Terms of Use

Vocational Education Pty Ltd ACN 620 994 943 trading as Cloudemy

1. Agreement

1.1 Accepting this Agreement

Thanks for visiting our terms of use, we are Vocational Education Pty Ltd ACN 620 994 943 trading as Cloudemy of Level 3/315 Brunswick St, Fortitude Valley QLD 4006 (We, our, us and other similar terms). We operate the online enrolment, learning and assessment management system known as Cloudemy (Cloudemy).

These terms are binding on any use of Cloudemy and apply from the time you first access it. They govern your access to and use of Cloudemy. By using Cloudemy, you agree to comply with and be bound by these terms.

It is your obligation to ensure that you have read, understood and agree to the most recent terms available on our Website. If you do not agree to these terms, you are not authorised to access and use Cloudemy, and you must immediately stop doing so.

1.2 About this Agreement

Throughout the Agreement we use capitalised words and phrases, like the word Agreement. These capitalised words and phrases are defined in clause 11.1. They aid to clarify the terms and conditions. Please email us at info@cloudemy.com.au if you have any questions relating to this Agreement.

2. Cloudemy generally

2.1 Information only

The contents throughout Cloudemy and the associated system support material is for informational purposes only and is to be used or relied on at your own risk. We make no warranty or representations as to the accuracy or currency of the information.

2.2 Third party websites and hyperlinks

Our Website and the contents of Cloudemy may contain hyperlinks and other pointers to websites operated by third parties. We do not control these third party websites and are therefore not responsible for the hyperlinks, information or downloads available on them. You visit third party websites entirely at your own risk.

2.3 Cloudemy not locally available

You acknowledge and agree that Cloudemy will only be accessible using the internet and will not be available “locally”.

2.4 Parts of Cloudemy controlled by third parties

You acknowledge and agree that Cloudemy is managed by our clients, who are education service providers and are responsible for the day to day configuration, data entry, account creation and content production. As such, you acknowledge management of your academic, enrolment and account information contained in Cloudemy is managed by and the responsibility of your education service provider.

You acknowledge and agree that Cloudemy is operated from servers owned and controlled by a third party. As such, you acknowledge that certain functions are out of our control, including data storage and backup.

We may subcontract the storage of any data to a third party (or multiple third parties) without notification to or consent from you.

2.5 Amendments to Cloudemy

We reserve the right to upgrade, maintain, tune, backup, amend, add to or remove content from, redesign, improve, take offline (temporarily or permanently) or otherwise alter Cloudemy at our sole and absolute discretion.

2.6 Inaccessibility of Cloudemy

From time to time, without notice, access to all or part of Cloudemy may be disrupted or limited. During such an interruption, we will use reasonable endeavours to restore access to Cloudemy as soon as practicable.

2.7 Errors

You acknowledge and agree there may be technical issues with, or administrative errors in the information contained in Cloudemy. We reserve the right to correct any errors or update Cloudemy, at our absolute discretion, without notice.

2.8 Security

We will take reasonable steps to ensure that Cloudemy is secure from unauthorised access consistent with generally accepted industry standards.

3. Your use of Cloudemy

3.1 Registering an Account

You acknowledge and agree in order to use Cloudemy, you are required to:

1. provide us with Personal Information and create an Account, or allow your education service provider to create an Account, with us; and
2. access Cloudemy only from Australia, unless you have been pre-authorised to access Cloudemy from outside of Australia. Authorisation may be granted or denied in our sole discretion.

3.2 Account security

You must not share your Account details with any other person and agree to use reasonable endeavours to keep all Account details strictly confidential. You are responsible for your Account activities which occur via Cloudemy, whether those activities are authorised by you or not, unless they arise from a technical issue with Cloudemy.

3.3 Lawful use of Cloudemy

You undertake not to upload, store or access any data on Cloudemy if such access or storage would:

1. be considered Prohibited Content;
2. infringe a person’s Intellectual Property rights;
3. breach any Privacy Law; or
4. breach any other law or applicable code (including any common law, statute, delegated legislation, rule or ordinance of the Commonwealth, or a State or Territory).

3.4 Conduct which is expressly prohibited

You must not:

1. in any way tamper with, hinder or modify Cloudemy;
2. knowingly transmit any viruses or other disabling features to or via Cloudemy;
3. intentionally disable or circumvent any protection or disabling mechanism related to Cloudemy;
4. install or store any software applications, code or scripts on or through Cloudemy;
5. use Cloudemy in any way which could be reasonably expected to interfere with or damage our systems, any other operator’s systems, or another user’s enjoyment of Cloudemy; or
6. attempt, facilitate or assist another person to do any of the above acts.

3.5 Right to suspend

We reserve the right to limit or suspend your access to Cloudemy if in our reasonable opinion, you are in breach of any of your obligations or warranties contained in this Agreement.

4. Submitted Content

4.1 Generally

We reserve the right to use Submitted Content for the normal operations of our business and for any other purpose expressly set out in our Privacy Policy.

4.2 Your warranties regarding Submitted Content

In respect of Submitted Content, you warrant you will not upload anything:

1. which is improper, harmful, threatening, defamatory, abusive, inflammatory, harassing, vulgar, obscene, fraudulent, hateful, or otherwise objectionable;
2. which includes nudity, sex, pornography, or adult-oriented content other than as expressly permitted by your education service provider and for artistic or academic purposes;
3. containing any computer virus or malicious code;
4. which infringes any third party Intellectual Property rights;
5. in breach of, or which may result in us being in breach of, any Privacy Law;
6. that is likely to offend, insult or humiliate based on race, religion, ethnicity, gender, age or sexual orientation other than as expressly permitted by your education service provider and for artistic or academic purposes;
7. in breach of any law in Australia or the jurisdiction in which you operate;
8. in breach of any clause of this Agreement; or
9. any other content deemed inappropriate in our sole discretion.

4.3 Our warranties regarding Submitted Content

We make no warranties as to the accuracy of any Submitted Content uploaded by you, another Cloudemy user or our education service provider clients and accept no liability for errors or omissions in that content.

4.4 Take down rights

We reserve the right to take down and destroy any Submitted Content, in our sole discretion, and without notice. It is entirely your responsibility to keep copies of any Submitted Content uploaded to Cloudemy and you must not rely on us storing copies for you.

5. Privacy

You agree and consent to us handling your Personal Information in accordance with our Privacy Policy. We may amend our Privacy Policy in our sole discretion. If we amend our Privacy Policy, we will post the new version on our Website.

6. Intellectual Property

6.1 Our warranties regarding Intellectual Property

We warrant we own or have a licence to use the Intellectual Property in Cloudemy.

6.2 Your warranties regarding Intellectual Property

You warrant that you will not do any of the following, or permit any person over whom you have effective control to:

1. copy or reproduce, or create an adaptation or translation of, all or part of Cloudemy in any way, except to the extent that reproduction occurs automatically through its ordinary use;
2. incorporate all or part of Cloudemy in any other webpage, site, application or other digital or non-digital format;
3. use Cloudemy or any content in connection with any business or commercial enterprise unless that business or commercial enterprise has a current subscription with us and the use is authorised by that subscription agreement;
4. sell, license, sublicense, lease, rent, distribute, disclose, permit access to, or transfer to any third party, whether for profit or without charge, any portion of Cloudemy on any medium; or
5. directly or indirectly copy, recreate, decompile, reverse engineer or otherwise obtain, modify or use any source or object code, architecture, or algorithms contained in Cloudemy or any documentation associated with it.

6.3 Permitted use

Provided it does not infringe the Intellectual Property rights of a third party, you may store, print and display the content in Cloudemy solely for your own personal use, and as permitted by your educational service provider.

7. Warranties

Subject to the Non-excludable Conditions, we make no warranties or guarantees:

1. Cloudemy is of acceptable quality and fitness for any particular purpose; or
2. regarding your access to, or the results of your access to, Cloudemy including its correctness, accuracy, timeliness, completeness, reliability or otherwise.

8. Limitation of Liability

8.1 Implied Conditions

We exclude all implied guarantees, conditions and warranties from this Agreement except any Non excludable Condition.

8.2 Limitation of Liability

Subject to the Non excludable Conditions, we exclude all other liability for any costs, including consequential loss, suffered or incurred directly or indirectly by you in connection with this Agreement, including:

1. Cloudemy being inaccessible for any reason;
2. incorrect or corrupt data, lost data, or any inputs or outputs of Cloudemy;
3. computer virus, trojan and other malware in connection with Cloudemy;
4. security vulnerabilities in Cloudemy or any breach of security that results in unauthorised access to, or corruption of data;
5. any unauthorised activity in relation to Cloudemy;
6. your breach of this Agreement; or
7. any act or omission by you, your personnel, your associates or any related body corporate under or in relation to this Agreement.

8.3 Non-excludable limits

Where a Non-excludable Condition is deemed to apply, to the fullest extent possible under the law, we limit our liability for any breach to:

1. in the case of goods: the re-supply of the goods or payment of the cost of the re-supply of the goods; or the replacement or repair of the goods or payment of the cost of replacement or repair of the goods; and
2. in the case of services: the resupply of the services; or the payment of the cost of having the services resupplied.

8.4 Indemnity

You indemnify us against all costs suffered or incurred by us, however caused, arising wholly or partially, directly or indirectly, in connection with your use of Cloudemy, including any costs arising from your:

1. breach of this Agreement;
2. uploading of Prohibited Content;
3. infringement of any third party Intellectual Property rights associated with your use of Cloudemy; or
4. breach of any laws.

9. Termination

We may end this Agreement immediately if in our reasonable opinion you are in breach of any material term.

10. General and interpretation

10.1 Assignment

We may assign, encumber, declare a trust over or otherwise create an interest in our rights in this Agreement without your consent.

10.2 Entire Agreement

This document contains the entire agreement between the parties about its subject matter. Any previous understanding, agreement, representation or warranty relating to that subject matter is replaced by this document and has no further effect.

10.3 Governing law

The laws of Queensland, Australia govern this Agreement. The parties submit to the non-exclusive jurisdiction of courts exercising jurisdiction there.

10.4 Severability

If any part of this Agreement is unenforceable (including any provision in which we exclude our liability to you) the enforceability of any other part will not be affected and all other clauses remain in full force and effect. So far as possible where any clause/sub-clause or part of a clause/sub-clause can be severed to render the remaining part valid, the clause must be interpreted accordingly. Alternatively, you agree that the clause must be rectified and interpreted in such a way that closely resembles the original meaning of the clause/sub-clause as is permitted by law.

10.5 Variations to this Agreement

We may vary this agreement by giving 14 days written notice to you. If you do not accept the terms of the variation you must cease using Cloudemy.

11. Definitions and interpretation

11.1 Definitions

11.2 Interpretation of this Agreement

Unless the terms and conditions of the Agreement explicitly state otherwise, the Agreement will be interpreted as follows:

1. a reference to a party includes that party’s permitted assigns, administrators, successors, executors, legal representatives and any novated party;
2. any reference to a trustee includes any substituted or additional trustee;
3. unless used for the usual grammatical purpose, inverted commas around a term indicate industry jargon that will be interpreted according to how that term would be understood by an individual with expertise in the relevant industry;
4. “including”, “includes” or any derivation of those words does not limit the matter in question to the things specifically mentioned in the applicable context;
5. where a term is defined, other grammatical forms of that term will be taken to have the same meaning;
6. headings are for convenience and will not affect interpretation;
7. words in the singular will be taken to include the plural and also the opposite;
8. when any kind of legislative instrument is referenced, the reference will be taken to be that instrument as updated or substituted for by the legislative body;
9. a reference to a party’s conduct includes omissions as well as acts; and
10. if a party is described as having discretion in a matter, the discretion in that matter will be interpreted as sole and absolute.