Domeshells Terms & Conditions – Use of this Website and Purchase of Materials, Equipment, Manuals, Information or Consulting Services.THIS AGREEMENT is made on the date of purchase of Services, Information, Manuals, Guides, Plans and Specifications, building materials or components or DIY Kit or the DreamDome series of dome buildings and designs and including all bamboo and basalt reinforced dome structures.
BETWEEN: Domeshells Australia Pty Ltd ABN 96 096426274 (hereinafter referred to as The Company)
and The Purchaser (hereinafter referred to as “the Licensee”) of the second part.
1.The Company is the owner and developer of products known as:
- Domeshells™ building system or Compound Curved Sandwich Shell Structures (c2s3™), the DomeShell – “Intellectual property”
- DreamDome prefabricated dome building system
- “How to build a Dome Structure Using Bamboo, Mesh, Sand and Cement” (or similar title)
- Other dome design and construction related technology, information, products plant and equipment.
NOW THE PARTIES AGREE as follows:
1. (1) In this Agreement the following definitions apply:
‘Commencement Date’ means the date of purchase of the product which date shall be the date the purchaser has indicated agreement to these Terms and Conditions;
‘Intellectual Property’ includes but is not limited to the trade marks, patents, trade secrets, copyrights, processes, know-how, registered designs and other intellectual property, particulars of which are:
Domeshells® building system, compound curved sandwich shell structures (c2s3® ), DynaCrete® Domeshells DIY 3.0m and 3.5m Manual, Plans & Specifications, Guide, How to build a Dome Structure Using Bamboo, Mesh, Sand and Cement” (or similar title) Innovation Patent 2007100985 together with associated intellectual property rights.
‘Manual’ or ‘Guide’ means: Domeshells DIY Dome Manual, Plans & Specifications for ‘compound curved sandwich shell structures” Domeshells ‘Bamboo Mesh and Render” Manual for constructing ‘bamboo reinforced ferro cement chell structures and also ‘basalt reinforced shell structures’ and the DreamDome composite construction system..
‘Manufacture’ includes construction, assembly, production or such other preparation for commercial use or exploitation in the building trade, constructuion and provision of housing and shelter.
‘Processes’ includes technologies, products, devices, methods, processes or techniques relating to the product.
Domeshells Building Systems Bamboo and Basalt, Sand and Cement building system The DreamDome sandwich composite fabrication and assembly system
Compound Curved Sandwich Shell Structure Technology
Domeshells Manuals, Plans and Specifications
Domeshells Proprietary Materials, Plant and Equipment
And otherwise which incorporate the use of the Intellectual Property.
‘Territory’ means within any territory
A reference to persons includes corporations words including singular numbers include plural numbers and vice versa; words including a gender include all genders.
A reference in the Agreement to a statute or a section of a statute includes all amendments to that statute or section passed in substitution for the statute or section referred to and incorporating any of its provisions.
Except for the purpose of identification headings and under-linings have been inserted in this Agreement for the purpose of guidance only and are not part of this Agreement.
Commencement and Term
2. This Agreement commences on the Commencement Date and continues, subject to the conditions of this agreement.
Licensein Respect of Domeshells “Compound Curved Sandwich Shell Structure” technology
3.(1) The Company grants to the Licensee a license to construct a DomeShell within the Territory for the Term of this Agreement.
(2) The Company will furnish the Intellectual Property to the Licensee for the purposes of this Agreement in the manner and at the times stipulated by the Company(3 The Company reserves all rights. No part of the Manual, Plans, Specifications together with any attachments is to be reproduced, copied, in any way or form, nor may it be stored in a retrieval system, transmitted, or otherwise copied for public or private use without prior written permission of Domeshells Australia Pty Ltd or Domeshells Technology Pty Ltd.
(4) The Manual or Guide is designed to provide as accurate information as possible. However, there may be mistakes both typographical and in content. The purpose of this Manual/Guide is to educate in the understanding of the skills and process required to build a structure, the subject of the manual/Guide. The author, Domeshells, its employees or agents shall have neither liability or responsibility to any person or entity with respect to any loss or damage caused or alleged to have been caused, directly or indirectly by the information contained in the Manual/Guide.
(5) The purchaser warrants to exercise caution and thoroughness in their approach to implementing the processes described in the Manual/Guide and to take all necessary action to ensure, that if necessary, you will seek advice and clarifications from Domeshells, obtain the services of a professional or obtain further training in the process of construction at a Domeshells builder training event and otherwise observe all relevant, applicable Work Place Health and Safety regulations.
4. (1) The License Fee shall be included in the cost of the Manual/Guide Plans & Specifications as determined by the Company from time to time
No further license fee is payable for additional Dome Shells constructed from the same Manual/Guide, Plans & Specifications except that; Domeshells reserves the right to refuse to grant such license at its absolute discretion;
5. (1) The Licensee has no exclusivity in respect to territory or use of the Intellectual Property
1.Assignment of patent rights
2.(1) There shall be no assignment of patent rights or Intellectual Property rights
8. (1) (a) If the Licensee learns of:
1.any infringement or threatened infringement of the Intellectual Property rights licensed under this agreement; or
2.any common law passing-off which may cause deception or confusion to the public by a third party,
the Licensee must immediately notify the Company in writing giving particulars of the infringement.
1.The Company retains all rights.
9. (1) Termination of this Agreement can be made by the Company by written notice to the other party if the other party commits any breach of any provision of this Agreement.
(2) This agreement shall be automatically terminated if for any reason the purchaser fails to comply with any part of this agreement, the Dome Shell Manual/Guide, Plans & Specifications.
(3) Any termination of this Agreement is without prejudice to the rights of the party terminating to seek and obtain damages for any breach of this Agreement by the other party.
Effect of termination
10.On termination of this Agreement :
1.the Licensee must deliver to the Company all documents and other materials (including all copies) in its possession relating to the Intellectual Property and do such further things as may be reasonably required by the Company to protect its right, title and interest in the Intellectual Property.
2.all license fees previously paid remain the property of the Company and the Licensee can make no claim in respect of them. The Licensee must further pay to the Company any license fee accrued but unpaid as at the date of the termination or expiration.
11. (1) The Licensee must:
keep confidential all information and technical data disclosed by the Company to the Licensee provided that the Licensee has the right to disclose such information to its assistants, helpers or employees insofar as it is necessary for them to know the information for the use of the licenses granted in this Agreement; and
not use any of the Company’s disclosures or other information or technical data, except for the purposes of the licenses granted herein and on the terms of this Agreement.
(2) Notwithstanding the provisions of cl 11(1) the Licensee may disclose
information if and to the extent that:
such disclosure is forced by laws, regulations or orders;
the information is generally available in the public domain except where that is a result of a disclosure in breach of this Agreement; and
the Licensee can prove that he or she knew the information before it was disclosed to him or her by the Company.
12. (1) The Licensee indemnifies the Company against any actions, suits, claims, demands, proceedings, losses, damages, compensation, sums of money, costs (including solicitor and client costs), charges and expenses arising out of the promotion, sale, supply or other use of the product by the Licensee, its servants or agents. The defence of any litigation to which this clause applies is to be under the control of the Licensee, its solicitors and counsel, and all legal costs and expenses of any such litigation borne by the Licensee.
13. (1) Waiver. Any waiver in regard to the performance of this Agreement operates only if in writing and applies only to the specified instance, and must not affect the existence and continued applicability of the terms of it thereafter.
Entire Agreement. This Agreement embodies all the terms binding between the parties and replaces all previous representations or proposals.
the Licensee must not assign all or any of its rights in this Agreement without the prior written consent of the Company, which consent the Company may grant or not in its absolute discretion;
the Company may at its discretion assign all or any of its rights under this Agreement.
Applicable law. This Agreement must be read and construed according to the laws of the State of Queensland, Australia and the parties submit to the jurisdiction of that State.
Amendments. This Agreement may be varied in any manor at any time by the Company
Severability. If any provision of this Agreement is held by a court to be unlawful, invalid, unenforceable or in conflict with any rule of law, statute, ordinance or regulation it must be severed so that the validity and enforceability of the remaining provisions are not affected.
Notices. All notices must be in writing and be given by any one of the following means:
(a) by delivering it to the address of the party on a business day during normal business hours;
(b) by sending it to the address of the party by prepaid airmail post or if airmail post is not available by ordinary post;
(c) by sending it by facsimile transmission to the facsimile number of the party or by email to the email address supplied by the purchaser at the time of purchase and on the next business day giving it by either of the means set in paragraph (a) or (b) above;
A notice is deemed to be given and received:
if given in accordance with cl 13 (1(a) on the next business day after the day of delivery in the place of delivery;
if given in accordance with cl 13(1)(b) five (5) clear business days after the day of posting in the place of delivery;
if given in accordance with cl 13(1)(c) on the next business day after transmission in the place of delivery;
(a) GST means a goods and services tax as defined in A New Tax System (Goods and Services) Act 1999.
1.All stamp duties and governmental charges arising out of or incidental to this Agreement are the responsibility of and must be paid by the Licensee.
Other Terms and Conditions
Title to Domeshells products passes to the purchaser when products have been paid for in full.
When placing or re-selling Domeshells building(s), it is the obligation of the purchaser and not that of the seller to observe applicable local codes and regulations.
In order that product improvements may be made at any time, Domeshells reserves the right to substitute materials of equal or higher quality than those specified. DOMESHELL DomeShed (GRC) DIY MANUAL PLANS SPECIFICATIONS only WARRANTY
Domeshells warrants that, the building system described has been structurally tested and complies with the requirements of the Building Code of Australia.
The purchaser shall be totally responsible for the outcome of works commenced or completed by the purchaser according to this manual and Domeshells shall bare no responsibility whatsoever. Domeshells shall not be responsible for any damages to person or property or any consequential loss or damages and the purchaser warrents to indemnify Domeshells Australia, Domeshells technology, it’s employees, contractors and directors. THIS LIMITED WARRANTY IS BEING MADE IN PLACE OF ALL OTHER EXPRESS WARRANTIES AND IN PLACE OF ALL IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS. THIS LIMITED WARRANTY IS IN LIEU OF ALL OBLIGATIONS OR LIABILITIES ON THE PART OF DOMESHELLS FOR DAMAGES, INCLUDING BUT NOT LIMITED TO, CONSEQUENTIAL DAMAGES ARISING OUT OF OR IN CONNECTION WITH THE USE OF THE PRODUCT. In all other respects this website is for information purposes only. Domeshells does NOT guarantee that you will obtain the same result for any process or application. Domeshells reserves the right to withdraw any license granted for any reason. HOME