Accountant Registered User means an accountant, bookkeeper or other similar consultant who, in accordance with applicable AWB policies and procedures from time to time, has registered with AWB for the purposes of using the Service to access Grower Dealings Information;
AWB means AWB (Australia) Limited ABN 35 081 890 502 and AWB Group;
AWB Copyright, Trade Mark and Disclaimer Notice means the notice named as such on, and accessible from, the AWB Web Site. A hard copy can be requested and obtained through the Grower Service Centre;
AWB Group means the group of companies comprising AWB (Australia) Limited ABN 35 081 890 502 and each Related Body Corporate of AWB;
AWB Web Site means the World Wide Web Site accessible from http://www.awb.com.au;
Business Day means a day in the State of Victoria, Australia, not being a Saturday, Sunday or public holiday;
Content means the information made available through the Service and includes Grower Dealings Information;
Grower means a grain or other commodity grower who is registered with a member of the AWB Group for the purpose of the AWB Group having dealings with that grower;
Grower Dealings Information means information, of a nature determined by AWB from time to time in its discretion, accessible from use of the Service and relating to the dealings a Grower has with members of the AWB Group;
Grower Registered User means a Grower who, in accordance with applicable AWB policies and procedures from time to time, has registered with AWB for the purpose of using those parts of the Service relevant to accessing that Grower's Grower Dealings Information;
Growers Section means the "Growers" section of the AWB Web Site and includes all information accessible therefrom;
Grower Service Centre means the telephone support service provided by AWB to Registered Users accessible from 1800 054 433.
Registered User means a Grower Registered User or an Accountant Registered User;
Related Body Corporate has the meaning given in section 50 of the Corporations Act 2001 (Cth);
Service means the provision of the information and applications contained or comprised in the Growers Section which may be accessed, subject to these terms and conditions and applicable AWB policies and procedures from time to time, from the AWB Website directly or through the Grower Service Centre; and
you means a person using or accessing the Service who is a Registered User.
2. BASIS OF PROVISION OF THE SERVICE
2.1 The Service relies in part on factors outside AWB’s control and AWB does not provide any guarantee that the Service is fault-free.
2.2 Without liability to you, AWB may at any time in its discretion and without notice to you:
2.2.1 Shut down or suspend the Service, or disconnect or deny you access to the Service; and/or
2.2.2 Alter the applications, functionality or type of information accessible from use of the Service.
2.3 You acknowledge that Grower Registered Users and Accountant Registered Users have the entitlement to access and use different parts of the Service and to access different Content through use of the Service. AWB may at any time in its discretion alter the access rights in relation to the Service enjoyed by different types of Registered Users.
2.4 You further acknowledge that the Service may be accessed by Registered Users electronically, via the AWB Website or over the telephone through the Grower Service Centre. All Registered User access to the Service shall be subject to such security procedures as AWB imposes from time to time.
3.1 You acknowledge that to register to access and use the Service, you must provide accurate, complete and current information, as required by the applicable registration form. The registration form may be completed and supplied to AWB electronically through the AWB Website or in hard copy form in accordance with procedures available from the Grower Service Centre. You agree to update this information from time to time (either electronically through the AWB Website or by advising the Grower Service Centre) to ensure that its accuracy, completeness and currency is constantly maintained.
4. PASSWORD SECURITY
(a) memorise your password. If you forget the password then you may apply to AWB for a new password;
(b) not select a password which has an easily retrieval combination (such as repeated numbers or letters);
(c) disguise your password so that it is not easily recognisable by a third party.
(d) use your best endeavours to prevent anyone else from seeing the password being entered at a computer terminal which the user is using to access the FDL online service;
(e) not keep a record of your password on any article that may be associated with the FDL online service;
(f) not use:
(i) dates of birth;
(ii) telephone numbers;
(iv) Social Security numbers;
(v) Car registration or licence numbers;
as your password.
(g) not disclose the password to any person (including a family member or friend);
(h) ensure that if a memory aid is required to recall the password, that such an aid is reasonably disguised;
(i) choose a new password whenever you are required to do so by AWB.
5. USE OF THE SERVICE
In using the Service, you agree:
5.1 to maintain the confidentiality of all your Service identification and log-in information, whether you are currently using the Service or not;
5.2 that you are responsible for any disclosure or loss of your Service identification or log-in information;
5.3 to notify AWB immediately if you lose your Service identification or log-in information;
5.4 to comply with all directions of AWB relating to the use of the Service;
5.5 that you are entirely responsible for all activities that occur under or in respect of your Service registration;
5.6 that you will immediately notify AWB of any unauthorised use of your Service registration or other breach of security of which you are aware;
5.7 that the Content is valuable information and belongs exclusively to AWB;
5.8 that you have read and understood AWB’s Copyright, Trade Mark and Disclaimer Notice and that your use of the Service is subject to the terms of the AWB Copyright, Trade Mark and Disclaimer Notice; and
5.9 not to do anything that would amount to a contravention of any applicable law including the Privacy Act 1988 (Cth) or the Spam Act 2003 (Cth).
6. WHAT YOU MUST NOT DO
In using the Service through the AWB Website, you agree that you must not, whether directly or indirectly:
6.1 carry out activities, or post or transmit any information or materials, which infringe a third party’s rights;
6.2 interfere with another Registered User’s use and enjoyment of the Service or another individual’s or entity’s use and enjoyment of similar services;
6.3 conduct or send surveys, contests, pyramid schemes, chain letters, junk email, spam or other duplicative or unsolicited messages (commercial or otherwise);
6.4 defame, harass, stalk or threaten any person;
6.5 publish or distribute any defamatory, obscene, indecent or unlawful material or information that could otherwise give rise to civil or criminal proceedings;
6.6 advertise or offer to sell or buy any goods or services;
6.7 collect information about others, including email addresses;
6.8 create a false identity for the purpose of misleading others as to the identity of the sender or the origin of any message;
6.9 transmit or upload any computer programs or other material in breach of any intellectual property laws, rights of privacy or any other applicable laws;
6.10 interfere with or disrupt networks connected to the Service or violate the regulations, policies or procedures of such networks;
6.11 attempt to gain unauthorised access to any parts of the Service, other accounts, computer systems or other networks connected or related to the Service, through password mining or any other means; or
6.12 alter the Content or develop any derivative works from the Service.
8. USE FOR GENERAL INFORMATION PURPOSES ONLY
Without limiting the terms of the AWB Copyright, Trade Mark and Disclaimer Notice:
8.1 You acknowledge that the Service may only be used by Registered Users for general information purposes and each Registered User is responsible for independently verifying the accuracy of all Content upon which the Registered User will rely. AWB is not responsible for the manner in which the Service is used by any Registered User or if any Registered User should incur any loss or damage arising from or in connection with use of the Service (including any loss or damage arising from the inaccuracy or incompleteness of any Content).
8.2 Content supplied to a Registered User through the AWB Website will not be supplied in an encrypted form, and each Registered User should be aware that there is a risk that a third party may attempt to intercept and/or read that information. AWB will take all reasonable steps available to it to ensure the security of such information but accepts no responsibility for any loss or damage arising from any interception or unauthorised access to the information.
8.3 To the maximum extent permitted by law, none of AWB, nor any of its officers, employees, agents or Related Bodies Corporate will be liable in any way (including for negligence) for any loss, damage, costs or expenses suffered by a Registered User, or claims made against a Registered User, through or arising in connection with use of the Service by the Registered User or any failure to provide the Service or any Content ordinarily available from it.
8.4 To the maximum extent permitted by law and subject to any express warranty, condition or representation agreed in writing by AWB, all warranties, conditions and representations about the Service, including the availability of the Service for use and the Content available from use of the Service are excluded. Where a term is implied by law and that law prohibits provisions in a contract excluding or modifying liability under that term, then AWB agrees to observe and adhere to that term. However, AWB's liability for breach of such term will be limited, at AWB's option, to supplying the Services again or paying the cost of having the Services supplied again.
10. GROWER REGISTERED USER ACCESS
Without limiting clause 7 or the terms of the AWB Copyright, Trade Mark and Disclaimer Notice, where you are a Grower Registered User you acknowledge and agree that:
10.1 in accordance with AWB's applicable authorisation procedure, you may authorise an Accountant Registered User to use the Service for the purpose of accessing your Grower Dealings Information (Accountant Authorisation). In doing so, you consent to such access being provided to the Accountant Registered User both through the AWB Website and the Grower Service Centre and acknowledge that where the Accountant Registered User accesses your Grower Dealings Information through the AWB Website, he or she may take copies or print your Grower Dealings Information. You release and discharge AWB from all claims that you may have in relation to access to your Grower Dealings Information by an Accountant Registered User in respect of whom you have given an Accountant Authorisation. Without limiting clause 4.2, where your Service identification and log in information is used to give an Accountant Authorisation, AWB is entitled to rely on that Accountant Authorisation being properly given by you;
10.2 AWB has no responsibility to you for the manner in which the Service is used by any Accountant Registered User in relation to whom you have given an Accountant Authorisation or if you should incur any loss or damage arising from or in connection with that use (including any loss or damage arising from the inaccuracy or incompleteness of any Content);
10.3 an Accountant Authorisation given by you extends to all employees and officers of the Accountant Registered User or the firm or entity by whom the Accountant Registered User is employed;
10.5 except in accordance with an Accountant Authorisation given by you, the Service is for your personal use only and you must not authorise, allow or enable any person to use the Service.
11. ACCOUNTANT REGISTERED USERS
Where you are an Accountant Registered User you acknowledge and agree that:
11.1 your entitlement to use the Service in relation to particular Growers will be dependent on those Growers authorising you to do so (and maintaining that authorisation) in accordance with applicable AWB policies and procedures from time to time; and
12. APPLICABLE LAW
In these terms and conditions, unless the context otherwise requires, the following expressions have the following meanings:
Acquirer means an entity engaged in the business of acquiring grain.
AWB GrainFlow means AWB GrainFlow Pty Ltd (ABN 62 088 928 858).
AWB GrainFlow Website means the world wide web site accessible from http://www.awb.com.au/awbl/launch/site/awbgrainflow/ or http://www.grainflow.com.au/
AWB Group means AWB (Australia) Limited (ABN 35 081 890 502) and each related body corporate of AWB Limited as that expression is defined in section 50 of the Corporations Act 2001 (Cth).
AWB Limited means AWB (Australia) Limited (ABN 35 081 890 502).
AWB Website means the World Wide Web site accessible from http://www.awb.com.au
Electronic Communication means any notice, instruction, request or other communication by electronic mail or electronic data interchange (including over the world wide web).
Grower means a person engaged in growing grain and who is registered as a grower with AWB (Australia) Limited.
Storage and Handling Agreement means, where you are an Acquirer, the current agreement that applies in relation to the provision to you by AWB GrainFlow of storage and handling services.
Warehousing Agreement means, where you are a Grower, the current agreement that applies to the warehousing of your grain by AWB GrainFlow.
you or your means:
Your Information means information accessed through the AWB GrainFlow Website and which is specific to your dealings with the AWB Group (including information and reports relating to the tickets that have been issued to you and the status of those tickets).
You acknowledge that the AWB GrainFlow Website provides access to information that is both general in nature and specific to your dealings with the AWB Group. You further acknowledge that the AWB GrainFlow Website provides facilities that enable you to exercise certain entitlements that are contemplated by the Warehousing Agreement or Storage and Handling Agreement that you have entered with AWB GrainFlow (eg in relation to the transfer of title to grain). These terms and conditions are supplementary to and do not in any way limit the Warehousing Agreement or Storage and Handling Agreement (as the case may be).
4. TITLE TRANSFER
4.1 If you are a Grower, the AWB GrainFlow Website provides a facility enabling you to sell to an Acquirer all or part of your grain that you currently have warehoused with AWB GrainFlow. If you are an Acquirer, the AWB GrainFlow Website provides a facility enabling you to purchase from a Grower grain that that Grower currently has warehoused with AWB GrainFlow. To the extent permitted by law, you agree that if for any reason any Electronic Communication in relation to the sale or purchase of grain using the AWB GrainFlow Website fails or is delayed, AWB GrainFlow accepts no responsibility for that failure or delay.
4.2 You acknowledge and agree that:
you will not contest the validity or enforceability of any Electronic Communications effected by you, through or in connection with the AWB GrainFlow Website and you irrevocably waive all rights to raise any defence or waiver of liability based upon the absence of a memorandum in writing or a failure of execution.
AWB GrainFlow may maintain a transaction log or other record of all Electronic Communications by you relating to the AWB GrainFlow Website and, in the absence of manifest error, that log or other record shall be conclusive evidence of the information contained therein.
You are responsible for monitoring the AWB GrainFlow Website and/or any return Electronic Communications after you submit an Electronic Communication in relation to the AWB GrainFlow Website. Without limitation, if any functional acknowledgement you receive indicates a malfunction of any Electronic Communication by you, you are responsible for re-submitting your Electronic Communication or taking other appropriate remedial action.
5. FACILITIES ACCESSIBLE FROM THE AWB GrainFlow Website
In using the facilities or services, accessible from the AWB GrainFlow Website, you must at all times comply with all applicable policies and procedures relevant to that use as either notified on the AWB Grainflow Website or otherwise.
6. BENEFIT OF TERMS AND CONDITIONS
You acknowledge that:
(a) the AWB GrainFlow Website is made available to you by AWB and AWB GrainFlow jointly;
(b) the obligations imposed on you under these terms and conditions are imposed in favour, and subsist for the benefit, of each of AWB and AWB GrainFlow, jointly; and
In circumstances of any inconsistency between any provisions of any of the documents listed below, the provision in the document appearing first in the list below shall prevail to the extent of the inconsistency unless that provision is unenforceable, in which case it shall be of no force and effect:
These terms and conditions;
The Storage and Handling Agreement or the Warehousing Agreement, whichever is relevant.
If any provision of these terms and conditions is prohibited, invalid or unenforceable in any jurisdiction, that provision will, as to that jurisdiction, be ineffective to the extent of the prohibition, invalidity and unenforceability only and without invalidating the remaining provisions of these terms and conditions or affecting the validity or enforceability of that provision in any other jurisdiction.
The failure by AWB or AWB GrainFlow to act in relation to a breach by you of these terms and conditions does not waive AWB's or AWB GrainFlow's right to act with respect to subsequent or similar breaches.
10. APPLICABLE LAW
You agree that the laws of the State of Victoria Australia apply in relation to these terms and conditions. You submit to the non-exclusive jurisdiction of the courts of that State.