RankingCo Terms and Conditions  

Last Updated: August 15, 2020

1. GENERAL

Welcome to RankingCo. These Terms of Services (the “Terms”, “TOS”, or “Agreement”) are a contract between RankingCo, a subsidiary of Ranking Co Pty Ltd. (“RankingCo”, “We”, “Our”, or “Us”) and You (“You” or “Your”) and govern Your use of Our internet properties and all of the Services We offer. As such, please read these Terms carefully.

Your use of the main RankingCo website or Our other related internet properties (collectively, “Site”), toolbars, widgets, applications or distribution channels from which We may operate, and Your use of any of Our Services (including without limitation the software, advertising platforms, programs, code, technology, offerings, tools, plug-ins, components, upgrades, updates and all related applications, available now or in the future, collectively Our “Services”), whether such Services are accessed through the Site or via another point of access to Our Services (each, a “Non-RankingCo Access Point”), are subject to and conditioned upon Your assent to and compliance with these Terms.

BY ACCESSING THE SITE AND/OR USING THE SERVICES, YOU CONFIRM AND ACKNOWLEDGE (1) THAT YOU HAVE READ THIS AGREEMENT, (2) THAT YOU UNDERSTAND ITS CONTENT, AND (3) THAT YOU AGREE TO BE BOUND BY ALL OF THE TERMS AND CONDITIONS CONTAINED THIS AGREEMENT, INCLUDING ANY ANCILLARY TERMS LIKE OUR PRIVACY POLICY.

If You do not agree to be bound by the terms and conditions of this Agreement, do not use or access the Site or use any of the Services. Use of Our Site or Services is void where prohibited.

2. CHANGES

RankingCo may make changes to the Services at any time. From time to time, RankingCo may amend this Agreement, in its sole discretion, by posting updated versions at http://www.rankingco.com/terms and by notifying You either through a notice on the Site or by other means. All such modifications to the Agreement shall become effective upon the posting of the revised Agreement to http://www.rankingco.com/terms . By using the Services after RankingCo has updated the Terms, You agree to all the updated Terms; if You do not agree to the new or different terms, You should not use or access the Site or the Services. You also acknowledge and agree that these Terms may be superseded by expressly-designated legal notices or terms located on particular features of the Service (“Additional Terms”) that we may make available from time to time through our internet properties, including any applicable limitations on damages and resolution of disputes. These expressly-designated legal Additional Terms are incorporated into these Terms and supersede the provision(s) of these Terms that are designated as being superseded.

3. CONTRACTUAL RELATIONSHIP

You represent and warrant that You are of age under the laws of Your jurisdiction (the Services are not designed for or directed at children. For more information please refer to our Privacy Policy) and lawfully able to enter into contracts. If You are not legally able to enter into contracts, You may not use the Services at any time or in any manner or submit any information to RankingCo or the Services. If You are entering into this Agreement on behalf of a business entity, You represent and warrant that You have the legal authority and capacity to bind such business entity. If You are not authorized nor deemed by law to have such authority, You assume sole personal liability for the obligations set out in this Agreement.

4. TERMINATION POLICY

4.1 Either party may terminate this agreement by providing 30 days written notice. You agree to email and confirm via phone call that the termination request has been received by RankingCo and will endeavour to obtain an acknowledgement of termination request from your account manager. If you wish to cancel your RankingCo Pty Ltd management of your advertising account(s), landing pages or search engine optimisation or other services at any time then please let us know by phone or email and we will respond to confirm any details or arrangements required to execute your request. On cancellation management fees will cease after the remainder of the current payment cycle is completed. Where you are charged weekly, the management fees will cease to charge after 4 full weekly payments have been made after the finalisation of your cancellation request in writing.

4.2 On cancellation any/all amounts owing to RankingCo Pty Ltd must be paid in full within 5 business days of cancellation. If amounts are owing (unpaid invoices) overdue beyond 90 days RankingCo Pty Ltd reserves the right to engage a debt collector at your expense. 

4.3 Either party may terminate this agreement immediately in writing should the following occur:

(i) Insolvency

(ii) Breaches of this agreement or agreements with other service providers namely (Google, Microsoft Ads, Facebook, Instagram, Tik Tok, LinkedIn)

(iii) Required to legally under Queensland, Australian law

4.4 Should you have entered into a fixed term contract for your service, you agree to pay no less than a notice period of 6 months of that contract. Should you have paid money in advance, you will be eligible for a refund of the period of time paid further then this 6 month period.

5. SERVICES

5.1 We provide various website solutions and digital marketing products for Our clients, including but not limited to the following, each included as part of the Services that We offer: Responsive Website Builder (conversion and creation of responsive websites that work on desktop, tablet and mobile), Mobile Website Builder (mobile website conversion from existing desktop websites and mobile website creation), Google Ads Management (management of your Google AdWords Advertising account), SEO Ranking Packages (website management in the interest of ranking on search networks), Social Media Packages (management of organic and advertising platforms for Facebook, LinkedIn, Instagram, Pinterest, Tik Tok), Microsoft Ads (BING, management of your Microsoft Advertising account). You may use the Services for Your personal use or internal business use in the organization that You represent, so long as You are in compliance with all provisions of this Agreement.

5.2 In connection with Your use of the Site or the Services, You may be made aware of services, products, offers and promotions provided by third parties. Portions of the Services provided by third parties may be subject to such entity’s terms and conditions, and Your use of such entity’s services is subject to and conditioned upon Your acceptance of such additional terms and conditions. If You decide to use such third-party services, You are responsible for reviewing and understanding the terms and conditions governing such third-party services, and acknowledge that the third party is responsible for the performance of such services.

5.3 In providing the Services, We obtain and rely on certain information from third parties and third-party software and applications. We cannot guarantee the accuracy or completeness of data provided by third parties.

5.4 It is Your obligation to ensure that You fully comply with all applicable laws, regulations and directives with regard to the use of the Site and the Services. For the avoidance of doubt, the ability to access Our Site or the Services does not necessarily mean that Your use thereto are legal under relevant laws, regulations and directives.

6. LICENSES

6.1 General Public License. All of the WordPress Plugins We offer (such as the Duda inSite WordPress Plugin) are released under the GNU General Public License version 3.0 (“GPLv3”), available at https://www.gnu.org/licenses/gpl-3.0.html. 

6.2 RankingCo Proprietary Use License. All other RankingCo Services and associated code are released under this Agreement, which Terms comprise the “RankingCo Proprietary Use License” and not under the GPL. The RankingCo Proprietary Use License is a GPL compatible license that applies to the images, cascading style sheets, JavaScript files and all other code produced by Us and contained in the Services. These elements are the copyrighted intellectual property of RankingCo and may not be redistributed, repackaged or used in any fashion other than as provided and explicitly set forth in this Agreement. Any violation of the RankingCo Proprietary Use 6.3 License may result in suspension or termination of Your account and You may be refused any and all current or future access to and use of the Services.

6.4 Your Grant of Licenses to Us. By accessing the Site or using a Service, You hereby grant to RankingCo a world-wide, royalty-free, transferrable, sub-licensable and non-exclusive license to use, reproduce, modify, adapt and publish the Content for the purpose of, including but not limited to, displaying, distributing and promoting Your website(s), sharing or promoting RankingCo or a Service, and storing it on Our servers. This license exists only for as long as You continue to be Our client and shall be terminated only upon receiving written notice from You.

6.5 Your use of the Services on the Site or from a Non-RankingCo Access Point that enables You to access and use the Services, including without limitation any offerings, programs, files, images, and data is licensed to You by Us or third-party licensors for Your personal use, commercial use or internal business use in the organization that You represent. You shall keep intact all copyright and other proprietary notices and Your use of such Service is strictly subject to the terms of this Agreement and any agreement accompanying the Software.

7. CONTENT

7.1 We do not own nor do We claim ownership of the content submitted to be included in and/or displayed on Your responsive website, mobile website or included/displayed in any other Service (as between you and us, “Your Content”). Your Content includes, but is not limited to: information, data, text, software, music, sound, photographs, graphics, video, messages, goods, products, services or other materials included on any site you host via the Service. You are responsible for all of Your Content that is uploaded, posted, transmitted or otherwise made available via Our Services. We do not control Your Content or any Content You post via Our Services and You are responsible for any such Content that may be lost or unrecoverable through use of the Services. You are responsible for archiving and backing up Your Content regularly and frequently.

7.2 RankingCo’s Services allow You to import or link certain Content hosted on third-party websites into the Services. This third-party Content isn’t owned by RankingCo, and thus if it is no longer available or accessible to a user, then those portions of Your creation that reference such third-party Content will not work.

7.3 The Services provide You with the ability to embed images, animations, videos, audio, fonts, and other Content owned or provided by You or other third parties into the Services. The use of such third party Content shall be subject to the compliance with the provisions of these Terms and if applicable, the terms of use and/or end user license agreement provided by the third party owning or providing the third-party Content.

7.4 RankingCo does not warrant that any Content embedded in a website, either generated via automatic import, or placed manually by You, is licensed for use in Your jurisdiction. You are responsible for ensuring You have the appropriate licenses, usage rights or meet the requirements for Fair Use, and/or other laws and rights in Your jurisdiction, that may be required for using any Content.

7.5 Through Our Services, We may provide certain Content that is subject to proprietary rights of third parties. RankingCo shall have the right, at any time, at its sole and exclusive discretion to remove such Third-Party Content from the Services and/or disable access to Third-Party Content.

7.6 The following restrictions apply to all images made available to You via the Service.

You shall not use any image:

(i) except solely as incorporated into your responsive website, mobile website, Web Personalization created using the Service.

(ii) together with pornographic, defamatory, or unlawful content or in such a manner that it infringes upon any third party’s trademark or intellectual property rights.

(iii) portraying any person depicted therein (a "Model") in a way that a reasonable person would find offensive, including but not limited to depicting a Model: a) in connection with pornography, "adult videos", adult entertainment venues, escort services, dating services, or the like; b) in connection with the advertisement or promotion of tobacco products; c) as endorsing a political party, candidate, elected official, or opinion; d) as suffering from, or medicating for, a physical or mental ailment; or e) engaging in immoral or criminal activities.

(iv) as a trademark, service mark, or logo.

 7.7 By using the Services, You may be exposed, and hereby assume all associated risks of being exposed, to Content that You may find offensive, indecent, harmful, inaccurate, deceptive or objectionable. Under no circumstances will We be liable for Your Content or the Content of any third party, including, but not limited to, for any errors or omissions in Content, or for any loss or damage of any kind incurred as a result of the use of any Content posted, transmitted or otherwise made available via the Service. You acknowledge that We do not pre-screen Content, but that We shall have the right (but not the obligation) to refuse, move or delete any Content that is available via the Service. We shall also have the right to remove any Content that violates these Terms or is otherwise objectionable in Our sole discretion. You bear all risks associated with the use of any Content. You acknowledge and agree that We may preserve Content and may also disclose Content if required to do so by law or in the good faith belief that such preservation or disclosure is reasonably necessary to: (a) comply with legal process; (b) enforce these Terms; (c) respond to claims that any Content violates the rights of third parties; or (d) protect Our rights, property, or personal safety and those of Our users and the public.

7.8 RankingCo SHALL HAVE THE RIGHT TO DISABLE THE ACCESS TO ANY CONTENT AND/OR DELETE IT AT ITS SOLE AND EXCLUSIVE DISCRETION, WITH NO LIABILITY TO RankingCo, AND YOU SHALL NOT BE ENTITLED TO ANY REIMBURSEMENT OF ANY AMOUNT PAID BY YOU.

8. REGISTRATION AND ACCOUNT MANAGEMENT

8.1 Some functions of the Services require registration, and as part of the process You will be requested to provide certain information, including among others: Your name, email address, company name, the field of business and website URL (“Registration Data“).

8.2 By using the Services, You agree to:

(i) Provide true, accurate, current and complete Registration Data as prompted by the registration process;

(ii) Maintain and promptly update the Registration Data to keep it accurate, current and complete;

(iii) Maintain the security and confidentiality of Your password and any other security or access information used by You to access the Site or Services;

(iv) Ensure that You log out of the Services at the end of each session using the Services.

(v) Refrain from transferring Your user account on the Services to any other party without Our prior written consent;

(vi) Refrain from impersonating any person or entity or misrepresent Your identity or affiliation with any person or entity, including using another person's username, password or other Registration Data; and

(vii) Immediately notify Us in writing if You become aware of any loss, theft or use by any other person or entity of any of Your Registration Data in connection with the Site or the Services or any other breach of security that You become aware of involving or relating to the Site.

8.3 You represent that any communications and all other activities through use of Your Registration Data were sent or authorized by You, and You agree and understand that You are fully responsible for all activities that occur under Your Registration Data.

8.4 The sending of unwanted messages from one user to another is strictly forbidden. Personal Data of another user obtained through Your use of the Site or the Services may only be used by You for the purpose for which such information was provided to You and strictly in accordance with this Agreement, or otherwise subject to such user’s prior written consent.

8.5 We may, in Our sole discretion and without notice or liability to You or any third party, immediately suspend or terminate Your account and refuse any and all current or future access to and use of the Services (or any portion thereof). Grounds for such termination may include, but are not limited to, extended periods of inactivity, loss, theft or unauthorized use of Your Registration Data, violation of the letter or spirit of this Agreement, providing content including without limitation Registration Data that is inappropriate or offensive in Our discretion, or if We have reasonable grounds to suspect any of the Registration Data that You provided is inaccurate, not current or incomplete.

8.6 You declare that by providing Your Registration Data to Us, You hereby consent to, Us sending, and You receiving, by means of telephone, facsimile, SMS or email, communications containing content of a commercial nature relating to Your use of the Site, the Services and related services, including further information and offers from Us that We believe You may find useful or interesting, such as newsletters, marketing or promotional materials. We shall immediately cease to send any such further communications should You notify Us in writing that You do not wish to receive such commercial content anymore.

9. PRIVACY AND DATA PROTECTION

9.1 For the purposes of this Agreement:

(i) “Site Visitor” means Your end-user, such as a visitor to Your Site.

(ii) “Site Visitor Data” means any and all data and content from a Site Visitor, including but not limited to words, music, images, and videos.

(iii) “Data Protection Laws” shall mean all national, foreign, state or local laws, regulations or, ordinances, or other government standards relating to the privacy, confidentiality or security of Personal Data, including but not limited to the Electronic Communications Directive 2002/58/EC (and respective local implementing laws) (together with relevant national implementing legislation), the EU General Data Protection Regulation (2016/679) (“GDPR”) and the California Consumer Privacy Act of 2018, (commencing with §1798.100 of the California Civil Code), and any regulations enacted thereunder (the "CCPA").

(iv) “Personal Data” shall have the meaning ascribed to this term in Data Protection Laws and shall include information (regardless of the medium in which it is contained and whether alone or in combination) that directly or indirectly identifies an individual and is Processed (as defined below) by You or by RankingCo, pursuant to this Agreement, including Registration Data and Site Visitor Data.

(v) “Personal Data Breach” means a breach of security leading to the accidental or unlawful destruction, loss, alteration, unauthorized disclosure of, or access to, Personal Data transmitted, stored or otherwise Processed by RankingCo pursuant to this Agreement and that is likely to result in a risk to the rights and freedoms of natural persons.

(vi) “Process”, “Processed” or “Processing” means any operation or set of operations which is performed upon Personal Data, whether or not by automated means, including but not limited to the collection, recording, organization, structuring, alteration, use, access, disclosure, copying, transfer, storage, deletion, combination, restriction, adaptation, retrieval, consultation, destruction, disposal, or other use of Personal Data.

(vii) “Transfer”, “Transferred” or “Transferring” means, whether by physical or electronic means both (a) the moving of Personal Data from one location or person to another, and (b) the granting of access to Personal Data by one location or person to another.

9.2 Your Representations

By using the Services You hereby represent and warrant that:

(i) You comply with all applicable Data Protection Laws and that Personal Data has been and will continue to be collected, processed and transferred by You in accordance with the relevant provisions of the Data Protection Laws.

(ii) You shall provide RankingCo only that Personal Data that is required for RankingCo’s Services under this Agreement and not request or require that RankingCo Process Personal Data in any way that would violate applicable Data Protection Laws.

(iii) Throughout the duration of the Agreement, You agree and warrant that the processing of Personal Data by You, as well as any instruction to RankingCo in connection with the processing of the Personal Data, has been and will continue to be carried out in accordance with the relevant provisions of the Data Protection Laws.

(iv) You have informed data subjects of the processing and transfer of Personal Data pursuant to this Agreement and obtained the relevant consent thereto (including without limitation any consent required in order to comply with the Processing Instructions and those purposes detailed herein).

9.3 Our Representations

(i) RankingCo will Process Personal Data only (a) in accordance with this Agreement or on written instructions by You; or (b) as otherwise permitted by law or required by law, in which case RankingCo will inform You of that legal requirement before Processing, unless that law prohibits such information on important grounds of public interest.

(ii) RankingCo will not use Personal Data for any use other than as expressly provided herein. Processing any Personal Data outside the scope of this Agreement will require an additional prior written agreement between You and RankingCo, and will include any additional fees that may be payable by You to RankingCo for carrying out such instructions. Notwithstanding the foregoing, RankingCo shall be entitled to use the Personal Data for statistical and financial purposes provided however that any personal attributes shall be removed from such Personal Data or otherwise if such is maintained on an aggregated basis.

(iii) RankingCo will ensure that any persons authorized to process the Personal Data have committed themselves to confidentiality or are under an appropriate statutory obligation of confidentiality.

(iv) RankingCo will implement appropriate technical and organizational measures to ensure a level of security of Personal Data, appropriate to the risk, including, as deemed appropriate by RankingCo: (a) pseudonymisation or encryption of Personal Data; (b) the ability to ensure the ongoing confidentiality, integrity, availability, and resilience of systems and services Processing Personal Data; (c) the ability to restore availability of and access to Personal Data in a timely manner in the event of a security incident; and (d) a process to regularly test, assess, and evaluate the effectiveness of technical and organizational measures for ensuring the security of the Processing. The aforementioned measures are subject to technical progress and development and RankingCo may update or modify them from time to time provided that such updates and modifications do not result in the degradation of the overall security of the Services.

(v) You provide a general consent to RankingCo to engage onward secondary processors, provided that RankingCo will not disclose, transfer and/or grant access to personal data to another processor (“Sub-processor") unless it: (a) executes a written agreement with each Sub-processor that contains the same or substantially similar data protection obligations imposed on RankingCo by this Agreement; and (b) remains liable, subject to the provisions of Sections 17, 18 and 19 hereunder, for all the acts and/or omissions of the Sub-processor with respect to the processing of the personal data.

(vi) If RankingCo receives any requests from individuals or applicable data protection authorities relating to the disclosure or Processing of Personal Data under the Agreement, including requests from individuals seeking to exercise their rights under Data Protection Laws, RankingCo will promptly redirect the request to You. RankingCo will not respond to such communication directly without Your prior authorization, unless legally compelled to do so. If RankingCo is required to respond to such a request, RankingCo will promptly notify You and provide You with a copy of the request, unless legally prohibited from doing so. RankingCo will, insofar as is reasonably achievable and taking into account the nature of the Processing, assist You by appropriate technical and organizational measures for the fulfillment of Your obligations to respond to requests from data subjects regarding their rights under the GDPR. It is hereby clarified that if no such response is received from You within three (3) business days (or otherwise any shorter period as dictated by the relevant law or authority), RankingCo shall be entitled to respond and provide such information. If RankingCo receives a request from a Consumer (as this term is defined in the CCPA) regarding Personal Data that RankingCo Processes on Your behalf, it shall inform the Consumer that it should submit the request directly to You and, when feasible, provide the Consumer with Your contact information.

(vii) RankingCo will notify You without undue delay after becoming aware of a Personal Data Breach. Where required for compliance with its obligations under Data Protection Laws, RankingCo will include in its notification, to the extent required and known to it: (a) a description of the nature of the Personal Data Breach, including where possible, the categories and approximate number of data subjects concerned and the categories and approximate number of Personal Data records concerned; (b) the name and contact details of the data protection officer or other contact point where more information can be obtained; (c) a description of the likely consequences of the Personal Data Breach; and (d) the measures taken or proposed to be taken by RankingCo to address the Personal Data Breach, including, where appropriate, measures to mitigate its possible adverse effects. For purposes of this Section. For the avoidance of doubt, where notification regarding a Personal Data Breach is required to individuals or governmental authorities under applicable Data Protection Laws, You will provide such notifications.

(viii) Upon written request from You, and taking into account the nature of Processing and the information available to RankingCo, RankingCo will assist You in ensuring compliance with Your data protection impact assessment and prior consultation requirements under Articles 35-36 of the GDPR subject to You bearing RankingCo’s reasonably incurred costs for the provision of such assistance.

(ix) Upon a written request from You, and no more than once per calendar year, RankingCo will make available to You all information necessary to demonstrate compliance with its obligations under the GDPR and allow for, and contribute to audits, including inspections, conducted by You or another auditor mandated by You. Any reviews of information, audits, or inspections conducted pursuant to this section shall be at Your sole expense.

(x) RankingCo will only retain Personal Data for as long as Services are provided to You in accordance with this Agreement or as otherwise permissible under applicable laws. Following expiration or termination of the Agreement, RankingCo will delete or return to You all Personal Data in its possession as provided in the Agreement except to the extent RankingCo is required by applicable law to retain some or all of the Personal Data (in which case RankingCo will implement reasonable measures to prevent the Personal Data from any further Processing). The terms of this agreement will continue to apply to such Personal Data.

(xi) Notwithstanding the foregoing, RankingCo shall be entitled to maintain Personal Data following the termination of this Agreement for the exercise or defense from legal claims, and for statistical and/or financial purposes provided always that RankingCo maintains such Personal Data on an aggregated basis or otherwise after having removed all personally identifiable attributes from such Personal Data.

(xii) In addition to the above privacy principles and these Terms, Your use of the Site and the Services is also subject to Our Privacy Policy which informs You of Our policies and procedures regarding the collection, use and disclosure of information We receive when You visit Our Site and use any part of Our Services. By using or accessing the Site and the Services, You consent to the collection and use of information, including Personal Data, as described herein and in Our Privacy Policy, as may be amended by Us from time to time. Our Privacy Policy is hereby incorporated by reference into this Agreement, and Your consent to these Terms shall be deemed Your consent to Our Privacy Policy.

10. PRICING, PAYMENTS, REFUNDS AND TAXES

10.1 By using the Services, You agree to pay all associated set-up and subscription fees. In order to ensure that You do not experience any interruption or loss of services due to the lapse of any particular subscription period, the Services operate with automatic renewal, on a recurring-fees basis (except where explicitly stated otherwise). Accordingly, where applicable, RankingCo will attempt to automatically renew the applicable Services for a renewal period equal in time to the original subscription period for such Service, and automatically charge You the applicable fees using the payment method You have on file with RankingCo.

10.2 RankingCo reserves the right to establish the price for every Service We offer. We may change the price of any Service at any time, in Our sole discretion. We reserve the right to charge a price for a Service that was previously offered for free. If We decide to increase the price of Service for which You are subscribed, We will make every effort to communicate this pricing change to You via email. We do not need to notify You if We decide to raise the price of a Service for which You are not subscribed.

10.3 Please review the payment and billing terms for each Service carefully. Each Service may have different billing requirements and billing timeframes as described in the terms provided with such Service. 

10.4 Some products and services are not eligible for refund; unless otherwise provided by law, all purchases of these types of products and services are final and non-refundable:

(i) All set-up fees, one-time or annual, in connection with Services, including but not limited to Google Ads Setup, Analytics Setup, Google My Business Profile setup, Microsoft Ads setup, LinkedIn setup, Instagram or Facebook setup, Tik Tok setup, Ranking Pages Packages and custom website design services;

(ii) Premium Images; and

(iii) Any other product or service marked with a designation such as “Non-Refundable.”

10.5 You are and shall be fully responsible for the payment of any taxes that apply to Your use of the Site or the Services.

10.6 The Services, including without limitation payment processing, may be handled directly by Us or by online third parties. Where a third party handles a payment, the payment is subject to the terms of use and privacy policy of such third party (including among others payment methods, tax liability, collection and use of Your Personal Data, and support levels). We recommend that You review the terms of use and privacy policy of such third parties before submitting any Personal Data and using such third parties' services.

10.7 You must pay the Fees in respect of the Services using one of the following options, as set out in the Order form: Service Type Payment Method Details Recurring Services Credit/Debit Card Payment Provider Direct Debit We will automatically debit the amount owing each week/month in advance and issue you with a tax invoice / receipt. Invoiced We will invoice you weekly/monthly in advance for the amount owing, Non-Recurring Services As set out in the Module Terms. 

10.8 Where Fees are invoiced, each invoice must be paid within 7 days of the invoice date. We may send invoices via the email address set out in the Order Form or to the billing address as set out in the Order Form. You acknowledge your responsibility to ensure that we have your most up to date address and billing information. 

10.9 Any payments by direct debit are subject to you providing the relevant authority. If you do not provide the relevant authority, we may immediately invoice you for the balance of all Fees payable under the relevant Order Form. 

10.10 When you provide your credit card or other payment information to us you represent: (i) that you are properly authorised to use the credit card or other payment method for payment of the Fees; (ii) the information you provide is true, correct and complete; (iii) any Fees incurred by you will be honoured by your credit card company or other payment provider; and (iv) you will pay all Fees, including any applicable taxes. 

10.11 We reserve the right at our discretion to cancel any payment if it appears fraudulent in any way, and we may notify the card holder and the relevant authorities. 

10.12 We reserve the right at our discretion, if you have more than one order form, to collect payment of the Fees, via any payment method you may have provided us on any of the order forms. 

10.13 Your credit card information may be retained by us or the Payment Provider for the purpose of charging you the Fees. Your use of the Payment Provider's system is subject to any relevant user agreements and privacy policies of the Payment Provider. 

10.14 Fees which do not appear on an invoice or which are not charged in a current billing period may be invoiced or charged in any future period due to our processing procedure. 

10.15 Any money we receive from you (or which is paid on your behalf) may be applied by us in payment of any debt due to us by you under this or any other agreement between the parties. 

10.16 If any supply made under or in connection with an Order Form is a taxable supply, the consideration that the recipient of that taxable supply must otherwise pay or provide for that taxable supply is increased by the amount of any GST payable in respect of that taxable supply, subject to a valid tax invoice being delivered to the recipient. Words or expressions used in this Agreement which have a particular meaning in the A New Tax System (Goods and Services Tax) Act 1999 have the same meaning, unless the context otherwise requires. 

10.17 If you do not pay any Fees or other amounts payable under this Agreement by the due date (or a payment is dishonoured), we may do one or more of the following: 

(i) exercise our rights to suspend Services or terminate the Agreement in accordance with clause 4; 

(ii) charge interest on all overdue amounts at 2% per calendar month, calculated daily and compounded monthly until the outstanding amount is paid in full; 

(iii) engage a debt recovery agent to recover the amounts outstanding; (iv) institute legal proceedings against you to recover the amounts outstanding; or (v) use or disclose any Personal Information collected and recorded in relation to you to a third party to assist us in the process of debt recovery

10.18 RankingCo will only bill You for RankingCos fees. You understand you are liable for, and will pay for any fees with other service providers that RankingCo is using or working on your behalf, including but not limited to Google Ads, Microsoft Ads, LinkedIn Ads, Instagram, Facebook, Tik Tok, Pinterest. Any outstanding monies owed to these platforms are Your responsibility and you waive any responsibility of RankingCo. Should you not pay these invoices with these providers you understand that your advertising will cease however your invoicing with RankingCo will not cease until you choose to terminate this agreement as per our termination clause 4.

11. USER CONDUCT

11.1 You may access and use the Site and Services only for purposes as intended by the normal functionality of the Site and Services, and so long as You are in compliance with all provisions of this Agreement. In connection with Your use of the Site and the Services, You agree to abide by all applicable local, state, national and international laws and regulations and not, nor allow or facilitate a third party to, violate or infringe any rights (including without limitation copyrights, rights of publicity or privacy and trademarks) of others, Our policies or the operational or security mechanisms of the Services, and without limiting the foregoing, You may not use 

(i) the Site, 

(ii) the Services, or 

(iii) any Content, services, features, data, information, text, images, photographs, graphics, scripts, sounds, video, music, sound recordings, programming, logos, trademarks, services marks, HTML code, compilation of content, format, design, user interface and software made available through or which appears on the Site or Services to promote, conduct, or contribute to fraudulent, obscene, pornographic, inappropriate or illegal activities, including without limitation deceptive impersonation, in connection with contests, pyramid schemes, surveys, chain letters, junk e-mail, spamming or any duplicative or unsolicited messages (commercial or otherwise);

(iv) interfere with the access, use or enjoyment of this Site or the Services by others (including without limitation causing greater demand on the Services than is deemed by Us reasonable, attacks such as "flaming" other participants in a manner that might incite or perpetuate a conflict or argument, and creating usernames to attack other participants' identities); harass or defame others; or promote hatred towards any group of people;

(v) harvest or otherwise collect non-public information about another user obtained through the Site or the Services (including without limitation email addresses), without the prior written consent of the holder of the appropriate rights to such information;

(vi) add a Site member to Your email or physical mailing list without their consent after adequate disclosure, or use their email address or contact details for antisocial, disruptive, or destructive purposes, including "flaming," "spamming," "flooding," "trolling," and "griefing" as those terms are commonly understood and used on the internet;

(vii) use any Content except for the intended purposes of the Services and Site, subject always to the terms of this Agreement. You may not display, import or export feedback information relating to the Site or use it for purposes unrelated to the Services without Our prior written consent;

(viii) alter, modify, delete, forge, frame, hyper-link, create derivative works or otherwise interfere with or in any manner disrupt, circumvent, or compromise any part of the Site, the Services, any Content, or features;

(ix) access or attempt to access any of Our systems, programs or data that are not made available for public use, or attempt to bypass any registration processes on the Services;

(x) decompile, disassemble, reverse engineer or otherwise attempt to discover any source code or underlying ideas or algorithms of the Site or the Services except if and to the extent permitted by applicable law;

(xi) copy, distribute, transmit, broadcast, publicly display, publicly perform, rent or sell any portion of the Services, the Site or the Content;

(xii) use any robot, spider, other automated device or any tool-bar, web-bar, other web-client, device, software, routine or manual process, to monitor or scrape information from this Site or the Services, or bypass any robot exclusion request (either on headers or anywhere else on the Site);

(xiii) fail to deliver timely payment for Your purchases;

(xiv) use any meta tags or any other "hidden text" utilizing any trademarks or intellectual property owned or licensed by Us;

(xv) create or provide any other means through which the Services may be accessed, for example, through server emulators, whether for profit or not;

(xvi) 'deep-link', redistribute or facilitate the redistribution of Content; and

(xvii) abuse or use any other means to affect or manipulate the Services in general or the prices quoted through the Services

11.2 We are not responsible for the accuracy, usefulness, safety or intellectual property rights of or relating to any Content, other than Content provided by Us.

12. Force majeure 

Neither party will have any liability under or be deemed to be in breach this Agreement for any delays or failures in performance of this Agreement (other than failure by you to pay any Fees to us) which result from circumstances beyond the reasonable control of that party (including but not limited to failures by telecommunications carriers, service providers or power supplies). If such circumstances continue for a continuous period of more than ten (10) Business Days, either party may terminate any affected Order Forms by written notice to the other party. 

13. Advertising Placement and Location.

13.1 Placement. RankingCo will determine when possible, in its sole discretion, on which online properties (the "Publishers") the advertising content ("Ads") will run during the course of any campaign. You acknowledge that RankingCo does not operate or control the Publishers – with the exception of its own online directory or other properties owned or operated by RankingCo or its affiliates (the "RankingCo Properties"). You further acknowledge that at any time during a campaign, the Publisher mix may change and that RankingCo makes no guarantees about when or where the Ads will be displayed by the Publishers or by RankingCo.

13.2 Ad Targeting. RankingCo will use commercially reasonable efforts to place Ads such that they will be seen by consumers in the target locales identified during the campaign initiation process, but RankingCo does not guarantee that your Ads will only be displayed in the target locales. If and to the extent you provide physical addresses or other geographic data, personally identifiable information (for use in direct targeting or building targeting profiles) or other information for the purposes of delivering targeted Ads, including information to target Ads by demographics, personal attributes, location, interests or any combination of the foregoing (collectively, "Targeting Information"), you represent and warrant you have full authority, in compliance with all applicable laws, to deliver such Targeting Information to RankingCo, and you will indemnify and hold harmless RankingCo and its licensors from and against any and all claims, actions, losses, liability, damages, fines, costs, and expenses (including reasonable attorneys’ fees and expenses) arising from or related to the Targeting Information, including any use of the Targeting Information in delivering your Ads and the sharing of such Targeting Information, including personally identifiable information (for use in direct targeting or building targeting profiles), as applicable, with the Publishers in order to deliver the Ads.

13.3 RankingCo Properties and Third-Party Directories. RankingCo may create and post online, in the RankingCo Properties or the directories of third parties, profile page(s) for you, which may include the following information: your name, phone number, email address, physical address, photos, videos, and information regarding your products or services and Your business (the "Local Profile"). You acknowledge that because of the nature of the Internet, your Local Profile may remain in the RankingCo Properties even after RankingCo is no longer providing Marketing Services to you. 

14 Facebook Integration. 

14.1 The Social Media product seeks to bring you targeted local customers via ads delivered on Facebook. In order to enable RankingCo to deliver this service, you must provide RankingCo access to your Facebook account and authorize RankingCo to act as your administrator solely in connection with promotion of your ads on Facebook. While RankingCo will use your Facebook account in connection with this service, you will continue to be bound by Facebook’s relevant terms and conditions, including without limitation its relevant ad policies at https://www.facebook.com/policies/ads, which, among other things, reserve Facebook’s right to reject or remove ads in Facebook’s sole discretion. All content that will be posted on Facebook as part of this service will comply with RankingCo’s content guidelines, and you hereby approve RankingCo to disseminate such content, unless otherwise directed by you in writing. RankingCo cannot control and is not responsible for the policies of any third-party Publisher, such as Facebook, or for any alteration, enforcement or interpretation thereof.

14.2 You remain the owner of your Facebook Page and are responsible for Facebooks billing. You have agreed to set a specific daily/weekly/monthly budget to be spent directly on Facebook and accept that you will be responsible for the payment of this budget. Should your budget be reached within the month, you accept that we will not be able to run ads for the remainder of the month until the next month's budget allocation is available. You accept to pay for RankingCos fees regardless of whether you have paid Facebook's advertising fees.

14.3 You accept that RankingCo from time to time may use 3rd party software to provide this service and that we are not responsible for any downtime this software incurs. You recognise that should you terminate your arrangement with RankingCo you will also be terminating your use of this software.

15. Google Shopping Ads.

15.1 Google Shopping ads ("Shopping Ads") allows you to promote your products across Google properties. Use of Shopping Ads is subject to the Google Merchant Center Terms of Service as available from time to time at https://support.google.com/merchants (the "Google Merchant Center Terms"), including, without limitation, with respect to disclosure of third-party content, the license of trademarks, service marks, trade names, proprietary logos, domain names and any other source or business identifiers to Google in connection with the Merchant Center and Google’s Merchant Center Guidelines. You further agree to receive emails, calls and other communications from Google in connection with Shopping Ads and authorize and agree that RankingCo shall, and you will assist as reasonably necessary and requested, among other things in connection with the Shopping Ads: 

(i) extract product information from your website using certain software tools and systems, 

(ii) optimize and alter in certain respects such product information prior to submitting it to Google in order to serve the Shopping Ads, 

(iii) create and/or manage a Google Merchant Center account and Shopping Ads campaign on your behalf, and 

(iv) optimize the Shopping Ads campaign. To run Shopping Ads, you must also install and use Google Analytics or Google’s conversion tracking tag to report on revenue generated by the Shopping Ads campaign and share such information with RankingCo and Google.

16. Campaign Logistics.

16.1 Duration. Upon receipt of your signed Order Form, RankingCo will initiate the process of setting up your campaign. The duration of the campaign (the "Campaign Period") shall run from the Actual Start Date of the campaign, unless earlier terminated by the parties. The "Actual Start Date" refers to the actual commencement date of a campaign. You acknowledge that RankingCo may take up to ten (10) business days or longer to review and prepare the campaign (or longer, if RankingCo has been asked to provide creative services or if RankingCo experiences technical difficulties with your campaign) and may require further input from you before distributing your campaign to the Publishers. The Publishers may then take additional time to initiate the campaign. Accordingly, the Actual Start Date will generally be later than the Estimated Start Date specified on the Order Form. The "Actual End Date" of a campaign will be the day when 98% or more of the Campaign Budget (as defined below) for the last Campaign Cycle has been exhausted. You acknowledge that it may take more or less time to exhaust the Campaign Budget due to, among other things, the scheduling and inventory constraints of the Publishers.

16.2 Campaign Cycles. Each Campaign Period consists of Campaign Cycles. For Media Products, each "Campaign Cycle" is the period of time from RankingCo's commencement of applying the Campaign Budget until such time as no less than 98% of the Campaign Budget has been utilized. While, on average, this is approximately a 30-day period, RankingCo makes no guarantees with respect to the time it takes to utilize the Campaign Budget. You acknowledge that all statistics provided by RankingCo evidencing such utilization shall be conclusive and binding for all purposes of the Agreement.

17. Advertising Content/Keywords.

17.1 Ad Content. You will deliver all content required for any Ad to RankingCo. If such content does not conform to RankingCo's or any Publisher's specifications, then RankingCo or the Publisher may, in its sole discretion, reject such Ad or modify it to meet Publisher or other technical requirements or to address campaign performance issues. If an Ad is rejected, RankingCo will ask you to provide another Ad. If RankingCo is unable to procure an Ad that satisfies the necessary requirement, RankingCo will then refund to you any applicable amounts paid in advance. You acknowledge that you may be limited in your ability to make further modifications to your Ads after they have been delivered to RankingCo. The acceptance of an Ad does not constitute approval or endorsement of the Ad by RankingCo or by any Publisher.

17.2 Keywords. With respect to Search Marketing, RankingCo shall have discretion to select the individual words or phrases ("Keywords") to be used in connection with the campaign. You may also request the use of certain Keywords. While RankingCo will use reasonable efforts to use these Keywords, RankingCo makes no guarantees that all such Keywords will be used. To the extent that RankingCo uses Keywords of its choosing, it shall be under no obligation to disclose such Keywords to you. To the extent that you elect to use Keywords that include the names of your competitors or trademarked terms ("Competitor Keywords"), you do so at your own risk and acknowledge and agree that you bear all liability associated with such action. Without limiting the foregoing, you further acknowledge that RankingCo may, at any time and in its sole discretion, remove Competitor Keywords, but will not have the obligation to do so. In addition, if you or your business is regulated by any professional, governmental or other regulatory rules or guidelines restricting your use of advertising, it is your sole responsibility to notify RankingCo and ensure compliance.

18. Optimized Mobile Landing Page. 

In order to optimize your media campaign, RankingCo may provide you, for no additional charge, with an optimized mobile landing page (the "Mobile Landing Page"), which will be displayed if a consumer, using a mobile cell phone or smart phone (not a tablet), visits your site as the result of the campaign. If applicable, the Mobile Landing Page will be drawn from your native web site, including, without limitation, trademarks and service marks on your site (the "Web Content"), as determined by RankingCo in its sole discretion, and will be hosted by a third party selected by RankingCo in its sole discretion. The Mobile Landing Page will not include any secure pages. In order to effectuate the foregoing, you grant RankingCo a non-exclusive, royalty-free, sublicensable, worldwide license to use, reproduce, publish, display, distribute, extract and modify the Advertiser Content solely in connection with the performance of its obligations pursuant to this Agreement. YOU RETAIN EXCLUSIVE OWNERSHIP AND ALL RIGHT, TITLE AND INTEREST IN AND TO ALL THE WEB CONTENT. The format and look and feel of the Mobile Landing Page shall be owned RankingCo or its third party providers. You will not 

(i) decompile, reverse engineer or reverse assemble any portion of the Mobile Landing Page or attempt to discover any source code or underlying ideas or algorithms of the Mobile Landing Page; 

(ii) sell, assign, sublicense, rent, lease, loan, distribute or otherwise transfer all of any portion of the Mobile Landing Page; 

(iii) make, have made, reproduce or copy the Mobile Landing Page; or 

(iv) cause or authorize any other party to do any of the foregoing.

19. Privacy Considerations. 

You acknowledge that you are responsible for ensuring that your privacy policy permits RankingCo to provide the services contemplated by these Media Product Terms. 

20. PROPRIETARY RIGHTS

20.1 You acknowledge that Our Site and the Services, including without limitation the Software, the trademarks, service marks and logos contained on the Site (“Marks”), are protected by copyrights, trademarks, service marks, patents or other proprietary rights, both with respect to individual content and as a collective work or compilation, pursuant to laws and international conventions. Any rights to the Site and the Services, and all RankingCo Content contained therein, are reserved by Us and Our licensors.

20.2 You acknowledge that RankingCo's Content is protected by copyrights, trademarks, service marks, patents or other proprietary rights, both with respect to individual Content and as a collective work or compilation, pursuant to laws and international conventions. Any rights to RankingCo's Content, the Site and the Services not expressly granted herein are reserved.

21. CONVERSION

As part of RankingCos Ranking Pages Packages, the Services enable You to convert Your existing website or other web presence into a RankingCo-built desktop website, tablet website or mobile website. You understand that as part of this conversion process, some Content may not transfer to the RankingCo-built desktop website, tablet website or mobile website or such Content may be modified or transformed during the conversion process. RankingCo is not and shall not be responsible for any such missing or modified Content. You also understand and agree that if You use the Services to convert Your existing website or other web presence into a RankingCo-built desktop website, tablet website or mobile website, RankingCo is not responsible for any decrease in web traffic, SEO ranking, or any related impact on Your business, financial or otherwise. You bear all risks associated with the conversion Your existing website or other web presence into a RankingCo-built desktop website, tablet website or mobile website.

22. RELEASE & DISPUTES WITH OTHERS

You are solely responsible for Your interaction with other users of the Services and other parties with whom You come in contact through Your and their use of Our Site or the Services. We reserve the right, but have no obligation, to monitor and/or manage disputes between You and other users of the Services. If You have a dispute with one or more users of the Site or the Services, You release Us (and Our officers, directors, agents, subsidiaries, joint ventures and employees) from claims, demands and damages (actual and consequential) of every kind and nature, known and unknown, arising out of or in any way connected with such disputes. If You are a California resident, You waive California Civil Code 1542, which says: “A general release does not extend to claims which the creditor does not know or suspect to exist in his favor at the time of executing the release, which if known by him must have materially affected his settlement with the debtor.”

23. LINKS TO THIRD-PARTY WEBSITES

The Site contains links and references to websites belonging to other entities. We may, from time to time, at Our sole discretion, add or remove links to other entity's websites. These links are provided solely as a convenience to You, and access to any such websites is at Your own risk. We encourage You to be aware when You leave the Site, and to read the terms and conditions and privacy policy of each other entity's website that You visit. We do not review, approve, monitor, endorse, warrant, or make any representations with respect to such websites. In no event shall RankingCo be responsible for the information contained in such websites, their practices or for Your use of or inability to use such websites, or transmissions received from such websites. You expressly relieve Us from any and all liability arising from Your use of any third-party website.

24. YOUR FEEDBACK

Any feedback You may provide RankingCo, including without limitation, images, words, ideas, knowledge, techniques, marketing plans, information, questions, answers, suggestions, emails comments, and the like shall be considered non-confidential nor of a proprietary nature. In providing this material, You authorize Us to use it and any images, developments or derivatives thereof, according to Our needs as determined in Our sole discretion, including for public relations and promotion of the Site and the Services in the online and offline media, and all without requirement of any additional permission from You or the payment of any compensation to You. You also agree that (i) by submitting unsolicited ideas to Us or any of Our or representatives, You automatically forfeit Your right to any intellectual property rights in these ideas; and (ii) unsolicited ideas submitted to Us or any of Our employees or representatives automatically become the property of RankingCo. You hereby assign and agree to assign all rights, title and interest You have in such feedback and ideas to RankingCo together with all intellectual property rights therein.

25. DISCLAIMERS OF ALL WARRANTIES

25.1 RANKINGCO'S CONTENT, THE SITE AND THE SERVICES ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. WE EXPRESSLY DISCLAIM ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, SATISFACTORY QUALITY AND NON-INFRINGEMENT.

25.2 WITHOUT LIMITING THE ABOVE, (I) WE MAKE NO WARRANTY THAT THE SITE, THE SERVICES OR THE CONTENT WILL MEET YOUR REQUIREMENTS, OR WILL BE UNINTERRUPTED, CONTINUOUS, TIMELY, SECURE, ACCURATE, CORRECT, COMPLETE OR AVAILABLE; (II) WE DO NOT ENDORSE OR APPROVE ANY CONTENT PROVIDED BY ANY THIRD-PARTY OR BY YOU AND DISCLAIM ALL LIABILITY WHATSOEVER THERETO; AND (III) WE DO NOT WARRANT OR MAKE ANY REPRESENTATIONS REGARDING THE USE OR THE RESULTS OF THIS SITE, THE SERVICES OR THE CONTENT IN TERMS OF ITS CORRECTNESS, COMPLETENESS, RESULTS, AVAILABILITY, ACCURACY, RELIABILITY OR OTHERWISE.

26. LIMITATION OF LIABILITY

26.1 TO THE FULLEST EXTENT PERMITTED BY LAW, UNDER NO CIRCUMSTANCES SHALL WE BE LIABLE FOR ANY DIRECT OR INDIRECT, INCIDENTAL, PUNITIVE, SPECIAL, EXEMPLARY OR CONSEQUENTIAL DAMAGES ARISING OUT OF ANY (I) USE OR THE INABILITY (FOR ANY REASON) TO USE ANY PART OF THIS SITE OR THE SERVICES (INCLUDING WITHOUT LIMITATION THE USE OF ANY CONTENT, INACCURACIES OR ERRORS OF INFORMATION AS A RESULT OF ACCESSING THIS SITE OR THE SERVICES), (II) ACTION OR INACTION IN CONNECTION WITH THIS AGREEMENT OR FOR COST OF PROCUREMENT OF SUBSTITUTE SERVICES, OR (III) STATEMENTS OR CONDUCT OF YOU OR ANY THIRD PARTY ON THIS SITE OR YOUR SITE OR MOBILE WEBSITE, INCLUDING WITHOUT LIMITATION ANY SUBMISSIONS THEREON; IN EACH CASE, INCLUDING BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, WHETHER BASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY OR OTHERWISE.

26.2 All of the above limitations shall apply notwithstanding any failure of essential purpose of any limited remedy and are fundamental elements of the bargain between Us and You. You agree that any claim or cause of action arising out of or in connection with the Site, the Services, the Content or the Agreement must be filed within thirty (30) days after such claim or cause of action arose or be forever barred.

26.3 By use of our products you agree that any action taken against RankingCo (and Our officers, directors, agents, subsidiaries, joint ventures and employees) will be done so in a court situated in Brisbane, Queensland, Australia only.

26.4 In the event this limitation of liability shall be for any reason held unenforceable or inapplicable, You agree that Our aggregate liability shall not exceed the amount paid by You to Us pursuant to this Agreement.

27. INDEMNIFICATION

27.1 YOU RELEASE, AND AGREE, AT YOUR OWN EXPENSE, TO INDEMNIFY, DEFEND AND HOLD HARMLESS US, OUR OFFICERS, DIRECTORS, EMPLOYEES, AGENTS AND AFFILIATES, FROM ALL CLAIMS, LIABILITIES, LOSS AND DAMAGES (OF EVERY KIND, WHETHER KNOWN OR UNKNOWN AND SUSPECTED OR UNSUSPECTED) RELATED TO IN ANY WAY TO: 

(i) YOUR USE OF, ACCESS TO OR RELIANCE ON THIS SITE, THE SERVICES OR THE CONTENT, 

(ii) YOUR CONTENT, OR 

(iii) YOUR VIOLATION OF ANY OF THE TERMS OF THIS AGREEMENT OR ANY APPLICABLE LAWS OR REGULATIONS.

27.2 We will provide You with written notice of such a claim. You will not enter into any settlement or compromise of any such claim without Our prior written consent. We may assume the exclusive defense and control of any matter subject to indemnification by You. In all events, You shall cooperate fully in the defense of any claim.

28. REDIRECT CODE AND OTHER SCRIPT

28.1 As one of the final steps to publishing Your mobile website on the Mobile Website Builder Service, You may be required to install or have installed in the code of Your website a certain section of code that redirects Site Visitors to Your mobile website (“Redirect Code”) when viewing Your website on a mobile device. In rare cases, installing Redirect Code incorrectly can cause a website to be impaired, malfunction or function differently.

28.2 Similarly, when accessing a Service from a Non-RankingCo Access Point, it may be necessary for a certain section of code (“Script”) to be added to Your website to ensure proper integration and functionality of the Service within Your website.

28.3 You understand and acknowledge at the Agreement’s Limitation of Liability (Sec. 26) and Indemnification (Sec. 27) apply to all foreseen and unforeseen situations arising from Your installation of Redirect Code and other Script insertion; in no way shall RankingCo be responsible for any related claims, liabilities, loss or damages.

29. GOOGLE TRANSLATE

29.1 When using our multi-language feature, You will have the option of translating the existing Content of the website using Google Translate. Google would like You to be aware of the following disclaimer:

29.2 "THIS SERVICE MAY CONTAIN TRANSLATIONS POWERED BY GOOGLE. GOOGLE DISCLAIMS ALL WARRANTIES RELATED TO THE TRANSLATIONS, EXPRESS OR IMPLIED, INCLUDING ANY WARRANTIES OF ACCURACY, RELIABILITY, AND ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NONINFRINGEMENT."

30. THIRD PARTY SERVICES

30.1 The Services enable You to engage, install, add and/or procure certain third party services and tools, including apps, images and domain registrars from which You may purchase a domain name for Your website, (collectively, “Third Party Services”).

30.2 You acknowledge and agree that regardless of the manner in which such Third Party Services may be offered to You (bundled with certain RankingCo Services, offered separately by RankingCo or otherwise offered anywhere on the Services), RankingCo merely acts as an intermediary platform between You and such Third Party Services, and does not in any way endorse any such Third Party Services, or shall be in any way responsible or liable with respect thereto. RankingCo will not be a party to, or in any way be responsible for monitoring, any interaction or transaction between You and any Third Party Services.

30.3 Any and all use of such Third Party Services shall be done solely at Your own risk and responsibility, and may be subject to such legal terms which govern such Third Party Services, which You are encouraged to review before engaging with them.

30.4 While we hope to avoid such instances, RankingCo may, at any time and at its sole discretion, suspend, disable access to or remove from Your account and/or the Services, any Third Party Services – whether or not incorporated with or made part of Your account and/or website(s) at such time – without any liability to You or to any end users.

31. COPYRIGHTED MATERIALS, INFRINGEMENT NOTICES AND TAKEDOWN

31.1 YOU SHALL NOT USE THE SERVICES TO TRANSMIT, ROUTE, PROVIDE CONNECTIONS TO OR STORE ANY MATERIAL THAT INFRINGES COPYRIGHTED WORKS OR OTHERWISE VIOLATES OR PROMOTES THE VIOLATION OF THE INTELLECTUAL PROPERTY RIGHTS OF ANY THIRD PARTY. We have adopted and implemented a policy, stated below, that provides for the termination in appropriate circumstances of RankingCo users who infringe or are believed to be infringing the rights of copyright holders:

31.2 If You believe that any material contained on this Site infringes Your copyright, You should notify this Site's Designated Agent listed below by mail or email with the following information:

Attn: RankingCo 

contact@rankingco.com

31.3 Your notice to the Designated Agent should be in English and contain the following information: 

(i) a physical or electronic signature of a person authorized to act on behalf of the owner of the copyright interest that is allegedly infringed; 

(ii) a description of such copyrighted work(s) and an identification of what material in such work(s) is claimed to be infringed; 

(iii) a description of the exact name of the infringing work and the location of the infringing work on the Services; 

(iv) information sufficient to permit Us to contact You, such as Your physical address, telephone number and e-mail address; 

(v) a statement by You that You have a good faith belief that the use of the material identified in the manner complained of is not authorized by the copyright owner, its agent, or the law; 

(vi) a statement by You that the information in the notification is accurate and, under penalty of perjury that You are authorized to act on the copyright owner's behalf.

31.4 The Copyright Agent will only respond to any claims involving alleged copyright infringement. Notwithstanding this section, We reserve the right at any time and in Our sole discretion, to remove content which in Our sole judgment appears to infringe the intellectual property rights of another person.

32. GOVERNING LAW AND EXCLUSIVE COURTS

This Agreement will be governed by laws of the State of Queensland without regard to its choice of law or conflicts of law principles. You hereby consent to the exclusive jurisdiction and venue in the courts in Brisbane, Queensland, Australia, except that temporary relief to enjoin infringement of intellectual property rights may be sought in any court.

33. MISCELLANEOUS

No waiver of any term of this Agreement shall be deemed a further or continuing waiver of such term or any other term, and any failure to assert any right or provision under the Agreement shall not constitute a waiver of such term. This Agreement, and any rights and licenses granted hereunder, may not be transferred or assigned by You, but may be assigned by Us without restriction. You agree that no joint venture, partnership, employment, franchise or agency relationship exists between You and Us as a result of the use of the Site or the Services. This Agreement comprises the entire agreement between You and Us, states Our and Our suppliers' entire liability and Your exclusive remedy with respect to the Site and Services, and supersedes all prior agreements pertaining to the subject matter thereof. If any provision(s) of this Agreement is held to be contrary to law, then such provision(s) shall be construed, as nearly as possible, to reflect the original provision and the other provisions remain in full force and effect. The section titles in this Agreement are solely used for the convenience and have no legal or contractual significance. No provision of the Agreement shall be construed against Us but rather shall be construed in a neutral and fair manner as terms entered into by a fully-informed party on a voluntary basis after opportunity to confer with advisors and legal counsel about the meaning and effects of the terms of this Agreement.

34. CONTACTING US

If You have any questions about these Terms, please contact Us via email at contact@rankingco.com