The following Registered Suppliers and Certified Suppliers Terms and Conditions (“Terms & Conditions”) apply to all Registered and Certified Suppliers on application and at all times during the period you remain a Registered or Certified Supplier to Supply Nation. Please take the time to read and understand these Terms & Conditions.
(a) By applying for registration or renewal of registration or certification, the Registered or Certified Supplier agrees to be bound by these Terms & Condition, as amended by Supply Nation from time to time.
2. Supply Nation Certified Supplier Logo and Certificate (Certified Suppliers only)
(a) Certified Suppliers will receive a Certified Supplier certificate and Certified Supplier Logo that they may use to promote their business as a Supply Nation Certified Supplier, subject to these Terms & Conditions.
(b) Subject to clause 3, Supply Nation grants the Certified Supplier a revocable, non-transferable, non-sub licencable, non-exclusive, worldwide license to use the Certified Logo for the sole purpose to promote the business of the Certified Supplier as a Supply Nation Certified Supplier.
(c) Without limiting any other rights or remedies available to Supply Nation, any breach of the license granted in clause 2.b. by the Certified Supplier may result in termination of the Certified Suppliers certification.
3. Supply Nation Certified Logo Conditions of Use
(a) Registered Suppliers do not have permission to use the Certified Logo.
(b) Certified Suppliers may use the Certified Logo for the following purposes:
(i) Supplier diversity identification including on the websites, social media pages, business cards and brochures and other branding of the Certified Supplier;
(ii) Business development material related to the Certified Supplier including tenders, proposals, quotes, pitch books, presentations and invoices;
(iii) Correspondence related to the Certified Supplier including email signatures and letterheads; and
(iv) Official corporate communications related to the Certified Supplier including annual reports and press releases.
(c) Registered and Certified Suppliers must not use the Certified Logo for any other purpose other than those listed in this clause 3, unless prior written consent has been granted by Supply Nation in writing.
(d) The Certified Logo must not be edited, cropped, modified or changed in any way without the prior written consent of Supply Nation.
(e) Registered and Certified Suppliers are not permitted to pass, transfer or issue the Certified Logo to a third party to use. Third parties wishing to use the Certified Logo (or any other Supply Nation logo) must contact Supply Nation directly for permission.
(f) The Registered and Certified Supplier acknowledges and agrees that Supply Nation owns all right, title and interest (including Intellectual Property Rights) in and to the Certified Logo and only Supply Nation may authorise licensing for use the Certified Logo. No right, title or interest in the Certified Logo is granted or transferred to the Registered or Certified Supplier otherwise than as granted pursuant to these Terms & Conditions.
(g) If a Registered or Certified Supplier is or becomes aware of any unauthorised use of the Certified Logo, including the use of a similar mark, the Registered or Certified Supplier must immediately bring this use to the attention of Supply Nation. Supply Nation reserves all rights to take any action it deems appropriate to protect and enforce its right, title and interest in and to the Certified Logo.
(h) No Registered or Certified Supplier may commence any infringement or other legal action in connection with the use of the Certified Logo or similar mark by a third party without the prior written consent of Supply Nation.
(i) Certified Suppliers consent to Supply Nation to, at any time, undertaking an audit of the Certified Supplier’s use of the Certified Logo. You will within fourteen (14) days of receiving a request from Supply Nation provide all information relating to the Certified Supplier’s use of the Certified Logo including, but not limited to, where and how the Certified Logo is being used by the Certified Supplier and any other information reasonably required by Supply Nation to complete the audit.
4. Corporate Events
(a) Pursuant to clause 1.b., when registering and attending any Supply Nation Corporate Event, the Registered or Certified Supplier agrees to comply with the Supply Nation Events Terms & Conditions.
5. Electronic Exchange of Information and use of Supply Nation Website
(b) The Supply Nation Website and the Content on the Website is protected by Intellectual Property Rights laws. The Website and all Content on the Website is owned by or licensed to Supply Nation and Supply Nation reserves all Intellectual Property Rights in the Website and the Content.
(d) The Website or Content on the Website may contain Indigenous Cultural and Intellectual Property (ICIP) which belongs to the relevant Indigenous language owners, custodians, creators and their descendants. In any use of the Website or the Content, the Registered or Certified Supplier agrees to abide by any cultural or ICIP policy or procedure of Supply Nation, as amended from time to time, and respect the ICIP and the rights of traditional owners or custodians of that ICIP.
(e) The Registered or Certified Supplier may only use the Website and the Content on the Website for lawful purposes and in a manner consistent with the nature and purpose of registration or certification. The Registered or Certified Supplier must not use the Website to exchange Content or other information between Members, Registered or Certified Suppliers or other third parties in an unlawful manner, or to send or distribute any messages, materials or content that may be considered unlawful.
(f) Supply Nation takes a zero tolerance approach to the sending of unsolicited commercial electronic communication, email or SMS, or any other form of SPAM by Registered or Certified Suppliers via or in connection with the Website.
6. Confidentiality & Privacy
(a) You agree not to disclose any Supply Nation Confidential Information without Supply Nation’s prior written consent.
(c) Supply Nation from 1st July 2015 will provide the service “Indigenous Business Direct” or similar to the public. As an approved Registered or Certified Supplier you consent to the listing of your business/company being publically available including:
(i) Company information (including Business Name, Trading Name, website, ABN, ACN, AICN, business activity/sectors, business location, number of employees (Indigenous and non-Indigenous), geographic reach and previous experience); and
(ii) Ownership information (including % Indigenous ownership).
(a) To the maximum extent permitted by law, Supply Nation will not be liable under any circumstances (whether in contract, tort including negligence, statute or otherwise) for any loss, damage, claim, demand or expense of any kind incurred by the Registered or Certified Supplier or a third party in relation to unauthorised access, misuse, corruption or loss of Content or any other information exchanged over the Supply Nation Website.
(b) The Registered or Certified Supplier agrees to indemnify, defend and hold harmless Supply Nation and its licensors, suppliers, and our and their subsidiaries, affiliates, related entities, officers, directors, shareholders, agents, co-branders or other partners, employees, successors and assignees from any and all liability, cost, expense, loss, claim or demand, including reasonable legal costs, incurred by Supply Nation due to or arising from Content or any other information exchanged in any way whatsoever between the Registered or Certified Supplier and a third party (including another Registered or Certified Supplier or Member).
(c) Supply Nation accepts no liability or responsibility to any third party in connection with our services. The Registered or Certified Supplier agrees to reimburse Supply Nation for any liability (including reasonable legal costs) Supply Nation incurs in connection with any claim by a third party arising from the Registered or Certified Supplier’s breach of these Terms & Conditions.
(d) Supply Nation will not in any event be liable to the Registered or Certified Supplier for any indirect, economic, incidental, special or consequential loss including, without limitation, loss of profits or use or goodwill or anticipated savings or revenue or contracts, whether or not Supply Nation has been advised of the possibility of such loss.
(e) Subject to clauses 7.a. – 7.d., to the extent permitted by law, Supply Nation’s liability to the Registered or Certified Supplier for any loss or damage will be limited to recovery of direct damages not exceeding AUD$5,000.00.
(f) Supply Nation’s liability for any loss or damage sustained by the Registered or Certified Supplier will be reduced proportionately to the extent that such loss or damage has been caused by the Registered or Certified Supplier’s failure to comply with its obligations and responsibilities under these Terms & Conditions and/or to the extent that the negligence or other wrongful act or omission of the Registered or Certified Supplier has contributed to such loss or damage, regardless of whether a claim is made by the Registered or Certified Supplier for breach of contract or for negligence or under an indemnity.
8. Suspension or Termination of Registration or Certification
(a) Supply Nation, in its sole discretion, may restrict, suspend or terminate the Registered or Certified Supplier’s registration or certification, respectively, immediately if the Registered or Certified Supplier fundamentally breaches these Terms & Conditions or ceases to operate.
(b) The following acts amount to a fundamental breach of these Terms & Conditions:
(i) The Registered or Certified Supplier is in breach of any material obligation, warranty or representation made under these Terms & Conditions, including obligations under clause 3, 5 and 6;
(ii) The Certified Supplier goes beyond the scope of the license granted for use of the Certified Logo under clause 2.b.;
(iii) The Registered or Certified Supplier conducts itself in a manner contrary to Supply Nation’s vision or values, engages in any conduct prejudicial to the reputation or detrimental to the interests of Supply Nation or otherwise does not comply with Supply Nation’s Member/Supplier Code of Conduct.
(c) In the event of a fundamental breach under this clause 8, Supply Nation may serve written notice to the Registered or Certified Supplier and if the Registered or Certified Supplier fails to rectify the breach and/or comply with any reasonable resolution/action requested by Supply Nation for rectification of the breach within 10 business days, the Registered or Certified Supplier’s registration or certification, respectively, will automatically terminate.
(d) Upon termination, all rights granted to the Registered or Certified Supplier under these Terms & Conditions will revert to Supply Nation and the Registered or Certified Supplier must:
(i) Cease to represent itself as a Registered or Certified Supplier of Supply Nation;
(ii) Cease to reproduce or otherwise use the Certified Logo;
(iii) Remove the Certified Logo from any and all material, information and content, including the Certified Supplier’s branding, website and social media pages, business development materials, correspondence and corporate communication;
(iv) Return all materials supplied by Supply Nation (including the Certified Logo) within 10 business days, or if directed by Supply Nation, destroy all copies of those materials.
9. Entire Agreement
This Agreement constitutes the entire agreement, understanding and arrangement (express and implied) between the Registered or Certified Supplier and Supply Nation relating to the subject matter of this agreement and supersedes and cancels any previous agreement, understanding and arrangement relating thereto whether written or oral.
If any provision of these Terms & Conditions is held by a court of law to be invalid or unenforceable under any applicable statute or rule of law, such provision shall cease to apply or to bind the parties but the remainder of these Terms and Conditions shall continue to be binding and in full force and effect.
11. Governing Law
The laws in force in New South Wales apply to these Terms & Conditions and the parties agree to irrevocably submit to the exclusive jurisdiction of the courts of that State.
In these Terms & Conditions, unless the contrary intention appears:
Certified Logo means the Supply Nation certified logo, being registered trade mark 1531409, that Supply Nation has granted a license to the Certified Supplier to use in accordance with these Terms & Conditions.
Certified Supplier or ‘you’ means a current approved Indigenous business and certified supplier of Supply Nation meeting certification criteria.
Confidential Information means information that is by its nature confidential or by the circumstances in which it is disclosed is confidential including but not limited to any information, trade secrets, technical data or know how relating to the research or development, products, services, inventions, manufacturing processes, production techniques, purchasing, accounting, marketing, merchandising and sales of Supply Nation, but excludes the Certified Logo where a licence for use is expressly granted under these Terms & Conditions.
Content means any and all information, material, content, products and/or services available on or through the Website including, but not limited to text, graphics, logos, software, documents, reports, papers, articles, brochures, newsletters, comments, courses, workshops, seminars, webinars, videos, audio, images and Indigenous Cultural and Intellectual Property such as Indigenous languages and cultural heritage.
Corporate Event means the event organised and promoted by Supply Nation which the Registered or Certified Supplier may register to attendincluding, but not limited to, a Connect conference, tradeshows, and gala dinner awards.
Indigenous means Australian Aboriginal and Torres Strait Islander people.
Indigenous Business Direct means the Indigenous business directory managed by Supply Nation and available from the Website.
Indigenous Cultural and Intellectual Property meansIndigenous peoples’ intangible and tangible heritage. Heritage comprises all objects, sites, cultural expression and knowledge including language, the nature or use of which has been transmitted or continues to be transmitted from generation to generation, and which is regarded as pertaining to a particular Indigenous group or its territory.
Intellectual Property Rights means any and all intellectual and industrial property rights throughout the world, whether subsisting now or in the future and includes all copyright and analogous rights, all rights in relation to inventions (including patent rights), trade marks, designs, circuit layouts, databases, business and company names, domain names, trade secrets, know-how or Confidential Information, whether registered or unregistered.
Member means an organisation or other entity that is a current approved member of Supply Nation that seeks to purchase products and/or services from Indigenous businesses.
Registered Supplier or ‘Registered’ or ‘you’ means a current approved Indigenous business and registered supplier of Supply Nation meeting registration criteria.
Supply Nation or ‘we’ means the Australian Indigenous Minority Supplier Office Limited trading as Supply Nation ABN 50 134 720 362.
Terms & Conditions means these Registered Supplier and Certified Supplier Terms and Conditions, as amended from time to time.