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Learning Libraries Terms & Conditions

Learning Libraries Terms & Conditions

including End User License Agreement

/ Learning Libraries Terms & Conditions

Open Colleges Terms & Conditions - Learning Libraries

A subscription to Open Colleges Pty Ltd.’s (ACN 000 011 692) (we or us) Learning Libraries (Subscription) is subject to the following terms and conditions (Terms). Please read the Terms carefully before purchasing a Subscription as this is a legal document. You should understand that by purchasing a Subscription, and accessing its content, you agree to be bound by these Terms.You can also find these Terms on our website.

Eligibility

You must be at least 18 years of age and reside in Australia to be eligible to purchase a Subscription.

Term of Subscription

  • Each subscription is for a fixed term of either 6 months or 12 months (dependent on subscription purchased) from the date of purchase (Term).
  • Subscriptions do not renew automatically at the end of the Term.  If you wish to continue to access a Library, you will be required to purchase a new Subscription at the then current price.

Subscriptions

  • Each Subscription is limited to a specific Library of content, as detailed on our Learning Library Product Detail page (Library).
  • To purchase a Subscription to a Library, you will be required create an account by completing the online form and making payment. You will then be provided with a unique username and password to the online portal, from which you will access your Subscription.
  • A Subscription is for personal use only.  You must not transfer your Subscription to someone else.
  • You are solely responsible for all use associated with your Subscription (regardless of whether you have authorised access). You must notify us immediately if you become aware of any unauthorized use or access of your Subscription.
  • If we suspect or detect any misuse of your account or Subscription including use of a general email address or multiple email address changes; or determine (acting reasonably) that you are in breach of these Terms or any applicable law or regulation, then your access may be suspended, or your Subscription may be cancelled.  In these circumstances you will not be eligible for a refund (in full or part).
  • The Subscription does not qualify for any units of competency or confer any qualification.
  • From time to time we may offer complimentary subscriptions to a Library to enrolled students of Open Colleges.  For the avoidance of doubt, these Terms shall apply in full to such access, with the benefit being conferred as consideration for these Terms.

Content

  • The content in a Library is provided under license from Skillsoft Asia Pacific Pty Ltd (Skillsoft) and via their online portal. Your access to the Library is subject to Skillsoft’s End User Agreement (Skillsoft’s Terms), and you agree to be bound to the terms of the Skillsoft Terms in addition to these Terms.
  • Skillsoft’s Terms set out the terms under which you are granted a licence to access and use the content, as well as setting out ownership of the content. You must carefully read these and understand your obligations.
  • The content is provided ‘as is’. We do not review the content provided by Skillsoft, nor do we exercise any editorial control over the content. As a result, we do not guarantee in any manner the reliability, validity, accuracy or fitness for purpose of the content, nor are we responsible for the content or any other aspect of any websites (including their collection of information about you) that may be linked, as these are not owned or controlled by us.
  • You must not (or attempt to): modify, translate, adapt, alter, publish, transmit, distribute, perform, participate in the sale or transfer of, create derivative works of, or in any way exploit, any of the content (in whole or part); remove, cover, alter or obfuscate any proprietary notices, labels, trade marks or service marks on any content; or reverse engineer, disassemble, decompile or derive source code from the content, or the platform it is on.

Pricing & Payment  

  • The price payable for a Subscription is the price stated on our Learning Library Product Details page at the time you complete the purchase of your Subscription (Price).All prices are in Australian dollars and are GST inclusive.
  • We reserve the right to change a Price at any time.
  • From time to time we may run promotions for a set period of time.  If we provide any discount code to access a promotional price then it is personal to you, can only be used once, must be applied during the check-out process and cannot be applied retrospectively.
  • Any additional charges you incur accessing your Subscription (like data charges or internet connection) that you may incur are your sole responsibility.

No Early Termination or Refunds 

  • A Subscription cannot be suspended during its Term.
  • Subject to the rights you have under the Competition and Consumer Act 2010 (Cth)) or as otherwise set out in these Terms, the Price paid for a Subscription is non-refundable.

Minimum Specifications

  • The current minimum operating or device specification to ensure the ability to access your Subscription at the intended performance level is documented in our FAQs. While the Library is accessible on other devices (or models of the same devices), we do not warrant that you will receive the expected user experience and may experience delays or access problems if your device does not meet the minimum requirements.

Technical Issues 

  • From time to time, our website or the portal hosting the content may be down for planned or urgent maintenance.  We will give you advance notice (where possible) of such outages by placing a notice on our website.
  • If you are experiencing any technical issues accessing your Subscription, a Library or your account then it is your responsibility to contact us at skills@opencolleges.edu.au to receive assistance.
  • You also agree to provide us with any diagnostic information that we may request to assist with resolving any issues.
  • If for some unforeseen reason, you are unable to access your Subscription (including if the website or portal hosting the content is unexpectedly down) in its entirety for a continuous period of more than 24 hours then we will adjust the end date of the Term by a corresponding period. This shall only apply if the reason you are unable to access your Subscription directly relates to us and provided your device meets the minimum specifications disclosed.
  • We are not responsible for delay or failure caused by events outside of our reasonable control, like natural disaster, act or war, hostility, sabotage, telecommunication or electrical outage, or any government restrictions.

Changes to Libraries

  • The content may be upgraded and modified at any time to sustain the quality, quantity, currency and variety of it, so it remains at least consistent with content as at the start date of your Subscription.
  • We reserve the right to discontinue a Library (in its entirety) or withdraw this subscription-based offering at any time, including for legal or policy reasons. In the event we do, we will give you 7 days’ notice of this, and you will receive a pro-rata refund for the balance of the Term.

Privacy 

  • All collection and use of your personal information in connection with your Subscription will handled be in accordance with our Privacy Policy, and specifically will be used to manage your Subscription including communicating with you about it.  We may also use it to notify you of offers, benefits or new subscriptions, unless you tell us otherwise.
  • You agree to us providing your name and email address to Skillsoft, to enable the Subscription to be provided or for support on technical issues.  Their privacy policy will apply to their handling of your personal information and we are not responsible for their use of such information.

Liability

To the extent permitted by law and subject to the rights you have under the Competition and Consumer Act 2010 (Cth), we are not liable to you for any loss or damage whatsoever (including direct, indirect, consequential or special) suffered or incurred by you in connection with a Subscription.  In any event, our liability to you is limited to the value of the Subscription Price paid for a Library.

Changes to the Terms

We reserve the right, in our sole discretion, to change, modify, add or remove provisions of these Terms at any time.  You will be notified of any changes to these Terms (including Skillsoft’s Terms) by email to the address you used to purchase your Subscription.

Laws

These Terms are governed exclusively by the laws of New South Wales and the Courts of New South Wales shall have exclusive jurisdiction in the event of any dispute.

 

 

SKILLSOFT END USER LICENSE AGREEMENT

IMPORTANT--READ CAREFULLY BEFORE USING THE SKILLSOFT PRODUCT LICENSED HEREUNDER.  This End User License Agreement ("EULA") is a legal contract between the Skillsoft entity within the region where the license is being used and you (either an individual or a single business entity purchasing a license on behalf of its employees) for the Skillsoft software product with which this EULA is distributed (the "Product").  In the event the license has been purchased by a single business entity on behalf of its employees, the person agreeing to the terms and conditions set forth herein represents that he/she is authorized to bind the business entity and that such entity is liable for the acts and omissions of all of its employees.

BY CLICKING THE “I ACCEPT” BUTTON OR BY ACCESSING AND USING THE PRODUCT, YOU ACKNOWLEDGE THAT YOU HAVE READ THIS EULA, THAT YOU UNDERSTAND IT, AND THAT YOU AGREE TO BE BOUND BY ITS TERMS. IF YOU DO NOT AGREE TO THE TERMS AND CONDITIONS OF THIS EULA, PLEASE CLICK “I DO NOT ACCEPT” AND PROMPTLY EXIT THIS PAGE WITHOUT ACCESSING OR USING THE PRODUCT. 

1.  Grant of License to End Users

Subject to the terms and conditions of this EULA, Skillsoft grants you a non-exclusive, non-transferable right and license, without the right to sublicense, to access and use the Product, including the manual, media and program(s) contained in and/or accompanying the Product ("Documentation") hosted by Skillsoft to support up to the number of users for which a license fee has been paid. The Product and Documentation shall be used only by you, only for your own use and internal training purposes only, and not in the operation of a service bureau or for the benefit of any other person or entity. All rights not granted to you herein are expressly reserved by Skillsoft and/or its licensors.

2.  Ownership; Restrictions

2.1  You have no ownership rights in the Product or the Documentation. Rather, you have a license to access and use the Product and the Documentation as long as this EULA remains in full force and effect. Ownership of the Product, the Documentation and all intellectual property rights therein shall remain at all times with Skillsoft and/or its licensors. Any other use of the Product by any person, business, corporation, government organization or any other entity is strictly forbidden and is a violation of this EULA. Except as expressly set forth in this Section 2.1, neither this EULA, nor any right or license hereunder shall be construed as granting you any license or other right in or to any patent, copyright, trademark, trade secret or other proprietary right of Skillsoft or its licensors.  You shall not take any actions inconsistent with this Section 2.1.

2.2  To the maximum extent permitted by law, you shall not (a) reverse engineer, disassemble, decompile or otherwise attempt to derive source code from the Product or any part thereof, nor shall you attempt to create the source code from the object code for the Product or any part thereof; (b) publish, display, disclose, modify, translate, adapt, alter or create derivative works (as defined under the United States copyright laws) based upon the Product or any part thereof; (c) use, reproduce, sublicense, distribute, rent, lease, dispose of or exploit the Product except as expressly permitted under this EULA; and (d) remove alter, cover or obfuscate any proprietary notices, labels, or trademarks or service marks on the Product. 

2.3  Because of the unique and proprietary nature of the Product, it is understood and agreed that Skillsoft’s remedies at law for a breach of Sections 2.1 and 2.2 will be inadequate and that Skillsoft shall, in the event of any such breach, be entitled to equitable relief (including without limitation provisional and permanent injunctive relief and specific performance) in addition to all other remedies provided under this Agreement or available to Skillsoft at law.

3.  Confidentiality

You acknowledge that the Product contains proprietary trade secrets of Skillsoft and that you may use the Product only pursuant to the license set forth herein. In addition, you may not disclose the Product to any third party.

4.  Limited Warranty; Disclaimer

4.1  SKILLSOFT WARRANTS THAT THE PRODUCT WILL OPERATE SUBSTANTIALLY IN ACCORDANCE WITH THE FUNCTIONAL SPECIFICATIONS SET FORTH IN THE DOCUMENTATION FOR THE TERM OF YOUR LICENSE.  SHOULD THE PRODUCT NOT SO OPERATE, YOUR EXCLUSIVE REMEDY UNDER THIS WARRANTY SHALL BE AT SKILLSOFT’S SOLE DISCRETION, CORRECTION OF THE DEFECT OR REFUND OF THE LICENSE FEE PAID FOR THE PRODUCT. ANY USE BY YOU OF THE PRODUCT IS AT YOUR OWN RISK. THIS LIMITED WARRANTY IS THE ONLY WARRANTY PROVIDED BY SKILLSOFT REGARDING THE PRODUCT.

4.2  THE FOREGOING WARRANTY IS IN LIEU OF ALL OTHER WARRANTIES WHETHER WRITTEN, ORAL, EXPRESS OR IMPLIED.  SKILLSOFT SPECIFICALLY DISCLAIMS ALL OTHER WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED,   INCLUDING WITHOUT LIMITATION, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, TITLE, ABSENCE OF SECURITY INTEREST, LIEN OR ENCUMBRANCE, AND QUIET ENJOYMENT.   SPECIFICALLY, AND NOT IN LIMITATION OF THE FOREGOING, SKILLSOFT DOES NOT WARRANT THAT THE PRODUCT WILL MEET YOUR NEEDS OR REQUIREMENTS, THAT THE OPERATION OF THE PRODUCT WILL BE UNINTERRUPTED OR ERROR FREE, OR THAT ANY DEFECTS IN THE PRODUCT WILL BE CORRECTED.  TO THE EXTENT THAT ANY IMPLIED WARRANTIES ARE DEEMED TO EXIST UNDER APPLICABLE LAW, THEY ARE HEREBY EXPRESSLY LIMITED IN DURATION TO THE DURATION OF ANY EXPRESS WRITTEN WARRANTY MADE HEREIN. 

SOME JURISDICTIONS DO NOT ALLOW THE WAIVER OR EXCLUSION OF IMPLIED WARRANTIES SO THEY MAY NOT APPLY TO YOU.

5.  Limitation of Liability

IN NO EVENT WILL SKILLSOFT BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY INCIDENTAL OR CONSEQUENTIAL DAMAGES (INCLUDING, WITHOUT LIMITATION, INDIRECT, SPECIAL, PUNITIVE, OR EXEMPLARY DAMAGES FOR LOSS OF BUSINESS, LOSS OF PROFITS, BUSINESS INTERRUPTION, OR LOSS OF BUSINESS INFORMATION) ARISING OUT OF THE USE OF OR INABILITY TO USE THE PRODUCT, OR FOR ANY CLAIM BY ANY OTHER PARTY, EVEN IF SKILLSOFT HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. SKILLSOFT'S AGGREGATE LIABILITY ARISING OUT OF ANY KIND OF LEGAL CLAIM (WHETHER IN CONTRACT, TORT, OR OTHERWISE) WITH RESPECT TO ITS OBLIGATIONS UNDER THIS AGREEMENT OR OTHERWISE WITH RESPECT TO THE PRODUCT AND DOCUMENTATION OR OTHERWISE SHALL NOT EXCEED THE AMOUNT OF THE LICENSE FEE PAID FOR THE USE OF THE PRODUCT.  BECAUSE SOME STATES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, THE ABOVE LIMITATION MAY NOT APPLY TO YOU.

6.  Export Restrictions

THIS EULA IS EXPRESSLY MADE SUBJECT TO ANY LAWS, REGULATIONS, ORDERS OR OTHER RESTRICTIONS ON THE EXPORT FROM THE UNITED STATES OF AMERICA OF THE PRODUCT OR INFORMATION ABOUT SUCH PRODUCT WHICH MAY BE IMPOSED FROM TIME TO TIME BY THE GOVERNMENT OF THE UNITED STATES OF AMERICA. YOU SHALL NOT EXPORT THE PRODUCT, DOCUMENTATION, OR INFORMATION ABOUT THE PRODUCT AND DOCUMENTATION WITHOUT CONSENT OF SKILLSOFT AND COMPLIANCE WITH SUCH LAWS, REGULATIONS, ORDERS, OR OTHER RESTRICTIONS.

7.  Termination

This EULA is effective until the end date of the licenses granted. Either party may, at its option, terminate this EULA effective upon notice to the other party if the other party has materially breached any of its provisions and has failed to cure the breach within thirty (30) days of notice of the breach, unless such breach is a breach of Sections 2.1, 2.2 or 3 above, in which case termination may be immediate.  Notwithstanding the foregoing, if either party shall fail to fulfill any of its material obligations hereunder and the other party has previously sent two notifications to such party pursuant to this Section 7 of a failure to fulfill the same or similar obligations, the other party may, despite any remedy or cure of such breaches in the past by the defaulting party, terminate this EULA by giving written notice of termination to the defaulting party, effective immediately upon its sending.  All provisions relating to confidentiality, proprietary rights, and non-disclosure shall survive the termination of this EULA.

8.  Indemnification

8.1  You agree to indemnify, defend and hold harmless Skillsoft and its affiliates and their respective officers, directors, employees and agents, from and against any and all claims, demands, costs and liabilities (including all reasonable attorney’s fees) of any kind whatsoever, resulting from or arising out of any violation of this EULA.

8.2  Skillsoft agrees to indemnify, defend and hold you harmless from and against any and all loss, damage, injury, liability, or suit, including any reasonable attorneys’ fees and costs, incurred by you resulting from or arising out of  any claim that the Product violates any patent, copyright, trade secret or other proprietary right of a third party enforceable in the United States provided that (a) Skillsoft shall be notified promptly in writing by you of any notice of any such claim; (b) Skillsoft shall have the sole control of the defense of any action on such claim and all negotiations for its settlement or compromise, and (c) you shall cooperate reasonably with Skillsoft in the defense, settlement or compromise of such claim at Skillsoft's expense.  You shall permit Skillsoft, at Skillsoft’s option and expense, (x) to procure for you the right to continue using the Product, (y) to modify the Product so that it becomes non-infringing (providing the functionality of the Product is not materially different from its original subject matter) or (z) to terminate the license with respect to such Product.  Alternatively, Skillsoft, at its own discretion, may exchange the Product for a non-infringing product of equivalent subject matter.  Skillsoft shall not have any liability to you under this Section 8.2 to the extent that any infringement or claim thereof is based upon (i) use of the Product content in combination with equipment or software not supplied hereunder where the Product would not itself be infringing, (ii) use of the Product in an application or environment not within Skillsoft’s control, (iii) use of other than the most recent release of the Product made available by Skillsoft, (iv) modifications of the Product by anyone other than Skillsoft, its employees or agents, (v) any claims of infringement of any patent, copyright, trade secret, trademark or other proprietary right in which you or, if applicable, any of your affiliates has an interest or license, or (vi) use of the Product in violation of this Agreement.

8.3  SECTION 8.2 ABOVE SETS FORTH THE ENTIRE LIABILITY OF SKILLSOFT AND THE EXCLUSIVE  REMEDY OF END USER, WITH RESPECT TO ANY CLAIM OF  PATENT, TRADEMARK, COPYRIGHT OR TRADE SECRET INFRINGEMENT BY THE PRODUCT, ANY PART THEREOF OR THE USE THEREOF, AND ARE IN LIEU OF ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, AND INDEMNITIES WITH RESPECT THERETO.

9.  Miscellaneous

This EULA shall be construed, interpreted and governed by the laws of the State of New Hampshire without regard to conflicts of law provisions thereof. The exclusive forum for any disputes arising out of or relating to this EULA shall be an appropriate federal or state court sitting in the State of New Hampshire. This EULA shall constitute the entire agreement between the parties hereto. Any waiver or modification of this EULA shall only be effective if it is in writing and signed by both parties hereto. If any part of this EULA is found invalid or unenforceable by a court of competent jurisdiction, the remainder of this EULA shall be interpreted so as to reasonably effect the intention of the parties. This EULA shall be binding upon, and inure to the benefit of, Skillsoft and its legal representatives, successors and permitted assigns.   End User shall not assign this EULA or any of its rights hereunder or delegate any of its duties hereunder, in whole or in part, to any third party, without the prior written consent of Skillsoft.

THIS EULA IS THE COMPLETE AND EXCLUSIVE STATEMENT OF SKILLSOFT'S OBLIGATIONS AND RESPONSIBILITIES TO YOU AND SUPERSEDES ANY OTHER PROPOSAL, REPRESENTATION OR OTHER COMMUNICATION BY OR ON BEHALF OF SKILLSOFT OR ITS AUTHORIZED RESELLER RELATING TO THE SUBJECT MATTER HEREOF.