Where Xxxx. XX fails to provide the Services or delay in providing such Services due to fires, floods, storms or other adverse weather conditions; power outages or failures; acts of God or the state’s enemies; lawful acts of government, judicial or administrative authorities; any and all market movements, shifts, or volatility; computer, server, or internet malfunctions; security breaches or cyberattacks; information network equipment maintenance; information network connectivity failures; errors in computer; communications or other systems, power failures; unexpected accidents; strikes, industrial actions, or labour disputes; revolts, uprising, riots or wars; explosions; failure on the part of banks or other partners; collapse of the VFA market; criminal acts; delays or defaults caused by common carriers; acts or omissions of third parties; other acts that are not within Xxxx.XX’s control or beyond Xxxx.XX’s inability to control, or due to causes on the part of third parties (together hereinafter referred to as “Force Majeure”), Xxxx.XX shall not assume any responsibility for such failure to provide Service or delay in providing Services, or for the resultant loss the User may sustain as a result of such failure or delay. In the event of Force Majeure, Xxxx.XX is excused from any and all performance obligations and these Services shall be fully and conclusively at an end. Xxxx.XX shall not be liable for any losses or damages incurred by the User with respect to any transaction in relation to any VFA, any delays in the receipt or processing of the User’s instructions or if Xxxx.XX cannot perform any of its obligations due to Force Majeure.
Where Xxxx. XX freezes, locks or lays an administrative hold on the User’s VFAs, such freeze, lock or administrative hold shall remain until such time as the dispute would have been resolved, and evidence of such would have been provided to Xxxx.XX in a form acceptable to Xxxx.XX. Xxxx.XX will not involve itself in any such dispute or the resolution of the dispute. The User agrees that Xxxx.XX will have no liability or responsibility for any such freeze, lock or hold, or for the User’s inability to withdraw VFAs or execute trades during the period of any such hold or suspension.
Where Xxxx. Digital Pty Ltd incorporates the intellectual property of any third party into any materials or software authored or developed for the Client, Xxxx Digital Pty Ltd shall ensure that it has all necessary permissions and consents required to enable it do so. Ownership of any such third party intellectual property shall not pass to the Client and Xxxx Digital Pty Ltd shall ensure that the Client shall be licensed to make use of any such third party intellectual property on terms and conditions to be disclosed to the Client by Xxxx Digital Pty Ltd. The Client agrees to indemnify Xxxx Digital Pty Ltd in respect of any failure on the Client’s part to comply with the terms of this Agreement, or to abide by the terms of any specific licences granted to it in respect of any such third party intellectual property.
Where Xxxx. Digital Pty Ltd develops a website or other form of software deliverable for the Client, Xxxx Digital Pty Ltd shall provide the Client with an opportunity to test that Service Deliverable same in an operating environment that is reasonably determined by Xxxx Digital Pty Ltd to be appropriate for testing purposes and the following additional provisions shall apply:
Where Xxxx. Digital Pty Ltd provides maintenance and support services to the Client, the reporting of any faults shall be in accordance with the fault categorisation specified in any accepted maintenance and support Proposal, failing which in accordance with the fault categorisation system provided for in paragraph 8.11.2 above.
Where Xxxx. XxxXxxxxx Ltd enters into a sub-contract Xxxx XxxXxxxxx Ltd must ensure that a provision is included which:
Where Xxxx. Xxxxxxxx Ltd is not responsible for delivery, at the moment the products or materials leave Xxxx Xxxxxxxx Ltd’s premises.
