Please read the following terms carefully.
This website is operated by Lewis and Brown Pty Ltd ABN 66 153 518 168 (Trading as “Upskill Learning Australia” also known as “Upskill Learning”) under the domain name www.upskilllearning.com.au (“the website”).
For the purposes of this agreement the words “Upskill Learning Australia”, “We”, “Our” and “Us” refer to Lewis and Brown Pty Ltd and “website” to materials delivered on upskilllearning.com.au and other co-branded versions of the site.
Intellectual Property Rights
The material contained on the web site is protected by copyright.
You may use the website for personal and non-commercial purposes only.
You acknowledge that the Upskill Learning Australia website, special technology used in connection with the website, Upskill Learning Australia’s services, all software, material, information, communications, text, graphics, links, electronic art, animations, audio, video, photos, and other data available within the website (“Upskill Learning Australia content”) are provided by Upskill Learning Australia or third-party providers and are the copyrighted works of Upskill Learning Australia and/or such third parties.
You may not copy, reproduce, publish, distribute, modify, create derivative works of, rent, lease, sell, transfer, display, transmit, compile or collect in a database, or in any manner commercially exploit any part of the Upskill Learning Australia content or our services in whole or in part unless expressly authorised by Upskill Learning Australia or the relevant third party owner.
You may not store any significant portion of any Upskill Learning Australia content or Upskill Learning Australia services or materials in any form.
Under the Copyright Act 1968 and related amendments you are limited as to the amount of material that you may download, print, copy and/or cut and paste from the website. It is your responsibility to ensure that you do not infringe any applicable law.
You may only download and print a reasonable quantity of copies of Upskill Learning Australia content for non-commercial, personal or educational use only. The copies must contain any copyright or other proprietary rights notices that are contained in the original source. The copies must not be modified.
You acknowledge that Upskill Learning Australia and/or third-party providers remain the owners of the Upskill Learning Australia content and that you do not acquire any intellectual property rights in the Upskill Learning Australia content.
Upskill Learning is a registered trade mark of Lewis and Brown Pty Ltd. The Upskill Learning name and other related trade marks including the Upskill Learning logo that appears throughout the website are trade marks of Lewis and Brown Pty Ltd or our related third parties (“Trade Marks”). You are strictly prohibited from using, displaying or providing links to the Trade Marks without express permission from Upskill Learning or our related third parties in relation to their trade marks.
Information Does Not Represent Professional Advice
The material provided on the website is provided as general information only. It is not intended as professional advice and must not be relied upon as such.
Prior to entering into a transaction or taking any particular course of action in connection with the website, you should make your own enquiries and seek independent advice tailored to your specific circumstances and objectives.
Accuracy and Usefulness of Information
All material and information on the website is provided in good faith and is believed to be accurate and current as at the date of publication. However, Upskill Learning Australia provides no warranty or guarantee that any material or information on the website or linked websites will be accurate or complete.
Upskill Learning Australia will not be liable for any damages whatsoever whether in an action in contract, negligence or other tort, arising out of or in connection with access to the website or the information and material contained in it. All warranties of any kind are excluded to the maximum extent permitted by law.
Upskill Learning Australia makes no guarantee as to the usefulness of the material and information on the website, nor any of the products and services promoted on it or via linked websites. In particular, Upskill Learning Australia makes no guarantee as to the appropriateness of the training courses selected by you and no guarantee as to the likelihood of employment which may be gained by virtue of any training undertaken.
You agree and understand that Upskill Learning Australia may prevent or restrict your access to the website for any technical, security and or any other reasons at its absolute discretion.
Upskill Learning Australia will advise you as soon as practicable of any restrictions imposed on your access to the website.
Variation of These Terms
Upskill Learning Australia may vary these Terms at any time. In the event that Upskill Learning Australia varies these Terms, it will provide notice by publishing the varied Terms on the website.
You accept that by doing this, Upskill Learning Australia has provided you with sufficient notice of the variation.
No Warranties or Representations
Upskill Learning Australia does not exclude any rights or remedies available to you under the Trade Practices Act (Cth) or equivalent State legislation that cannot be excluded or restricted.
To the extent permissible by law, Upskill Learning Australia makes no warranty or representation (express or implied) regarding the quality, accuracy, reliability, currency, performance, completeness or fitness for purpose of any part of the website or any of the Upskill Learning content.
Upskill Learning Australia does not represent or warrant (expressly or impliedly) that the website or any of the Upskill Learning Australia content, or the facilities that make the website and the Upskill Learning Australia content available, will not cause damage, or are free from any computer virus or any other defects or errors, or that your access to the website or any Upskill Learning Australia content will be uninterrupted.
To the maximum extent permitted by law, Upskill Learning Australia is not liable (whether in contract, negligence or otherwise) for any loss or damage arising from the use of the website or any of the Upskill Learning Australia content.
To the maximum extent permissible by law, Upskill Learning Australia’s liability for breach of any implied warranty or conditions that cannot be excluded is restricted, at Upskill Learning Australia’s option, to:
the re-supply of the relevant goods or services; or
the cost of the re-supply of the relevant goods or services; or
any amount paid by you to Upskill Learning Australia in respect of the relevant goods or services.
You agree that in no circumstances will Upskill Learning Australia be liable for any indirect, incidental, special and/or consequential losses or damages of whatever nature arising out of your use of the website or of any of the Upskill Learning Australia content (including, but not limited to, losses or damages arising out of, or attributable to, an act or omission by Upskill Learning Australia).
No Guarantees as to the Service
The website contains downloadable materials and links to external websites.
Upskill Learning Australia is not responsible for, and has no control over, the content of downloadable materials or external sites.
You understand that Upskill Learning Australia cannot and does not guarantee, warrant or represent that files or software of any kind, or from any source, available for downloading through the website, will be free of infection or viruses, worms, Trojan horses or other code or defects that manifest contaminating or destructive properties.
Prices and Payments
All prices quoted on the website are quoted in Australian Dollars (“AUD”) and are inclusive of GST.
All payments to be made to Upskill Learning Australia must be in AUD and must be inclusive of GST. A payment to be made to Upskill Learning Australia must always be made in accordance with Upskill Learning Australia’s payment terms that apply to that payment.
Payments that are received in a currency other than AUD will not be accepted and any attempted registration by you in respect of the website or Upskill Learning Australia content will be delayed until correct payment is made.
All prices quoted on the website are subject to change without notice. You should confirm the price of a product or service before placing an order for it.
Links to Third Party Websites
The website may contain links and pointers to other websites operated by third parties.
Third party links and pointers are included solely for your convenience. Links to third party websites do not constitute endorsement, sponsorship or approval by Upskill Learning Australia of the content, policies or practices of those third party websites.
You agree that by accessing any third party linked website you do so at entirely at your own risk.
Upskill Learning Australia will not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with, use or reliance on any goods or services available on or through any third party website.
By using this website, you agree to Upskill Learning Australia’s Privacy Statement. To view Upskill Learning Australia’s Privacy Statement, visit: www.upskilllearning.com.au/privacypolicy
When using the World Wide Web, the Internet or third party networks or facilities, you are using networks, facilities and services that are beyond the control of Upskill Learning Australia.
You assume all risk and liability of your use of the World Wide Web, the Internet or any such third party networks, including any access to the website via such media.
If any part of these Terms is held invalid, illegal or unenforceable, that part shall be severed and the remainder will continue to be valid and enforceable.
The use of the website is governed by, construed and enforced in accordance with the laws of New South Wales, Australia and you irrevocably submit to the non-exclusive jurisdiction of the courts of New South Wales, Australia and their respective courts of appeal in that regard.
Reservation of Rights
Any rights not expressly granted to you herein are reserved by Upskill Learning Australia.
UPSKILL LEARNING PURCHASE ORDER TERMS AND CONDITIONS
1. SUPPLY OF GOODS AND/OR SERVICES
1.1 In consideration of payment of the Price by Upskill Learning, the Contractor must supply to Upskill Learning the Goods and/or perform the Services in accordance with the Purchase Order (which includes these Purchase Order Terms and Conditions).
1.2 To the extent the Contractor’s terms and conditions are supplied with the Goods or Services (including as printed on consignment notes or other documents), those terms and conditions will be of no legal effect and will not constitute part of this Purchase Order (even if any of representative of Upskill Learning signs those terms and conditions or annexes the terms and conditions to this Purchase Order).
1.4 The Contractor must, in supplying the Goods or performing the Services:
(a) not interfere with Upskill Learning’s activities or the activities of any other person at the Registered Address;
(b) be aware of and comply with and ensure that the Contractor’s employees, agents and contractors (collectively, ‘the Company Personnel’) are aware of and comply with:
(i) all applicable Laws;
(ii) all Upskill Learning policies of Upskill Learning but only to the extent that are relevant to the supply of the Goods or the performance of the Services;
(iii) all lawful directions and orders given by Upskill Learning’s representative;
(c) ensure that the Company Personnel entering Upskill Learning’s premises act in a safe manner, and are suitably qualified for, and skilled in, the performance of their tasks; a
(d) ensure that the Company Personnel are of such character as not to prejudice:
(i) Upskill Learning’s working practices;
(ii) safety and care of property;
(iii) continuity of work; and
(iv) a safe working environment
(d) provide all such information and assistance as Upskill Learning reasonably requires;
(e) on request by Upskill Learning, provide to Upskill Learning and its employees, agents and consultants any information and assistance required to identify, evaluate, implement and report on any matter required by Law, including:
(i) producing written reports;
(ii) recommending efficiency opportunities;
(iii) collecting data; and
(iv) monitoring or metering,
in respect of any thing used, produced or created in connection with the performance of the Contractor’s obligations under this Contract.
2.1 The Contractor must deliver the Goods to the Registered Address by the Delivery Date.
2.2 The Contractor must ensure that the Goods are suitably packed to avoid damage in transit or in storage.
2.3 The Contractor must ensure that packages are marked with the Purchase Order number, item number, destination, contents, quantity, date and method of dispatch and weight of each package.
3. TIME FOR PERFORMANCE
The Contractor must perform the Services by the date specified in the Purchase Order.
4. TITLE AND RISK
4.1 Title in the Goods passes to Upskill Learning upon payment of the Price.
4.2 Risk in the Goods passes to Upskill Learning when the Goods are delivered to the Registered Address.
5.1 Upskill Learning must pay the Contractor the Price for the Goods and/or Services.
5.2 The Price is inclusive of all costs incurred by the Contractor in the supply of the Goods and/or performance of the Services including all charges for packing, insurance and delivery of the goods and the cost of any items used or supplied in the performance of the Services.
5.3 The Price is inclusive of all taxes and duties, except GST.
6.1 If GST is imposed on any supply made by the Contractor under or in connection with this Purchase Order, the Contractor may recover from Upskill Learning, in addition to the Price, an amount equal to the GST payable in respect of that Supply.
6.2 The Contractor must first provide Upskill Learning with a valid tax invoice before Upskill Learning will pay the GST amount to the Contractor.
7.1 Upon delivery of the Goods and/or completion of the Services, the Contractor must provide to Upskill Learning a valid tax invoice, which must include the information set out in clause 7.2.
7.2 An invoice must include the following details:
(a) a reference to this Purchase Order and the relevant Contract (if any) including the line item numbers on the Purchase Order and the Contract number;
(b) a detailed description of the delivered Goods or performed Services, including the date of delivery and/or period of Services in respect of which the invoice relates and the relevant quantity;
(c) an individual reference number for Upskill Learning to quote with remittance of payment;
(d) the Price relating to the Goods and/or Services, broken down to reflect the same Price components on the Purchase Order;
(e) the amount of any applicable GST;
(f) Company contact details; and
(g) Company contact name.
7.3 If Upskill Learning requests, the Contractor must provide Upskill Learning with all relevant records to calculate and verify the amount set out in any Invoice. Upskill Learning is not required to approve an invoice if the Contractor has not complied with this request.
7.4 Upskill Learning is not obliged to approve an invoice submitted in accordance with clause 7.2(b), and may withhold approval and/or money due to the Contractor under this Contract if the Goods or Services (or any part of them) are Defective.
7.5 Subject to clause 7.4, Upskill Learning will pay all invoices that comply with clause 7.2 within 30 days of their generation or receipt (as the case may be), except where Upskill Learning disputes the invoice, in which case:
(a) Upskill Learning may withhold payment pending resolution of the dispute; and
(b) if the resolution of the dispute determines that Upskill Learning must pay an amount to the Contractor, Upskill Learning must pay that amount upon resolution of that dispute.
7.6 Upskill Learning may reduce any payment due to the Contractor under this Contract by any amount which the Contractor must pay Upskill Learning, including costs, charges, damages and expenses and any debts owed by the Contractor to Upskill Learning on any account whatsoever. This does not limit Upskill Learning’s right to recover those amounts in other ways.
8.1 The Goods and/or Services must match the description referred to in the Purchase Order.
8.2 If the Contractor gave Upskill Learning a sample of the Goods or a demonstration of the Services, the Goods and/or Services must be of the same nature and quality as the sample or demonstration given.
8.3 The Goods and/or Services must be fit for the purpose for which goods and/or services of the same kind are commonly supplied or bought and for any other purpose Upskill Learning specifies.
8.4 The Goods must be of merchantable quality and, unless otherwise specified in the Purchase Order, must be new.
9. WARRANTY PERIOD
9.1 If, during the Warranty Period, any of the Goods or Services are found to be Defective, Upskill Learning may:
(a) return the Defective Goods to the Contractor;
(b) reject the Defective Services;
(c) repair or make good the Defective Goods; or
(d) re-perform or make good the Defective Services.
9.2 The Contractor must:
(a) repair or replace the Defective Goods;
(b) re-perform or make good the Defective Services; or
(c) reimburse Upskill Learning for any expenses incurred in repairing, reperforming or making good (as the case may be) any Defective Goods or Services,
at the Contractor’s cost, if requested to do so by Upskill Learning.
Contractor means the party identified as such in the Purchase Order.
Contractor Reference Document means a delivery document, dispatch note, time sheet, claim form or such other document which evidences the delivery of Goods or performance of Services.
Defective means Goods and/or Services (or any aspect of them) which are not in accordance with the Purchase Order or which are damaged, deficient, faulty, inadequate or incomplete.
Registered Address Delivery Date means the delivery date specified on the Purchase Order.
Goods means the goods, if any, described on the Purchase Order.
GST has the meaning given to that term under the A New Tax System (Goods and Services Tax) Act 1999 (Cth).
(a) Commonwealth, State and local government legislation including regulations, by-laws, orders, awards and proclamations;
(b) common law and equity;
(c) Authority requirements and consents, certificates, licences, permits and approvals (including conditions in respect of those consents, certificates, licences, permits and approvals); and
(d) guidelines of Authorities with which the Contractor is legally required to comply.
Purchase Order means the purchase order for Goods and/or Services issued by Upskill Learning to the Contractor from time to time containing, amongst other things, a description of the Goods and/or Services.
Price means the price set out in the Purchase Order which is exclusive of GST, but is inclusive of all other costs and charges.
Registered Address means the place for delivery of the Goods or performance of the Services as specified on the Purchase Order.
Upskill Learning means the Lewis and Brown Pty Ltd or the relevant Lewis and Brown or Upskill Learning entity named in the Purchaser Order.
Services means the services, if any, described on the Purchase Order.
Warranty Period means the period of 24 months commencing on the date of delivery of the Goods and/or 12 months from the date on which the Service is performed.