Chambers Corporation Pty Ltd t/a Presidian Legal Publications ("Presidian") agrees to grant to you (“Subscriber”) a licence to use the CD-ROM and/or on-line product you have ordered on the terms and conditions set out in this Licence.

1.

Definitions

"Licence" refers to the licence granted by way of this agreement

"Licensed User" means a person to whom the Subscriber grants access to the Product.

"Network" means a connection facility whereby two or more computers are connected to each other and have access to each other's hard drive and other resources

"Presidian" means Chambers Corporation Pty Ltd  ACN 102 189 408 trading as Presidian Legal Publications

"Presidian And Its Agents" means Presidian and/or its officers, servants, employees, agents, licensors, contractors and all other persons involved in the writing, editing, production and distribution of the Product

"Product" means the publication, publications or e-newsfeed service in CD-ROM, email and/or on-line format or formats that the Subscriber has ordered

“Subscriber” means the person or organisation that subscribes for the Product

2.

Licence terms

The terms contained in this Licence apply to each order placed by the Subscriber for the supply of goods and/or services by Presidian provided Presidian has accepted the Subscriber’s order.

3. 

Licensed users

(1)

The Subscriber (excluding public libraries) must notify Presidian in writing of the number of persons to whom it will grant access to the Product and pay any applicable licence fee or fees in accordance with clause 6.

(2)  

The Subscriber must not grant access to the Product to any person who is not a Licensed User.

(3)  

If the Subscriber is subscribed to a Product that is a CD-ROM product – the Subscriber may only place the content of the Product on a Network if  every person that has access to the Network is a Licensed User.

4. 

Nature of licence

(1)  

The Licence is a non-exclusive licence.

(2)  

The Subscriber may not assign or transfer its rights or obligations under or interest in the Licence unless it is to a purchaser of all or part of the Subscriber's assets.

5. 

Reproduction & use

(1)  

The Subscriber may only copy, adapt (including translate) or reproduce in any form (including hardcopy, electronic or digital form) any part of the Product to the extent permitted by this Licence and the Copyright Act 1968 (Cth).

(2)  

The Subscriber may not use the Product for the purpose of producing a product that may directly compete on a commercial basis with the Product.

6. 

Subscription & licence fees

(1)  

The Subscriber agrees to pay any subscription fee applicable to the Product as is indicated in the relevant pricing table published by Presidian at the time the Subscriber orders the Product.

(2)  

Presidian may vary subscription fees from year to year although the Subscriber may choose not to accept them and terminate its subscription at any time in accordance with clause 8.

(3)  

The Product is licensed for use by 200 Licensed Users (unless the Product is an e-newsfeed service in which case it is licensed for use by 10 Licensed Users).  If the Subscriber requires more Licensed Users, the Subscriber agrees to pay any additional licence fee applicable to the Product as is indicated in the relevant pricing at the time the Product is ordered.

7.

Term of licence

The Subscriber is entitled to use the Product until the Licence is terminated in accordance with clause 8.

8.

Termination

(1)    

The Subscriber may terminate the Licence at any time with immediate effect by providing Presidian with written notice of the termination provided however the Subscriber must still pay any fees already invoiced.

(2)  

Presidian may terminate the Licence at any time with immediate effect if:

(a)  

the Subscriber breaches any term of this agreement; and

(b)  

fails to remedy that breach within 14 days of receiving written notice from Presidian requiring it to do so.         

9. 

Equitable remedies

In addition to any other remedies available to Presidian under the Licence or otherwise, any unauthorised use, alteration, modification, reproduction, publication, disclosure or transfer of the Product by the Subscriber will entitle Presidian to any available equitable remedy against the Subscriber.

10. 

Subscriber to provide hardware and arrange other services

It is the Subscriber's obligation to provide or obtain at its own expense the appropriate computer equipment, telecommunication systems, internet access and any other hardware or services that are required to enable it to use the Product.

11. 

Does not constitute legal advice

(1)  

The Subscriber acknowledges and agrees that the Product, and the text within it, is not intended to be, nor constitutes, legal or other professional advice and is merely a research guide to the area of law to which the Product relates.

(2)

Where the Subscriber uses the Product as a research tool, or in any other way, to assist in, or for any other purpose in relation to, the provision of legal or other professional advice, or any other good or service, the Subscriber must verify the accuracy and currency of information and any other materials obtained from the Product with the appropriate primary source of the information or materials (eg. a current and authorised version of a statute) before relying on such information or materials in the provision of such advice or other good or service.

(3)

Without limiting in any way the effect of clause 12, Presidian And Its Agents will not be held liable for any act or omission made:

(a)  

in reliance on any information or materials contained within the Product; or

(b)  

that would not otherwise have been made if the Product had contained information or materials that it did not contain.

12. 

Limitation of liability and indemnity

(1)  

To the extent permitted by law Presidian And Its Agents will be under no liability to the Subscriber in respect of any loss or damage (including consequential loss or damage) which the Subscriber may suffer or incur (directly or indirectly) in respect of the Licence or the use of the Product whether arising from any act or omission by Presidian And Its Agents' and without limiting the generality of the preceding terms the Subscriber excludes Presidian And Its Agents from all liability for any form of negligence.

(2)

If the Product is an on-line product and without limiting in any way the effect of sub-clause (1) – in view of the nature of the internet, it is agreed that Presidian will not be liable for any loss or damage (including consequential loss or damage) arising from an interruption in the provision of the Product on-line, including an interruption due to an inability to access, or to an upgrade to or maintenance of, Presidian’s website.

(3)  

Without limiting in anyway the effect of sub-clause (1) –  if Presidian And Its Agents are rendered liable in any way in relation to, or arising from, the Product or the Licence, such liability will, at the option of Presidian and to the extent permitted by law, be limited to resupply of the Product.

13.

Virus protection measures

(1)  

Presidian does not warrant that the Product is free from computer, software or any other form of viruses.

(2)  

If the Subscriber wishes to protect against any viruses that may be contained in the Product, it must install appropriate anti-virus software and take any other appropriate virus protection measures.

14. 

No warranties

(1)  

Subject to sub-clause (2):

(a)  

the Product is provided without warranties of any kind, either express or implied; and

(b)  

any condition or warranty which would otherwise be implied in the Licence is hereby excluded.

(2)  

Where legislation or other law implies any condition or warranty in relation to this Licence, and that law avoids or prohibits provisions in a contract excluding or modifying the application of or exercise of or liability under such condition or warranty, the condition or warranty is included or implied in the Licence.  Presidian’s liability under any such condition or warranty will, at the option of Presidian and to the extent permitted by law, be limited to resupply of the Product.

15. 

Severance

Every provision of this document is independent of the other and any provision which is prohibited or unenforceable in any jurisdiction will be ineffective to the extent only of such prohibition or unenforceability and the other provisions will remain in force.

16. 

Variation

The terms of the Licence may be varied provided that any variation is agreed to in writing by both parties.

17. 

Retention of materials after termination

Where the Product is in online format (excluding an e-newsfeed service), the Subscriber may, upon terminating the Licence, request and obtain a current version of the Product in CD-ROM format at 80% off the standard price plus GST and shipping.

18. 

Governing Law

The laws of South Australia govern this Licence and the parties expressly submit to the exclusive jurisdiction of the Courts of that State.

19. 

Entire Agreement

The Licence supersedes all previous oral and written agreements or arrangements, if any, in respect of its subject matter and embodies the entire agreement between the parties.

20. 

Privacy

Presidian may handle any personal information disclosed by the Subscriber to Presidian in accordance with its Privacy Policy (available on Presidian’s website) provided this is in accordance with the Privacy Act 1988.