Child Wise Terms and Conditions
1. Agreement between you and Child Wise
These terms and conditions, and any Child Wise proposal accepted by you, govern your engagement of Child Wise to provide services to you or your organisation. Your engagement of Child Wise constitutes your agreement to these terms and conditions and the proposal.
2. Intellectual Property
2. 1 Unless otherwise stated, the intellectual property in the materials Child Wise makes available to you (“Child Wise’s Materials”) and in all documents, information, content, data, images, logos and trademarks that we provide to you (including all training materials), is owned by or licensed to Child Wise and all rights are reserved.
2. 2 Child Wise grants you a non-exclusive, non-transferable, royalty free licence to use Child Wise’s Materials solely for internal use within your organisation for the purpose for which they were provided, or as otherwise agreed by us in writing.
2. 3 You shall not alter or change any Child Wise Materials which are Child Wise branded in any way. Where Child Wise deliverables are branded with your organisation’s logo only (and not Child Wise’s logo), you may alter them as you wish.
2.4 You agree not to copy, reproduce, record, transmit, broadcast, redistribute, publish or make available any part of Child Wise’s Materials without our express prior written consent.
2.5 If you want to use any of Child Wise’s Materials for commercial purposes (including without limitation, charging a fee for participants to attend Child Wise training), you need special permission before doing so. Please contact us.
3. Confidential Information
3.1 You must keep confidential all information provided by Child Wise of a confidential nature and must not disclose or use that information for any purposes other than that for which it was provided.
3.2 Subject to clause 4, unless required by law, either party must not disclose any unpublished information or documents, data or contact information supplied by the other party in connection with the Services without the other party’s consent.
4. Child Safety and Reporting
Child Wise will report all reasonable beliefs and/or allegations of child abuse or neglect to the relevant authorities or ensure this has been done by you. While Child Wise retains absolute discretion regarding reporting and the best interests of children will be prioritised, Child Wise will endeavour to notify you that it intends to make a report under this clause and will seek your cooperation regarding the same, unless doing so may place the child/ren at further risk of harm.
5.1 Child Wise will deliver you an invoice setting out the fee (Fee).
5.2 If GST is payable you must pay an additional amount equal to the amount of GST payable on the Fee. The GST is payable at the same time as the Fee. This clause does not apply if the Fee is expressly stated to include GST.
6.1 Training: Full payment for training and associated Expenses is required 14 days in advance of the training, unless otherwise agreed. If you have not paid all invoiced amounts 14 days prior to the scheduled commencement of any of the training, Child Wise may, at its election, either delay or cancel the training.
6.2 Consulting and accreditation: Invoices shall be issued in accordance with the agreed payment schedule. Payment is required within 14 days of receiving an invoice.
7.1 Consulting and accreditation: You may cancel any or all of the Services by written notice to Child Wise at any time and for any reason. You agree to pay our Fees and Expenses incurred up to the date of cancellation.
7.2 Training: You are eligible for a full refund if you cancel 14 days prior to training. 30% of the training costs will be charged if cancellation occurs between 7-14 days prior to training. No refund will be provided for cancellations within 7 days prior to training. Any booked transport that is unable to be changed or refunded will also be charged to the client regardless of cancellation notice.
7.3 Breach: If either party breaches these terms and conditions and the breach is incapable of remedy, or, if the breach is capable of remedy and the party in breach has not remedied the breach within 30 days after being requested in writing to do so by the other party, the other party may immediately by notice in writing cancel any or all of the Services.
8. Children under 16 not permitted at training
Due to the subject matter of Child Wise training, children under 16 are not permitted at Child Wise training sessions.
You will not solicit for employment, nor make an offer of employment or hire, employ or engage any current or former employee, consultant or contractor of Child Wise without Child Wise’s written approval. In the event that You do employ or engage a current or former employee, consultant or contractor of Child Wise without our prior written consent, You agree to pay an additional fee to Child Wise equivalent to 50% of the employee, consultant or contractor’s compensation earned during the prior 12 months at Child Wise.
10.1 You indemnify Child Wise from and against any Loss directly or indirectly incurred or sustained by Child Wise arising at any time in connection with the provision of the Services or these terms and conditions, including without limitation, Losses arising from:
10.1.1 any negligence or wilful misconduct of you or your employees or representatives;
10.1.2 any misleading conduct or misleading statement made by you to Child Wise or any third party;
10.1.3 any omission or failure to disclose relevant information (whether or not that information has been the subject of an earlier request from Child Wise); or
10.1.4 limitations which are beyond the control of Child Wise, including limitations due to the fact that:
10.1.4.1 Child Wise provides the Services at a particular point in time only and provides the Services based on the information that it collects from you at a particular point in time. There may be changes to your organisation’s structure, systems, processes, employees, volunteers or agents after the time when Child Wise collects relevant information; and
10.1.4.2 Child Wise provides the Services by reviewing and commenting on a small sample of information about your organisation. This sample may not be reflective of the manner in which your organisation conducts itself or its operations.
10.2 The indemnity does not extend to any Loss suffered by Child Wise to the extent that the Loss is finally judicially determined to have resulted from:
10.2.1 any amount in respect of which the indemnity would be illegal, void or unenforceable under any applicable law; or
10.2.2 any fraud, wilful misconduct or gross negligence of Child Wise or any of its employees.
11.1 Child Wise must take out and maintain professional indemnity insurance and worker's compensation insurance.
11.2 You must take out and maintain, for the duration of Child Wise’s work with you, professional indemnity insurance, worker's compensation insurance, and a public liability insurance policy with respect to any liabilities to Child Wise and any third parties for the death or injury of any person or any loss, damage or destruction of any property with a reputable and solvent insurer. The insurance must be effected on the terms and conditions as may from time to time be reasonably required by Child Wise.
11.3 As soon as reasonably practicable after a request is made by Child Wise, you must produce a current insurance policy or certificate of currency in respect of your insurance conforming with the requirements of this clause.
11.4 The requirements of this clause are without prejudice to and do not affect the operation of the indemnities and limitations of liability contained in these terms and conditions.
12. Exclusion of liability
12.1 Child Wise will not be liable for any Loss arising from, or relating to, these terms and conditions or Child Wise’s Materials, including, without limitation, any Loss arising from:
12.1.1 your use or non-use of Child Wise’s Materials;
12.1.2 any failure of Child Wise’s Materials to be fit for the purpose for which you intend to use them;
12.1.3 your reliance on information contained in Child Wise’s Materials or otherwise provided by us to you (including any action taken by you as a result of any such information); or
12.1.4 inaccuracy or incompleteness of any information contained in Child Wise’s Materials.
12.2 Except for those which are expressly specified in these terms and conditions, all warranties, conditions and representations (including those that are implied) relating to any information in Child Wise’s Materials, are, to the maximum extent permitted by law, excluded.
13. Limitation of liability
Despite any other provision of these terms and conditions, Child Wise is not liable to you to make any payment (whether by way of indemnity, damages or otherwise) for any breach of these terms and conditions or for negligence to the extent the payment exceeds the Fee.
14. Privacy and confidentiality
14.1 The Parties acknowledge that in delivering the Services, they may obtain access to, or become aware of, personal information which is owned by and will at all times remain the property of the other Party.
14.2 The Parties at all times must act in accordance with the Privacy Act 1988 (Cth).
14.3 The Parties agree that Child Wise may use any available personal information for marketing and promotional offers and services, unless otherwise advised by you.
14.4 Each Party must:
14.4.1 only use the personal information for the purposes of delivering, and to the extent necessary to deliver, the Services;
14.4.2 not modify, reverse engineer or make copies, notes or records of the personal information for any purpose other than in connection with the delivering of the Services;
14.4.3 keep in the strictest confidence all personal information and not disclose to any person any personal information without the consent in writing of the other Party except:
18.104.22.168 in circumstances where Child Wise determines (in its sole discretion) there is a child safety risk; and
22.214.171.124 For marketing and promotional offers, and
14.4.4 not use, or modify any personal information for its own use or benefit or the use or benefit of any third party.
15. Governing law
This agreement is governed by the laws in force in Victoria and you submit to the non-exclusive jurisdiction of the courts of Victoria and any courts which may hear appeals from those courts in respect of any proceedings in connection with or arising out of this agreement.
Expenses means travel costs, accommodation costs, and any other reasonable expense to be incurred by Child Wise, its employees or contractors in connection with the provision of the Services.
Loss means any claim, loss, damage, liability, cost or expense whatsoever (including reasonable legal costs on a full indemnity basis).
Services means the services described in any proposal accepted by you, or, if there is no proposal, our correspondence with you.
Last updated August 2021