1.2 “Acceptable Use Policy” means clause 6 of this Agreement.
1.3 “Business Day” means 8.30 a.m to 5.30 p.m Monday to Friday and excludes weekends and gazetted public holidays in New South Wales.
1.4 “Confidential Information” means all non-trivial information concerning a Party’s business or purpose, including information marked or otherwise designated as confidential, that the discloser treats as confidential or which the recipient knows or ought reasonably to know is confidential, and includes any trade secret, and to be clear it includes the Connect software and the Objective Connect Link software. It does not include any information which is in the public domain other than as a consequence of breaching an obligation of confidence under this Agreement.
1.5 “Connection” means a measure of usage of the Objective Connect Service, determined by multiplying each single Document uploaded to the Objective Connect Service by the number of Participants to the Workspace (including the Workspace Owner), , whether uploaded via Connect Link or directly. By way of example, 25 Documents x 8 Participants = 200 Connections. To be clear, Customer subscribes to a Connection Allocation band and may subscribe to a higher Connection Allocation band for additional Fees.
1.6 "Connection Allocation" means the cap on the number of Connections allocated to Customer’s subscription.
1.7 “Customer” means, as the case may be:
- 1.7.1 the individual person subscribing to the Objective Connect Service on their own account and agreeing to be bound by these Terms of Service or
- 1.7.2 the Single Legal Entity, whether a private sector or government entity, subscribing to the Objective Connect Service for itself to be used by persons working for or contracted to that entity, and who agrees to be bound by these Terms of Service and to ensure those persons also comply.
1.8 “Customer Data” means all data and information, including but not limited to personal identification information, of Users and Documents and Folders, and includes all data and information supplied by Participants to each Workspace established by Customer.
1.9 "Customer's ECM" means the Customer's electronic content management system into which Objective Connect Link may be integrated, as further defined at www.objectiveconnect.com .
1.10 “Document” means any single unstructured information asset that is uploaded to a Workspace such as a document, diagram, spreadsheet, image, presentation and/or drawing. The foregoing list is not exhaustive.
1.11 “Edition” means one of categories of the Objective Connect Service available to Customers as further defined at www.objectiveconnect.com and may include:
- 1.11.1 Connect Free Trial;
- 1.11.2 Connect Edition;
- 1.11.3 Connect Enterprise Edition,
- 1.11.4 Other as made available from time to time by Objective.
1.12 “Fees” means the prices to be paid by Customer for Objective’s supply of the Objective Connect Service as set out in the Order Form.
1.13 “Folder” means a folder or file in the Customer’s ECM which contains Documents, and which is made the subject of a Workspace by the User.
1.14 “Force Majeure” means a situation, circumstance or cause, the effect of which, directly or indirectly, is that Objective is not reasonably able to meet its obligations under this Agreement and may include but is not limited to communications network interruption or outage or storage tape or disc failure, or acts of God, fire, lightning, flood, explosion, earthquake, storm, cyclone, natural disaster; radioactive, toxic or dangerous chemical contamination; riots, terrorism, civil commotion, malicious damage, sabotage, act of a public enemy, war (declared or undeclared) or revolution; action or inaction by a court, government or authority, denial, refusal or failure to grant any permit, authorisation, licence, approval or acknowledgement despite timely best endeavours exercised by Objective to obtain the grant; labour trouble (but not labour trouble of the workforce of the Objective) including strikes, lockouts, industrial or labour disputes or difficulties, work bans, blockages or picketing; accident; inability to obtain material, power, equipment and/or transportation, unavailability of essential equipment, goods, supplies or services including internet and other communications link access and abnormal breakdown of any facilities, machinery or equipment.
1.15 “GST” means any tax in the nature of a tax on the supply of goods and/or services levied imposed or assessed by the Commonwealth of Australia or any State or territory of Australia, which may be in effect during the term.
1.16 “Intellectual Property” means industrial or intellectual proprietary rights under statute or at common law or equity which now exist or may exist in the future, including but not limited to copyright, design, trademarks, patents, semi-conductor or circuit layout rights, trade secrets, business or company names, domain names, blog, social networking and other internet titles, or right to apply for any of the rights referred to in above and subsists in all documents, reports, diagrams, code, application interfaces and other materials. The foregoing list is not exhaustive and to avoid doubt it covers Objective’s Application, software code, whether source or object, routines and related programming language, instructions, methods, techniques, links and templates, documents, manuals, diagrams and images including virtualised images of the Application, howsoever stored or hosted.
1.17 “Objective” means Objective Corporation Limited ABN 16 050 539 350 a company duly incorporated in the State of New South Wales, Australia and having its registered office at Level 30, 177 Pacific Highway, North Sydney, N.S.W 2060 AUSTRALIA.
1.18 “Objective Connect Service” means:
- 1.18.1 In all cases, Objective Connect in the Cloud; and
- 1.18.2 For those Customers who acquire it, Objective Connect Link as well.
1.19 “Objective Connect in the Cloud” means Objective’s application which operates to provide information-sharing capability, installed and operated in a data centre and accessible for use by Users using laptops, desktops, mobile devices via the Internet, and includes all updates and new releases, plug-ins, adaptors, components, modules or programs associated with that application.
1.20 “Objective Connect Link” means Objective’s agent software which operates to provide integration between Objective Connect in the Cloud and Customer’s ECM, installed at the Customer’s production instance of the Customer’s ECM.
1.21 “Objective Connect Support Handbook” means the document detailing Objective’s supply of support services for the Objective Connect Service in effect as at the Order Form start date.
1.22 “Order Form” means the hardcopy or electronic document as the case may be, utilised to record Customer’s subscription to the Objective Connect Service.
1.23 “Participant” means a User who is invited by a Workspace Owner(s) to join a Workspace. To be clear, a Participant may, himself or herself, elect to become a Workspace Owner(s) in his or her own right and may be covered by both definitions simultaneously.
1.24 "Party" means a party to this Agreement.
1.25 “Permissions” means the approvals and authorisation given to Participants by Workspace Owners.
1.27 “Registration” means the act of signing up to use the Objective Connect Service (i.e logging in, creating a password which meets Objective’s security criteria and activating new registration from an email link). To be clear a person registers by designating a specific user ID and password in order to commence use of the Connect Service as a User.
1.28 “Workspace” means, in context:
- 1.28.1 the act of making a controlled copy of a Document and/or Folder available in Objective Connect Service (whether directly or using Objective Connect Link) for a Participant to access;
- 1.28.2 An encrypted environment into which Documents and/or Folders may be uploaded by a Workspace Owner for sharing with a Participant.
1.29 “Workspace Owner” means a User who is authorised to establish a Workspace(s) using the Objective Connect Service, upload Documents to the Workspace(s) and to invite Participants to join those Workspace(s).
1.30 “Single Legal Entity” means a company, business, firm, agency, department or other organisation or entity recognised as a legal entity and capable of forming a legally binding contract for the acquisition of the Objective Connect Service.
1.31 "Storage Allocation" means the cap on the allocated amount of storage for a Workspace.
1.32 “Support” means the self-service support arrangements available at objectiveconnect.com.
1.33 “Term” means the duration of the Objective Connect Service subscribed to by the Customer, more particularly:
- 1.33.1 Free Trial, thirty (30) calendar days from account registration;
- 1.33.2 paid Edition minimum twelve (12) months from the start date set out in the Order Form, or if no date is shown then the date the last party signs, or longer as set out in the Order Form.;
- 1.33.3 Any Edition with Objective Connect Link minimum twelve (12) months, or longer as set out in the Order Form.
1.34 “User” means an individual person registered to use the Objective Connect Service, whether as a Workspace Owner or as Participant or both.
1.35 “Virus” means any malicious code affecting a computer or mobile telephone and includes but is not limited to adware, spyware, Trojan horses and worms and other malicious code, whether or not it replicates itself, having the effect of interrupting, diminishing, altering or stopping the operation of the Objective Connect Service.
1.36 “Website” means www.objectiveconnect.com.
1.38 In this Agreement, unless the context otherwise requires:
- 1.38.1 The singular includes the plural and vice versa;
- 1.38.2 Headings are used for convenience only and do not affect the interpretation of this Agreement;
- 1.38.3 A reference to a clause is a reference to a clause of this Agreement;
- 1.38.4 a clause contains a number of sub-clauses then, unless expressly stated otherwise, each sub-clause is an independent requirement or obligation;
- 1.38.5 the word “person” means a natural person or any other legal entity whether incorporated or not;
- 1.38.6 all references to monetary amounts are a reference to Australian dollars unless otherwise specified;
- 1.38.7 the word “includes” or any form of that word must be construed as if it were followed by the words "without being limited to”;
- 1.38.8 “month” means calendar month and “year” means calendar year;
- 1.38.9 “day” means calendar day and Business Day;
- 1.38.10 reference to “writing” includes any mode of representing and reproducing words in tangible and permanently visible form and includes facsimile and e-mail transmission.
- 1.39 If there is any inconsistency between this Agreement and an Order Form the Order Form shall prevail.