Terms and Conditions

Welcome to www.learnpedia.com.au (our Site).

Our Site gives you an opportunity to browse and purchase products (Products) and services (Services) offered by Engineers Institute Australia Pty Ltd (ACN 639 641 099) trading as LearnPedia (we, us, our).

These Terms and Conditions (Terms) govern your use of our Site, our Products and/or Services, and form a binding contractual agreement between us, and you.

These Terms are important and should be read carefully. Any questions about these Terms must be directed to us in writing at info@learnpedia.com.au before using our Site, buying our Products or engaging our Services.

Subject to any subsequent agreements you may be required to enter with us, these Terms constitute the entire agreement between you and us and supersedes all prior agreements, conduct, representations and understandings. You confirm you have not entered into this agreement on the basis of any representation that is not expressly incorporated into this agreement.

1 . ACCEPTANCE OF TERMS

1.1 By browsing, accessing, purchasing, or using the Products and/or Services offered on our Site, whether or not you have purchased or engaged our Products and/or Services either directly or indirectly, and irrespective of your capacity as an individual, as an employee of a business, or as a business you acknowledge that you have read and understood these Terms, and agree to be bound by them, and all our other policies.

2. VARIATIONS TO TERMS

2.1 We reserve the right, in our sole discretion, to vary, change or amend any part of these Terms.

2.2 In that event, we will provide notice of the variation by publishing the updated Terms on our Site.

2.3 The updated Terms will be taken to have effect on the date of publication.

2.4 Your continued purchase of our Products, use of our Services, and the Site constitutes your acceptance of the updated Terms and is taken as your agreement to be bound by these updated Terms.

2.5 Should you object or disagree to the Terms, your only remedy is to contact us at info@learnpedia.com.au and immediately discontinue your use of the Products and/or Services.

3. GENERAL DISCLAIMER

3.2 We may cancel, vary or replace any element of our Products and/or Services at any time.

3.3 You acknowledge and agree that each Product and/or Service offering may have different terms, prices and fees, as displayed on our Site or as contained in any contract entered into with you and us for those services.

3.4 We provide the Products and/or Services on an "as-is" and "as available" basis and whilst every effort is taken to ensure the content provided and the Website is accurate, we make no representations and give no guarantees or warranties about the currency, suitability, reliability, availability, timeliness and/or accuracy of the content and on our Site for any purpose.

3.5 It is your responsibility to independently verify the information made available on the Site.

3.6 Nothing on the Site or any of the content is a promise or guarantee of results or future earnings. Any information given (including case studies) is purely based on experience and is for illustrative purposes only. Information provided may not always be tailored specifically for you or your career.

3.7 You acknowledge and agree that we, our employees, affiliates and representatives are not responsible for decisions that you may make, or for any consequences, undesired or otherwise, that may flow from your engagement of the Site or the Products and/or Services offered on the Site.

3.8 Any testimonials and examples of our Products and/or Services, wherever published (online or in print) are not to be taken as a guarantee that you will achieve the same or similar results.

3.9 We make no warranty, representation, or guarantee regarding the suitability of our Products and/or Services for any particular purpose, nor do we assume any liability whatsoever arising out of the application or use of any Product and/or Service. You shall not rely on any data and product specifications provided by us. It is your responsibility to independently determine suitability of any Products and/or Services to test and verify the same.

3.10 Any information, any documents, any guidelines, or recommendations made by us in relation to our Products and/or Services are made on the basis of information that was available to us at the time.

3.11 Any timelines or delivery dates are provided by us on an estimated basis only. We make no guarantee that these timelines or delivery dates will be met as there may be interfering factors beyond our control, and we are not responsible for any delay in the delivery of Products and/or Services.

3.12 You acknowledge and agree that any results to be attained by you are dependent upon you solely.

3.13 All our Products and/or Services are intended for general education and information purposes only. Nothing on this Site, our Products and/or Services or any of the content provided to you by us during our provision of the Products and/ or Services, purports to offer financial, legal, tax or other professional advice. Use caution and always seek professional advice before acting on any information that we provide.

3.14 We provide support, guidance and tools for you to set goals, determine priorities and achieve results, but any decisions you make, and the consequences that flow from such decisions, are your sole responsibility. Your success depends on many factors, including your dedication, participation, desire, and motivation.

3.15 All of our Products and/or Services are intended for general career coaching, consulting, educating and training. Any template, training module, document, information, guideline, forecast and recommendation made by us in relation to our services are made on the basis of information that was available to us at the time.

3.16 You acknowledge and agree that we aim to teach skills and equip you with tools and templates for your own navigation, implementation, development and use. Before acting on any recommendations and information you receive in connection with our Products and/or Services you acknowledge and agree to seek such other independent professional advice as required.

3.17 Our Products and/or Services are educational and coaching based only and the extent of any results to be attained by you whether for your own personal or professional development is dependent upon you solely.

3.18 We rely on third parties to supply our Products and/or Services and we therefore do not warrant the quality or accuracy of the results of your use of third-party content and materials.

3.19 We provide online education, by supplying content, information and providing support, guidance and tools for clients i.e. you, to develop your knowledge and achieve results, but any decisions made, and the consequences that flow from those decisions, is your sole responsibility. Your success depends on many factors, including your own commitment, dedication, desire, and motivation, your application of our education and training to your own circumstances or to that of the business you are in the employ of, considering your own personal and professional development, or your capabilities, and the general economic climate.

4. REGISTERING YOUR DETAILS

  • 4.1 Before you use our Site, purchase our Products and/or Services, we may ask you to register an account with us.

  • 4.2 Before you access our Products and/or Services, we may ask you to provide us with photo identification.

  • 4.3 You must provide accurate, complete and up-to-date registration information, as requested, and it is your responsibility to inform us of any changes to your registration information.

  • 4.4 We may at any time request a form of identification to verify your identity. Failure to provide identification may result in suspension of your access to our Products and/or Services or termination of your access to our Products and/or Services.

  • 4.5 If you are a registered user or member to this Site, you acknowledge and agree that:
    (a) You are solely responsible for protection and confidentiality of any password or member identification that may be issued to or subscribed for by you from time to time (Password);
    (b) You will not reveal (or cause to be revealed through any act or omission) your Password to any other person;
    (c) You will immediately notify us if your Password is lost or becomes known to any other person;
    (d) You are solely responsible for all access to and use of the Site via your Password, and all materials (including but not limited to excel files, PDF files, images) available to download from our Site, whether such access or use is by you or any other person; and
    (e) Any information you provide to us for posting or inclusion in Our Community, at any time, becomes our property.

  • 4.6 To the extent that you provide personal information, we will treat such information strictly in accordance with our Privacy Policy.

  • 4.7 You must ensure the security and confidentiality of your registration details, including any username and/or Password. You must notify us immediately if you become aware of any unauthorised use of your registered details.

  • 4.8 You will not let any other person use your Password or any Products and/or Services.

5. RECORDING

  • 5.1 You acknowledge and agree that:

              (a) we may record any of our Products and/or Services and that we will own all recordings in any format;
              (b) we may use any recordings in our sole discretion for training, promotional and marketing purposes.

  • 5.2 You must not record any of our Products and/or Services or the name or likeness of any attendees of any events we may host from time to time for any purpose. For the avoidance of doubt and without restricting the generality of this clause, you must not at any time attempt to record any materials made available to you including but not limited to course and training material delivered via video, live streaming, video calls and/or live Q & A sessions.

6. YOUR OBLIGATIONS

6.1 During the delivery of our Products and/or Services, you agree to:

(a) respond promptly to our communications in relation to the Products and/or Services;

(b) provide, within a reasonable amount of time, accurate, complete and current information or documentation reasonably required by us to deliver the Products and/or Services;

(c) refrain from downloading our Products and/or Services to your device;

(d) refrain from recording our Products and/or Services on any devices;

(e) refrain from removing watermarks from our Products and/or Services;

(f) only access our Products and/or Services on one device. If you require to change the device you are using to access our Products and/or Services you must inform us immediately;

(g) refrain from parallel logins on multiple devices;

(h) use such software as we deem reasonably necessary to protect our Intellectual Property in the Products and/or Services, including but not limited to:

          a. One Time Password;

          b. Internet Protocol tracking software;

          c. Watch time restrictions;

          d. Secure streaming protocols for a live class;

(i) act in good faith;

(j) acknowledge and agree that we may monitor your IP address on the device you use to access our Products and/or Services; and

(k) acknowledge and agree to comply with any additional security measures we may introduce in the future to further protect our training program and materials. This may include, but is not limited to, advanced authentication processes, updated data encryption methods, and enhanced monitoring techniques to safeguard against unauthorized access or use.

6.2 During examinations, you must:

(a) Verify your identity via webcam photo of your face, photo ID, and anything else requested by proctors or proctoring software in order to verify the examination environment;

(b) Follow all of our proctoring rules and requirements as provided to you from time to time;

(c) Allow proctoring software to access your computer, including any software that is running, and stream the exam data to the proctoring software via the cloud;

(d) Allow proctoring software to record video and audio from your webcam and microphone.

6.3 When providing our Products and/or Services, we may request that you provide us with responses, feedback, completed questionnaires, copy content, images and other information so we can best deliver our Products and/or Services. You agree that you will provide any such information in a timely manner. Any delays in receiving this information may result in information or materials not being provided by us to you.

6.4 When using our Products and/or Services, you may be given access to discussion forums and Site group chat available on our Site, Facebook groups, other social media groups, other online or in person forums or events in which you may post comments, photos, messages or other material (Your Content). When posting Your Content, you agree that you will not post or otherwise publish through this Site or Our Community any of the following:

          (a) Content that is unlawful, fraudulent, misleading, deceitful, threatening, abusive, libellous, defamatory, obscene, pornographic, indecent, lewd,                  harassing, threatening, abusive, offensive, inflammatory or otherwise objectionable.

          (b) Content that harasses, degrades, intimidates or is hateful to an individual or group of individuals on the basis of religion, gender, sexual                              orientation, race, ethnicity, age or disability.

          (c) Information that includes personal or identifying information about another person without that person’s consent.

          (d) Information that constitutes promotion or advertisement for groups, events or activities organised through competing social clubs, activity                        sites and internet platforms, except as otherwise expressly permitted by us.

          (e) Any information or content that impersonates any person or entity.

          (f) Any material, non-public information about companies without authorisation to do so.

          (g) Any advertisements, solicitations, chain letters, pyramid schemes, investment opportunities or other unsolicited commercial communication                   (except as otherwise expressly permitted by us).

6.5 By posting or otherwise publishing Your Content on our Site or Our Community, you:

(a) Grant us a non-exclusive, worldwide, royalty-free, perpetual, licence to use, reproduce, edit and exploit Your Content in any form and for any purpose;

(b) Warrant that you have the right to grant the above licences;

(c) Warrant that Your Content does not breach these Terms; and

(d) Consent to any act or omission which would otherwise constitute an infringement of your moral rights, and if you add any content in which any third party has moral rights, you must also ensure that the third party also consents in the same manner.

6.6 We reserve the right (but have no obligation) to:

(a) Review, modify, reformat, reject or remove Your Content that, in our opinion, violates these Terms or otherwise has the potential to harm, endanger or violate the rights of any person; and

(b) Monitor use of the Site, and store or disclose any information that we collect, including in order to investigate compliance with the Terms or for the purposes of any police investigation or governmental request.

7. CODE OF CONDUCT 

7.1 Our Site is a respectful space for learning and is a pitch-free, solicitation-free and sales-free environment.

7.2 Whilst using this Site we ask that you not:

          (a) Contact anyone who has asked not to be contacted.

          (b) Collect personal data about other users for commercial or unlawful purposes.

          (c) Infringe other user’s privacy rights.

          (d) Violate the intellectual property of others.

          (e) Post anything that contains software viruses, worms or any other harmful code.

          (f) Use manual or automated software, devices, script robots, other means or processes to access our Site or any related data or information.

7.3 Please see our Code of Conduct in the appendix to these Terms for more information.

8. CONFIDENTIALITY

8.1 We respect your confidential and proprietary information, ideas, plans and trade secrets (collectively, Confidential Information) and by using our Products and/or Services, you agree to respect the same rights of the other Product and/or Services users (Participants) and representatives of ours.

8.2 You agree:

          (a) That any confidential information shared by Participants or any of our representatives is confidential and proprietary and belongs solely and                     exclusively to the Participant who discloses it or to us.

          (b) Not to disclose such information to any other person or use it in any manner other than in discussion with Participants during training                                sessions.

          (c) That all materials and information provided to you by us are our confidential and proprietary information and intellectual property, belong                         solely and exclusively to us, and may only be used by you as authorised by us.

          (d) That if you violate, or threaten to violate, any of your agreements contained in this paragraph we will be entitled to, among other things,                            injunctive relief to prohibit such violations.

8.3 While you are free to discuss your personal results from our services, you must keep the experience and statements, oral or written, of the Participants in the strictest of confidence.

8.4 This clause survives termination or expiry of these Terms.

8.5 If you breach this clause, we may suspend or terminate your access to our Products/Services in our sole discretion.

8.6 Definitions

      Confidential Information of a party means all information (in any form):

          (i) relating to or arising from the Products and/or Services;

          (ii) that concerns that party’s business operations and which any reasonable person would consider to be of a confidential nature (such as trade                     secrets, methods, strategies, client lists, pricing, and other business processes); and

          but does not include information that:

          (iii) is or becomes independently developed or known by a party through no breach of these Terms by that party; or

          (iv) becomes publicly available, without breach of these Terms;

8.7 This clause survives termination or expiry of these Terms.

9. INTELLECTUAL PROPERTY AND MORAL RIGHTS

9.1 Intellectual Property Rights in Contract Materials and Existing Materials

The parties agree that:

(a) we will own all rights in and to the Contract Materials, as defined below, including any Intellectual Property Rights which subsist in the Contract Materials or which may be obtained from the Contract Materials created from the date you engage our Products and/or Services;

(b) to the extent necessary to give effect to this clause, you will assign all of the Intellectual Property Rights in all Contract Materials to us; and

(c) we retain ownership over the Existing Materials, as defined below, and you agree and acknowledge that you do not acquire any ownership rights by using the Existing Materials.

9.2 Moral Rights(a) To the extent permitted by applicable Law, we unconditionally and irrevocably:       

      (i) do not consent to the following acts or omissions in respect of all Contract Materials created by us in the course of providing the Services:             
          (A) any use of the Contract Materials that does not identify us as the author;             

          (B) falsely attributing the authorship of the Contract Materials or any content of the Contract materials to you;

          (C) materially altering the style, format, colours, content or layout of the Contract Materials and dealing in any way with the altered Contract                         Materials;             

          (D) reproducing, communicating, adapting, publishing or exhibiting the Contract Materials, or             

          (E) adding any additional content or information to the Contract Materials; and       

      (ii) do not waive all of our Moral Rights in the Contract Materials.

9.3 Definitions

For the purpose of this clause:

Contract Materials means materials, including but not limited to, works, ideas, concepts, documents, designs, developments, improvements, systems, accounts created for you or other materials or information created, made or discovered by us:

          (a) in the course of providing our Products and/or Services; and/or
          (b) as a result of using your resources (including the Confidential Information and Intellectual Property Rights).

Contract Materials includes our work methodologies, reviews and reporting documents, sources, but does not include third party websites and the links contained therein, licensed software, programs, accounts belonging to us or created for other clients, stock photography licences, licences to third party service providers, handbooks which we may provide to you from time to time in relation to our Services.

Existing Materials means materials, including, but not limited to, our structural drawings, architectural drawings, geotechnical reports, AutoCAD templates, excel spread sheets, documents, our works, work methodology, reports, ideas, concepts, designs, inventions, developments, improvements, stock photography licences, licences to third party service providers, licensed software, accounts belonging to us or created for other clients, systems, other materials, documents, information, sources, programs, accounts, created, made or discovered by us prior to providing our Services to you or outside the scope of our Services that we use or supply in the course of the provision of our Services.

Intellectual Property Rights means all present and future rights conferred by Law in or in relation to copyright, trade marks, designs, circuit layouts, plant varieties, business and domain names, patents, models, service marks, inventions, discoveries, trade secrets, secret processes, know-how, computer products, and confidential, scientific, technical, and product information and other results of intellectual activity in the industrial, commercial, scientific, literary or artistic fields whether or not registrable, registered or patentable.

These rights include:         

          (a) all rights in all applications to register these rights;
         
          (b) all renewals and extensions of these rights; and
         
          (c) all rights in the nature of these rights, such as Moral Rights.

Moral Rights means:

          (a) rights of integrity of authorship or performership;

          (b) rights of attribution of authorship or performership;

          (c) rights not to have authorship or performership falsely attributed;

          (d) conferred by the Copyright Act 1968 (Cth); and

          (e) rights of a similar nature that exist, or may come to exist, anywhere in the world.

9.4 This clause 9 survives termination or expiry of these Terms.

10. COPYRIGHT AND TRADE MARK NOTICES 

10.1 All material on this Site, or otherwise delivered by us via our services, including (but not limited to) structural drawings, architectural drawings, geotechnical reports, AutoCAD templates, excel spread sheets, documents, templates, information, text, graphics, information architecture and coding (Our Content), is subject to copyright. While you may browse or print Our Content for non-commercial, personal or internal business use, you must obtain our prior written permission if you’d like to use, copy or reproduce it. Modification of Our Content for any other purpose is a violation of our copyright and other proprietary rights and is strictly prohibited.

10.2 You acknowledge that you do not acquire any ownership rights by using the Site or Our Content.

10.3 The trade marks, logos, and service marks displayed on our Site to denote our brand are either registered or unregistered trade marks of us (our Marks). Our Marks, whether registered or unregistered, may not be used in connection with any product or service that does not belong to us, in any manner that is likely to cause confusion with customers, or in any manner that disparages us.

10.4 Nothing contained on this Site should be construed as granting, by implication, estoppel or otherwise, any license or right to use any of our Marks without our express written permission.

10.5 You agree that damages may be an inadequate remedy to a breach of these Terms and acknowledge that we will be entitled to seek injunctive relief if such steps are necessary to prevent violations of its intellectual property rights.

11. NON-COMPETITION

11.1 You must not:

          (a) solicit or attempt to solicit business for products and/or services that are substantially similar in nature to the Products and/or Services                   that we provide from any of our Clients or Prospective Clients; 


          (b) engage or prepare to engage in a business that competes with our business, including (but not limited to), for the purpose of presenting                   at workshops, coaching, consulting or public speaking business practices that involve the delivery of content, systems, and processes                     similar to that which you received from our Products and/or Services; 

         
          (c) solicit, attempt to solicit, entice or encourage any person who was or is a director, officer, employee, agent, associate, contractor,                               consultant, trainer, instructor or advisor of the Company or an Associated Entity to leave that office, employment, agency or association                   or cease offering their services to us or to enter into employment or any other association with any other person, firm, or company that                     provides products and/or services that are substantially similar to the Products and/or Services we offer.


11.2 In this clause:

          (a) Client means any person, firm, institute or company who at any time during the period of 12 months prior to you accessing our Products                 and/or Services was a client of ours; and,


          (b) Prospective Client means any person, firm or company who at any time during the period of 12 months prior to you accessing our                              Products and/or Services was identified as a prospect of LearnPedia.


11.3 You agree that the restrictions in this clause apply to conduct which is either direct or indirect and regardless of whether the conduct is done for your own benefit or for the benefit of any other person or entity. 


11.4 You agree that this clause is reasonable and necessary to protect our genuine business interests.


11.5 The obligations of this clause survive and continue after the termination of these Terms.

12. RIGHT TO SUSPEND, TERMINATE AND REFUND 

12.1 We reserve the right to suspend or terminate your use of the Site or our Products and/or Services generally if you breach these terms, as determined by us in our sole discretion.

12.2 Either party may terminate your use of our Site, Products and/or Services by providing to the other party a minimum of 7 days’ written notice, unless specified otherwise in any specific Product or Service Terms or contract you have entered into with us.

12.3 If you terminate your use of our Products and/or Services early (prior to your Products and/or Services being completed), you acknowledge and agree that the outstanding fees for those Products and/or Services are payable. We will issue an invoice for all Products and/or Services accessed in the course of providing the Products and/or Services up to the time and date that written notice was given to us that the Products and/or Services were cancelled.

12.4 Refunds are not provided for our Products and/or Services, whether accessed by you or not, unless we are in breach of the Australian Consumer Law, as set out in Schedule 2 to the Australian Competition and Consumer Act, 2010 (Cth).

12.5 Any initial deposits paid to us for the provision of Products and/or Services to you are non-refundable.

12.6 In the event that you have agreed to a payment plan for our Products and/or Services all unpaid instalments will be and remain payable to us.

12.7 Final payments are non-refundable after at the completion of our Products and/or Services.

12.8 Any refund requests will be assessed on a case-by-case basis, in accordance with the costs associated with each Product and/or Service delivered by us, or otherwise where we determine in our sole discretion that genuine value has not been received or is not able to be received by you.

13. NON-EXCLUSIVITY

13.1 You acknowledge and agree that we may at all and any times provide our services to other Clients in the same or similar industry as you.

13.2 We do not provide our services on an exclusive basis.

13.3 We will however endeavour to protect the confidential information you provide us and in accordance with our privacy policy.

14. PRICES

14.1 All prices for our Products and/or Services are in Australian Dollars (AUD).

14.2 All prices for our Products and/or Services are as displayed via our site.

14.3 All prices are exclusive of GST (if applicable) unless indicated otherwise, and exclude delivery charges and customs duty and other taxes, if applicable.

14.4 All prices are subject to change without notice.

14.5 We reserve the right to modify, cancel and limit any Product and/or Service at any time.

15. PAYMENTS

15.1 We will send you invoices for our Products and/or Services and you agree to pay the invoices using a payment method specified on the invoice within 7 business days of receiving such invoices.

15.2 Unless otherwise agreed between the parties in writing (including but not limited to, for the purposes of a payment plan), all invoices must be paid in full, in accordance with clause 15.1, before we provide our Products and/or Services.

15.3 Some of our payments are operated through an online and automated billing system (Online Payment). Where your payments are made via Online Payment:

          (a) You agree to ensure sufficient funds are available in your nominated account to meet any account withdrawals made by us on their scheduled                 due dates.

          (b) If payment is defaulted or not received, you authorise us to debit any outstanding funds from your nominated account without need for                           notification at a future date.

15.4 Where another agent or enterprise is debiting funds pursuant to an arrangement entered into with us, you also affirm the same rights and undertakings explained in these Terms to them.

15.5 We reserve the right to suspend or terminate any Product and/or Service in our sole discretion if payment is defaulted.

15.6 We reserve the right to on-sell or otherwise authorise a debt-collection or other authorised agency to collect any amount not paid by you without any further consultation with you.

15.7 We reserve the right to inform credit watch monitoring services of ongoing defaults trends or payment-avoiding strategies employed where we deem it is appropriate.

15.8 We endeavour to work with clients who have financial difficulties to ensure actions such as those listed above do not happen. If you are having difficulties or require a payment plan, please contact us.

15.9 In circumstances where we invoice you for payment, payment is due and payable by the payment date noted on the invoice. Failure to make payment by the payment date may lead to suspension of use of our product and/or services.

15.10 We reserve the right to apply interest at the General Interest Charge applied by the ATO to all tax invoices that are more than 30 days overdue.

15.11 Where payments remain outstanding for more than 30 days, we reserve the right to assign any debits payable to it to a third party without consultation with you.

15.12 If you fail to pay any invoice rendered to you by us within 14 days of the date of the invoice you acknowledge that we may suspend or terminate the delivery of the Products and/or Services. We will not be liable for any loss suffered by you as a result of such suspension or termination.

16. DISCOUNTS, PROMOTIONS AND OFFERS

16.1 From time to time, we may offer the opportunity to purchase our Products and/or Services at a discounted or promotional price, subject to these Terms.

16.2 Any discounts, promotions and offers will be confined to the time period and additional terms of sale in accordance with the details of that respective discount, promotion and/or offer as published online from time to time on our Site.

17. LIABILITY IS LIMITED 

17.1 We provide our products and services on an "as is" basis and without any warranties, representations, or conditions of any kind, whether express, implied or statutory, to the extent permitted by Law. Subject to the other terms of this clause, we exclude all rights, representations, guarantees, conditions, warranties, undertakings, remedies or other terms in relation to the Services that are not expressly set out in these Terms to the maximum extent permitted by Law.
17.2 Without limiting the generality of clause 17.1, we expressly exclude any liability in contract, tort or otherwise for any injury, damage, loss, delay or inconvenience caused directly or indirectly by your use of our Products and/or Services.

17.3 Subject to the other terms of this clause, our maximum aggregate liability owed to you in for any loss or damage or injury arising out of or in connection with the supply of our Products and/or Services under these Terms, including any breach by us of these Terms however arising, under any indemnity, in tort (including negligence), under any statute, custom, law or on any other basis, is limited to the actual charges paid by you under these Terms in the one month period preceding the matter or the event giving rise to the claim.

17.4 The disclaimers, limitations of liability and indemnities within these Terms do not exclude rights that may not be excluded by Law, including but not limited to, those rights under the Australian Consumer Law.

17.5 If we are liable to you in relation to a failure to comply with a guarantee that applies under Division 1 of Part 3-2 of the Australian Consumer Law that cannot be excluded, our total liability to you for that failure is limited to, at our option, to the resupply of the Products and/or Services or the payment of the cost of resupply.

17.6 Subject to the other terms of this clause, we exclude any liability owed to you, whether in contract, tort (including negligence) or otherwise, for any special, indirect or consequential loss arising under or in connection with these Terms, including any loss of profits, loss of sales or business, loss of production, loss of agreements, loss of business opportunity, loss of anticipated savings, loss of or damage to goodwill or reputation or loss of use or corruption of data or information.

17.7 This clause applies to the fullest extent permitted by Law and shall survive termination of these Terms.

18. YOUR INDEMNITY

18.1 You agree to indemnify us and our officers, agents, partners, directors, shareholders and employees and subcontractors, against any direct losses, liabilities, costs, charges or expenses and all interest, penalties and legal costs (calculated on a full indemnity basis) and all other reasonable professional costs and expenses suffered or incurred by us arising out of or in connection with:

          (a) your use of our Products and/or Services;

          (b) any claim made against us or you by a third party arising out of or in connection with the provision of our Products and/or Services and/or                       these Terms;

          (c) any breach of these Terms by you, including any failure to pay any fees on time;

          (d) the circulation, distribution or publication of any information or materials provided by you being contrary to Law;

          (e) any reliance by you or a third party on our Products and/or Services or any advice or information provided in connection with the provision of                 our Products and/or Services and/or these Terms; and

          (f) the enforcement of these Terms.

18.2 You must make payments under this clause in full without set-off or counterclaim, and without any deduction in respect of taxes unless prohibited by Law.

18.3 We are not responsible, and expressly limit our liability to the extent permitted by Law, which is without limitation to your rights under the Australian Consumer Law, for damages of any kind arising out of use, reference to, or reliance or use on any information contained within our Site or by engaging our Products and/or Services.

18.4 This clause survives the termination of this agreement.

19. NO DISPARAGEMENT 

19.1 At all times, you must not make any public or private statement or comment, whether oral or in writing, which in our reasonable opinion is adverse to the interest, reputation or commercial standing of or is in any respect a disparaging remark or representation about us and/or any of our Products and/or Services nor any statement that is false and does or has the tendency to damage our reputation of by any method including but not limited to any social media platform or review website anywhere in the world.

19.2 Should you breach this clause, you hereby indemnify us in accordance with clause 18 above.

20. FORCE MAJEURE

20.1 We will not be in breach of these Terms or liable to you for any Loss incurred by that you may incur as a direct result of our failing to perform our obligations or being prevented, hindered or delayed in performing our obligations under these Terms where such prevention, hindrance or delay results from a Force Majeure Event.

20.2 If a Force Majeure Event occurs, we will notify you (Non-affected Party) in writing as soon as practicable and that notice must state the particulars of the Force Majeure Event and the anticipated delay.

20.3 On providing the notice in the above clause, we will have the time for performance of the affected obligations extended for a period equivalent to the period during which performance has been delayed, hindered or prevented, however, we will continue to use all reasonable endeavours to perform those obligations.

20.4 The performance of the affected obligations will be resumed as soon as practicable after such Force Majeure Event is removed or has ceased.

20.5 References to a Force Majeure Event in this clause means: events, circumstances or causes beyond a party’s reasonable control including (but not limited to):

          (a) strikes, lock-outs or other industrial action;
         
          (b) civil commotion, riot, invasion, cyber-attack, service attack, terrorist attack or threat of terrorist attack, war (whether declared or not) or                     threat or preparation for war;

          (c) fire, explosion, storm, flood, earthquake, subsidence or other natural disaster;

          (d) epidemic, pandemic, health emergencies, disease;

          (e) impossibility of the use of railways, shipping, aircraft, motor transport or other means of public or private transport;

          (f) interruption or failure of utility Services (including the inability to use public, private telecommunications networks, servers or third party                hosting platforms); and

          (g) the acts, decrees, legislation, regulations or restrictions of any Government Agency;
               however does not include a lack of funds.

20.6 References to Loss in this clause means: any loss, liability, cost, charge, expense, Tax, Duty or damage of any nature whatsoever, including special, incidental, or consequential damages, losses or expenses (howsoever arising or caused, including, without limitation, negligence).

22. SEVERABILITY

22.1 If any provision of these Terms is deemed invalid by a court of competent jurisdiction, the invalidity of such provision shall not affect the validity of the remaining provisions of these Terms, which shall remain in full force and effect. 

23. NO ASSIGNMENT

23.1 You cannot transfer or assign your rights in accordance with these Terms, including any membership or registration with us, without our prior written consent.

23.2 We may assign or transfer our rights and obligations under these Terms at any time, upon prior written notice to you of at least 4 calendar weeks.

24 SUB-CONTRACTING 

26.1 If a dispute arises between the parties in relation to these Terms, the dispute must be dealt with in accordance with this clause.

26.2 Any party claiming that a dispute exists must notify the other party to the dispute (Second Party) in writing of the nature of the dispute.

26.3 In the case of claims against us, all notices are to be provided to info@learnpedia.com.au.

26.4 If the dispute is not resolved by agreement within 10 business days of the Second Party receiving the notice referred to above, either party may refer the matter to mediation conducted by a mediator agreed between the parties within a further 10 business days or failing agreement within that period, as appointed by the executive director for the time being of the Australian Commercial Disputes Centre Limited.

26.5 Once a mediator is appointed, the parties agree that:

          (a) The costs of the mediator shall be borne equally between the disputing parties.

          (b) The chosen mediator shall determine the procedures for mediation.

          (c) The chosen mediator will not have the power or authority to make any other determination in relation to the dispute.

26.6 If the parties have not mediated a resolution of the dispute within 10 business days of the selection of a mediator, neither party shall be obliged to continue any attempt at mediation under this clause, and either party may then commence such legal proceedings as it considers fit in relation to the dispute.

26.7 Nothing in this clause prevents a party from commencing proceedings seeking urgent interlocutory relief from a court of competent jurisdiction to hear the matter, if, in that party’s reasonable opinion, it is necessary to protect their rights.

26.8 Despite the existence of a dispute the parties must continue to comply with their obligations under the contract.

26.9 This clause survives termination of these Terms.

27. APPLICABLE LAW

  • 27.1 These Terms shall be construed in accordance with and governed by the laws of Victoria, Australia. You consent to the exclusive jurisdiction of the courts in Victoria to determine any matter or dispute which arises between us. 

28. YOUR FEEDBACK

28.1 We welcome enquiries or feedback on our Site. Unless specifically stated by you, we shall treat any information you provide us with, as non-proprietary and non-confidential. Please see our Privacy Policy for further details.

28.2 If you have questions or comments regarding this Site or our services, please email us at info@learnpedia.com.au. © Progressive Legal Pty Ltd – All legal rights reserved (2023). These Terms were last updated on 20 October 2023

APPENDIX

CODE OF CONDUCT

Individuals of all levels are welcome here. We have community members of all skill and experience levels.

We want people to feel safe when using our groups and forums. For that reason, we’ve developed a set of community guidelines, outlined below. These policies will help you understand what type of sharing is allowed in our private groups and communities, and what type of content may be reported to us and removed. Because of the diversity of our global community, please keep in mind that something that may be disagreeable or disturbing to you may not violate our community guidelines.

• Individuals of all skill levels are welcome here
We have members of all skill and experience levels.

• Do not copy other people’s work
You must not copy other people’s answers/responses as part of the Services we provide to you (including any assignments, short-answer questions, multiple-choice questions, drawings, projects or exams) or allow other people to copy your answers/responses.

• Keep it respectful
Comments that are inappropriately negative, rude, or attacking will be deleted, removed, or we will ask you to revise your thoughts. Everyone is here to learn and grow, so anything violating that will be removed.

• No pitching to the group
We have a strict ‘no shopping for customers’ policy in our groups. This includes pointing people to blog posts with your offers/affiliate offers and publicly asking members to join your own Facebook groups or communities. Be cautious of unsolicited private messages to group members. If we get multiple complaints that you or someone else is using private messages to make unsolicited pitches to members, you may be asked to leave. You should view the group as your peers, not your leads.

• No gated content
Content posted in the groups cannot be used to harvest leads in any way. If you need feedback or a review, post the direct PDF, document, or screenshot. Don’t require people to opt-in to view.

• Respect confidentiality
Content gathered in our Community groups cannot be collected, repackaged, and/or shared outside the group. Every member of our communities has a right to privacy and the right to feel safe that their questions, answers, and experiences remain privy to group members only.

• Keep it on topic
We reserve the right to remove posts based on off-topic content or offensive content.

• Partnering with other members
Access to this group does not mean that we endorse anyone’s products or services. Please be cautious and do your due diligence when partnering with anyone in the group – don’t assume everyone is trustworthy.

• Report posts that are breaking group policies
Due to the large amount of people in our groups and communities, it’s sometimes difficult for us to catch everything. If you see a post that is questionable, please report it, tag our community manager in the comments, or reach out to our community manger directly via private message so our team can review them.

• Breaking the rules
If you are deemed to be breaking the rules of the group, we reserve the right to remove you from the Facebook group, Site group chat or any other social media platform groups that the offending behaviour has occurred within.

 © Progressive Legal Pty Ltd – All legal rights reserved (2023). These guidelines were last updated in 16 November 2023