Terms & Conditions of Service
Agreement
- You have requested and we have agreed to provide the Services on the terms and conditions attached to this Agreement.
- We will commence providing the Services to you on the Commencement Date and cease providing the Services to you on the Cessation Date as specified on the covering page of this Agreement.
- You agree that by making with payment of the Fees you agree to be bound by the terms and conditions attached to this Agreement
Provision of the Services
- In providing the Services, you acknowledge, accept and, where applicable, warrant to us that you:
- will always conduct yourself in a proper and professional manner whilst receiving the Services including, but not limited to, during virtual and face-to-face sessions;
- will refrain from any racial, discriminatory, offensive or otherwise inappropriate conduct or language;
- will interact with our representatives and other students in a considerate and respectful manner;
- will not under any circumstances cause or pose any danger whatsoever to our representatives and other students;
- will ensure you are consistently up to date with all reading materials and attend all sessions required by the Services.
- will always conduct yourself in a proper and professional manner whilst receiving the Services including, but not limited to, during virtual and face-to-face sessions;
Payment of the Fees
5. Fees means the amount payable to you as specified on the covering page of this Agreement.
6. You will pay the Fees on the Payment Terms set out on the covering page of this Agreement. If the due date falls on a non-business day, payment will be made on the next business day.
7. All Fees are provided to you are exclusive of good and service tax unless stated otherwise.
Confidentiality
8. “Confidential Information" includes, but is not limited to, all information relating to the Services, materials provided by us to you as well as any other non-public information identified as confidential or which a reasonable person would understand to be confidential.
9. You agree not to disclose, use, or reproduce any Confidential Information you receive from the provision of the Services under this Agreement. This obligation applies both during and after the termination of this Agreement.
10. You must refrain from making any derogatory or negative public statements, media appearances, or social media posts about us or the Services without our express prior written consent.
Intellectual Property
11. You agree that all intellectual property created by us specifically for and during the provision of the Services and provided to you under this Agreement, including but not limited to:
(a) pre-recorded skill videos;
(b) the NGA OSCE handbook;
(c) Procedure checklists
(d) reference cards;
(e) all intellectual property rights that you make, develop or conceive (whether alone or in conjunction with someone else, and whether using your own resources or using our premises, resources or facilities) in the course of, or arising out of, your engagement with the us: and
(f) all materials or deliverables, videos, images, photographs, copyright, patent, trade secrets or trademarks,
(Relevant IP), belongs to us and in no event will be assigned to you.
12. You assign to us all rights, title, and interest (including all present and future copyright) in any intellectual property created by you during the provision of the Services that is relevant to the Services immediately upon its creation. You agree not to disclose any discovery, design, procedure, invention, or improvement in procedure made known to you by us in relation to the Services.
13. To the extent permitted by law, you consent to us modifying, adapting, or not attributing authorship to any materials you create under this Agreement, and waive any moral rights you may have under the Copyright Act 1968 (Cth) or otherwise.
14. You agree to do all things necessary, including executing any documents to give effect to the assignment and to help us protect our rights in any Relevant IP.
15. You must not use, reproduce, copy, retain or disclose any Relevant IP or Confidential Information for any purpose outside the scope of this Agreement without our prior written approval.
16. In the course of providing the Services, you acknowledge and consent to us:
(a) taking and creating photographs, video recordings, audio recordings and other media that capture your image, likeness, voice or performance (Material);
(b) using, reproducing, publishing, adapting, editing and communicating the Materials, together with your name, for promotional, marketing, testimonial, training, publication and website purposes, or for any other purpose connected with our business
17. You acknowledge and agree that all intellectual property rights in the Materials are owned by us immediately upon creation, and you assign to us all such rights (including future copyright) to the fullest extent permitted by law.
18. To the extent permitted by the Copyright Act 1968 (Cth), you consent to us (and our licensees) doing any acts in relation to the Materials that may otherwise infringe your moral rights, including altering, editing, adapting or not attributing you as the performer or subject of the Materials.
19. You consent to the collection, use and disclosure of your personal information contained in the Materials for the purposes described above.
20. You acknowledge that you will not be entitled to any payment, royalty or compensation for the creation or use of the Materials unless otherwise agreed in writing.
Limitation of Liability
21. To the fullest extent permitted by law, we disclaim all warranties, whether express or implied, including any warranty that the Services will achieve any particular outcome or standard beyond what is expressly agreed, being the provision of Services.
22. For the avoidance of doubt, you acknowledge and agree your engagement of the Services does not guarantee that you will pass the Objective Structured Clinical Examination (OSCE) provided by Australian Health Practitioner Regulation Agency and that the Services are to only provide you with:
(a) structured preparations for the OSCE;
(b) practice with real scenarios and feedback; and
(c) a supportive learning community.
23. You are liable to us for any loss, damage, cost or claim (including legal fees on a full indemnity basis) arising from:
(a) any breach by you of this Agreement;
(b) any breach by you of any applicable law or regulation;
(c) you bringing or causing us to be brought into disrepute;
(d) your actions causing damage to our goodwill, reputation, business, other students or equipment;
(e) you creating an undue burden on us;
(f) any infringement of Relevant IP or Confidential Information by you; or
(g) any negligent or unlawful act or omission by you or your personnel (if any).
24. You represent and warrant that:
(a) all information and representations you have provided to us is true and accurate;
(b) you have not failed to disclose to us anything relevant to our decision to have dealings with you; and
(c) there are no existing proceedings, dispute or claims that may impair your ability to obtain the Services.
25. In the event you are an international student, you are responsible for obtaining and maintaining appropriate insurance coverage that is required by law.
You must provide evidence of such cover if requested by us.
Termination
26. This Agreement will terminate on the Cessation Date unless extended by written agreement or terminated earlier in accordance with this Agreement.
27. Upon termination or expiry of this Agreement, you must promptly return or permanently delete all Confidential Information and the Related IP and copies of any materials, deliverables or property provided by us during the course of this Agreement and confirm compliance of this clause upon request.
28. We may terminate this Agreement for any reason and at any time by providing you with at least 7 days’ written notice. You will be entitled to a reimbursement of the Fees for Services not performed up to the effective date of termination.
29. We may immediately suspend or terminate this Agreement if:
(a) you commit a material breach of this Agreement;
(b) your conduct poses a reputational, legal or safety risk to us or any third party; or
(c) we form the view, on a reasonable basis, that you have abandoned the Services, or are not progressing with the Services in a bona fide and diligent fashion
30. If this Agreement is terminated under clause 29, we are not liable to reimburse you the Fees for Services not performed up to the effective date of termination or provide you compensation.
Privacy
30. You acknowledge that we will collect your personal information, including (but not limited to) your name, contact details, email address and postal address (Personal Information), and you authorise us to disclose this information to our trusted partners for the purpose of providing additional or complementary services.
31. We warrant that we will deal with all Personal Information provided by you to us pursuant to or in connection with this Agreement in accordance with the Privacy Act 1988 (Cth) and any other legislation or administrative requirements imposing obligations in relation to the collection, use, disclosure, storage and transmission of Personal Information personal information.
For the purposes of this clause 31 the term Personal Information has the same meaning given to is in the Privacy Act 1988 (Cth).
General
32. Notices must be in writing and be sent by email to info@nursegrowthacademy.com with receipt confirmation.
33. This Agreement contains the entire agreement between the parties with respect to its subject matter and supersedes all prior conduct, agreements and understandings between the parties in connection with it.
34. The law of Queenland Australia governs this Agreement. We submit to the exclusive jurisdiction of the courts of Queenland Australia and the Federal Court of Australia.
35. You acknowledge that you are taken to have signed sign this Agreement and bind yourself accordingly by ticking the box provided when registering for the Services.