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Terms of Use

 

1. User's Acknowledgment and Acceptance of Terms

The Ethical Literacy (“EL”) products and services available on this site (“Site”) are provided by The Ethics Centre (or "us" or "we").  These Terms of Use (“Terms”) govern your use of the Site and any other products and services provided by EL and/or The Ethics Centre (“Services”).  In these Terms, people who access or use the Site are called “Users”.

As some of our Services may be software that is downloaded to your computer or other device, you agree that we may automatically update this software and that these Terms will apply to such updates. Please read these Terms carefully and contact us if you have any questions.

In addition to these Terms, Users are subject to any additional rules applicable to certain Services or materials that may be applicable to such Services.  You agree to these rules as if they were referred to in these Terms.

By using our services, you agree to be bound by these terms, including the policies referenced in these terms (such as our privacy policy).  If you do not wish to be bound by the these terms, please exit the site now.  Your agreement to terms becomes effective immediately upon your use of this Site.

These Terms are effective as of July 1, 2015.  We reserve the right to change these Terms from time to time without notice to you.  You acknowledge and agree that it is your responsibility to review these Terms from time to time and to familiarise yourself with any modifications.  Your continued use of the Services after such modifications will constitute acknowledgement of the modified Terms and agreement to abide and be bound by the modified Terms.

As used in these Terms, references to our "Affiliates" include our owners, subsidiaries, affiliated companies, officers, directors, suppliers, partners, sponsors, and advertisers, and includes (without limitation) all parties involved in creating, producing, and/or delivering the Services.

The Services are provided for your own use only.  You may not resell, lease or provide them in any other way to anyone else.
 

2. Description of Services

The Services include, but are not limited to, online training and other like services.  You are responsible for providing, at your own expense, all equipment necessary to use the Services, including a computer and Internet access (and any fees associated with such access).
 

3. Conduct on Site

Your use of the Site is subject to all applicable laws and regulations, and you are solely responsible for the substance of your communications through the Site.  By posting or submitting information in or otherwise using any communications service, forum or other interactive service that may be available to you on or through the Site, you agree that you will not upload, share, post, or otherwise distribute or facilitate distribution of any content that:
  1. is unlawful, threatening, abusive, harassing, defamatory, libelous, deceptive, fraudulent, invasive of another’s privacy, tortious, contains explicit or graphic descriptions or accounts of sexual acts (including but not limited to sexual language of a violent or threatening nature directed at another individual or group of individuals) or otherwise violates our rules or policies;
  2. victimises, harasses, degrades, or intimidates an individual or group of individuals on the basis of religion, gender, sexual orientation, race, ethnicity, age, or disability;
  3. infringes on any patent, trademark, trade secret, copyright, right of publicity, or other proprietary right of any party;
  4. constitutes unauthorised or unsolicited advertising, junk or bulk email (also known as "spamming"), chain letters, any other form of unauthorized solicitation, or any form of lottery or gambling;
  5. contains software viruses or any other computer code, files, or programs that are designed or intended to disrupt, damage, or limit the functioning of any software, hardware, or telecommunications equipment or to damage or obtain unauthorised access to any data or other information of any third party; or
  6. impersonates any person or entity, including any of our employees or representatives.
We neither endorse nor assume any liability for the contents of any material uploaded or submitted by Users of the Site.  We and our agents have the right at our sole discretion to remove any content that we consider does not comply with these Terms and any other rules of user conduct for the Site, or is otherwise harmful, objectionable, or inaccurate.  We are not responsible for any failure or delay in removing such content.  You consent to such removal and waive any claim against us arising out of such removal of content.

In addition, you may not use your account to breach security of another account or attempt to gain unauthorised access to another network or server.  Not all areas of the Site may be available to you or other authorised users of the Site.  You must not interfere with anyone else’s use and enjoyment of the site or other similar services.  Users who violate systems or network security may incur criminal or civil liability.

You agree that we may at any time, and at our sole discretion, terminate your membership, account, or other affiliation with the Site without prior notice to you for violating any of the above provisions.  In addition, you acknowledge that we will cooperate fully with investigations of violations of systems or network security at other sites, including cooperating with law enforcement authorities in investigating suspected criminal violations.
 

4. Third Party Sites

This Site may contain links to external websites that are not operated by us.  These links are provided for your convenience only and we make no representations or warranties, or have any responsibility or liability for those websites and these links do not indicate, expressly or impliedly, that we endorse the site or the products or services that are provided at those sites.
 

5. Intellectual property

In these Terms the content on the Site, including, but not limited to, all information, data, logos, marks, designs, graphics, pictures, sound files, other files and their selection and arrangement, is called “Content”.  Content provided by Users is called “User Content”.  The Services enable you to share User Content with us and/or other Users such as User training progress, posts you make on the Site, and the like.

You retain all intellectual property rights in, and are responsible for, the User Content you share.  To the extent that you provide User Content, you grant us a limited licence in accordance with Section 6 of these Terms.

Other than the User Content, the Site, the Services, all Content and all software available on the Site or used to create and operate the Site is the property of The Ethics Centre or its licensors, and is protected by intellectual property laws, and all rights to the Site, the Services and such Content and software are expressly reserved.  All trademarks, registered trademarks, product names and company names or logos mentioned on the Site are the property of their respective owners.  Reference to any products, services, processes or other information, by trade name, trademark, manufacturer, supplier or otherwise does not constitute or imply endorsement, sponsorship or recommendation thereof by The Ethics Centre.

Your User Content is your responsibility.  We have no responsibility or liability for it, or for any loss or damage your User Content may cause to other people.  Although we have no obligation to do so, we have the absolute discretion to remove, screen or edit without notice any User Content posted on the Site or stored on our servers, and we may do this at any time and for any reason.  You are solely responsible for maintaining copies of and replacing any User Content you post on the Site.
 

6. Your Limited License of Content to Us

By posting, distributing or providing User Content, you (a) grant The Ethics Centre and its Affiliates a non-exclusive, royalty-free, fully-transferable, perpetual, sublicensable, worldwide right to copy, use, display, perform, reproduce, distribute, publish, modify, adapt, translate and create derivative works based on, publicly perform, publicly display and otherwise use the User Content; (b) represent and warrant that (i) you own and control all of the rights to the User Content that you post, distribute or  provide, or you have the lawful right to post, distribute or provide that User Content; and (ii) the use and posting or other transmission of such User Content does not violate these Terms and will not violate any rights of or cause injury to any person or entity.

Nothing in these Terms will restrict other legal rights The Ethics Centre may have to User Content.  We reserve the right to remove or modify User Content for any reason, including User Content that we believe violates these Terms.
These licenses from you are non-exclusive because you have the right to use your User Content elsewhere.  They are royalty-free because we are not required to pay you for the use of your User Content.  And they are transferable because we need the right to transfer these licenses to any successor operator of the Site.  Our rights to “modify, adapt, translate, and create derivative works from” are necessary because the normal operation of the Site does this to your User Content when it processes it for use in the Site.
 

7. Our Limited License of Content to You

Subject to these Terms and our policies, The Ethics Centre grants you a limited, personal, revocable, non-exclusive, non-transferable, non-sublicensable licence to use our Services including accessing the Site and viewing, copying and printing the portions of the Content available to you on the Site.  Such license is subject to these Terms, and specifically conditioned upon the following: (i) you may only view, copy and print such portions of the Content for your own personal, non-commercial use; (ii) you may not modify or otherwise make derivative works of the Site, the Services or the Content, or reproduce, distribute or display the Site, the Services or any Content (except for page caching) except as expressly permitted in these Terms; (iii) you may not remove or modify any copyright, trademark or other proprietary notices that have been placed in the Content; (iv) you may not use any data mining, robots or similar data gathering or extraction methods; and (v) you may not use the Site, the Services or the Content other than for its intended purpose.

Except as expressly permitted above, any use of any portion of the Content without the prior written permission of its owner is strictly prohibited and will terminate the licence granted in this Section, our agreement with you under these Terms and your account with us.  Any unauthorised use may also violate applicable laws, including without limitation copyright, intellectual property and trademark laws.  Unless explicitly stated herein, nothing in these Terms may be construed as conferring any licence to, and use of our Services does not give you any ownership of, any intellectual property rights in our Services or the Content that you access, whether by implication or otherwise.  The licence in this Section is revocable by The Ethics Centre in its sole and absolute discretion at any time and for any reason.

You represent and warrant that your use of the Site, the Services and the Content will be consistent with this licence and will not infringe or violate the rights of any other party or breach any contract or legal duty to any other parties, or violate any applicable law.

To request permission for use of Content not included in this licence please contact us.
 

8. Unauthorised Use of Materials

If you believe the Website contains elements that are objectionable, or infringe copyright or any other rights, please contact us in writing, and provide particulars of such content and a detailed description of why you believe it is objectionable or infringing. If you contact us in this regard, you must swear or affirm that you are the copyright owner or are authorised to act on behalf of the copyright owner of an exclusive right that is allegedly infringed.

You acknowledge and agree that upon receipt of a notification of a claim of copyright infringement, we may immediately remove the identified materials from the Site without liability to you or any other party.
 

9. Warranties

The content on the Site, and all services are provided on an "as is" and "as available" basis without warranty of any kind, express or implied.  We do not accept any liability resulting from your access to the site or use of the services or any content made available.

The Ethics Centre does not warrant that access to or use of this Site will be uninterrupted or error free or that the Site or any Content on or accessible through the Site is free from errors or viruses, worms, trojan horses, time bomb, cancelbot or other harmful components.

The Ethics Centre does not give any warranty concerning the reliability, relevance, accuracy, completeness, timeliness, suitability, quality, physical state or fitness for a particular purpose of Content on the Site.  This Site could include technical or other mistakes, inaccuracies or typographical errors.  We may make changes to the content and services on this site, including the prices and descriptions of any products listed herein, at any time without notice.  The content or services on this Site may be out of date, and we make no commitment to update such content or services.  You are responsible for assessing the relevance, reliability, suitability and accuracy of the Content on the Site.
 

10. Limitation of Liability

The use of the services or the downloading or acquisition of content through this Site is done at your own risk and with your agreement that you will be solely responsible for any damage to your computer system or loss of data that results from such activities.  We recommend that you install and use up-to-date anti-virus, anti-spyware and firewall software on your computer.

Neither The Ethics Centre nor any of its officers, directors, employees, agents or related bodies corporate will be liable for any loss or damage including without limitation, losses or damages for loss of profits, business interruption, loss of information, indirect, special, punitive or consequential losses or damages arising out of the use or inability to use the material or information available on or accessible through the Site, even if The Ethics Centre has been advised of the likelihood of such damages.

If The Ethics Centre cannot lawfully exclude or modify our liability under a statutory term, condition or warranty (the Non-Excludable Provisions), then the term, condition or warranty is deemed to be included in these terms and conditions and the liability of The Ethics Centre, its officers, directors, employees, agents and related bodies corporate for a breach of that term, condition or warranty, (including any economic or consequential loss) is limited, at the option of The Ethics Centre, to:
  • in the case of services, the supply of the services again, or the payment of having the services resupplied; and
  • in the case of goods, the replacement or repair of the goods, the supply of equivalent goods, or the payment of the costs of replacing or repairing the goods or acquiring equivalent goods.
Subject to our obligations under the Non-Excludable Provisions, and to the maximum extent permitted by law, we are not liable for, and no measure of damages will, under any circumstances, include: special, indirect, consequential, incidental or punitive damages or damages for loss of profits, revenue, goodwill, anticipated savings or loss or corruption of data, whether in contract, tort (including negligence), in equity, under statute or on any other basis, whether or not such loss or damage was foreseeable.

You acknowledge and agree that the disclaimers and the limitations of liability set out in these terms reflect a reasonable and fair allocation of risk between you and us and our affiliates and that these limitations are an essential basis to our ability to make the services available to you on an economically feasible basis.
 

11. Third Parties

Through your use of the Site and the Services, you may have the opportunity to engage in commercial transactions with other users and vendors.  You acknowledge that all transactions relating to any merchandise or services offered by any party, including but not limited to, the purchase terms, payment terms, warranties, guarantees, maintenance and delivery terms relating to such transactions are agreed to solely between the seller or purchaser of such merchandise and services and you. 

The Ethics Centre will not be liable in any way for third party goods and services offered through this site or for assistance in conducting commercial transactions through this site, including without limitation the processing of orders.

The Ethics Centre gives no warranty regarding any transactions executed through, or in connection with this site, and you understand and agree that such transactions are conducted entirely at your own risk.  Any warranty that is provided in connection with any products, services, materials, or information available on or through this Site from a third party is provided solely by such third party, and not by us or any other of our Affiliates.
 

12. Indemnification

You agree to defend, indemnify, and hold us and our Affiliates harmless from all liabilities, claims, damages and expenses, including lawyers’ fees and costs, made by any third party related to: (a) your use or attempted use or misuse of the Services; (b) your violation of any law or rights of any third party; or (c) User Content, including without limitation any claim or infringement or misappropriation of intellectual property or other proprietary rights.  We reserve the right, at our own expense, to assume the exclusive defence and control of any matter otherwise subject to indemnification by you, in which event you will cooperate with us in asserting any available defences.
 

13. Privacy policy

In order to access some of the services on this Site, you will be required to use an account and password that can be obtained by completing our online registration form, which requests certain information and data ("Registration Data"), and by maintaining and updating your Registration Data as required.  By registering, you agree that all the information you provide in the Registration Data is true and accurate and that you will maintain and update this information as required in order to keep it current, complete, and accurate.

You also grant us the right to disclose to third parties certain Registration Data about, subject to our Privacy Policy.  We will not knowingly share your details with any unrelated party, other than in the very exceptional circumstance of being legally obliged to do so.  We will also not contact you other than in relation to the program.

You can modify the notifications you receive as an enrolled User by visiting the Your Profile link at any time.
We may make email, messaging, blogging, or chat services (collectively, "Communications") available to Users, either directly or through a third-party provider. 

We will not inspect or disclose the contents of private Communications except with the consent of the sender or the recipient, or in the narrowly-defined situations provided under the Privacy Act 1988 (Cth), or as otherwise required by law.  Further information is available in our Privacy Policy.

We may employ automated monitoring devices or techniques to protect our users from mass unsolicited communications and/or other types of electronic communications that we deem inconsistent with our business purposes.  However, such devices or techniques are not perfect, and we will not be responsible for any legitimate communication that is blocked, or for any unsolicited communication that is not blocked.

We have put in place reasonable security measures to protect the information you provide or obtain when accessing the secure pages of the site.  However, the world wide web exists across open public networks that are neither secure nor private.  You acknowledge and accept the risk that any communication to or from the Site may be intercepted, used or modified by third parties without our knowledge.
 

14. Providing a Reliable Service

While we endeavour to ensure that our service operates all the time, and that it is a secure environment for your data, no system is perfectly secure or reliable, the internet is an inherently insecure medium, and the reliability of hosting services, internet intermediaries, your internet service provider, and other service providers cannot be assured.  When you use EL, you accept these risks, and the responsibility for choosing to use a technology that does not provide perfect security or reliability.  When storing training completion information, Students acknowledge that they are aware of, and accept as satisfactory, The Ethics Centre’s hosting service procedures and that they are responsible for its backup.  
 

15. Security and Password

You agree that you will create, access and/or use only one user account and you will not share with any third party access to or access information for your account.  You are solely responsible for maintaining the confidentiality of your password and account and for any and all statements made and acts or omissions that occur through the use of your password and account.  You must not transfer or share your account with anyone, and we reserve the right to immediately terminate your account if you do transfer or share your account.

While we work to protect the security of your account and related information, we cannot guarantee that unauthorised third parties will not be able to defeat our security measures.  Please notify us immediately of any compromise or unauthorised use of your account by contacting us.
 

16. International Use

Although this Site may be accessible worldwide, we make no representation that materials on this site are appropriate or available for use in locations outside Australia, and accessing them from jurisdictions where their contents are illegal is prohibited.  Those who choose to access this Site from other jurisdictions do so at their own risk and are responsible for compliance with local laws.  Any offer for any product, service, and/or information made in connection with this Site is void where prohibited.
 

17. Force majeure

Neither party will be liable for any failure or delay in performing any of its obligations under these terms if such delay is caused by circumstances beyond that party’s reasonable control.
 

18. Termination

We reserve the right, in our absolute and sole discretion, without any notice or liability to you, to (a) terminate your licence to use the Site, the Services or the Content, or any portion thereof; (b) block or prevent your future access to and use of all or any portion of the Site, Services or Content; (c) add or remove functions, features or requirements to the Site, Services and/or Content; (d) change, suspend or discontinue any aspect of the Site, Services or Content; and (e) impose limits on the Site, Services or Content. Accordingly, we may terminate your use of any Service or access to the Site or Content for any reason.  Neither we nor any of our Affiliates will have any liability to you for any such action.
If you terminate your use of the Services you must pay the fees applicable for the balance of the then current billing period (if your billing period is monthly, we will charge fees on a pro-rata basis for your account to the nearest month-end after termination).  When your EL account is terminated, your User Content will, shortly thereafter, not appear on the Site, except for User Content submitted to our public forums, which may remain on the Site after termination.  We may also retain an archival copy of your User Content after termination, and you acknowledge our entitlement to do so for our internal business purposes.
 

19. Entire Agreement

These Terms constitute the entire agreement and understanding between us and you concerning the subject matter of these Terms and supersedes all prior agreements and understandings between us with respect to that subject matter.  These Terms may not be altered, supplemented, or amended by the use of any other document(s).  Any attempt to alter, supplement or amend these Terms or to enter an order for products or services which are subject to additional or altered terms and conditions will be null and void, unless otherwise agreed to in a written agreement signed by you and us.  To the extent that anything in or associated with this Site or the Services or Content is in conflict or inconsistent with these Terms, these Terms will take precedence.
 

20. Governing Law and Jurisdiction

The Services are managed by The Ethics Centre, which is located in Sydney, New South Wales, Australia.  You agree that any dispute related to these Terms will be governed by and be construed in accordance with the laws of New South Wales, Australia.  You irrevocably agree that the courts of New South Wales, Australia will have exclusive jurisdiction to settle any dispute or claim that arises out of or in connection with these Terms or their subject matter.
 

21. Miscellaneous

We reserve the right to revise the Terms at our sole discretion at any time.  Any revisions to the Terms will be effective immediately upon posting by us.  Your continued use of the Services after publication of such changes, with or without notification, constitutes acceptance of the revised Terms.

You may not assign your rights and obligations under these Terms to any party, and any purported attempt to do so will be null and void.  We may freely assign our rights and obligations under these Terms.

You agree not to sell, resell, reproduce, duplicate, copy or use for any commercial purposes any portion of this Site, the Services, Content or use of or access to this Site.

In addition to any excuse provided by applicable law, we will be excused from liability for non-delivery or delay in delivery of products and services available through our Site arising from any event beyond our reasonable control, whether or not foreseeable, including but not limited to, labour disturbance, war, fire, accident, adverse weather, inability to secure transportation, governmental act or regulation, and other causes or events beyond our reasonable control, whether or not similar to those mentioned above.

If a particular provision of these Terms is held invalid or unenforceable, that shall not affect any other Terms. 
Any failure by us to enforce or exercise any provision of these Terms or related rights shall not constitute a waiver of that right or provision.
 

22.Contact Information

Except as explicitly noted in these Terms, the Services are offered by The Ethics Centre located at Level 2, Legion House, 161 Castlereagh Street, Sydney 2000.