Data Consumer Terms of Service
These Terms of Service (Terms) are between Nuonic Pty Ltd (ABN 76 613 269 364) (referred to as Nuonic) and the party agreeing to these Terms (referred to as you or your), collectively referred to as the Parties and each a Party. These Terms govern your access to and use of Nuonic’s “PathStack” data aggregation platform as described on the PathStack documentation pages: https://docs.pathstack.io/ and any other tools and any related services made available to you (collectively referred to as Services). Unless otherwise defined herein, all capitalised terms have the meaning given to them on the PathStack Key Concepts and Definitions page: https://docs.pathstack.io/content/key-concepts.
1. ACCEPTANCE
1.1 These Terms form a binding legal agreement between the Parties. By using the Services, you agree to comply with and be legally bound by these Terms. Please read these Terms carefully. If you have any questions, you should contact Nuonic using the contact details at the end of these Terms.
1.2 You acknowledge and agree to these Terms by:
(i) selecting ‘I Agree’;
(ii) accessing or using the Services; or
(iii) making any payment for the Services.
If you do not agree to these Terms, you should cease accessing or using the Services immediately. If you are agreeing to these Terms on behalf of an entity, including but not limited to a company or other organisation, you represent and warrant that you have the power and authority to: enter into these Terms; bind such entity; and act on behalf of any Users.
1.3 You may use the Services on behalf of third parties or in order to provide services to third parties. If you do so you must ensure that you are authorised to do so and that all persons for whom or to whom services are provided comply with and accept these Terms that apply to you.
1.4 Nuonic reserves the right to make changes to these Terms at any time. Any changes to the Terms will be effective upon the posting of the modified Terms on: https://pathstack.io/ (the Website). Nuonic will give you at least 7 days’ notice prior to the change. It is your obligation to ensure that you have read, understood, and agreed to the most recent Terms available via the Website. If you do not agree to these changes, you may terminate these Terms and you must cease to access and use the Services. Continued access and use of the Services indicates your acceptance of the modified Terms.
1.5 Your use of the Services may be subject to additional terms as set out in the Schedule or otherwise notified to you by Nuonic from time to time.
2. SERVICES
2.1. The Services facilitate the connection, management, and integration of data from Data Providers to enable you to access and use this data efficiently. The Services include, but are not limited to, the creation of Tenants and data Connections, as well as the consolidation and aggregation of Data Providers’ data to facilitate its use for approved purposes.
2.2 Nuonic will use reasonable endeavours to meet or exceed the Service Levels set out in Schedule 1 to these Terms.
2.3. Notwithstanding clause 2.2 (above), the Services are provided on an “as available” basis. While Nuonic strives to ensure the Services are available continuously, we do not guarantee that the Services will always be available, uninterrupted, or error-free. We reserve the right to suspend or restrict access to some features to users. We will not liable if, for any reason, the Services Levels are not achieved or the Services are unavailable at any time or for any period.
3. YOUR RESPONSIBILITIES
3.1 You are responsible for obtaining and maintaining all hardware, software, and other equipment needed for access to and use of the Services, including, but not limited to, telecommunications and internet access connections and links, web browsers or other equipment, programs, and services required to access and use the Services. You acknowledge and agree that the quality and availability of your hardware, software, and internet connection directly affect the performance of the Services and that Nuonic is not responsible for any failures or deficiencies caused by your equipment or connectivity.
3.2 When registering to use the Services, you agree to provide true, accurate, current, and complete information about yourself and to maintain and promptly update your registration information to keep it true, accurate, current, and complete. If you provide any information that is untrue, inaccurate, not current, or incomplete, or Nuonic has reasonable grounds to suspect that such information is untrue, inaccurate, not current, or incomplete, Nuonic has the right to suspend or terminate your account and refuse any and all current or future use of the Services (or any portion thereof).
3.3 You are solely responsible for maintaining the confidentiality of your account information, including your password, and for any and all activity that occurs under your account. You agree to notify Nuonic immediately of any unauthorized use of your account or password, or any other breach of security. You may be held liable for losses incurred by Nuonic or any other user of the Services due to someone else using your PathStack ID, password, or account. You may not use anyone else’s PathStack ID, password, or account at any time without the express permission and consent of the holder of that PathStack ID, password, or account. Nuonic cannot and will not be liable for any loss or damage arising from your failure to comply with these obligations.
4. DATA USE
4.1 You warrant that you have obtained all necessary consents and approvals from the relevant Data Providers to access and use their data via the Services for agreed purpose(s) (Data Purpose).
4.2 You acknowledge that your access to Data Providers’ data may be subject to Data Sharing Rules set by Data Providers and applied by Nuonic. These rules limit the use and dissemination of Data Providers’ data to ensure compliance with legal and contractual obligations. Nuonic’s application of Data Sharing Rules does not amount to a breach of these terms and conditions.
4.3 You covenant to use the Data Providers’ data solely for Data Purpose.
4.4 Nuonic grants you a non-exclusive, revocable, limited licence to use any data which has been consolidated, aggregated, adapted and / or complied into databases (PathStack Data) solely for the Data Purpose.
4.5 Nuonic makes no warranties or representations, express or implied, regarding the accuracy, completeness, or reliability of Data Providers’ data or PathStack Data.
5. DATA PRIVACY AND SECURITY
5.1 Nuonic will employ industry-standard practices and systems to safeguard the confidentiality, integrity, and availability of Data Providers’ data. However, you acknowledge that no internet transmission is completely secure or error-free and that Nuonic cannot guarantee absolute security. No act or omission of Nuonic with respect to Data Providers’ data will operate as a waiver or acquiescence of Data Providers’ rights with respect to their data, or the granting of additional rights to you in respect of Data Providers’ data.
5.2 You agree to implement and maintain appropriate security measures to protect Data Providers’ data and PathStack Data in your possession or under your control from unauthorized access, use, disclosure, alteration, or destruction, consistent with industry standards and applicable laws.
5.3 You consent to the collection, use, and processing of your data by Nuonic in accordance with Nuonic’s Privacy Policy, which is available at https://docs.pathstack.io/legal/privacy-statement and incorporated herein by reference. This includes any personal information provided by you or collected by Nuonic as part of providing the Services.
5.4 You agree to handle, store, and use both Data Providers’ data and PathStack Data in accordance with the Privacy Act 1988 (Cth) and to promptly notify Nuonic of any data breaches affecting Data Providers’ data or PathStack Data. You agree to cooperate with Nuonic in resolving any data breaches and in making the necessary notifications to the appropriate authorities and affected individuals.
6. INTELLECTUAL PROPERTY
6.1 All intellectual property rights in and to the PathStack platform, including but not limited to its software, algorithms, user interface, design, logos, trademarks, service marks, domain names, and other distinctive brand features, are the property of Nuonic or its licensors. Except for Data providers’ data and PathStack Data used for the Data Purpose, no part of the PathStack platform and no content may be copied, reproduced, republished, uploaded, posted, publicly displayed, encoded, translated, transmitted, or distributed in any way (including “mirroring”) to any other computer, server, website, or other medium for publication or distribution or for any commercial enterprise, without Nuonic’s express prior written consent.
6.2 In addition to the licence granted by clause 4.4, Nuonic grants you a non-exclusive, non-transferable, revocable licence to use the PathStack platform solely as necessary to use the Services in accordance with these Terms. This licence does not include any rights to use Nuonic’s intellectual property for any other purpose, or to disclose, reproduce, distribute, modify, or create derivative works based on the PathStack platform or any part thereof.
7. PROHIBITED ACTIVITIES
7.1 You must not engage in any activity that disrupts or interferes with the proper functioning of the Services, including the servers and networks on which the Services are hosted or connected. This includes any action that imposes an unreasonable or disproportionately large load on Nuonic’s infrastructure or disrupts the services and activities of other users.
7.2 You must not attempt to gain unauthorised access to any part of the Services, other accounts, computer systems, or networks connected to any Nuonic server through hacking, password mining, or any other means. You must not probe, scan, or test the vulnerability of the Services or any network connected to the Services, nor breach the security or authentication measures in place without proper authorisation.
7.3 You must use the Services only for lawful purposes and in accordance with these Terms.
8. FEE
8.1 In consideration of being given access to the PathStack platform to use the Services, you agree to pay to Nuonic the fees described in a separate Quote provided by Nuonic prior to commencement of the Services. The Quote will be incorporated into these Terms as though fully set out herein.
8.2 Unless otherwise stated, all fees expressed in the Quote will be exclusive of GST.
9. LIABILITY
9.1 To the maximum extent permitted by applicable law, Nuonic expressly excludes all warranties, conditions, representations, and guarantees with respect to the PathStack platform and the Services, whether express or implied, including but not limited to any implied warranties of availability, fitness for a particular purpose, non-infringement, compatibility, security, and accuracy. You acknowledge and agree that you use the Services at your own risk and that Nuonic does not warrant that the Services will meet your specific requirements or that the use of the Services will be uninterrupted, timely, secure, or error-free.
9.2 Notwithstanding any other provision in these Terms, and to the fullest extent permitted by law, Nuonic shall not be liable for any indirect, incidental, special, consequential, or punitive damages, including but not limited to, damages for loss of profits, goodwill, use, data, or other intangible losses (even if Nuonic has been advised of the possibility of such damages), arising out of or in connection with:
- use or the inability to use the Services;
- unauthorised access to or alteration of your transmissions or data;
- inaccuracies or incompleteness in Data Providers’ data or PathStack Data;
- statements or conduct of any third party on the Services;
- any other matter relating to the Services.
9.3 Nuonic’s total liability for any claim arising out of or in connection with these Terms, is limited to the amount paid, if any, by you to Nuonic for the Services during the twelve (12) months prior to the action giving rise to liability.
10. TERMINATION
10.1 Nuonic reserves the right to suspend provision of the Services or terminate these Terms immediately, without notice, in the event of a breach of these Terms by you.
10.2 You may terminate these Terms and your use of the Services upon providing Nuonic with thirty (30) days written notice.
10.3 Upon termination or expiration of these Terms for any reason, you must cease all use of the Services immediately and promptly pay to Nuonic any fees outstanding as of the date of termination.
10.4 Your obligations to use the Data Providers’ data and the PathStack Data in accordance with the Data Purpose and to comply with all applicable laws, including (without limitation) data protection and privacy laws, will survive termination of these Terms.
11. GOVERNING LAW
These Terms are governed by the laws of Queensland, Australia. The courts of Queensland will have exclusive jurisdiction to hear any disputes arising under or in connection with these Terms.
12. NOTICES
Any notice to be given under or in connection with these Terms may be done by:
(a) you emailing Nuonic at support@nuonic.com.au or
(b) Nuonic emailing you using the address provided in respect of your account on the PathStack platform.
Notices sent under this clause 12 will be deemed effective on the date transmitted if transmitted on a business day before 5:00 PM (recipient’s local time), or on the next business day if transmitted after 5:00 PM (recipient’s local time) or on a non-business day.
SCHEDULE 1 – SERVICE LEVELS
| Service Level | Target |
|---|---|
| Support desk available between 9.00 am to 5.00 pm AEST on days other than weekends and public holidays in Queensland (Business Hours). | 100% |
| Support desk requests submitted during Business Hours will be responded to within 24 hours. | 99% |
| Availability of Services during Business Hours. | 99% |