EdApp by SafetyCulture

Educate All Terms of Service

EDUCATE ALL- TERMS AND CONDITIONS

1. Your Acceptance

Thank you for choosing to use EdApp's mobile-first microlearning platform ( EdApp ).

This agreement ( Agreement ) is between EdApp Pty Ltd ABN 146 266 03 263 ( Company, "us," "we," or "our" ) and the person or entity agreeing to these terms ( you ). If you are agreeing to this Agreement not as an individual but on behalf of your company, then "you" means your company, and you are binding your company to this Agreement. By using or accessing EdApp, you agree to these terms and conditions of use ( Terms ). If you do not agree with these Terms, stop using and uninstall EdApp immediately.

2. Scope

These Terms govern your use of EdApp as well as any technology you download from us that references these Terms. These Terms include the Privacy PolicyAcceptable Use Policy and any other references to Company policies and attachments posted at edapp.com(Site) from time to time as though those policies were included in these Terms. If any of the provisions of any applicable Company policy conflict with these Terms, these Terms have priority, solely to the extent such Terms apply to EdApp.

3. No Charge Services

We may offer certain services to you at no charge, including free accounts, trial use, and access to pre-release and beta products including our free micro-learning platform, Educate All (No-Charge Services). Your use of No-Charge Services is subject to any additional terms that we specify and is only permitted for the period designated by us. We may terminate your right to use No-Charge Services at any time and for any reason in our sole discretion, without liability to you. To the maximum extent permitted by applicable law, we disclaim all obligations or liabilities with respect to No-Charge Services, including any support and maintenance, warranty, and indemnity obligations. You may only use a free trial once. Creating duplicate accounts in order to receive multiple free trials is prohibited and will result in the immediate termination of any free trial or associated subscription(s) without notice.

4. Sponsored Content

The course library for Educate All contains sponsored content provided to EdApp by industry leaders ( Sponsored Content ). Sponsored Content contains copyrighted material, trademarks and other proprietary information including, but not limited to, text and graphics. You may use such Sponsored Content on EdApp in the form it is downloaded into your EdApp account and, except as otherwise expressly permitted under copyright law, no copying, redistribution, publication or commercial exploitation of downloaded Sponsored Content will be permitted without the express written permission of the Company and/or the sponsor/copyright owner. No changes in, or deletion of, author attribution, trademark or copyright notice shall be made. Sponsored Content should not be relied on as a substitute for advice from a professional that is appropriate for your specific situation.

5. User Accounts

Subject to these Terms, we shall make EdApp available to users nominated by you (End Users) on a compatible computer, mobile telephone or handheld device (Device) owned or controlled by you or our End Users. All End Users must establish a named account on the EdApp platform (End User Account). You may request an End User Account by: (i) notifying us in writing; or (ii) ordering End User Accounts via the Site.

The Terms of this Agreement shall also apply to any updates and upgrades subsequently provided by us to you for the use of EdApp. The Company shall host EdApp and may update the functionality, user interface, usability and other user documentation, training and educational information of, and relating to EdApp from time to time in its sole discretion and in accordance with this Agreement as part of its ongoing mission to improve EdApp and customers' use of the service.

Unless permitted by law or as otherwise expressly permitted in these Terms, you must not (nor may you authorise any third person to): (i) rent, lease, distribute, license, sublicense, sell, transfer, assign, distribute or otherwise provide access to EdApp to a third party; (iii) reproduce, modify, adapt, create derivative works of, the Service; (iv) reverse engineer, disassemble, decompile, transfer, exchange or translate the Service or otherwise seek to obtain or derive the source code or API; (iv) remove or tamper with any disclaimers or other legal notices; (v) combine the whole or any part of EdApp with any other software, data or material; (vi) store or use any part of the data you do not own in an archival database or other searchable database. You must promptly notify us in writing of any breach of these conditions of use.

6. Intellectual Property Rights

"Your Data" means any data, content, images or videos you upload, post or otherwise make available on EdApp. Subject to these terms, you retain all intellectual property rights in Your Data and you, not the Company, shall have sole responsibility for the accuracy, quality, integrity, legality, reliability, appropriateness, and ownership or right to use Your Data. Company sponsors, members, directors, officers, employees, agents or representatives shall not be responsible or liable for the deletion, correction, destruction, damage, loss or failure to store Your Data. If your employer has rights to intellectual property you create, you have either i) received permission from your employer to post or make the content available, or ii) secured a waiver from your employer as to all rights in the content. In the event that you violate these Terms or abandon Your Data on EdApp upon termination of this Agreement, Your Data shall become the sole and exclusive property of the Company, and you hereby assign to the Company your entire right, title and interest in and to each and every copyright, or other intellectual property right embodied in Your Data. You also waive any and all moral rights with respect to any such works, including without limitation any and all rights of identification of authorship and/or rights of approval, restriction or limitation on use or subsequent modifications.

You agree that all intellectual property of any sort in or associated with EdApp, including all code, libraries, programs, software, documentation, content (excluding Your Data), databases, systems, logos and trademarks are owned either directly by us or by our licensors. You are not authorised to use any of our intellectual property except as is expressly allowed under these Terms. Subject to these Terms you may modify a template, training course or lesson on EdApp for the purposes of developing customizations and additional features of a template, training course or lesson. Any such modifications constitute "Your Modifications". Notwithstanding anything in these Terms to the contrary, the Company has no support, warranty, indemnification or other obligation or liability with respect to Your Modifications or their combination, interaction or use with EdApp. You must indemnify, defend and hold us harmless from and against any and all claims, costs, damages, losses, liabilities and expenses (including reasonable attorneys' fees and costs) arising out of or in connection with any claim brought against us by a third party relating to Your Modifications (including but not limited to any representations or warranties you make about Your Modifications or EdApp) or your breach of this Section. This indemnification obligation is subject to your receiving (i) prompt written notice of such claim (but in any event notice in sufficient time for you to respond without prejudice); (ii) the exclusive right to control and direct the investigation, defence, or settlement of such claim; and (iii) all reasonably necessary cooperation of the Company at your expense.

7.Data Protection

This Section shall only apply if and to the extent that: (i) the EU General Data Protection Regulation 2016/679 ("GDPR"); and/or (ii) the laws of other states and territories that create and regulate substantially similar concepts and legal principles as are contained in the GDPR apply to any of the data with which you use EdApp and/or No Charge Services. If this Section applies, the provisions of Appendix 1 (Data Protection Compliance) and Appendix 2 (Data Processing Agreement) shall apply.

8. Account Registration

You may need to register for an account in order to access or receive any services on EdApp. Any registration information that you provide to us must be accurate, current and complete. You must also update your information so that we may send notices, statements and other information to you by email or through your account. You are responsible for all actions taken through your accounts.

9. Network Provider Fees

You acknowledge that the terms of agreement with your respective telecommunications network provider ( Network Provider ) will continue to apply when using EdApp, including No-Charge Services. As a result, you may be charged by the Network Provider for access to network connection services for the duration of the connection while accessing EdApp or any such third-party charges as they may arise. You accept responsibility for any such charges that arise.

10. Your Obligations

You must use EdApp in accordance with the Acceptable Use Policy and Site Terms and Conditions and any other policies posted on the Site.

11. Security

By using EdApp, you acknowledge that it is your sole responsibility to ensure the confidentiality and security of any information transmitted from or stored on a Device for the purposes of EdApp, for all transactions and other activities in the End User's name, whether authorized or unauthorized. You understand that use of EdApp involves transmission of Your Data over networks that are not owned, operated or controlled by us, and we are not responsible for any of your data lost, altered, intercepted or stored across such networks. We cannot guarantee that our security procedures will be error-free, that transmissions of your data will always be secure or that unauthorized third parties will never be able to defeat our security measures or those of our third-party service providers.

11. Sharing Content

When you choose to publicly share data, templates, information, content, video, images or other materials of any type ( Materials ) including Materials that you upload, submit or otherwise transmit to or through Service or the Site, or with us, including in Educate All:

  • you warrant that the Materials have not been misappropriated from or breach the intellectual property rights of any other person and that you have the rights to use and provide the Materials and to grant the licenses contained in this Section;
  • you grant to the Company, EdApp Pty Ltd and its associated entities, and/or other users of our technologies a non-exclusive, worldwide, perpetual, irrevocable, royalty-free, sub-licensable, license to use, publish, exercise the copyright and other intellectual property rights you have in the Materials You agree that this license includes the right for us to provide, promote, and improve EdApp and to make Materials submitted to or through EdApp or the Site available to other companies, organizations or individuals who use the Service, with no compensation paid to you;
  • where applicable and permitted by law, you also agree to waive any "moral rights" (or equivalent under applicable law) such as your right to be identified as the author of any user content, including feedback;
  • you agree to allow us to store or re-format the Materials and display the Materials on the Site and in other materials in any way as we choose. We will only use personal information in accordance with our Privacy Policy; and
  • you are responsible for ensuring that the Materials and their use, meaning, effect and placement is not:
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infected with viruses or any other computer code, files or programs that interrupt, destroy or limit the functionality of EdApp.

12. Downloading Materials

When downloading Materials, you are doing so at your own risk and understand that you are downloading content that has been developed by a third party, has not been validated in any way and is not specific to your requirements and should be not be relied upon in any way. It is your responsibility to modify any Materials to suit your own specific requirements. Professional advice from a qualified person should be obtained in order to make the Materials specific for your intended use.

13. Privacy Policy

Any information you supply to us when using the Service will be collected and used by us in accordance with our _Privacy Policy (on the _ Site _). _We will present our Privacy Policy to you and to others who may download Materials. To the extent that we are presenting the Privacy Policy in accordance with the EU General Data Protection Regulation 2016/679 ("GDPR"), we will do so as set out in Appendix 1 (Data Protection Compliance)_._

14. Disclaimer, Limitation on Liability and Indemnity

Except as expressly stated in this Agreement, we do not make any representation or warranty (express or implied) in respect of EdApp, any Materials or any other goods or services provided by us to you, including, without limitation, any implied warranty: (i) of merchantability; (ii) of fitness for a particular purpose; (iii) arising from a course of performance, course of dealing, or usage of trade; (iv) of non-infringement of third party rights; or (v) against hidden defects. EdApp, and any Materials are provided on an "as is", "with all faults" and "as available" basis and without any further warranties of any kind. We make no warranty that operation of EdApp or any Materials will be uninterrupted or error free or that all defects will be corrected.

Without limiting the above, you acknowledge that:

  • you are using EdApp at your own risk;
  • EdApp, or any available Materials on the course library, are not a substitute for professional advice;
  • you are solely responsible for the use of EdApp and agree that any published content training courses or lessons conducted using EdApp are usually generic training courses that have been developed by a third-party and have not been validated and are not specific to your requirements. It is your responsibility to ensure any Materials are modified to meet your specific requirements, including obtaining professional advice, if applicable.,; and
  • you have not relied on any representation in ordering EdApp or any goods and services from us.

To the maximum extent permitted by law, we exclude completely all liability whatsoever for any claims, liability, loss or damage of any kind however caused (including negligence) arising out of or in connection with any goods or services provided by us including EdApp and its access, use or performance, including, without limitation, we are not liable for: (a) misuse of EdApp or any Materials; (b) use EdApp or any Materials with third party data, software or hardware which is incompatible with EdApp and/or not recommended by us; (c) reduced performance or non-availability of EdApp or any Materials as a result of network connections; or (d) errors in EdApp or any Materials resulting from your configuration or manipulation of EdApp or any Materials, in each case not specifically recommended in writing by us.

Under no circumstances (including but not limited to any act or omission on our part) will we be liable for any loss or damages (including, without limitation, indirect, incidental, special or consequential or punitive damages and damages for loss of profits) whatsoever which result from any use, or any inability to use, EdApp or any Materials.

To the maximum extent permitted by law, our liability for breach of any implied warranty or condition which cannot be excluded is limited at our option to supply of the good or service ordered by you again or paying for their resupply.

Notwithstanding the above, to the maximum extent permitted by law, in no event shall our aggregate liability for any claims arising out of or related to these Terms exceed \$100.

You agree to indemnify EdApp Pty Ltd and its related parties, officers, agents and employees (Indemnified Parties) in respect of any claim, action, damage, loss, liability, cost, charge, expense, outgoing or payment (including legal expenses (on a full indemnity basis) arising from or relating to: (i) your use of EdApp or any Materials; (ii) a breach of these Terms by you; and (iii) your breach of any applicable law.

15. Termination and Suspension

This Agreement is in effect for the Term, unless sooner terminated as permitted in these Terms. Either party may terminate this Agreement before the expiration of the Term if the other party materially breaches any of these Terms and does not cure the breach within thirty (30) days after written notice of the breach, or if the other party ceases to operate, declares bankruptcy, or becomes insolvent or otherwise unable to meet its financial obligations.

We may terminate this Agreement before the expiration of the Term if you are in material breach of these Terms more than two times during the Term notwithstanding any cure of such breaches.

You may terminate this Agreement at any time with notice to the Company. Please send your written notice to Legal Department, EdApp Pty Ltd, Floor 4, 50 Pitt Street, Sydney NSW 2000 Australia or given by email to: legal@edapp.com.

Except where an exclusive remedy may be specified in these Terms, the exercise by either party of any remedy, including termination, will be without prejudice to any other remedies it may have under these Terms, by law, or otherwise.

Except as set forth in this Section, once the Agreement terminates, then: (i) the rights and licenses granted by the Company to you will cease immediately (except as set forth in this Section); (ii) you (and your End Users) must cease all use of EdApp and any third party Materials; (iii) you must pay to us any and all outstanding Fees for the Term; (iv) you are required to delete EdApp and any third party Materials made available to you under this Agreement, including any Company confidential information from your systems as applicable (including any third party systems operated on your behalf) and, if requested by us, provide written certification to us that you have done so at our request; and (v) you undertake not to attempt to access EdApp or any data stored in EdApp, any third party Materials or the Site after the date of termination.

After termination we will provide you access to, Your Data, provided, generated, transmitted or displayed via EdApp by you or End Users for sixty (60) days, after which we may delete Your Data by removing pointers to it on our active and replication servers and overwriting it over time.

If we become aware of a breach by you of these Terms, then we may specifically request that you suspend the applicable End User Account. If you fail to comply with our request to suspend an account, then we may do so. The duration of any suspension by us will be until the applicable End User has cured the breach which caused the suspension.

16. Survival

The following provisions will survive any termination or expiration of this Agreement: Sections ** 6 (Intellectual Property Rights), ** 11 (Sharing Content), 13(Privacy Policy), 14 (Disclaimer, limitation on liability and indemnity), 15 (Termination and suspension), 18 (General) and any other Sections which by intent or meaning have validity beyond termination or expiration of this Agreement.

17. Amendments

We may update or modify these Terms from time to time, including any referenced policies and other documents. If a revision meaningfully reduces your rights, we will use reasonable efforts to notify you (by, for example, sending an email, posting on our Site, through your account, or in EdApp itself). If we modify these Terms during the Term, the modified version will be effective upon your next renewal of the Term, as applicable. In this case, if you object to the updated Terms, as your exclusive remedy, you may choose not to renew, including cancelling any Terms set to auto-renew.

With respect to No-Charge Services, accepting the updated Terms is required for you to continue using the No-Charge Services. If you do not agree to the updated Terms after it becomes effective, you will no longer have a right to use No-Charge Services.

18. General

These Terms are governed by the laws of New South Wales, Australia and the parties agree to submit to the exclusive jurisdiction of the courts in New South Wales, Australia.

If any provision of these Terms is held to be invalid, illegal, or unenforceable that provision shall be deemed omitted to the extent that it is invalid, illegal, or unenforceable and the remainder of the Terms shall be construed in a manner as to give greatest effect to the original intention of these Terms.

The waiver of any right or failure of either of us to exercise in any respect any right provided in these Terms in any instance shall not be deemed to be a waiver of such right in the future or a waiver of any right under these Terms.

Neither party will be liable for inadequate performance to the extent caused by a condition (for example, natural disaster, pandemic, act of war or terrorism, riot, labor condition, governmental action, and internet disturbance) that was beyond the party's reasonable control (Force Majeure).

Your use of any website or software that is not provided by us to access or download EdApp shall be governed by the terms and conditions applicable to that website or software. We are not responsible for any consequences resulting from the use of such website or software, including but not limited to any damage to your property, including your Device, or the transfer of any computer virus or similar malicious code, except to the extent such consequences are caused by EdApp.

Any notices to you may either be posted on the Site or given in writing (which may be by email) to the address last notified by you. Any notices to us, and any questions, concerns or complaints relating to EdApp shall be in writing and addressed to: Legal Department, EdApp Pty Ltd, Floor 4, 50 Pitt Street, Sydney NSW 2000 Australia or given by email to: legal@edapp.com.

You agree to use your best endeavours to resolve any dispute arising out of or relating to these Terms, with us, prior to resorting to any external dispute resolution process. Please notify us in writing of any dispute you may have.

This Agreement, and any rights and licenses granted hereunder, must not be transferred or assigned by you without our prior express written consent. We may, without restriction, assign this Agreement and our rights and delegate our obligations hereunder to: (i) any of our affiliates or subsidiaries, or (ii) a third party participating in a merger, acquisition, sale of shares or assets, change of control, corporate reorganization or similar transaction in which the Company is participating.

In respect of the subject matter of the Terms, these Terms contain the entire understanding between the parties. Any previous oral and written communications, representations, warranties or commitments are superseded by the Terms and do not affect the interpretation or meaning of the Terms and each of the parties has relied entirely on its own enquiries before entering into the Terms.