Terms & Conditions

Terms and Conditions of using Platform One Digital Services Learning Portal

General Obligations

Platform One will, in accordance with these terms and conditions grant you a limited, non-transferable, revocable right to access this dedicated Portal to:

·       Use the content of the Portal for learning purposes and leaving reviews of those courses.

·       Act reasonably in performing your obligations and exercising your rights under these terms and conditions.

And for Administrators

·       Create and upload Content to your Portal

·       Run courses and training for your user

·       Act reasonably in performing your obligations and exercising your rights under these terms and conditions.

Conditions of use

Under these terms and conditions, you shall not and shall ensure that neither you nor your end users:

·       Copy, modify, adapt, translate, or otherwise create derivative works of the Portal, the provider’s Intellectual Property or any software, services, or other technology of the vendor(s) or hosting partner(s) who provide the infrastructure, hardware, software, networking, storage, and related technology required to operate and provide the Portal.

·       Store, distribute, post, upload or transmit any Content through the Portal that (a) is at risk of being seen as embarrassing, threatening, bullying, harmful, libellous, defamatory, obscene, harassing, annoying, racially or ethnically offensive, inciting hatred or invasive of privacy or in any way detrimental to the wellbeing of others (b) that facilitates or promotes any illegal activity or discrimination against another or others (c) depicts or contains sexually explicit or pornographic images; and/or infringes the Intellectual Property rights of a third party.

·       Knowingly introduce any virus, worm, malware, spyware or other harmful or malicious code to the Portal.

·       Do anything which may negatively impact on the Portal, System and/or Platform affecting the environment or availability of the Portal.

·       Attempt to use the Portal for purposes other than for the purpose of learning or delivering training and courses to your users; for instance – it is not to be used for Document Management, for direct marketing or promotion for your organisation or to build a product or service competitive with the Platform.

·       Attempt to reverse engineer or make human readable any part of the Platform and/or the software in or accessible via your Portal

·       Attempt to alter, conceal or remove any trademarks or logos that are part of the Portal as provided.

·       Allow access to your Portal by parties who are not part of these terms and conditions.

·       Attempt to contact Platform One Digital Services third party providers in anyway other than through the helpdesk provided by Platform One Digital Services.

·       State that Platform One Digital Services endorses or supports your Content or any training or course you are running without a written endorsement having been requested and received from Platform One Digital Services

·       Circumvent or manipulate any of the restrictions or security-related features within the Portal.

·       Engage in any deceptive, unfair or misleading practice and/or in violation of applicable laws.

And -

Platform One Digital Services must be notified immediately and in writing of any breach of these conditions. Any breach of these terms and conditions could result in the restricting or removal of access to the Portal for a group or individual. While Platform One Digital Services does not monitor Client Portal Content we do reserve the right to remove Content from the Client Portal which is in breach of these terms and conditions.

 

Acknowledgements

You are solely responsible for ensuring that you or your Users access and use the Portal in accordance with these terms and conditions.

All Content is uploaded at your own risk and Platform One recommends that you retain the original source of all Content loaded via the Portal.

Platform One reserves the right to delete Your Content within thirty days following the expiration or termination of your plan.

You are solely responsible for supplying all equipment, internet access and bandwidth needed to properly access the portal.

Acknowledge that Platform One or its third-party suppliers may change, suspend access to, replace or discontinue features of the platform.

 

Cancellation and Termination

Platform One may terminate these terms and conditions (a) where permitted by another provision in these terms and conditions; (b) You or Your End Users breach any provision in these terms and conditions and such breach is not cured within thirty days of notice, if curable; (c) it determines, at its sole discretion, that Your continued use of the Platform damages its brand or reputation; or (d) if You enter into bankruptcy proceedings (whether voluntarily or involuntarily)

 

Should these terms and conditions be terminated or expire, You agree to deliver and return to Platform One all copies of documentation in Your possession and to delete any electronic copies of documentation made available to you. You must also pay all sums of money owing to Platform One immediately.

 

Intellectual Property

Platform One Digital Services acknowledges that Your content and Your information uploaded to the portal is Your intellectual property and agrees not to use, change or on sell in any way without your agreement.

 

Other than Your Content and Your trademarks, You acknowledge that the intellectual property contained within the Platform is proprietary to Platform One and its suppliers. You acknowledge and agree to assign, with no future claim to, any and all intellectual property rights contained within any ideas, enhancements, improvements, additions or modifications to the Platform as suggested by You.

The intellectual property contained within the Platform is considered to be confidential to Platform One Digital Services and its suppliers and you shall not disclose, disseminate, or distribute such materials to any third party without prior written consent.

 

Warranties

While all commercially reasonable efforts are made Platform One Digital Services does not guarantee that use of the Platform (including your Portal) will be uninterrupted or error free at all times and in all circumstances, nor that such interruption or errors will be corrected. Platform One Digital Services shall not be liable for any interruption or use of the Platform (including Your Portal). We do not warrant that the services will meet your requirements or that they will be suitable for any particular purpose. It is your sole responsibility to determine that the Portal and Platform meet your needs.

 

You agree that the Portal is provided “as is” and “as available”. To the fullest extent permitted by applicable law, Platform One Digital Services excludes all terms, conditions,

 

warranties and representations that are not expressly set out in these terms and conditions (including any implied terms, whether by statute, equity, common law, course of trade or dealing or otherwise) including any as to fitness for a particular purpose, level of skill and care to be applied by Platform One Digital Services and others.

Liability

Except for fraud or fraudulent misrepresentation and to the maximum extent permitted by applicable law, in no event will Platform One be liable for any indirect, special, incidental, or consequential damages arising out of the agreement, including, without limitation, damages for loss of profits, revenues or goodwill, business or opportunity, anticipated savings or wasted management time, work stoppage, loss, deletion or corruption of content or data, computer failure or malfunction, denial of service, or any and all other commercial or reputational damages or losses, even if advised of the possibility thereof, and regardless of the legal or equitable theory (contract, tort or otherwise) upon which the claim is based. In any case Platform One’s entire liability under any provision of these terms and conditions shall not exceed the total subscription payments made to Platform One Digital Services by you in the preceding six months. Platform One Digital Services is not responsible for any liability arising out of content provided by you, your end users or a third party that is accessed through the portal and/to material linked through such content.

 

If you are not satisfied with the service provided by Platform One and reasonable time and effort has been expanded by Yourself and Platform One in seeking to address the issue/s as detailed by yourself to Platform One Your sole and exclusive remedy is to terminate your subscription to the Portal after providing 30 days’ notice in writing of your intent to do so.

Indemnification

You agree to defend, indemnify, and hold harmless Platform One Digital Services from and against any claims, demands, damages, losses, liabilities, awards and/or expenses suffered and/or incurred or agreed to be paid out by Platform One Digital Services arising out of or in connection with Your use or the use by Your End Users of the Portal in breach of these terms and conditions and/or any Content posted, uploaded, distributed, transmitted or disseminated by You or Your End Users.

 

Privacy

Principal obligation:

Other than as provided in this clause, neither party will, without the prior written approval of the other party make public, copy or disclose to any person (other than an

 

employee or agent to enable it to perform its obligations relating to this contract), any confidential information of the other party.

Each party will seek to keep and maintain the confidential information of the other party in confidence and secret and will only use the confidential information for the purpose for which it was disclosed.

Platform One acknowledges the Client is bound by the Privacy and Personal Information Protection Act 1998 (AUSTRALIA) plus all associated amendments and that any information supplied by a party to the other under these terms and conditions may be bound by that Act.

Permitted Disclosure:

The obligations on the parties in this clause will not be taken to have been breached where the information referred to is:

·      Legally required to be disclosed (subject to providing reasonable prior notice to the other party with full details of the proposed disclosure to enable the other party to take appropriate action to limit such disclosure.

·      Within the public domain or subsequently enters the public domain without the fault of the receiving party.

·      At any time received in good faith by receiving party from a third party which is lawfully in possession of the information and had the right to disclose it; or

·      Disclosed with the mutual agreement of the parties.

Miscellaneous

Platform One Digital Services shall not be deemed to be in default of these terms and conditions if it is prevented, hindered or delayed in performing its obligations under these terms and conditions by acts, events, omissions or accidents beyond its reasonable control including strikes, lock-outs or other industrial disputes (including with respect to its staff), failure of a utility service, Internet access or transport or electronic communications networks, act of God, war, riot, civil commotion, malicious damage, compliance with any law or governmental order, rule regulation or direction, accident breakdown of equipment, fire, flood, storm or default of suppliers or subcontractors.

 

These terms and conditions may only be waived by Platform One Digital Services in writing by express reference to this clause. No delay or neglect on its part in enforcing against You any of these terms and conditions is a waiver and does not in any way prejudice its right under these terms and conditions. A waiver by Platform One Digital Services of any breach of these terms and conditions does not constitute a general waiver of those terms and conditions.

 

Any notification, notice, demand, request or delivery required or permitted to be given to a party pursuant to the terms of these terms and conditions shall be in writing to the address, email address and individual set forth:

nerida@goplatformone.com

PO Box 3866, Alice Springs, NT 0871

Any provisions of the agreement containing license restrictions, warranties and warranty disclaimers, confidentiality obligations, limitations of liability and/or indemnity terms, and  

 

Any provision of the Agreement which, by its nature, is intended to survive shall remain in effect following any termination or expiration of the Agreement.

 

Words importing a gender include any other gender and words importing persons include firms or companies. The section headings are inserted for convenience and are not a part of these terms and conditions. Terms such as “including”, “in particular”, “such as”, and “for example” are not read as exhaustive, or to limit, but may extend the generality of the provisions to which they relate.

 

If any provisions of these terms and conditions are held to be unenforceable, illegal or void in whole or in part the remaining portions of these terms and conditions shall remain in full force and effect.

 

These terms and conditions will be governed by and construed in accordance with the laws of the Northern Territory, Australia and the parties agree that if any dispute, controversy or claim cannot be resolved by a good faith discussion between the parties then the courts of the Northern Territory will have jurisdiction to entertain any action in respect of, or arising out of, these terms and conditions and the parties hereby submit themselves to the jurisdiction of those courts.

Definitions

For purposes of these terms and conditions:

“Client Portal” means this portal established by Platform One Digital Services for you for the purpose of delivering content, training and courses to your end users.

“Platform” means the online learning platform accessible via the portal including all documentation, manuals, videos and software in or accessible from it.

“Portal” means the client portal and platform together.

“Content” means all visual, audio and audio-visual content and materials that you or Platform One post or upload, or disseminate, distribute or transmit through, the portal including all video, pictures, photographs, text, sound clips, posts, comments, graphics, software, advice, recommendations, data, slides, images, files, links, information, chats, and any other content and materials.

“Documentation” means any and all user manuals, instructions, videos, brochures or similar media relating to the use of the portal made available to you by Platform One.

“End User” means any individual authorized to access and to use your web-based client portal in accordance with these terms and conditions.

“Intellectual Property Rights” means all intellectual property rights including rights in software and computer programs, copyrights, database rights, sui generis database rights, discoveries, concepts, domain names, patents, secret or other processes, technologies, know how, inventions, ideas, improvements, information, trade secrets, business methods, logos, documents, manuals, designs, trademarks, anywhere in the world existing now or in the future.

 

YOU ACKNOWLEDGE THAT YOU HAVE READ AND UNDERSTOOD THESE TERMS AND CONDITIONS, AND THAT BY ACCESSING, RUNNING OR USING THE PORTAL IN ANY WAY THAT YOU AGREE TO BE BOUND BY THESE TERMS AND CONDITIONS.