Tax Lodgment Portal Terms of Use

1. Background

Thank you for visiting our Terms of Use (Agreement), we are W & D Holdings Pty Ltd ACN 665 446 051 of Shop 170, 8-34 Gladstone Park Drive, Gladstone Park, VIC 3043 (LinkAdviser, we, our, us and other similar terms). We provide remote tax lodgement services via our online portal, which we refer to within this Agreement as our Tax Lodgement Portal (Tax Lodgement Portal).

This Agreement outlines the terms and conditions associated with your use of our Tax Lodgement Portal. It is your obligation to ensure that you have read, understood and agree to the most recent terms available at www.linkadviser.com.au (Website)

2. Disclaimer – No lodgement without an Engagement Letter

You acknowledge and agree that use of the Tax Lodgement Portal does not, in itself, satisfy your tax obligations at law.

In order to make use of our remote tax lodgement services, you must agree to, and comply with, our Engagement Letter.

These terms apply only to your use of our Tax Lodgement Portal, whether or not you ultimately engage us to lodge your tax return.

3. Agreement

3.1 Accepting this Agreement

By creating a Tax Lodgement Portal Account, you agree to comply with and be legally bound by the terms and conditions of this Agreement. If you do not agree to these terms, you have no right to continue using our Tax Lodgement Portal.

Our Tax Lodgement Portal is not intended for and may not be used by children under the age of 13. By using our Tax Lodgement Portal, you represent that you’re at least 13 years old.

3.2 About this Agreement

Throughout the Agreement we use some capitalised words and phrases, like the word Agreement. These capitalised words and phrases are defined in clause 17.1. They aid to clarify the terms and conditions. Please feel free to email us at info@linkadviser.com.au if you have any questions.

4. Term

This Agreement will commence when you create an Account for our Tax Lodgement Portal and will continue until the date of termination of this Agreement in accordance with clause 15.

5.Licence

5.1 Licence

We grant you a non-transferrable, non-exclusive and revocable licence to access our Tax Lodgement Portal for the Term, subject to the terms and conditions of this Agreement.

5.2 Our right to suspend

We reserve the right to limit or suspend your licence to access our Tax Lodgement Portal if, in our reasonable opinion, you are in breach of any of your obligations or warranties in this Agreement. Suspending your account will not constitute a breach of this Agreement by us.

6. Payment

There is no cost to use our Tax Lodgement Portal. Any fees charged by us in relation to our remote tax lodgement services will be set out in our Engagement Letter.

7.Requirements for use

7.1 Access

You acknowledge and agree our Tax Lodgement Portal will only be accessible using the internet, by users with a valid Account and will not be available “locally” from your own servers or devices.

7.2 Support

Support for our Tax Lodgement Portal is provided in accordance with the support arrangements as set out on our Website and may vary from time to time.

7.3 Tax Lodgement Portal outages and system maintenance

If it is necessary to interrupt your use of our Tax Lodgement Portal, we will endeavour to provide you with reasonable notice (where possible) of when, and the anticipated duration for which, our Tax Lodgement Portal will be unavailable.
You acknowledge access to our Tax Lodgement Portal may be changed, interrupted or discontinued for many reasons, some of which are beyond our control and during routine maintenance there may be updates to our Tax Lodgement Portal which may change the interface and manner in which it functions.

You agree that we are not liable for any loss, foreseeable or not, arising from any interruption to access, planned or not, and any such interruptions will not constitute a breach by us of these terms.

8. Your use of our Tax Lodgement Portal

8.1 Registering an Account

In order to use our Tax Lodgement Portal, you are required to provide us with Personal Information and create an Account with us.
You agree to provide any information reasonably requested by us for the purpose of setting up your Account. You warrant that all of the information you provide to us is accurate and complete in all respects, you will inform us by updating your Account details whenever any such information changes and you will not provide false or misleading information.
We reserve the right to reject any new Account in our absolute discretion.

8.2 Account security

Maintaining the security of your Account is important to ensuring your Personal Information, and that data which we process on your behalf, remains safe. We work hard to keep our Tax Lodgement Portal secure and we ask you to contribute.
You agree not to request or allow another person to create an Account on your behalf, for your use, or for your benefit, except that an authorised employee or agent may create an Account on behalf of your business. You also agree not to disclose your Account security credentials to another person or permit them to access your Account. You are responsible for the activities undertaken using your Account which occur via our Tax Lodgement Portal, whether such activities are authorised by you or not.

8.3 Lawful use of our Tax Lodgement Portal

You undertake not to upload, store or access any data on our Tax Lodgement Portal if such access or storage would infringe a person’s Intellectual Property right, breach any Privacy Law or breach any other law or applicable code (including any common law, statute, delegated legislation, rule or ordinance of the Commonwealth, or a State or Territory).

8.4 Conduct which is expressly prohibited

You must not:

in any way tamper with, hinder or modify our Tax Lodgement Portal;
use our Tax Lodgement Portal directly or indirectly for any activity or transmit any information or material unlawfully, or which is obscene, indecent, uses offensive language, defames, abuses, harasses, stalks, threatens, menaces or offends any person;
knowingly transmit any viruses or other disabling features to or via our Tax Lodgement Portal;
intentionally disable or circumvent any protection or disabling mechanism of our Tax Lodgement Portal;
install or store any software applications, code or scripts on or through our Tax Lodgement Portal;
use our Tax Lodgement Portal in any way which could be reasonably expected to interfere with or damage our systems, any other operator’s systems, or another user’s enjoyment of our Tax Lodgement Portal;
use our Tax Lodgement Portal in connection with a breach of any law in Australia or the jurisdiction in which you operate; or
attempt, facilitate or assist another person to do any of the above acts.

8.5 Not a storage facility

You acknowledge and agree that our Tax Lodgement Portal is not a storage facility and that you must not rely on us to store or maintain your tax records.
You are solely responsible for keeping copies of any documents you require for tax or other purposes.

9. Privacy

You agree and consent to us handling your Personal Information in accordance with our Privacy Policy. We may amend our Privacy Policy in our sole discretion. If we amend our Privacy Policy, we will post the new version on our Website.

10. Confidentiality

10.1 Confidentiality

A party will not, without the prior written approval of the other party, disclose the other party’s Confidential Information.
Each party will take all reasonable steps to ensure that its employees, agents, and any sub-contractors engaged for the purposes of the Agreement do not make public or disclose the other party’s Confidential Information.
A party will not be in breach of this clause 10 in circumstances where it is legally compelled to disclose the other party’s Confidential Information.

10.2 Permitted Disclosures

We may disclose information, including, but not limited to, your Personal Information or a transmission made using our Tax Lodgement Portal, in order to comply with a court order, subpoena, summons, discovery order, warrant, statute, regulation, governmental request, to protect our legal rights, prevent harm to persons or where such disclosure is consistent with the terms and considitions set out in our Engagement Letter (Permitted Disclosures).

11. Intellectual Property

We warrant we own or have a licence to use the Intellectual Property in our Tax Lodgement Portal.
You must not do any of the following, assist anyone to do any of the following or permit any person over whom you have effective control to:

create an adaptation or translation of, all or part of our Tax Lodgement Portal in any way;
incorporate all or part of our Tax Lodgement Portal in any other webpage, site, application or other digital or non-digital format; or
except to the extent that reproduction occurs automatically through its ordinary use, directly or indirectly copy, recreate, decompile, reverse engineer or otherwise obtain, modify or use any source or object code, content, architecture, or algorithms contained in our Tax Lodgement Portal.

12. Warranties

We aim to provide the best possible user experience, however, subject to the Non-excludable Conditions, we make no warranties or guarantees that our Tax Lodgement Portal is fault free, regarding our Tax Lodgement Portal’s fitness for any particular purpose which we have not expressed, or regarding your access to, or the results of your access to, our Tax Lodgement Portal including its correctness, accuracy, timeliness, completeness, reliability or otherwise.

13. Limitation of Liability

13.1 Implied Conditions

We expressly exclude all conditions, warranties and other terms which might otherwise be implied by any law, regulation, statute, common law or law of equity except any Non-excludable Condition.

13.2 Limitation of Liability

Subject to the Non-excludable Conditions, we exclude all other liability for any costs, including consequential losses, suffered or incurred directly or indirectly by you in connection with this Agreement, including:

our Tax Lodgement Portal being inaccessible for any reason;
incorrect or corrupt data, lost data, or any inputs or outputs of our Tax Lodgement Portal;
computer virus, trojan and other malware in connection with our Tax Lodgement Portal;
security vulnerabilities in our Tax Lodgement Portal or any breach of security that results in unauthorised access to, or corruption of data;
negligence arising from our activities or that of our service providers;
the occurrence of an Event of Force Majeure;
your breach of this Agreement; or
any act or omission by you, your personnel, your associates or any related body corporate under or in relation to this Agreement.

13.3 Limits to liability associated with goods and services

To the maximum extent possible under the law, we limit our liability for any breach to: in the case of goods: the re-supply of the goods or payment of the cost of the re-supply of the goods, or the replacement or repair of the goods or payment of the cost of replacement or repair of the goods; and in the case of services: the resupply of the services or the payment of the cost of having the services resupplied.

13.4 Indemnity

You indemnify us against all costs suffered or incurred by us, however caused, arising wholly or partially, directly or indirectly, in connection with this Agreement or your use of our Tax Lodgement Portal, including any costs arising from your breach of this Agreement, your infringement of any third party Intellectual Property rights associated with this Agreement, any harm to, claim or action by a third party (including to that third party’s personal property) which arise directly or indirectly from your use of our Tax Lodgement Portal and your breach of any law.

14. Dispute Resolution

A party claiming a dispute has arisen under this Agreement (Dispute) must give written notice to the other party specifying the nature of the Dispute. The parties must submit themselves to the dispute resolution procedure set out in this clause 14 before commencing any legal proceedings.

If the parties cannot resolve the Dispute between themselves within 30 days then either party may require the Dispute to be referred for mediation. The mediation must be undertaken in accordance with the Resolution Institute Mediation Rules, within the jurisdiction of the Agreement and, unless otherwise agreed between the parties, using a mediator nominated by the Resolution Institute. If the Dispute is not resolved within 30 days of the mediation commencing either party may commence proceedings in respect of the Dispute.

Each party must pay its own internal and legal costs in relation to complying with this clause 14. The mediator’s costs are to be shared equally.
The parties acknowledge and agree this clause 14 does not apply to the recovery of any debt or prevent a party from instituting proceedings for the purposes of seeking urgent injunctive or similar interim relief from a court.

15. Termination

15.1 Termination

You may terminate this Agreement by sending us a Cancellation Notice or cancelling your subscription via the facility in your Account. Either option satisfies the requirements for termination to be provided in writing.
You acknowledge and agree that we may provide notice of termination to the email address associated with your account.
Either party may terminate this Agreement by providing the other party with 14 days notice in writing.

15.2 Actions upon termination

Upon termination:

you must immediately stop using our Tax Lodgement Portal;
we reserve the right to permanently erase any data associated with your Account; and
you will no longer have access to your Account or any data stored in it.

16. General

Assignment – We may assign, encumber, declare a trust over or otherwise create an interest in our rights in this Agreement without your consent.

Entire Agreement – This document contains the entire agreement between the parties about its subject matter. Any previous understanding, agreement, representation or warranty relating to that subject matter is replaced by this document and has no further effect.

Governing law – The laws of Victoria govern this Agreement. The parties submit to the non-exclusive jurisdiction of courts exercising jurisdiction there.

Notices – The parties agree all notices, disclosures and other communications that are provided in accordance with this clause, satisfy any legal requirement that such communications be in writing. Any communication under or in connection with this Agreement:

which we send to you, will be sent to the email address provided to us in your Account and by accepting these terms you give your consent to receive communications from us by email; and
which you send, must be either delivered or posted by prepaid post to the address set out at clause 1 or sent by email to our email address set out at clause 3.2.

Severability – Any provision of this document which is unenforceable or partly unenforceable is, where possible, to be severed to the extent necessary to make this document enforceable, unless this would materially change its intended effect.

Variations to this Agreement – We may vary this agreement by giving 14 days written notice to you. If you do not accept the terms of the variation you may terminate your subscription in accordance with clause 15.1.

17. Definitions and interpretation

17.1 Definitions

Unless the terms and conditions of the Agreement state otherwise, the following expressions used in this Agreement have the following meanings:

Account or Tax Lodgement Portal Account means the username and access credentials used when you access our Tax Lodgement Portal.

Agreement means these terms and conditions and any document incorporated into them by reference.

Cancellation Notice means a notice sent by either party, in accordance with clause 15, requesting the termination of this Agreement.

Confidential Information means information that is by its nature confidential, including but not limited to information relating to either party’s business, tax affairs, personnel, policies, practices, clientele, business strategies, Intellectual Property rights, the system operations associated with our Tax Lodgement Portal and security credentials. But does not include information already rightfully known to the receiving party at the time of disclosure by the other party or in the public domain other than as a result of a disclosure in breach of its obligations of confidentiality under this Agreement.

Engagement Letter means a separate agreement between you and us for our remote tax lodgement services.

Event of Force Majeure means an act of war (whether declared or not) or terrorism, the mobilisation of armed forces, civil commotion or riot, natural disaster, health epidemic, industrial action or labour disturbance, currency restriction, embargo, action or inaction by a government, a failure of a supplier, public utility or common carrier or computer disruption due to the effects of a computer virus, trojan, malware, a ransomware attack or other malicious code.

Intellectual Property means all present and future rights conferred by statute, common law or equity (and all moral rights) in or in relation to business names, domain names, circuit layouts, computer code, confidential information, copyright, designs, formulas, inventions, knowhow, patents, plant varieties, recipes, trade marks, and other results of intellectual activity in the industrial, commercial, scientific, literary or artistic field, the benefit of any application to register such a right and the benefit of any renewal or extension of such a right.

Non-excludable Condition means any guarantee, condition or warranty (such as the consumer guarantees implied by the Competition and Consumer Act 2010 (Cth)), which cannot by law be excluded.

Personal Information means information or an opinion about an identifiable individual (not a company), whether or not that information or opinion is true or in a material form.

Privacy Law means both the privacy laws in the jurisdiction in which you operate and the Privacy Act 1988 (Cth) incorporating the Australian Privacy Principles.

Privacy Policy means the privacy policy available on our Website as amended by us from time to time.

Term takes its meaning from clause 4.

You or your means the person or entity using our Tax Lodgement Portal.

Us, we or our means W & D Holdings Pty Ltd ACN 665 446 051.

Website means the website located at www.linkadviser.com.au and any of its subdomains.

17.2 Interpretation

Unless the terms and conditions of the Agreement explicitly state otherwise, the Agreement will be interpreted as follows:

a reference to a party includes that party’s permitted assigns, administrators, successors, executors, legal representatives and any novated party;
unless used for the usual grammatical purpose, inverted commas around a term indicate industry jargon that will be interpreted according to how that term would be understood by an individual with expertise in the relevant industry;
“including”, “includes” or any derivation of those words does not limit the matter in question to the things specifically mentioned in the applicable context;
where a term is defined, other grammatical forms of that term will be taken to have the same meaning;
headings are for convenience and will not affect interpretation;
words in the singular will be taken to include the plural and also the opposite;
when any kind of legislative instrument is referenced, the reference will be taken to be that instrument as updated or substituted for by the legislative body;
a reference to a party’s conduct includes omissions as well as acts; and

if a party is described as having discretion in a matter, the discretion in that matter will be interpreted as sole and absolute.