SpotJobs Holdings Pty Ltd ABN 91 628 670 351
TERMS OF SERVICE
SpotED offers online courses subject to these Terms of Service.
The following terms are used regularly throughout these Terms of Service and have a particular meaning:
(a) ABN means Australian Business Number.
(b) Acceptance Date means the date the Students confirms their intention to undertake a Course.
(c) Account means a registered account within the Platform.
(d) Agreement means the agreement formed between the Students and the Company under, and on the terms of, these Terms of Service.
(e) Assessment means any exercise, quiz or other task to be completed by Students to in the fulfilment of any requirements in a Course.
(f) Australian Consumer Law means Schedule 2 of the Competition and Consumer Act 2010 (Cth).
(g) Business Day means a day (other than a Saturday, Sunday or public holiday) on which banks are open for general banking business in Melbourne, Australia.
(h) Company means SpotJobs Holdings Pty Ltd ABN 91 628 670 351 trading as “SpotED”.
(i) Confidential Information means any written or verbal information that:
i Any information deemed as confidential under these Terms of Service;
ii A party informs the other party that it considers it confidential and/or proprietary;
iii A party would reasonably consider to be confidential in the circumstances; and
iv Is personal information within the meaning of the Privacy Act and GDPR.
but does not include information that a party can establish:
v Was in the public domain at the time it was given to that party;
vi Became part of the public domain, without that party’s involvement in any way, after being given to the party;
vii Was in party's possession when it was given to the party, without having been acquired (directly or indirectly) from the disclosing party; or
viii Was received from another person who had the unrestricted legal right to disclose that information free from any confidentiality obligation.
(j) Cooling Off Period means the period from the Start Date to 11.59pm on the day 2 calendar days after the Start Date.
(k) Course means any online course offered by the Company.
(l) Course Duration means the period of time from the Acceptance Date that a Course will be accessible for completion by the Student via the Platform.
(m) Course Fee means a fee charged by the Company to access a Course.
(n) Course Finance means any loan to the Student for the purpose of paying the Course Fee.
(o) Course Finance Provide means any entity (other than the Company) that provides Course Finance to a Student.
(p) Course Materials means all content and materials relating to Courses provided via the Platform.
(q) Course Provider means the entity that provides the Course to the Student.
(r) Direct Debit Provider means any third-party service provider that provides direct debit services to Students for the payment of Course Fees from time-to-time.
(s) Direct Debit Provider Terms & Conditions means the Direct Debit Provider’s terms and conditions that apply to its customers.
(t) Fee means a fee payable to the Company under these Terms of Service, including Course Fees.
(u) GST has the meaning given by the A New Tax System (Goods and Services Tax) Act 1999 (Cth).
(v) Instructor means a person who assists with the provision of Courses for Students.
(w) Intellectual Property means all copyright, patents, inventions, trade secrets, know-how, product formulations, designs, circuit layouts, databases, registered or unregistered trademarks, brand names, business names, domain names and other forms of intellectual property.
(x) Payment Plan means any written agreement to pay Course Fees in 2 or more instalments over a period of time.
(y) Platform means an online learning environment in which the Course is accessed by the Student, whether provided by the Company or a Course Provider.
(z) Privacy Act means the Privacy Act 1988 (Cth).
(bb) Site means the website found at http://spoted.com.au, or such other URL used by the Company from time-to-time.
(cc) Start Date means the date which the Student is first given access to a Course (usually by the provision of login details for a Platform), irrespective of whether the Student logs in or accesses the Course.
(dd) Student means a person that has accepted these Terms of Service for the purposes of accessing one or more Courses.
(ee) Student Content means images, information, documents or other data that is uploaded or input into the Platform by the Student.
(ff) Tax Invoice has the meaning given by the A New Tax System (Goods and Services Tax) Act 1999 (Cth).
(gg) Terms of Service means these Terms of Service.
1 USING SPOTED
(a) The parties agree to become bound by these Terms of Service when they are accepted by the Student, which may be orally, in writing or by conduct (such as logging in to a Platform), and may be conveyed electronically.
(b) The Student specifically agrees and acknowledges that where the agree to undertake a Course and make payment of the Course Fees via phone, that they become bound by these Terms of Service.
(c) To participate in a Course, or by participating in a Course, the Student agrees and accepts to these Terms of Service.
(d) The Student is responsible for ensuring that they have all necessary equipment and software to enable access to the Platform and Course Materials to complete a Course.
(e) The Student agrees that its participation in a Course and use of the Platform is subject to these Terms of Service.
(f) The Company may suspend an Account or restrict the access of any Student that breaches these Terms of Service.
(g) Students under the age of 18 must not enrol in a Course without their parent or legal guardian’s consent.
(h) Upon successful completion of a Course, the Company will provide a course certificate confirming such, subject to the payment of all applicable Fees in full.
1.2 Account & Enrolment
(a) Students must provide such personal detail as reasonably required by the Company in order to set up an Account, which may require the provision of supporting documentation.
(b) Students must ensure that all information submitted to the Company to establish the Account is complete and accurate, and ensure that all information is kept accurate and up-to-date throughout the duration of a Course.
(c) Where the Company approves the Student to undertake a Course, the Company shall establish an Account for the Student and will provide Students with their unique Platform login details to access the Course(s).
2 COURSE MATERIALS AND ACCESS
2.1 The content of Course Materials remain the Intellectual Property of the Company and/or the Course Provider, and Students must not copy, reproduce, vary, distribute or otherwise exploit the Course Materials without the Company’s express prior written consent, or permit any third party to do so.
2.2 The Company may add, vary and/or remove Course Materials as its complete discretion without prior notice.
2.3 Students will have unlimited access to the Course Materials via the Platform, subject to:
(a) Completion of the Course;
(b) Expiry of the Course Duration;
(c) Termination of the Agreement; and/or
(d) Any interruptions as per clause 5.5.
2.4 Students acknowledge that access to Courses are limited by the Course Duration. It is the sole responsibility of Students to ensure that Courses are completed within the specified period of time allowed for by the Company. The Company and/or Course Provider may grant extensions upon written request by the Student subject to payment of an additional fee, unless otherwise determined in the Company’s sole discretion.
2.5 Students must not allow access to their Account and Course Materials by any third party. Students are solely responsible for the security of its username and password for access to the Platform and shall notify the Company as soon as it becomes aware of any unauthorised access of its Account.
3 STUDENT CONTENT AND CONDUCT
3.1 The Student acknowledges and agrees that:
(a) The Platform may enable the Student to create Student Content, but that by doing so the Student shall not acquire an interest to any Intellectual Property owned by the Company, which may exist in the Platform.
(b) The Student must conduct themselves and interact with the Company, Instructors and other Students in a respectful and professional manner, and in particular not in a rude, offensive and/or harassing manner.
(c) The Student indemnifies the Company for any Student Content that is illegal, offensive, indecent or objectionable that the Student makes available using the Platform.
(d) The Company may suspend accessibility to, remove or edit Student Content via the Platform that the Company determines is illegal, offensive, indecent or objectionable in its sole discretion.
(e) To the extent permitted by law, under no circumstances will the Company be liable in any way for Student Content.
(f) The Student warrants that it has all necessary Intellectual Property Rights to use Student Content and shall indemnify the Company for any infringement the Student commits of third-party Intellectual Property Rights by using Student Content on the Platform.
(g) The Student must not plagiarise and, where so committed, the Company may require the Student to re-complete and re-submit the work. The Company may suspend and/or terminate a Student’s Account where that Student has committed multiple counts of plagiarism by a Student despite written warning by the Company, in which case no refunds on Fees will apply.
(a) The Student must pay the Course Fee to complete a Course.
(b) If the Student is under the age of 18, the Student’s parent or guardian will be responsible for the payment of the Course Fee.
(c) The Company reserves the right to introduce or change any Fees from time-to-time. Any new or changed Fees will not apply for any Courses that have already been accessed the Student.
4.2 Payment Options
(a) The Company may offer some or all of the following payment options for Students:
i Upfront payment in full;
ii Payment Plans; and/or
iii Course Finance.
(b) The Student may make upfront payment by providing credit card details or electronic bank transfer to the Company’s bank account.
4.3 Payment Plans and Direct Debit
(a) Where the Student enters into a Payment Plan:
i The Student agrees and acknowledges that the Course Fee is payable as a fixed-term licence fee, paid in instalments in the agreed timespan of the Payment Plan, subject to the Student’s compliance with the terms of the Payment Plan;
ii The Student agrees that if the Student misses one or more payments due under the Payment Plan, then the Company may, acting reasonably:
A require the Student to make a catchup payment to bring the Payment Plan out of arrears;
B enter into a new Payment Plan arrangement;
C appoint a third party to collect any monies owing under these Terms of Service on such terms as determined by that third party; and/or
D demand immediate full payment of the outstanding balance of the Payment Plan.
iii Where the Student has any payment overdue for more than 60 days, default interest shall apply on the total outstanding balance of the Course Fee at 12% per annum, calculated and compounding daily.
(b) The Company may assign the Payment Plan to a third party for administration and collection of the Payment Plan by giving the Student written notice.
(c) The Student irrevocably agrees that the Company may contact the student by all available means to communicate with them about the status and any obligations they have in respect of the Payment Plan.
(d) Where the Student enters into a Payment Plan, the Student authorises the Company and/or its nominated Direct Debit Provider (if any) to debit from the Student’s nominated bank account or debit/credit card each agreed instalment under the Payment Plan, including any catchup payments, for the entire duration of the Payment Plan.
(e) The Student agrees to any Direct Debit Provider Terms & Conditions, and any breach of the Direct Debit Provider Terms & Conditions shall also be a breach of these Terms of Service.
(f) If the Student cancels the Company’s authority to debit the Student’s account:
i Such will not have the effect of terminating the Agreement or the Student’s liability to pay Fees under these Terms of Service; and
ii The full Course Fees become due and payable to the Company unless and until a new Payment Plan arrangement can be entered by the student and the Company.
4.4 Course Finance
(a) The Company may offer the Student the opportunity to apply for finance from a Course Finance Provider.
(b) The Student acknowledges that the Course Finance Provider is a third party and the Company only acts as a facilitator between the Student and the Course Finance Provider to assist the Student to make an application for Course Finance.
(c) If a Student receives Course Finance, then the Student acknowledges that the Company will be paid the Course Fees by the Course Finance Provider and that no refunds of the Course Fees will be available to the Student.
(d) The Student agrees and acknowledges that any request for changes to the terms of Course Finance must be made directly to the Course Finance Provider.
4.5 Cooling Off, Cancellations & Refunds
(a) The Company agrees that the Student may cancel their enrolment in any Course(s) during the Cooling Off Period without penalty or liability, unless either of the following conditions apply, in which case the Student shall be deemed to have waived their right and the Cooling Off Period shall not apply, unless permitted otherwise in the Company’s sole discretion:
i The Student has downloaded, viewed or otherwise accessed over 25% of the Course Materials; and/or
ii The Student has accessed and completed an Assessment.
(b) The Student must notify the Company in writing if they wish to cancel their enrolment in any Course(s) during the Cooling Off Period (the best way is to email email@example.com). The Student shall receive a full refund of the Course Fee paid during the Cooling Off Period within 14 days of the date the Company receives such written notice.
(c) Following the Cooling Off Period, cancellations are generally not accepted, and no refunds are offered on the Course Fee other than as required by law, in particular the Australian Consumer Law, unless otherwise agreed by the Company in its sole discretion.
(d) For the avoidance of doubt, for cancellations outside of the Cooling Off Period, before cancellation, it shall be reasonable for the Company to require payment of a cancellation fee commensurate with the Company’s costs and losses incurred in the cancellation, including fees paid to Course Providers, fees paid to enrolment staff, administration staff, finance costs and bank fees, such that the Company should not be out-of-pocket due to the cancellation. Where those fees cannot be agreed, then the default fee shall be 20% of the total Course Fees + GST.
All Fees are quoted in Australian dollars, however transactions may be processed in an equivalent foreign currency (such as New Zealand dollars, US dollars or British pounds).
GST is applicable to any Fees charged by the Company to the Student in Australia. Unless expressed otherwise, all Fees shall be deemed inclusive of GST. The Company will provide the Student with a Tax Invoice for any payments.
5 GENERAL CONDITIONS
(a) By accepting these Terms of Service, the Student is granted a limited, non-exclusive and revocable licence to access and use the Course, Course Materials and/or Platform, in accordance with these Terms of Service.
(b) The Company may issue the licence to the Student on the further terms or limitations as it sees fit.
(c) The Company may revoke or suspend the Student’s licence for breach of any of the terms and conditions in these Terms of Service by the Student.
5.2 Modification of Terms
(a) The terms and conditions of these Terms of Service may be updated by the Company from time-to-time by giving the Student reasonable written notice, provided however that such updates shall not prevent the Student undertaking any Course for which the Student has already been enrolled.
(a) The Student agrees and accepts that the Platform is:
i Hosted by the Company and/or the Course Provider and shall only be installed, accessed and maintained by the Company and/or Course Provider, accessed using the internet or other connection to the servers operated by the Company and is not available ‘locally’ from the Student’s systems; and
ii No ‘back-end’ access to the Platform is available to the Student unless expressly agreed in writing.
(b) As a hosted and managed service, the Company and/or Course Provider reserves the right to upgrade, maintain, tune, backup, amend, add or remove features, redesign, improve or otherwise alter the Platform.
(a) The Company provides online support for Students by phone, email and, where possible, from within the Platform.
(b) The Student should notify the Company of any difficulties or problems they may experience with the Platform or Course.
(c) The Company shall endeavour to respond to all support requests within 3 Business Days.
(a) The Student agrees that it shall only use the Platform for legal purposes and shall not use it to engage in any conduct that is unlawful, immoral, threatening, abusive or in a way that is deemed unreasonable by the Company in its discretion.
(b) The Student agrees that the Company shall provide uninterrupted access to the Platform to the best of its abilities, however:
i Access to the Platform may be prevented by issues outside of its control; and
ii It accepts no responsibility for ongoing access to the Platform.
(d) The Student agrees that the Company and the Course Provider may exchange information regarding the student’s educational progress and compliance with any Payment Plan.
(a) Security. The Company takes the security of the Platform and the privacy of its Students very seriously. The Student agrees that the Student shall not do anything to prejudice the security or privacy of the Company’s systems or the information on them.
(b) Transmission. The Company shall do all things reasonable to ensure that the transmission of data occurs according to accepted industry standards. It is up to the Student to ensure that any transmission standards meet the Student’s operating and legal requirements.
(a) Trademarks. The Company has moral and registered rights in its trade marks and the Student shall not copy, alter, use or otherwise deal in the marks without the prior written consent of the Company.
(b) Proprietary Information. The Company may use software and other proprietary systems and Intellectual Property for which the Company has appropriate authority to use, and the Student agrees that such is protected by copyright, trademarks, patents, proprietary rights and other laws, both domestically and internationally. The Student warrants that it shall not infringe on any third-party rights through the use of the Platform.
(c) The Platform. The Student agrees and accepts that the Platform is the Intellectual Property of the Company and/or the Course Provider and the Student further warrants that by using the Platform the Student will not:
i Copy the Platform or the services that it provides for the Student’s own commercial purposes; and
ii Directly or indirectly copy, recreate, decompile, reverse engineer or otherwise obtain, modify or use any source or object code, architecture, algorithms contained in the Platform or any documentation associated with it.
(d) Content. All content (excluding Student Content) submitted to the Company, whether via the Platform or directly by other means, becomes and remains the Intellectual Property of the Company, including (without limitation) any analytics, insights, ideas, enhancements, feature requests, suggestions or other information provided by the Student with respect to Courses.
(a) The Student agrees and acknowledges that the Platform has third party dependencies which may affect its availability, including (without limitation) internet service providers and hosting services, and that the Company has no means of controlling the availability of such dependencies and shall not be liable for any interruptions to such.
(b) The Student acknowledges that where the Course is provided by a Course Provider other than the Company, the Company is unable to warrant the uninterrupted access to the Course and that the Student may have to request support directly from the Course Provider.
(a) The Company agrees to keep all Student Content in the strictest confidence, and to the extent Student Content is accessed and/or received by the Company it shall be deemed as Confidential Information for the purposes of these Terms of Service.
(b) Each party acknowledges and agrees that:
i the Confidential Information is secret, confidential and valuable to the disclosing party (Discloser);
ii it owes an obligation of confidence to the Discloser concerning the Confidential Information;
iii it must not disclose the Confidential Information to a third party except as permitted in these Terms of Service;
iv all Intellectual Property rights remain vested in the Discloser, but disclosure of Confidential Information does not in any way transfer or assign any rights or interests in the Intellectual Property to the receiving party; and
v any breach or threatened breach by the receiving party of an obligation under these Terms of Service may cause the Discloser immediate and irreparable harm for which damages alone may not be an adequate remedy. Consequently, the Discloser has the right, in addition to other remedies available at law or in equity, to seek injunctive relief against the receiving party (and its agents, assigns, employees, officers and directors, personally) or to compel specific performance of this clause.
(c) A party must notify the Discloser in writing, giving full details known to it immediately, when it becomes aware of:
i any actual, suspected, likely or threatened breach by it of any obligations it has in relation to the Confidential Information.
ii any actual, suspected, likely or threatened breach by any person of any obligation in relation to the Confidential Information; or
iii any actual, suspected, likely or threatened theft, loss, damage, or unauthorized access, use or disclosure of or to any Confidential Information.
(d) The receiving party must promptly take all steps that the Discloser may reasonably require and must co-operate with any investigation, litigation or other action of the Discloser or of a related body corporate if there is:
i any actual, suspected, likely or threatened breach of a term of these Terms of Service; or
ii any theft, loss, damage or unauthorized access, use or disclosure of or to any Confidential Information that is or was in its possession or control.
5.11 Liability & Indemnity
(a) The Student agrees that it uses the Platform and Courses at its own risk.
(b) The Student acknowledges that the Company is not responsible for the conduct or activities of any Student and that the Company is not liable for such under any circumstances.
(c) The Student agrees to indemnify the Company for any loss, damage, cost or expense that the Company may suffer or incur as a result of or in connection with the Student’s use of or conduct in connection with the Platform or Courses, including any breach by the Student of these Terms of Service.
(d) The Company make no representations, warranties or guarantees, whether express or implied, as to the accuracy and completeness of Course Materials.
(e) In no circumstances will the Company be liable for any direct, incidental, consequential or indirect damages, damage to property, loss of property, loss or corruption of data, loss of profits, goodwill, bargain or opportunity, loss of anticipated savings or any other similar or analogous loss resulting from the Student’s access to, or use of, or inability to use the Platform or Courses, whether based on warranty, contract, tort, negligence, in equity or any other legal theory, and whether or not the Company knew or should have known of the possibility of such damage, or business interruption of any type, whether in tort, contract or otherwise.
(f) Certain rights and remedies may be available under the Competition and Consumer Act 2010 (Cth) or similar legislation of other States or Territories and may not be permitted to be excluded, restricted or modified. Apart from those that cannot be excluded, the Company and the Company’s related entities exclude all conditions and warranties that may be implied by law. To the extent permitted by law, the Company’s liability for breach of any implied warranty or condition that cannot be excluded is restricted, at the Company’s option to:
i The re-supply of services or payment of the cost of re-supply of services; or
ii The replacement or repair of goods or payment of the cost of replacement or repair.
5.12 Suspension and Termination
(a) The Company may, without penalty or liability to the Student, suspend the Student’s access to the Platform and/or its enrolment in any Course if it has reasonable grounds to believe the Student is in breach of these Terms of Service, until such time as the matter is appropriately determined.
(b) The Student may terminate immediately by giving the Company written notice, which will be deemed to be given when the Student un-enrols or cancels its Account.
(c) The Company may terminate these Terms of Service if the Student is in breach of these Terms and:
i That breach is not capable of remedy;
ii The breach is material, wilful, reckless or repetitious;
iii The breach compromises the Intellectual Property Rights of the Company; and/or
iv The breach can be remedied, but is not remedied within 5 Business Days of being given notice of that breach by the Company.
(d) Termination is without prejudice to and does not affect the accrued rights or remedies of any of the parties arising in any way out of these Terms of Service up to the date of expiry or termination, in particular the Student’s obligation to pay Fees.
(a) If any dispute arises between the parties in connection with these Terms of Service (Dispute), then either party may notify the other of the Dispute with a notice (Dispute Notice) which:
i Includes or is accompanied by full and detailed particulars of the Dispute; and
ii Is delivered within 10 Business Days of the circumstances giving rise to the Dispute first occurring.
(b) Within 10 Business Days after a Dispute Notice is given, a representative of each party with the authority to resolve the dispute, must meet (virtually or otherwise) and seek to resolve the Dispute.
(c) Subject to clause (d), a party must not bring formal proceedings in respect of any Dispute unless it first complies with the requirements of the dispute resolution mechanism outlined in this clause.
(e) Despite the existence of a Dispute, the parties must continue to perform their respective obligations under this document and any related agreements.
(a) The words in this clause that are defined in the Electronic Transactions Act 1999 (Cth) have the same meaning.
(b) The Student can direct notices, enquiries, complaints and so forth to the Company as set out in these Terms of Service.
(c) The Company will send the Student notices and other correspondence via the Platform, to the details that the Student submits to the Company, or that the Student notifies the Company of from time-to-time. It is the Student’s responsibility to update its contact details as they change.
(e) Notices must be sent to the parties’ most recent known contact details.
(g) The Company may assign or otherwise create an interest in its rights under these Terms of Service by giving written notice to the Student.
(a) Special Conditions. The parties may agree to any Special Conditions to these Terms of Service in writing.
(b) Prevalence. To the extent these Terms of Service is in conflict with, or inconsistent with any Special Conditions made under these Terms of Service, the terms of those Special Conditions shall prevail.
(c) Disclaimer. Each party acknowledges that it has not relied on any representation, warranty or statement made by any other party, other than as set out in these Terms of Service.
(d) Relationship. The relationship of the parties to these Terms of Service does not form a joint venture or partnership.
(e) Waiver. No clause of these Terms of Service will be deemed waived and no breach excused unless such waiver or consent is provided in writing.
(g) Governing Law. These Terms of Service is governed by the laws of Victoria, Australia. Each of the parties hereby submits to the non-exclusive jurisdiction of courts with jurisdiction there.
(h) Severability. Any clause of these Terms of Service, which is invalid or unenforceable, is ineffective to the extent of the invalidity or unenforceability without affecting the remaining clauses of these Terms of Service.
(i) Interpretation. The following rules apply unless the context requires otherwise:
ii The singular includes the plural and the opposite also applies.
vii A reference to a party to these Terms of Service or another agreement or document includes that party’s successors and permitted substitutes and assigns (and, where applicable, the party’s legal personal representatives).
ix A reference to information is to information of any kind in any form or medium, whether formal or informal, written or unwritten, for example, computer software or programs, concepts, data, drawings, ideas, knowledge, procedures, source codes or object codes, technology or trade secrets.
END TERMS OF SERVICE