Salvos IDEAS Crowd

Salvos IDEAS Crowd

SALVOS IDEAS CROWD

TERMS OF USE

The SALVOS IDEAS CROWD Crowdicity Community is a web-based idea generation and innovation tool being operated and used by The Salvation Army (international unincorporated association), The Salvation Army (NSW) Property Trust (including all associated trustees and bodies corporate) (“TSA”) which allows online community-based donation, collaboration, voting and market research of new ideas on the SALVOS IDEAS CROWD website at https://ideas.salvationarmy.org.au

(herein referred to as Salvos Ideas Crowd)

Permission to use the Salvos Ideas Crowd is conditional upon you agreeing to the terms set out below (the Terms of Use found at https://ideas.salvationarmy.org.au/hubbub/instancetermsofuse).  The Salvos Ideas Crowd is offered to you on condition that you read and accept these Terms of Use and you wish to become a user of the Salvos Ideas Crowd by clicking “I Accept” to these Terms of Use, you will be deemed to have accepted all the Terms of Use contained herein.  If you do not wish to accept these Terms of Use, you must not click “I Accept” and not access the Salvos Ideas Crowd. 

In agreeing to these Salvos Ideas Crowd Terms of Use you also agree to be bound by:

 (These Terms of Use, Crowdicity Rules and above Privacy Policies are collectively referred to as the Combined Conditions).

To the extent that there is any conflict between the documents that comprise the Combined Conditions, the conflict will be resolved by giving priority to the documents in the order in which they appear above (with an item higher in the list having priority over a lower item) (notwithstanding anything to the contrary specified in any of those documents).

Terminology

In this policy the expressions "we", "us" and "our" are a reference to The Innovation Team owned and operated by TSA and includes a reference to our directors, officers, employees, affiliates, agents, contractors or licensors. 

The expressions "you" and "your" refer to the individual accessing or using the Salvos Ideas Crowd Community.

The rules for registering to use the Salvos Ideas Crowd are set out in the Crowdicity Rules. 

We reserve the right to review or approve contributions that you make to the Salvos Ideas Crowd and take appropriate action where we consider your contribution breaches any of the Combined Conditions.  You must comply with any reasonable direction we give you in relation to your contributions, including amending or updating your contributions.  We may include additional information in contributions for any reason we see fit, including to comply with the law and to manage our risk.

Your obligations

You will:

(a)       only use the Salvos Ideas Crowd in accordance with the Combined Conditions (including these Terms of Use as amended or updated by us from time to time);

(b)       be responsible for all data charges you incur through use of the Salvos Ideas Crowd; and

(c)       use all reasonable endeavours to prevent any unauthorised access to, or use of, the Salvos Ideas Crowd and in the event of any such unauthorised access or use, you will promptly notify us.

You agree that you will not:

(a)       allow your registered account to be used by anyone else;

(b)       use the Salvos Ideas Crowd to access, store, distribute or transmit any virus;

(c)       copy, reproduce, translate, adapt, vary, disassemble, decompile or modify the Salvos Ideas Crowd without our express consent, except as expressly authorised by The Moderator.

(d)       access all or any part of the Salvos Ideas Crowd in order to build a product or service which competes with the Salvos Ideas Crowd;

(e)       circumvent or remove any technological protection measure, copy protection measure, security system or any use restriction device in the Salvos Ideas Crowd;

(f)        remove, alter or add to any copyright notice or similar marking on the Salvos Ideas Crowd;

(g)       use the Salvos Ideas Crowd for any illegal or unauthorised purpose or interfere or disrupt the Salvos Ideas Crowd or servers or networks connected to the Salvos Ideas Crowd, including by transmitting any worms, viruses, spyware, malware or any other code of a destructive or disruptive nature; or

(h)       use, sublicense, sell, lease, rent, transfer, assign, distribute, display, disclose, or otherwise commercially exploit the Salvos Ideas Crowd for or in connection with a third party, including as a service bureau, time share facility, outsourcing or otherwise.

You must ensure that any contribution you make to the Salvos Ideas Crowd does not:

(a)       contain information that:

  • is unlawful, harmful, threatening, defamatory, obscene, infringing, harassing, racially or ethnically offensive, abusive, discriminatory or menacing;
  • facilitates illegal activity;
  • depicts sexually explicit images;
  • promotes unlawful violence, or is likely to incite violence or hatred against any person or class of person;
  • is discriminatory based on race, gender, colour, religious belief, sexual orientation, disability or any other illegal activity;
  • causes damage or injury to any person or property; or
  • is likely to give rise to any civil or criminal proceeding;

(b)       contain personal information, unless you have the express written consent of the person concerned to use and disclose that person's personal information;

(c)       breach an obligation of confidence to any person;

(d)       infringe any person's rights, including intellectual property rights and moral rights;

(e)       contain any virus or other harmful code, or otherwise compromise the security or integrity of any network or system; or

(f)        authorise, aid, abet, encourage or incite any other person to do or attempt to do any of the above acts.

Disclaimer

We do not guarantee that you will be able to enjoy uninterrupted or error-free access to the Salvos Ideas Crowd. The Salvos Ideas Crowd is provided and licensed on an “as is” basis and the material displayed on, or contributed to the Salvos Ideas Crowd is provided without any guarantees, conditions or warranties as to its accuracy, quality, completeness or otherwise.  You are responsible for assessing the relevance and accuracy of the Salvos Ideas Crowd or otherwise verifying the content of information accessed.

Although it is our intention for the Salvos Ideas Crowd to be available as much as possible, there will be occasions when access to or use of the Salvos Ideas Crowd may be unavailable or interrupted, for scheduled maintenance or upgrades, for emergency repairs, or due to failure of telecommunications links and/or equipment. We are not a backup service and you agree that you will not rely on the Salvos Ideas Crowd for the purposes of content backup or storage. We will not be liable to you for any modification, suspension, or discontinuation of the Salvos Ideas Crowd, or the loss of any content.

To the extent permitted by law, we do not accept any liability for or in respect of information or advice provided on the Salvos Ideas Crowd or incorporated into it by reference or any other site linked to the Salvos Ideas Crowd, and we do not accept liability for loss or damage incurred as a result of reliance placed upon the content of the Salvos Ideas Crowd. Use of information and data available on the Salvos Ideas Crowd is at your sole risk.

Intellectual property rights and moral rights

Non-TSA Employees

At the time you make a contribution, unless otherwise provided by law, you own any intellectual property rights in your contribution(s) to the Salvos Ideas Crowd, subject to the following conditions:

1. In the event You submit an idea on the Salvos Ideas Crowd platform grants an exclusive period of 9 months from the date of the contribution to allow TSA (in its sole discretion) to research and develop the concept (“Idea”) together with You. During this period, You agree not to use the Idea with another person or entity. TSA also agrees not to use the Idea with any other person or entity without consultation with You. 

 

2. If the Idea is researched and developed in any way during the initial 9-month period (which may be extended by agreement of the parties) within the TSA’s Innovation Redemptive Design Lab then You acknowledge and agree that TSA has contributed significant resources to the Idea which may, or may not, include financial support, marketing, project management, forecasting, business development and networking assistance (“R&D”). You acknowledge that Your contribution during this period may be limited based on Your capacity regarding time and knowledge.

 

3. If during or after the initial 9-month period the Idea becomes eligible (in TSA’s sole discretion) to enter an accelerator program and TSA notifies you in writing that the Idea is eligible, You acknowledge and agree that in consideration of the R&D, TSA becomes a proprietary stakeholder of the Idea or evolved Idea on the date of notification of eligibility (“Notification Date”) and You must consult and include TSA in respect of any critical or commercial decisions in respect of the Idea or evolved Idea. The accelerator program may be run by TSA or an aligned entity approved by TSA.

 

4. You agree to enter into negotiations and reach agreement, in good faith, with TSA in respect of the Idea or evolved Idea (if these negotiations have not already taken place) within 6 months of the Notification Date. During these negotiations a further 6 months of exclusivity is granted to TSA so as to give each party enough time to determine a split regarding equity or a royalty.

 

5. In the event no formal agreement in writing is reached between the parties within 6 months of the Notification Date, the ownership and/or royalties of the Idea or evolved Idea will be determined by an independent attorney appointed by the President/Director of the Institute of Patent and Trademark Attorneys of Australia whose determination will be final and binding on the parties. The costs of the independent attorney will be shared equally between the parties.  

 

6. If any third party is introduced to You regarding the development of the Idea then the relationship with that third party remains with TSA and must be managed through TSA at all material times.

TSA Employees In the event You are an employee of TSA at the time you make a contribution, You grant us a perpetual, irrevocable, world-wide, royalty and payment free, transferable, sub-licensable right to exercise all of the intellectual property rights in your contributions for our business, operations or activities and the provision of services by us to any person.

You warrant that you have the right to grant the licenses described above.  If you are not in a position to grant the licenses set out above, please do not make any contribution to the Salvos Ideas Crowd or otherwise participate in it.

To the extent that you have moral rights in any contribution made to the Salvos Ideas Crowd, you give a Moral Rights Consent.  A "Moral Rights Consent" means a waiver of moral rights to the extent permitted by law and an unconditional consent to any act or omission in relation to your contributions by us or our licensees.

Warranty

 

You warrant that any contribution or Idea you submit to the Salvos Ideas Crowd is solely your intellectual property and does not violate the rights of any other person or entity.

 

Privacy

You must comply with the Salvos Ideas Crowd Privacy Policy.  You understand your use of and contributions to the Salvos Ideas Crowd are subject to your compliance with the Salvos Ideas Crowd Privacy Policy.  A copy of the current   Privacy Policy can be found at: https://ideas.salvationarmy.org.au/hubbub/instanceprivacypolicy

Third party materials

In using the Salvos Ideas Crowd, you may have access to certain materials from third parties.  You agree that we are not responsible for examining or evaluating the content or accuracy and we do not endorse or warrant and, to the full extent permitted by law, will not have any liability or responsibility for any third party materials, or for any other materials, products, or services of third parties. You agree that you will not use any third party materials in a manner that would infringe or violate the rights of such third parties or any other party and that we are not in any way responsible for any such use by you.

Linked websites and applications

The Salvos Ideas Crowd may contain links to other websites or applications.  Those links are provided for convenience only and, unless expressly stated otherwise, we do not endorse, approve or otherwise accept any responsibility for the quality, currency, accuracy or completeness of the information on linked websites or applications or their privacy practices.

Security

We do not accept responsibility for loss or damage to computer systems arising in connection with use of the Salvos Ideas Crowd Internet users should take their own precautions to ensure that the process which they employ for accessing the Salvos Ideas Crowd does not expose them to the risk of viruses, malicious computer code or other forms of interference.

Consumer guarantees

You may have rights under the Australian Consumer Law to certain statutory guarantees in relation to the Salvos Ideas Crowd (Consumer Guarantees) which are not limited or adversely affected by any disclaimer of warranties or limitation of liability set out in the Combined Conditions.  These Consumer Guarantees include guarantees as to merchantability, fitness for purpose, supply by description, repairs and title.

Limitation of liability

Notwithstanding the Salvos Ideas Community Rules, our liability to you is limited in the following ways:

(a)       except as required of us under the Consumer Guarantees, we provide no other warranty, guarantee or assurance, express or implied, to you in relation to the Salvos Ideas Crowd, and you agree and acknowledge that it is fair and reasonable for us to do so; and

(b)       to the fullest extent permitted by law, we are not liable (whether in contract, tort or otherwise) for any direct, indirect or consequential loss, loss of profit revenue or anticipated savings, business interruption, loss of chance or business opportunity, loss of or damage to goodwill or reputation, claims by a third party for liquidated sums or damages, or loss of production or operating time (even if you have advised us of their possibility) arising out of or in connection with the Combined Conditions.  Notwithstanding the foregoing, to the fullest extent permitted by law, our total liability to you, whether in contract, tort or otherwise and whether in connection with these Terms of Use or any other part of the Combined Conditions, will in no circumstances exceed AUD$100 in the aggregate.

Trademarks and copyright

(a)       "The Salvation Army", “Salvos Ideas Crowd” and the "Salvos Ideas" logos and names are our trademarks, and may not be copied, imitated or used, in whole or in part, without our prior written permission. 

(b)       You acknowledge that the Salvos Ideas Crowd, any corresponding documentation (including all copies or portions of them) and any other material on our websites are the subject of copyright.  You do not acquire any right, title or interest in or to the Salvos Ideas Crowd, documentation or other material except as expressly provided for in these Terms of Use.  You will not during or any time after the expiry or termination of these   Terms of Use permit any act which infringes that copyright and you specifically acknowledge that you may not copy, modify, duplicate, frame, mirror, republish, download, display, transmit, rent, lease, loan, sell, distribute the   Crowdicity Community, documentation or other material, or create derivative works based on the   Crowdicity Community, documentation or other material, except as otherwise expressly authorised or acknowledged by these Terms of Use.

(c)       You indemnify us fully against all liabilities, costs and expenses which we may incur to a third party as a result of your breach of the copyright provisions of these Terms of Use.

(d)       In the instance of a suspected, threatened or actual breach of intellectual property laws, notwithstanding any other provision of any of the Combined Conditions, we reserve the right to change, suspend, remove or disable your access to the Salvos Ideas Crowd at any time without notice.  In no event will we be liable for making these changes.  We may also impose limits on the use of or access to certain features of the Salvos Ideas Crowd, in any case and without notice or liability.

Termination

Access to the Salvos Ideas Crowd is permitted on a temporary basis, and we reserve the right to withdraw, amend, suspend or terminate access to the Salvos Ideas Crowd without notice at any time and for any reason.

Any withdrawal, amendment, suspension or termination will not affect any rights or remedies which we may have otherwise under these Terms of Use or at law.

Indemnity

Without limiting any other indemnity, you provide under any of the Combined Conditions, you indemnify us against any claims or actions arising out of any act or omission by You that breaches of any of the terms in the Combined Conditions.

Assignment

The benefit of any of the Combined Conditions will not be dealt with in any way by you (whether by assignment, sub-licensing, novation or otherwise) without our written consent.

Entire agreement

If any provision of these Terms of Use is held unenforceable or illegal for any reason, the Terms of Use will remain otherwise in full force apart from the provision which will be deemed deleted.

Waiver

Failure or neglect by either party to enforce at any time any of the provisions of the Terms of Use will not be construed or deemed to be a waiver of that party's rights under the Terms of Use.

Governing law

The Terms of Use will be governed by and construed according to the law of New South Wales, Australia and the parties submit to the jurisdiction of the courts of New South Wales, Australia.

Updated terms

We reserve the right to change the Terms of Use (Updated Terms) from time to time. Unless we make a change for legal or administrative reasons, we will provide reasonable advance notice before the Updated Terms become effective.  You agree that we may notify you of the Updated Terms by posting them on the SALVOS IDEAS CROWD website https://ideas.salvationarmy.org.au/and that your use of the Crowdicity Community after the effective date of the Updated Terms (or engaging in such other conduct as we may reasonably specify) constitutes your agreement to the Updated Terms. The Updated Terms will be effective as of the time of posting, or such later date as may be specified in the Updated Terms, and will apply to your use of the Salvos Ideas Crowd from that point forward.

Notices

We may notify you with respect to the Salvos Ideas Crowd by sending an email message to your email address or by a posting on the Salvos Ideas Crowd Notices shall become effective immediately.

If you wish to contact us, please do so using the following contact details:

Name:  The Innovation Team, The Salvation Army
Address:  261-265 Chalmers St, Sydney NSW 2016
T:  (02) 9264 1711

E:  ideas@salvationarmy.org.au

These Terms of Use are current as at August 2019 and are subject to change.

 

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