Terms of Service
Last Updated: September 8, 2021
These Terms of Service (“Terms”) apply to your access to and use of the websites, applications and other products and services, including email services, trainings, events, marketing services, review and message boards and various other message communication applications (collectively, our “Services”) provided by UNIFIED BUSINESS MANAGEMENT PTY LTD trading as Unified Business management. (“UBM”, “we”, or “us”). By clicking to indicate your acceptance of these Terms, or otherwise accessing or using the Services, you agree to these Terms and use our Services according to our Acceptable Use Policy, which is incorporated by reference into these Terms.
If you do not agree to these Terms, including the mandatory arbitration provision and class action waiver in Section 17, do not access or use our Services.
In addition to these Terms, we may ask you to accept additional terms that apply to specific features, products or services. To the extent any other terms conflict with these Terms, the additional terms will govern your access to or use if it involves a useful feature, product or service.
If you have any questions about these Terms or our Services, please contact us at contact
You must be at least 18 years of age or older to access or use our Services. If you are accessing or using our Services on behalf of another person or entity, you represent that you are authorized to accept these Terms on that person or entity’s behalf and that the person or entity agrees to be responsible to us if you or the other person or entity violates these Terms.
2) Accounts, Security & Electronic Communications
To use the Services, you will need a registered account. If you register for an account, you must provide accurate account information and promptly update this information if it changes. You should never share your account credentials with anyone, and you'll need to notify us if someone logs in without permission promptly.
By creating an UBM account, you consent to receive electronic communications from UBM (e.g., via email or by posting notices on our Services). These communications may include notices about your account (e.g., payment authorizations, password changes and other transactional information) and are part of your relationship with us. You agree that any notices, agreements, disclosures or other communications that we send to you electronically will satisfy any legal communication requirements, including, but not limited to, that such communications be in writing.
4) Our Services & License.
Our Services may allow you and other users to create E-commerce websites with the added ability to accept payments, market, and sell goods or services.
As between you and UBM, you are fully and solely responsible for the creation and substance of the E-commerce content, notwithstanding any comments, suggestions, or advice we may provide.
Except for the license you grant below, you retain all rights in and to your Marketing Content, as between you and UBM. You grant UBM a nonexclusive, royalty-free, worldwide, fully-paid, and sub-licensable license to use, reproduce, adapt, publish, translate, distribute, and display your Marketing Content to the recipients or audience designated by you or otherwise per the settings you specify in the Services.
When using the Services, you may import data, including personally identifiable information, regarding your Contacts (as defined below) (“Contact Data”). We view and use Contact Data only to provide Services to you, at your direction and, as part of the Services, to train, detect issues with our Services, and to ensure their proper functioning. We do not disclose Contact Data to third parties, except as follows:
5) Prohibited Conduct
You will not violate any applicable law, contract, intellectual property or other third-party right or commit a tort, and you are solely responsible for your conduct while accessing or using our Services. When you access or use our Services, you will not:
5.1) Compliance with Laws
You represent and warrant that your access to and use of the Services will comply with all applicable laws, rules and regulations, including but not limited to those that relate to privacy and data protection and to the sending of electronic communications. You further represent and warrant that you have a lawful basis for processing and sending Marketing Content and communications to your customers, business contacts or followers who consent to receiving marketing messages from you or on your behalf (“Contacts”), whether through legally appropriate consents or otherwise. You will not provide UBM or upload to the Services, or take any actions with respect to, any Marketing Content or Contact Data for which you do not have a lawful basis for processing, permissions or consents in accordance with applicable data protection laws. You (and not UBM) are responsible for ensuring that you meet all notice and consent obligations for sending communications to individuals in the jurisdictions they reside.
While our Services allow you to manage and access consents and other Contact Data, you acknowledge and agree that you, and not UBM, have sole responsibility for maintaining all records relating thereto. You are solely responsible for determining whether our Services are suitable for use in light of any laws and regulations that govern your entity, industry, or relationship with your own Contacts, including but not limited to consumer protection, privacy, advertising, intellectual property or other laws.
You represent and warrant that your use of the Services, including the information that you upload to or make available through the Services will not cause UBM to violate any applicable laws, rules and regulations, including but not limited to those that relate to privacy and data protection and to the sending of electronic communications. We may suspend, restrict or terminate your access to or use of the Services if we suspect that your Marketing Content violates our Acceptable Use Policy or any applicable law, rule, or regulation or includes spam or otherwise duplicative or unsolicited messages.
5.2) Reporting Abuse
If you think anyone using the Services violates any of these Terms, please notify us immediately by emailing contact
6) Copyright and Trademark
Our Services and the text, graphics, images, photographs, videos, illustrations, trademarks, trade names, service marks, logos, slogans and other content contained therein (collectively, the “UBM Content”) are owned by or licensed to UBM and are protected under both Australian and foreign laws. Except as explicitly stated in these Terms, UBM and our licensors reserve all rights in and to our Services and the UBM Content.
You are hereby granted a limited, nonexclusive, nontransferable, non-sublicensable, revocable license to access and use our Services and UBM Content for (i) your own personal use or (ii) if you are a business or organization, to communicate about your business or organization with your Contacts. However, such license is subject to these Terms and does not include any right to (a) sell, resell or commercially use our Services or UBM Content; (b) copy, reproduce, distribute, publicly perform or publicly display UBM Content, except as expressly permitted by us or our licensors; (c) modify the UBM Content, remove any proprietary rights notices or markings, or otherwise make any derivative uses of our Services or UBM Content; (d) use any data mining, robots or similar data gathering or extraction methods; and (e) use our Services or UBM Content other than for their intended purposes.
Any use of our Services or UBM Content other than as specifically authorized herein, without our prior written permission, is strictly prohibited and will terminate the license granted herein.
7) Third-Party Content and Services
We may display content, advertisements and promotions from third parties through the Services (“Third Party Content”). We do not control, endorse, or adopt any Third Party Content. We make no representations or warranties of any kind regarding such Third Party Content, including, without limitation, its accuracy or completeness.
You acknowledge and agree that your interactions with third parties providing Third Party Content are solely between you and such third parties. If UBM requires you to accept additional terms, conditions, or obligations in connection with your use of third party services or third party integrations ("Third Party Terms"), we will provide you advanced notice and obtain your authorization or acceptance of such Third Party Terms, which shall include your continued use of such services or integrations.
We may also provide you with access to certain services, features or functionality offered by a third party in connection with the Services. Use of any such services, features or functionality will be subject to separate terms of service between you and such third party, and not these Terms. The third-party provider, and not UBM, will be solely responsible for providing you with such services, features or functionality.
Any questions, comments, suggestions, ideas, original or creative materials or other information you submit about UBM or our products or Services (collectively, “Feedback”), is non-confidential and will become the sole property of UBM. We will own exclusive rights, including, without limitation, all intellectual property rights, in and to Feedback and will be entitled to the unrestricted use and dissemination of Feedback for any purpose, commercial or otherwise, without acknowledgment or compensation to you.
You agree to be identified as a Merchant of UBM and that UBM may refer to you by name, trade name, trademark, logo and other proprietary marks or words, and may describe your business, in our marketing or publicity materials, on our website, and in press releases or other public statements. You hereby grant UBM a nonexclusive, royalty-free, worldwide, fully-paid, and sub-licensable license to use your name and any of your trade names, trademarks, logos and other proprietary marks or words according to this Section 9.
10) Copyright Complaints
We have a policy of limiting access to our Services and terminating the accounts of users who infringe the intellectual property rights of others. If you believe that anything on our Services infringes any copyright you own or control, you may notify UBM via email at contact.
To the fullest extent permitted by applicable law, you will indemnify, defend, and hold harmless UBM, our parent, subsidiaries and affiliates, and each of our respective officers, directors, agents, partners and employees (individually and collectively, the “UBM Parties”) from and against any loss, liability, claim, demand, damages, expenses or costs ("Claims")arising out of or related to (a) your access to or use of our Services; (b) your Marketing Content or Feedback; (c) your violation of these Terms; (d) your violation, misappropriation or infringement of any rights of a third party (including intellectual property rights or privacy rights) or (e) your conduct in connection with our Services. You agree to promptly notify UBM Parties of any third party Claims, cooperate with UBM Parties in defending such Claims and pay all fees, costs and expenses associated with defending such Claims (including, but not limited to, attorneys' fees). You also agree that UBM Parties will have control of the defense or settlement of any third-party Claims. This indemnity is in addition to, and not in lieu of, any other indemnities set forth in a written agreement between you and UBM or the other UBM Parties.
We do not control, endorse or take responsibility for any marketing content, third-party content, or third-party services made available on or linked to by our services. Your use of our services is at your sole risk. Our services are provided “as is” and “as available” without warranties of any kind, either express or implied, including, but not limited to, implied warranties of merchantability, fitness for a particular purpose, title, and non-infringement. In addition, UBM does not represent or warrant that our services are accurate, complete, reliable, current, or error-free. While UBM attempts to make your access to and use of our Services safe, we cannot and do not represent or warrant that our services or servers are free of viruses or other harmful components. You assume the entire risk as to the quality and performance of the services. As between you and UBM, you will be solely responsible for responding to and honoring all requests relating to the rights of your contacts and their personal data pursuant to and in accordance with applicable data protection laws.
13) Limitation of Liability
UBM and the other UBM parties will not be liable to you under any theory of liability—whether based in contract, tort, negligence, warranty, strict liability, or otherwise—for any indirect, consequential, exemplary, incidental, punitive or special damages or lost profits, even if UBM or the other UBM parties have been advised of the possibility of such damages. The total liability of UBM and the other UBM parties for any claim arising out of or relating to these terms or our services, regardless of the form of the action, is limited to the amount paid, if any, by you to access or use our services. The limitations set forth in this section will not limit or exclude liability for the gross negligence, fraud, or intentional misconduct of UBM or the other UBM parties or for any other matters in which liability cannot be excluded or limited under applicable law. Additionally, some jurisdictions do not allow the exclusion or limitation of incidental or consequential damages, so the above limitations or exclusions may not apply to you.
14) Transfer and Processing Data;
By accessing or using our Services, you consent to the processing, transferring, and storing information about you in and to Australia and other countries, where you may not have the same rights and protections as you do under local law.
15) Anti-Corruption Compliance
You will comply with all applicable Australian and international anti-corruption and anti-bribery laws and regulations, including the U.S. Foreign Corrupt Practices Act, the U.K. Bribery Act, and others as they relate to your access to and use of our Services. You acknowledge that you have not received or been offered any illegal or improper bribe, kickback, payment, gift or thing of value in connection with these Terms.
When having subscribers subscribe, you must ensure that they know you will be sending them emails. You should also let them know how frequently they can expect to receive emails. Having this information up front and easy for your subscribers to understand can ensure lower bounce, unsubscription, and complaint rates.
You can import your existing subscribers without requiring an additional opt-in process by our service. Any subscriber you import should have already opted in to receive your emails. Importing subscribers who have not directly requested emails from you in the past (using your opt-in process) cannot be imported.
We do not allow any form of paid, rented, borrowed, etc., lists. If you did not directly get permission to send emails to subscribers, you cannot use our hosted email marketing service.
You must have direct permission of every subscriber on your list to send them emails. This includes emails that you would obtain offline. If you ask people to subscribe offline (such as on a piece of paper), you must provide documented proof of the subscribers giving you permission to email them. Please note that simply getting someone's business card is not an acceptable opt-in, and you cannot import or send to emails that you have obtained from business cards.
There are several different content types we do not allow with our hosted email marketing service. The list includes (but is not limited to):
Any content that is in one of the above categories can not be sent using our service. There are absolutely no exceptions allowed. This is to enable us to focus on building our service and maintaining the highest level of deliverability possible.
You must have an unsubscribe link with every email sent. This is to comply with our terms and email sending laws. We will automatically place an unsubscribe link in your emails to ensure you do not violate email sending rules.
You must have a complete & legitimate physical address included with every email sent. The address should be the physical address of the individual or company sending the email.
If you receive a high bounce rate for your campaign(s) that is a sign that you may not have direct permission to send to your subscribers or the process in which you requested/gathered subscribers does not fit our policies or industry standards. Accounts with abnormal bounce rates may be put under review. If you receive an above-average bounce rate, you would need to look into your process for subscriptions, ensuring your subscribers know what types of emails (and how often) they will receive when subscribing, etc.
We continually analyze unsubscription rates from your campaigns. Accounts that have an abnormal amount of unsubscribing's may be put under review. If you receive an above-average unsubscribe rate, you would need to look into your process for subscriptions, ensuring your subscribers know what types of emails (and how often) they will receive when subscribing, etc.
We maintain relationships with all the major ISP's to ensure top deliverability. Part of keeping a connection with ISP's always us to analyze/obtain complaint data (in addition to complaints that are sent to us directly from subscribers). Using this data, we can quickly find out if an account has an abnormal complaint rate. Accounts with above-average complaint rates are put under review. By maintaining strict standards for complaints, we can ensure that all of our legitimate and low complaint users have fantastic deliverability.
17) Dispute Resolution; Binding Arbitration
Please read the following section carefully because it requires you to arbitrate certain disputes and claims with UBM and limits how you can seek relief from us.
Except for small claims disputes in which you or UBM seek to bring an individual action in small claims court located in the county of your billing address or disputes in which you or UBM seeks injunctive or other equitable relief for the alleged unlawful use of intellectual property, you and UBM waive your rights to a jury trial and to have any dispute arising out of or related to these Terms or our Services resolved in court.
You and UBM agree that any dispute arising out of or related to these Terms or our Services is personal to you and UBM. Any dispute will be resolved solely through individual arbitration and will not be brought as a class arbitration, class action or any other type of representative proceeding.
You and UBM agree that these Terms affect interstate commerce and that the enforceability of this Section 17 will be substantively and procedurally governed by the Federal Arbitration Act, to the maximum extent permitted by applicable law.
The arbitrator may only conduct an individual arbitration and may not consolidate more than one individual’s claims, preside over any class or representative proceeding or preside over any proceeding involving more than one individual.
You and UBM agree that for any arbitration you initiate, you will pay the filing fee and UBM will pay the remaining fees and costs. For any arbitration initiated by UBM, UBM will pay all fees and costs.
Any claim arising out of or related to these Terms or our Services must be filed within one year after such claim arose; otherwise, the claim is permanently barred, which means that you and UBM will not have the right to assert the claim.
You have the right to opt-out of binding arbitration within thirty (30) days of the date you first accepted the terms of this Section 17 by emailing us at [email protected]. To be effective, the opt-out notice must include your full name and indicate your intent to opt-out of binding arbitration. By opting out of binding arbitration, you agree to resolve disputes in accordance with Section 18.
18) Governing Law and Venue
These Terms and your access to and use of our Services will be governed by and construed and enforced in accordance with the laws of the State of New South Wales (NSW), without regard to conflict of law rules or principles (whether of NSW or any other jurisdiction) that would cause the application of the laws of any other jurisdiction. Any dispute between the parties that is not subject to arbitration or cannot be heard in small claims court will be resolved in the state or federal courts of NSW and Australia, respectively.
19) Changes to these Terms
We may make changes to these Terms from time to time. If we make changes, we will post the amended Terms to our Services and update the “Last Updated” date above. We may also attempt to notify you by sending an email notification to the address associated with your account or providing notice through our Services. Unless we say otherwise in our notice, the amended Terms will be practical immediately. Your continued access to and use of our Services after providing information will confirm your acceptance of the changes. If you do not agree to the amended terms, you must stop accessing and using our Services.
Without notice and in our sole discretion, we reserve the right to terminate your right to access or use our Services. We are not responsible for any loss or harm related to your inability to access or use our Services.
Suppose any provision or part of a provision of these Terms is unlawful. In that case, void or unenforceable, that provision or portion of the condition is deemed severable from these Terms and does not affect the validity and enforceability of any remaining provisions.
These Terms constitute the entire agreement between you and UBM relating to your access to and use of our Services.
Any additional or different terms proposed by you in any purchase order, request for proposal, or other document are at this moment objected to by UBM and shall be void.
The failure of UBM to exercise or enforce any right or provision of these Terms will not operate as a waiver of such right or provision. The section titles in these Terms are for convenience only and have no legal or contractual effect. Except as otherwise provided herein, these Terms are intended solely for the benefit of the parties.
They are not intended to confer third-party beneficiary rights upon any other person or entity. These Terms may not be assigned or transferred by you except with our prior written consent. These Terms may be executed and delivered electronically and in one or more counterparts, each of which shall, when taken together, constitute a single document.