Terms & Conditions
1.1 These Terms and Conditions (Terms) are between The Melbourne Attachment and Caregiving Clinic Pty Ltd (ABN 5863 0790 340) trading as Children Beyond Dispute, its successors and assignees (referred to as “we”, “us” or “our”) and the entity who requests our services (referred to as “you” or “your”), and collectively the Parties. 1.2 You have requested certain products or services set out on the Site, including the provision of and/or access to various online resources (the services requested by you referred to as the Services). You agree and accept that the Services are provided to you on these Terms. 1.3 These Terms form the agreement under which we will supply Services to you. Please read the Terms carefully. Please contact us if you have any questions using the contact details set out at the end of these Terms. 1.4 You accept our Terms by making a purchase from us and/or accessing our Services without payment. Your purchase or accessing of Services from us indicates that you have had sufficient opportunity to access the Terms and contact us, that you have read, accepted and will comply with the Terms, and that you are eighteen (18) years or older, or have the consent of a legal guardian who is eighteen (18) years or older. You must not order or access products or Services from us if you are under eighteen (18) years of age or do not have the consent of a legal guardian who is eighteen (18) years or older. If you do not agree to the Terms, please do not purchase our Services.
2. Registration and Services
2.1 Access to some of our services will require you to register for an account (Account). It is your responsibility to keep the details of your Account, including username and password, confidential. You may register an Account as an individual, a business or organisation. You are liable for all activity on your Account, including any purchases made using your account details. By registering for an Account, you warrant that the information you are providing, including the country in which you are based and will be using the Services, is true, complete and correct. 2.2 We agree to provide the Services with due care and skill. 2.3 We reserve the right to refuse any request that we deem inappropriate, unreasonable or illegal. 2.4 You may request additional services via the Site. We have discretion as to whether we agree to provide or perform such additional services. If we agree to provide or perform the additional services we will set out the scope of the services and the fee for such services. You will be expected to pay any fee for such additional services before we commence providing or performing them. 2.5 If you (or one of your Permitted Users, where applicable) apply for certification of completion in respect of a course (Certification), we will assess the application, based on the information provided and the tasks completed as requested by us from time to time in our absolute discretion (Assessment). Depending on the outcome of the Assessment, we reserve the right to reject an application for a Certificate in our absolute discretion. 2.6 We may provide the Services to you using our employees, contractors and third party providers and they are included in these Terms. 2.7 Suppliers of third party services or products who are not an employee or our direct contractor (Third Party Suppliers) will be your responsibility. We are not responsible for the quality of services or products provided by Third Party Suppliers. You must make direct arrangements with them.
3. Fees, Invoicing and Payment
3.1 You agree to pay us the fees, including any purchase prices, other payments and expenses, for the Services that you have requested, as set out on the Site (Fees). 3.2 All Fees are stated in Australian dollars unless otherwise specifically set out on the Site. 3.3 Taxes and tariffs vary from country to country. If you are based in Australia, the Fees will be subject to Australian GST. If you are not based in Australia, the Fees will exclude Australian GST but may include any taxes and/or tariffs applicable to your country or state of residence. 3.4 Unless we notify you to the contrary, you will be required to make payments via the payment gateway set out on the Site. 3.5 We will not provide or commence performing the Services until we have received the Fees in full, unless no fee is applicable. 3.6 Once the Fees have been received in full, you will receive access to the particular Services for the limited time period as set out on the Site (Period). This Period may vary for different services and is clearly indicated on the Site. 3.7 Upon expiration of the Period, your access to the Services and any Materials will cease. 3.8 We might offer discounted prices for bulk purchases of some of our Services. If you wish to purchase our Services in bulk at a discounted rate, you should contact us using the contact details set out on the Site to discuss the terms on which such Services will be provided and to make payment for such Services. 3.9 Some purchases might require the use of coupons (Coupons). Once payment is confirmed, we will provide you with Coupons permitting you (and your Permitted Users, where applicable) to access the Services. The conditions of use relating to the Coupons (including the period of time for which they will remain valid from the date of issue, and which may differ according to the nature of the purchase) will be specified at the time of purchase. 3.10 Our pricing structure, payment methods and these Terms may be amended from time to time at our discretion. The pricing changes will apply to you for Services provided to you after the date of the change. All other changes will apply from the date that the amended or new Terms are posted on our Site or are provided to you, whichever is earlier.
4. Your Obligations and Warranties
4.1 You warrant that you will not canvass, employ, induce or attempt to employ, induce, solicit or entice away from us, any employee or contractor that was employed by or contracted to us during the term that we provide Services to you or the prior 12 month period. 4.2 You warrant that throughout the term of these Terms that: (a) there are no legal restrictions preventing you from agreeing to the Terms; (b) you will cooperate with us and provide us with information and comply with requirements in a timely manner, as requested by us from time to time, that are reasonably necessary to enable us to perform the Services; (c) the information you provide to us , including the country in which you are based and will be using the Services, is true, correct and complete; (d) you will not infringe any third party rights in working with us and receiving the Services; (e) you will inform us if you have reasonable concerns relating to our provision of Services under the Terms, with the aim that we and you will use all reasonable efforts to resolve the concerns; (f) you are responsible for obtaining any consents, licences and permissions from other parties necessary for the Services to be provided, at your cost, and for providing us with the necessary consents, licences and permissions; (g) you consent to the use of your name in relation to the Services in a way which may identify you; (h) if applicable, you hold a valid ABN which has been advised to us; and (i) if applicable, you are registered for GST purposes. 4.3 If you (or one of your Permitted Users, where applicable) apply for Certification in respect of a course, you must answer (or must ensure that the Permitted User answers) certain questions demonstrating a basic understanding of each module of the course before moving on to the next module. Failure to answer correctly will not prohibit access to further modules of the course but it might impact upon the entitlement to Certification. 4.41 If you (or one of your Permitted Users, where applicable) apply for Level II Certification from us, you will (or will ensure that your Permitted User will): (a) provide us with information relating to the applicant’s professional background, experience and skills, and such other information as is reasonably necessary for us to assess the application; and (b) cooperate with us in completing all tasks we require of you in order to demonstrate your expertise in support of the application.
5. Our Intellectual Property
5.1 The work and materials that we provide to you in carrying out the Services contain material which is owned by or licensed to us and is protected by Australian and international laws (Materials). We own the Intellectual Property including copyright which subsists in all creative and literary works incorporated into our Materials. 5.2 The Materials are provided to you (and your Permitted Users, where applicable), for exclusive, non-commercial use only. The Materials are not to be shared with any other person or entity without our consent, and if such Materials are disclosed to any third parties without our consent, we reserve the right to terminate your Account and these Terms immediately. 5.3 You agree that, as between you and us, we own all Intellectual Property rights in our Materials, and that nothing in these Terms constitutes a transfer of any Intellectual Property ownership rights in our Materials, except as stated in these Terms or with our written permission. We may discontinue, review or revise any or all aspects of the Materials or our Services at our sole discretion and we will endeavour to provide you reasonable notice of such revision where possible. 5.4 Your (or your Permitted Users’, where applicable) use of our Materials does not grant you (or your Permitted User, where applicable) a licence, or act as a right of use, of any of the Intellectual Property in the Materials, whether registered or unregistered, except as stated in these Terms or with our prior written permission. 5.5 You (and your Permitted Users, where applicable) must not breach our copyright or Intellectual Property rights by, including but not limited to: (a) copying, altering, or modifying any of the Materials; (b) creating derivative works from the Materials; or (c) using our Materials for commercial purposes such as onsale to third parties. Where applicable you will ensure that your Permitted Users do not breach our copyright or Intellectual Property rights. 5.6 Upon full payment (including by use of a Coupon), we will license to you (and your Permitted Users, where applicable) such Materials as you have purchased from us on our Site (Licensed Material). 5.7 We grant you (and your Permitted Users, where applicable) a non-perpetual, limited, exclusive, revocable, and non-transferable right and licence, within the country in which you are based and using the Services, to use the Licensed Material for the agreed purposes and for the Period. For the avoidance of doubt, any Licences granted to you under these Terms shall be revoked on termination of these Terms.
6. Confidential Information
6.1 We, including our employees and contractors, agree not to disclose your Confidential Information to any third party (other than, where necessary, to Third Party Suppliers); to use all reasonable endeavours to protect Confidential Information from any unauthorised disclosure; only to use the Confidential Information for the purpose for which it was disclosed by you; to provide better quality services to you; and not for any other purpose. 6.2 You, including your employees and contractors, agree not to disclose our Confidential Information to any third party; to use all reasonable endeavours to protect Confidential Information from any unauthorised disclosure; only to use the Confidential Information for the purpose for which it was disclosed or provided by us to you; and not for any other purpose. 6.3 These obligations do not apply to Confidential Information that: (a) is authorised to be disclosed; (b) is required to be disclosed by virtue of the nature of the Services including for inclusion in a referral database of accredited practitioners published on our Site; (c) is in the public domain and/or is no longer confidential, except as a result of breach of these Terms; (d) is received from a third party, except where there has been a breach of confidence; or (e) must be disclosed by law or by a regulatory authority including under subpoena. 6.4 The obligations under this clause will survive termination of these Terms.
7. Feedback and Dispute Resolution
7.1 Your feedback is important to us. We seek to resolve your concerns quickly and effectively. If you have any feedback or questions about our Services, please contact us. 7.2 If there is a dispute between the Parties in relation to these Terms, the Parties agree to the following dispute resolution procedure: (a) The complainant must tell the respondent in writing, the nature of the dispute, what outcome the complainant wants and what action the complainant thinks will settle the dispute. The Parties agree to discuss in good faith to seek to resolve the dispute by agreement between them (Initial Discussion). (b) If the Parties cannot agree how to resolve the dispute at the Initial Discussion, any Party may refer the matter to a mediator. If the parties cannot agree on who the mediator should be, the complainant will ask the Institute of Arbitrators & Mediators Australia to appoint a mediator. The mediator will decide the time, place and mode for mediation, including whether the mediation should take place in person or via electronic means. Unless otherwise agreed by the Parties, the physical venue for mediation conducted in person will be in Melbourne, Australia. The Parties must participate in the mediation in good faith, to seek to resolve the dispute. 7.3 Any attempts made by the Parties to resolve a dispute pursuant to this clause are without prejudice to other rights or entitlements of the Parties under these Terms, by law or in equity.
8.1 The Parties may terminate the Terms by mutual agreement, by 14 days’ notice in writing (including by email). 8.2 Either Party may terminate the Terms, if there has been a material breach of these Terms, subject to following the dispute resolution procedure. 8.3 We may terminate the Terms immediately, in our sole discretion, if: (a) we discover that you (or your Permitted Users, where applicable) are sharing our Materials or your Account details with third parties; (b) we consider that a request for a Service is inappropriate, improper or unlawful; (c) you fail to provide us with clear or timely instructions to enable us to provide the Services; (d) we consider that our working relationship has broken down including a loss of confidence and trust; (e) you (or one of your Permitted Users, where applicable) post or publish any disparaging or disrespectful comments about us, our employees, contractors, or our Site, whether on the internet, including on our Site, or otherwise; (f) you (or one of your Permitted Users, where applicable) act in a way which we reasonably believe will bring us or our Site into disrepute; (g) you provide us with incorrect payment details or any other incorrect information; (h) for any other reason outside our control which has the effect of compromising our ability to provide the Services within the required timeframe; or (i) you (or one of your Permitted Users, where applicable) misuse the Services in any way. 8.4 On termination of these Terms you agree that the Fees or other payments made are not refundable to you, except at our absolute discretion. 8.5 On termination of these Terms you agree to promptly return (where possible), or delete or destroy (where not possible to return), our Material, Confidential Information and Intellectual Property, and/or documents containing or relating to our Material, Confidential Information and Intellectual Property. 8.6 On termination of these Terms, we agree to promptly return (where possible), or delete or destroy (where not possible to return) your Confidential Information and/or documents containing or relating to your Confidential Information. 8.7 On completion of the Services, we will retain your documents (including copies) as required by law or regulatory requirements. Your express or implied agreement to the Terms constitutes your authority for us to retain or destroy documents in accordance with the statutory periods, or on termination of these Terms. 8.8 The accrued rights, obligations and remedies of the Parties are not affected by the termination of these Terms.
9. Consumer Law, Limitation of Liability and Disclaimers
9.1 ACL: Certain legislation including the Australian Consumer Law (ACL) in the Consumer and Competition Act 2010 (Commonwealth of Australia), and similar consumer protection laws and regulations may confer you with rights, warranties, guarantees and remedies relating to the provision of Services by us to you which cannot be excluded, restricted or modified (Statutory Rights). Our liability is governed solely by the ACL and these Terms. 9.2 Services: If you are a consumer as defined in the ACL, the following applies to you: We guarantee that the Services we supply to you are rendered with due care and skill; fit for the purpose that we advertise, or that you have told us you are acquiring the Services for or for a result which you have told us you wish the Services to achieve, unless we consider and disclose that this purpose is not achievable; and will be supplied within a reasonable time. To the extent we are unable to exclude liability; our total liability for loss or damage you suffer or incur from our Services is limited to us re-supplying the Services to you, or, at our option, us refunding to you the amount you have paid us for the Services to which your claim relates. 9.3 Delay: Where the provision of Services depends on your information or response, we have no liability for a failure to perform the Services in this estimated period, which is affected by your delay in response, incomplete or incorrect information. 9.4 Referral: On request by you, we may provide you with contact details of third party specialists. This is not a recommendation by us for you to seek their advice or to use their services. We make no representation or warranty about the third party advice or provision of services, and we disclaim all responsibility and liability for the third party advice or provision of services, or failure to advise or provide services. 9.5 Warranties: To the extent permitted by law, we exclude all express and implied warranties, and all material and work is provided to you without warranties of any kind, either express or implied. We expressly disclaim all warranties including but not limited to implied warranties of merchantability and fitness for a particular purpose. 9.6 Liability: To the extent permitted by law, we exclude all express or implied representations, conditions, guarantees and terms relating to the Services, the Site and these Terms, except those set out in these Terms, including but not limited to: (a) implied or express guarantees, representations or conditions of any kind, which are not stated in the Terms; (b) our Services and the Site being unavailable; and (c) any loss, damage, costs including legal costs, or expense whether direct, indirect, incidental, special, consequential and/or incidental, including loss of profits, revenue, production, opportunity, access to markets, goodwill, reputation, use or any indirect, remote, abnormal or unforeseeable loss, or any loss or damage relating to business interruption, or otherwise, suffered by you (or your Permitted Users, where applicable) or claims made against you (or your Permitted Users, where applicable), arising out of or in connection with the Services, the Site or use of any Materials or information contained on the Site or your (or your Permitted Users’, where applicable) inability to access or use the Services, the Site or the Materials, and the late supply of Services, and the provision by you (or your Permitted Users, where applicable) of services using or based on the information gained from the Site or our Materials, even if we were expressly advised of the likelihood of such loss or damage. 9.7 Information: While the information and material on the Site, in the Materials and otherwise provided to you is believed to be consistent with current science and evidence-based practices, it is provided by us in good faith on an “as is” basis, and we and our directors, officers and employees accept no responsibility for and make no representations or warranties to you or to any other person as to the reliability, accuracy or completeness of such information and materials. Any reliance you place on the information and Materials is at your own risk. 9.8 Limitation: Our total liability arising out of or in connection with our Services, however arising, including under contract, tort, including negligence, in equity, under statute or otherwise, will not exceed the total fees paid by you to us in the twelve (12) month period prior to the event giving rise to the liability, or one hundred Australian Dollars (AUD$100) if no such payments have been made, as applicable.
10.1 No warranty is given or intended as to the accuracy or reliability of the information on the Site, Services or Materials. 10.2 You agree that any information, insights or guidance contained in our Site, Services or Materials are not an attempt to practice law, conflict resolution, psychology or related and ancillary health sciences, or provide legal, psychological, or other professional advice. It is not to be used or relied on for any legal, recommendation, diagnostic or treatment purposes. You should exercise your own independent skill and judgment before you rely on it. Use of our Site, Services or Materials does not establish a professional-client relationship. The information on the Site and Materials should not be used as a substitute for professional recommendation, diagnosis or treatment, legal advice, or other such services. The Site, Services and Materials may only be used by you in the ordinary course of business, of learning and expressly for the purposes of education, research, professional development, or inclusion in communications to and publications for clients and potential clients (Your Publications) provided: (a) you do not undertake these activities for or on behalf of a third party unrelated to you or your organisation; (b) Your Publications are not made available for sale; and (c) recipients of Your Publications are not permitted to make further reproductions of such materials. 10.3 The Site, Services, or Materials do not take into account your (or your Permitted Users’, where applicable) personal circumstances. They are not intended to be advice, they are not intended to be relied upon and they are not a substitute for professional advice based on your (or your Permitted Users’, where applicable) personal circumstances, or those of your clients. 10.4 You are solely responsible for determining the suitability of any of our Services, and your (and your Permitted Users’, where applicable) reliance on any information that is provided through our Site, Services or Materials is at your own risk. 10.5 This clause will survive termination of these Terms.
11.1 You are liable for and agree to indemnify, defend and hold us harmless for and against any and all claims, liabilities, suits, actions and expenses, including costs of litigation and reasonable legal costs, resulting directly or indirectly from: (a) any information that is not accurate, up to date or complete or is misleading or a misrepresentation; (b) any breach of these Terms; and (c) any use or misuse of the Services, the Site or the Materials from or by you (or your Permitted Users, where applicable). 11.2 You agree to co-operate with us (at your own expense) in the handling of disputes, complaints, investigations or litigation that arise as a result of your use of our Services including but not limited to disputes, complaints, investigations or litigation that arises out of or relates to incorrect information you have given us. 11.3 The obligations under this clause will survive termination of these Terms. 11.4 You acknowledge and agree that your access to our Site, Materials, and Services will usually be delivered electronically, by download or streaming, and you assume any risks associated with such electronic delivery. You are liable for and agree to indemnify, defend and hold us harmless for and against any and all claim you may have as a result of any unauthorised copying, recording, reading or interference with Material or information delivered, for any delay or non-delivery of any Material or information and for any damage caused to your system or any files by any use of our Site or Materials.
12.1 Privacy: We agree to comply with the legal requirements of the Australian Privacy Principles as set out in the Privacy Act 1988 (Commonwealth of Australia) and any other applicable legislation or privacy guidelines. 12.2 Email : You acknowledge that we are able to send electronic mail to you and receive electronic mail from you. You release us from any claim you may have as a result of any unauthorised copying, recording, reading or interference with that document or information after transmission, for any delay or non-delivery of any document or information and for any damage caused to your system or any files by a transfer. 12.3 Tax: If and when applicable, Australian GST or any tax payable on our Services will be set out on our Site prior to your purchase of those Services, and on our invoices. By accepting these Terms you agree to pay us an amount equivalent to the Australian GST or applicable tax imposed on these charges. 12.4 Relationship of parties: The Terms are not intended to create a relationship between the Parties of partnership, joint venture, or employer-employee. 12.5 Assignment: The Terms are personal to the Parties. A Party must not assign or deal with the whole or any part of its rights or obligations under these Terms without the prior written consent of the other Party (such consent not to be unreasonably withheld). 12.6 Severance: If any provision (or part of it) of the Terms is held to be unenforceable or invalid in any jurisdiction, then it will be interpreted as narrowly as necessary to allow it to be enforceable or valid. If a provision (or part of it) of these Terms cannot be interpreted as narrowly as necessary to allow it to be enforceable or valid, then the provision (or part of it) must be severed from these Terms and the remaining provisions (and remaining part of the provision) of the Terms are valid and enforceable. 12.7 Force Majeure: We will not be liable for any delay or failure to perform our obligations under the Terms if such delay is due to any circumstance beyond our reasonable control. If we are delayed from performing our obligations due to such a circumstance for a period of at least 2 months, we may terminate our agreement with you by giving you 5 business days’ notice in writing. 12.8 Notice: Any notice required or permitted to be given by either Party to the other under these conditions will be in writing addressed to you at the address your provide. Our address is set out below. Any notice must be sent by email, and will be deemed to have been served at the time of transmission. 12.9 Jurisdiction & Applicable Law: These Terms are governed by the laws of the State of Victoria, Australia and the Commonwealth of Australia. Each Party irrevocably and unconditionally submits to the exclusive jurisdiction of the courts operating in Victoria, Australia. 12.10 Entire Agreement: These Terms and any document or information expressly referred to in them represent the entire agreement between you and us and supersede any prior agreement, understanding or arrangement between you and us, whether oral or in writing.
13.1 Confidential Information includes confidential information about you, your Permitted Users (where applicable), your credit card or payment details, information regarding your (or your Permitted Users’, where applicable) professional qualifications, experience and skills, the business, structure, programs, processes, methods, operating procedures, activities, products and services, trade secrets, know how, financial, accounting, marketing and technical information, customer and supplier lists (including prospective customer and supplier information), ideas, concepts, know-how, Intellectual Property, technology, and other information whether or not such information is reduced to a tangible form or marked in writing as “confidential”. 13.2 GST means GST as defined in the A New Tax System (Goods and Services Tax) Act 1999 (Commonwealth of Australia) as amended from time to time or any replacement or other relevant legislation and regulations. 13.3 Intellectual Property includes any and all intellectual and industrial property rights throughout the world, whether subsisting now or in the future and includes all copyright and analogous rights, all rights in relation to inventions (including patent rights), registered and unregistered trademarks, designs (whether or not registered or registrable), circuit layouts, trade names, trade secrets, business names, company names or internet domain names. 13.4 Permitted User means (i) in respect of an organisation which is purchasing our services in order to train its staff, its staff and (ii) in respect of a practitioner or organisation which is purchasing our services to show its clients onsite or to provide to its clients to view, its clients. 13.5 Site means our website which is available at www.childrenbeyonddispute.com. Our Contact details: The Melbourne Attachment and Caregiving Clinic Pty Ltd trading as Children Beyond Dispute Postal address: Level 1, 225 Lower Heidelberg Rd Ivanhoe East VICTORIA 3079 AUSTRALIA Email: [email protected] Last update: 07 November 2019