- 1. Time Tracking
- 2. Customer Relationship Management
- 3. Project Management
- 4. Invoicing and Accounting
- 5. Other Features
- 6. About GTP HUB
- 9. Business Systemisation
Terms of Service
APPLICATION SERVICES AGREEMENT
1. AGREEMENT TO TERMS OF SERVICE BEFORE PROCEEDING
1.1. Welcome to GTP Hub, an online service designed for businesses and consumers. These Terms of Service are intended to explain our obligations as a service provider and Your obligations as a customer. Please read them carefully.
1.2. These Terms are binding on any use of the Service and apply to You from the time that GTP Hub provides You with access to the Service.
1.4. Before you register with www.GTPHUB.com (GTP Hub), you must read and agree to this Terms of Service ("TOS").
1.5. By ACCESSING OR USING ALL OR ANY PORTION OF the GTP Hub services (the "Service"), by GTP iCommerce Pty Ltd (GTP iCommerce) you the client (Client) or you, a user (User) accept all the terms and conditions of this agreement.
1.6. This also includes WHETHER YOU ARE USING THE SERVICE PURSUANT TO ANY DEMO, or Free Trial PERIOD to evaluate the suitability of the Service for your needs, or whether you are paying for the service.
1.7. You agree that this agreement is enforceable as if it were a written negotiated agreement signed by GTP iCommerce Pty Ltd ("GTP iCommerce") and you. IF YOU DO NOT AGREE, DO NOT USE THE SERVICE.
1.8. You may not access the Service if You are (A) A direct competitor or (B) offer any products in part or in full with similar functions to that offered in GTP Hub as part of your service offering or (C) intend to offer any products in part or in full with similar functions to that offered in GTP Hub as part of your service offering, except with Our prior written consent. In addition, You may not access the Services for purposes of monitoring their availability, performance or functionality, or for any other benchmarking or competitive purposes.
1.9. This Agreement was last updated on April 6, 2013. It is effective between You and GTP iCommerce as of the date of You accepting this Agreement.
2. CHANGES TO TERMS OF SERVICE
2.1. GTP iCommerce may, in its sole discretion, modify or revise the TOS at any time without notice to you, and you agree to be bound by such modifications or revisions.
2.2. Unless explicitly stated otherwise, any new features that augment or enhance the current Service shall be subject to the TOS.
2.3. Continued use of the Service after any such changes shall constitute your consent to such changes. You can review the most current version of the TOS at any time at: http://www.gtphub.com/viewStory/Terms-of-Service
2.5. This Agreement applies to all individuals including visitors, registered users, and subscribers who access our Website or Service.
3. DESCRIPTION OF SERVICE
3.1. GTP Hub is a web-based application (the "Service") from GTP iCommerce. The application is an integrated business management solution offering a range of business functions across, but not limited to, the marketing, sales, service delivery, project management, customer relationship management, account, and administrative functions of business and organisations with some functions of the Service having value to individuals. Your use of the Service is at your sole risk. The service is provided on an AS IS and AS AVAILABLE basis. You understand that your content may be transferred unencrypted over the internet.
4. USE OF THE SERVICE
4.1. GTP iCommerce will provide Client and its authorized Users (User) a non-exclusive licence to access and use the Service during the Term, subject to these Terms of Service Conditions.
4.2. You agree to use the Service in a manner that complies with all applicable laws including intellectual property and copyright laws. You agree that you will use the Service in compliance with all applicable local, state, national, and international laws, rules and regulations, including any laws regarding the transmission of technical data exported from your country of residence.
4.3. You may not access the Service if You are (A) A direct competitor or (B) offer any products in part or in full with similar functions to that offered in GTP Hub as part of your service offering or (C) intend to offer any products in part or in full with similar functions to that offered in GTP Hub as part of your service offering, except with Our prior written consent. In addition, You may not access the Services for purposes of monitoring their availability, performance or functionality, or for any other benchmarking or competitive purposes.
4.4. Subject to the restrictions on use as set forth herein, Client and User will have access to the Service for its intended purpose and in accordance with the specifications set forth in any Documentation relating to the Service or Software provided by GTP iCommerce.
4.5. Such use and access will be continuous on a twenty four (24) hour a day, seven (7) day a week basis except for interruptions by reason of maintenance or downtime beyond GTP iCommerce’s reasonable control.
4.6. Client and User will use the Service only for its internal business operations and will not permit the Service to be used by or for the benefit of anyone other than Client.
4.7. Client and User will not have the right to re-license or sell rights to access and/or use the Service to transfer or assign rights to access or use the Service, except as expressly provided herein.
4.8. You the Client or User shall not, shall not agree to, and shall not authorize or encourage any third party to:
4.8.1. modify, translate, reverse engineer, decompile or create derivative works based upon the Service or Software;
4.8.2. use the Service to transmit, upload or otherwise distribute any content that is unlawful, defamatory, harassing, abusive, fraudulent, obscene, contains viruses, or is otherwise objectionable as reasonably determined by GTP iCommerce;
4.8.3. use the Service for any fraudulent or inappropriate purpose;
4.8.4. fraudulently use the Service or abuse the Service
4.8.5. resell, duplicate, reproduce or exploit any part of the Service without the express written permission of GTP iCommerce;
4.8.6. use any robot, spider, other automated device, or manual process to monitor or copy any content from the Service;
4.8.7. obtain or attempt to obtain Service by any unauthorized means or device with intent to avoid payments;
4.8.8. attempt to, or successfully access, alter, or destroy any information belonging to any person other than Client;
4.8.9. Use the Service to interfere with the use of similar Service by other companies or users.
4.8.10. transmit or share identification or password codes to persons other than authorized Users;
4.8.11. permit the identification or password codes to be cached in proxy servers and accessed by individuals who are not authorized Users; or
4.8.12. permit access to the Service through a single identification or password code being made available to multiple users on a network.
4.9. Client will be responsible for all equipment and software required for Client to access the Service including, without limitation, a web browser compatible with the Service.
4.10. Violation of any of the foregoing may result in immediate termination of this Agreement, and may subject you to state and federal penalties and other legal consequences.
4.11. GTP iCommerce expressly reserves all rights not expressly granted to Client herein.
5. PRICE AND PAYMENT
5.1. Provide Accurate Billing and Contact Information
5.1.1. You agree to provide GTP iCommerce with complete and accurate billing and contact information. This information includes your
126.96.36.199. legal company name,
188.8.131.52. street address,
184.108.40.206. e-mail address, and
220.127.116.11. name and telephone number of a Service Administrator who will be responsible for and authorized to make all decisions concerning the Service on your behalf including act as a billing contact.
5.1.2. You agree to update this information within thirty (30) days of any change to it.
5.1.3. If the contact information you have provided is false or fraudulent, GTP iCommerce reserves the right to terminate your access to the Service in addition to any other legal remedies.
5.2. Credit Card Activation
5.2.1. Once your free trial ends, you will be required on logging in, to provide your credit card or other payment details to continue using the Service. You must provide GTP iCommerce with valid credit card details or approved payment information as a condition to keeping access to the Service after your trial period has expired.
5.2.2. The free trial offer entitles new, registered users to a one-time free trial usage of the Services.
5.2.3. Your credit card will initially be debited a $10 activation fee to
18.104.22.168 Confirm that the credit card is valid
22.214.171.124 Signal the beginning of the Monthly Billing Period.
5.3. Billing Cycle
5.3.1. The billing cycle will be determined in one of the following ways by GTP iCommerce for use of the GTP Hub service.
5.3.2. By Calendar Month
126.96.36.199. In this instance the normal billing cycle will be from the first day of the month to the last day of the month. Billing and payment processing of your credit card will normally occur within 1-7 days after the end of each billing cycle.
188.8.131.52. If your GTP Hub account is billed using the Calendar Month term and you activate during the month, your account will be pro rata based on the number of active days used within that month. For example, if you activated on the 30th day of January (a 31 day month), your account will be proportioned as (31-30)/31) X Normal Calculated Rate.
5.3.3. By Billing Period According to Activation Date
184.108.40.206. Where the credit card activation fee is processed on any day between the 1st and 28th of a calendar month, the billing period for your account will be set to start from the same day in the month for each subsequent calendar month.
220.127.116.11. Where the credit card activation fee is processed on any day between the 29th and 31st of a calendar month, the billing period for your account will be set to start from the 28th day in the month for each subsequent calendar month. (This is to deal with February having a maximum of 28 days, and to standardize billing periods as much as possible)
18.104.22.168. GTP iCommerce reserves the right to change the billing cycle to suit is business processes, without notice, from time to time.
5.4. Service Fee Calculation
5.4.1. The Service fees and charges will be calculated according to the Fees, Charges and Billing Terms found within your accounts area.
5.4.2. (Note: Unlike many software as a service providers, the service fee calculations are based on usage of the Service for the preceding billing cycle which means you are not paying for Authorised Users who have not used the service at all in a billing cycle or You will only be charged partially for limited use of the Service by Authorised Users as specified in the Fees, Charges and Billing Terms)
5.5. Support Fees
5.5.1. Free Support will be primarily be available via online information, and via email. Phone support, consulting on how to best use the Service, and training can be requested and will be billed at $165 per hour, or part thereof, unless otherwise agreed.
5.6. Payment Terms
5.6.1. Client shall pay all fees or charges accruing to your account in accordance with the fees, charges, and billing terms in effect at the time a fee or charge is due and payable. View the Fees, Charges and Billing Terms within your accounts area.
5.6.2. You must provide GTP iCommerce with valid credit card or approved payment information as a condition to keeping access to the Service after your trial period has expired.
5.6.3. Payments will be processed on the 1st day of the New Billing Period for the fees calculated for the previous billing period, or as otherwise mutually agreed upon.
5.6.4. Failure for payments to be processed will result in access to the Service being denied until payment has been successfully processed for all outstanding accounts.
5.6.5. All payment obligations are non-cancellable and all amounts paid are non-refundable.
5.7. Bill Discrepancies
5.7.1. If you believe your bill is incorrect, you must contact GTP iCommerce in writing within forty five (45) days of the date of the invoice containing the amount in question to be eligible to receive an adjustment or credit.
5.8.1. GTP iCommerce’s fees are inclusive of any required taxes within Australia and will be shown on your invoice where applicable.
5.8.2 GTP iCommerce is not responsible for any taxes you may be required to pay outside of Australia for use of the Service.
6. Termination and Cancellation
6.1. The original term of this Agreement is initiated from the first day the Service is accessible to you and will expire according to the User’s Subscription Package and Fees. Upon expiration of the term of this Agreement, this Agreement will expire and GTP iCommerce will disable User’s ability to access and use the Service, unless User has renewed its subscription or has subscribed to a new Subscription Package by that date.
6.2. Notwithstanding the foregoing, GTP iCommerce may immediately terminate or suspend User’s access and use of the GTP Hub Service, or terminate User’s account and this Agreement, for any reason, including if User:
6.2.1. fails to pay any applicable fees when due; or
6.2.2. breaches or otherwise fails to comply with this Agreement and fails to remedy this breach within thirty (21) days of being so notified.
6.3. In the event of termination, your account will be disabled and you may not be granted access to your account or any files or other content contained in your account although residual copies of information may remain in our system for a period of time.
6.4. The Termination may be remedied at GTP iCommerce’s discretion by paying applicable fees which will enable you access to your account and any Data you have.
6.5. Termination will not relieve User from any obligation to pay fees that remain unpaid and will not limit either Party from pursuing other available remedies. Upon termination of this Agreement or any part thereof in accordance with this Agreement as a result of User’s breach, negligence or default, GTP iCommerce will have no obligation to refund User any fees paid, if any. The provisions of this Section will not apply to those situations defined by law.
6.6. Upon termination of this Agreement for whatever reason, User will immediately deliver up, or destroy, any materials and any confidential and proprietary information which it has no contractual rights to retain. The disclaimers of warranties and damages and limitations on liability shall survive termination.
6.7.1. You are solely responsible for the proper cancellation of your account. You may cancel your account at any time by clicking on the Company tab and then Account Settings. The company Account Settings page has a "Close account" button. An email or phone request to cancel your account is not considered cancellation.
6.7.2. There will be no refund if you cancel the Service before the end of your current, paid-up month, and you will not be charged thereafter.
6.7.3. There is no cancellation fee. Cancellation is immediate, and all of your Content may be immediately deleted from the Service upon cancellation. However, as accounts for use of the Service are calculated retrospectively, cancellation of your account will trigger a payment request for the pro rata period-of-use of the system.
6.8. GTP iCommerce may at any time and for any reason terminate the Services, terminate this Agreement, or suspend or terminate your account. In the event of termination, your account will be disabled and you may not be granted access to your account or any files or other content contained in your account although residual copies of information may remain in our system.
7. Ownership of Intellectual Property
Title to any and all proprietary rights / Intellectual Property Rights in the Service components including, without limitation, the Software, the GTP Hub web site Service, user interface, and any documentation relating to the GTP Hub Service will remain in and be the exclusive property of GTP iCommerce.
7.2. Ownership of Data:
Client will be the owner of all data or information created by Client and stored in the GTP Hub Service databases (collectively, "Client Data" or “Data”). Title to, and all Intellectual Property Rights in, the Data remain Your property. However, Your access to the Data is contingent on full payment of the GTP Hub Access Fee when due. You grant GTP Hub a licence to use, copy, transmit, store, and back-up Your information and Data for the purposes of enabling You to access and use the Services and for any other purpose related to provision of services to You.
7.3. Backup of Data:
You must maintain copies of all Data inputted into the Service. GTP iCommerce adheres to its best practice policies and procedures to prevent data loss, including a daily system data back-up regime, but does not make any guarantees that there will be no loss of Data. GTP iCommerce expressly excludes liability for any loss of Data no matter how caused.
7.4. Third-party applications and your Data.
If You enable third-party applications for use in conjunction with the Service, You acknowledge that GTP iCommerce may allow the providers of those third-party applications to access Your Data as required for the interoperation of such third-party applications with the Services. GTP iCommerce shall not be responsible for any disclosure, modification or deletion of Your Data resulting from any such access by third-party application providers.
8. Confidentiality and Privacy
8.1.1. Client acknowledges that the GTP Hub Service embodies logic, design and coding methodology that constitute valuable confidential information that is proprietary to GTP iCommerce and the GTP Hub Service. Client will safeguard the right to access the Service, the Software and other software installed on GTP iCommerce’s application server(s) using the same standard of care that Client uses for its own confidential materials but at least a reasonable standard of care.
8.1.2. All data or information pertaining to a specific Client and transmitted to or from or stored on GTP iCommerce's application server in relation the GTP Hub Service in connection with the performance of this Agreement will be held as confidential by GTP iCommerce and will not, without the prior written consent of Client, be disclosed or be used for any purposes other than the performance of this Agreement.
8.1.3. GTP iCommerce will safeguard the confidentiality of such data or information using the same standard of care that GTP iCommerce uses for its own confidential materials but at least a reasonable standard of care. This obligation does not apply to data or information that: (i) is or becomes, through no act or failure to act on the part of GTP iCommerce, generally known or available to the public; (ii) is known by GTP iCommerce at the time of receiving such information as evidenced by its written records; (iii) is hereafter furnished to GTP iCommerce by a third party, as a matter of right and without restriction on disclosure; (iv) is independently developed by GTP iCommerce as evidenced by its written and dated records and without any breach of this Agreement; or (v) is the subject of a written permission to disclose provided by Client. Further notwithstanding the forgoing, disclosure of data or information will not be precluded if such disclosure: (i) is in response to a valid order of a court or other governmental body of Australia; (ii) is otherwise required by law; or (iii) is otherwise necessary to establish rights or enforce obligations under this Agreement, but only to the extent that any such disclosure is necessary.
9. Warranty and Disclaimer
9.1. No warranties:
9.1.1. GTP iCommerce gives no warranty about the Service. Without limiting the foregoing, GTP iCommerce does not warrant that the Services will meet Your requirements or that it will be suitable for any particular purpose. To avoid doubt, all implied conditions or warranties are excluded in so far as is permitted by law, including (without limitation) warranties of merchantability, fitness for purpose, title and non-infringement.
9.2. GTP iCommerce makes no representation, warranty, or guaranty as to the reliability, timeliness, quality, suitability, truth, availability, accuracy or completeness of the service or any component.
9.3. GTP iCommerce does not represent or warrant that
9.3.1. the use of the service will be secure, timely, uninterrupted or error-free or operate in combination with any other hardware, service, system or data,
9.3.2. the service will meet your requirements or expectations,
9.3.3. any stored data will be accurate or reliable,
9.3.4. the quality of any information obtained by you through the service will meet your requirements or expectations,
9.3.5. errors or defects will be corrected, or
9.3.6. the service or the communication facilities, including, without limitation, the internet that make the service available are free of viruses or other harmful components or are secure from interruption, interception or corruption by third parties. except as expressly set forth in this section “12 Warranty and Disclaimer”, the service is provided to you strictly on an "as is" basis.
10. LIMITATION OF LIABILITY
10.1. To the maximum extent permitted by applicable law, except for GTP iCommerce's willful misconduct or gross negligence, GTP iCommerce hereby excludes for itself and its suppliers any liability in excess of the fees paid by client to GTP iCommerce, during the twelve (12) month period immediately preceding the occurrence or act or omission giving rise to the claim (the "compensation amount"), howsoever caused, whether based in contract or tort (including negligence), product liability or otherwise. GTP iCommerce shall not be liable for any incidental, consequential, indirect, special, exemplary or punitive damages of any kind, or for loss of revenue or profits or investment or the like, loss of business, loss of information or data, of other financial loss or personal injury arising out of or in connection with the sale, maintenance, use, performance, failure, or interruption of the software, even if client or its authorized representative has been advised of the possibility of such damages.
10.2. In the event any exclusion, limitation or other provision contained in this agreement shall be held to be invalid for any reason and GTP iCommerce becomes liable for loss or damage, such liability is limited to the compensation amount and no more.
11. INDEMNITY OF LICENSEE
11.1. Client agrees to indemnify and hold harmless GTP iCommerce, its affiliates, officers, directors, employees, agents, contractors, representatives, successors and assigns from and against any and all claims, proceedings, actions or demands which may be brought against GTP iCommerce or another of the indemnified parties and agree to indemnify and hold GTP iCommerce and the other indemnified parties harmless from and against, any and all losses, damages, liabilities, costs and expenses (including, but not limited to, reasonable attorneys' fees) real or perceived, that occur, or that GTP iCommerce may suffer, sustain or incur, as a result of: (a) client's use of the services, or (b) client's breaches of this agreement. Client will have sole control of the investigation, preparation, defense and settlement of any such infringement claims and GTP iCommerce shall make reasonable efforts to provide cooperation and assistance in any such investigation, preparation, defense and settlement. Gtp icommerce may engage separate counsel to monitor the defense at GTP iCommerce's sole cost and expense.
12. Relation of Parties
12.1. Nothing in this Agreement will create or imply an agency relationship between the parties, nor will this Agreement be deemed to constitute a joint venture or partnership between the parties.
13.1. Neither party may assign, voluntarily, by operation of law, or otherwise, any rights or delegate any duties under this Agreement (other than the right to receive payments) without the other party's prior written consent, which consent will not be unreasonably withheld, except that GTP iCommerce may assign this Agreement, without consent, in connection with a sale of all or part of GTP iCommerce's business or assets. This Agreement will inure to the benefit of, and be binding upon the parties hereto, together with their respective legal representatives, successors, and assigns, as permitted herein.
14. Applicable Law
14.1. The laws of the State of Western Australia shall govern all rights and obligations under this Agreement, without giving effect to any principles of conflicts of laws and by entering into the agreement you agree to be subject to the jurisdiction of the courts of Western Australia.
15. Dispute Resolution
15.1. Except for any dispute concerning breach of confidentiality or infringement of any intellectual property right, which dispute will be subject to the exclusive jurisdiction of the Courts of Western Australia and the proper appeal courts from such courts, any dispute arising under this Agreement will be subject to binding arbitration by a single arbitrator with the Institute of Arbitrators & Mediators Australia ("IAMA") in accordance with its relevant industry rules, if any. The arbitration will be held in Australia. Judgment on any award rendered by the arbitrator may be entered in any Court of competent jurisdiction.
16. Attorneys' Fees
If any litigation or arbitration is necessary to enforce the terms of this Agreement, the prevailing party will be entitled to reasonable attorneys' fees and costs.
If any part or provision of these Terms of Service is found to be invalid, unenforceable or in conflict with the law, that part or provision is to be replaced with a provision which, as far as possible, accomplishes the original purpose of that part or provision. The remainder of this Agreement will be binding on the parties.
18. Force Majeure
Neither party will be held responsible for any delay or failure in performance of any part of this Agreement to the extent that such delay is caused by events or circumstances beyond the delayed party's reasonable control. Lack of funds does not entitle a party to claim force majeure.
19. Waiver and Modification
The waiver by any party of any breach of covenant will not be construed to be a waiver of any succeeding breach or any other covenant. All waivers must be in writing, and signed by the party waiving its rights. This Agreement may be modified only by a written instrument executed by authorized representatives of the parties hereto.
20. Entire Agreement
This Agreement constitutes the entire agreement between the parties with respect to its subject matter, and supersedes all prior agreements, proposals, negotiations, representations or communications relating to the subject matter. Both parties acknowledge that they have not been induced to enter into this Agreement by any representations or promises not specifically stated herein.
Any notice given under these Terms by either party to the other must be in writing by email and will be deemed to have been given on transmission. Notices to GTP iCommerce regarding the GTP Hub service must be sent to email@example.com or to any other email address notified by email to You by GTP iCommerce. Notices to You will be sent to the email address which You provided when setting up Your access to the Service.
GTP iCommerce may, in its sole discretion, modify or revise the TOS at any time without notice to you, including changing fees or charges for use of the Service or restricting the amount of data you can store on the Service or to change charges for data storage, and you agree to be bound by such modifications or revisions. Unless explicitly stated otherwise, any new features that augment or enhance the current Service shall be subject to the TOS. Continued use of the Service after any such changes shall constitute your consent to such changes. You can review the most current version of the TOS at any time at: http://www.gtphub.com/viewStory/Terms-of-Service
23. Rights of Third Parties:
A person who is not a party to these Terms has no right to benefit under or to enforce any term of these Terms.
The words and phrases used in this Agreement, the initial letters of which are capitalized have the following meanings:
24.1. "Agreement" means these Terms of Service.
24.2. "Access Fee" means the fee (excluding any taxes and duties) payable by You in accordance with the fee schedule set out on the Website (which GTP iCommerce may change from time to time on notice to You).
24.3. "Confidential Information" includes all information exchanged between the parties to this Agreement, whether in writing, electronically or orally, including the Service but does not include information which is, or becomes, publicly available other than through unauthorised disclosure by the other party.
24.4. "Data" means any data inputted by You or with Your authority into the GTP Hub Service.
24.5. "Documentation" means all documents or information in any form pertaining to the GTP Hub Service, website, User interface or other components of the Service and provided to or developed by Client from time to time;
24.6. "GTP Hub" means the GTP Hub service owned and operated by GTP iCommerce Pty Ltd in Australia. "Our" has a corresponding meaning.
24.7. "Intellectual Property Right" means any patent, trade mark, service mark, copyright, moral right, right in a design, know-how and any other intellectual or industrial property rights, anywhere in the world whether or not registered.
24.8. "Personal Information" means any information about an identifiable individual but does not include aggregate or anonymous information, or information used only to contact an individual in their capacity or position as an employee or official of an organization;
24.9. "Privacy Laws" means any statute, legislation, regulation, or ruling, directive or order, of any government, legislature, parliament, regulatory authority, governmental department, agency, commission, board, tribunal, crown corporation, or court or other law, rule or regulation making entity having or purporting to have jurisdiction on behalf of any nation, or province or state or other subdivision thereof, or any municipality, district or other subdivision thereof, with respect to individual privacy and/or access to Personal Information, and with respect to the collection, use or disclosure of Personal Information, and having or purporting to have jurisdiction over any person, including Client or any User;
24.10. "Service" means the online services made available (as may be changed or updated from time to time by GTP Hub) via the Website and any Software installed on a User’s electronic device. "Software" has a corresponding meaning.
24.11. "Subscriber" or “Client” means the person who registers to use the Service, and, where the context permits, includes any entity on whose behalf that person registers to use the Service.
24.12. "User" or “Authorised User” means any person or entity, including the Subscriber, that uses the Service with the authorisation of the Client from time to time. This will usually include the Client’s individual employees or contractor for whom Client has (A) given or authorized a password to be given to such individual entitling them to access and use the Service; or (B) for whom Client is responsible to ensure that such individual observes the obligations of Client under this Agreement.
24.13. "Website" means the Internet site at the domain www.gtphub.com or any other site operated by GTP iCommerce that provides access to part or all of the GTP Hub service offering.
24.14. "You" means Subscriber, Client or User. "Your" has a corresponding meaning.