Terms and Conditions of Use

1. About the Website

1.1. Welcome to https://agcts.org.au (‘Website’). The Website provides gene cell

therapy information and resources.

1.2. The Website is operated by Australasian Gene and Cell Therapy Society (AGCTS)

(ABN 84 866 293 264). Access to and use of the Website, or any of its associated

Products or Services, is provided by Australasian Gene and Cell Therapy Society

(AGCTS). Please read these terms and conditions (‘Terms’) carefully. By using,

browsing and/or reading the Website, this signifies that you have read, understood

and agree to be bound by the Terms. If you do not agree with the Terms, you must

cease usage of the Website, or any of Services, immediately.

1.3. Australasian Gene and Cell Therapy Society (AGCTS) reserves the right to review

and change any of the Terms by updating this page at its sole discretion. When

Australasian Gene and Cell Therapy Society (AGCTS) updates the Terms, it will

use reasonable endeavours to provide you with notice of updates to the Terms. Any

changes to the Terms take immediate effect from the date of their publication.

Before you continue, we recommend you keep a copy of the Terms for your

records.

2. Acceptance of the Terms

You accept the Terms by remaining on the Website. You may also accept the Terms by

clicking to accept or agree to the Terms where this option is made available to you by

Australasian Gene and Cell Therapy Society (AGCTS) in the user interface.

3. Copyright and Intellectual Property

3.1. The Website, the content and all of the related products of Australasian Gene and

Cell Therapy Society (AGCTS) are subject to copyright. The material on the

Website is protected by copyright under the laws of Australia and through

international treaties. Unless otherwise indicated, all rights (including copyright) in

the content and compilation of the Website (including but not limited to text,

graphics, logos, button icons, video images, audio clips, Website, code, scripts,

design elements and interactive features) or the content are owned or controlled for

these purposes, and are reserved by Australasian Gene and Cell Therapy Society

(AGCTS) or its contributors.

3.2. All trademarks, service marks and trade names are owned, registered and/or

licensed by Australasian Gene and Cell Therapy Society (AGCTS), who grants to

you a worldwide, non-exclusive, royalty-free, revocable license whilst you are a

Member to:

(a) use the Website pursuant to the Terms;

(b) copy and store the Website and the material contained in the Website in your

device’s cache memory; and

(c) print pages from the Website for your own personal and non-commercial use.

Australasian Gene and Cell Therapy Society (AGCTS) does not grant you any other

rights whatsoever in relation to the Website or the content. All other rights are

expressly reserved by Australasian Gene and Cell Therapy Society (AGCTS).

3.3. Australasian Gene and Cell Therapy Society (AGCTS) retains all rights, title and

interest in and to the Website and all related content. Nothing you do on or in

relation to the Website will transfer any:

(a) business name, trading name, domain name, trade mark, industrial design,

patent, registered design or copyright, or

(b) a right to use or exploit a business name, trading name, domain name, trade

mark or industrial design, or

(c) a thing, system or process that is the subject of a patent, registered design or

copyright (or an adaptation or modification of such a thing, system or process),

to you.

3.4. You may not, without the prior written permission of Australasian Gene and Cell

Therapy Society (AGCTS) and the permission of any other relevant rights owners:

broadcast, republish, up-load to a third party, transmit, post, distribute, show or play

in public, adapt or change in any way the content or third party content for any

purpose, unless otherwise provided by these Terms. This prohibition does not

extend to materials on the Website, which are freely available for re-use or are in

the public domain.

4. Privacy

Australasian Gene and Cell Therapy Society (AGCTS) takes your privacy seriously and

any information provided through your use of the Website and/or content are subject to

Australasian Gene and Cell Therapy Society (AGCTS)’s Privacy Policy, which is available

on the Website.

5. General Disclaimer

5.1. Nothing in the Terms limits or excludes any guarantees, warranties, representations

or conditions implied or imposed by law, including the Australian Consumer Law (or

any liability under them) which by law may not be limited or excluded.

5.2. Subject to this clause 5, and to the extent permitted by law:

(a) all terms, guarantees, warranties, representations or conditions which are not

expressly stated in the Terms are excluded; and

(b) Australasian Gene and Cell Therapy Society (AGCTS) will not be liable for any

special, indirect or consequential loss or damage (unless such loss or damage

is reasonably foreseeable resulting from our failure to meet an applicable

Consumer Guarantee), loss of profit or opportunity, or damage to goodwill

arising out of or in connection with the content or these Terms (including as a

result of not being able to use the content or the late supply of the content),

whether at common law, under contract, tort (including negligence), in equity,

pursuant to statute or otherwise.

5.3. Use of the Website and the content is at your own risk. Everything on the Website

and the content is provided to you “as is” and “as available” without warranty or

condition of any kind. None of the affiliates, directors, officers, employees, agents,

contributors and licensors of Australasian Gene and Cell Therapy Society (AGCTS)

make any express or implied representation or warranty about the content or any

products or content (including the products or content of Australasian Gene and

Cell Therapy Society (AGCTS)) referred to on the Website. This includes (but is not

restricted to) loss or damage you might suffer as a result of any of the following:

(a) failure of performance, error, omission, interruption, deletion, defect, failure to

correct defects, delay in operation or transmission, computer virus or other

harmful component, loss of data, communication line failure, unlawful third

party conduct, or theft, destruction, alteration or unauthorised access to

records;

(b) the accuracy, suitability or currency of any information on the Website, the

content, or any of its content related products (including third party material

and advertisements on the Website);

(c) costs incurred as a result of you using the Website, the content or any of the

products of Australasian Gene and Cell Therapy Society (AGCTS); and

(d) the content or operation in respect to links which are provided for your

convenience.

6. Limitation of liability

6.1. Australasian Gene and Cell Therapy Society (AGCTS)’s total liability arising out of

or in connection with the content or these Terms, however arising, including under

contract, tort (including negligence), in equity, under statute or otherwise, will not

exceed the resupply of the content to you.

6.2. You expressly understand and agree that Australasian Gene and Cell Therapy

Society (AGCTS), its affiliates, employees, agents, contributors and licensors shall

not be liable to you for any direct, indirect, incidental, special consequential or

exemplary damages which may be incurred by you, however caused and under any

theory of liability. This shall include, but is not limited to, any loss of profit (whether

incurred directly or indirectly), any loss of goodwill or business reputation and any

other intangible loss.

6.3. You acknowledge and agree that Australasian Gene and Cell Therapy Society

(AGCTS) holds no liability for any direct, indirect, incidental, special consequential

or exemplary damages which may be incurred by you as a result of providing your

content to the Website.

7. Termination of Contract

7.1. If you want to terminate the Terms, you may do so by providing Australasian Gene

and Cell Therapy Society (AGCTS) with 30 days’ notice of your intention to

terminate by sending notice of your intention to terminate to Australasian Gene and

Cell Therapy Society (AGCTS) via the ‘Contact Us’ link on our homepage.

7.2. Australasian Gene and Cell Therapy Society (AGCTS) may at any time, terminate

the Terms with you if:

(a) you have breached any provision of the Terms or intend to breach any

provision;

(b) Australasian Gene and Cell Therapy Society (AGCTS) is required to do so by

law;

(c) Australasian Gene and Cell Therapy Society (AGCTS) is transitioning to no

longer providing the Services to Members in the country in which you are

resident or from which you use the service; or

(d) the provision of the Services to you by Australasian Gene and Cell Therapy

Society (AGCTS), is in the opinion of Australasian Gene and Cell Therapy

Society (AGCTS), no longer commercially viable.

7.3. Subject to local applicable laws, Australasian Gene and Cell Therapy Society

(AGCTS) reserves the right to discontinue or cancel your access at any time and

may suspend or deny, in its sole discretion, your access to all or any portion of the

Website or the Services without notice if you breach any provision of the Terms or

any applicable law or if your conduct impacts Australasian Gene and Cell Therapy

Society (AGCTS)’s name or reputation or violates the rights of those of another

party.

7.4. When the Terms come to an end, all of the legal rights, obligations and liabilities

that you and Australasian Gene and Cell Therapy Society (AGCTS) have benefitted

from, been subject to (or which have accrued over time whilst the Terms have been

in force) or which are expressed to continue indefinitely, shall be unaffected by this

cessation, and the provisions of this clause shall continue to apply to such rights,

obligations and liabilities indefinitely.

8. Indemnity

8.1. You agree to indemnify Australasian Gene and Cell Therapy Society (AGCTS), its

affiliates, employees, agents, contributors, third party content providers and

licensors from and against:

(a) all actions, suits, claims, demands, liabilities, costs, expenses, loss and

damage (including legal fees on a full indemnity basis) incurred, suffered or

arising out of or in connection with your content;

(b) any direct or indirect consequences of you accessing, using or transacting on

the Website or attempts to do so; and/or

(c) any breach of the Terms.

9. Dispute Resolution

9.1. Compulsory:

If a dispute arises out of or relates to the Terms, either party may not commence

any Tribunal or Court proceedings in relation to the dispute, unless the following

clauses have been complied with (except where urgent interlocutory relief is

sought).

9.2. Notice:

A party to the Terms claiming a dispute (‘Dispute’) has arisen under the Terms,

must give written notice to the other party detailing the nature of the dispute, the

desired outcome and the action required to settle the Dispute.

9.3. Resolution:

On receipt of that notice (‘Notice’) by that other party, the parties to the Terms

(‘Parties’) must:

(a) Within 14 days of the Notice endeavour in good faith to resolve the Dispute

expeditiously by negotiation or such other means upon which they may

mutually agree;

(b) If for any reason whatsoever, 30 days after the date of the Notice, the Dispute

has not been resolved, the Parties must either agree upon selection of a

mediator or request that an appropriate mediator be appointed by the

President of the society or his or her nominee;

(c) The Parties are equally liable for the fees and reasonable expenses of a

mediator and the cost of the venue of the mediation and without limiting the

foregoing undertake to pay any amounts requested by the mediator as a precondition

to the mediation commencing. The Parties must each pay their own

costs associated with the mediation;

(d) The mediation will be held in Sydney, Australia.

9.4. Confidential

All communications concerning negotiations made by the Parties arising out of and

in connection with this dispute resolution clause are confidential and to the extent

possible, must be treated as “without prejudice” negotiations for the purpose of

applicable laws of evidence.

9.5. Termination of Mediation:

If 2 weeks have elapsed after the start of a mediation of the Dispute and the

Dispute has not been resolved, either Party may ask the mediator to terminate the

mediation and the mediator must do so.

10. Venue and Jurisdiction

The Services offered by Australasian Gene and Cell Therapy Society (AGCTS) is intended to be viewed by residents of Australasia. In the event of any dispute arising out of or in relation to the Website, you agree that the exclusive venue for resolving any dispute shall be in the courts of New South Wales, Australia.

11. Governing Law

The Terms are governed by the laws of New South Wales, Australia. Any dispute,

controversy, proceeding or claim of whatever nature arising out of or in any way relating to the Terms and the rights created hereby shall be governed, interpreted and construed by, under and pursuant to the laws of New South Wales, Australia, without reference to conflict of law principles, notwithstanding mandatory rules. The validity of this governing law clause is not contested. The Terms shall be binding to the benefit of the parties hereto and their successors and assigns.

12. Independent Legal Advice

Both parties confirm and declare that the provisions of the Terms are fair and reasonable and both parties having taken the opportunity to obtain independent legal advice and declare the Terms are not against public policy on the grounds of inequality or bargaining power or general grounds of restraint of trade.

13. Severance

If any part of these Terms is found to be void or unenforceable by a Court of competent jurisdiction, that part shall be severed and the rest of the Terms shall remain in force.