1. Entire Agreement
The contract is comprised of:
- Competency Training’s proposal (“Proposal”);
- these Terms & Conditions; and
- the Authorisation to Proceed in Competency Training’s proposal as signed by or on behalf of the Client,
The Contract only forms and becomes legally binding upon the parties on Competency Training receiving from the client the Authorisation to Proceed contained in the Proposal signed by or on behalf of the Client.
It is agreed by the parties that any purchase order received from the Client, and any other documents referred to in that purchase order, do not form part of the Contract.
The parties warrant that in entering into this Contract they have not relied upon any prior oral or written representation or warranty which is not expressly included in the Contract.
In the event of there being any ambiguity, discrepancy, or inconsistency of any nature between the documents comprising the Contract, the order of precedence to be applied to resolve the ambiguity, discrepancy, or inconsistency is the order in which the documents are listed above.
2. Provision of Services
Competency Training will provide to the Client the services specified in the Proposal.
In consideration of Competency Training providing the services specified in the Proposal, the Client will pay to Competency Training the Contract price specified in the Proposal (“Contract Price”).
Competency Training will provide to the Client a tax invoice in relation to the Contract Price at the times specified in the Proposal (if applicable). The Client will pay to Competency Training the amount claimed within the earlier of:
- 30 days from the date of receipt of Competency Training’s tax invoice; or
- the payment period specified in the Proposal (if any).
In accordance with the Standards for Registered Training Organisations (RTOs) 2015 made under subsection 185(1) and subsection 186(1) of the National Vocational Education and Training Regulator Act 2011, Competency Training requires that the student makes payment of the lesser of the following by the Invoice Due Date:
- $1,500.00 AUD per course listed on the individual’s Tax Invoice; or
- The total Balance Due (to the extent that the fees for the course are less than $1,500.00 AUD in total)
To the extent that there remains a Balance Due after the student has made the Required Pre-Payment, the remainder shall become due upon finalisation of the course.
If the student elects to pay any amount in excess of Required Pre-Payment by the Invoice Due Date, they do so voluntarily and it shall be taken as paid upon finalisation of the course.
A full refund will apply if the client wishes to cancel their course, provided notice is given of at least 5 working days before course commencement.
If a client wishes to move their booking, no Administration fees will apply, MUST give notice of 5 working days.
Unless otherwise stated, all monetary amounts stated in this Contract are exclusive of the GST. Any GST amount which may be required to be paid is to be paid to Competency Training in addition to the relevant monetary amount otherwise stated in the Contract.
Competency Training is to be provided with such site access or other access as it may reasonably require to supply its services.
6. Intellectual Property
Nothing in this Contract has any effect on Competency Training’s pre-existing intellectual property, which remains the property of Competency Training. The Client is granted a perpetual, non-exclusive, royalty-free, non-transferrable licence to use Competency Training’s pre-existing intellectual property supplied under this Contract for the benefit of enjoying the services provided under this Contract.
Any intellectual property created by or as a result of the supply of any goods and services under the Contract is and remains the property of the party specified in the Proposal.
In this Contract, “intellectual property” means all copyright and analogous rights (including moral rights), all rights in relation to inventions (including patent rights), registered and unregistered trademarks (including service marks), registered designs, confidential information (including trade secrets), know-how, circuit layouts and all other rights (regardless of whether tangible or intangible) throughout the world resulting from intellectual activity in the industrial, scientific or artistic fields.
Competency Training will for the duration of the Contract effect and maintain the following insurances:
- public liability insurance in the amount of $20,000,000 in respect of any one occurrence; and
- professional indemnity insurance in the amount of $10,000,000 in respect of any one claim and in the annual aggregate.
8. Limitation of Liability
Notwithstanding any other clause or statement in any of the documents forming part of the Contract, Competency Training’s maximum aggregate liability under or in any way connected with the Contract is limited to:
- if the Contract is a contract to which Division 1 of Part 3-2 of Schedule 2 to the Competition and Consumer Act 2010 applies, the greater of:
- the cost of resupplying the services supplied under the Contract; or
- the amount recovered by Competency Training pursuant to any policy of insurance maintained pursuant to this Contract;
- if the Contract is not a contract to which Division 1 of Part 3-2 of Schedule 2 to the Competition and Consumer Act 2010 applies, the greater of:
- the Contract Price; or
- the amount recovered by Competency Training pursuant to any policy of insurance maintained pursuant to this Contract.
Notwithstanding any other clause or statement in any of the documents forming part of the Contract, and to the fullest extent permissible at law, neither party will in any event whatsoever be liable to the other party for any Consequential Loss.
In this clause ‘Consequential Loss’ means any consequential, indirect, special, exemplary, or punitive damages or losses, including any loss of production, loss of revenue, loss of profit or anticipated profit, loss of business reputation, business interruptions of any nature, loss of opportunities, loss of anticipated savings or wasted overheads.
This clause survives termination of the Contract.
9. Variation of Terms
These Terms and Conditions may only be varied in writing signed by the parties or their relevant representatives.
Any waiver of any right or obligation under the Contract can only be done in writing signed by the relevant party. No action, other than an action to waive in writing any right or obligation, or inaction by Competency Training will constitute any waiver of any right or obligation under the Contract.
If any part of these Terms and Conditions is held to be invalid, unlawful, or unenforceable in any way and for any reason, these Terms and Conditions will continue to apply to the fullest extent possible save and except for the part which is held to be invalid, unlawful, or unenforceable.
12. Termination for Default
Either party is entitled to immediately terminate the Contract by the giving written notice in the following circumstances:
- if any other party fails to comply with any of its obligations under the Contract and, in the event that the failure is capable of being rectified, fails to remedy the failure to comply within 14 days of receipt of written notification of the default; or
- if any other party is insolvent, becomes bankrupt, or becomes subject to any official management, receivership, liquidation, voluntary administration, winding up, or external administration.
13. Termination for Convenience by Client
The Client is entitled to terminate the Contract at any time by giving written notice to Competency Training. If the Client terminates the Contract and:
- that termination occurs more than 7 days before commencement of the Services by Competency Training, the Client is not liable to pay the Contract Price (and is entitled to a refund of any part of the Contract Price already paid) save and except an amount equal to cover any costs reasonably incurred by Competency Training in expectation of supplying the Services; or
- that termination occurs 7 days or less before commencement of the Services by Competency Training, the Client is liable to pay the Contract Price unless otherwise agreed in writing by Competency Training.
14. Termination for Convenience by Competency Training
At any time and for any reason Competency Training may terminate the Contract. If Competency Training terminates the Contract pursuant to this clause, it will refund to the Client any part of the Contract Price paid by the Client.
15. Applicable Law
The Contract is governed by the laws of Queensland. The parties irrevocably elect to accept the jurisdiction of the Queensland Courts (including all Federal Courts), and to commence any proceedings in such Courts