entity that is a potential customer of the Platform for which the Partner is directly responsible for referring to 6clicks or for reselling the Platform to and which has not at any time previously been a customer of 6clicks.


(h)    Partner Customer Purchase Order means the agreement for the resale of the Platform by the Partner to the Partner Customer. 


(i)    Partner Portal means the 6clicks partner portal which can be found here: https://partners.6clicks.com. 


(j)    Partner Tiers and Benefits means the discount provided by 6clicks to the Partner when reselling the Platform to Partner Customers in accordance with these Partner Terms. This discount and associated qualification requirements are published as Annexure A and within the Partner Portal. 


(k)    Personal Information has the meaning given to the term under the Privacy Act 1988 (Cth).


(l)    Platform means 6clicks' online software and mobile app that enables Partners and Partner Customers to manage risk and compliance processes, provided on a 'software-as-a-service' basis.


(m)    Referral Fee means the fees payable by 6clicks to the Partner for a referral of the Platform by the Partner to a Partner Customer in accordance with these Partner Terms.


(n)    Relevant Laws means all laws and legal binding codes of practice, guidelines or standards issued by relevant regulators or authorities or industry bodies including but not limited to the Privacy Act 1988 (Cth) and the General Data Protection Regulation ((EU) 2016/679) where applicable.


(o)    Tax means any applicable taxes including value add tax and other taxes that may apply to any supply under these Partner Terms. 


(p)    User means the Partner or the Partner Customer, any staff of the Partner or the Partner Customer and any third party directed by the Partner or the Partner Customer that are authorized under these Partner Terms and any end user license terms between the Partner or the Partner Customer and 6clicks to access the Platform.


(q)    User Data means any data, Intellectual Property, or both inputted into the Platform by the Partner and their respective Users.

2. Term

These Partner Terms will commence on the Commencement Date and will continue until terminated in accordance with clause 11 of these Partner Terms. 

3. Appointment 

(a)    6clicks appoints the Partner to refer Partner Customers to 6clicks or to resale the Platform to Partner Customers on the terms set out in these Partner Terms. 


(b)    The Partner’s appointment as either a referrer or reseller of the Platform under these Partner Terms in on a non-exclusive basis.  

4. Representations and Warranties 

(a)    The Partner represents and warrants that: 


(i)    if it is a corporation, it is a corporation registered and validly existing under the law of the place of its incorporation; 


(ii)    it has the power and authority to enter into these Partner Terms and to perform the obligations contemplated by these Partner Terms; 


(iii)    all information provided by it to 6clicks is accurate and not deficient, misleading or deceptive (whether by its inclusion or by omission of other information);


(iv)    no material litigation, arbitration or administrative proceedings of or before any court, arbitral body or agency have (to its knowledge and belief having made enquiries) been started or threatened against it; and 


(v)    it has complied and will comply with the Relevant Laws and any other applicable laws binding on it.


(b)    6clicks makes no representation or warranty whatsoever regarding the Platform or its products or services. To the extent permitted by law, 6clicks disclaims any and all warranties not expressly stated in these Partner Terms including the implied warranties as to merchantability, fitness for a particular purpose, freedom from viruses or other harmful elements, accuracy, reliability, availability, non-infringement, and timeliness in connection with the Platform or its products and services. 

5. Referral Arrangement

(a)    To the extent the Partner refers Partner Customers to 6clicks to use the Platform with a Deal Registration completed, and in consideration of the Referral Fee paid by 6clicks to the Partner, the Partner will: 
(i)    use commercially reasonable endeavors to market and promote the Platform, with a view to maximizing the number of Partner Customers who purchase from 6clicks a right to use the Platform; and


(ii)    use only the promotional materials approved by 6clicks. 


(b)    The Partner agrees that it will (at its own expense):


(i)    reasonably cooperate with 6clicks in relation to the maintenance, improvement and marketing of the Platform; 


(ii)    not remove, deface or obscure any of 6clicks' Intellectual Property including any trade marks, copyright notices or other proprietary notices from any materials provided by 6clicks; 


(iii)    conduct all of its business in its own name and not in the name of 6clicks; 


(iv)    comply with all reasonable and lawful instructions provided by 6clicks;


(v)    comply with all Relevant Laws in the marketing, promotion and support relating to the Platform;


(vi)    not make any inaccurate or misleading representations regarding the Platform or 6clicks’ products or services;


(vii)    not allow its interests to conflict with its obligations and duties under these Partner Terms;


(viii)    not make any commitments or incur any liability for or on behalf of 6clicks;


(ix)    maintain in full force and effect all licenses and approvals required for its performance under these Partner Terms;


(x)    for the duration of these Partner Terms and for a period of 3 years after the termination or expiry of these Partner Terms, effect and maintain suitable insurance in respect of potential liability, loss or damage arising under any law (including statute) in respect of claims for professional indemnity; and


(xi)    produce evidence of the insurance effected and maintained in accordance with this clause within 7 days of being requested to do so.


(c)    6clicks will pay the Partner the Referral Fees calculated on the basis of the referral fee benefits as published in Annexure A and within the Partner Portal. 


(d)    Within 5 Business Days at the end of each calendar month, the Partner must invoice, by way of a tax invoice, 6clicks for the Referral Fees payable together with any applicable Tax.


(e)    6clicks will review any tax invoice received under clause 5(d) and pay the Partner the Referral Fees within 30 Business Days provided that 6clicks does not dispute the amount stated in the tax invoice. Any dispute shall be handled in accordance with clause 5(f).


(f)    If 6clicks reasonably disputes in good faith all or any part of the tax invoice issued by the Partner, then 6clicks will notify the Partner within 10 Business Days in writing of the amount in dispute. The parties agree to use best endeavors to resolve any disputed amount within 10 Business Days and upon resolution of the disputed amount, 6clicks agrees to pay the agreed amount to the Partner within 5 Business Days.


(g)    Any Referral Fees payable with respect to a Partner Customer are subject to that Partner Customer’s payment of the fees for accessing the Platform in accordance with the end user license agreement between the Partner Customer and 6clicks. For the avoidance of doubt, if the Partner Customer: 


(i)    fails to pay their fees;


(ii)    has their fees refunded or reimbursed; 


(iii)    suspends payment of their fees; or


(iv)    has the end user license agreement with 6clicks suspended or terminated for any reason,
the Partner will not be entitled to any Referral Fees in respect to that specific Partner Customer. If any of the above events occur in respect of a Partner Customer after 6clicks has paid the Referral Fee to the Partner, 6clicks will set-off the amount of the Referral Fee incorrectly paid to the Partner from any other Referral Fees that become due and payable, failing which the Partner will repay to 6clicks the Referral Fee incorrectly paid.

6. Resale of Platform

(a)    To the extent the Partner resells the right to use the Platform, 6clicks will sell to the Partner the right to use the Platform and permits the Partner to resell that right to use to Partner Customers including by entering into Partner Customer Purchase Orders with Partner Customers or setting up the Partner Customer for billing purposes within the Platform. 


(b)    The price at which the Partner shall purchase any right to use the Platform from 6clicks is the then applicable 6clicks standard pricing (available within the Partner Portal) less the Partner Tiers and Benefits. The Partner may set the resale price to Partner Customers.


(c)    For the avoidance of doubt, no resale fees or any other fees are payable by 6clicks to the Partner for any resale of the Platform by the Partner to Partner Customers.


(d)    If requested by 6clicks, the Partner agrees to supply 6clicks with a valid Tax exemption certificate authorized by the relevant regulatory body.


(e)    The Partner agrees that it will (at its own expense):


(i)    use commercially reasonable endeavors to market and promote the Platform, with a view to maximizing the number of Partner Customers and revenue derived from the resale of the Platform; 


(ii)    keep 6clicks reasonably informed of the progress of any discussions with potential Partner Customers in order to enable 6clicks to plan resource allocations for the Platform;


(iii)    for any resale to a Partner Customer, ensure that each Partner Customer signs a Partner Customer Purchase Order in the form provided by 6clicks or made available within the Partner Portal or ensure that the Partner Customer is set up for billing purposes within the Platform; 


(iv)    reasonably cooperate with 6clicks in relation to the maintenance, improvement and marketing of the Platform; 


(v)    not remove, deface or obscure any of 6clicks Intellectual Property including trade marks, copyright notices or other proprietary notices from any materials provided by 6clicks; 


(vi)    conduct all of its business in its own name and not in the name of 6clicks; 


(vii)    comply with all Relevant Laws in the marketing, promotion and support relating to the Platform;


(viii)    comply with all reasonable and lawful instructions provided by 6clicks;


(ix)    not make any inaccurate or misleading representations regarding the Platform or 6clicks’ products or services;


(x)    not allow its interests to conflict with its obligations and duties under these Partner Terms;


(xi)    not make any commitments or incur any liability for or on behalf of 6clicks;


(xii)    maintain in full force and effect all licenses and approvals required for its performance under these Partner Terms;


(xiii)    for the duration of these Partner Terms and for a period of 3 years after the termination or expiry of these Partner Terms, effect and maintain suitable insurance in respect of professional indemnity; and


(xiv)    produce evidence of the insurance effected and maintained in accordance with this clause within 7 days of being requested to do so.


(f)    Within 5 Business Days after the end of each calendar month during the Term, the Partner will as applicable provide 6clicks with a report showing rights to use the Platform resold by the Partner during the preceding calendar month.

7. Partner’s Indemnities

(a)    You agree to indemnify 6clicks, its directors, officers, employees, consultants, agents, and affiliates against any and all claims, costs, damages or losses that 6clicks may sustain or incur, arising from the Partner’s acts or omissions including, but not limited to, the Partner’s provision of professional services, implementation support, or other products or services in connection with these Partner Terms or the Partner’s breach of these Partner Terms. 


(a)    6clicks agrees to indemnify the Partner against any and all claims, costs, damages or losses that the Partner may sustain or incur, arising from any claim by a third party that the Platform violates any third party’s valid Intellectual Property rights. 

8. Liability

(a)    To the extent permitted by law, 6clicks is not liable for any loss, damage, costs or expenses suffered by the Partner or its User’s, any Partner Customer or any third party including without limitation, any direct or indirect, incidental, punitive, exemplary, special or consequential damages (including any loss of reputation, loss of profits, loss of sales or loss of or damage to goodwill) arising from or in connection with the transactions contemplated by these Partner Terms or use of the Platform. 


(b)    Without limiting clause 8(a), to the extent permitted by law, in no event will 6clicks’ total aggregate liability under these Partner Terms exceed the total amounts paid by 6clicks to the Partner under these Partner Terms in the 12 months preceding the claim and where no amounts have been paid by 6clicks then the aggregate liability shall be no more than AUD $10,000.


(c)    Each party's liability arising out of or in connection with these Partner Terms (including negligence) will be reduced to the extent, if any, to which the other party's or its personnel's acts or omissions caused or contributed to the relevant loss. 


(d)    Nothing in these Partner Terms shall limit a party's liability for fraud, death, personal injury or willful misconduct.


(e)    This clause shall survive termination of these Partner Terms.

9. Intellectual Property, Confidentiality & Privacy

(a)    The parties agree that, other than as expressly provided in these Partner Terms, nothing in these Partner Terms transfers or grants to any party any right, title or interest in or to any Intellectual Property of either party that was in existence prior to the Commencement Date.


(b)    Any Intellectual Property which is created, developed or improved by 6clicks independently or together with the Partner in connection with these Partner Terms immediately vests in 6clicks. 


(c)    6clicks acknowledges and agrees that the Partner is the proprietor or licensee of all Intellectual Property in the User Data provided under or in connection with these Partner Terms and that this Intellectual Property is supplied to 6clicks in accordance with the license granted under the end user license agreement terms between the Partner and 6clicks.


(d)    A party must not, without the prior written consent of the other, use or disclose the other party’s Confidential Information unless expressly permitted by these Partner Terms or required to do so by law or any regulatory authority.


(e)    A party may:


(i)    use the Confidential Information of the other party solely for the purposes of complying with its obligations and exercising its rights under these Partner Terms; and 


(ii)    disclose the Confidential Information to its personnel or advisers to the extent necessary for them to know the information for purposes related to these Partner Terms, but only if reasonable steps are taken to ensure that the confidentiality of the information is retained.


(f)    Each party must implement and maintain effective security measures to prevent unauthorized use and disclosure of the other party’s Confidential Information whilst it is in the receiving party’s possession or control.


(g)    Upon termination or expiration of these Partner Terms, each party must promptly either return or destroy (at that party's option) the other party's Confidential Information in its possession or control. 


(h)    The parties must handle, and must ensure that its employees, agents, officers, servants and subcontractors handle, all Personal Information in accordance with the Relevant Law where applicable.


(i)    In the performance of its obligations under these Partner Terms, 6clicks agrees to comply with its privacy policy available at https://6clicks.com/privacy. 


(j)    The provisions of this clause will survive the termination or expiry of these Partner Terms.

10. Dispute Resolution

(a)    Any dispute or difference between the parties arising from or in connection with these Partner Terms which cannot be settled by negotiation between the parties must be referred for determination by representatives of each party for at least 20 Business Days, and, failing agreement, the dispute or difference will be referred to a single arbitrator to be appointed by a neutral third party agreed by the parties.


(b)    Nothing in this clause restricts or prevents a party from taking such action as it deems appropriate (including an application to the relevant court for urgent interlocutory or injunctive relief).

11. Termination

(a)    Either party may terminate these Partner Terms immediately upon delivery of written notice of termination to the other party if:


(i)    the other party commits a breach of these Partner Terms that is not capable of remedy;


(ii)    the other party commits a breach of these Partner Terms which is not rectified within 30 days of notice of breach;  


(iii)    the other party becomes insolvent, appoints a receiver, liquidator or administrator or makes an assignment for the benefit or creditors, other than in the case of an amalgamation, reconstruction, merger or takeover of either party;


(iv)    the other party suspends or ceases to or threatens to suspend or cease, carrying on all or a substantial part of the business;


(v)    the other party makes an assignment of or charge over its rights under these Partner Terms without the prior written consent of the other party; or


(vi)    there is any change in the beneficial ownership of the party outside a party’s affiliated corporate group of companies without the prior written consent of the other, which consent will not be unreasonably withheld.


(b)    If the Partner breaches any material obligation in these Partner Terms, 6clicks may suspend the Partner’s access to or use of any or all of the Platform until the breach is remedied to 6clicks' reasonable satisfaction.  


(c)    Notwithstanding any provision in this clause 11, these Partner Terms may be terminated by either party without cause by giving the other party not less than 30 Business Days written notice of termination. 


(d)    Clauses 1, 4, 7, 8, 9, 10,11 and 12 survive termination of these Partner Terms.

 

12. General

(a)    No agency, partnership, joint venture or employment is created between 6clicks and the Partner as a result of these Partner Terms. The Partner is not authorized to create any obligation, express or implied, on behalf of 6clicks.


(b)    An amendment or a variation of any term in these Partner Terms must be in writing and signed by each party.


(c)    These Partner Terms are governed by the law applying in Victoria, Australia and the parties submit to the non-exclusive jurisdiction of the courts of Victoria, Australia.


(d)    These Partner Terms may be executed in any number of counterparts. Each counterpart is an original but the counterparts together are one and the same Partner Terms.


(e)    Each party must pay its own costs and expenses in respect of negotiating, preparing, signing, delivering and performing these Partner Terms and any other agreement or document entered into or signed under these Partner Terms.


(f)    These Partner Terms are the entire agreement and understanding between the parties on everything connected with the subject matter of these Partner Terms and supersedes any prior agreement or understanding on anything connected with that subject matter.


(g)    A party must not assign, novate or deal with any right or obligations under these Partner Terms without the prior written consent of the other party, whose consent must not be unreasonably withheld.


(h)    If anything in these Partner Terms is unenforceable, illegal or void, then it is severed, and the rest of these Partner Terms remains in force.


(i)    A single or partial exercise or waiver by a party of a right relating to these Partner Terms does not prevent any other exercise of that right or the exercise of any other right.

 

Annexure A – Partner Tiers and Benefits 

This Annexure A outlines the discounts provided by 6clicks to the Partner when reselling the Platform to Partner Customers in accordance with these Partner Terms.

 

Referral

Silver

Gold

Platinum

Sold ARR

$0

$0

$350,000

$750,000

Advisor Licensing Agreement Executed

No

No

Yes

Yes

Number of 6clicks Certified Advisors or Salespeople

0

0

20

50

6clicks Landing Page on Partner Website

No

No

Yes

Yes

Partner Deal Registrations Per Month

0

0

5

10

Margin Share Guarantee (life of contract)

10%

20%

30%

40%

Partner Directory Listing

Yes

Yes

Yes

Yes

Priority Support Access

 

 

Yes

Yes

Preferred Lead Sharing

 

 

Yes

Yes

Co-Branded Marketing

 

 

 

Yes

Priority Input to Roadmap

 

 

 

Yes

Privacy Policy

6clicks Trading Pty Ltd ACN 634 263 166 (6clicks) takes your privacy seriously and is committed to responsible privacy practices.

6clicks agrees to comply with relevant laws, including the Privacy Act 1988 (Cth) (Privacy Act) and the EU General Data Protection Regulation (GDPR), where applicable.

This policy describes how 6clicks manages your personal information including details of what types of personal information 6clicks collects, how 6clicks collects your personal information, the purposes for which 6clicks uses your personal information and to whom your personal information is disclosed.

What is personal information?

In this policy “personal information” has the meaning set out in the Privacy Act.  Essentially, personal information is information or an opinion about an individual who is reasonably identifiable.

What types of personal information do we collect?

The types of personal information 6clicks collects about you will depend on the purpose for which the information is collected. 6clicks may collect the following types of personal information:

  • first name and last name; and
  • email address.

6clicks also collects general analytics and other technical information (such as your IP address, device type, unique device identification numbers, browser types, Internet Service Provider details, geolocation data, browsing preferences, searches, and usage of 6clicks’ websites or products) arising from your use of 6clicks’ websites or products.

In addition to the types of personal information identified above, 6clicks may collect personal information as otherwise permitted or required by law.

How do we collect personal information?

Often 6clicks will collect your personal information directly from you, including when you:

  • use 6clicks’ website, products or services;
  • apply to work with 6clicks or are engaged by 6clicks as a contractor;
  • communicate with 6clicks by email, by telephone, in person, via a website or otherwise.

In some cases 6clicks may also collect personal information from:

  • publicly available sources;
  • entities with which 6clicks conducts business; and
  • other third parties (for example, from referees if you apply for a position as an employee or contractor with us).

Cookies

6clicks uses cookies and similar technologies to recognise you and/or your devices across our website, products or services. You can control your cookie preferences using the consent box when you first visit our website or at any time.

Why do we collect, use and disclose personal information?

In general 6clicks collects, uses and discloses your personal information for purposes connected with its business operations.

6clicks will only collect, use, and disclose personal information about you if it has lawful basis to do so, for example:

  • where you have given 6clicks your consent;
  • where processing of your personal information is necessary for the performance of a contract with you;
  • to meet 6Clicks’ legal obligations; and
  • to pursue 6Clicks’ legitimate business interests.

6clicks may use or disclose your personal information:

  • for the purposes for which 6Clicks collected it (and related purposes which would be reasonably expected by you);
  • for other purposes to which you have consented; and
  • as otherwise authorised or required by law.

Some of the specific purposes for which 6clicks collects, uses and discloses personal information are as follows:

  • to provide its products and services to its users;
  • to enable the proper operation and functionality of its products and services;
  • to improve its products and services;
  •  to verify your identity (for example, if you request access to the personal information 6clicks holds about you);
  • to consider you for a job at 6clicks (whether as an employee or contractor) or other relationships with 6clicks;
  • to provide goods or services to you or to receive goods or services from you;
  • to address any issues or complaints that 6clicks has or you have regarding our relationship;
  • to comply with its legal obligations;
  • to develop and improve the quality of its websites and products and customise its websites and products according to your preferences, tailor search results, and show relevant advertising;
  • for direct marketing purposes (see the “Direct marketing” section below); and
  • to contact you regarding the above, including via electronic messaging such as SMS and email, by mail, by phone or in any other lawful manner.

If 6clicks is unable to collect your personal information then 6clicks may not be able to provide you with the products, services and opportunities that depend on the collection of that information.

To whom do we disclose personal information?

6clicks may disclose your personal information to third parties in connection with the purposes described above.

This may include disclosing your personal information to the following types of third parties:

  • its related companies;
  • any potential third party acquirer of 6Clicks or its business or assets, and advisors to that third party;
  • its professional advisers (such as lawyers, accountants or auditors) and insurers;
  • its employees, contractors and third party service providers who assist 6Clicks in performing its functions and activities e.g. payment systems operators and financial institutions, cloud service providers, data storage providers, telecommunications providers and IT support services providers;
  • organisations authorised by 6Clicks to conduct promotional, research or marketing activities;
  • third parties to whom you have authorised 6Clicks to disclose your information (e.g. referees); and
  • any other person as required or permitted by law.

If 6clicks discloses your personal information to third parties it will use reasonable commercial efforts to ensure that such third parties only use your personal information as reasonably required for the purpose of disclosure and in a manner consistent with applicable laws, for example by (where commercially practical) including suitable privacy and confidentiality clauses in 6clicks’ agreement with a third party service provider to which 6clicks discloses your personal information.

Does personal information leave Australia?

6clicks stores personal information in servers located in Australia.  However, 6clicks may disclose your personal information to overseas recipients for the sole purpose of billing and our internal customer relationship management (CRM) systems and processes.  

Except where an exception applies under the Privacy Act or other relevant legislation, 6clicks will take reasonable steps to ensure that overseas recipients to whom 6clicks discloses personal information do not breach the Australian Privacy Principles stated in the Privacy Act, and any other relevant legislation relating to privacy and data security, in relation to such information.

How do we protect your personal information?

6clicks engages service providers to store your personal information, including Microsoft Azure and Azure Storage.  6clicks recommends that you review these companies’ privacy policies to understand how they use and store your personal information.

6clicks will take reasonable steps to keep any personal information it holds about you secure.

However, you acknowledge that the security of personal information transmitted over the internet cannot be guaranteed.  6clicks cannot guarantee that any personal information you disclose to 6clicks will not become publicly available.  Except to the extent liability cannot be excluded due to the operation of statute, 6clicks excludes all liability (including in negligence) for the consequences of any unauthorised access to, disclosure of, misuse of or loss or corruption of your personal information.

Nothing in this policy restricts, excludes or modifies or purports to restrict, exclude or modify 6clicks’ obligations under the Privacy Act and any other applicable legislation or any statutory consumer rights you may have under any applicable law including the Competition and Consumer Act 2010 (Cth).

Please notify 6clicks immediately if you become aware of any breach of security.

Direct marketing

6clicks may use and disclose your personal information for the purpose of direct marketing to you if:

  • you have consented to 6clicks doing so; or
  • it is otherwise permitted by law.

Direct marketing involves communicating directly with you for the purpose of promoting goods or services to you.  Direct marketing can be delivered by a range of methods including mail, telephone, email or SMS.  You can unsubscribe from 6clicks’ direct marketing, or change your contact preferences, by contacting 6clicks (see the “How to contact us” section below).

How long do we keep your personal information?

Generally, 6clicks will retain your personal information for the period necessary for the purposes for which your personal information was collected (as outlined in this policy) unless a longer retention period is required by law.

This means that 6clicks will store your personal information for the following periods:

– if your personal information is provided to 6clicks by a subscriber or re-seller: only for so long as 6clicks requires it for the purpose of its agreement with the subscriber or re-seller;

– if you unsuccessfully apply for a job at 6clicks (whether as an employee or contractor): up to 6 months;

– if you work at 6clicks (whether as an employee or contractor): up to 6 years after you cease working with 6Clicks;

– if 6clicks processes your personal information in connection with you being a supplier to 6clicks (or an employee or contractor of a supplier) or in connection with you being a subscriber or re-seller (or an employee or contractor of a subscriber or re-seller): up to 6 years from your last interaction with 6clicks; and

– if 6clicks processes your personal information for direct marketing purposes or processes your personal information based on your consent, 6clicks may process the information until you ask 6Clicks to stop and for a short period after that (to allow 6clicks to implement your request). 6clicks will indefinitely keep a record of the fact that you have asked 6clicks not to send you direct marketing or to process your information so that 6clicks can respect your request in future.

6clicks may retain your personal information for a longer period of time if it is reasonably necessary to comply with 6clicks’ legal obligations, resolve a dispute or maintain security.

When personal information is no longer required, 6clicks will take reasonable steps to delete the personal information from 6clicks’ systems or de-identify the personal information.

Your rights

How you can seek to access and correct personal information we hold about you

You may seek access to personal information 6clicks holds about you by contacting 6clicks as described in the “How to contact us” section below.  

6clicks will provide access to that information in accordance with applicable legal requirements, subject to certain exemptions which may apply.  6clicks may require that the person requesting access provide suitable identification and where permitted by law 6clicks may charge a fee for giving access to your personal information.

If the personal information was provided to 6clicks by any of 6clicks’ subscribers or re-sellers, 6clicks may advise the relevant subscribers or re-sellers of your request and liaise with them about it. 

If you become aware that any personal information 6clicks holds about you is incorrect or if you wish to update your information, please contact 6clicks as described in the “How to contact us” section below.

How you can complain about a privacy issue

You may make a privacy complaint in relation to personal information 6clicks holds about you by contacting 6clicks as described in the “How to contact us” section below. 

If you make a privacy complaint, 6clicks’ Data Protection Officer or another suitable staff member of 6clicks will investigate the matter and attempt to resolve it as soon as reasonably possible.

If you consider your privacy concerns have not been resolved satisfactorily by 6clicks, or you wish to obtain more information on privacy requirements:

Individuals located in the EU

If you are located in the European Union, you may have the following rights:

  • The right to access, rectify or update the personal information 6clicks holds about you.
  • The right to request erasure of personal information 6clicks holds about you, for example if the personal information is no longer necessary to provide services to you.
  • The right to require 6clicks to stop using all or some of your personal information (for example, if 6clicks no longer has a legal right to keep using it) or to restrict its use of your personal information (for example, if you consider that the personal information 6clicks holds about you is inaccurate or if it is unlawfully held).
  • The right to data portability. In some circumstances you have the right to be provided with a copy of the personal information 6clicks has about you in a structured, machine-readable and commonly used format.
  • The right to withdraw consent. You may withdraw your consent at any time where 6clicks relied on your consent to process your personal information.

6clicks may ask you to provide suitable identification when you seek to exercise any of these rights.

Local exemptions and inconsistency with law

Where local laws allow for an exemption to compliance with certain legal obligations (for example, the employee records exemption in Australia), 6clicks may rely on such an exemption.

This policy will not apply to the extent that it is inconsistent with any applicable law.

Changes to this policy

6clicks may change this policy from time to time at its discretion.  This policy was last updated in August 2019.  If 6clicks makes further updates to this policy, 6clicks will post the amended policy on its websites.  Your continued dealings with 6clicks, for example use of its websites, products or services, will signify your agreement to this policy as amended.

How to contact us

If you have a query, concern or complaint about the manner in which your personal information has been collected or handled by 6clicks or would like to request access to or correction of the personal information 6clicks holds about you please contact 6clicks’ Data Protection Officer via email to support@6clicks.com.

 

Marketplace User Terms of Use

6clicks Trading Pty Ltd ACN 634 263 166 of 165 Martin Street, Brighton Victoria 3186, Australia (6clicks) owns and operates this marketplace (Marketplace). Access to and use of this Marketplace and the products and services available through this Marketplace (collectively, Services) are subject to the following terms, conditions and notices (Terms of Use). By using the Marketplace, you are agreeing to these Terms of Use, as may be updated by us from time to time

Amendment to Terms of Use

  • Access to this Marketplace is permitted for free, on a temporary basis, and we reserve the right to withdraw or amend the Marketplace or the Services without notice. We will not be liable if, for any reason, this Marketplace is unavailable at any time or for any period. From time to time, we may restrict access to some parts or all of this Marketplace.
  • 6clicks has the right in its absolute discretion at any time and without notice to amend, remove or vary the Services or any page of the Marketplace.

Linked Sites

This Marketplace contains links to other websites (Linked Sites), which are not operated by 6clicks. 6clicks does not have any control over the content and any Services offered via the Linked Sites and accepts no responsibility for the Linked Sites or for any loss or damage that you may suffer from your use of the Linked Sites or Services. Your use of the Linked Sites will be subject to the terms of use contained within each Linked Site.

Privacy Policy

Our privacy policy, which sets out how we will use your personal information, can be found at https://6clicks.com/privacy. By using this Marketplace, you consent to us handling your personal information described in the privacy policy and you warrant that all personal information provided by you is accurate.

Prohibitions

  • You must not use the Marketplace for purposes for which it was not intended. In particular, you agree that you will not:
    • commit or encourage a criminal offense;
    • transmit or distribute a virus, trojan, worm, logic bomb or any other material which is malicious, technologically harmful, in breach of confidence or in any way offensive or obscene;
    • hack into any aspect of the Service; corrupt data; cause annoyance to other users;
    • infringe upon the rights of any other person's proprietary rights;
    • send any unsolicited advertising or promotional material, commonly referred to as "spam"; or
    • attempt to affect the performance or functionality of any computer facilities of or accessed through this Marketplace.
  • We will not be liable for any loss or damage caused to you by a distributed denial-of-service attack, viruses or other technologically harmful material that may infect your computer equipment, computer programs, data or other proprietary material due to your use of this Marketplace or to your downloading of any material posted on it, or on any Linked Sites.

Intellectual Property, Software and Content

The intellectual property rights in all software and content (including photographic images) made available to you on or through this Marketplace remain the property of 6clicks or its licensors and are protected by intellectual property law. All such rights are reserved by 6clicks and its licensors. You may store, print and display the content supplied solely for your own personal use. You are not permitted to publish, manipulate, distribute or otherwise reproduce, in any format, any of the content or copies of the content supplied to you or which appears on this Marketplace.

 

Disclaimer of Liability

  • To the extent permitted by law, the material displayed on this Marketplace is provided without any guarantees, conditions or warranties as to its accuracy.
  • To the fullest extent permitted by law, 6clicks hereby expressly excludes all warranties and other terms which might otherwise be implied by statute, common law or the law of equity and must not be liable for any damages whatsoever, including but without limitation to any direct, indirect, special, consequential, punitive or incidental damages, or damages for loss of use, profits, data or other intangibles, damage to goodwill or reputation, or the cost of procurement of substitute goods and services, arising out of or related to the use, inability to use, performance or failures of this Marketplace or the Linked Sites and any materials posted on those sites, irrespective of whether such damages were foreseeable or arise in contract, tort, equity, restitution, by statute, at common law or otherwise.

Linking to this Marketplace

You may include a link to the Marketplace on your website provided you do so in a way that is fair and legal and does not damage our reputation or take advantage of it, but you must not establish a link in such a way as to suggest any form of association, approval or endorsement on our part where none exists. We reserve the right to withdraw linking permission without notice.

Disclaimer as to Ownership of Trade Marks, Images of Personalities and Third Party Copyright

Except where expressly stated to the contrary all persons (including their names and images), third party trade marks and content, or Services featured on this Marketplace are in no way associated, linked or affiliated with 6clicks and you should not rely on the existence of such a connection or affiliation. Any trade marks featured on this Marketplace are owned by the respective trade mark owners. Where a trade mark or brand name is referred to it is used solely to describe or identify the products and services and is in no way an assertion that such products or services are endorsed by or connected to 6clicks.

Payments

6clicks does not facilitate any payments for the purchase of any of the Services. You are responsible for making payment for any Service purchased via the Marketplace in accordance with the Service provider’s payment terms.

Indemnity

You agree to indemnify, defend and hold harmless 6clicks, its directors, officers, employees, consultants, agents, and affiliates, from any and all third party claims, liability, damages or costs (including, but not limited to, legal fees) arising from your use of this Marketplace or your breach of the Terms of Use.

Invalidity

If any clause of the Terms of Use is unenforceable (including any provision in which we exclude our liability to you) the enforceability of any other part of the Terms of Use will not be affected and all other clauses remain in full force and effect. So far as possible where any clause or part of a clause can be severed to render the remaining part valid, the clause must be interpreted accordingly. Alternatively, you agree that the clause must be rectified and interpreted in such a way that closely resembles the original meaning of the clause as is permitted by law.

Disputes and Complaints

6clicks does not operate a disputes or complaints handling procedure in relation to the Marketplace or the Services. You must resolve any complaints or disputes that you have relating to the Marketplace directly with the relevant Service provider or other user.

Governing Law

These Terms of Use will be construed in accordance with the laws in force in the State of Victoria, Australia and you agree to submit to the non-exclusive jurisdiction of the courts of the State of Victoria, Australia.

 

Marketplace Vendor Terms of Use

6clicks Trading Pty Ltd ACN 634 263 166 of 165 Martin Street, Brighton Victoria 3186, Australia (6clicks) owns and operates this marketplace (Marketplace). Access to and use of this Marketplace and the products and services available through this Marketplace (collectively, Services) are subject to the following terms, conditions and notices (Terms of Use). By using the Marketplace, you are agreeing to these Terms of Use, as may be updated by us from time to time.

Amendment to Terms of Use

6clicks reserves the right to amend these Terms of Use from time to time. Amendments will be effective immediately upon notification on this Marketplace. Your continued use of the Marketplace following such notification will represent an agreement by you to be bound by the terms and conditions as amended.

Marketplace

  • Access to this Marketplace is permitted for free, on a temporary basis, and we reserve the right to withdraw or amend the Marketplace or the Services without notice. We will not be liable if, for any reason, this Marketplace is unavailable at any time or for any period. From time to time, we may restrict access to some parts or all of this Marketplace.
  • 6clicks has the right in its absolute discretion at any time and without notice to amend, remove or vary the Services or any page of the Marketplace.

Vendor Accounts

You are responsible for any and all activity that happens under your vendor account including maintaining the confidentiality of your user names and passwords. 6clicks will not be liable for any loss that you may incur as a result of someone else using your username, passwords or your account, either with or without your knowledge. However, you will be held liable for losses incurred by us or by another party due to someone else using your username, passwords or your account.

Linked Sites

  • You may include a link to your website on the Marketplace to offer your Services (Linked Sites). 6clicks does not have any control over the content and any Services offered via the Linked Sites and accepts no responsibility for the Linked Sites or for any loss or damage that you may suffer from the Linked Sites. You are responsible for the information contained within the pages of your Linked Sites including but not limited to ensuring:
    • that all information contained within is accurate, true, complete and up to date including but not limited to the description, specifications, price, applicable taxes or fees, shipping information, required legal disclosures and other advertisement, offer or promotional content;
    • that all information contained within is not misleading or deceptive or likely to mislead or deceive a user;
    • the integrity of all dealings that you have with any users including but not limited to providing information about the terms and conditions of your Services and honoring any sales or arrangements agreed to with other users; and
    • that your Services comply with any laws, regulations, rules, trade sanctions, trade embargoes or ordinances that may apply in connection with your Services.
  • 6clicks has the right to remove any page, information or withdraw linking permission without notice where we deem that you are in breach of these Terms of Use. 6clicks will not be liable for any loss or damage suffered by you in connection with our removal of any page, information or withdrawing any linking permission.

Privacy Policy

Our privacy policy, which sets out how we will use your personal information, can be found at https://6clicks.com/privacy. By using this Marketplace, you consent to us handling your personal information described in the privacy policy and you warrant that all personal information provided by you is accurate.

 

Prohibitions

  • You must not use the Marketplace for purposes for which it was not intended. In particular, you agree that you will not:
    • commit or encourage a criminal offense;
    • transmit or distribute a virus, trojan, worm, logic bomb or any other material which is malicious, technologically harmful, in breach of confidence or in any way offensive or obscene;
    • hack into any aspect of the Service; corrupt data; cause annoyance to other users;
    • infringe upon the rights of any other person's proprietary rights;
    • attempt to decipher, decompile, reverse engineer, disassemble, reproduce, or copy or otherwise access or discover or attempt to derive the source code or underlying program of any software making up the Marketplace;
    • harvest or otherwise collect information (including personal information) about other users of the Marketplace for any purpose whatsoever;
    • send any unsolicited advertising or promotional material, commonly referred to as "spam"; or
    • attempt to affect the performance or functionality of any computer facilities of or accessed through this Marketplace.
  • We will not be liable for any loss or damage caused to you by a distributed denial-of-service attack, viruses or other technologically harmful material that may infect your computer equipment, computer programs, data or other proprietary material due to your use of this Marketplace or to your downloading of any material posted on it, or on any Linked Sites.

Intellectual Property, Software and Content

The intellectual property rights in all software and content (including photographic images) made available to you on or through this Marketplace remain the property of 6clicks or its licensors and are protected by intellectual property law. All such rights are reserved by 6clicks and its licensors. You may store, print and display the content supplied solely for your own personal use. You are not permitted to publish, manipulate, distribute or otherwise reproduce, in any format, any of the content or copies of the content supplied to you or which appears on this Marketplace.

 

Disclaimer of Liability

  • To the fullest extent permitted by law, the material displayed on this Marketplace is provided without any guarantees, conditions or warranties as to its accuracy.
  • To the fullest extent permitted by law, 6clicks hereby expressly excludes all warranties and other terms which might otherwise be implied by statute, common law or the law of equity and must not be liable for any damages whatsoever, including but without limitation to any direct, indirect, special, consequential, punitive or incidental damages, or damages for loss of use, profits, data or other intangibles, damage to goodwill or reputation, or the cost of procurement of substitute goods and services, arising out of or related to the use, inability to use, performance or failures of this Marketplace or the Linked Sites and any materials posted on those sites, irrespective of whether such damages were foreseeable or arise in contract, tort, equity, restitution, by statute, at common law or otherwise.

 

Linking to this Marketplace

You may include a link to the Marketplace on your website provided you do so in a way that is fair and legal and does not damage our reputation or take advantage of it, but you must not establish a link in such a way as to suggest any form of association, approval or endorsement on our part where none exists. You must not establish a link from any website that is not owned by you. This Marketplace must not be framed on any other site, nor may you create a link to any part of this Marketplace other than the home page. We reserve the right to withdraw linking permission without notice.

 

Disclaimer as to Ownership of Trade Marks, Images of Personalities and Third Party Copyright

Except where expressly stated to the contrary all persons (including their names and images), third party trade marks and content, or Services featured on this Marketplace are in no way associated, linked or affiliated with 6clicks and you should not rely on the existence of such a connection or affiliation. Any trade marks featured on this Marketplace are owned by the respective trade mark owners. Where a trade mark or brand name is referred to it is used solely to describe or identify the products and services and is in no way an assertion that such products or services are endorsed by or connected to 6clicks.

Payments

6clicks does not facilitate any payments for the purchase of any of the Services. You are responsible for making payment for any Service purchased via the Marketplace in accordance with the Service provider’s payment terms.

Indemnity

You agree to indemnify, defend and hold harmless 6clicks, its directors, officers, employees, consultants, agents, and affiliates, from any and all third party claims, liability, damages or costs (including, but not limited to, legal fees) arising from your use of this Marketplace or your breach of the Terms of Use.

Invalidity

If any clause of the Terms of Use is unenforceable (including any provision in which we exclude our liability to you) the enforceability of any other part of the Terms of Use will not be affected and all other clauses remain in full force and effect. So far as possible where any clause or part of a clause can be severed to render the remaining part valid, the clause must be interpreted accordingly. Alternatively, you agree that the clause must be rectified and interpreted in such a way that closely resembles the original meaning of the clause as is permitted by law.

Disputes and Complaints

6clicks does not operate a disputes or complaints handling procedure in relation to the Marketplace or the Services. You must resolve any complaints or disputes that you have relating to the Marketplace directly with the relevant Service provider or other user.

Governing Law

These Terms of Use will be construed in accordance with the laws in force in the State of Victoria, Australia and you agree to submit to the non-exclusive jurisdiction of the courts of the State of Victoria, Australia.

Data Processing Agreement

 

  Download a copy of our Data Processing Agreement here.

Marketplace Service Provider Terms of Use

 

6clicks Trading Pty Ltd ACN 634 263 166 of 165 Martin Street, Brighton Victoria 3186, Australia (6clicks) owns and operates this marketplace (Marketplace). Access to and use of this Marketplace and the products and services available through this Marketplace (collectively, Services) are subject to the following terms, conditions and notices (Terms of Use). By using the Marketplace, you are agreeing to these Terms of Use, as may be updated by us from time to time. 


1. Amendments to Terms of Use

6clicks reserves the right to amend these Terms of Use from time to time. Amendments will be effective immediately upon notification on this Marketplace. Your continued use of the Marketplace following such notification will represent an agreement by you to be bound by the terms and conditions as amended.


2. Marketplace

(a)    Access to this Marketplace is permitted for free, on a temporary basis, and we reserve the right to withdraw or amend the Marketplace or the Services without notice. We will not be liable if, for any reason, this Marketplace is unavailable at any time or for any period. From time to time, we may restrict access to some parts or all of this Marketplace.
(b)    6clicks has the right in its absolute discretion at any time and without notice to amend, remove or vary the Services or any page of the Marketplace.


3. Accounts 

You are responsible for any and all activity that happens under your account including maintaining the confidentiality of your user names and passwords. 6clicks will not be liable for any loss that you may incur as a result of someone else using your username, passwords or your account, either with or without your knowledge. However, you will be held liable for losses incurred by us or by another party due to someone else using your username, passwords or your account.


4. Linked Sites

(a)    You may include a link to your website on the Marketplace to offer your Services (Linked Sites). 6clicks does not have any control over the content and any Services offered via the Linked Sites and accepts no responsibility for the Linked Sites or for any loss or damage that you may suffer from the Linked Sites. You are responsible for the information contained within the pages of your Linked Sites including but not limited to ensuring: 
(i)    that all information contained within is accurate, true, complete and up to date including but not limited to the description, specifications, price, applicable taxes or fees, shipping information, required legal disclosures and other advertisement, offer or promotional content;
(ii)    that all information contained within is not misleading or deceptive or likely to mislead or deceive a user;
(iii)    the integrity of all dealings that you have with any users including but not limited to providing information about the terms and conditions of your Services and honoring any sales or arrangements agreed to with other users; and
(iv)    that your Services comply with any laws, regulations, rules, trade sanctions, trade embargoes or ordinances that may apply in connection with your Services.
(b)    6clicks has the right to remove any page, information or withdraw linking permission without notice where we deem that you are in breach of these Terms of Use. 6clicks will not be liable for any loss or damage suffered by you in connection with our removal of any page, information or withdrawing any linking permission.


5. Privacy Policy

Our privacy policy, which sets out how we will use your personal information, can be found at https://6clicks.com/privacy. By using this Marketplace, you consent to us handling your personal information described in the privacy policy and you warrant that all personal information provided by you is accurate.


6. Prohibitions

(a)    You must not use the Marketplace for purposes for which it was not intended.  In particular, you agree that you will not:
(i)    commit or encourage a criminal offense;
(ii)    transmit or distribute a virus, trojan, worm, logic bomb or any other material which is malicious, technologically harmful, in breach of confidence or in any way offensive or obscene;
(iii)    hack into any aspect of the Service; corrupt data; cause annoyance to other users;
(iv)    infringe upon the rights of any other person's proprietary rights;
(v)    attempt to decipher, decompile, reverse engineer, disassemble, reproduce, or copy or otherwise access or discover or attempt to derive the source code or underlying program of any software making up the Marketplace;
(vi)    harvest or otherwise collect information (including personal information) about other users of the Marketplace for any purpose whatsoever;
(vii)    send any unsolicited advertising or promotional material, commonly referred to as "spam"; or
(viii)    attempt to affect the performance or functionality of any computer facilities of or accessed through this Marketplace.
(b)    We will not be liable for any loss or damage caused to you by a distributed denial-of-service attack, viruses or other technologically harmful material that may infect your computer equipment, computer programs, data or other proprietary material due to your use of this Marketplace or to your downloading of any material posted on it, or on any Linked Sites.


7. Intellectual Property, Software and Content

The intellectual property rights in all software and content (including photographic images) made available to you on or through this Marketplace remain the property of 6clicks or its licensors and are protected by intellectual property law. All such rights are reserved by 6clicks and its licensors. You may store, print and display the content supplied solely for your own personal use. You are not permitted to publish, manipulate, distribute or otherwise reproduce, in any format, any of the content or copies of the content supplied to you or which appears on this Marketplace.


8. Disclaimer of Liability

(a)    To the fullest extent permitted by law, the material displayed on this Marketplace is provided without any guarantees, conditions or warranties as to its accuracy. 
(b)    To the fullest extent permitted by law, 6clicks hereby expressly excludes all warranties and other terms which might otherwise be implied by statute, common law or the law of equity and must not be liable for any damages whatsoever, including but without limitation to any direct, indirect, special, consequential, punitive or incidental damages, or damages for loss of use, profits, data or other intangibles, damage to goodwill or reputation, or the cost of procurement of substitute goods and services, arising out of or related to the use, inability to use, performance or failures of this Marketplace or the Linked Sites and any materials posted on those sites, irrespective of whether such damages were foreseeable or arise in contract, tort, equity, restitution, by statute, at common law or otherwise. 


9. Linking to this Marketplace

You may include a link to the Marketplace on your website provided you do so in a way that is fair and legal and does not damage our reputation or take advantage of it, but you must not establish a link in such a way as to suggest any form of association, approval or endorsement on our part where none exists. You must not establish a link from any website that is not owned by you. This Marketplace must not be framed on any other site, nor may you create a link to any part of this Marketplace other than the home page. We reserve the right to withdraw linking permission without notice.


10. Disclaimer as to Ownership of Trade Marks, Images of Personalities and Third Party Copyright

Except where expressly stated to the contrary all persons (including their names and images), third party trade marks and content, or Services featured on this Marketplace are in no way associated, linked or affiliated with 6clicks and you should not rely on the existence of such a connection or affiliation. Any trade marks featured on this Marketplace are owned by the respective trade mark owners. Where a trade mark or brand name is referred to it is used solely to describe or identify the products and services and is in no way an assertion that such products or services are endorsed by or connected to 6clicks.


11. Payments 

6clicks does not facilitate any payments for the purchase of any of the Services. You are responsible for facilitating and collecting payment for any Service sold by you on the Marketplace and you are solely liable for any taxes which may be imposed on your Services. 


12. Indemnity

You agree to indemnify, defend and hold harmless 6clicks, its directors, officers, employees, consultants, agents, and affiliates, from any and all third party claims, liability, damages or costs (including, but not limited to, legal fees) arising from your use of this Marketplace or your breach of the Terms of Use.


13. Termination 

We may in our sole discretion immediately suspend, terminate or limit your access to the Marketplace if we deem that you are in breach of these Terms or our privacy policy. 


14. Invalidity

If any clause of the Terms of Use is unenforceable (including any provision in which we exclude our liability to you) the enforceability of any other part of the Terms of Use will not be affected and all other clauses remain in full force and effect. So far as possible where any clause or part of a clause can be severed to render the remaining part valid, the clause must be interpreted accordingly. Alternatively, you agree that the clause must be rectified and interpreted in such a way that closely resembles the original meaning of the clause as is permitted by law.


15. Disputes and Complaints

6clicks does not operate a disputes or complaints handling procedure in relation to the Marketplace or the Services. You must resolve any complaints or disputes that you have relating to the Marketplace directly with the relevant user.


16. Governing Law

These Terms of Use will be construed in accordance with the laws in force in the State of Victoria, Australia and you agree to submit to the non-exclusive jurisdiction of the courts of the State of Victoria, Australia. 

Marketplace User Terms of Use

6clicks Trading Pty Ltd ACN 634 263 166 of 165 Martin Street, Brighton Victoria 3186, Australia (6clicks) owns and operates this marketplace (Marketplace). Access to and use of this Marketplace and the products and services available through this Marketplace (collectively, Services) are subject to the following terms, conditions and notices (Terms of Use). By using the Marketplace, you are agreeing to these Terms of Use, as may be updated by us from time to time. 


1. Amendments to Terms of Use

6clicks reserves the right to amend these Terms of Use from time to time. Amendments will be effective immediately upon notification on this Marketplace. Your continued use of the Marketplace following such notification will represent an agreement by you to be bound by the terms and conditions as amended.


2. Marketplace

(a)    Access to this Marketplace is permitted for free, on a temporary basis, and we reserve the right to withdraw or amend the Marketplace or the Services without notice. We will not be liable if, for any reason, this Marketplace is unavailable at any time or for any period. From time to time, we may restrict access to some parts or all of this Marketplace.
(b)    6clicks has the right in its absolute discretion at any time and without notice to amend, remove or vary the Services or any page of the Marketplace.


3. Linked Sites

This Marketplace contains links to other websites (Linked Sites), which are not operated by 6clicks. 6clicks does not have any control over the content and any Services offered via the Linked Sites and accepts no responsibility for the Linked Sites or for any loss or damage that you may suffer from your use of the Linked Sites or Services. Your use of the Linked Sites will be subject to the terms of use contained within each Linked Site.


4. Privacy Policy

Our privacy policy, which sets out how we will use your personal information, can be found at https://6clicks.com/privacy. By using this Marketplace, you consent to us handling your personal information described in the privacy policy and you warrant that all personal information provided by you is accurate.


5. Prohibitions

(a)    You must not use the Marketplace for purposes for which it was not intended.  In particular, you agree that you will not:
(i)    commit or encourage a criminal offense;
(ii)    transmit or distribute a virus, trojan, worm, logic bomb or any other material which is malicious, technologically harmful, in breach of confidence or in any way offensive or obscene;
(iii)    hack into any aspect of the Service; corrupt data; cause annoyance to other users;
(iv)    infringe upon the rights of any other person's proprietary rights;
(v)    send any unsolicited advertising or promotional material, commonly referred to as "spam"; or
(vi)    attempt to affect the performance or functionality of any computer facilities of or accessed through this Marketplace.
(b)    We will not be liable for any loss or damage caused to you by a distributed denial-of-service attack, viruses or other technologically harmful material that may infect your computer equipment, computer programs, data or other proprietary material due to your use of this Marketplace or to your downloading of any material posted on it, or on any Linked Sites.


6. Intellectual Property, Software and Content

The intellectual property rights in all software and content (including photographic images) made available to you on or through this Marketplace remain the property of 6clicks or its licensors and are protected by intellectual property law. All such rights are reserved by 6clicks and its licensors. You may store, print and display the content supplied solely for your own personal use. You are not permitted to publish, manipulate, distribute or otherwise reproduce, in any format, any of the content or copies of the content supplied to you or which appears on this Marketplace.


7. Disclaimer of Liability

(a)    To the extent permitted by law, the material displayed on this Marketplace is provided without any guarantees, conditions or warranties as to its accuracy. 
(b)    To the fullest extent permitted by law, 6clicks hereby expressly excludes all warranties and other terms which might otherwise be implied by statute, common law or the law of equity and must not be liable for any damages whatsoever, including but without limitation to any direct, indirect, special, consequential, punitive or incidental damages, or damages for loss of use, profits, data or other intangibles, damage to goodwill or reputation, or the cost of procurement of substitute goods and services, arising out of or related to the use, inability to use, performance or failures of this Marketplace or the Linked Sites and any materials posted on those sites, irrespective of whether such damages were foreseeable or arise in contract, tort, equity, restitution, by statute, at common law or otherwise. 


8. Linking to this Marketplace

You may include a link to the Marketplace on your website provided you do so in a way that is fair and legal and does not damage our reputation or take advantage of it, but you must not establish a link in such a way as to suggest any form of association, approval or endorsement on our part where none exists. We reserve the right to withdraw linking permission without notice.


9. Disclaimer as to Ownership of Trade Marks, Images of Personalities and Third Party Copyright


Except where expressly stated to the contrary all persons (including their names and images), third party trade marks and content, or Services featured on this Marketplace are in no way associated, linked or affiliated with 6clicks and you should not rely on the existence of such a connection or affiliation. Any trade marks featured on this Marketplace are owned by the respective trade mark owners. Where a trade mark or brand name is referred to it is used solely to describe or identify the products and services and is in no way an assertion that such products or services are endorsed by or connected to 6clicks.


10. Payments 


6clicks does not facilitate any payments for the purchase of any of the Services. You are responsible for making payment for any Service purchased via the Marketplace in accordance with the Service provider’s payment terms. 


11. Indemnity

You agree to indemnify, defend and hold harmless 6clicks, its directors, officers, employees, consultants, agents, and affiliates, from any and all third party claims, liability, damages or costs (including, but not limited to, legal fees) arising from your use of this Marketplace or your breach of the Terms of Use.


12. Invalidity

If any clause of the Terms of Use is unenforceable (including any provision in which we exclude our liability to you) the enforceability of any other part of the Terms of Use will not be affected and all other clauses remain in full force and effect. So far as possible where any clause or part of a clause can be severed to render the remaining part valid, the clause must be interpreted accordingly. Alternatively, you agree that the clause must be rectified and interpreted in such a way that closely resembles the original meaning of the clause as is permitted by law.


13. Disputes and Complaints

6clicks does not operate a disputes or complaints handling procedure in relation to the Marketplace or the Services. You must resolve any complaints or disputes that you have relating to the Marketplace directly with the relevant Service provider or other user.


14. Governing Law

These Terms of Use will be construed in accordance with the laws in force in the State of Victoria, Australia and you agree to submit to the non-exclusive jurisdiction of the courts of the State of Victoria, Australia.