Terms of Service

Last Updated: ** January, 2024:

“You” and “Your” mean the Client specified on the Order Form. Your use of Energy Skills Queensland Inc trading as Australian Training Alliance (“ATA”) Gateway Services is conditional upon You accepting these Terms of Service (“Terms”).

1. Subscription Term

  • 1.1 You are purchasing a Subscription for the Subscription Term specified on Your Order Form and acknowledge and agree that:
    • (a) the Fees are fixed, based on the entire length of the Subscription Term, and are not refundable or avoidable if you change your mind or reduce or cease using the Service during the Subscription Term;
    • (b) You cannot terminate this Agreement during Your Subscription Term except as provided in these terms.

2. Renewal of Subscription Term

  • 2.1 Before your Subscription Term expires we will notify you and propose the terms (including Fees) that will apply to a renewal or extension of your Subscription Term, unless we intend to discontinue your Service.
  • 2.2 The terms we notify you for any renewal or extension will apply to the renewal or extension period.
  • 2.3 If you do not wish to renew or extend Your Subscription Term, then you must notify us at least 30 days before your Subscription Term expires (the Notification Date). We will notify you prior to the Notification Date if we intend to discontinue our Service to You.
  • 2.4 If agreed in Your Order Form, Your Subscription will Auto-Renew as defined herein. Your new Subscription Fee and the terms (including Fees) that will apply to a renewal or extension may be subject to change in accordance with this Agreement.

3. Changes to this Agreement or the Gateway Services

  • 3.1 You acknowledge and agree that:
    • (a) ATA delivers its Gateway Services using a ‘one to many’ service model that is generally not tailored to any specific customer’s requirements;
    • (b) ATA continually updates and changes the Gateway Services; and
    • (c) ATA has determined the Fees for the Gateway Services on the basis that ATA can flexibly change the Gateway Services and these Terms as set out in this Agreement.
  • 3.2 ATA may from time to time update, change or amend these Terms and/or the Gateway Services (a Service Change), including during a current Subscription Term. However, ATA will not make a Service Change that in its reasonable opinion deprives you overall of a substantial or material benefit of the Gateway Services or these Terms without including a benefit that is comparable, equivalent or superior.
  • 3.3 ATA will notify You of a Service Change by email sent to Your nominated contact. The Service Change will take effect thirty days after the date the email is sent to You or at a later time specified by ATA.

4. Our IP

  • 4.1 ATA owns all right, title and interest, including all intellectual property rights, in the Gateway Services and in all its related collateral and materials, including domain names, company and business names, trademarks, logos, and goodwill. To avoid doubt this does not include Your Gateway Services IP or Your Information.
  • 4.2 During this agreement You are granted a non-exclusive and non-transferable licence to use the Gateway Services IP for reasonable marketing purposes in your business.

5. Your IP

  • 5.1 During this agreement You grant to ATA a non-exclusive licence to use Your Gateway Services IP and Your Information for purposes reasonably associated with the Gateway Services including marketing the Gateway Services.

6. Using Your Subscription

  • 6.1 For the Subscription Term You may access and use the Subscription specified on Your Order Form upon payment by You and Onboarding.
  • 6.2 You agree that ATA may in its sole discretion monitor, edit, refuse to post or to remove, in whole or in part, any content associated with your Subscription including content that ATA considers may be inappropriate or inconsistent with the Gateway Services, this Agreement or ATA’s policies.
  • 6.3 You are responsible for Your use of Your Subscription, including Your compliance with these Terms.

7. Subscription Tiers

  • 7.1 You may upgrade your Subscription Tier at any time within the Subscription Term upon payment of additional Subscription Fees applicable for the remainder of your Subscription Term.
  • 7.2 Downgrading Your Subscription Tier of your Subscription is not permitted within the Subscription Term, even if You upgraded your tier previously within the Subscription Term, but downgrading is permitted as part of a renewal.

8. Support & Maintenance

  • 8.1 ATA shall provide support during the Subscription Term .
  • 8.2 ATA support will be unavailable at times for routine maintenance, and unless notified otherwise will be unavailable outside of ATA’s standard support hours.

9. Warranties

  • 9.1 It is essential to ATA’s business and the reputation of the Energy Gateway that Your Information contained on the Energy Gateway is true and correct and that you promptly and professionally respond to enquiries to You through the Energy Gateway.
  • 9.2 Accordingly You agree that:
    • (a) Your Information including training course information is current and correct.
    • (b) You will notify us as soon as practicable of any changes to Your Information.
    • (c) You will respond within 2 business days to customer enquiries made to you through the Energy Gateway.

10. Payment of Fees

  • 10.1 ATA uses a third-party service provider for payment services in connection with your Subscription, including for payments for Onboarding and Auto-Renewal. You are responsible to refer to the third-party service provider’s terms and conditions and privacy policy, and you are also responsible for their charges.
  • 10.2 You represent that You have the legal right to use any payment account that You provide to ATA. If You believe that charges to Your account are incorrect, You must notify ATA in writing as soon as possible to request a credit or adjustment.
  • 11. Subscription Fees
  • 11.1 You must pay the Subscription Fee on Your Order Form and according to the billing frequency stated on the Order Form.
  • 11.2 Subscription Fees will not be increased during Your current Subscription Term, except where you change Subscription Tiers in accordance with these terms.
  • 11.3 Subscription Fees may be increased at the end of your Subscription Term as part of a renewal of your Service.

12. Taxes & GST

  • 12.1 You are responsible for any or charges imposed by government entities (other than taxes on ATA’s income).
  • 12.2 Except where the Fees are expressly stated as being ‘GST inclusive’, all Fees are exclusive of any applicable GST.
  • 12.3 If a party (Supplier) makes a supply under or in connection with this agreement in respect of which GST is payable, the recipient of the supply (Recipient) must pay to the Supplier, an additional amount equal to the GST payable on the supply (GST Amount).
  • 13. Cessation of use
  • 13.1 If You no longer wish to use the Gateway Services, or wish to suspend use, you should provide written notice to ATA as soon as practicable. You will be entitled to reactivate use of the Gateway Services prior to expiry of Your Subscription Term upon 30 days written notice to ATA. We reserve the right to charge an additional Onboarding Fee if substantial updating of Your Information is required.

14. Suspension

  • 14.1 ATA reserves the right to suspend Your accessto the Gateway Services if Your account with ATA becomes overdue.

15. Termination

  • 15.1 ATA may terminate Your Subscription immediately if:
    • (a) You breach any of your material obligations under these Terms and such breach is not capable of being cured, or is not cured within 30 days of receipt of notice from ATA. You agree that (without limitation) it will be a breach of your material obligations if you infringe ATA’s intellectual property rights, or serious or repeated breach of your warranties in clause 9.
    • (b) If you are a Registered Training Organisation, your registration as a provider of vocational educational and training services is suspended, cancelled or has conditions imposed by the Australian Skills Quality Authority for any reason.
    • 15.2 Upon termination of your Subscription this Agreement ends and you must immediately cease all use of the Gateway Services. You agree that upon the termination of Your Subscription, we may immediately deactivate your Gateway Services and may delete your account and data after thirty (30) days.
    • 15.3 In the event of termination of this Agreement in accordance with this clause:
    • (a) You are not entitled to a refund of a Subscription Fee or part thereof.
    • (b) You agree to pay any unpaid balance due on Your Subscription (if any).
    • (c) You agree that ATA may charge such unpaid fees to Your credit card, debit card, or bank account on file.
    • (d) You may not unilaterally revoke prior consent authorising ATA to charge the credit or debit card on file to avoid paying the balance due.

16. Usage Data

  • 16.1 Usage Data means data related to the use or operation of the Gateway Services, such as anonymous usage related data and technical data collected in connection with the use of the Gateway Services. ATA reserves the right to collect Usage data which shall be exclusively owned by ATA.
  • 16.2 Any feedback, comments, recommendations, feature requests, ideas and suggestions for improvements to ATA (“Feedback“) shall be exclusively owned by ATA.

17. Liability

  • 17.1 You acknowledge and agree that:
    • (a) we provide the Gateway Services to you subject only to the terms, conditions and warranties expressly contained within these Terms, and those imposed by Law which cannot be excluded;
    • (b) the Service has not been specifically designed or tailored for You, and that You are responsible for ensuring that the Service will meet Your requirements and will achieve the results that you wish to achieve from use of the Service;
    • (c) You are responsible to review Your Information (including information about training courses) that appears on the Energy Gateway and to notify us of any changes;
    • (d) You place Your Information on the Energy Gateway at your own risk; and
    • (e) ATA does not guarantee that the Service will always function without disruptions, delays or imperfections.
  • 17.2 You should be aware that certain guarantees may be conferred on you under the Australian Consumer Law. Nothing in this agreement limits, excludes or modifies any terms, warranties or guarantees that are conferred on you under the Australia Consumer Law and which it is unlawful under the Australian Consumer Law to exclude (Non-Excludable Term).
  • 17.3 If it is legally permitted to do so, where ATA is liable for a breach of any such Non-Excludable Term, then ATA limits its liability to the following:
    • (a) the supplying of the Gateway Services again; or
    • (b) the payment of the cost of having the Gateway Services supplied again.
  • 17.4 Except to the extent of ATA’s liability under a Non-Excludable Term, and without limiting or excluding your obligation to pay the Fees under this Agreement:
    • (a) neither ATA nor you shall be liable to the other for any indirect, incidental, consequential, special, exemplary, or punitive damages (including, without limitation, damages for loss of business profits, loss of revenue, loss of goodwill, loss of business opportunity) whether under a theory of contract, warranty, tort, or otherwise, even if the other party has been notified of possible damages; and
    • (b) in no event shall either party’s total aggregate and cumulative liability for any and all claims of any kind arising as a result of or related to the Gateway Services provided, exceed the sum of the Fees actually paid by You for a one-year period immediately preceding the date the cause of action arose.

18. Indemnity

  • 18.1 You will indemnify ATA against any claim or demand made against ATA by you or any third party, for any loss or damage, including legal fees and costs, arising out of:
    • (a) your breach of this Agreement;
    • (b) your use of your Subscription;
    • (c) your infringement of any law or the rights of a third party in the course of using the Gateway Services;
    • (d) your education or other services to a third party that was introduced to you by or in connection with their use of the Gateway Services;
    • (e) Your Information; and
    • (f) access by a third party to Your Information and their use of Your Information.

19. Dispute Resolution

  • 19.1 If a Dispute under this Agreement arises, then:
    • (a) the party that wishes to raise a Dispute must notify the other party in writing of the nature of the Dispute (Notice of Dispute);
    • (b) the Notice of Dispute must state that it is a dispute under this clause;
    • (c) a senior representative from each party with authority to resolve the Dispute will meet within 10 Business Days of the Notice of Dispute to attempt to resolve the Dispute;
    • (d) any meetings or discussions held between the parties to resolve the Dispute will be held on a without prejudice basis;
    • (e) if an agreement is reached to resolve the Dispute, the agreement will be documented in writing and signed by both parties;
    • (f) if no agreement is reached between such representatives within 20 Business Days:
    • (i) the parties must endeavour to settle the Dispute by mediation;
    • (ii) the mediation is to be conducted by a mediator who is independent of the parties and appointed by agreement of the parties or, failing agreement within seven days of receiving any party’s notice of dispute, by a person appointed by the Chair of Resolution Institute, or the Chair’s designated representative;
    • (iii) the Resolution institute Mediation Rules shall apply to the mediation;
    • (iv) during a Dispute, the parties will continue to perform their obligations under this Agreement; and
    • (v) it is a condition precedent to the right of either party to commence arbitration or litigation other than for interlocutory relief that it has first offered to submit the dispute to mediation.

20. Force Majeure

  • 20.1 Neither party shall be responsible for any interruption, delay, or other failure to perform an obligation under these Terms (other than an obligation to pay the Fees or other money) that is caused by a Force Majeure Event. Force Majeure Event shall mean Acts of God, natural disasters (e.g. lightning, earthquakes, storms, floods), wars, riots, explosions, terrorism, vandalism, civil unrest, governmental acts, pandemics (whether declared or undeclared, and including restrictions imposed as a result of a pandemic), injunctions, failures of telecommunication providers or internet service providers; failure of third party suppliers, service providers, or vendors; and any other cause beyond the reasonable control of a party.

21. Severability

  • 21.1</strong > If any provision of these Terms is held to be invalid or unenforceable, the provision shall be modified and interpreted so as best to accomplish the objective of the original provision as permitted by law, and the remaining provisions shall remain in full force and effect.

22. Choice of Law

  • 22.1 These Terms and any dispute arising out of or in connection with these Terms shall be governed by and construed under the laws of Queensland, Australia and the jurisdiction of the Queensland courts.

23. No Relationship

  • 23.1 Nothing in these terms shall be construed as creating a joint venture, partnership, agency, employment, franchise, or other relationship between You and ATA. Neither party to these terms shall have the right, power or authority to create any obligations or duty, express or implied, on behalf of the other party.

24. Notices

  • 24.1 You are responsible for providing ATA with any changes or updates to your contact information.
  • 24.2 Operational Emails are not for marketing purposes and cannot be opted out of.
  • 24.3 All notices to ATA shall be made via email to your nominated account manager, or such other address notified by ATA from time to time.

25. Privacy

  • 25.1 ATA may collect personal information in connection with the Gateway Services. That personal information will be treated in accordance with our Privacy Policy as varied by us from time to time.
  • 25.2 From time-to-time ATA may call or contact You about your account or receive calls from you. ATA may record those calls and contacts, and store those records, in accordance with its Privacy Policy and subject to applicable laws.

26. Defined Terms

  • 26.1 In this Agreement:
    • (a) “Auto-Renew” means Your Subscription will Automatically Renew for successive annual terms unless we discontinue Your Subscription; or You provide us with written notice of non-renewal at least 30 days prior to the expiration of the current Subscription Term.
    • (b) “Dispute” means any dispute, difference or issue between the parties concerning or arising out of or in connection with or relating to this agreement or the subject matter of this agreement.
    • (c) “Energy Gateway” means ATA’s online search portal for nationally recognised energy training;
    • (d) “Fees” means the Subscription Fees, the Onboarding Fee, and any other fees and charges payable by You under this Agreement.
    • (e) “Gateway Services” means the Energy Gateway and other benefits applicable to your subscription category.
    • (f) “Gateway Services IP” means the Energy Gateway logo and trademark and any other logos and trademarks owned by Energy Skills Queensland Inc that are used in connection with the Energy Gateway.
    • (g) “Main Client Contact” is the email address stated by you on an Order Form that will receive the Operational Emails.
    • (h) “Onboarding” means to onboard You to the Gateway Services, which may include importing Your Information, Your logo and other setup.
    • (i) “Onboarding Fee” means a one-time Fee that is payable by You for ATA for Your Onboarding.
    • (j) “Operational Emails” means emails by us to the Main Client Contact for important service announcements, including any Service Changes.
    • (k) “Order Form” means the document titled ‘Order Form’ submitted or agreed by You as part of the ordering process for Gateway Services with details about You, the Gateway Services and other relevant matters.
    • (l) “Renewal Date” refers to the day immediately following the expiration of your current Subscription Term.
    • (m) “Subscription” means Your right to access and use the Gateway Services in accordance with this Agreement for a specified term.
    • (n) “Subscription Fee” means a fee payable by You for the Gateway Services for the Subscription Term.
    • (o) “Subscription Term” means the term of your Subscription, which is twelve (12) months from the initiation of your subscription, or from an Auto-Renew.
    • (p) “Subscription Tiers” means the tiers of Subscription offered by ATA, if at all. Unless otherwise indicated on your Order Form, or Renewal Order Form, the Subscription Tier is Membership.
    • (q) “Users” means Your officers, employees, contractors and agents that are authorised by You to use any of the Gateway Services.
    • (r) “You” and “Your” means the Client detailed on the Order Form.
    • (s) “Your Gateway Services IP” means your logo, trademarks and other intellectual property that is submitted by You to us for display on the Energy Gateway.
    • (t) “Your Information” means any information about You that is submitted by You to us for display on the Energy Gateway and includes Your contact details and details about training courses offered by you.