1.1 This Agreement contains the terms and conditions on which Payreq grants to You the right to access and use the Services for the purpose of:
- receiving documents (including Paystubs and invoices), in the case of Payreq Inbox; and/or
- (sending documents (including Paystubs and invoices), in the case of Payreq Delivery.
- When You click “I Agree” in the signup process to access the Services then, if you are using the Services to:
1.2 receive documents, an agreement is made between the person who clicks “I Agree” and Payreq Service Pty Limited (ACN 646 009 716); or
- send documents, then you represent and warrant that You have been authorized by a Delivery Client to access and use the Services for and on behalf of that Delivery Client, and a limited agreement is made between You, the person who clicks “I Agree”, and the Payreq Group Member that is providing the Services to the Delivery Client.
- Only if You agree with all these terms and conditions should You click “I Agree” and access the Services.
In this Agreement the following capitalised words have the following meaning given to them, unless the context requires otherwise.
2.1 Agreement means the terms and conditions in this document.
2.2 Affiliate means any entity that is under the effective control of the entity that ultimately has effective control of the first-mentioned entity.
2.3 Customer Data means any software, materials, code, data, text (whether or not perceptible by users), metatags, multimedia information (including sound, data, audio, video, graphics, photographs, or artwork), e-mail, chat room content, bulletin board postings, or any other items or materials that are provided by or otherwise permitted by, You to be entered in, or processed by, the Services.
2.4 Data Protection Law means any Law (including but not limited to laws relating to the protection of the privacy of natural persons) which applies to the collection, storage, processing, or use of data.
2.5 Delivery Client means the party to a Service Agreement that is not a member of the Payreq Group.
2.6 Delivery Client User means a person nominated by a Delivery Client to access and use the Services on its behalf, under the terms of a Service Agreement.
2.7 Data Protection Law means any Law (including but not limited to laws relating to the protection of the privacy of natural persons) which applies to the collection, storage, processing, or use of data.
2.8 Payreq’s Marks means all trade-marks, service marks, logos or other words or symbols identifying the intellectual property underpinning the Platform, Services, Professional Services or Payreq’s business.
2.9 Payreq Group means Payreq Services Pty Limited (ACN 646 009 716), Payreq Australia Pty Limited (ACN 601 231 681) and Payreq Pty Limited (ACN 154 692 378), each of which is a company registered in Australia; Payreq UK Limited (Registered No. 12951490), a company registered in England; Payreq NZ Limited (NZBN 9429041522257), a company registered in New Zealand; and Payreq Canada Inc. (Incorporation No. 960215-1), a Canadian Federal Corporation, collectively and Payreq Group Member means any one of them.
2.10 Personal Data includes any similar terms, such as “Personal Information”, as it may be referred to in any Data Protection Law applicable to the Services in the Territory, and has the meaning given in such Data Protection Law.
2.11 Platform means the online digital document delivery and invoicing software platform delivered via the website: https://go.payreq.com.
2.13 Representatives means the employees, agents, contractors of a party, or those of any Affiliate, and the professional representatives of a party providing advice in relation to the Agreement, including the lawyers, bankers, auditors, accountants, and insurers of a party.
2.14 Scheduled Maintenance means the routine maintenance for the Services.
2.15 Services means the services made available by a Payreq Group Member via the , online via the login link at https//go.payreq.com.
2.16 Service Agreement means an agreement between a member of the Payreq Group and a Delivery Client setting out the terms on which a member of the Payreq Group has agreed to provide Services to that Delivery Client relating to the delivery of documents for, by and/or on behalf of that Delivery Client.
2.17 Term means the period for which You have acquired the right to access the Services, which in the case of Services relating to receiving documents shall be on a month-to-month basis, and otherwise shall be on the terms of the authorization given to you by a Delivery Client, subject to the terms of the Service Agreement to which that Delivery Client is a party.
2.18 Variation means any addition, deletion, or substitution to any part of this Agreement that is made in accordance with this Agreement.
2.19 You (and other grammatical forms of You) means the person or entity referred to in clause 1.3.
2.20 Website: means https://go.payreq.com/ or any other website or mobile applications used to deliver the Services as notified by the Supplier from time to time.
3.1 You may not:
- (a) copy, adapt, translate, publish, communicate to the public, or create any derivative work or translation of the Services, unless expressly permitted by law or this Agreement;
- (b) use the Services for the purpose of building a competitive product or SaaS service or copying the features of or user interface utilized for the Services;
- (c) access, monitor or copy any content of the Services using any robot, spider, scraper or automated process or manual process, or deep link or any part of the Services;
- (d) frame, mirror or otherwise include any part of the Services in any other website or application; or
- (e) use the Services in any way that could endanger, disable, impair or compromise Payreq’s systems or security, or interfere without other users.
3.2 You acknowledge and agree that:
- (a) the Services include comprehensive audit and verification features, which track and record individual’s use of the Services in detail;
- (b) Payreq may inspect the usage logs, audit, and verification features in the Services for the purposes of ensuring that You are complying with the terms of this Agreement; and
- (c) Payreq may delete the relevant Customer Data and/or suspend or prevent access to the Services if You breach this Agreement or the law.
4.1 You must not disclose Your access details including Your password to any other person.
4.3 Each party must:
- (a) comply with the requirements of any Privacy Law in the country in which the party (and/or the individual about whom the Personal Information relates) is located, and in any country to which the Personal Information is to be sent;
- (b) only use, manipulate, store, process and handle Personal Information for the purposes of performing its, his or her obligations, or exercising, his or her rights, under this Agreement or as may be required by law;
- (c) take all reasonable steps to ensure that the Personal Information that it, he, or she holds is accurate, up to date and complete; and protect the Personal information from misuse, interference, loss, damage, unauthorised access, modification or disclosure, unlawful use or processing, including by taking appropriate technical and organisational measures;
- (d) promptly delete Personal Information that is no longer required for a permitted purpose under this Agreement or the law;
- (e) allow the individual about whom Personal Information is kept to obtain access to that Personal Information, inspect it and ensure that it is kept accurate and up to date (including requiring errors to be corrected), at no cost to the individual;
- (f) ensure that at the time the party collects the Personal Information from the individual, that the party has that individual’s consent to both the parties’ collection, use, manipulation, storage, processing, handling and transfer overseas of the Personal Information for any purposes that are reasonably contemplated by this Agreement.
5.1 Payreq may immediately terminate this Agreement and/or suspend Your access to the Services by giving You notice if:
- (a) You breach any provision of this agreement and do not rectify it within 7 days of Payreq notifying you to rectify; or
- (b) Payreq reasonably believe you have breached any term of this agreement, or have not used the Services for a period of 12-months or more.
5.2 If this Agreement terminates any right of Yours to access and use the Services terminates immediately.
5.3 You are solely responsible for ensuring that You have extracted any of Your information, including Customer Data that is in the Services prior to the end of the Term.
5.4 Termination of this Agreement does not terminate a Service Agreement.
6.1 Any notice that is given under this Agreement may be given by email.
6.2 You must comply with all laws which are relevant to You performing its obligations under this Agreement.
6.3 Payreq may assign or transfer this Agreement, in whole or part, without Your consent. This Agreement will bind and inure to the benefit of each party’s permitted successors and assigns. Payreq may disclose any of Your Personal Information which is reasonably necessary to affect any assignment or transfer.
6.4 Except as specifically provided otherwise in this Agreement, the rights and remedies provided under this Agreement are cumulative and in addition to, and not exclusive of, any rights or remedies provided by law.
6.5 If any part of this Agreement is determined to be invalid, illegal, or unenforceable by any court or competent authority, such part will be severed from the remainder of the Agreement and the remaining provisions will continue in force.
6.6 Neither party shall be in breach of this Agreement nor liable to the other party for any failure or delay in performance caused by events beyond its reasonable control.
6.7 To the extent permitted by law this Agreement constitutes the entire agreement between the parties regarding the subject matter and supersedes all prior or contemporaneous agreements, arrangements, understandings, and communications, whether written or oral.
6.8 All clauses which naturally survive termination of the Agreement will survive termination of this Agreement.
6.9 If this Agreement relates to the use of Services for the purposes of:
- (a) receiving documents, then this Agreement is governed by the laws of the New South Wales without regard to its conflict of law principles, and the parties submit to the non-exclusive jurisdiction of the court in the New South Wales, Australia; or
- (b) sending documents, then this Agreement is governed by the laws that govern the Service Agreement to which the Delivery Client that has authorized you as its Delivery Client User is a party, and the parties submit to the non-exclusive jurisdiction of the courts described in that Service Agreement.