Terms
TERMS OF USE
The Legal Agreement set out below (the “Agreement”) governs your enrolment and participation in Sarah Tooke Childbirth & Parenting Education’s prenatal education program (“Program”) and use of the proprietary materials , which includes but is not limited to, any audio, video, live Q&A calls with a qualified midwife or software programs associated with the Program (“Program Materials” )
1.
Tooke Stone Enterprises Pty Ltd (ABN 17 639 916 091) of PO Box 274, Epping, NSW 1710 Australia t/as Sarah Tooke Childbirth & Parenting Education (“Sarah Tooke Childbirth & Parenting Education”) is the owner and provider of the Program, which intends to provide instruction to you in respect of child birthing techniques and advice for use in early parenting.
2.
Sarah Tooke Childbirth & Parenting Education agrees to make available to you the Program Materials, for a period of twelve (12) months from the date of enrolment. The Program Materials may consist of any combination (solely determined at the discretion of Sarah Tooke Childbirth & Parenting Education) of, audio and/or visual presentations, together with Live Q&A calls with a qualified midwife. You acknowledge any advice provided in a Live Q&A call with a midwife shall be general advice only and you must speak to your caregiver for advice specific to your circumstances. Sarah Tooke Childbirth & Parenting Education will deliver the Program and Program Materials to you in exchange for a fee according to clause 3 below (“Program Fee”). Your access to the Program and the Program Materials is conditional on Sarah Tooke Childbirth & Parenting Education’s receipt of the Program Fee.
3.
By entering into this Agreement, you agree and understand that you are committing to pay Sarah Tooke Childbirth & Parenting Education a one-time payment as displayed in the checkout for access to the Program and Program Materials.
4.
The Program Fees are exclusive of GST or any other applicable tax or charge, which shall be added to the Program Fee at the prevailing rate and shall be payable to Sarah Tooke Childbirth & Parenting Education together with the Program Fee. You may effect payment by using one of the following payment methods:
- Payment by credit card: Visa and MasterCard; and Paypal;
You may be asked during the payment process to provide your credit card information. You agree that your credit card will be charged, in the amount of the Program Fee plus any applicable taxes and any other charges you may incur in connection with the Program. Except as stated therein, all Program Fees taxes and charges are non-refundable. You agree to pay all amounts due and to maintain adequate funds or credit balances to satisfy all amounts due to Sarah Tooke Childbirth & Parenting Education. Any bank fees or charges incurred by your credit firm or bank are your responsibility. Except if otherwise expressly refused by you, you will be billed by the payment method you designate. If any of your billing information changes, you must update that information by contacting Sarah Tooke Childbirth & Parenting Education, using the contact details that appear on our website.
5.
This Agreement shall commence at the time you agree to accept these terms (“Commencement”) and will terminate twelve (12) months from Commencement , save that clauses 5, 6, 8, 9, 10, 11, 12 and 13 shall survive termination or expiry of this Agreement together with any other terms which by its nature is intended to do so.
6.
By entering into this Agreement, you agree and acknowledge that Sarah Tooke Childbirth & Parenting Education may at any time reproduce and/or disseminate any testimonial describing or otherwise referencing, either directly or indirectly, your experience in the Program, you over the course of your participation. You agree and acknowledge that this includes any written statements you may publish through social media accounts and online forums, as well as any statements and/or images captured or otherwise recorded over the course of the Program. You further represent and warrant that any statements or testimonials that you make shall be correct, accurate, and truthful. Additionally, you irrevocably and permanently grant, assign and convey to Sarah Tooke Childbirth & Parenting Education the right to use, broadcast, distribute, and exhibit in any form now or later developed, including publications for promotion on website entries and social media sites, your name, likeness, image, photograph, voice, and video as related to and in conjunction with participation in the Program (collectively “Your Materials”). You irrevocably and permanently waive any right to royalties or other compensation arising from or related to the use of Your Materials.
7.
By accepting these terms and agreeing to purchase and participate in the Program, you acknowledge and agree that you shall not be entitled to a refund of all or part of the Program Fee should you decide to cease participation in the Program prior to its completion for any reason. Furthermore, by entering into this Agreement, you acknowledge that Sarah Tooke Childbirth & Parenting Education makes no warranties, express or implied, as to the suitability of the Program to your particular circumstances.
8.
By entering into this Agreement, you acknowledge and agree that the undertaking of the Program is at your sole discretion and risk, and Sarah Tooke Childbirth & Parenting Education does not provide medical advice. You also acknowledge and agree that Sarah Tooke Childbirth & Parenting Education has provided you with access to the Program for general information only and any information provided during the Program or in the Program Materials should not be relied upon or used as the sole basis for making decision without consulting primary, more accurate, more complete or more timely sources of information surrounding pregnancy, labour or delivery. Further, you acknowledge the content is subject to continuing research, clinical experience, reasonable difference in opinions among authorities, unique aspects of an individual’s situation and the possibility of human error in preparing the information. Consequently, Sarah Tooke Childbirth & Parenting Education does not guarantee the Program or Program Materials are current or accurate.
9.
In no event will Sarah Tooke Childbirth & Parenting Education be liable to you or any party related to you for any damages, loss, injury, expense or costs incurred by you arising out of the Program or Program Materials whether under contract, warranty, tort (including negligence) products liability or otherwise that you allege arise directly or indirectly as a result of Your participation in the Program or use of the Program Materials. Limitations herein described shall be applied to the greatest extent enforceable under applicable law.
10.
You will, at your own expense, defend, indemnify, and hold Sarah Tooke Childbirth & Parenting Education, its officers, members, managers, agents, attorneys and employees, harmless from any and all claims, actions, liabilities, injuries, damages, losses, grants, costs, and expenses, including attorney fees, arising out of, related to, or in connection with you being granted access to the Program, Program Materials and/or Sarah Tooke Childbirth & Parenting Education’s provision of any service.
11.
Subject to the terms and conditions herein, only you are being granted access to the Program and Program Materials. During the Program you will be exposed to Sarah Tooke Childbirth & Parenting Education’s proprietary and/or confidential information including, but not limited to, the Program Materials (whether in electronic form or made available to you in private social media groups, or otherwise), documentation, images, video, audio, intellectual property, or any login member credentials. (collectively “Confidential Information”). Unless specifically and expressly authorised by this Agreement, you shall not use, teach, sell, disclose, reveal, provide or make available to any third party any of Sarah Tooke Childbirth & Parenting Education’s Confidential Information, you warrant, represent, and agree to: (i) hold the Confidential Information in trust and confidence and avoid the disclosure or release thereof to any other person or entity; and (ii) not use the Confidential Information for any purpose whatsoever except as expressly contemplated under this Agreement. Sarah Tooke Childbirth & Parenting Education shall at all times retain all rights, ownership, title, and interest in any Confidential Information.
12.
You acknowledge that any and all intellectual property, including - but not limited to, Confidential Information, designs, works made for hire, marks, trademarks, trade secrets, and any other materials or elements associated with the Program or Program Materials (collectively the “Intellectual Property”) – is the sole intellectual property of Sarah Tooke Childbirth & Parenting Education. You further acknowledge and agree that, as between you and Sarah Tooke Childbirth & Parenting Education, Sarah Tooke Childbirth & Parenting Education own and shall continue to own all right, title, and interest in and to the Intellectual Property. Except for the limited, revocable license expressly granted to you herein, this Agreement does not grant you any ownership or other right or interest in or to any Intellectual Property or any intellectual property rights of Sarah Tooke Childbirth & Parenting Education whether by implication, estoppel, or otherwise and you shall not assert any right, license, or interest in such marks or Intellectual Property.
13.
You give permission to Sarah Tooke Childbirth & Parenting Education to collect your personal information to use for the for the primary purpose of providing the Program and Program Materials to you and also for Sarah Tooke Childbirth & Parenting Education to market any other programs directly to you.
14.
The rights and obligations under this Agreement are personal to you. You may not assign or transfer any rights or obligations under this Agreement.
15.
This Agreement, along with any additional terms or policies incorporated herein by reference, represents the entire agreement between you and Sarah Tooke Childbirth & Parenting Education concerning the Program, and this Agreement supersedes and replaces any prior proposal, representation, promise or understanding relating to the Program, whether oral or written. You represent, warrant and agree that you are not relying upon any prior proposal, sales call, representation, promise or understanding relating to the Program, whether oral or written.
16.
This Agreement constitutes the entire agreement between the Parties with respect to the subject matter hereof and is modifiable only by a duly signed written instrument.
17.
None of the provisions of this Agreement shall be deemed to have been waived by any act or acquiescence on the part of Sarah Tooke Childbirth & Parenting Education, its officers, members, managers, agents, or employees, except by duly signed written instrument. The failure of Sarah Tooke Childbirth & Parenting Education to enforce any provision of this Agreement shall not constitute a waiver of the future enforcement of that provision and shall not constitute a waiver of the enforcement of any other provision. The Parties represent and warrant that they are authorised to execute this Agreement and that this Agreement and all of its terms and provisions shall be binding upon and inure to the benefit of the Parties and their heirs, legal representatives, successors, and assigns.
18.
This Agreement may be executed in any number of counterparts, all the counterparts shall be deemed to constitute one instrument, and each counterpart shall be deemed an original. Facsimile and pdf copies of signatures shall serve as originals.
19.
To the fullest extent permitted by law this Agreement and any disputes relating to this Agreement shall be governed by and construed in accordance with the laws of the state of New South Wales Australia. The parties expressly waive any objections to such jurisdiction and venue and irrevocably consent and submit to the personal and subject matter jurisdiction of such courts in any action or proceeding.
20.
The invalidity of any portion of this Agreement whether declared invalid by a court or otherwise shall not affect the validity of the remainder of the Agreement. If a court of competent jurisdiction should find any provision of this Agreement to be invalid, illegal, or unenforceable to any extent, the remainder of this Agreement and the application thereof shall not be affected and shall be enforceable to the fullest extent permitted by law.
21.
The language in all parts of this Agreement will be construed as a whole according to its fair meaning and not strictly for or against any Party. Any rule of construction to the effect that ambiguities are to be resolved against the drafting Party shall not apply in the interpretation of this Agreement or any amendments hereto.
22.
If any proceeding or action shall be brought to recover any amount under this Agreement, or for or on account of any breach hereof, or to enforce or interpret any of the terms, covenants, or conditions of this Agreement, the prevailing party shall be entitled to recover from the other party, as part of the prevailing party's costs, reasonable legal fees, the amount of which shall be fixed by the court, and shall be made a part of any award or judgment rendered (regardless of whether or not the matter is contested).
IN TICKING THE BOX “I AGREE TO THE PROGRAM TERMS AND CONDITIONS” IN THE CHECKOUT PROCESS BEFORE PURCHASE, YOU ACKNOWLEDGE AND AGREE THAT
- YOU HAVE READ THIS AGREEMENT,
- YOU UNDERSTAND IT, AND
- YOU ACCEPT AND AGREE TO BE BOUND BY ITS TERMS.
IF YOU DO NOT AGREE, DO NOT UNDERSTAND, OR DO NOT ACCEPT THIS AGREEMENT, DO NOT TICK THE BOX AND DO NOT ACCESS THE PROGRAM.
Last update: 23rd March, 2020
