Terms of Service

Date Published: 18th December 2025

SEM Samurai – URL Mapping Agreement Terms and Conditions

This URL Mapping Agreement is entered into between the Parties and commences on the Commencement Date.

Terms of Service

    1.          Agreement

By proceeding to create an account with SEM Samurai or by otherwise using the URL Mapping Services, You and SEM Samurai:

1. agree to the provision of the URL Mapping Services by SEM Samurai to You on the Terms and Conditions set out in this URL Mapping Agreement, and You and SEM Samurai otherwise agree to be bound by this URL Mapping Agreement and the Terms and Conditions;
2. agree to the SEM Samurai Privacy Policy; and
3. agree to the SEM Samurai Cookie Policy.

   2.          Definitions

Where used in this URL Mapping Agreement the following words and phrases shall have the following meanings, respectively:

Body Contentmeans the on-page textual content associated with a URL (excluding titles, headings and meta descriptions) that You may choose to include in a CSV File for processing by the URL Mapping Services, up to a maximum of 500 words per URL for credit calculation purposes.

Commencement Datemeans the date on which the Customer creates an account with SEM Samurai.

Confidence Indicatormeansa quantitative percentage estimate automatically generated by the URL Mapping Platform to show the relative strength of the URL Mapping Platform’s assessment that a particular URL from Your New Website is an appropriate match for a particular URL from Your Old Website. A Confidence Indicator is an internal, algorithmic estimate only and is not a guarantee that the match is correct or suitable, nor a statement of probability or fact.  The Confidence Indicator is a global indicator assessed by reference to all Method Indicators – for example, an Exact Match would always have a Confidence Indicator of 100%, and neither a Fuzzy Match nor a Semantic Match could ever have a Confidence Indicator of 100%.

Charging CSVmeans, for a given Job, the CSV File referred to in clause 5.2(3)(a).

CSV Filemeans a plain text file in “comma-separated values” format, where each line represents a row of data and each field in that row is separated by a comma. CSV Files are typically used to store simple table-style data (for example, columns for URLs and titles), can be opened by common spreadsheet programs, and usually have a “.csv” file extension.

CSV File of New Website URLsmeans a CSV File which contains one or more rows, each such row including:

• (a) A URL from Your New Website; and
• (b) such additional data or metadata (for example, title, meta description or heading fields) as may be required or permitted by SEM Samurai from time to time.

CSV File of Old Website URLsmeans a CSV File which contains one or more rows, each such row including

• (a) a URL from Your Old Website; and
• (b) such additional data or metadata (for example, title, meta description or heading fields) as may be required or permitted by SEM Samurai from time to time.

CSV Files of Old and New URLs means both the CSV File of Old Website URLs and the CSV File of New Website URLs.

Customer or You or Your means the Person who creates an account for the URL Mapping Services via the SEM Samurai online sign-up process (or who otherwise agrees to these Terms and Conditions) and, where relevant, includes any entity on whose behalf that Person is acting.

Exact Match means a match generated where the URL Mapping Platform identifies a URL from Your New Website whose URL path is identical to the URL path of the relevant URL from Your Old Website, subject only to trivial normalisations (for example, ignoring trailing slashes or URL-encoding differences or similar trivial matters).

Fuzzy Match means a match generated by the URL Mapping Platform using an automated, similarity-based comparison of the text of URLs from Your Old Website and URLs from Your New Website (and any associated metadata We choose to use) that allows for minor differences in wording, spelling, structure or formatting. Fuzzy Matching is string-based and is intended to identify near-exact or closely related URL paths without using semantic or AI-based analysis.

Jobmeans a discrete processing task in which the URL Mapping Services attempt to match URLs from Your Old Website to URLs from Your New Website, based on the CSV File of Old Website URLs and CSV File of New Website URLs that You submit together for processing at the same time via the URL Mapping Platform.

Loss includes any damage, injury, loss and/or any consequential loss of any nature whatsoever which may at any time be suffered or incurred by any Person (including the Customer), including without limitation any special, indirect, incidental or consequential damages of any kind whatsoever whether reasonably foreseeable or not (including, without limitation, legal fees and loss of profits, business and revenue).

Method Indicatormeans the automatically generated label or field identifying which of the matching methods within the Staged Matching Methods the URL Mapping Platform used to generate a particular match between a URL from Your Old Website and a URL from Your New Website (for example, “Exact Match”, “Fuzzy Match” or “Semantic Match”). A Method Indicator is descriptive of the process used only and does not, of itself, mean that a match is correct, suitable or complete.

Parties means SEM Samurai and the Customer.

Person includes any individual, partnership, firm, company, corporation, government and semi-governmental bodies and instrumentalities.

SEM Samurai, We or Us or Our means Yennah Pty Ltd (ACN 146 901 895) atf Leigh Hanney Family Trust (ABN 91 558 813 116), trading as “SEM Samurai”, of 23 Zander Avenue, Nunawading, Victoria 3131.

SEM Samurai Cookie Policy means the cookie policy published on the SEM Samurai website, as updated from time to time.

SEM Samurai Privacy Policy means the privacy policy published on the SEM Samurai website, as updated from time to time.

Semantic Match means a match generated using an AI or machine-learning-based semantic similarity process, under which the URL Mapping Platform converts relevant URL elements and metadata into numerical embeddings and calculates their similarity in vector space to identify the URL from Your New Website whose content or meaning is closest to the URL from Your Old Website. Semantic Matches rely on this semantic/AI analysis rather than on string similarity alone.

Staged Matching Methods means a sequence of different automated matching methods that the URL Mapping Platform applies to try to find an appropriate URL from Your New Website for each URL from Your Old Website.  The URL Mapping Platform may first apply simpler or lower-cost methods (for example, Exact Match or Fuzzy Match) and then, only where needed, apply more complex or higher-cost methods (for example, Semantic Match). The order, combination and technical implementation of these methods may be changed or refined by Us from time to time.

Terms and Conditionsmeans the terms and conditions set out in this URL Mapping Agreement.

URLmeans a uniform resource locator identifying a resource on the internet (for example, https://example.com.au/products/item-1).

URL Mapping Agreementmeans this URL Mapping Agreement, including without limitation the Terms and Conditions.

URL Mapping Creditmeans a credit or allowance recorded against Your account, with each such single URL Mapping Credit permitting You to have URLs from Your Old Website and URLs from Your New Website processed by the URL Mapping Services, as calculated in accordance with clause 5.2(3).

URL Mapping Platformmeans an online platform developed by SEM Samurai which is accessed via the SEM Samurai website and which is used to process and match URLs from Your Old Website to URLs from Your New Website in order to assist You to determine appropriate URLs from Your New Website to which to migrate or redirect URLs from Your Old Website.

URL Mapping Servicesmeans the services to be provided by SEM Samurai to the Customer under this URL Mapping Agreement (including these Terms and Conditions), being the URL matching and related functionality described in clause 4.

URLs from Your New Website means the URLs from Your target or replacement website which You include in a CSV File of New Website URLs, each such included URL being a URL to which You want the URL Mapping Platform to match, or to as closely as possible match, a URL from Your Old Website, and each such URL from Your New Website which is included in a CSV File of New Website URLs  must reflect the intended final canonical URL to be in place after a website migration or rebuild (or similar) (for example, https://newsiteexample.com.au/products/item-1).

URLs from Your Old Website means the URLs from Your existing or legacy website which You include in a CSV File of Old Website URLs, each such included URL being a URL which You want the URL Mapping Platform to match, or to as closely as possible match, to a URL from Your New Website, and each such URL from Your Old Website included in a CSV File of Old Website URLs  must reflect the actual canonical URL, that is the current live pages that will be changed, removed or moved in a migration (for example, https://oldsiteexample.com.au/products/item-1) which You want to match, map or redirect to a URL from Your New Website.

   3.          Term of URL Mapping Agreement

This URL Mapping Agreement shall commence on the Commencement Date and shall continue until such time as it is terminated or otherwise comes to an end in any manner provided for in this URL Mapping Agreement.

   4.          URL Mapping

      4.1.          Services

Subject to these Terms and Conditions and subject always to You holding sufficient URL Mapping Credits, SEM Samurai will provide to You the URL Mapping Services.  The URL Mapping Services comprise making available to You the URL Mapping Platform, via which You may upload CSV Files of Old and New URLs, and SEM Samurai shall then via the URL Mapping Services:

1. Process or facilitate the processing of the CSV Files of Old and New URLs using Staged Matching Methods;
2. with respect to each URL from Your Old Website, assess the most appropriate URL from Your New Website to which You may consider redirecting each URL from Your Old Website; and
3. make the results available to You for download as a CSV File, and such results shall include with respect to each URL from Your Old Website:
   • (a) the URL from Your New Website (if any) to which the first mentioned URL has been matched;
   • (b) with respect to each match, a Method Indicator (specifying Exact Match, Fuzzy Match or Semantic Match or similar); and
   • (c) with respect to each match, a Confidence Indicator.

     4.2.         Service Evolution and changes to the URL Mapping Platform and Services

You acknowledge that the URL Mapping Platform and URL Mapping Services are likely to evolve over time. SEM Samurai may introduce new features or functionality, and may modify or discontinue existing features or functionality, at any time. Where We make a change that materially reduces the core URL matching functionality of the URL Mapping Services for Jobs in respect of which You have already purchased URL Mapping Credits, We will take reasonable steps to minimise any material adverse impact on You or, to the extent required by law, provide an appropriate remedy.

     4.3.         No implementation of redirects

The URL Mapping Services consist of providing suggested matches between URLs from Your Old Website and URLs from Your New Website and making available associated output (including CSV Files of results). SEM Samurai does not configure, implement or test redirects, URL changes or any other changes on Your websites, servers, content management systems, DNS, CDNs or other infrastructure. You are solely responsible for implementing and testing any redirects or other configuration changes based on the output of the URL Mapping Services.

   5.          URL Mapping Credits

      5.1.          Obtaining URL Mapping Credits

1. The URL Mapping Services shall be provided only if and to the extent that You hold sufficient URL Mapping Credits. 
2. You may obtain URL Mapping Credits via the URL Mapping Platform, which credits may include:
   • (a) complimentary credits, being URL Mapping Credits which We may, from time to time, grant to You at no charge (for example, on sign-up, on any recurring free tier, or as a promotion or goodwill gesture);
   • (b) purchased credits, being URL Mapping Credits purchased by You selecting a credit bundle (or other offering We may make available from time to time) and paying the applicable fees using a payment method supported by the URL Mapping Platform;
   • (c) credits which We provide to You or credit to Your account in such manner or by such means as We may otherwise determine from time to time.
3. URL Mapping Credits which are purchased by You will be credited to Your account once the relevant payment has been successfully processed and accepted, and complimentary or other credits will be credited to Your account if and at such time as We may determine. We may refuse, cancel or reverse the issue of URL Mapping Credits where a payment is declined, reversed or suspected to be fraudulent. 
4. We may change, discontinue or replace any complimentary credit allocation, credit bundle, pricing or other credit offering at any time. Any such change does not affect URL Mapping Credits that have already been issued to Your account at the time of the change, except where those credits are cancelled or adjusted in accordance with the Terms and Conditions.

     5.2.         Use of URL Mapping Credits

1. When You upload CSV Files of Old and New URLs via the URL Mapping Platform on any given occasion for a particular Job, You must upload one CSV File of Old Website URLs and one CSV File of New Website URLs. 
2. You must hold sufficient URL Mapping Credits in Your account for each Job that You submit. We are not required to start or complete processing of any Job unless and until Your account has (and continues to have) enough URL Mapping Credits for that Job, and We may decline, pause or cancel a Job where there are insufficient credits.
3. For each Job, We will deduct URL Mapping Credits from Your balance in accordance with the following:
   • (a) first, We identify whichever of the CSV File of Old Website URLs or the CSV File of New Website URLs contains the greater number of rows for that Job (Charging CSV);
   • (b) for each row in the Charging CSV that is processed as part of that Job, URL Mapping Credits are deducted on a per-URL row basis as follows:
     • (i) one URL Mapping Credit is deducted where that row contains the URL field and up to two additional fields consisting of any of the <title> and <h1> fields for that URL;
     • (ii) an additional one URL Mapping Credit is deducted where that row includes one or more of the following additional metadata fields for that URL: <meta description>, <h2> or <h3>; and
     • (iii) a further additional one URL Mapping Credit is deducted where that row includes Body Content for that URL (up to an amount of 500 words) intended to be used by the URL Mapping Services;
   • (c) provided always that no more than three URL Mapping Credits may be deducted in respect of any single row in the Charging CSV in a Job.

     5.3.         Duration of URL Mapping Credits

Subject to this URL Mapping Agreement, URL Mapping Credits do not expire solely due to the passage of time. URL Mapping Credits will remain recorded against Your account until they are used in accordance with clause 5.2, cancelled in accordance with this URL Mapping Agreement or are no longer capable of being used because Your access to the URL Mapping Services has ended.

   6.          Invoicing

1. SEM Samurai shall, to the extent required by law, ensure that You are provided with a valid tax invoice in respect of any URL Mapping Credits (or packages of credits) which You purchase, whether issued directly by SEM Samurai or via the payment processing system We use. If a tax invoice is not otherwise made available to You by that payment processing system, SEM Samurai will provide a copy to You on request. 
2. Save as may otherwise be provided on any tax invoice rendered to You by SEM Samurai, any amounts paid by You to SEM Samurai are exclusive of all taxes, levies and duties imposed by taxing authorities and You shall be responsible for payment of such taxes. You agree to pay for any taxes that are applicable to Your use of the URL Mapping Services and payments You make to Us.

   7.          Customer responsibilities

      7.1.          Data Input

1. You are solely responsible for preparing, formatting and uploading CSV Files of Old and New URLs which You submit to the URL Mapping Platform,including identifying which URLs are URLs from Your Old Website and which are URLs from Your New Website.
2. Without limiting paragraph 7.1(1), You must ensure that:
   • (a) each CSV File which You upload is in a valid CSV File format and can be read by the URL Mapping Platform;
   • (b) each CSV File of Old Website URLs contains complete and accurate rows for the URLs from Your Old Website that You wish to have matched;
   • (c) each CSV File of New Website URLs contains complete and accurate rows of the URLs from Your New Website that You wish to have matched;
   • (d) any mandatory field(s) in each row of the CSV Files of Old and New URLs are accurately completed;
   • (e) any optional field(s) in each row of the CSV Files of Old and New URLs which You wish to complete are accurately completed;
   • (f) the CSV Files of Old and New URLs do not contain duplicate, corrupted or irrelevant rows in a way that would reasonably be expected to distort the matching results; and
   • (g) You do not mislabel or mix URLs from Your Old Website and URLs from Your New Website within the same file.
3. The URL Mapping Services rely on the data You provide and do not independently verify, correct or cleanse Your input CSV Files. To the maximum extent permitted by law, SEM Samurai is not responsible for any error, omission, mismatch or loss that arises from inaccurate, incomplete or improperly formatted input data.
4. You acknowledge that inclusion in Your CSV Files of any additional optional fields such as <meta description>, <h2>, <h3> or Body Content for URLs from Your Old Website or URLs from Your New Website will increase the number of URL Mapping Credits consumed per URL row for the relevant Job, in accordance with clause 5.2(b).

     7.2.          Review and verification of results

1. The URL Mapping Services are intended to assist and speed up Your URL mapping work by generating suggested matches between URLs from Your Old Website and URLs from Your New Website using the Staged Matching Methods, together with providing Method Indicators and associated Confidence Indicators. They are not intended to perform the entirety of Your migration or redirect work, nor are they intended to guarantee that each match is necessarily the best possible match.  The URL Mapping Services provide suggestions only. You must not implement the results CSV without manual review.
2. Before You implement any redirects, changes or other actions based on the results CSV (or any other output) generated by the URL Mapping Services, You must:
   • (a) review and validate the suggested matches in the results CSV between the URLs from Your Old Website and the URLs from Your New Website;
   • (b) satisfy Yourself that those matches are appropriate for Your website, business and technical requirements; and
   • (c) correct, override or supplement the suggested matches where necessary.
3. You are solely responsible for how You use the results generated by the URL Mapping Services, including without limitation any redirects, configuration changes or other implementation on Your own systems. To the maximum extent permitted by law, SEM Samurai is not responsible for any Loss that may arise from Your use of the results CSV (or failure to review it) or from how You implement redirects or other changes based on those results.

   8.          Intellectual Property

      8.1.          Ownership – Customer Data

As between the Parties, the Customer owns all right, title and interest in and to the CSV Files of Old and New URLs and any other data that the Customer uploads or makes available to the URL Mapping Platform (“Customer Data”), and in any results CSVs or other outputs generated from the Customer Data by the URL Mapping Services (excluding any SEM Samurai IP, as such term is defined in clause 8.2, incorporated in those outputs).

     8.2.         Ownership – SEM Samurai IP

As between the Parties, SEM Samurai owns all right, title and interest in and to the URL Mapping Platform, the URL Mapping Services and all underlying and related intellectual property, technology, algorithms, models, software, documentation, designs, know-how and improvements (“SEM Samurai IP”). Nothing in this URL Mapping Agreement assigns any SEM Samurai IP to the Customer.

     8.3.         Licence to Use Customer Data

The Customer grants SEM Samurai a non-exclusive, worldwide, royalty-free licence (with the right to grant sublicences to its service providers) to use, reproduce, host, store, modify, process and otherwise handle Customer Data:

1. to supply the URL Mapping Services to the Customer; and
2. to exercise SEM Samurai’s rights and perform its obligations under this URL Mapping Agreement.

    8.4.         Anonymised and aggregated data

SEM Samurai may generate anonymised or aggregated data from Customer Data and from usage of the URL Mapping Services, provided that such data does not identify the Customer or any individual. SEM Samurai may use such anonymised or aggregated data for its legitimate business purposes, including to operate, maintain, improve and develop the URL Mapping Platform and URL Mapping Services and to develop new products and services.

   9.          Limitation of Liability  

1. Subject always to clause 9(2), SEM Samurai shall not be liable for any Loss of any nature whatsoever arising under, or in connection with, or in any way whatsoever related to this URL Mapping Agreement or to the matters contemplated by it, including without limitation any Loss which arises from or during the course of or as a direct or indirect result of:
   • (a) the provision or attempted provision by SEM Samurai of the URL Mapping Services;
   • (b) You using the URL Mapping Platform;
   • (c) the results provided to You via the URL Mapping Platform or as a direct or indirect result of You using the URL Mapping Services;
   • (d) loss or reduction of search engine rankings, visibility, impressions, clicks, traffic or similar SEO or marketing-related metrics (including any Loss arising from changes to search engine algorithms, indexing behaviour or crawling patterns), even if such Loss occurs after You implement redirects or other changes in reliance on the URL Mapping Services.
2. The Competition and Consumer Act 2010 (Cth) (including the Australian Consumer Law) as well as State and Territory laws guarantee certain conditions, warranties and undertakings and, if the said Act applies to the supply of the URL Mapping Services to the Customer, give the Customer legal rights in relation to the quality and fitness for purpose of services supplied in Australia. These guarantees cannot be modified or excluded by any contract.  Notwithstanding anything to the contrary contained in these Terms and Conditions:
   • (a) the Parties are and continue to be subject to any such conditions, warranties and undertakings, and other legal rights, under the said Act and other laws;
   • (b) nothing in these Terms purports to modify or exclude the conditions, warranties and undertakings, and other legal rights, under the said Act and other laws;
   • (c) except as expressly set out in these Terms and Conditions and the said Act and other laws, SEM Samurai makes no express or implied warranties or other representations regarding the URL Mapping Services to be supplied by SEM Samurai as to quality, fitness for purpose or any other matter;
   • (d) SEM Samurai’s liability in respect of such warranties and representations and other matters is limited to the fullest extent permitted by law, and if such liability cannot be limited in the manner or to the extent contemplated by clause 9(1), the aggregate liability of SEM Samurai to the Customer for any Loss (whether under statute, in contract or in tort, including negligence, or otherwise) shall not exceed the fees paid by You for URL Mapping Credits in the three (3) months prior to said Loss being suffered, provided always that if and to the extent that such a monetary limitation is not permitted by law, SEM Samurai’s liability is limited to the cost of re-supplying the URL Mapping Services.

 10.          Privacy and Data Protection 

    10.1.         Compliance with privacy laws

1. Each Party must comply with the Privacy Act 1988 (Cth), including the Australian Privacy Principles, as amended or replaced from time to time, and any substantially similar privacy or data protection laws that apply to it in connection with this URL Mapping Agreement.
2. To the extent We handle “personal information” (as defined in the Privacy Act) in providing the URL Mapping Services, We will do so in accordance with those laws and Our Privacy Policy.

  10.2.          Privacy Policy

1. You acknowledge that the SEM Samurai Privacy Policy forms part of this URL Mapping Agreement and describes how We collect, use, store and disclose personal information.
2. By using the URL Mapping Services and the URL Mapping Platform, You consent (and You warrant that You have obtained all necessary consents) to Our handling of personal information in accordance with the SEM Samurai Privacy Policy and this URL Mapping Agreement.

  10.3.          Your obligations about personal information

1. You must ensure that You have all necessary rights, consents and authorisations (including from individuals, if required) to disclose personal information to Us and to upload, input or otherwise make that personal information available through the URL Mapping Platform or otherwise as a part of using the URL Mapping Services;
2. You must ensure that Our collection, use and disclosure of that personal information in accordance with this URL Mapping Agreement and the SEM Samurai Privacy Policy will not cause You, Us or any third party to breach any privacy or data protection law; and
3. You must ensure that where reasonably practicable, You do not include unnecessary personal information in the data You upload to the URL Mapping Platform or otherwise as a part of using the URL Mapping Services.
4. The URL Mapping Services are designed to process URLs and related technical metadata, not to process personal information. You must not intentionally include personal information, sensitive information or other information about identifiable individuals in the CSV Files of Old and New URLs or other data You upload to the URL Mapping Platform, except to the minimum extent unavoidable (for example, where an email address forms part of a URL).

  10.4.          Use of third-party providers and overseas disclosures

1. You acknowledge that We may use third-party service providers (including hosting, AI / machine learning, analytics and payment processing providers) to support the operation of the URL Mapping Services and the URL Mapping Platform, and that those providers may be located outside Australia.
2. Where We disclose personal information overseas, We will take reasonable steps to ensure that the recipient does not breach the Australian Privacy Principles in relation to that information, or that an exception under the Privacy Act otherwise applies (for example, where You expressly consent to the disclosure or where the recipient is subject to a comparable privacy regime).
3. You acknowledge that, in order to provide the URL Mapping Services (including any Semantic Match functionality), SEM Samurai may transmit URLs from Your Old Website and URLs from Your New Website and associated metadata (such as titles, headings and descriptions) to third-party AI and machine-learning providers to generate similarity scores, embeddings or other outputs used by the URL Mapping Platform.

  10.5.          Security and data breaches

1. We will take reasonable steps to protect personal information We hold from misuse, interference and loss, and from unauthorised access, modification or disclosure, having regard to Our obligations under the Australian Privacy Principles.
2. If We become aware of an eligible data breach involving personal information held in connection with the URL Mapping Services, We will comply with Our obligations (if any) under the Notifiable Data Breaches scheme in the Privacy Act, including any required notifications to affected individuals and the Office of the Australian Information Commissioner.

  10.6.         Requests and complaints

We will handle requests for access to, or correction of, personal information and privacy complaints in accordance with the SEM Samurai Privacy Policy and Our obligations under the Privacy Act and any other applicable privacy or data protection laws.

  11.          Cookies

1. You acknowledge that the SEM Samurai Cookie Policy forms part of this URL Mapping Agreement.
2. By using the URL Mapping Services and the URL Mapping Platform, You consent to the use of cookies in accordance with the SEM Samurai Cookie Policy.

  12.          Ending this URL Mapping Agreement

    12.1.         Your right to stop using the URL Mapping Services

You may stop using the URL Mapping Services at any time by closing Your account with SEM Samurai. This URL Mapping Agreement will then end automatically, except for any clauses that are stated or intended to survive.

   12.2.          Our right to suspend or terminate

We may suspend or terminate Your access to the URL Mapping Services and the URL Mapping Platform (in whole or in part):

1. at any time, by giving You at least 14 days’ written notice; or
2. immediately, if You materially breach this URL Mapping Agreement, misuse the URL Mapping Services or URL Mapping Platform, or if We reasonably believe that Your use is unlawful, fraudulent or poses a security, technical or reputational risk.

   12.3.          Effect of termination

1. On termination or expiry of this URL Mapping Agreement, Your right to access the URL Mapping Services and URL Mapping Platform ends, and any unused URL Mapping Credits will automatically be forfeited.
2. Except to the extent required by law (including the Australian Consumer Law), We are not obliged to refund any fees or provide any compensation for unused or forfeited URL Mapping Credits.
3. This clause 12.3 and clauses 7, 8, 9, 10, 11 and 14 and any other provisions that by their nature are intended to survive, will survive termination or expiry of this URL Mapping Agreement.

  13.          Notices and Communications  

1. We may provide notices and other communications to You under this URL Mapping Agreement by email to the primary email address associated with Your account or by posting the notice within the URL Mapping Platform.
2. You are responsible for keeping Your contact details (including email address) up to date.
3. A notice is taken to be received:
   (a) if sent by email, when sent, unless the sender receives an automated message that the email has not been delivered; and
   (b) if posted within the URL Mapping Platform, when it is first made reasonably accessible to You.

 14.          Updates to Terms and Conditions

1. We may update or replace these Terms and Conditions (including any documents incorporated by reference) from time to time. We will publish the updated version within the URL Mapping Platform or on the SEM Samurai website and, if the changes are material, We will take reasonable steps to notify You by email.
2. Unless a later effective date is stated in the updated Terms and Conditions, the updated Terms and Conditions take effect from the time they are published. If You continue to access or use the URL Mapping Services after the effective date, You are taken to have agreed to the updated Terms and Conditions.
3. If You do not agree to any updated Terms and Conditions, You must stop using the URL Mapping Services and close Your account.
4. Any other variation to this URL Mapping Agreement must be in writing and expressly agreed by both Parties.

  15.          General Provisions  

1. This URL Mapping Agreement contains the entire understanding and agreement between the Parties in connection with the subject matter of this URL Mapping Agreement.
2. The Customer must not assign, novate or create an interest in its rights under this URL Mapping Agreement without the prior written consent of SEM Samurai.  SEM Samurai may assign, novate or create an interest in its rights under this URL Mapping Agreement at its discretion.
3. A Party’s failure or delay to exercise any right, power or remedy does not operate as a waiver of that right, power or remedy. A single or partial exercise of any right, power or remedy does not preclude any other or further exercise of that or any other right, power or remedy. A waiver is not valid or binding unless made by it in writing.
4. If any provision of this URL Mapping Agreement is held unenforceable or in conflict with the laws of a relevant jurisdiction or is invalid then that provision shall be read down to the minimum extent necessary to render it enforceable and valid and, if it cannot be read down, that provision will be severed from the remainder of this URL Mapping Agreement, and the remaining terms will then be interpreted so to give full effect to the purpose or intent of this URL Mapping Agreement. Any such severance shall not affect the enforceability of the remainder of this URL Mapping Agreement.
5. This URL Mapping Agreement shall be governed and construed in accordance with the laws for the time being in force in the State of Victoria, Australia, and the Parties irrevocably and unconditionally submit to the exclusive jurisdiction of the Victorian Courts including all Courts of Appeal. To the extent that the subject matter of this URL Mapping Agreement relates to matters within the ambit of Commonwealth, as distinct from State, legislation, this URL Mapping Agreement shall be governed and construed in accordance with the laws for the time being in force in the Commonwealth of Australia.
6. Each Party shall execute all documents and do all acts and things as may reasonably be required by the other Party from time to time to carry out and give effect to the terms and intentions of this URL Mapping Agreement.
7. If the Customer comprises more than one Person then the covenants and obligations herein of each Person are joint and several.
8. In the interpretation of this URL Mapping Agreement: a) Words importing the singular will (where appropriate) mean and include the plural and vice versa; b) Words importing a natural person will (where appropriate) mean and include corporations and vice versa; c) Where a word or phrase is defined, its other grammatical forms have a corresponding meaning; d) Headings are for convenience or reference only and will not be construed as affecting the meaning of or interpretation of this URL Mapping Agreement; e) this URL Mapping Agreement will not be interpreted to the disadvantage of a Party because it was prepared by that Party or its legal advisors or for any other reason whatsoever.
9. If there is any inconsistency between the following documents (or parts of documents, as the context requires), the terms and conditions of such documents shall prevail in the following order of priority:
   (a) this URL Mapping Agreement;
   (b) second, the SEM Samurai Privacy Policy;
   (c) third, the SEM Samurai Cookie Policy.