Terms & Conditions

Blink SaaS Subscription Agreement

These terms of use are entered into between the owner of Blink, Blink Systems Pty Ltd (ABN 71 624 748 241) and its related companies (together we, us, our and other similar expressions) and the Customer (you, your or other similar expressions).

Your use of and access to Blink is subject to these terms of use. By signing up for an account with Blink, you indicate that you agree to these terms of use.

Definitions and interpretation

1.1.         In these terms of use, the following definitions apply:

Additional Services means any services provided to you in addition to your access to and use of Blink, including any consulting services or training.

Administrator means a natural person who is authorised by you to access and use Blink under your customer account and who is nominated by you as an Administrator during your registration for a Subscription with Blink or otherwise during your Subscription with Blink. You may nominate more than one Administrator.

Authorised User means a natural person invited by ane a Administrator to access and use Blink under your customer account.

Confidential Information of a party is information of a party or its customers which the party identifies as confidential or which would reasonably be regarded as confidential and includes without limitation information relating to the party’s Intellectual Property Rights, organisational structure, financial position, personnel, policies and business strategies.

Corporations Act means the Corporations Act 2001 (Cth).

Blink means the Blink platform accessible through this website, being a service that enables interactions between Shippers and Carriers for the booking and provision of transport and delivery services in a simple, fast and secure manner.

Carrier means a Customer who registers to use Blink as a carrier during the registration process and accepts and completes Jobs posted onto Blink by a Shipper.

Customer means the party whose details have been entered as the customer during the registration process for Blink and any parent company of that party and each subsidiary of that party (being an entity in which the party holds at least 50% of the ordinary shares or common stock) as may be notified by the party to us, and only for so long as the parent company or subsidiary remains a parent company or subsidiary of the party.

Data means the data which is input into Blink through your account when using Blink.

Force Majeure means any event or circumstance beyond the reasonable control of a party.

GST has the meaning given to that term in the GST Act.

GST Act means the A New Tax System (Goods and Services Tax) Act 1999 (Cth).

Indirect Loss means any one or more of the following:

• economic loss, loss of actual or anticipated profits, loss of revenue, loss of savings, loss of production, loss of business, loss of opportunity, loss of access to markets, loss of goodwill, loss of reputation, loss of credit, loss of publicity, loss of data, loss of use, loss of interest or loss arising from business interruption; and
• any special, indirect, consequential, incidental, punitive, exemplary or unforeseeable loss or any similar loss.

Initial Term has the meaning given to that term in clause 12.1.

Intellectual Property Rights means all present and future intellectual, industrial or proprietary rights conferred by statute, at common law or in equity anywhere in the world, whether issued or pending, registered or unregistered, including all forms of copyright, patents, trade marks, designs, trade secrets, know-how, confidential information and circuit layouts.

Job means the transportation of a vehicle or vehicles by a Carrier from one location to another, organised through Blink.

Personal Information has the meaning given to that term in the Privacy Act.

Privacy Act means the Privacy Act 1988 (Cth).

Shipper means a Customer who registers to use Blink as a shipper during the registration process and engages its Carriers to complete Jobs.

Stay means a stay on enforcing rights against a party which arises under the Corporations Act if:

• an administrator or a receiver, receiver and manager, judicial manager, liquidator, administrator, controller or like official is appointed to the party or to the whole or a substantial part of the undertaking or property of the party, including any of its assets; or
• it enters into, or takes steps or proposes to enter into, an arrangement, compromise or composition with its creditors or a class of them, or an assignment for the benefit of its creditors or a class of them.

Subscriptions has the meaning given to that term in clause 6.1.

Subscription Fees means the service fee payable by you for the Subscription you choose..

1.2.         In these terms of use, unless the context otherwise requires:

(a)           words denoting any gender include all genders;

(b)           headings are for convenience only and do not affect interpretation;

(c)            the singular includes the plural and vice versa;

(d)           any schedule or annexure attached to these terms of use forms part of them;

(e)           a reference to a party includes its legal personal representatives, successors and permitted assigns;

(f)             a reference to a person includes a corporation, trust, partnership, unincorporated body or other entity, whether or not it comprises a separate legal entity;

(g)           a reference to a statute or other law includes regulations and other instruments under it and consolidations, amendments, re-enactments or replacements of any of them;

(h)           unless expressly stated to be otherwise, the meaning of general words is not limited by specific examples introduced by ‘including’, ‘for example’ or similar inclusive expressions; and

(i)             a reference to these terms of use means this document and includes any variation or replacement of this document.

Acceptance of these terms of use

2.1.         We provide Blink subject to these terms of use.  Before you use Blink, it is important that you read, understand, and agree to these terms of use.

2.2.         You must not use Blink if you are not of a legal age or capacity to form a binding contract with us.

Right to use Blink

3.1.         Subject to our acceptance of your online registration for provision of Blink and your payment of the relevant Subscription Fees, we grant you a limited, non-exclusive, non-transferable, revocable right to access and use Blink for your internal business operations on the terms set out in these terms of use and our online registration form.

Access Credentials

4.1.         We will provide Administrators with a username and password, which will enable each Administrator to access and use Blink on your behalf. Each Administrator must select his or her own password at the time of first use of Blink. You can add, remove or replace your Administrators through your account with Blink.

4.2.         Blink allows the Administrators to invite another person to access and use Blink under your customer account.  The Administrators inviting another person to use your customer account will constitute authorisation of that other person by you to use your account.  A username, linked to the username allocated to the Administrators and your account, will be created for each new or additional Authorised User.  Each Authorised User must select his or her own password at the time of first use of Blink.

4.3.         You must:

(a)           ensure that each Administrator and Authorised User keeps his or her username and password confidential and does not disclose it to any other person (and in order to improve the security of the your account, amends his or her password from time to time);

(b)           ensure that you can identify and manage each Authorised User entrusted with a username and password combination for your customer account;

(c)            refrain from authorising anyone to use your customer account who is not either employed by you or under contract with you to perform functions similar to those commonly performed by employees;

(d)           notify us of the names of each Authorised User if requested by us; and

(e)           immediately notify us of any unauthorised use of your password or account or any other breach of security.

4.4.         You are responsible for all activities that occur under your account, including all fees and charges in connection with that use.

Your use of Blink

5.1.         You must ensure that your access and use of Blink is not illegal or prohibited by laws that apply to you.

5.2.         You must not, nor cause or permit a third party to:

(a)           use Blink in a manner or for a purpose which is improper, immoral or fraudulent, which infringes any person’s Intellectual Property Rights, or which restricts or interferes with our provision of Blink to any other Customers or users;

(b)           reverse engineer, reverse assemble or reverse compile or copy or duplicate or modify or make derivative works of or re-sell all or part of Blink (or any of our Intellectual Property Rights in Blink)

(c)            enter into any transaction relating to:

(i)             access or use of Blink;

(ii)            any part of your customer account information or access credentials; or

(iii)          any of our Intellectual Property Rights in Blink,

with anyone other than us, without our written consent;

(d)           gain or attempt to gain unauthorised access to Blink, computer systems or networks connected to Blink, including through hacking, password mining or any other means; or

(e)           harass, impersonate, stalk or threaten another Shipper or Carrier (Where interaction with other Customers is made available to you through Blink);

(f)             use data mining, robots, screen scraping or similar data gathering and extraction tools on Blink for establishing, maintaining, advancing or reproducing information contained in Blink, on your own website or in any other publication, or for your own personal use or benefit (other than as expressly set out in these terms of use), except with our prior written consent.

5.3.         You indemnify, and will defend and hold us and our affiliates, representatives, successors and assigns, including their applicable officers, directors, employees and agents, harmless in relation to any loss, claim or damage in connection with any claim by a third party related to your Data, your content or any of your users’ use of Blink where such use is not authorised by these terms of use

Subscription

6.1.         There are different subscription plans for Blink, with different inclusions and pricing, details of which are available at www.gotoblink.com/pricing/ (Subscriptions).

6.2.         If you require any further customisation of Blink for your specific needs, you may request us to provide Additional Services in accordance with clause 11.

Shippers and Carriers

7.1.         You can choose to subscribe to Blink as a Shipper or a Carrier.

7.2.         If you are a Shipper, you can liaise with your Carriers through Blink, to complete Jobs.

7.3.         If you are a Carrier, you can liaise with your Shippers to accept and complete Jobs.

7.4.         Once a Carrier accepts a Job, a separate contract is formed between the Shipper and the Carrier for the completion of that Job. Blink is not a party to that contract.

7.5.         If you are a Shipper, you acknowledge that:

(a)           we are in no way affiliated with any Carrier;

(b)           we are not responsible for the performance of any Job, including any:

(i)             delays in carrier services;

(ii)            damage to vehicles or other property; or

(iii)          personal injury or death,

caused by a Carrier when performing a Job; and

(c)            you release and indemnify us (as well as our affiliates, supplier, directors, officers, employees and agents) from any and all claims, liabilities, costs and expenses (including legal fees) arising in any way from these matters, except and to the extent where we are at fault

7.6.         If you are a Carrier, you acknowledge that:

(a)           we are in no way affiliated with any Shipper;

(b)           we are not responsible for any delays in payment from a Shipper; and

(c)            you release and indemnify us (as well as our affiliates, supplier, directors, officers, employees and agents) from any and all claims, liabilities, costs and expenses (including legal fees) arising in any way from these matters, except and to the extent where we are at fault.

Your Data

8.1.         You are responsible for all Data which you input into Blink through your account or otherwise provide to us.  You are solely responsible for determining the purposes and means of processing that Data, including Personal Information, by us under these terms of use, and must ensure that processing conducted according to your instructions will not place us in breach of any laws (including applicable data protection or privacy laws).

8.2.         You warrant that:

(a)           you have obtained all consents necessary to collect, store, disclose, use and transfer the Data, including any Personal Information included in the Data;

(b)           the Data will not violate or infringe the rights (including Intellectual Property Rights) of any other person;

(c)            the Data will not contain a virus or other harmful component; and

(d)           the Data will comply with any guidelines we notify to you from time to time on this website.

8.3.         You are responsible for and must adopt reasonable measures to limit your exposure to the potential loss and damage of the Data, including secure storage of the source material.  We expressly exclude liability for any loss of Data no matter how caused.

8.4.         You acknowledge that we may not be able to provide Blink if the Data is not of a quality or condition suitable for processing based on our applicable standards, specifications and procedures or is otherwise not in the format we require.

8.5.         You acknowledge that we may use the Data and information derived from the Data to produce and exploit for our own benefit a compilation of aggregated data and information, provided that the Personal Information disclosed by you to us cannot be ascertained from the aggregated data and information.

8.6.         You agree that we may, at our sole discretion, disclose, transfer and store the Data, including Personal Information, to or with our third party service providers and affiliates outside Australia for the purpose of providing Blink or any part of it. The jurisdictions in which those Data transfers may occur are included in our Privacy Policy available at www.gotoblink.com/privacy-policy/. You consent to us providing Personal Information to those third party service providers and affiliates in those jurisdictions and (before submitting any Data to us) are solely responsible for ensuring that any disclosure, transfer or storage of Data, including Personal Information, across a country border under these terms of use complies with applicable data protection and privacy laws, including the Privacy Act.

Viruses

9.1.         You must take your own precautions to ensure that the process which you use for accessing Blink does not expose you to the risk of viruses, malicious computer code or other forms of interference which may damage your own computer system.

9.2.         We do not accept responsibility for any interference or damage to your own computer system which arises in connection with your use of Blink or any linked website or service.

Service Availability

10.1.      While we intend to use reasonable endeavours to make Blink available for your use on a 24 hour a day, seven days a week basis, Customer expressly acknowledges and agrees that service continuity is not assured and that Blink is provided on an ‘as is’ basis. In particular, you agree that on occasions Blink may be unavailable or have limited availability including:

(a)           to permit routine or emergency maintenance to take place;

(b)           to permit upgrades or other development activity to take place;

(c)            due to technical malfunctions of Customer’s software, equipment or infrastructure (e.g. telecommunications connectivity, network congestion or delays);

(d)           due to a Force Majeure event; or

(e)           due to clause 10.3 applying.

10.2.      In the case of technical problems which adversely affect your use of Blink, you must make all reasonable efforts to investigate and diagnose problems before contacting us. If you still need technical help, you must notify us promptly via email to info@gotoblink.com.

10.3.      We may temporarily limit or suspend the availability of all or part of Blink if it is necessary for reasons of public safety, security or maintenance of Blink, interoperability of services, data protection or to perform work that is necessary for operational or technical reasons.

Additional services

11.1.      You may ask us to provide Additional Services to you.  If we agree to provide Additional Services to you, we may charge you for providing the Additional Services at our prevailing rates for those services as notified by us to you.

Term

12.1.      These terms of use apply to your use of and access to Blink from the date you first accept these terms of use and continues for an initial term of 12 months (Initial Term).

12.2.      If you want to end your subscription to Blink at the end of the Initial Term, you may do so by giving us notice at least 30 days before the end of the Initial Term.

12.3.      Following the Initial Term, either party may terminate these terms of use by giving the other party 30 days’ written notice.

Fees and payment

13.1.      You agree to pay us the Subscription Fees for the Subscription you choose, as set out at www.gotoblink.com/pricing/.

13.2.      Payment will be made by direct debit from your bank account or by charging your credit card each month, on or around the same day as the day you register to use Blink and using the bank account or credit card details you provide when you register.

13.3.      We may change the Subscription Fees by giving you 30 days’ notice of the change.

Failure to pay

14.1.      If you fail to pay any amount due under these terms of use by the due date, then:

(a)           all money owing to us by you becomes immediately payable;

(b)           we may suspend access to Blink and may charge a reactivation fee for the suspended Service; and

(c)            you must pay all reasonable expenses incurred by us in enforcing these terms of use, including all expenses of any legal proceeding and all reasonable legal fees incurred in connection with any such action.

14.2.      Despite clause 14.1, if you fail to pay any amount due under these terms of use by the due date we may firstly try to charge your account:

(a)           1 business day after the due date; and

(b)           7 days after the due date,

before enforcing our rights under clause 14.1.

GST and taxes

15.1.      You must reimburse us for all sales, use, transfer, privilege, excise or other taxes and all duties, whether international, national, state or local, however designated, which are levied or imposed by reason of the transactions contemplated under these terms of use, excluding, however, income taxes on profits which may be levied against us.

15.2.      Without limiting clause 15.1, all consideration provided for any taxable supply under these terms of use is exclusive of GST unless the contrary is clear.  The amount of that consideration must be increased by an additional amount equal to the GST on that taxable supply.  The party who has to pay the additional amount must pay it at the same time as the consideration in respect of that taxable supply becomes due.

15.3.      If at any time an adjustment is made or required to be made between a party and the relevant taxing authority on account of any amount paid as GST under these terms of use:

(a)           a corresponding adjustment must be made;

(b)           adjustment notes must be issued; and

(c)            any payment must be made,

between the parties as may be necessary to give effect to the adjustment.

Intellectual Property Rights

16.1.      Except for the limited licence to access and use Blink under clause 3, all ideas, concepts, know-how, data processing techniques, data compilations, software, documentation, trade marks, trade secrets, copyright and inventions and other Intellectual Property Rights comprised in or in connection with the Blink (including its underlying technology, software, programs, as well as all its respective modifications, developments, updates and enhancements) are owned by us or our licensors. You agree that no transfer of our (or our licensors’) Intellectual Property Rights occurs at any time by access and use by you (or your users’) use of Blink.

16.2.      You do not own or use, and must not claim any right or title to own or use, the Intellectual Property Rights in Blink, except to the extent such use is permitted under these terms of use. You must not dispute or challenge our (or our licensors’)  entitlement to own, use or licence the Intellectual Property Rights in Blink (including its underlying technology, software, programs, as well as all its respective modifications, developments, updates and enhancements) or join any third parties to challenge or contest the validity of those Intellectual Property Rights.

16.3.      You agree to notify us promptly of any infringement, or suspected or threatened infringement, of the Intellectual Property Rights in Blink and reasonably co-operate with us in relation to such infringement.

Confidentiality

17.1.    Each party must not without the written consent of the other:

(a)           use any Confidential Information of the other party, except in performing its obligations under these terms of use; or

(b)           disclose any Confidential Information of the other party to any person except to its approved employees, officers, directors and other representatives, who need to review the Confidential information in connection with performance under these terms of use, and then only to those who need to know the same and who agree to be bound by similar obligations of confidentiality. Despite the foregoing, we may disclose certain Confidential Information of yours to our third party suppliers, subject to the obligation of confidentiality, as necessary to (i) provide you with Blink or obtain support for Blink, (ii) obtain information specifically requested by you, (iii) perform back-office functions or administrative services, or (iv) as necessary to comply with legal and/or accounting requirements.

17.2.      Clause 17.1 does not apply where:

(a)           disclosure is required by law or required to respond to requests by a regulatory or judicial body;

(b)           the Confidential Information is in the public domain through no fault or action of the recipient, its employees or subcontractors; and

(c)            the Confidential Information was received by the recipient on a non-confidential basis from a third party who is not prohibited from disclosing it.

17.3.      These obligations of confidentiality survive termination of these terms of use.

Privacy

18.1.      Each party must comply with the Privacy Act and any other applicable laws and codes dealing with privacy

18.2.      Each party warrants to the other that:

(a)           any Personal Information that it discloses to the other under these terms of use, or when using the Service, has been collected in accordance with the Privacy Act;

(b)           the individual to whom the information relates has been made aware of the recipient’s identity, of how to contact the recipient, and of the other matters of which the recipient is required to inform a person about whom it collects information under the Privacy Act; and

(c)            the other is authorised to collect the information for the disclosure and use the information for the purposes of these Terms of Use.

Indemnity

19.1.      You agree to hold harmless and indemnify us and our officers, agents and employees against any loss, damage, costs or expenses that we, or any of our officers, agents and employees, may incur in connection with your breach of these terms of use or any other legal obligation, your use of Blink or any use of Blink using an account registered in your name.

19.2.      The indemnity in this clause:

(a)           is a continuing obligation, separate and independent from the other obligations of the parties;

(b)           will not be affected by any matter including without limitation, the termination, renewal or extension of these terms of use or any indulgence, waiver or other concession given by us unless we agree in writing; and

(c)            includes legal costs and disbursements on a full indemnity basis.

19.3.      It is not necessary for us to incur expense or to make any payment before enforcing the right of indemnity conferred by this clause.

19.4.      You must pay on demand any amount you must pay under the indemnity in this clause.

Force Majeure

20.1.      You acknowledge that making Blink available for access is dependent on a number of factors outside our control, including for example, the telecommunication connections and infrastructure.

20.2.      Except for any payment obligations, neither party is liable for any delay or failure to perform any of its obligations under these terms of use to the extent that the delay or failure is caused by reason of Force Majeure.

Warranties

21.1.      Each party represents and warrants to the other that:

(a)           it has the power and authority to enter into and perform its obligations under these terms of use;

(b)           it has taken all necessary steps, including any corporate action necessary if it is a corporation, to authorise its entry into and performance of all of its obligations under these terms of use and to carry out the transactions contemplated by these terms of use.

Disclaimer

22.1.      You are responsible for authorising any person who is given access to Blink using your customer account and to the Data.  You agree that we have no obligation to provide any person access to Blink through your customer account or to the Data without your authorisation.

22.2.      We make no representation or warranty:

(a)           that your use of Blink will be error-free, uninterrupted or compatible with the with your equipment, devices and software configurations;

(b)           that Blink will be fit for your purposes; or

(c)           that your use of Blink will improve the financial performance or profitability of your business or any other party.

22.3.      You agree that:

(a)           the provision of, access to, and use of, Blink is on an “as is” basis and at your own risk;

(b)           among other things, the operation and availability of the systems used for accessing Blink, including telecommunication services, computer networks and the Internet, can be unpredictable and may from time to time interfere with or prevent access to Blink. We are not in any way responsible for any interference or prevention of your access or use of Blink caused by these types of things;

(c)           it is your sole responsibility to determine that Blink meets the needs of your business and is suitable for the purposes for which it is used; and

(d)           you remain solely responsible for complying with all applicable accounting, tax and other laws in connection with your access and use of Blink.

Limitation of liability

23.1.      Nothing in these terms of use is or should be interpreted as an attempt to modify, limit or exclude any right or remedy, or any guarantee, term, condition, warranty, undertaking, inducement or representation, implied or imposed by legislation which cannot be modified, limited or excluded.

23.2.      You agree that you do not rely on any guarantee, term, condition, warranty, undertaking, inducement or representation made by us or on our behalf which is not expressly stated in these terms of use.  In particular, we make no warranty or representation that:

(a)           this website or Blink will always be available, accessible, secure or operate without error;

(b)           Blink will be fit for your purposes; or

(c)            use of Blink will improve your, or any other person’s, financial performance or profitability.

23.3.      Where any legislation implies or imposes a guarantee, term, condition, warranty, undertaking, inducement or representation in relation to these terms of use and we are not able to exclude that guarantee, term, condition, warranty, undertaking, inducement or representation (Non-Excludable Provision), and we are able to limit your remedy for a breach of the Non-Excludable Provision, then our liability for breach of the Non-Excludable Provision is limited to (at our election):

(a)           in the case of goods, the repair or replacement of the goods or the supply of equivalent goods (or the payment of the cost of doing so); and

(b)           in the case of services, the supplying of the services again (or the payment of the cost of doing so).

23.4.      Subject to our obligations under the Non-Excludable Provisions:

(a)           our maximum aggregate liability to you in respect of any one claim or series of connected claims in connection with these terms of use or your use of this website or Blink, whether arising in or for breach of contract, negligence or other tort, breach of statutory duty, or under an indemnity or otherwise during each calendar month while you have access to Blink is limited to the minimum Subscription Fees payable by you to us in respect of that calendar month; and

(b)           we are not liable to you or any third party for any Indirect Loss arising in connection with any use or access, or any inability to use or access, or misuse by you or any other party, of this website or Blink or otherwise in connection with any Content, whether arising in or for breach of contract, negligence or other tort, breach of statutory duty, breach of warranty or guarantee, under an indemnity or otherwise and whether or not that loss was foreseeable, even if we have been advised of the possibility of such loss.

23.5.      The liability of a party for loss or damage sustained by the other party will be reduced proportionately to the extent that:

(a)           such loss or damage has been caused by the other party’s failure to comply with its obligations and responsibilities under these terms of use; or

(b)           the negligence of the other party has contributed to such loss or damage, regardless of whether a claim is made by the other party.

Suspension

24.1.      We may without notice suspend your access to Blink if:

(a)           you (or your Administrators or any of your Authorised Users) breach these terms of use; or

(b)           we reasonably believe that your access and use of Blink will cause technical incapacity to Blink which will continue unless access or use is suspended.

24.2.      We will act promptly to restore access when it is satisfied that the reason for suspension has been removed.

Termination

25.1.      Subject to clauses 12.1 and 12.2, in addition and without prejudice to any other rights or remedies, either party may terminate these terms of use as follows:

(a)           by giving the other party 30 days written notice of termination; or

(b)           immediately upon giving written notice to the other party, if the other party becomes or threatens to become subject to any form of insolvency administration and that insolvency administration:

(i)             does not give rise to a Stay; or

(ii)            gives rise to a Stay, but a court makes an order to lift that Stay.

Effects of termination

26.1.      On termination of these terms of use for any reason, you must:

(a)           Subject to clause 26.3, immediately cease accessing and using Blink; and

(b)           immediately pay any and all outstanding invoices or any charges or fees incurred as a result of your access and use of Blink before the date of termination.

26.2.      Termination of these terms of use does not affect any accrued rights or liabilities of any party under these terms of use nor does it affect any provision of these terms of use which is expressly or by implication intended to operate after termination.

26.3.      For a period of 30 days after termination of these terms of use, we will continue to provide you with access to Blink, solely for the purposes of allowing you to extract any Data that you have saved in Blink, following which we will permanently delete any Data you have saved in Blink.

Notices

27.1.      Notices given under these terms of use must be in writing and delivered to a party by hand or by email to that party’s address shown below or to an alternate address notified to the party giving the notice. Your address for delivery of a notice is the address notified to us when you register to use Blink. Our address for delivery of a notice is:

Company Secretary

Blink Systems Pty Ltd

Level 10, 162 Goulburn Street, Surry Hills, NSW 2010

AUSTRALIA

Email: info@gotoblink.com

27.2.      A notice is taken to be duly given and received:

(a)           if delivered by hand, when delivered; or

(b)           if delivered by email, when the recipient party confirms, by non-automated email, receipt of the notice.

Variations

28.1.      We may amend or update these terms of use from time to time. 

28.2.      If any change to these terms of use will significantly affect the provision of Blink we will give you at least 30 days notice of the change by email.

28.3.      If you do not agree to any change to these terms of use, you can terminate your subscription to Blink by giving us at least 14 days written notice.

28.4.      You agree:

(a)           to periodically check this website to ensure that you understand the requirements of the current terms of use; and

(b)           that your continued use of Blink will represent an agreement by you to be bound by the terms of use as amended.

General

29.1.      These terms of use constitutes the entire understanding between the parties and supersedes all previous and contemporaneous communications, representations, or agreements with respect to your access and use of Blink.

29.2.      No failure or delay of either party in exercising any right, power, or privilege under these terms of use (and no course of dealing between the parties) operates as a waiver of any such right, power of privilege. No waiver of any default on any one occasion constitutes a waiver of any subsequent default. No single or partial exercise of any right, power, or privilege precludes the further or full exercise of such right, power or privilege.

29.3.      If any provision of these terms of use is held to be unenforceable, the parties agree to substitute the affected provision with an enforceable provision that approximates the intent and economic effect of the affected provision.

29.4.      If any one or more of the provisions of these terms of use are for any reason held to be invalid, illegal or unenforceable by a court of competent jurisdiction or a panel of arbitrators, the remaining provisions of these terms of use will be unimpaired and will remain in full force and effect.

29.5.      Each party must do everything reasonably required by the other to give full effect to these terms of use.

29.6.      These terms of use and all matters regarding the interpretation and/or enforcement of these terms of use, are governed exclusively by the laws in force in the State of New South Wales, Australia and the parties submit to the non-exclusive jurisdiction of the courts of New South Wales.