License for Janusnet Policy Template Kit

1. Janusnet grants the Licensee a non-exclusive perpetual license to use the template kit. The template kit contains one or more policy templates and zero or more associated checklists. Terms of this License apply to the kit and all of its contents. Title to the template kit remains vested in Janusnet, and nothing in this License will give or convey any right, title or interest in the template kit to the Licensee except as a licensee under the following terms and conditions.
2. The Licensee agrees that the template kit is for the Licensee’s sole use, and are not directly or indirectly for the use or benefit of anyone other than Licensee, and only pursuant to the scope of the grant of the License as set forth here.
3. The Licensee must not transfer, assign, redistribute or sublicense the template kit.
4. Copyright in the template kit belongs to Janusnet. Any works derived from the template kit that are distributed outside the Licensee's premises MUST contain the following statement “All or parts of this work are copyrighted to Janusnet Pty Limited. This work is licensed to . Contact Janusnet www.janus.net.au for further information.” where must be substituted by the Licensee's legal name.
5. The Licensee has the right to use the template kit to develop policies and associated documents, copy or modify the template for the Licensee’s own use and publish any policy or other document produced using the template kit within the Licensee’s premises.
6. The Licensee agrees to pay the fee agreed to between the Licensee and Janusnet.
7. The Licensee shall exercise the same degree of care in protecting the template kit from unauthorised disclosure as it does in protecting its own confidential information, but not less than reasonable care. The Licensee is liable for any unauthorised dissemination of the template kit, including dissemination through contracted staff, outsource service providers or other third parties.
8. This License records the entire agreement between the parties in relation to its subject matter.
9. The laws in New South Wales apply to this agreement. The parties submit to the non-exclusive jurisdiction of the courts of NSW and any courts which may hear appeals from those courts in respect of any proceedings in connection with this agreement.
10. The information contained within the template kit has been included as a guide only. The documents and other materials developed by the Licensee based on the template kit should be reviewed and customised to reflect the Licensee’s individual circumstances. In particular, the Licensee is advised to consult with their legal advisors to ensure that documents and other material produced through the use of the template kit are accurate and complete.
11. The Licensee continuously indemnifies Janusnet and its directors, employees and contractors harmless from any claim or demand, including reasonable legal fees, made by any third party due to or arising out of the Licensee’s use of the template kit.
12. Janusnet makes no representation or warranty as to the enforceability or legal effect of any policies, documents or other materials produced through use of the template kit.
13. Janusnet (its directors, employees and contractors) SHALL NOT BE LIABLE FOR ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES, WHETHER BASED ON CONTRACT, TORT, OR ANY OTHER LEGAL THEORY, ARISING OUT OF THE LICENSEE’S USE OF THE TEMPLATE KIT, INCLUDING IN CONNECTION WITH THE ENFORCEABILITY OR LEGAL EFFECT OF POLICIES, DOCUMENTS OR OTHER MATERIALS PRODUCED THROUGH THE TEMPLATE KIT.