These Application Terms and Conditions (Terms) are between Thred Limited (ACN 124 541 466) (referred to as Thred) and each individual (referred to as a User) using either the Thred Native or Web based applications (Application) and related services (Thred and each User collectively referred to as the Parties).
By downloading, installing, accessing or using this Application, the User acknowledges to have read, understand and agree to be bound by these Terms. If the User does not agree to these Terms then the User should uninstall and/or cease to access and use this Application immediately.
1. Eligibility and Basis of Use
(a) The Application may only be used by individuals aged eighteen (18) years or older. If the User is thirteen (13) years or older but under the age of eighteen (18) years, the User should review these Terms with the User’s parent or guardian to make sure the User and the User’s parent or guardian understand them and consents to their use of the application.
(b) Using the Application may be prohibited or restricted in certain countries. If the User uses the Application outside of Australia, the User is responsible for complying with the laws and regulations of the territory from which the User accesses or uses the Application.
(c) Thred reserves the right to make changes to these Terms at any time, effective upon the posting of the modified Terms. Thred will use reasonable endeavours to communicate these changes to each User. It is the User’s obligation to ensure that they have read, understood and agree to the most recent Terms available on the Application. If a User does not agree to the Terms, they should cease accessing and using the Application immediately.
2. Additional Terms and Conditions
(b) Each User acknowledges and agrees that third party terms including:
i. the Apple, Inc. Terms and Conditions including, without limitation, the Licensed Application End User License Agreement provided therein (Apple Terms);
ii. the Android, Google Inc. Terms and Conditions including, without limitation, the License Agreement and Terms of Application (Android Terms);
iii. the Microsoft Services Agreement including without limitation the Software License (Microsoft Terms);
iv. the Apache License version 2.0 (Apache License) may also apply to use of the Application.
(c) If any of the provisions of the Apple Terms, Android Terms, Microsoft Terms or Apache License or any applicable Thred Policies conflict with these Terms, these Terms have priority, solely to the extent such Terms apply to the Application
(a) Access to the Application will require a User to register for an account (Account) and provide basic information. Each User is required to provide certain information including mobile or cell phone number, user name and password (User Information).
(b) Each User may choose which third party applications (Third Party Application) to grant Thred access.
(c) Users with an Account may:
i. access any Third Party Application to which the User has granted Thred access;
ii. aggregate content from Third Party Applications including text, photos, videos or other media and content;
iii. communicate with Users and search across Third Party Applications (together User Content);
iv. interact with other Users on the Application to send and receive User Content.
(d) Each User agrees to provide accurate, current and complete information during the registration process and update such information to keep it accurate, current and complete. Thred reserves the right to suspend or terminate any Account and a User’s access to the Application if any information provided to Thred proves to be inaccurate, not current or incomplete or the User breach any provision of these Terms.
(e) It is the User’s responsibility to keep its Account details and password confidential. The User is liable for any and all activity on its Account. The User agrees that it will not disclose its password to any third party and that it will take sole responsibility for any activities or actions under its Account, whether or not it has authorised such activities or actions.
(f) The User will immediately notify Thred of any unauthorised use of its Account.
4. Intellectual Property
(a) All code, slogans, content, designs, diagrams, drawings, graphics, images, photographs, layouts, appearance, videos, ideas, methods, databases, algorithms, software, documents, domain names, confidential information, registered and unregistered Thred trademarks, copyright, patents, know-how, trade secrets, and any other proprietary or industrial rights relating to Thred whether such rights are capable of being registered or not (collectively Intellectual Property), including but not limited to all creative and literary works displayed on the Application, the layout, content, appearance and look of the Application, together with any application for registration and any rights to registration or renewal anywhere in the world, whether created before, on or after the date of these Terms and whether used or contained in the Application is owned or otherwise licensed to Thred, its successors and permitted assigns.
(b) Each User acknowledges and agrees the Intellectual Property, Application, any content associated with the Application including but not limited to User Content are protected by copyright, trade mark, patent, trade secret, international treaties, laws and other proprietary rights, and also may have security components that protect digital information only as authorised by Thred or the owner of the Content.
(c) The name Thred, Thred logo and other Thred material used in connection with the Application are unregistered or registered trademarks of Thred (collectively Thred Marks).
(d) Other trade marks, service marks, graphics and logos used in connection with the Application, including any Third Party Applications are the trade marks of their respective owners (collectively Third Party Marks).
(e) The Intellectual Property, Thred Marks and Third Party Marks may not be copied, imitated or used, in whole or in part, without the prior written permission of Thred or the applicable trade mark holder.
(f) Users do not obtain any interest or licence in the Intellectual Property, Thred Marks or Third Party Marks without the prior written permission of Thred or the applicable trade mark holder or unless otherwise set out under these Terms. Each User must not do anything which interferes with or infringe the Intellectual Property rights.
(g) By submitting the User Content to the Application, the User hereby grants Thred a worldwide, non-exclusive, royalty-free, sublicenseable and transferable license to use, reproduce, distribute, prepare derivative works of, display, and perform the User Content in connection with the Application and Thred (and its successor’s) business, including without limitation for promoting and redistributing part or all of the Application (and derivative works thereof) in any media formats and through any media channels. Each User also hereby grants each other Use a non-exclusive licence to access their User Content through the Application. The foregoing licence granted by a User for any User Content terminates in accordance with any terms granted by a Third Party Application.
(h) Thred does not endorse any User Content or any opinion, recommendation, or advice expressed therein, and Thred expressly disclaims any and all liability in connection with User Content. Thred also reserves the right to decide whether User Content is appropriate and complies with these Terms. Thred may remove any User Content and/or terminate a User’s access for uploading any material in violation of these Terms at any time, without prior notice and at its sole discretion.
(i) Each User is solely responsible for any User Content and other information they submit and which is displayed on their Account or the Application.
(j) Each User acknowledges and agrees they are solely responsible for: (i) User Content or other communications they transmit via the Application; or (ii) their interaction with Thred via Third Party Applications. The User may also be subject to third party terms and conditions. Thred does not guarantee any confidentiality with respect to any User Content or any interaction between Thred via the Third Party Application.
5. User Licence
(a) Subject to these Terms, Thred grants the User a personal, non-exclusive, non-transferable, limited and revocable licence to download, install, access and use the Application for their own personal and/or non-commercial use on a mobile, tablet, laptop or desktop device (each a Device) owned or controlled by the User as permitted in accordance with these Terms (User Licence), and not to use the Application in any other way or for any other purpose. All other uses are prohibited without Thred’s prior written consent.
(b) The right to access and use the Application is licensed to Users and is not assigned or otherwise sold to Users. Users acquire no rights in the Application other than use in accordance with these Terms.
(c) These Terms and User Licence govern any updates to, or supplements or replacements for, this Application, unless separate terms accompany such updates, supplements or replacements, in which case the separate terms will apply.
(d) The User License is a sublicense granted under the Apache License, Version 2.0 (Apache License) and the User may obtain a copy of the Apache License at http://www.apache.org/licenses/LICENSE-2.0
6. User Warranties
(a) By using the Application, each User warrants that:
i. the User possesses the legal capability and authority to enter into the Terms and to use the Application in accordance with the Terms;
ii. the User is at least 18 years old or if under 18 years old but 13 years old or older, that they have reviewed these Terms with the relevant parent or guardian to make sure that the parent or guardian understands them and the parent or guardian consents to the User’s use of the Application;
iii. any registration information the User submits is truthful and accurate and the User will maintain the accuracy of such information; and
iv. the User’s use of the Application does not violate any applicable law or regulation; and
v. the User will abide by any terms with respect to any Third Party Application.
(b) As a condition of each User’s use of the Application, each User agrees:
i. to abide by the Terms;
ii. not to provide access to their Account on the Application to any third party;
iii. that Thred has the right to refuse Users any and all current or future use of the Application; and
iv. that Thred reserves the right to include or exclude entry to, or remove a User from the Application.
(a) There is no fee for accessing or using the Application.
8. User Information and Security
(a) The Application may require the transmission of information provided by the User including but not limited to User Information and User Content.
(c) Thred uses reasonable commercial measures to store User Information. If Thred is aware of a breach of security, Thred will notify affected users and will cooperate with authorities regarding the breach.
(d) The User agrees to immediately notify Thred of any unauthorised transactions or breach of security associated with the Application. Thred is not responsible for any losses arising out of the loss or theft of User Information stored on a User’s Device or from unauthorised or fraudulent transactions associated with the Application.
(e) The Application allows Users to create User Content for specific geo-locations (Status Submissions). Users may choose the ultimate geo-location of where the Status Submission is created, even if they are not present at the geo-location at the time. These Status Submissions may be hosted, shared, and/or published as part of the Application, and may be visible to a User:
(i) who is present at the geo-location where the Status Submission is created; or (ii) to whom the Status Submission is sent via whether via Third Party Application or otherwise.
(f) If the User chooses to share a Status Submission with a specific User or group of Users, the User’s location will be retrieved from the User’s Device and transmitted to Thred. Thred will only use this location for this particular purpose and will not store it on Thred’s servers once the Status Submission is delivered. For the avoidance of doubt, Thred will not share the User’s location information and will not use it for any purpose except the one specifically requested by the User.
(g) In connection with Status Submissions, each User warrants that: (i) they own or have the necessary licences, rights, consents, and permissions to use, and they authorise Thred to use, all patent, trademark, trade secret, copyright or other proprietary rights in and to any and all Status Submissions to enable inclusion and use of the Status Submissions in the manner contemplated by the Application and these Terms; and (ii) such User has the written consent, release, and/or permission of each and every identifiable individual person in the Status Submission to use the name or likeness of each and every such identifiable individual person to enable inclusion and use of the Status Submissions in the manner contemplated by the Application and these Terms.
9. Prohibited Use
Access or use of the Application by the User, User Information and User Content transmitted in connection with the Application is limited to the contemplated functionality. The User agrees that his or her use of the Application must comply with these Terms and any Thred Policies. In connection with the User’s use and/or access of the Application, the User must not and agrees that it will not:
(a) violate these Terms;
(b) harass, abuse, stalk, threaten, defame or otherwise interfere, infringe or violate the rights of any other party (including but not limited to rights of publicity or other proprietary rights);
(c) misuse the Application including but not limited to by using the Application in a manner that is unlawful, fraudulent or deceptive;
(d) use technology or other means to access the Application, Website or User Content that is not authorised by Thred;
(e) use or launch any automated system, including without limitation, robots, spiders, or offline readers, to access the Application, Website or User Content;
(f) attempt to or tamper with, hinder or modify the Application, attempt to introduce viruses or any other computer code, files or programs that interrupt, destroy or limit the functionality, knowingly transmit viruses or other disabling features, damages or interfere with the Application including but not limited to the use of trojan horses, viruses, or piracy or programming routines that may damage or interfere with the Application;
(g) attempt to gain unauthorised access to Thred’s computer network or another User’s Account;
(h) encourage conduct that would constitute a criminal offense, or that gives rise to civil liability;
(i) attempts to damage, disable, overburden, or impair Thred servers or networks;
(j) fail to comply with applicable Third Party Application terms;
(k) post, upload, publish, submit or transmit any Thred Messages and Comments that:
i. infringes, misappropriates or violates a third party’s patent, copyright, trade mark, trade secret, moral rights or other intellectual property rights or rights of publicity or privacy;
ii. is fraudulent, false, misleading or deceptive;
iii. requests money from, or is intended to otherwise defraud other Users;
iv. denigrates Thred or the Application;
v. transmits junk mail, chain letter, spam mail, spimming, phishing, trolling or other unauthorised mass transmission.
vi. contains videos, images or media Content of another person without his or her permission (or if such person is a minor, without the consent of the minor’s legal guardian);
vii. is defamatory, abusive, obscene, pornographic, profane, vulgar, offensive, promotes discrimination, bigotry, racism, hatred, harassment or harm against any individual or group;
viii. is violent or threatening or promotes violence or actions that are threatening or intimidating to any other person; or
ix. promotes illegal or harmful activities or substances.
(l) print, publish, modify, link to or distribute any Content from the Application or any other documentation that Thred provides to Users, unless Thred has authorised so in writing;
(m) breach copyright or Intellectual Property rights, including but not limited to republish, copy, distribute, transmit or publicly display material from the Application;
(n) cause any of the Application to be framed or embedded in another website;
(o) use the Application for commercial purposes;
(p) collect or harvest any personally identifiable information, including phone number, from the Application, nor to use the communication systems provided by the Application for any commercial solicitation or spam purposes;
(q) modify, copy, distribute, transmit, display, perform, reproduce, publish, license, create derivative works from, transfer, or sell or re-sell any Application;
(r) use the Application in any other manner, including, without limitation, resale, transfer, modification or distribution of the Application, Intellectual Property or User Content; or
(s) facilitate or assist another person to do any of the above acts.
Thred reserves the right, in its sole discretion, to terminate any User Licence, remove User Content or assert legal action with respect to User Content or use of the Application that Thred reasonably believes is or might be in violation of these Terms or Thred Policies. Any failure or delay in taking such actions does not constitute a waiver of Thred’s rights to enforce these Terms.
Upon termination of the Terms, Thred has no further obligation to the User, and may cease to provide the Application to the User. The accrued rights, obligations and remedies of the parties are not affected by the termination of the Terms.
10. Consumer Guarantee
(a) The Application comes with consumer guarantees under the Australian Consumer Law in the Competition and Consumer Act 2010 (Cth) (ACL) that cannot be excluded, restricted or modified. Similar consumer protection laws and regulation in other countries may provide consumers with similar guarantees. These Terms must be read subject to the ACL.
(a) Thred provides the Application to the User as is, and the User is using the Application at their own risk.
(b) Thred may provide the Application or Application features to the Users using third party providers. Thred is not responsible for any Services provided by the third parties in relation to the Application.
(c) To the fullest extent allowable under applicable law, Thred disclaims all warranties, representations and conditions, whether express or implied, including any warranties, representations and conditions that the Application is merchantable, of satisfactory quality, reliable, accurate, complete, suitable or fit for a particular purpose or need, non-infringing or free of defects or errors or able to operate on an uninterrupted basis, or that the use of the Application by the User is in compliance with laws applicable to the User or that User Information transmitted in connection with the Application (including as part of online payment) will be successfully, accurately or securely transmitted.
(d) Thred makes no warranties or representations, express or implied, as to the timeliness, accuracy, quality, completeness or existence of any User Content and information displayed or otherwise provided to the User via the Application, technical accessibility, fitness or flawlessness of the Application, or that each User’s use of the Application will not infringe rights of third parties.
(e) Any material downloaded, displayed or otherwise obtained through the Application is accessed at the User’s own discretion and risk. Each User is solely responsible for any damages to their Device, or loss or corruption of data that results or may result from the access or download of any such material.
(f) Thred does not endorse and has no control over the conduct of any User and disclaims all liability in this regard. Thred requires Users to confirm they have provided accurate information.
(g) Each User agrees to take all necessary precautions in any interaction with other Users. Any communication or interaction between Users either via or outside the Application is conducted at their own risk.
(h) Thred does not perform any sort of background checks in relation to Users and does not confirm the accuracy of any User Content or the identity of a User. Users are wholly responsible for all aspects of screening and selecting other Users they contact or who contact them via the Application. If the User believes a User is suspicious, the User should notify Thred.
(i) Thred assumes no responsibility for a User’s compliance with any applicable laws, rules and regulations.
12. Limitation of Liability
(a) As a condition of using the Application, and in consideration of the Application provided by Thred, Thred excludes and the User agrees to the fullest extent allowable under applicable law, in no event shall Thred and its parent or related bodies corporate: (i) be liable to the User or any third party with respect to use of the Application, including without limitation participation in online payment; and (ii) be liable to the User or any third party for any direct, indirect, special, incidental, punitive, consequential, or exemplary damages, including, without limitation, damages for loss of goodwill, lost profits, loss of earnings, loss of business opportunities, loss, theft or corruption of User Information, the inability to use the Application or Device failure or malfunction, however arising (including negligence) or otherwise arising in connection with:
i. the use of the Application by the User, including but not limited to damages resulting from or arising from the User’s reliance on the Application, or the interruptions, errors, defects, delays in operation or other conduct by third parties, or any failure of performance of the Application;
ii. any unauthorised access to or use of Thred’s secure servers and /or any personal information or financial information stored therein;
iii. any errors or omissions in any User Content posted, emailed, transmitted or otherwise made available or any offensive , defamatory or illegal Content;
iv. the disclosure of any of the User’s information;
v. the breach, or alleged breach, of any warranty, express or implied, relating to these Terms or any transaction; or
vi. Government restriction, strikes, war, any natural disaster or force majeure, or any other condition beyond Thred’s reasonable control.
(b) To the fullest extent permitted by applicable law, the User’s sole remedy is to cease use of the Application or to cease participation in online payment if any.
(c) To the fullest extent permitted by applicable law, (but subject to the maximum extent permitted by applicable law) the maximum aggregate liability of Thred and its parent or other affiliated companies to a User, whether in contract, tort (including negligence), strict liability or other theory, arising out of or relating to the use of or inability to use the Application, is the amount that the User pays, if any, to Thred for access to or use of the Application during the six months period immediately prior to the event giving rise to such liability or one hundred dollars (AUD$100) if no such payments have been made, as applicable.
(d) The limitation of liability reflects the allocation of risk between the parties. The limitations specified in this section will survive and apply even if any limited remedy specified in these terms is found to have failed of its essential purpose. The limitations of liability provided in these Terms inure to the benefit of Thred.
(a) By using the Application, the User agrees to defend and indemnify and hold Thred (and any parent, related bodies corporate, officers, directors, contractors, employees and agents) harmless from and against any claims, actions, suits, demands, damages, liabilities, costs or expenses (including legal costs and expenses on a full indemnity basis), including in
i. tort, contract or negligence, arising out of or connected to the User’s use of or access to the Application;
ii. any breach by the User of these Terms;
iii. any wilful, unlawful or negligent act or omission by the User; and
iv. any violation by the User of any applicable laws or the rights of any third party.
(b) Thred reserves the right to assume the exclusive defence and control of any matter otherwise subject to indemnification by the User, in which event the User will cooperate in asserting any available defences.
(c) This defence and indemnification obligation will survive these Terms and the User’s use of the Application. These Terms, and any rights and licences granted hereunder, may not be transferred or assigned by the User, but may be assigned by Thred without restriction.
(a) Amendments: Thred reserves the right to amend, change or modify these Terms or any other Thred Policies related to use of the Application at any time and at its sole discretion by posting revisions on the Website. Continued use of the Application following the posting of these changes or modifications will constitute acceptance of such changes or modifications. If any change or modification is unacceptable to the User, the User can choose to cease to use the Application.
(b) Termination: The Terms are effective until terminated by the User or Thred. These Terms may be terminated at any time without notice by either the User or Thred. In the event of termination, all restrictions imposed on the User by the Terms and limitations of liability set out in the Terms will survive.
(c) Force Majeure: Thred will not be liable for any delay or failure to perform its obligations under the Terms if such delay is due to any circumstances beyond its reasonable control.
(d) Notice: Any notice in connection with these Terms will be deemed to have been duly given when made in writing and delivered or sent by email or post to the party to whom such notice is intended to be given or to such other address or email address as may from time to time by notified in writing to the other party.
(e) Severability: If any provision of these Terms shall be deemed unlawful, void or for any reason unenforceable, then that provision shall be deemed severable from these Terms and shall not affect the validity and enforceability of any remaining provisions, which continue in full force and effect.
(f) Governing Law and Jurisdiction: This Application is governed by the laws of Western Australia and the Commonwealth of Australia. Each Party irrevocably and unconditionally submits to the exclusive jurisdiction of the courts operating in Western Australia. The Application may be accessed throughout Australia and overseas. Thred makes no representation that the content of the Application complies with the laws (including intellectual property laws) of any country outside Australia. If a User accesses the Application from outside Australia, it does so at its own risk and are responsible for complying with the laws in place where they access the Application.
(g) Disputes: The User agree to use their best endeavours to resolve any dispute arising out of or relating to these Terms with Thred, prior to resorting to any external dispute resolution process. Please notify Thred in writing of any dispute the User may have.
(h) Entire Agreement and Understanding: In respect of the subject matter of the Terms, the Terms contain the entire understanding between the Parties. Any previous oral and written communications, representations, warranties or commitments are superseded by the Terms and do not affect the interpretation or meaning of the Terms and each of the Parties has relied entirely on its own enquiries before entering into the Terms.
For any questions or notice, please contact Thred at:
Thred Pty Ltd (ABN 89 608 444 631)
Level 24 Allendale Square, 77 St Georges Terrace, Perth WA 6000
Email: [email protected]
Last update: 3 May 2017
LegalVision ILP Pty Ltd owns the copyright in this document and use without permission is prohibited.