1.
You must agree to these Terms of Use
The Rheinmetall Defence
Australia Portal (RDA Portal) that You have accessed is operated by
Rheinmetall Defence Australia ABN 62 137 668 092. Your access to the RDA Portal
and the data and information available on RDA Portal (Content) is
conditional upon Your acceptance and compliance with the terms, conditions,
notices and disclaimers contained in this document (collectively known as Terms
of Use). Rheinmetall reserves the right to amend these Terms of Use at any
time and without notice. To continue using the RDA Portal, each user (You)
must agree to these Terms of Use by ticking the box below.
2.
Definitions
Unless otherwise specified or
required by the context, any reference in this Portal to:
(a)
Affiliate means, in
reference to a Person, any other Person that:
i.
directly or indirectly controls or is controlled by
the first Person; or
ii.
is directly or indirectly controlled by a Person
that also directly or indirectly controls the first Person.
For the avoidance of doubt, a
Person controls another Person if that first Person has the power to direct or
cause the direction of the management of the other Person, whether directly or
indirectly, through one or more intermediaries or otherwise, and whether by
ownership of shares or other equity interests, the holding of voting rights or
contractual rights, by being the general partner of a limited partnership, or
otherwise.
(b)
Person means:
i.
a natural person; or
ii.
a legal person, including any individual,
partnership, limited partnership, firm, trust, body corporate, government,
governmental body, agency, or instrumentality, or unincorporated venture.
(c)
Our, Us, Rheinmetall or
RDA means Rheinmetall Defence Australia Pty Ltd and
its Affiliate or related entities.
(d)
You or Your means
the relevant Person that is accessing all or part of this Portal.
3.
General
The RDA Portal is designed to
allow businesses to view and consider Expressions of Interest (EOIs) for
goods and/or services that may be required by Rheinmetall from time to time,
and to allow businesses that have completed the registration process to submit
responses to any offered EOI.
Rheinmetall may, in its
absolute discretion, provide You with an invitation to respond to a formal
proposal for any or all EOIs for which You have responded to. Such formal
proposal may include, but is not limited to:
(a) Request
for Information (RFI);
(b) Request
for Proposal (RFP);
(c) Request for Tender (RFT);
(d) Request
for Quote (RFQ); or
(e) Any
other document issued by Rheinmetall from time to time.
By responding to any EOI
posted, or otherwise published by Rheinmetall on the RDA Portal, You
acknowledge and agree that:
(a) Uploading
or registering a response to an EOI does not make you a supplier of Rheinmetall,
nor does it:
i.
guarantee that Rheinmetall will invite you to
respond to a formal document contemplated above; or
ii.
that Rheinmetall will enter into a contract with
you, whether by issuance of a purchase order, written agreement or other
arrangement,
(b) No
feedback will be provided to You in the event You are unsuccessful in a
response to an EOI posted or otherwise published by Rheinmetall; and
(c) Satisfaction of, and compliance with, Rheinmetall’s other conditions
and or policies (including but not limited to Privacy and Workplace Health and
Safety) is a prerequisite for entering into any agreement with Rheinmetall,
regardless of whether You have been provided with an invitation to respond to a
formal proposal for any or all EOIs.
Rheinmetall reserves its
absolute discretion and all other rights in respect of these matters and
will have no liability to You whatsoever as a result of any decision regarding
whether or not to award or enter into a binding agreement with You.
4.
You must keep your account details safe
As part of Your registration
for the RDA Portal, You may be provided with a User Identification Code (UIC),
password, or other such information to allow You to access the RDA Portal
(including any Content therein).
You must keep secure, and not
disclose to any other Person, any UIC, password, or other piece of information
(in any format) provided to You by Rheinmetall in accordance with Rheinmetall’s
security policies and procedures.
Any such UIC, password, or
other information provided to you is to be treated as confidential.
Rheinmetall reserves the right
to disable any UIC or password, whether chosen by you or allocated by
Rheinmetall, at any time, if in Rheinmetall's opinion You have failed to comply
with any of the provisions of these Terms of Use or if Rheinmetall suspects
that Your UIC or password has been disclosed to, or otherwise used by, any
other Person.
If You know or suspect that any
other Person has become aware of Your UIC or password, you must promptly notify
Rheinmetall.
5.
What Rheinmetall may do
Rheinmetall:
(a)
may amend these Terms of Use in its absolute
discretion at any time and without notice, by publishing a revised version of
the Terms of Use on this RDA Portal. Every time You access this RDA Portal,
we recommend that You review these Terms of Use to ensure Your understanding
and compliance with the Terms of Use that apply at that time;
(b)
does not guarantee that the RDA Portal, or any
content on it, will always be available or be uninterrupted. Rheinmetall
may suspend, withdraw or restrict the availability of all or any part of the
RDA Portal in its absolute discretion at any time and without notice; and
(c)
may update and change this Portal in its absolute
discretion at any time.
6.
Using this Portal
(a) When
using this RDA Portal and participating in any EOI made available on this RDA
Portal, You must not:
i.
use the RDA Portal for any activity or post or
transmit via the RDA Portal, any information or materials which breach any laws
or regulations (including laws regarding the offering of bribes, facilitation
payments, or inducements), infringe the rights of any third party, or are
contrary to any relevant standard or code;
ii.
use the RDA Portal to post or transmit any material
(in any form) which interferes with other users, or defames, harasses,
threatens, menaces, offends, restricts, or otherwise inhibits any Person from
using the RDA Portal or the internet;
iii.
in any way tamper, or do anything which will or may
disrupt access to, or interfere with the proper operation of the RDA Portal, or
any transaction being conducted or contemplated on it;
iv.
knowingly introduce or transmit any viruses,
trojans, worms, logic bombs, malware, spyware, or other material that is
malicious or technologically harmful in any way;
v.
attack, or otherwise attempt to attack, the RDA
Portal via a Distributed Denial-of-Service (DDOS) attack;
vi.
facilitate or assist another person to do any of
the above acts;
vii.
create or impersonate another person or entity, or
misrepresent Your or another person’s authority to act;
viii.
make any false or misleading claim, statement, or
other representation;
ix.
attempt to gain unauthorised access to all or any
part of the RDA Portal that is restricted to the general public, or which You
do not have access to, the server on which the RDA Portal is store, or
any server, computer, network, or database connected to the RDA Portal;
x.
upload, post or send any 'spamming material' or any
other form of bulk communication;
xi.
undermine or attempt to undermine the security or
integrity of the computing systems or networks associated with this Portal or
Rheinmetall IT systems;
xii.
attempt to decompile, or reverse-engineer any part
of the RDA Portal;
xiii.
do anything which breaches or infringes
Rheinmetall’s intellectual property rights in any way; or
xiv.
use the RDA Portal in any manner which is
prohibited by or contrary to these Terms of Use, use the RDA Portal for any
unlawful purpose, or in any manner that is contrary to the intent of the RDA
Portal.
(b) If
in Rheinmetall’s opinion, You have breached or attempted to breach any of the
provisions of these Terms of Use, Rheinmetall reserves the right to:
i.
immediately revoke Your access to, and right to
use, the RDA Portal and take any required steps to prevent further access;
ii.
report the breach suspected breach to any relevant
law enforcement or regulatory authority; and
iii.
co-operate with those relevant authorities,
including the disclosure of any personal or business information you have
provided to Rheinmetall to assist in any investigation or prosecution (if
required).
7.
Intellectual property
The material on the RDA Portal,
the software, designed, text, and graphics composed in the RDA Portal are owned
by or otherwise licensed to Rheinmetall and protected by Australian and
international law. Access or use of the RDA Portal does not grant You a licence,
nor act as a right of use, of any trademarks or logos, whether registered or
unregistered, that are displayed or contained in the RDA Portal without the
prior written consent of the trade mark owner. You may view the RDA Portal and
the Content contained within using a web browser.
In accessing the RDA Portal,
You are able to save an electronic copy of the RDA Portal by means of the usual
operation of Your web browser.
You may print, copy, download,
and view materials on the RDA Portal subject to:
(a) the
material being used in a manner reasonably anticipated by Rheinmetall;
(b) the
material being treated as confidential and used solely for considering or
responding to an EOI; and
(c) the material not being modified in any way.
You must not modify, copy,
reproduce, republish, frame, upload to a third party, post, transmit, or
distribute (in any manner) the Content of the RDA Portal in anyway except as
expressly provided for by Rheinmetall in these Terms of Use.
All intellectual property
rights are expressly reserved by their respective owner. In the
event of a breach of this provision, Your access to, and right to use the RDA Portal
may be revoked immediately and without notice.
8.
Links from this Portal
Where this Portal contains
links to other websites and resources provided by third parties (which
Rheinmetall may amend from time to time), these links are provided for your
information only and such links should not be interpreted as endorsement or
approval by Rheinmetall of the content of those linked websites or resources or
information you may obtain from them.
Rheinmetall accepts no
responsibility for or liability in respect of the content of those websites.
Rheinmetall should not be taken as having reviewed or approved such websites or
the content therein, no does Rheinmetall warrant that any links to such
websites work or are up to date.
Rheinmetall cannot guarantee
that an external website is free of viruses and therefore accepts no
responsibility for any virus which may be obtained as a result of visiting
those websites.
Rheinmetall has no control of
those websites and resources and will not be responsible for the security,
content, accuracy or otherwise of those websites or resources or information
obtained, or relied on, from them.
9.
Linking to this Portal
You are not permitted to
establish a link to the RDA Portal in any website without the prior written
consent of Rheinmetall, such consent being in Rheinmetall's absolute discretion
and on whatever terms and conditions Rheinmetall may think appropriate.
Rheinmetall reserves the right to withdraw any consent granted without notice.
10.
Do not rely on information on this Portal
Although Rheinmetall makes
reasonable efforts to update the information on this Portal, Rheinmetall makes
no representations, warranties or guarantees, whether express or implied, that
the content on this Portal is accurate, complete, up to date or useful for any
particular purpose.
11.
Indemnity
By using the RDA Portal, You
agree to irrevocably indemnify Rheinmetall from and against all actions,
claims, suits, demands, damages, liabilities, costs or expenses (whether in
tort or in contract, including and without limitation, negligence) arising out
of or in any way connected to Your use of the RDA Portal or any action(s) You
have taken, done or pursued in reliance upon, as a result of or in any way
connected with the information You have accessed or been provided with through
Your use of the RDA Portal.
12.
Privacy Statement
Rheinmetall will process
personal information that You upload or post to the RDA Portal (including as
part of Your registration or in Your response to any EOI) in accordance with
the Rheinmetall Privacy Policy, which is available at: https://www.rheinmetall-defence.com/en/rheinmetall_defence/service/imprint/index.php, except that any reference to "supplier" in that notice is
replaced with "potential supplier".
The Rheinmetall Privacy Policy
forms part of these Terms of Use. By agreeing to these Terms of Use and using
the RDA Portal, You also agree to the terms set out in that policy.
13.
Privacy and Notifiable Data Breaches
(a) In
providing the Goods and/or Services, the You must comply, and ensure that Your
officers, employees, agents and subcontractors comply with the Privacy Act
1988 (Cth) and not do anything, which if done by Rheinmetall would breach
an Australian Privacy Principle as defined in that Act. You will notify Rheinmetall
if You become aware that You may be required to disclose Personal Information
by law or to the Australian Information Commissioner.
(b) If
You become aware that there are reasonable grounds to suspect that there may
have been a Notifiable Data Breach in relation to any Personal Information held
by You as a result of this any resultant agreement or transaction between You
and Rheinmetall, the provision of any services, You agree to:
a. notify the Rheinmetall in writing as soon as possible, which must be no
later than within 3 days; and
b. unless otherwise directed by the Rheinmetall, carry out an assessment
in accordance with the requirements of the Privacy Act 1988 (Cth).
(c) Where You become aware that there are reasonable grounds to believe
there has been, or where Rheinmetall notifies You that there has been, an
Eligible Data Breach in relation to any Personal Information held by You as a
result of any resultant agreement or transaction between You and Rheinmetall,
or the provision of any services, the You will:
a. take all reasonable action to mitigate the risk of the Eligible Data
Breach causing serious harm to any of the individuals to whom it relates;
b. unless otherwise directed by the Rheinmetall, take all other action
necessary to comply with the requirements of the Privacy Act 1988 (Cth);
and
c. take any other action as reasonably directed by Rheinmetall.
(d) You
must ensure that any agreement or transaction You enter into for the purposes
of fulfilling Your obligations under any agreement or transaction between You
and Rheinmetall imposes on any subcontractor the same obligations regarding
privacy and notifiable data breaches that apply to You under a relevant
agreement with Rheinmetall. Each subcontract must also require the same
obligations (where relevant) to be included by the Subcontractor in any
secondary subcontracts.
(e) You
must notify Rheinmetall as soon as reasonably practicable if You become aware
of a breach or possible breach of the obligations contained in this clause.
14.
Disclaimer
To the extent permitted by law:
(a) Rheinmetall
excludes all conditions and warranties implied by custom, law, or statute;
(b) in
respect of the RDA Portal, all material (including Content) on the RDA Portal
is provided to You without warranties of any kind, either express or implied;
(c) Rheinmetall will not be liable for any loss, damage, costs or expense
whether direct, indirect, incidental, special and/or consequential, including
loss of profits, suffered by You or claims made against You, which result from
any use or access of, or any inability to use or access, the RDA Portal,
including but not limited to any act or omission on the part of Rheinmetall.
You expressly acknowledge that
Rheinmetall does not exert control over users of the internet and is not liable
for damage suffered by You, either directly or indirectly, as a result of You
accessing the RDA Portal.
The information contained on
the RDA Portal is provided in good faith, however Rheinmetall gives no
representation or warranty in respect of all information You may access by Your
use of the RDA Portal and all such representations and warranties regarding any
information available through the use of the RDA Portal, whether express or
implied, are excluded.
Rheinmetall will not accept any
liability for any loss or damage which may arise out of any Person relying on
or using any information contained in the RDA Portal. Rheinmetall shall not be
liable to any Person relying on or using any such information for:
(d) loss
of revenue; loss of actual or anticipated salary; loss of actual or anticipated
profits whether arising in the normal course of business or otherwise (including,
without limitation, loss of profits on contracts); loss of, or damage to,
employment prospects; loss of opportunity; loss of anticipated savings; loss of
business; loss of goodwill; loss of, or damage to, reputation; loss of, or
corruption to, data; legal and other professional fees and expenses; or
(e) any
indirect or consequential loss or damages however caused (including, without
limitation, by reason of misrepresentation, negligence, other tort, breach of
contract or breach of statutory duty) which arise directly or indirectly from
the subject matter of the RDA Portal. However, nothing in the above shall
limit or exclude Rheinmetall’s liability for fraud or for death or personal
injury caused by negligence, or to the extent otherwise not permitted by law.
By accessing the RDA Portal,
You agree to fully indemnify, and keep indemnified, Rheinmetall against all
costs, expenses, claims, losses, liabilities, or proceedings arising from the
use or misuse of the RDA Portal by You.
15.
No Warranty
While Rheinmetall takes all
reasonable care in compiling the Content, the Content is provided “as is” and
Rheinmetall does not warrant or represent that it is complete, current, or free
from errors or omissions.
Access to the RDA Portal, and
the Content therein, may be interfered with by numerous factors, including
those outside Rheinmetall’s control (e.g. malfunction in equipment or software,
delay or failure of transmission etc.). Accordingly, Rheinmetall does not
warrant or represent that the RDA Portal, or Your access to the RDA Portal,
will be continuous, uninterrupted, timely, fault free, virus free or secure.
If You become aware of any
inaccuracies or omissions in the information contained in the RDA Portal,
kindly bring this to Our attention by emailing Rheinmetall at procurement.australia@rheinmetall.com.
16.
Rights you are giving us to use material you
upload or post to this Portal
You grant to Rheinmetall a
worldwide, irrevocable, non-exclusive, royalty-free licence to use, edit,
reproduce, adapt, publish, translate and distribute by any existing or future
means any information/material you provided to us through this Portal for the
purpose of evaluating your capability to supply goods and/or services to
Rheinmetall and to enable Rheinmetall to collect, store and analyse this
information/material for the purposes of internal analysis and
reporting. Any external reports we prepare from the information you
have provided to us will only contain non-identifying aggregated information.
17.
Rheinmetall not responsible for viruses
Rheinmetall does not guarantee
that this Portal will be secure and free from bugs or viruses. You should use
your own virus protection software.
You are responsible for
configuring your information technology, computer programmes and platform to
access this Portal.
18.
Rheinmetall not responsible for the security
of Your information
Rheinmetall takes all due care
in ensuring the privacy and integrity of the information You provide via the
RDA Portal, however, the possibility exists that Your information could be
unlawfully observed by a third party while in transit over the internet, or
while stored on Rheinmetall’s systems (including servers) or on the RDA Portal.
Rheinmetall disclaims all liability to You to the greatest extent possible
pursuant to law should the security or integrity of Your information be
jeopardised.
19.
Termination, suspension and limitation of
Your access – material breach by You
Rheinmetall may suspend,
terminate or limit Your access to the RDA Portal at any time if You are in
material breach of these Terms of Use and:
(a)
You have been notified in writing of Your breach
and You have failed to remedy it within 14 days of being notified; or
(b)
the breach is something which cannot be remedied
(in which case Rheinmetall can revoke Your access to the RDA Portal immediately
by notice).
Further, Rheinmetall may suspend, terminate or limit Your access to the RDA Portal with as
much warning as reasonably possible, if:
(c)
We reasonably believe that there is a real risk of
loss or damage to Us or another if We do not suspend, terminate or limit Your
access to the RDA Portal;
(d)
the law requires us to do so;
(e)
We believe on reasonable grounds that providing You
with access to the RDA Portal or to the Content is illegal or may become
illegal; or
(f)
there is an emergency.
20.
Export Control
You acknowledge and agree that
the information contained or otherwise provided on the RDA Portal may be
subject to export control and You are responsible for adhering to and complying
with any and all export control licences.
21.
Governing Law
These Terms of Use, Your
registration on and use of the RDA Portal are governed by the laws of the State
of Queensland. You agree to submit to the non-exclusive jurisdiction of
the Courts exercising jurisdiction there in connection with matters concerning
these Terms of Use.
If any of these Terms of Use
are found to be unenforceable under Queensland law, this will not affect the
remainder of these Terms of Use. Events outside of Rheinmetall’s control will
not be a breach of Rheinmetall’s obligations under these Terms of Use to the
extent that any failure or delay in performing its obligations occurs as a
result of an event or circumstance outside of Rheinmetall’s reasonable control,
including, but without limitation, any act of God; war and other hostilities;
fire; flood; strike or worker action; lock-outs; delays in transport; breakdowns
in machinery; epidemic; pandemic; outbreak of infectious disease; or
restrictions or prohibitions or any other acts by any government or
semi-government authority.
22.
Miscellaneous
By accepting these Terms of Use
or using the RDA Portal, You agree to Rheinmetall using the information
provided by You via Your use of the RDA Portal for purposes of its ongoing
reporting requirements to relevant Federal Government and State Government departments
or agencies.
Rheinmetall relies upon Your
continued observance of these Terms of Use. In the event that Rheinmetall suffers
loss or damage, or incurs any costs associated with any breach of these Terms
of Use, or any associated legal obligation, You agree to indemnify Rheinmetall
for those losses, damages, and costs.
All rights not expressly
granted in these Terms of Use are reserved.
A failure or delay by
Rheinmetall to act in relation to a breach of these Terms of use by You does
not waive Rheinmetall’s rights to act with respect to subsequent or similar
breaches of the Terms of Use by You.
23.
Where Portal is hosted
This Portal is hosted in Amazon
Web Services (AWS), Sydney.