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Australian Medicines Handbook is jointly owned by
Terms and conditions - Single-user
SINGLE-USER LICENCE AGREEMENT - June 2015
AMH Online, AMH Download, AMH Children's Dosing Companion, AMH Aged Care Companion
NOTE: AS SPECIFIED IN CLAUSE 3.6, PAYMENT BY THE USER OF THE INVOICE FOR THE PRODUCT SIGNIFIES THE USER'S AGREEMENT TO THE TERMS AND CONDITIONS HEREIN (‘LICENCE’). IF YOU DO NOT AGREE TO THE TERMS AND CONDITIONS PLEASE CONTACT AMH WITHIN SEVEN DAYS OF PURCHASE TO REQUEST CANCELLATION OF YOUR LICENCE.
This Licence commences on the date of the Invoice
BETWEEN:
Australian Medicines Handbook Pty Ltd (ACN 070 003 977) (“the Licensor”)
of Level 13, 33 King William St, South Australia 5000 Ph: 08 7099 8800 Fax: 08 7099 8899 Email: amh@amh.net.au
AND:
The party named on the Invoice (“the User”)
INTRODUCTION
A. The Licensor owns, develops and supports certain electronic products and software.
B. “AMH Site” means the AMH web-site ‘www.amh.net.au’ including any online portal used to access the Products
"Business User" is defined as any purchaser that is a company, partnership, trust, organisation, government agency or other commercial entity.
“Invoice” means the invoice issued by AMH for the Product and which includes details of the User including any Site address(es) and nature of use by the User.
"Personal User" is defined as any purchaser that is a natural person and has purchased the product solely for his or her own personal use.
“Product” means the current electronic versions of publications and Software produced by the Licensor from time to time, being AMH Online and AMH Children's Dosing Companion and AMH Aged Care Companion ("the Online versions"), AMH Download (Download version –downloaded via the AMH Site).
“Software” means the code provided by the Licensor for the purpose of accessing, searching, displaying, printing or otherwise manipulating content in the Product.
“Site” means the site or location at which the product is to be accessed as detailed in the Invoice.
“Student User” is a full-time and/or part-time enrolled student or a faculty/staff member of a qualified, accredited higher education institution and includes graduates undertaking research or higher qualifications but excluding any form of use for commercial or business purposes.
“User” means a Business User, Personal User or Student User.
C. The Licensor is to grant to the User a licence to use the Product on the terms of this Licence.
TERMS
PART 1 – SINGLE USER PRODUCT LICENCE
1. Licence
1.1 The Licensor grants to the User, which accepts, a non-exclusive, non-transferrable, revocable licence to access or use the Product and the User may not grant any sub-licences.
1.2 The User may make one copy of the Product in machine-readable form for backup purposes only and the backup copy must include all copyright information contained on the original. If the Product is provided via the AMH Site, then the License includes a license to access servers controlled by the Licensor but only for the purposes of accessing the Product.
1.3 The User is licensed to use the Product for a period of 12 months from the date of Invoice, after which the period may be extended by the Licensor issuing a further Invoice for the fee applicable at that time for a further term and the User paying such Invoice, in which case the licence is extended for the period specified in the Invoice and on the Terms of this Licence.
2. Terms of Use
2.1 The Online and Download versions shall be housed on one computer server nominated by the Licensor, and the User shall be licensed to access the Product via the AMH Site:
2.1.1 for Online versions, commencing from the date of this Licence for a continuous period of 12 months
2.1.2 for the Download version, commencing from the date of registration with AMH, via the AMH Site, of the User's device for a continuous period of 12 months on that device.
2.2 The Download version shall be installed on a computer nominated by the User.
2.3 A Business User may access the Product from, or install it on, only one computer or device located at a single site, unless otherwise specified on the Invoice. More than one person may use the Product on the selected computer/device located at the Site.
2.4 A Business User may not access the Product for another business or location unless and until a Multi-User Licence has been granted on payment of the Invoice for a Multi-User Licence.
2.5 All Users grant the Licensor or its authorized agent access rights to any computer located on its Site or any other premises or site occupied by the User to conduct an audit of the User’s use of the Product.
2.6 A Personal User and Student User may access the Product from, or install it on, up to two computers/devices. A Personal User and Student User will not make it available for use by any other person or business. Once a Personal User or Student User no longer uses the Product for personal use or study they must either surrender the Licence or upgrade to a Business User.
2.7 This Licence only extends to the access or use of the Product in Australia and New Zealand. Users are not permitted to use the Product in countries and territories other than the above but if they do, they are not covered by any warranties or the Licensor’s professional indemnity insurance and do so solely at their own risk with no recourse whatsoever to the Licensor.
2.8 the User may access or use the Product only subject to any restrictions specified in clause 7 General Prohibitions
2.9 the User may access or use the Product only for its own internal purposes, and not on a time-share basis or a bureau service basis for any third party or other business or location conducted by the User;
2.10 a Business User may provide access or use of the Product only to those employees or individuals who are authorised to use its resources in the normal course of its business or operations, and may not provide access or use to any individual for their private purposes;
2.11 the Licence does not confer any right in the User to copy, adapt or modify or dissemble the Product, nor any instruction manual; the Licence does not confer any right in the User or any third party to copy, alter, reproduce, adapt or modify, dissemble or reverse engineer the Product, nor any instruction manual;
2.12 the User must keep the Product and any instruction manual in its exclusive possession and must take reasonable steps to prevent the transfer or copying of the Product to or by any third party;
2.13 The User is solely responsible for the use, supervision, management and control of the Product and the User must protect the Product from misuse, damage, destruction or any form of unauthorised use.
3. Licence fee
The User must pay to the Licensor the licence fee specified on the Invoice for the Product:
3.1 in one payment;
3.2 before accessing or using the Product;
3.3 in clear funds without any deductions (less any applicable withholding or other tax which the User is obliged by the law to withhold); and
3.4 in default the User is liable to pay the Licensor interest at the rate of 10% per annum on the amount unpaid.
3.5 the licence fee does not include any sales tax, customs duty or goods and services tax all of which the User must pay in addition to the licence fee (if applicable)
3.6 payment of the licence fee signifies that the User has agreed to the Terms of this Licence.
4. Variations
To increase from a single to multiple user or the agreed number of computers or devices on which the User may access or use the Product, the User must obtain additional licences at the current published fees of the Licensor from time to time.
PART 2 - INITIAL SUPPORT
5. Initial support
5.1 Subject to clause 5.2, for no additional charge the Licensor agrees to support the User to resolve problems:
5.1.1 in the use of the Product, except where the problems relate to the User’s hardware or software;
5.1.2 during Monday to Friday, 9.00 am - 5.00 pm (Adelaide time and excluding public holidays in South Australia) in the twelve (12) months from the date specified on the Invoice;
5.1.3 by telephone or by computer-to-computer communication.
5.2 Unauthorised modification of the Product invalidates the obligation of support.
5.3 the Licensor does not warrant that all problems are capable of solution.
PART 3 - OTHER SERVICES
6. Other services
6.1 The Licensor will provide the following updates from time to time:
6.1.1 a single update download on the first date that such an update is released, following the date of this Licence;
6.1.2 a full updated copy of the Product via the AMH Site from time to time as soon as they become available, subject to the User's entitlements under this licence;
6.2 This Licence does not oblige the Licensor to provide to the User any goods or services not now specified, including any:
6.2.1 services to install, test or modify the Product or to migrate data;
6.2.2 training;
6.2.3 support to the User on-site at the Site;
6.2.4 support to the User after the expiry of initial support;
6.2.5 maintenance versions of the Product; or
6.2.6 enhanced versions of the Product, except for AMH content-related upgrades.
all of which may be separately negotiated by the parties on terms to be agreed.
PART 4 - GENERAL
7. Prohibitions
7.1 The User may not do any of the following, or through any third party, to do any of the following:
7.1.1 copy the Product, except as expressly provided for above;
7.1.2 modify or create derivative works based upon the Product;
7.1.3 decompile, disassemble, or reverse engineer the Product in whole or in part;
7.1.4 defeat, disable, or circumvent any protection mechanism related to the Product;
7.1.5 sell, license, sublicense, lease, rent, distribute, disclose, permit access to, or transfer to any third party, whether for profit or without charge, any portion of the Product, or, in particular, without limiting the generality of the foregoing, distribute the Product on any media; make the Software accessible to the public or third parties, whether over networks, electronic bulletin boards, websites, or otherwise; or allow any third party to use the Product;
7.1.6 publish or otherwise communicate any review of, or information about, the performance of the Product to any third party without the prior written consent of the Licensor;
7.1.7 export, re-export, download, or otherwise use the Software in violation of any laws or regulations
7.2 The User agrees not to do any of the following:
7.2.1 transmit or make available for transmission any part of the Product, or material that is false or misleading; is defamatory; does not comply with any privacy policy; is obscene, pornographic, or offensive; promotes bigotry, racism, hatred or harm against any individual or group; infringes another’s rights, including any Intellectual Property;
7.2.2 access, tamper with, or use non-public areas of the AMH Site (including but not limited to user folders not designated as ‘public’ or that you have not been given permission to access), Licensor’s computer systems, or the technical delivery systems of the Licensors providers;
7.2.3 attempt to probe, scan, or test the vulnerability of any part of the Product or any related system or network or breach any security or authentication measures;
7.2.4 interfere with, or attempt to interfere with, the access of any User, host or network to the AMH Site, including, without limitation, sending a virus, overloading, flooding, spamming, or mail-bombing the AMH Site, or plant malware on the Licensor’s computer system, those systems of the Licensor’s providers, or otherwise use the AMH Site; or
7.2.5 use the AMH Site, the Product, content or output data to impersonate or misrepresent your affiliation with any person or entity.
8. Warranties
8.1 The Licensor warrants to the User that:
8.1.1 The Licensor has the right to grant the licence to the User;
8.1.2 neither the Product nor the licence infringes the copyright or other rights of any third party in the country in which the User is licensed to use the Product;
8.2 The Licensor does not warrant the accuracy of the information contained in the Product and does not take responsibility for any loss, damage or injury (including consequential loss or damage) caused (directly or indirectly) to the User or any third party by the Product (including but not limited to as a result of any negligence of the Licensor or its employees, agents or contractors in the preparation of the information contained in the Product).
8.3 The Licensor makes no representation or warranty that the Product is free from defects or computer software viruses. The Licensor strongly recommends that the User install appropriate anti-virus software on its computer terminals, prior to using the Product. The Licensor does not take any responsibility for any loss or damage (including consequential loss or damage) caused (directly or indirectly) by the presence of defects or computer software viruses in the Product.
8.4 The Licensor does not warrant that the AMH Site will be available at all times or provide continuous or uninterrupted access and accepts no liability for any disruption from whatever cause.
8.5 To the extent permitted by mandatory operation of law, the Licensor makes no other warranty or representation as to fitness for use or performance or compatibility or otherwise of the Product.
9. Liability
9.1 The User expressly acknowledges and agrees that use of the Product are at User's sole risk. The Licensor does not directly or indirectly practice medicine or dispense medical services and assumes no liability for the Product or any results obtained from the use of such information. The information contained in the Product is not intended in any way to be used as medical advice or to replace medical advice offered to User by health care professionals familiar with any patient’s condition. We recommend Users consult with a qualified health care provider prior to using the Product. The User assumes full responsibility for the appropriate use of the Product and agrees to hold the Licensor, and its third party providers, harmless from any and all claims or actions arising from User's use of the Product.
9.2 The Licensor’s liability for breach of any implied or express condition or warranty is limited to:
9.2.1 the supplying of the Product again; or if the Licensor so elects
9.2.2 a refund of the licence fee.
9.3 The Licensor’s maximum liability for damages in connection with the use, reliance or supply of the Product (including as a result of the Licensor’s or the Authorised Distributors’ negligence or that of the Licensor’s officers, employers, agents or contractors) is limited to the amount paid by the User for the Product.
10. Indemnity
The User indemnifies the Licensor (including the Licensor's officers, employees, agents and contractors) (“those indemnified”) and holds them harmless against all claims and all costs, liability and expenses (including legal costs) incurred by those indemnified as a result of any use or reliance on the Product including any claims made against those indemnified by any third parties.
11. Acknowledgment
The User acknowledges they have read these Terms as part of the installation of the Product and understand that:
11.1 All right, title, and interest in all Intellectual Property Rights (collectively "Rights") in and to the Product and any works created by the Licensor that are derived from or based on the Product vest in the Licensor immediately upon creation and will remain the exclusive property of the Licensor. To the extent that any rights vest in the User, by this Agreement the User immediately assign all such rights to the Licensor and agree to do all things reasonably necessary to confirm or register such rights as being the property of the Licensor;
11.2 Except as expressly permitted in this Agreement, User must not reproduce, modify or prepare derivative works based upon, distribute, sell, transfer, publish, transmit, or otherwise use the Product. User must not copy or modify the HTML or other code used to generate web pages on the web site of the Licensor;
11.3 the content of the Product may not be consistent with Approved Product information, with the Schedule of Pharmaceutical Benefits or with other regulatory sources;
11.4 the Product should be used in conjunction with the most recent information included with each drug or therapeutic agent by the manufacturer;
11.5 the dynamic nature of drug information requires the User to exercise in all cases independent professional judgment and understand the patient’s clinical situation when referring, prescribing or providing information based on or from the Product; and
11.6 unless expressly stated in the Product the Licensor does not recommend or prescribe the use of one product over another.
12. Governing law
This contract is governed by the laws in South Australia.
13. Termination
The Licensor may terminate the licence at any time on one week’s written notice to the User. If the licence is terminated the User must immediately return any physical copies of the Product and any instructions manuals (whether in electronic or hardcopy form) to the Licensor and delete any downloaded versions of the product from the User’s computer including any backup copies.
AMH Single-user Licence 2015