Terms of Service

This website and its related services, products, websites, tools and applications (Platform) is owned and operated by Rumi Insights Pty Ltd ACN 640 313 435 (trading as “Rumi”).

These terms of service (Terms of Service) set out the terms on which we agree to give you access to use the Platform and our Services. Other terms and conditions contained in our privacy policy (Privacy Policy) and elsewhere on our Platform also form part of our agreement with you.

Please carefully read these Terms of Service. By using the Platform or obtaining our Services, you agree to be bound by these Terms of Service and our Privacy Policy. If you do not agree to be bound by these Terms of Service, you must not use the Platform or our Services. We reserve the right to amend these terms and conditions from time to time. Amendments will be effective immediately upon publication on this Platform. Your continued use of this Platform and our Services following this publication will represent an agreement by you to be bound by the terms and conditions as amended.

1. Definitions & Interpretation

1.1 Definitions

In these Terms of Service unless inconsistent with the context or subject matter:

Account: means a User’s account to use the Platform.
Applicable Laws: means any applicable laws (including orders, by-laws and regulations) in the jurisdiction in which you are located.
Forum: means any forum operated by Rumi, and sponsored by a Sponsor on the Platform, including without limitation: discussion threads, forums, virtual committees, advisory boards and other project types added by Rumi from time to time.
Insolvency Event: has the meaning given in the full definitions, covering circumstances such as inability to pay debts, winding up, administration, receivership, deregistration, arrangements with creditors, sequestration and bankruptcy declarations.
Intellectual Property Rights: all present and future rights conferred by law in or in relation to copyright, trade marks, designs, patents, circuit layouts, plant varieties, business and domain names, inventions and confidential information, and other results of intellectual activity whether or not registrable, registered or patentable.
Loss: any loss, liability, cost (including legal costs on a solicitor and own client basis), charge, expense, tax or damage of any nature whatsoever, including lost profits, loss of goodwill, loss of business, loss of production and any other special, incidental, exemplary, compensatory or consequential damages, losses or expenses.
Materials: all materials, documentation and information (whether reduced to written form or otherwise) provided by us to you at any time.
our, us and we: Rumi.
Participant: means a User who uses the Platform to participate in Forums.
Policy: any policy of Rumi in place from time to time (including the Privacy Policy).
Privacy Legislation: means the Privacy Act 1988 (Cth), including Australian Privacy Principles, and the guidance and codes of practice issued by the Office of the Australian Information Commissioner from time to time.
Privacy Policy: the terms of the Rumi Privacy Policy published on the Platform as amended from time to time.
Services: any services we provide to you, including the Platform.
Sponsor: means a User who sponsors Forums on the Platform.
State: New South Wales.
User: any person who uses the Platform.
User Content: such content uploaded to or stored on the Platform by you, transmitted by the Platform at your instigation, or supplied by you to Rumi for uploading to, transmission by or storage on the Platform in accordance with clause 9.2.
you and your: a User.

1.2 Interpretation

In these Terms of Service, standard rules of interpretation apply unless the contrary intention appears or context otherwise requires: headings are for convenience only; the singular includes the plural and vice versa; words denoting any gender include all genders; “person” includes any individual, corporation or other body; a reference to a document includes its amendments; a reference to a law includes legislation, regulations, judgments and rules of common law or equity as amended; a reference to time or a day is a reference to time or a day in the capital city of the State; a reference to writing includes email; and terms following “include”, “including”, “for example” or “such as” do not limit the preceding words.

2. Using The Platform

The Platform provides a secure online discussion platform designed to facilitate the discussion between Participants in response to questions and topics raised by Sponsors. The Platform provides Sponsors with the ability to sponsor Forums and invite Participants to participate in such Forums.
Users (and those who act on behalf of them) who use the Platform as a sponsor of Forums are referred to as Sponsors and the specific provisions of clause 4 apply to them.
Users who are invited by Sponsors to use the Platform to participate in Forums conducted by Sponsors are referred to as Participants and the specific provisions of clause 5 apply to them.
Although the Platform facilitates the discussion, collaboration and running of Forums, you acknowledge that we are unable to control what other Users say or do, and we aren’t responsible for their (or your) actions, conduct or content. Rumi makes no guarantees that the provision of the Platform and/or the Services will result in any specific gain and the use of any information contained or gained in the Platform is solely at your own risk.
Your use of this Platform is by non-exclusive, revocable licence granted by Rumi strictly in accordance with these Terms of Service.
Our Platform is available only to, and may only be used by, persons who can form legally binding contracts under Applicable Laws. If you do not qualify, please do not use our Services.

3. Your Account

In order to use some of the features on the Platform, you may need to register with us and set up an Account with your email address and a password or similar. Sponsors will be required to submit an application first and Participants are to be invited by a Sponsor to gain access.
In creating and using an Account (or otherwise submitting your details): you must not use false or misleading information and must update your details should they change; you must follow any password policies made available on the Platform; you are solely responsible for maintaining the confidentiality of your login information and you are liable for all activities that happen under your Account; and you must notify Rumi immediately if you become aware of any unauthorised use or access of your Account or other security breach.
If we enable you to connect to the Platform with a third-party service, you grant us permission to access, store, and use your information from that service as permitted by that service and as described in our Privacy Policy.

4. Sponsors

4.1 Applying to be a Sponsor

Sponsors must submit an application to us to join the Platform and set up an Account. We may in our sole discretion accept or reject an application, without any obligation to provide reasons.

4.2 Sponsor obligations

Upon request, the Sponsor must provide such documentation as we determine is necessary. Sponsors acknowledge that they or their invited Participants are solely responsible for their Forums (including content shared) and that we will not have any liability for such, and that they are not permitted to share contact information of any Participants with another User (except with consent).

4.3 Your access to the Platform

Your access to the Platform will continue until terminated in accordance with these Terms of Service.

4.4 Forums on the Platform

Once accepted as a Sponsor and having paid any applicable fees, you may set up and sponsor a Forum and invite your Participants. You represent and warrant that the provision and running of any Forum is not in breach of these Terms of Service, complies with all Applicable Laws, does not conflict with the rights of any third parties, that all information you provide is valid, true and correct, and that you have the legal right to run and sponsor the Forum. You must monitor your Forum at all times and follow up any mention of adverse events.

4.5 Fees and Payment Process

In consideration of us providing the Platform, you agree to pay a one-time set up fee per Forum and the hosting fees for each Forum run and/or sponsored on the Platform. Fees and any limitations are as specified on the Platform. We reserve the right to increase fees on at least 30 days written notice. Fees are payable by bank transfer, are exclusive of GST or similar taxes, are stated in AUD unless otherwise stated, and must be paid without set-off. We do not collect any fees from Participants.

4.6 Overdue payments

Where any fees are not paid by the due date, Rumi reserves the right to suspend your access to the Platform until all overdue amounts are received in cleared funds.

4.7 Trials

Rumi may in its sole discretion offer free or discounted pricing. Once the terms of a trial expire, Rumi’s normal billing rates apply.

4.8 Refunds

Except as set out under this clause and to the extent permitted by law, we do not offer refunds where a Forum has been cancelled or otherwise. If a Forum is cancelled prior to going live, you may be entitled to a refund of 50% off the final (second) invoice, at our discretion. We have no liability if a Participant terminates their agreement with you or decides not to participate.

4.9 Arrangements and Communications with other Users

Any arrangement or communication entered into with a Participant is solely at your own risk. We are not a party to any arrangement between you and a Participant. If you submit content on the Platform you are solely responsible for it.

4.10 Legal rights of Sponsors

Your legal rights in connection with the provision of the information or content or otherwise of the Forum are against the Participant and not us.

5. Participants

Participants are sponsored by a Sponsor to gain access to their Forums. Access is by personal arrangement between the Sponsor and the Participant (we are not a party to such arrangement). Participants can access any Forums they have been invited to by following the link provided by the Sponsor. Participants must not submit any individually identifiable medical information of a person without prior written consent, and warrant that all information they provide is valid, true and correct and that they have the legal right to engage in the Forums. We have no liability or obligation to you if any arrangement with a Sponsor does not operate as intended; your rights to any refund are against the Sponsor and not us. Your legal rights in connection with the Forum are against the other Users and not us.

6. Prohibited Use

You acknowledge and agree that you must not use the Platform and/or the Services (or submit any information):

in a way that violates these Terms of Service;
for unlawful or dangerous activities or purposes;
in a way that is fraudulent, inaccurate, false, misleading or deceptive (including impersonating others);
in a way that would infringe any third party’s rights;
to commit forgery (or attempted forgery), or harm minors in any way;
to collect, store, input, upload, post, disclose or transmit personal information or data about others, including email addresses;
in a way that is in breach of any of our policies;
in a way that is defamatory, trade libellous, unlawfully discriminatory, threatening or harassing;
in a way that damages the credibility of the Platform or us, or creates liability for us;
to distribute any virus, trojan horse, worms or other harmful code;
in connection with the distribution of unsolicited commercial email (“spam”) or advertisements;
to resell or provide the Services for a commercial purpose;
in any manner which could damage, disable, overburden or impair the Platform;
using any robot, spider, scraper, data mining or extraction tools or other automated means; or
in a way that violates any Applicable Law.

7. Access & Termination

You may terminate these Terms of Service at any time without cause by giving notice or following the prompts on the Platform. For Sponsors, no pro-rata refund is offered on termination except as expressly set out or where we are in breach and fail to rectify. We may terminate these Terms of Service or your Account at any time without cause on notice, and may immediately suspend, restrict or terminate access where reasonably necessary for security, technical, copyright or operational reasons, where you breach these Terms, violate third-party rights, are engaged in illegal or fraudulent use, use the Services in a way that could cause Loss, or suffer an Insolvency Event. We reserve the right to withdraw, amend, update or change the functionality or content of the Platform at any time, without notice.

8. Effects of termination

On termination: your right to use the Platform is revoked and access is terminated; you must cease using the Platform; and for Sponsors, all amounts payable become immediately due and payable within 7 days without set-off. We reserve the right to remove or delete any User Content associated with your Account within 14 days after termination. It is solely your responsibility to download any User Content before expiry or termination.

9. Intellectual Property Rights and data

9.1 Our rights to the Platform

We (or our relevant licensors) own all right, title and interest in and to the Platform and the Materials, including the Intellectual Property Rights that subsist in each, any customisations and modifications, related information technology, marketing and technical information (but excluding User Content). No right, title or interest is transferred to you except as expressly stated. You will not copy, reproduce, reverse engineer, decompile, translate, alter, modify or create derivative works, except with our prior written permission.

9.2 Your content you provide us

Any content you upload, post or transmit (User Content) remains your or your licensor’s property. You grant us an unconditional, irrevocable, worldwide, perpetual, fully paid-up, transferable, non-exclusive licence to use, reproduce, commercialise, modify, adapt, publish, transmit, distribute, communicate, translate, display and create derivative works of any User Content in connection with the Services. You warrant that you own or have the necessary licences to post such User Content and that it will not infringe any third-party rights. We will not be liable in any way for any User Content.

9.3 Content others provide

Other Users may make content available to you. You may only access and view this content for your informational, non-commercial and personal use and are not permitted to otherwise exploit it without consent.

9.4 Goodwill

All goodwill associated with the Services inures exclusively to our benefit and you have no right to share in any such goodwill.

10. Privacy

In respect of any Personal Information included in User Content or otherwise provided to, collected or received by either party, you must comply with the Privacy Legislation and our applicable Policies and guidelines. You warrant that all Personal Information you provide complies with these Terms and must inform us immediately of any breach of Privacy Legislation. If either party receives a request for access to or correction of Personal Information, it must notify the other party before acting.

11. Content disclaimer

We may provide access to content supplied by third parties. Forums are operated by Rumi but sponsored by a Sponsor; we are not the author of such content and have no editorial control over it. Reliance on any information on the Platform is solely at your own risk. We are not a medical or healthcare provider and the content is not, and should not be construed as, medical advice; it is general information only and not a substitute for professional medical advice, diagnosis or treatment. We are based in Australia and make no representation that the content or Platform is appropriate or legal in other jurisdictions. This disclaimer survives termination or expiry.

12. General Disclaimer

Your use of this Platform and the Services is at your own risk. We provide our Services on an “as-is” basis and, to the maximum extent permitted by Applicable Laws, exclude all warranties. We cannot guarantee continuous operation or error-free use, do not warrant the Services will meet your requirements, make no guarantees against loss or corruption of User Content, do not confirm the identity of Users, and do not endorse any Sponsor, Participant or Forum. Complex software is never wholly free from defects, and any User Content transmitted by you is transmitted solely at your risk. This disclaimer survives termination or expiry.

13. Limitation of Liability & Release

To the maximum extent permitted by law, we exclude all rights, representations, guarantees, conditions, warranties and other terms not expressly set out. We will not be liable for any Loss arising from your use or inability to use the Platform, your reliance on the Platform, any Forums, your failure to provide accurate information, any User Content you provide, or any action taken on your Account. Our maximum aggregate liability in any 12-month period is limited to the actual charges paid by you in the 3-month period preceding the claim. We exclude liability for special, indirect or consequential loss. Nothing excludes the application of the Australian Consumer Law where it cannot be excluded; for failures to comply with a non-excludable guarantee, our liability is limited to (at our option) resupply of the services or payment of the cost of resupply.

14. Indemnity

You agree to indemnify and hold us and our related parties harmless from and against any actions, claims, demands, proceedings and Losses arising out of your breach or negligent performance of these Terms, any Forums run (including User Content), your violation of any law or the rights of a third party, any third-party claim in connection with the Forums, your disputes with Users, any action taken on your Account, or otherwise arising from your use of the Services. Amounts payable under this indemnity are payable immediately on demand without set-off. The indemnities are continuing obligations and survive termination or expiry.

15. Notices

All notices under these Terms must be in writing sent by email. Proof of dispatch by email constitutes proof of receipt, and receipt is deemed to occur on the business day immediately following the day of dispatch.

16. General Provisions

No waiver is effective unless in writing and signed by the party granting it. Rumi may assign or novate its rights without your consent and without notice; your rights are not assignable without Rumi’s prior written consent. If any provision is or becomes invalid or unenforceable, it is severed to that extent. On completion or termination, the parties’ rights and obligations do not merge. Each party must do all things reasonably requested to give full effect to these Terms. Time is of the essence. Nothing gives a party authority to bind another or imposes fiduciary duties. The rights and remedies provided are cumulative. These Terms state all the express terms agreed and supersede all prior agreements. No party has relied on any statement not expressly set out. These Terms are governed by the law in force in the State (New South Wales), and each party irrevocably submits to the exclusive jurisdiction of the courts of that State.