OMNIMax Terms of Use

Last Updated 8 November 2022

1.0 Acceptance

By using the Service, you agree to be bound by this Agreement. If you wish to use the Service, you must read this Agreement and indicate your acceptance during the registration process. If you breach the terms of this Agreement OMNIMax™ may choose to suspend or terminate access to your account without notice.

The Service will evolve over time based on user feedback. This Agreement is not intended to answer every question or address every issue raised by the use of the Service.

2.0 Registration

You must register an account with OMNIMax™ to use the Service.

You must ensure that all usernames and passwords required to access the Service are kept secure and confidential. You must immediately notify OMNIMax™ of any unauthorised use of Your passwords or any other breach of security and OMNIMax™ can reset Your password.

You must take all other actions that OMNIMax™ reasonably deems necessary to maintain or enhance the security of OMNIMax™’s computing systems and networks and Your access to the Service.

3.0 Description of the Service

The Service includes several cloud-based solutions designed to help you deliver or receive personal financial advice. The Service is provided by OMNIMax™ as an aid to assist you in receiving or delivering personal financial advice. OMNIMax™ itself does not provide legal, tax or financial advice.

4.0 Use of the Service

OMNIMax™ grants you the right to access and use the Service via the Website with the particular user roles available to you according to your registration type. This right is non-exclusive, non-transferable, and limited by and subject to this Agreement.

The relevant Subscriber controls each End User’s level of access to the Service at all times and can revoke or change an End User’s access, or level of access, at any time and for any reason.

If there is any dispute between a Subscriber and an End User regarding access to the Service, the Subscriber shall decide what access or level of access to the relevant Data or Service that End User shall have, if any.

You must only use the Service and Website for your own lawful internal business purposes, in accordance with this Agreement and any notice sent by OMNIMax™ or condition posted on the Website.

You may use the Service and Website on behalf of others or in order to provide services to others but if you do so you must ensure that you are authorised to do so and that all persons for whom or to whom services are provided comply with and accept all terms of this Agreement that apply to you.

Your access and use of the Service may be interrupted from time to time due to any actions that OMNIMax™ may decide to take, for example, updating, maintenance or repair of the Website.

Use of the Service may be subject to limitations, including but not limited to monthly transaction volumes (reasonable use policy). Any such limitations will be advised to you by OMNIMax™.

When using the Service, you must not:

• attempt to undermine the security or integrity of OMNIMax‘s computing systems or networks or, where the Service hosted by a third party, that third party’s computing systems and networks;

• use, or misuse, the Services in any way which may impair the functionality of the Service or Website, or other systems used to deliver the Service or impair the ability of any other user to use the Service or Website;

• attempt to gain unauthorised access to any materials other than those to which you have been given express permission to access or to the computer system on which the Service is hosted;

• transmit, or input into the Website, any: files that may damage any other person’s computing devices or software, content that may be offensive, or material or Data in violation of any law (including Data or other material protected by copyright or trade secrets which You do not have the right to use);

• attempt to modify, copy, adapt, reproduce, disassemble, decompile or reverse engineer any computer programs used to deliver the Service or to operate the Website except as is strictly necessary to use either of them for normal operation; or

• use any templated risk profiler, which is the IP of another party, that you do not have the right to access and use.

5.0 Integration

Where the Service facilitates integration with Third Party Software Solutions, it is your responsibility to secure the legal right to do so and to assess suitability and meet any contractual requirements by third parties. You are responsible for subscribing to any third party software which is integrated with any aspect of the Service.

6.0 Communications

If You use any communication tools available through the Website (such as any forum, chat room or message centre), you agree only to use such communication tools for lawful and legitimate purposes. You must not use any such communication tool for posting or disseminating any material unrelated to the use of the Service, including (but not limited to): offers of goods or services for sale, unsolicited commercial e-mail, files that may damage any other person’s computing devices or software, content that may be offensive to any other users of the Service or the Website, or material in violation of any law (including material that is protected by copyright or trade secrets which you do not have the right to use).

When You make any communication on the Website, you represent that you are permitted to make such communication. OMNIMax™ is under no obligation to ensure that the communications on the Website are legitimate or that they are related only to the use of the Service.

As with any other web-based forum, You must exercise caution when using the communication tools available on the Website. OMNIMax™ does reserve the right to remove any communication at any time in its sole discretion.

6.0 Disclaimers

OMNIMax™ provides the Service on an “as is” and “as available” basis and grants no warranties of any kind, whether express, implied, statutory or otherwise.

To the maximum extent permitted by applicable law OMNIMax™ disclaims any implied warranties of merchantability, fitness for a particular purpose or non-infringement.

The Service facilitates the delivery of professional advice through the collection and analysis of Client data based on assumptions provided by you. You are responsible for interpreting these outcomes. OMNIMax™ does not intend or claim to provide any legal, tax or financial advice in its own right.

The suitability of the Service must be assessed by you within your own jurisdiction. If you are a Subscriber, or use the Service to help you provide financial advice to other people, you must assess whether or not you are permitted to provide such solutions in compliance with all applicable laws and regulations.

The outcomes of the Service are based on assumptions entered by the Subscriber, which are the exclusive responsibility of the Subscriber. Any default figures or narrative entered by OMNIMax™ are indicative only and you need to adopt or change them to ensure that they meet the compliance standards within the jurisdiction relevant to you.

Each Subscriber is responsible for ensuring that its Clients are presented with / have access to, if required, any required compliance documentation, for example, disclosure documents, prior to engaging with the Service.

7.0 Indemnity

You indemnify OMNIMax™ against all claims, costs, damage and loss arising from your breach of any of this Agreement or any obligation you may have to OMNIMax.

8.0 Privacy

OMNIMax™ maintains a privacy policy that sets out OMNIMax™ and your obligations in respect of personal information. You should read that privacy policy and You will be taken to have accepted that policy when you use the Service.

9.0 Intellectual Property

9.1 General:

Title to, and all Intellectual Property Rights in the Service, the Website and any documentation relating to the Service remain the property of OMNIMax™ (or its licensors).

9.2 Ownership of Data:

Title to, and all Intellectual Property Rights in, the Data remain your property.

You grant OMNIMax™ a licence to use, copy, transmit, store, and back-up your information and Data for the purposes of enabling you to access and use the Services and for any other purpose related to provision of services to You.

9.3 Backup of Data:

You must maintain copies of all Data inputted into the Service. OMNIMax™ adheres to its best practice policies and procedures to prevent data loss, including a daily system data back-up regime through an accredited data centre, but does not make any guarantees that there will be no loss of Data. OMNIMax™ expressly excludes liability for any loss of Data no matter how caused.

9.4 Third-party applications and your Data:

If you enable third-party applications for use in conjunction with the Service, You acknowledge that OMNIMax™ may allow the providers of those third-party applications to access your Data as required for the interpretation of such third-party applications with the Services. OMNIMax™ shall not be responsible for any disclosure, modification or deletion of your Data resulting from any such access by third-party application providers.

10.0 Warranties and Acknowledgements

10.1 Authority:

You warrant that where you have registered to use the Service on behalf of another person, you have the authority to enter into this Agreement on behalf of that person and agree that by registering to use the Service you bind the person on whose behalf you act to the performance of any and all obligations that you become subject to by virtue of this Agreement, without limiting your own personal obligations under this Agreement.

10.2 Acknowledgements:

You warrant and acknowledge that:

• You are also authorised to access the processed information and Data that is made available to you through Your use of the Website and the Service (whether that information and Data is Your own or that of anyone else).

• OMNIMax™ has no responsibility to any person other than you and nothing in this Agreement confers, or purports to confer, a benefit on any person other than you.

• If You use the Services or access the Website on behalf of or for the benefit of anyone other than yourself (whether a corporate entity or otherwise) you agree that:

• You are responsible for ensuring that You have the right to do so;

• You are responsible for authorising any person who is given access to information or Data, and you agree that OMNIMax™ has no obligation to provide any person access to such information or Data without your authorisation and may refer any requests for information to you to address; and

• You will indemnify OMNIMax™ against any claims or loss relating to:
  OMNIMax’s refusal to provide any person access to Your information or Data in accordance with this Agreement, OMNIMax’s making available information or Data to any person with Your authorisation.

10.4 No Warranties:

OMNIMax™ gives no warranty about the Services. Without limiting the foregoing, OMNIMax™ does not warrant that the Services will meet Your requirements or that it will be suitable for any particular purpose. To avoid doubt, all implied conditions or warranties are excluded in so far as is permitted by law, including (without limitation) warranties of merchantability, fitness for purpose, title and non-infringement.

10.5 Consumer Guarantees:

You warrant and represent that you are acquiring the right to access and use the Service for the purposes of a business and that, to the maximum extent permitted by law, any statutory consumer guarantees or legislation intended to protect non-business consumers in any jurisdiction does not apply to the supply of the Service, the Website or this Agreement.

11.0 Limitation of Liability

To the maximum extent permitted by law, OMNIMax™ excludes all liability and responsibility to you (or any other person) in contract, tort (including negligence), or otherwise, for any loss (including loss of information, Data, profits and savings) or damage resulting, directly or indirectly, from any use of, or reliance on, the Service or Website.

If you suffer loss or damage as a result of OMNIMax’s negligence or failure to comply with this Agreement, any claim by you against OMNIMax™ arising from OMNIMax’s negligence or failure will be limited in respect of any one incident, or series of connected incidents, to the fees paid by you in the previous 12 months.

If you are not satisfied with the Service, your sole and exclusive remedy is to cease using the Service.

12.0 Help Desk

In the case of technical problems You must make all reasonable efforts to investigate and diagnose problems with your Nominated Support contact before contacting OMNIMax™. If You still need technical help, please use the Support portal provided online by OMNIMax™ or failing that email us at support@omnimaxsoftware.com.

13.0 General

13.1 Modification:

OMNIMax™ reserves the right to modify the terms of this Agreement at any time, effective upon the posting of modified terms on the Website. OMNIMax™ will use reasonable endeavours to communicate any changes to you via email or notification via the Website. You are deemed to accept and agree to be bound by any changes to the Agreement when you use the Service after those changes are posted on the Website.

13.2 Entire agreement and priority:

This Agreement represents the entire understanding and agreement between you and regarding the subject matter of the same and supersedes all other previous agreements.

However, if you are a Subscriber and have signed a contract with OMNIMax™ to use the Service, the terms of your contract will apply in addition to, and in the event of any conflict, in priority to, the terms and conditions recorded in this Agreement.

13.3 Waiver:

If either party waives any breach of this Agreement, this will not constitute a waiver of any other breach. No waiver will be effective unless made in writing.

13.4 Delays:

Neither party will be liable for any delay or failure in performance of its obligations under this Agreement the delay or failure is due to any cause outside its reasonable control. This clause does not apply to any obligation to pay money.

13.5 No Assignment:

You may not assign or transfer any rights or obligations under this Agreement to any other person without OMNIMax™’s prior written consent.

13.6 Governing law and jurisdiction:

This Agreement and any dispute arising under or in connection with it are governed by the laws of New Zealand. You submit to the non-exclusive jurisdiction of the Courts of New Zealand.

13.7 Severability:

If any part or provision of this Agreement is invalid, unenforceable or in conflict with the law, that part or provision is replaced with a provision which, as far as possible, accomplishes the original purpose of that part or provision. The remainder of this Agreement will be binding on OMNIMax™ and you.

13.8 Notices:

Any notice given under this Agreement by either party to the other must be in writing by email and will be deemed to have been given on transmission.

Notices to OMNIMax™ must be sent to support@omnimax.co.nz or to any other email address notified by email to You by OMNIMax. Notices to You will be sent to the email address, which you provided when setting up your access to the Service.

13.9 Rights of Third Parties:

Only OMNIMax™ and you have the right to enforce this Agreement. No other third parties have any rights under this Agreement.

14.0 Definitions

“Agreement” means these terms of service as updated from time to time.

“Data” means any data inputted by you or with your authority into the Website.

“Intellectual Property Rights” means all intellectual property rights and interests, including (without limitation) copyright (including in relation to object code and source code), rights in relation to inventions, discoveries, improvements, ideas, concepts, tools, techniques (including patents), trade secrets and know-how, rights in relation to designs and layouts, rights in relation to trade marks, trade names, service marks, devices, logos, get up, domain names and all associated goodwill, and rights in relation to computer programs, databases, data, information and logical sequences (whether or not reduced to writing or other machine or human readable form), whether registered or unregistered, and including applications for registration and common law rights and interests, and all rights or forms of protection having equivalent or similar effect in any jurisdiction throughout the world.

“Service” means the online Client Engagement and AdviceMap Planwriting Solutions made available (as may be changed or updated from time to time by OMNIMax™) via the Website, together with any other solutions made available via the Website from time to time.

“Website” means the Internet site at the domain www.omnimaxsoftware.com or any other site operated by OMNIMax™.

“OMNIMax™” means OMNIMax™ Software Solutions Limited which is a New Zealand privately held company and all current and future members of the OMNIMax™ group of companies.

“End User” means any person, agent, entity or Client validly authorised or permitted by the Subscriber to use the Service from time to time.

“Client” means anyone who the Subscriber provides professional services to, whether they interact directly via the Service or not.

“Third Party Software Solutions” means software solutions provided by others and integrated within OMNIMax™ which require a separate subscription from you as the user.

“Subscriber” means the person or organisation that signs a contract with OMNIMax to use the Service, including its personnel and agents where the context requires.

“You” means you, the Subscriber or End User of the Services (as applicable). “Your” has a corresponding meaning.