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Terms & Conditions

Last updated: July 23, 2010

The 247Needs.com™ website is composed and operated by 247Needs, an Australian Sole Proprietorship, and/or its affiliates. Collectively these will be noted as 247Needs (“247Needs”).

The 247Needs.com (“247Needs”) website use is offered to you on the condition that you accept these Terms of Use, without modification of the terms, conditions, and notices herein. Your use of the website constitutes your acceptance of all these terms, conditions, and notices.

Privacy Policy and Protection of Personal Information

To view the Privacy Policy and our policies regarding the protection of and use of your personal information, please visit the 247Needs.com website's Privacy Policy link.

Table of Contents

  1. Definitions
  2. Use of the Services
  3. Communication Utilities
  4. Third-Party Providers and Links
  5. Proprietary Rights and Intellectual Property Rights
  6. Website Disclaimers and Liability Limitations
  7. DMCA Notifications of Claims of Infringements
  8. Confidentiality
  9. Terms and Termination
  10. General Provisions
  11. Security
  12. Returns and cancellations:
  13. Unsubscribing
  14. Processing your Order and delivery
  15. Payment Methods and Processing
  16. Trading Currency
  17. Contact Information

1. DEFINITIONS

"Affiliate" means any entity which directly or indirectly controls, is controlled by, or is under common control with the subject entity. "Control," for purposes of this definition, means direct or indirect ownership or control of more than 50% of the voting interests of the subject entity.

"Malicious Code" means viruses, worms, time bombs, Trojan horses and other harmful or malicious code, files, scripts, agents or programs.

"Services" means the online, Web-based applications and platform provided by us via http://www.247Needs.com and/or other designated websites, including associated offline components but excluding Third Party Applications.

"Third-Party Applications" means online, Web-based applications and offline software products that are provided by third parties, interoperate with the Services, and are identified as third-party applications, including but not limited to those listed on 247Needs.com.

"Users" means individuals who are authorized by you to use the Services, and who have been supplied user identifications and passwords by us. Users may include but are not limited to your employees, consultants, contractors, companies and agents; or third parties with which you transact business.

"We," "Us" or "Our" means who we are contracting with, notices, governing law and jurisdiction.

"You" or "Your" means the company or other legal entity for which you are accepting this Agreement and affiliates of that company or entity.

 "Your Data" means all electronic data or information submitted by you for the Services.

2. USE OF THE SERVICES

We shall: (i) provide to you basic support for the Services, (ii) use commercially reasonable efforts to make the Services available 24 hours a day, 7 days a week, except for: (a) planned downtime (of which we shall give at least 8 hours notice via the website), or (b) any unavailability caused by circumstances beyond our reasonable control, including without limitation, acts of God, acts of government, flood, fire, earthquakes, civil unrest, acts of terror, strikes or other labor problems (other than those involving our employees), or Internet service provider failures or delays, and (iii) provide the Services only in accordance with applicable laws and government regulations.

You shall (i) be responsible for Users’ compliance with this Agreement, (ii) be solely responsible for the accuracy, quality, integrity and legality of your data and of the means by which you acquired your data, (iii) use commercially reasonable efforts to prevent unauthorized access to or use of the Services, and notify us promptly of any such unauthorized access or use, and (iv) use the Services only in accordance with these Terms of Use and applicable laws and government regulations. You shall not (a) make the Services available to anyone other than Users, (b) sell, resell, rent or lease the Services, (c) use the Services to store or transmit infringing, libelous, or otherwise unlawful or tortious material, or to store or transmit material in violation of third-party privacy rights, (d) use the Services to store or transmit Malicious Code, (e) interfere with or disrupt the integrity or performance of the Services or third-party data contained therein, or (f) attempt to gain unauthorized access to the Services or their related systems or networks.

User Account, Password, Securityand Use Restrictions: The 247Needs website is an account-based subscription service. The individual user (You) are responsible for maintaining the privacy of your account and password. You are entirely responsible for any and all activities that occur under your account. You agree to immediately notify us of any breach of security or unauthorized use of your account. 247Needs is not liable for any loss that may occur due to the unauthorized, or authorized use of your account or password, with or without your knowledge. You, can however, be held responsible for any loss that 247Needs may incur due to the authorized or unauthorized use of your account or password with or without your knowledge. You also agree to not use anyone else's account at any time, unless you have received direct written consent from the account holder to do so.

Personal, Non-Commercial and Commercial Use Limitation: Unless direct written consent has been received the website and its services are to be used solely for your own personal, non-commercial and commercial use. You do not have the right to copy, modify, transmit, distribute, display, perform, reproduce, publish, license, create derivative works from, transfer, lease, or sell any information, software, products or services obtained from 247Needs. 247Needs reserves to refuse service or use of its products or services to anyone, for any reason and at anytime it deems necessary.

No Unlawful or Prohibited Use: Part of your agreement with 247Needs is that you will NOT use the 247Needs website for any purpose that could be deemed unlawful or is prohibited by the terms, conditions, notices, and policies of 247Needs. Users agree that all information give is true and agrees not to falsify any information provided to 247Needs. You may NOT use the 247Needs website in a manner which could/may damage, disable, overburden, or impair any aspect of the 247Needs website, the network or networks connected to the 247Needs website, or interfere with any other party's ability to use or enjoyment of the 247Needs website. Any unauthorized attempts to gain access to the 247Needs website, or other individual accounts, any computer systems or networks connected to any 247Needs website, through any means, including; hacking, password mining, or any other means, is strictly prohibited. Further, you may not in any way attempt to obtain any materials or information not intentionally made public/available, through the 247Needs website.

3. Communication Utilities

The 247Needs website contains communication and messaging utilities with the purpose of enabling you to communicate with other users (These services will be deemed collectively as "Communication Utilities"). You consent to use the Communication Utilities only for their designated purpose, including posting, sending, and receiving messages and material that are related and proper.

You agree to not use the Communication Utilities for and not limited to any of the following: Defamation, abuse, harassment, stalking, threatening, or in any other way violating the legal rights of others. Further you agree to not use the Communication Utilities to dispense surveys, contests, chain letters, pyramid schemes, junk email, spam, or any other unsolicited messages that are not directly related to the intended purpose of the 247Needs website. Do not attempt any of the following: Publish, post, upload, distribute, disseminate any inappropriate, profane, defamatory, infringing, obscene, indecent or unlawful topic, name, material or information. Upload files that contain software or other material protected by intellectual property laws (unless you own or control rights or have received the necessary consent to). Upload files that contain viruses, Trojan horses, worms, time bombs, cancel bots, corrupted files, and/ or any other similar software or programs that may damage the operation of another's computer or property, or damage the 247Needs website in any way. Falsify or delete any author attributions, legal or other proper notices or proprietary designations or labels of the origin or source of software or other material contained in a file that is uploaded. Restrict or inhibit any other user from using and enjoying the Communication Utilities. Violate any code of conduct or other guidelines which may be applicable for any particular Communication Utilities. Harvest or otherwise collect information about others, including e-mail addresses. Violate any applicable laws or regulations. Create a false identity. Use, download, copy or provide to a person or entity any directory of users of a 247Needs Website other user or usage information or any portion thereof. 247Needs has no obligation to monitor the Communication Utilities. However, 247Needs does reserve the right to review the materials posted to the Communication Utility and to remove any materials at our sole discretion. 247Needs reserves the right to terminate your ability to access the Communication Utilities at any time, without notice, for any reason whatsoever. 247Needs also reserves the right to, at all times, disclose any information as 247Needs deems necessary to satisfy any laws, regulations, legal process or governmental request. To edit, refuse, refuse to post, or remove any information or materials in whole or part, without notice. Caution must always be used when giving out any personally identifiably information about yourself, spouse, or dependants, especially when utilizing the Communication Utilities. 247Needs does not endorse or control the content, messages, or any other information sent or received through the Communication Utilities, and as such disclaims any liability in relation to the Communication Utilities, and any actions resulting from your participation in any Communication Utility. Users are not authorized spokespersons of 247Needs, and the views expressed by these individuals are not endorsed by the 247Needs Website. Materials uploaded to the Communication Utilities maybe be subject to limitation on usage, reproduction, or dissemination, you are responsible for adhering to such limitations if you download the materials.

SMS and Email Notification: SMS (text messaging) and email notification may be a future optional component of the Communication Utilities offered as an additional feature by the 247Needs website. Additional charges may be incurred by the user from your individual mobile service provider, 247Needs is NOT responsible for these charges. 247Needs will not be held liable for any SMS errors, delays, missed, deleted or late received messages.

Materials Provided or Posted: The 247Needs website does not claim ownership or responsibility for any of the materials provided or posted ("Documents") on the 247Needs website, including but not limited to any Documents; posted, imputed, uploaded, or submitted. However, your submission of said Documents to the 247Needs website, is your consent, without limitation, of the rights to: copy, distribute, transmit, publicly display, publicly perform, reproduce, edit, translate, and reformat your Documents; and to publish your name, and anyone else's name associated/connected with said Documents. The user will receive no compensation (payment) for the posting of said Documents. 247Needs has no obligation to post or use any of the Documents you provide, and has the right to remove any Documents at our discretion. Any of the Documents posted or provided to 247Needs, by you, is your consent that you control or own the rights to said Documents, and thus take sole responsibility for the content of the Documents, therefore eliminating 247Needs for any responsibility or liability from said Documents.

247Needs.com Website Contentand End User Agreement: All content that is made available by 247Needs to be viewed or downloaded, excluding content posted by the end user, is owned by and is the strict copyrighted work of 247Needs, and is protected by all copyright laws and international treaty provisions. Your use of the website, as an end user is governed by the regulations outlined in this Terms of Use and all other policies, notices, licensing and legal documents, that you, as the end user, are consenting to/agreeing to, by your utilization of the 247Needs website. If you do not consent or disagree with any of the rules/regulations outlined in any of the end user agreements, you must cease all use/utilization of the 247Needs website immediately. Any reproduction or redistribution of the content and/or software and/or any other aspect of the 247Needs products are expressly prohibited by law, and may result in severe civil and criminal penalties. Violators will be prosecuted to the maximum extent possible.

4. THIRD-PARTY PROVIDERS AND LINKS

Any other acquisition by you of third-party products or services, including but not limited to Third-Party Applications and implementation, customization and other consulting services, and any exchange of data between you and any third-party provider, is solely between you and the applicable third-party provider. We do not warrant or support third-party products or services, whether or not they are designated by us as “certified.” No purchase of third-party products or services is required to use our Services.

If you install or enable Third-Party applications for use with our services, you acknowledge that we may allow providers of those Third-Party applications to access Your Data as required for the interoperation of such Third-Party applications with the Services. We shall not be responsible for any disclosure, modification or deletion of Your Data resulting from any such access by Third-Party application providers.

5. PROPRIETARY RIGHTS AND INTELLECTUAL PROPERTY

Your use of our website and services is your consent to allow 247Needs to use your business name and business logos for 247Needs promotional purposes. 247Needs will only use this information as it relates to your use of our services within the scope of this Terms of Use.

Reservation of Rights:Subject to the limited rights expressly granted hereunder, we reserve all rights, title and interest in and to the Services, including all related intellectual property rights. No rights are granted to you hereunder other than as expressly set forth herein.

Restrictions:You shall not (i) permit any third party to access the Services except as permitted herein, (ii) create derivate works based on the Services, (iii) copy, frame or mirror any part or content of the Services, other than copying or framing on your own intranets or otherwise for your own internal business purposes, (iv) reverse engineer the Services, or (v) access the Services in order to (a) build a competitive product or service, or (b) copy any features, functions or graphics of the Services.

Ownership of Your Data:As between us and you, you exclusively own all rights, title and interest in and to all of Your Data.

Waiver of Rights:You agree to grant to 247Needsa non-exclusive, worldwide, royalty-free, perpetual license, with the right to sublicense, to reproduce, distribute, transmit, create derivative works of, publicly display and publicly perform any materials and other information (including, without limitation, ideas contained therein for new or improved products or services) you submit to public areas of 247Needs(such as BBSs, forums and chat rooms) by all means and in any media now known or hereafter developed. You hereby waive all rights, legal, moral or otherwise, in any such materials and information, and you hereby warrant that any such materials and information are original with you, or that you have the right to submit such materials and information. You agree that you shall have no recourse against 247Needsfor any alleged or actual infringement or misappropriation of any proprietary right in your communication.

Operation: 247Needsreserves complete and sole discretion with respect to the operation of 247Needswebsite. 247Needsmay, among other things: (a) delete communications between members if it has not been accessed by a User within the time established by 247Needspolicies; (b) make available to third parties information relating to 247Needsand Users; and (c) withdraw, suspend or discontinue any functionality or feature of 247Needs. 247Needsassumes no responsibility or liability for any content or activity, lawful or otherwise, occurring at any time on 247Needs’s website.

247Needsmay, in its complete and sole discretion, review uploaded files, conferences, BBSs, forums, and chats and authorize restrictions on access thereto. 247Needswill not review the contents of email except as required or allowed by applicable law or legal process.

Content: Statements made in websites, newsgroups, message boards, email, forums, conferences and chats reflect only the views of their authors. 

Copyright: The entire contents of 247Needswebsite are copyrighted as a collective work under the laws of United States and other copyright laws. 247Needsholds the copyright in the collective work. The collective work includes works which are the property of the Information Providers which are also protected by copyright and other intellectual property laws.

You may display and, subject to any expressly stated restrictions or limitations relating to specific material, download portions of the material from the different areas of 247Needssolely for your own non-commercial use, unless otherwise permitted. Any redistribution retransmission or publication of any copyrighted material is strictly prohibited without the express written consent of the copyright owner. You agree not to change or delete any proprietary notices from materials downloaded from 247Needs.

Other Sites: You are encouraged to use discretion while browsing the Internet on searches initiated at 247Needs. 247Needslinks may lead unintentionally to sites containing information that some people may find inappropriate or offensive. It may also lead to sites which contain inaccurate information, false or misleading advertising, or information which violates copyright, libel or defamation laws. 247Needsand information providers make no representations concerning any effort to review all of the content of sites linked from its website.

Review of Postings and Uploads. 247Needsdoes not and cannot review all communications and materials posted or uploaded to 247Needsand are not responsible for the content of these communications and materials. However, 247Needsreserves the right to block or remove communications or materials that it determines, upon being made aware of any matters it deems inappropriate, and in its sole discretion, to be (a) abusive, libelous, defamatory or obscene, (b) fraudulent, deceptive, or misleading, (c) in violation of a copyright or trademark, other intellectual property right of another or (d) offensive or otherwise unacceptable to 247Needs.

ANY MESSAGES, ADVICE, OPINIONS OR OTHER INFORMATION CONTAINED IN ANY DISCUSSION AREA SHOULD NOT BE CONSTRUED AS PROFESSIONAL ADVICE OR INSTRUCTION NOR THE OPINION OF ANYONE IN ANY WAY AFFILIATED WITH 247NEEDS.COMOR ITS INFORMATION PROVIDERS, INCLUDING WITHOUT LIMITATION, THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, OR OTHER STAFF AND AGENTS.

On-line Communications.Your participation in on-line communications occurs in real time and is not edited, censored, or otherwise controlled by 247Needs. 247Needscannot and does not screen content provided by you to 247Needs. In reserving the right to monitor these activities, 247Needsassumes no responsibility or liability for any content or activity, lawful or otherwise, occurring at any time on 247Needs.

You may send and receive electronic mail ("email"), engage in conferences and chats, download and upload files and otherwise use 247Needsas permitted by this Agreement, 247Needsoperating policies and applicable law. Files that you upload, public messages that you send and your activity in conferences and chats are subject to review, modification and deletion without notice by the forum manager responsible for the 247Needsarea where you’re uploading or other activity takes place (or by an individual designated by such forum manager for such purpose).

247Needs’s operating policies relating to online conduct, storage and deletion of email and uploaded files, conferences, Bulletin boards ("BBSs") and other matters are available and/or will be made available online. 247Needsreserves the right in its sole discretion to change such policies at any time. Files uploaded to a BBS may be subject to posted limitations on usage, reproduction and/or dissemination, and you are responsible for adhering to such limitations if you download them. The discretion of 247Needsor any of its agents to review, modify, or delete information as forum manager is not an assumption of responsibility or liability for any content or activity, lawful or otherwise, occurring at any time on 247Needs, nor should that discretion be read to imply any such assumption. 247Needsassumes no responsibility or liability for any content or activity, lawful or otherwise, occurring at any time on 247Needs.

You are responsible for your communications and your use of 247Needs. You may not, under any circumstances, do any of the following: (a) use simultaneous, unattended or continuous connections to 247Needswith one account; (b) post or transmit any message which is libelous or defamatory; (c) post or transmit any message, data, image or program which is indecent, obscene or pornographic; (d) post or transmit any message, data, image or program that would violate the property rights of others, including unauthorized copyrighted text, images or programs, trade secrets or other confidential proprietary information, and trademarks or service marks used in an infringing fashion; (e) use 247Needsto threaten, harass, stalk, abuse, or otherwise violate the legal rights (including rights of privacy and publicity) of others; (f) intercept or attempt to intercept email or other private communications not intended for you; (g) send email to users or other Internet users for any purpose other than personal communication, including to advertise or offer to unsolicited sell goods or services to other Users, use as a mass unsolicited distribution medium to communicate a generally unsolicited message, or use your email account as an address to which users or other Internet users need to respond (except as otherwise expressly permitted by 247Needs; (h) send unsolicited email messages through third-party mail servers in order to relay your email or hide the origination of your email to others; (i) upload or download files that contain software or other material protected by intellectual property laws, rights of privacy or publicity, or any other applicable law unless you own or control the rights to such files or have received all necessary consents; (j) upload files that contain a virus or corrupted data; (k) delete any author attributions, legal notices or proprietary designations or labels in a file that you upload to a BBS or 247Needs; (l) falsify the source or origin of software or other material contained in a file that you upload to a BBS or 247Needs; (m) use 247Needsin a manner that adversely affects the availability of its resources to other Users; (n) use, download or otherwise copy, or provide (whether or not for a fee) to a person or entity that is not a subscriber to 247Needsthe User directory or any portion thereof other than for personal, noncommercial purposes (except as otherwise expressly permitted by 247Needs); (o) falsely purport to be an employee or agent of 247Needs(p) cause repeated disruptive incidents; or (q) act, or fail to act, in your use of 247Needs, in a manner that is contrary to applicable law or regulation.

In addition, you may not post or transmit any message which is harmful, threatening, abusive or hateful. It is not the intent of 247Needsto discourage users from taking controversial positions or expressing vigorously what may be unpopular views in 247Needs, nonetheless, 247Needsreserves the right to take such action as it deems appropriate in cases where 247Needsis used to disseminate statements which are deeply and widely offensive and/or harmful. Each time you upload a file on 247Needs, you represent and warrant that you own or otherwise control the rights or have the necessary consents to do so, and you grant every other user the right to download and use such file. Your failure to observe any of the foregoing limitations or obligations may result in civil or criminal liability. To the extent that you are uncertain whether what you seek to say or do on 247Needsmay fall into one of the above prohibited categories, you should assume it would violate this paragraph and you should not engage in that conduct.

6. WEBSITE DISCLAIMERS AND LIABILITY LIMITATIONS

Your use of our website or any of the information, links, products or services offered on this Site (collectively, the "Services") is subject to these Terms of Use. The 247Needs website, at its sole discretion, may change the Terms of Use, conditions and operation of this website at anytime without notice to you. By using this Site and/or any of its Services, you agree to these Terms, including any modifications we make, and further waive any rights or claims you may have against us.

  1. Some of the Services may be subject to additional posted conditions. Your use of those Services is subject to those conditions, which are incorporated into these Terms by reference. In the event of an inconsistency between these Terms and any additional posted conditions, the provisions of the additional conditions shall control.
  2. The content available through the website is the sole property of 247Needs or its advertisers, suppliers or licensors. All material published on our site, including, but not limited to, written content, photographs, graphics, images, illustrations, marks, logos, sound or video clips, and Flash animation, are protected by patent, copyright, trademark and other intellectual property laws. Except as otherwise explicitly agreed in writing, the content received through the site may be downloaded, displayed, and printed for your personal, non-commercial use only. Content owned by 247Needs or our advertisers, suppliers or licensors may be subject to additional restrictions. You agree not to modify, reproduce, retransmit, distribute, disseminate, sell, publish, reverse engineer, create derivative works of, broadcast, circulate or in any way exploit any of the materials or content received through the site to anyone without our express prior written consent.
  3. You may be exposed to content that you find offensive, indecent, or objectionable or that is inaccurate, and you bear all risks associated with using that content. We have the right, but not the obligation, to remove any content that may, in our sole discretion, violate these Terms or that is otherwise objectionable.
  4. Our site may contain links to other sites owned by third parties. Your use of each of those sites is subject to the conditions, if any, that each of those sites has posted. We have no control over sites that are not ours, and we are not responsible for any changes to or content on them. Our inclusion on our site of any third party content or a link to a third party site is not an endorsement of that content or third party site.
  5. By using this site, you agree under penalty of perjury to make the following statements:
  6. I am of legal age to view material discussed above, in accordance with the laws of the region in which I reside.
  7. Any material that I am viewing is exclusively for my own personal use and I will not give, sell or otherwise provide any of it to anyone else.
  8. I believe I have the unalienable right to read and/or view any type of material I choose.
  9. I am aware of the standards of my local community with respect to the materials offered on this site; I am familiar with the materials offered by this site; and I represent, warrant and certify that the links, information, and use of materials on this site do not violate any standard or law that applies to me. In the event that a law that applies to me comes in to affect that would prevent me from viewing material on this site, I agree to no longer access this site.
  10. I recognize that this site has no control over the content of websites which are listed or linked on it and that it takes no responsibility for the content of those other sites.
  11. By viewing and/or using this site, you agree that 247Needs will not be liable for any commercial loss; inconvenience; loss of use, time, data, goodwill, revenues, profits, or savings; or any other special, incidental, indirect, or consequential damages in any way related to or arising from your use of this site. You agree to defend, indemnify and hold harmless 247Needs, its employees, directors, shareholders, members, officers, agents, subsidiaries and affiliates from any and all claims, losses, damages, causes of action, liabilities and expenses (including reasonable attorneys' fees) related to or arising out of your use of the site, including without limitation claims made by third parties related to your use of the site.
  12. We and our advertisers, suppliers and licensors provide this website on an "as is" and "as provided" basis, without any warranty or condition of any kind, express or implied, and specifically disclaim any implied warranties of non-infringement, title, merchantability, fitness for a particular purpose and availability of the site or services. Some countries do not allow the disclaimer of implied warranties, so the foregoing disclaimer may not apply to you. We make no representation that the site and/or services will be uninterrupted or error, force majure, bug or virus free and shall not be held responsible in any way or by any means, either directly or indirectly, for any communications difficulties, access delays, any interruption and/or data delivery, non-delivery, misdelivery, corruption, destruction, or events.
  13. Without limiting the foregoing, we shall not be liable to you or your business for any indirect, incidental, consequential, exemplary, special, or punitive damages or lost or imputed profits or royalties arising out of your use of this site or any goods or services provided, whether for breach of warranty or any obligation arising therefrom or otherwise, whether liability is asserted in contract or tort (including negligence and strict product liability) and irrespective of whether you have been advised of the possibility of any such loss or damage. You hereby waive any claim that these exclusions deprive you of an adequate remedy. In no event shall either party's aggregate liability arising out of or related to this agreement, whether in contract, tort or under any other theory of liability, exceed the total amount paid by you hereunder in the 12 months preceding the incident.
  14. Use of our site is subject to existing laws and legal process. Nothing contained in these Terms shall limit our right to comply with governmental, court, and law enforcement requests or requirements relating to your use of our site.
  15. You agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to use of our site, services or these Terms must be filed within one (1) year after such claim or cause of action arose or be forever barred.

7. DMCA Notifications of Claims of Infringement

If you believe that your work has been copied in a way that constitutes copyright infringement, or your intellectual property rights have been otherwise violated, please notify our agent for notice of claims of copyright or other intellectual property infringement ("Agent"), at our “Contact Us” page.

Please provide our Agent with the following Notice:

  1. Identify the material on our site that you claim is infringing, with enough detail so that we may locate it on the website;
  2. A statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law;
  3. A statement by you declaring under penalty of perjury that (1) the above information in your Notice is accurate, and (2) that you are the owner of the copyright interest involved or that you are authorized to act on behalf of that owner;
  4. Your address, telephone number, and email address; and
  5. Your physical or electronic signature.

We will remove the infringing posting(s), subject to the procedures outlined in the Digital Millennium Copyright Act (DMCA).

8. CONFIDENTIALTY

As used herein, "Confidential Information" means all confidential information disclosed by a party (" Disclosing Party") to the other party (" Receiving Party"), whether orally or in writing, that is designated as confidential or that reasonably should be understood to be confidential given the nature of the information and the circumstances of disclosure. Your Confidential Information shall include Your Data; Our Confidential Information shall include the Services; and Confidential Information of each party shall include the terms and conditions of this Agreement, as well as business and marketing plans, technology and technical information, product plans and designs, and business processes disclosed by such party. However, Confidential Information (other than Your Data) shall not include any information that (i) is or becomes generally known to the public without breach of any obligation owed to the Disclosing Party, (ii) was known to the Receiving Party prior to its disclosure by the Disclosing Party without breach of any obligation owed to the Disclosing Party, (iii) is received from a third party without breach of any obligation owed to the Disclosing Party, or (iv) was independently developed by the Receiving Party.

Except as otherwise permitted in writing by the Disclosing Party, (i) the Receiving Party shall use the same degree of care that it uses to protect the confidentiality of its own confidential information of like kind (but in no event less than reasonable care) not to disclose or use any Confidential Information of the Disclosing Party for any purpose outside the scope of this Agreement, and (ii) the Receiving Party shall limit access to Confidential Information of the Disclosing Party to those of its employees, contractors and agents who need such access for purposes consistent with this Agreement and who have signed confidentiality agreements with the Receiving Party containing protections no less stringent than those herein.

Without limiting the above, we shall maintain appropriate administrative, physical, and technical safeguards for protection of the security, confidentiality and integrity of Your Data. We shall not (a) modify Your Data, (b) disclose Your Data except as compelled by law or as expressly permitted in writing by you, or (c) access Your Data except to provide the Services or prevent or address service or technical problems, or at your request in connection with customer support matters.

The Receiving Party may disclose Confidential Information of the Disclosing Party if it is compelled by law to do so, provided the Receiving Party gives the Disclosing Party prior notice of such compelled disclosure (to the extent legally permitted) and reasonable assistance, at the Disclosing Party's cost, if the Disclosing Party wishes to contest the disclosure. If the Receiving Party is compelled by law to disclose the Disclosing Party’s Confidential Information as part of a civil proceeding to which the Disclosing Party is a party, and the Disclosing Party is not contesting the disclosure, the Disclosing Party will reimburse the Receiving Party for its reasonable cost of compiling and providing secure access to such Confidential Information.

9. TERMS AND TERMINATION

This Agreement commences on the date we accept it and continues until terminated.

10. GENERAL PROVISIONS

Software Malfunction or Website Interruption: 247Needs will make its best efforts to maintain its products and services as operational at all times. We are not liable for any known or unknown interruptions in our products, the website or its services. You agree to defend, indemnify and hold harmless 247Needs, its employees, directors, shareholders, members, officers, agents, subsidiaries and affiliates from any and all claims, losses, damages, causes of action, liabilities and expenses (including reasonable attorneys' fees) related to or arising out of any software malfunctions or website service interruption, including without limitation claims made by third parties related to your use of the site.

Jurisdiction: By visiting this website you agree that in all matters relating to this website, you shall be governed by the laws of the Melbourne, Victoria, Australia, as applicable. You may not use this website if law prohibits you from doing so in the country in which you reside. Each party agrees to the applicable governing law above without regard to choice or conflicts of law rules, and to the exclusive jurisdiction of the applicable courts above. Each party hereby waives any right to jury trial in connection with any action or litigation in any way arising out of or related to this Agreement.

Notice: Who you are contracting with under this Agreement, who you should direct notices to under this Agreement, what law will apply in any lawsuit arising out of or in connection with this Agreement, and which courts can adjudicate any such lawsuit, shall be governed by and construed in accordance with the laws of the Melbourne, Victoria. You agree that any legal action or proceeding between 247Needsand you for any purpose concerning this Agreement or the parties' obligations hereunder shall be brought exclusively in a court of competent jurisdiction for Melbourne, Victoria, Australia. Any cause of action or claim you may have with respect to 247Needsmust be commenced within one (1) year after the claim or cause of action arises. 247Needs's failure to insist upon or enforce strict performance of any provision of this Agreement shall not be construed as a waiver of any provision or right. Neither the course of conduct between the parties nor trade practice shall act to modify any provision of this Agreement. 247Needsmay assign its rights and duties under this Agreement to any party at any time without notice to you.

Except as otherwise specified in this Agreement, all notices, permissions and approvals hereunder shall be in writing and shall be deemed to have been given upon: (i) personal delivery, (ii) the second business day after mailing, (iii) the second business day after sending by confirmed facsimile, or (iv) the first business day after sending by email (provided email shall not be sufficient for notices of termination or an indemnification claim). Notices to you shall be addressed to the system administrator designated by you for your relevant Services account, and in the case of billing-related notices, to the relevant billing contact designated by you.

Notices should be addressed to:

247Needs.com

Attn: Manager

Contact us via email or phone at our “Contact Us” page

This Site is a Venue: We are not involved in the actual transaction between users even though we may provide products and services. As a result, the quality, reliability, safety or legality of these is the responsibility of the user.

Computer Fraud: Any unauthorized use of our computer systems is a violation of this Agreement and certain federal and state laws. Such violations may subject the offender and his or her agents to civil and criminal penalties.

No Agency: Our relationship is that of independent contractors, and no agency, partnership, joint venture, employee-employer or franchiser-franchisee relations is intended or created by these Terms or your use of the site.

Severability: If any provision of this Agreement is held by a court of competent jurisdiction to be contrary to law, the provision shall be modified by the court and interpreted so as best to accomplish the objectives of the original provision to the fullest extent permitted by law, and the remaining provisions of this Agreement shall remain in effect.

Attorney Fees: You shall pay on demand all of our reasonable attorney fees and other costs incurred by us to collect any fees or charges due us under this Agreement following any breach.

Assignment: Neither party may assign any of its rights or obligations hereunder, whether by operation of law or otherwise, without the prior written consent of the other party (not to be unreasonably withheld). Notwithstanding the foregoing, either party may assign this Agreement in its entirety, without consent of the other party, to its affiliate or in connection with a merger, acquisition, corporate reorganization, or sale of all or substantially all of its assets not involving a direct competitor of the other party. A party’s sole remedy for any purported assignment by the other party in breach of this paragraph shall be, at the non-assigning party’s election, termination of this Agreement upon written notice to the assigning party. Subject to the foregoing, this Agreement shall bind and inure to the benefit of the parties, their respective successors and permitted assigns.

Entire Agreement: This Agreement, including all exhibits and addenda hereto, constitutes the entire agreement between the parties and supersedes all prior and contemporaneous agreements, proposals or representations, written or oral, concerning its subject matter. No modification, amendment, or waiver of any provision of this Agreement shall be effective unless in writing and either signed or accepted electronically by the party against whom the modification, amendment or waiver is to be asserted. However, to the extent of any conflict or inconsistency between the provisions in the body of this Agreement and any exhibit or addendum hereto, the terms of such exhibit, addendum shall prevail.

Termination/Access Restriction: These Terms of Use constitute the entire agreement between this site and you with respect to your use of this website. We may immediately terminate any user's access to or use of the site due to such user's breach of these Terms of Use or other unauthorized use of the site. Any cause of action you may have hereunder or with respect to your use of the site must be commenced within one (1) year after the claim or cause of action arises. Our failure to exercise or enforce any right or provision of these Terms shall not constitute a waiver of any such right or provision. If for any reason a court of competent jurisdiction finds any provision of these Terms, or portion thereof, to be unenforceable, that provision shall be enforced to the maximum extent permissible so as to affect the intent of these Terms, and the remainder of these Terms shall continue in full force and effect.

Modification of Terms of Use and Fees: We reserve the right to change the terms, notices, and conditions of services, of the 247Needs website, including but not limited to, the services/sites offered, and the charges that you may incur in the future. Right now there is no fee to use our products, however, that may change in the future. You will be given 30 days notice of any fee initiation with the option to decline such fee and cease use of our services. It is solely your responsibility to regularly review these Terms of Use and the other Policies of the 247Needs website, to ensure you are up to date with all the terms, conditions, and charges, associated with 247Needs. Your continued use of the 247Needs website, signifies your consent and agreement to all 247Needs policies, terms, conditions, and notices.

11. Security

247Needs website is hosted on trusted servers locally based in Australiaby a separate secured company. This company specializes in hosting and providing assurance for the integrity of data stored on their servers. Any leak of data from their servers is not the responsibility of 247Needs and 247Needs cannot be held liable. However we take every possible measure to protect user’s information as soon as it comes to our notice. Our goal at 247Needs.com is to make your shopping experience safe, convenient and worry free.

Measures taken by 247Needs to provide you a secured, hassle free environment include:

  • SSL Certificate
  • Secured Payment Gateway
  • Secured Hosting Server managed
  • Security of your personal Information

At 247Needs.com, all your personal information is protected by our Secure Server Software (SSL) which fully encrypts and protects all of your personal data (name, address, credit card number) so that it cannot be read by anyone over the internet.

12. Returns and cancellations:

Cancellation of Orders is not entertained. We endeavour to provide the best branded or standard products, however we cannot take responsibility of branded products. Users have to be due diligent in collecting information about the product before the purchase. However, we will replace the product if there is any issue with the product within the warranty provided. You can email us on info@247Needs.com.au and the product will be replaced in the following delivery. Any sooner replacement outside our displayed times will not be possible on any item less than $100.

13. Unsubscribing:

247Needs may contact you by email with new offers or new updates on 247Needs.com. If you wish not to receive these offers, please feel free to unsubscribe.

14. Processing your Orderand delivery:

You order will be processed and delivered within 5-7 business days, however please keep an eye on delivery times on the website mentioned. Delivery prices will be displayed at various places depending on the type of product and offer.

15.Payment Methods and Processing:

  • We currently accept VISA and MasterCard credit cards.
  • Payment is processed in Australian Dollar Only.
  • Orders placed on weekends or public holidays will be processed on the next business day.
  • We process payments only after you successfully complete the checkout process.
  • Your tax invoice is your proof of purchase.

16. Trading Currency:

Australian Dollars

17. Contact Information:

If you have questions or concerns regarding these terms, you should email 247NEEDS at our“Contact Us” page.