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| 1 | +API and SDK Licence and Service Agreement |
| 2 | + |
| 3 | +Allow2 Pty Ltd (Australia) Version 1.0 13 April 2014 |
| 4 | + |
| 5 | +Background |
| 6 | + |
| 7 | +ALLOW2 PTY LTD (ALLOW2) IS THE PROVIDER AND OWNER OF THE ALLOW2 SERVICE DESCRIBED IN THE SERVICE DESCRIPTION |
| 8 | +SET OUT AT HTTP://WWW.ALLOW2.COM. ACCESS TO THE ALLOW2 SERVICE IS AVAILABLE TO REGISTERED DEVELOPERS FOR INTEGRATION |
| 9 | +INTO THEIR SOFTWARE PRODUCTS VIA THE ALLOW2 APPLICATION PROGRAMMING INTERFACE (API) AND SOFTWARE DEVELOPMENT KIT (SDK) |
| 10 | +RELEASED BY ALLOW2 PTY LTD TO REGISTERED DEVELOPERS. THIS API AND SDK LICENCE AND SERVICE AGREEMENT SETS OUT THE TERMS |
| 11 | +AND CONDITIONS UPON WHICH ALLOW2 AGREES TO PROVIDE ACCESS TO THE ALLOW2 SERVICE, AND GRANTS A LICENCE TO USE THE ALLOW2 |
| 12 | +API AND SDK IN REGISTERED DEVELOPERS' PRODUCTS. YOU MAY ONLY USE THE ALLOW2 SERVICE AND/OR THE ALLOW2 API OR SDK IF YOU |
| 13 | +ARE A REGISTERED DEVELOPER AND ACCEPT THESE TERMS OF USE. BY DOWNLOADING AND/OR USING AND/OR MODIFYING AND/OR |
| 14 | +INTEGRATING THE ALLOW2 API INTO A SOFTWARE PRODUCT, YOU CONFIRM THAT YOU HAVE READ AND UNDERSTAND AND WHOLLY AND |
| 15 | +UNCONDITIONALLY AGREE TO BE LEGALLY BOUND BY AND ACCEPT THE TERMS AND CONDITIONS OF THIS API AND SDK LICENCE AND |
| 16 | +SERVICE AGREEMENT. WE MAY MODIFY AND/OR REPLACE THESE TERMS OF USE FROM TIME TO TIME WITHOUT NOTICE. WE WILL UPLOAD THE |
| 17 | +LATEST VERSION TO THIS WEBPAGE. IT IS YOUR RESPONSIBILITY TO ENSURE THAT YOU HAVE READ AND UNDERSTAND THE LATEST VERSION |
| 18 | +OF THIS API AND SDK LICENCE AND SERVICE AGREEMENT. IF YOU DO NOT ACCEPT THE TERMS AND CONDITIONS SET OUT IN THIS API AND |
| 19 | +SDK LICENCE AND SERVICE AGREEMENT (AS AMENDED FROM TIME TO TIME), YOU MUST NOT REGISTER AN ACCOUNT AND CANNOT DOWNLOAD |
| 20 | +AND/OR USE AND/OR MODIFY AND/OR INTEGRATE THE ALLOW2 API OR SDK INTO A SOFTWARE PRODUCT AND MUST IMMEDIATELY DISCONTINUE |
| 21 | +ANY USE OF THE ALLOW2 API, SDK AND ALLOW2 SERVICE IN ALL OF YOUR SOFTWARE PRODUCTS. |
| 22 | + |
| 23 | +TERMS AND CONDITIONS: |
| 24 | +1. Definitions and Interpretation |
| 25 | + 1.1. Definitions |
| 26 | + |
| 27 | + In these Terms of Use: |
| 28 | + |
| 29 | + Account - has the meaning given in clause 3.1. |
| 30 | + Allow2 - means Allow2 Pty Ltd [ACN 159048094], a company registered in Queensland, Australia. |
| 31 | + Allow2 API - means the source code and object code described in the Service Description as the Allow2 API, and any |
| 32 | + modification, translation or derivative of the Allow2 API including any Modified API Version. Note that |
| 33 | + this License is intended to cover any use of the API or the SDK equally and therefore "API" and "SDK" |
| 34 | + are used interchangeably and any reference to one also equally applies to the other. |
| 35 | + Allow2 SDK - means the source code and object code described in the Service Description as the Allow2 SDK, and any |
| 36 | + modification, translation or derivative of the Allow2 SDK including any Modified SDK Version. Note that |
| 37 | + this License is intended to cover any use of the API or the SDK equally and therefore "API" and "SDK" |
| 38 | + are used interchangeably and any reference to one also equally applies to the other. |
| 39 | + Allow2 Service - means as set out in the Service Description. |
| 40 | + API (or SDK) Licence - means as set out in clause 4.1. |
| 41 | + API (or SDK) Modification - means as set out in clause 9.1(b). |
| 42 | + Australian Consumer Law - means schedule 2 to the Competition and Consumer Act 2010 (Cth). |
| 43 | + Business Day - means Monday - Friday excluding public holidays in Queensland. |
| 44 | + Business Hours - means 9:00am - 5:00pm on Business Days. |
| 45 | + Intellectual Property Rights - means all copyright, trademark rights, patent rights, and design rights, whether |
| 46 | + registered or unregistered, and all other rights to intellectual property as defined under article 2 |
| 47 | + of the convention establishing the World Intellectual Property Organization, and all rights to enforce |
| 48 | + any of the foregoing rights. Modified API (or SDK) Version means as set out in clause 9.1. |
| 49 | + Moral Rights - has the meaning given in the Copyright Act 1968 (Cth). |
| 50 | + Non-Excludable Guarantee - means a non-excludable guarantee implied by the Australian Consumer Law. |
| 51 | + Personal Property Securities Register - means the Personal Property Securities Register established under the |
| 52 | + Personal Property Securities Act 2009 (Cth). |
| 53 | + Premium Version - means as set out in clause 2.5. |
| 54 | + Product - means any software that You own the Intellectual Property Rights in. |
| 55 | + Product Data - means the data that You and/or Your Users transmit through or upload into the Allow2 Service via Your |
| 56 | + Products. |
| 57 | + Registered Developer - means as set out in clause 2.2. |
| 58 | + Service Description - means as set out at http://www.allow2.com and associated pages and sites. |
| 59 | + Terms of Use - means the terms and conditions set out on this webpage as amended by Us from time to time. Trademark |
| 60 | + means any existing or future registered or unregistered trademarks of Allow2. |
| 61 | + User - means a person who operates a Product. |
| 62 | + "We", "Our" and "Us" - means Allow2. |
| 63 | + "Website" - means the allow2.com website and any content, images, text and other information appearing on any page of |
| 64 | + the Website and any source code and object code in the Website, plus any database which forms part of |
| 65 | + or which the Website interacts with. |
| 66 | + "You" and "Your" - means you, the person who accesses this Website for any reason, whether or not You are a |
| 67 | + Registered Developer. |
| 68 | + |
| 69 | + 1.2. Interpretation |
| 70 | + |
| 71 | + In these Terms of Use: |
| 72 | + |
| 73 | + (a) Headings and underlinings are for convenience only and do not affect the construction of these Terms of Use. |
| 74 | + (b) A provision of these Terms of Use will not be interpreted against a party because the party prepared or was |
| 75 | + responsible for the preparation of the provision, or because the party's legal representative prepared the |
| 76 | + provision. |
| 77 | + (c) A reference to a statute or regulation includes amendments thereto. |
| 78 | + (d) A reference to a clause, subclause or paragraph is a reference to a clause, subclause or paragraph of these |
| 79 | + Terms of Use. |
| 80 | + (e) A reference to a subclause or paragraph is a reference to the subclause or paragraph in the clause in which |
| 81 | + the reference is made. |
| 82 | + (f) The section entitled "Background" at the top of these Terms of Use forms part of the binding terms and |
| 83 | + conditions of these Terms of Use. |
| 84 | + (g) A reference to time is to time in Queensland. |
| 85 | + (h) A reference to a person includes a reference to an individual, a partnership, a company, a joint venture, |
| 86 | + government body, government department, and any other legal entity. |
| 87 | + (i) The words "includes", "including" and similar expressions are not words of limitation. |
| 88 | + |
| 89 | +2. Allow2 Service |
| 90 | + 2.1. The Allow2 API, Allow2 SDK and the Allow2 Service are provided as a bundle and are not supplied or licensed |
| 91 | + independently of one another. |
| 92 | + 2.2. You may only download the Allow2 API and/or an Allow2 SDK and/or use the Allow2 Service if You are a |
| 93 | + registered Account holder ("Registered Developer"). |
| 94 | + 2.3. If you are a Registered Developer You may not use the Allow2 Service except: |
| 95 | + (a) via the Allow2 API or an Allow2 SDK integrated into Your Products; and |
| 96 | + (b) solely to provide information transmitted to Your Products via the Allow2 API in order to use that |
| 97 | + information for the purposes expressly specified in the Service Description. |
| 98 | + 2.4. A description of the Allow2 Service is included in the Service Description. Registered Developers may only |
| 99 | + access the Allow2 Service for the purpose(s) specified in, and subject to the provisions of, the Service |
| 100 | + Description and these Terms of Use. |
| 101 | + 2.5. There are currently no fees payable by Developers to use the current version of the Allow2 Service in |
| 102 | + accordance with these Terms of Use. We do not currently intend to introduce any fees for Developer use of the |
| 103 | + Allow2 Service, unless we release: |
| 104 | + (a) a version of the Allow2 Service which permits a greater number of calls to the Allow2 Service than specified in |
| 105 | + clause 6.3; and/or |
| 106 | + (b) a version that contains functionality or features over and above that which is provided by Our "standard" |
| 107 | + version of the Allow2 Service, (each, a "Premium Version") and We reserve the right to charge a fee for any |
| 108 | + Premium Versions. |
| 109 | + 2.6. There is no fee payable by Developers for the use of the Allow2 API in accordance with these Terms of Use. |
| 110 | + 2.7. You and your Users must pay all costs and expenses associated with Your use of the Allow2 Service and the |
| 111 | + Allow2 API, including internet access costs, web browser and computer and smartphone equipment costs, |
| 112 | + telecommunications costs, data costs and roaming charges. |
| 113 | + |
| 114 | +Allow2 Pty Ltd (Australia) Version 1.0 13 April 2014 |
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