Cloudschool Pty Ltd

Terms of Use Agreement

Last Modified: February 6, 2022

This website (herein referred to as the ‘Website’) is owned by Zig Zag Hub Pty Ltd trading as Cloud School Classroom in the Cloud (ABN 36 639 744 451) who are referred to in these Terms as “Cloudschool”, “we”, “us”, “our” and similar grammatical forms.

Access to and use of this Website and the software, products and services available through this Website (collectively, the ‘Services’) is subject to the following terms and conditions (‘Terms of Use’). By using our Services, you are agreeing to these Terms of Use, as may be updated by us from time to time.

1. General

(a) The Services provided by us are licensed, not sold, to you by Cloudschool for use only under these Terms of Use. Cloudschool and its licensors retain ownership of the Services and reserve all rights not expressly granted to you under these Terms of Use.

(b) Cloudschool may make available future software updates to the Services. These software updates may not necessarily include all existing software features or new features that Cloudschool releases across all platforms and devices compatible with the Services. These Terms of Use will govern any software updates that replace and/or supplement the original Cloudschool software product, unless the update is accompanied by a separate agreement in which case the terms of that agreement will govern.

2. Accounts and Fees

(a) In order to use our Services, fees and charges will apply. You can access our current subscription rate here on the pricing page once the new pricing model has been implemented. For the avoidance of doubt, all educators who use our Services will incur these fees and charges however any students who access our Services through their educators will not need to pay these fees and charges already paid by their educator. (b) All users will be required to create an account to access and utilise the Services (‘Account’).

(b) You must keep confidential your Account information (including your account username, security questions and password).

(c) You warrant that all data provided by you to create and maintain your Account with us is accurate and up to date.

(d) You warrant that the details of any bank account, credit card details and/or any alternative payment method you provide to us are accurate and up to date. You provide us with authority to deduct any subscription fees or charges payable by you to utlise our Services in accordance with the terms of the subscription.

(e) Your subscription will automatically renew at the end of each billing period for the same duration as the original term unless the subscription is terminated or cancelled by you in writing prior to the end of the subscription term.

(f) We may in our absolute discretion, either cancel, suspend or terminate your subscription and Account with us, if we are unable to process payment of any subscription fees or charges due to incorrect or outdated payment details, insufficient funds or otherwise any error on your behalf preventing the due payment of any subscription fees or charges payable by you in order to utlise our Services.

3. Using Our Services

(a) While using the Services, you must not:

1. contravene any applicable law or regulation;
2. use the Website and Services for any unlawful purpose;
3. impersonate any person or entity;
4. harm, abuse, harass, stalk, threaten or otherwise offend any person;
5. commit or encourage a criminal offense;
6. transmit or distribute a virus, trojan, worm, logic bomb or any other material which is malicious, technologically harmful, in breach of confidence or in any way offensive or obscene;
7. hack into any aspect of the Website;
8. corrupt data or cause annoyance to other users;
9. infringe upon the rights of any other person's proprietary rights;
10. send any unsolicited advertising or promotional material, commonly referred to as "spam";
11. attempt to affect the performance or functionality of any computer facilities of or accessed through this Website; and
12. modify or copy the layout of this Website or any computer software and code contained in this Website.

(b) Breaching this provision may constitute a criminal offense and we will report any such breach to the relevant law enforcement authorities and disclose your identity to them.

(c) We will not be liable for any loss or damage caused by a distributed denial-of-service attack, viruses or other technologically harmful material that may infect your computer equipment, computer programs, data or other proprietary material due to your use of the Services. In addition, you acknowledge that many features of the Services transmit data and could impact charges to your data plan, and that you are responsible for any such charges.

(d) You may not rent, lease, lend, sell, redistribute, or sublicense the Services. You may, however, permanently transfer your entire Account including all associated account data to another person.

(e) Subject to these Terms of Use, you (via your Account and paid subscription) are granted a limited non-exclusive licence to use the Services on any compatible device. These Terms of Use do not grant you any rights to use Cloudschool proprietary interfaces and other intellectual property in the design, development, manufacture, licensing or distribution of third-party devices and accessories, or third party software applications, for use with the Services. Some of those rights may be available under separate licenses from Cloudschool. For more information on developing third party devices, accessories and software for Cloudschool products, please email contact@cloudschool.org.

(f) You may not and you agree not to, or to enable others to, copy (except as expressly permitted by this agreement), decompile, reverse engineer, disassemble, attempt to derive the source code of, decrypt, modify, or create derivative works of the Services, or any part thereof (except as and only to the extent any foregoing restriction is prohibited by applicable law or by licensing terms governing use of open source components that may be included with the Services).

(g) By storing content on your Cloudschool account you are making a digital copy. In some jurisdictions, it is unlawful to make digital copies without prior permission from the rights holder. The Cloudschool Software may be used to reproduce materials so long as such use is limited to reproduction of non-copyrighted materials, materials in which you own the copyright, or materials you are authorized or legally permitted to reproduce.

(h) In connection with your use of the Services, we may send you service announcements, administrative messages, and other information. You may opt out of some of those communications. Please email contact@cloudschool.org for more information.

4. Intellectual property rights

(a) All logos, icons, brand names, service names, trade marks, designs or other material that identifies the owner and/or operator of the Services is our intellectual property.

(b) All other intellectual property rights in the Services made available to you on or through this Website remains the property of their respective owners and are protected by copyright, trademark and all other relevant laws. You must obtain written permission before reusing any copyrighted material that is published on the Website or in the Services.

(c) You may not copy, reproduce, modify, republish, upload, post, transmit, or distribute any documents or information from this Website or the Services in any form or by any means without prior written permission from us or the specific content provider, and you are solely responsible for obtaining permission before reusing any copyrighted material that is available on this Website or in the Services.

(d) Any unauthorised use of the materials appearing on this Website or the Services may violate copyright, trade mark and other intellectual property rights or legal protections and could result in criminal or civil penalties. We will not be held liable for any unauthorised use of material which violates any copyright, trade mark or any other intellectual property rights or legal protections.

5. Data and Sharing

(a) Use of Diagnostic and Usage Data. Cloudschool and its subsidiaries and agents may collect, maintain, process and use diagnostic, technical, usage and related information, including but not limited to information about your Cloud school Software and Account details, that is gathered periodically to facilitate the provision of software updates, product support and other services to you (if any) related to the Cloudschool Software, and to verify compliance with the terms of this License. Cloudschool may use this information, as long as it is collected and stored in a form that does not personally identify you, to provide and improve Cloudschool’s products and services.

(b) You acknowledge that use of your Cloudschool Software may transmit data and could impact charges to your data plan, and that you are responsible for any such charges.

(c) You acknowledge that data stored in your Cloudschool Software is also duplicated (“Backed-Up”) on the Google App Engine® Cloud Platform where although every effort is made by Cloudschool to protect the integrity and security of that data, its ultimate security cannot be and is not guaranteed by Cloudschool.

(d) The Services allow you to submit, upload and create data and content. You retain ownership of any intellectual property rights that you hold in that data and content.

(e) When uploading, posting, transmitting or in any other way making material (‘Your Content’) available on the Website, you:

1. grant to us a perpetual, non-exclusive, irrevocable and payment-free licence throughout the world to reproduce, use, exploit and otherwise deal with Your Content , to the fullest extent permitted by law in any jurisdiction in which the Website is available to users; and
2. represent and warrant that you have the appropriate right and title to upload, post, transmit or otherwise make Your Content available on the Website and have all necessary rights to grant us a licence as referred to above.

(f) While we try to offer reliable data, we cannot promise that the reproduction of Your Content on the Website will always be accurate and up-to-date, and you agree not to hold us responsible for any inaccuracies.

(g) In circumstances where we seek to reproduce, use and exploit Your Content, we will endeavour to illustrate that such content is attributed to you by referencing identification details such as, but not limited to, your username or business name, profile picture, photo title, descriptions, tags or any other relevant information as provided to us by you.

(h) We may remove any material or information (including without limitation Your Content) on the Website any time without giving any explanation or justification for removing the material or information.

(i) The Course Sharing feature of the Services (‘Sharing’) requires a Wi-Fi or cellular data connection. Your use of Sharing is subject to your compliance with these Terms of use and in particular clauses 3(g) and 12. You understand that your Account Username, First Name, Last Name, Profile image, Country and State will be displayed to the other party with whom you share the Course. In the case of the Course being shared to a Public Library, you understand that your Account Username, First Name, Last Name, Profile image, Country and State will be displayed to all Cloudschool.org account holders who wish to browse the Public Library.

(j) In accordance with Section 8, we reserve the right to suspend or terminate the Account of any user who is found to be using the Services in any way for the distribution of content which is deemed by us to be offensive, indecent, objectionable or unsolicited (‘Objectionable Content’).

(k) We may in our sole discretion suspend the Account of a user who has been found to be misusing the Services in any way deemed as misuse by us. We will make all reasonable attempts to contact the suspended Account holder to verify the circumstances of the misuse before permanently deleting the Account data.

(l) If Objectionable Content is shared to you in any way including but not limited to the Course Sharing feature; the Username, First Name and Last Name of the sender should be reported to Cloudschool via email to: support@cloudschool.org.

(m) The “Sharing” and “Editing” features associated with your Cloudschool Software require a Wi-Fi or cellular data connection. Cloudschool cannot and does not guarantee 100% uptime availability of these services. Cloud School will attempt to notify account holders of planned downtime for scheduled maintenance via the registered email address provided upon creation of the account.

6. Use of personal information gathered

(a) We and any people or legal entities authorised by us may gather and process the personal information:

1. which you may provide when accessing the Services, such as your name, address, e-mail address and other personal information about you; and
2. regarding the way in which you use the Services including, without limitation, information acquired through the use of “cookies” delivered to your computer when you access our Services.

(b) We may authorise others to offer you goods and services using the information acquired, as described above.

(c) Our privacy policy, which sets out how we will use your information, can be found at https://class.cloudschool.org/privacy . By using the Services, you consent to the processing described in the privacy policy and warrant that all data provided by you is accurate and up to date.

7. Third Party Sites/Materials

(a) The Services may enable access to third party materials, applications, websites and or internet sites owned and operated by third parties and which are not under our control (‘Linked Sites’). In relation to the Linked Sites, we:

1. provide the access to the Linked Sites as a convenience to you and the existence of this access to Linked Sites does not imply any endorsement by us of the contents of the Linked Sites;
2. shall have no liability to you for content that may be found to be offensive, indecent, or objectionable and you agree to use the Linked Sites at your sole risk;
3. have no control over the Linked Sites and accept no responsibility for them or for any loss or damage that may arise from your use of them;
4. are not responsible for the material contained on those Linked Sites;
5. make no representation that the Linked Sites are appropriate or available for use in any particular geographical location; and
6. will not be liable for the removal of or disabling of access to any Linked Sites.

(b) By using the Linked Sites, you acknowledge and agree that we are not responsible for examining or evaluating the content, accuracy, completeness, timeliness, validity, copyright compliance, legality, decency, quality or any other aspect of the Linked Sites.

8. Termination

(a) These Terms of Use are effective until terminated. Your rights under these Terms of Use will terminate automatically or otherwise cease to be effective without notice from us if you fail to comply with any obligation or provision under these Terms of Use. Upon termination, you shall cease all use of the Services. Sections 4, 5, 7, 8, 9, 10, 11 and 13 of these Terms of Use shall survive any such termination.

(b) We may terminate your access to the Services and your Account at any time without giving any explanation or justification for the termination of access, and we have no liability for any costs, losses or damages of any kind arising as a consequence of terminating your access to the Services.

(c) If your Account is cancelled or terminated, any material and information uploaded by you to your Account may be removed and permanently deleted (including but not limited to Your Content). We will not be held not liable for any loss or damage suffered as a result of any Account cancellation.

(d) All material and information provided by you to create your Account and/or register for any subscription is provided at your own risk. We will not be held liable for any loss or damage suffered as a result of any user, third-party hacker or individual illegally gaining access to your Account, Account information, Your Content and/or payment details.

9. Limitation of Liability.

(a) You expressly acknowledge and agree that, to the extent permitted by law, use of the Services is at your sole risk and that the entire risk as to satisfactory quality, performance, accuracy and effort is with you.

(b) Subject to any non-excludable consumer guarantees and other consumer protection provisions set out in the Australian Consumer Law, the Services are provided ‘as is’ and ‘as available’ and without any guarantees, conditions or warranties as to:

1. the accuracy, reliability, timeliness or otherwise of any information contained or referred to in the Services; and
2. merchantability or fitness for any particular purpose.

(c) To the fullest extent permitted by law, we hereby expressly exclude all warranties and other terms which might otherwise be implied by statute, common law or the law of equity and must not be liable for any damages whatsoever, including but without limitation to any direct, indirect, special, consequential, punitive or incidental damages, or damages for loss of use, profits, data or other intangibles, damage to goodwill or reputation, or the cost of procurement of substitute goods and services, arising out of or related to the use, inability to use, performance or failures of this Website and/or the Services, irrespective of whether such damages were foreseeable or arise in contract, tort, equity, restitution, by statute, at common law or otherwise.

(d) We will not be liable under any circumstances for any loss of profits, or any damages of any kind recognised by law (even if it has been advised of the possibility of such loss of profits or damages) which are the consequence of:

1. you acting, or failing to act, on any information contained in or referred to in the Services;
2. you using or acquiring, or your inability to use or acquire, any service or product contained or referred to on the Website;
3. us removing any material or information (including Your Content) from the Website; and
4. or in connection with any material or information supplied in respect of advertising on this Website.

(e) We do not warrant, guarantee or make any representation that:

1. the Website or the server that makes the Services available to you are free of software viruses;
2. the function contained in any software contained on the Website will operated uninterrupted or are error-free; and
3. errors and defects in the Services will be corrected.

(f) We are not liable to you for:

1. errors or omissions in the Services; and
2. delays to, interruptions of or cessation of the Services provided,

whether caused through our negligence or the negligence of our employees, independent contractors or agents, other users of the Services or through any other cause.

(g) You agree to accept the full cost of any necessary repair, correction and maintenance of any of your computer software or hardware, which may be necessary as a consequence of you accessing the Services.

(h) In no event shall our total liability to you for all damages exceed the amount of $30 AUD. The foregoing limitations will apply even if the above stated remedy fails of its essential purpose.

10. Indemnity and release

(a) You agree to indemnify, defend and hold harmless us, our directors, officers, employees, consultants, agents and affiliates, against any loss (including reasonable legal costs and expenses) or liability incurred arising from any claim, demand, suit, action or proceeding by any person against where such loss or liability arose out of, in connection with, or in respect of your use of the Services or any breach of these Terms of Use by you.

(b) If you have a dispute with one or more users, you release us (and our officers, directors, agents, subsidiaries, joint venturers and employees) from claims, demands and damages (actual and consequential) of every kind and nature, known and unknown, arising out of or in any way connected with such a dispute.

11. The Use of the Cloudschool Software and Associated Content for Monetary Gain.

We acknowledge that situations may arise where you, a user of the Services or any other person may, by means not provided by us, accept money for services related to, or the distribution of content created by us and/or the Services. Examples of this include without limitation; financial transactions associated with the Sharing of Courses and participation in instructional courses not provided by, certified by or endorsed by Cloudschool or it’s affiliates. Cloudschool hereby acknowledges the possibility of these situations and Cloudschool, its officers, affiliates and subsidiaries do not warrant or endorse and do not assume and will not have any liability or responsibility to you or any other person involved in these situations.

12. Governing Law and Severability.

(a) These Terms of Use are governed by and construed in accordance with the laws of the State of New South Wales, Australia and the parties agree to submit to the non-exclusive jurisdiction of the Courts of that place.

(b) You also agree to use the Services in compliance with all applicable laws, including local laws of the country or region in which you reside or in which you download or use the Cloudschool Software and Services.

(c) This agreement shall not be governed by the United Nations Convention on Contracts for the International Sale of Goods, the application of which is expressly excluded.

(d) If any part of these Terms of Use is or becomes invalid, illegal or unenforceable, that part will be deemed to be severable from these Terms of Use and will not affect the validity of the remaining provisions.

13. Entire Agreement, Amendments and Translations.

(a) These Terms of Use constitute the entire agreement between you and us relating to the Services and supersede all prior or contemporaneous understandings or agreements regarding such subject matter.

(b) We reserve the right to amend these Terms of Use from time to time. No amendment to or modification of these Terms of Use will be binding unless notified by us on this Website. Your continued use of the Services following such notification will represent an agreement by you to be bound by these Terms of Use as amended.

(c) Any translation of these Terms of Use is done for local requirements and in the event of a dispute between the English and any non-English versions, the English version of these Terms of Use shall govern, to the extent not prohibited by local law in your jurisdiction.