Elite Interior Design Academy
Institution Group Coaching Service Agreement
Effective date: 1 July 2026
These Terms and Conditions apply to programs delivered by FOS Collective Pty Ltd ABN 89 655 956 013, trading as Elite Interior Design Academy (“EIDA”), for universities, TAFEs, colleges, schools, education providers, professional associations and related institutions.
They form an agreement between EIDA and the institution identified in the accepted Proposal (“Institution”).
1. Definitions
Academic Credit means formal recognition towards an accredited qualification, academic transcript, unit, subject, course or competency.
Australian Consumer Law means Schedule 2 of the Competition and Consumer Act 2010 (Cth).
Institution means the university, TAFE, college, school, association, education provider or other entity purchasing the Services.
Institution Materials means curriculum information, policies, branding, student information, learning outcomes and other materials supplied by the Institution.
Participant means a student, graduate, academic, educator, staff member, association member or invited attendee participating in the Program.
Program means the institutional coaching, workshop, mentoring or professional development engagement identified in the Proposal.
Program Materials means EIDA’s methodologies, frameworks, presentations, templates, workbooks, exercises, recordings, tools and resources.
Proposal means EIDA’s accepted proposal, quotation, scope of work or Program Schedule.
Services means the services and deliverables stated in the Proposal.
2. Contractual documents
The agreement consists of:
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the accepted Proposal;
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any Program Schedule or statement of work;
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these Terms and Conditions;
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any data-sharing, confidentiality or safeguarding schedule;
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EIDA’s Privacy Policy; and
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any written variation accepted by both parties.
If there is an inconsistency, the documents apply in the order listed above unless expressly stated otherwise.
3. Acceptance and authority
The Institution accepts the agreement by signing the Proposal, providing written acceptance, issuing a purchase order, paying an invoice or instructing EIDA to commence work.
The person accepting warrants that they have authority to bind the Institution.
Institution procurement terms do not replace these Terms unless EIDA expressly agrees in writing.
4. Purpose of the Program
The Program is designed to complement technical and academic education by addressing professional, commercial, interpersonal and workforce capabilities.
The Program may include:
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industry readiness;
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workplace expectations;
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professional communication;
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client and stakeholder management;
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design presentation and articulation;
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commercial awareness;
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professional conduct;
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receiving and responding to feedback;
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emotional intelligence;
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workplace confidence;
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career positioning;
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leadership;
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project responsibilities; and
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transition from study into professional practice.
The exact scope is stated in the Proposal.
5. Independent status and accreditation
Unless expressly agreed under a separate formal arrangement:
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EIDA is an independent professional development academy;
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EIDA is not acting as a university, higher education provider or Registered Training Organisation;
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the Program is not an Australian Qualifications Framework qualification;
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the Program does not independently award Academic Credit;
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an EIDA certificate is not an accredited qualification;
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participation does not create enrolment with EIDA as a formal education provider; and
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the Institution must not represent otherwise.
6. Academic credit and transcript recognition
Academic Credit, transcript recognition, unit equivalence or recognised prior learning may only be represented as available where:
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the Institution has completed its own academic approval process;
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the arrangement is documented in writing;
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completion requirements are defined;
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assessment responsibilities are allocated;
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relevant regulatory requirements have been considered; and
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EIDA has approved the public wording.
Unless those conditions are met, the Institution and Participants must not advertise or describe the Program as carrying Academic Credit.
The Institution remains solely responsible for academic records and decisions regarding credit.
7. Curriculum alignment
Where requested, EIDA may review published learning outcomes or curriculum themes to reduce unnecessary duplication and strengthen professional relevance.
Curriculum alignment does not mean:
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EIDA has accredited or validated the Institution’s course;
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the Institution has accredited EIDA;
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the Program forms part of a formal qualification;
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learning outcomes have been independently assessed; or
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regulatory approval has been obtained.
Any co-designed curriculum status must be documented separately.
8. Scope and deliverables
The Services may include:
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student or graduate workshops;
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group coaching;
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cohort programs;
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educator professional development;
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industry-readiness modules;
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individual mentoring;
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presentations;
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facilitated discussions;
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case studies;
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Program Materials;
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participant exercises;
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feedback sessions;
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leadership or faculty consultations;
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evaluation reports; and
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certificates.
Anything not expressly included in the Proposal is excluded.
9. Cohort selection and eligibility
The Proposal will state whether Participants are:
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selected by the Institution;
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selected by EIDA;
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required to complete an application;
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subject to a screening process;
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nominated for a scholarship; or
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admitted through a joint process.
Where the Institution selects Participants, it is responsible for ensuring they meet any eligibility criteria supplied by EIDA.
EIDA may reasonably decline or remove a Participant whose conduct or circumstances make participation unsuitable, subject to fair process and applicable law.
10. Scholarships and sponsored places
Any scholarship or sponsored place must be documented in writing.
The applicable document should identify:
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who selects the recipient;
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eligibility requirements;
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what Fees are waived or funded;
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whether the place can be transferred;
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attendance and completion expectations;
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withdrawal consequences; and
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whether the recipient may be publicly identified.
A scholarship does not guarantee later admission, placement, employment or another benefit.
Unless agreed otherwise, a scholarship has no cash value and cannot be exchanged for money.
11. Participant information and consent
The Institution must ensure that Participants receive clear information regarding:
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the Program’s independent status;
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dates and delivery format;
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participation expectations;
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whether sessions may be recorded;
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how personal information will be handled;
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any screening process;
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certificate requirements;
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the absence of guaranteed employment or Academic Credit; and
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applicable conduct requirements.
The Institution must obtain any consent required to share Participant information with EIDA.
12. Participants under 18
Where any Participant is under 18, the Institution must notify EIDA before acceptance of the Proposal.
Unless otherwise agreed in a safeguarding schedule:
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the Institution retains primary duty of care and supervision;
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an authorised Institution representative must be present for in-person or live virtual group sessions;
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the Institution must obtain parent or guardian consent where required;
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the Institution is responsible for emergency contacts and medical information;
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private one-to-one communication between EIDA and a minor must not occur outside agreed safeguarding arrangements;
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EIDA will comply with applicable child-safety and working-with-children requirements; and
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the Institution must disclose relevant child-safety policies before delivery.
EIDA may decline to deliver to minors where suitable safeguards cannot be established.
13. Institution responsibilities
The Institution must:
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appoint an authorised Program contact;
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provide accurate cohort information;
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communicate Program requirements to Participants;
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manage enrolment and academic administration unless otherwise agreed;
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arrange suitable venues, technology and access;
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identify accessibility and reasonable-adjustment requirements;
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maintain student welfare and safeguarding processes;
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manage complaints relating to academic administration;
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obtain required permissions and consents;
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comply with workplace health and safety requirements;
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manage attendance where required;
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ensure its staff and Participants comply with conduct requirements; and
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avoid representations inconsistent with the agreement.
14. Accessibility and reasonable adjustments
The Institution must notify EIDA of known accessibility requirements as early as reasonably possible.
The parties will cooperate to identify reasonable adjustments.
Unless included in the Proposal, the Institution remains responsible for providing:
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interpreters;
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learning support staff;
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assistive technology;
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accessible venues;
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specialised formats;
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support workers; and
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institution-specific disability services.
Additional production or support costs require prior agreement.
15. Participant conduct
Participants must:
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behave respectfully;
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follow reasonable facilitator instructions;
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maintain confidentiality;
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avoid bullying, harassment and discrimination;
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not record sessions without approval;
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not distribute Program Materials;
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avoid disclosing confidential employer, client or project information;
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participate without materially disrupting others; and
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accurately represent the status of the Program.
EIDA may warn, suspend or remove a Participant for serious or repeated misconduct.
Where appropriate, EIDA will consult the Institution before removal. Immediate action may be taken where required for safety, confidentiality or Program integrity.
16. Attendance and completion
Attendance requirements will be stated in the Proposal or Program Schedule.
A Participant who misses a session is not automatically entitled to:
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a replacement session;
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individual tuition;
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a recording;
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a certificate; or
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a refund.
Where reasonably available, EIDA may provide an alternative resource or catch-up arrangement.
The Institution is responsible for determining any effect of absence on its own academic requirements.
17. Assessments and academic decisions
EIDA will not undertake formal academic assessment unless expressly stated in the Proposal.
Where EIDA provides feedback, participation observations or completion information
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this is limited to the agreed purpose;
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it is not an academic grade unless formally agreed;
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the Institution remains responsible for moderation and academic decisions; and
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EIDA is not responsible for appeals concerning the Institution’s grading or transcript decisions.
Any formal assessment arrangement must identify criteria, assessors, moderation, records, appeals and ownership of assessment materials.
18. Certificates
EIDA may issue a Certificate of Participation or Certificate of Completion where specified.
Certificate requirements may include:
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minimum attendance;
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completion of practical activities;
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compliance with conduct expectations;
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submission of required reflections;
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payment of applicable Fees; and
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completion of agreed components.
Certificates must not be described as accredited unless EIDA has expressly confirmed that status in writing.
19. Program dates and delivery
Dates are not secured until the Proposal has been accepted and required payment has been received.
The Program may be delivered:
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in person;
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virtually;
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through hybrid delivery;
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as a one-off workshop;
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over multiple weeks;
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as an annual cohort program; or
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under an ongoing partnership.
The Proposal will identify the delivery format and location.
20. Facilitators and guest contributors
EIDA may engage employees, contractors, guest speakers or industry contributors.
Where a particular facilitator is material to the engagement, this will be identified in the Proposal.
EIDA may substitute a facilitator where reasonably necessary due to illness, emergency or availability, provided the substitute has appropriate experience or EIDA offers another reasonable solution.
21. Venues, technology and safety
Where delivery occurs at the Institution’s premises, the Institution is responsible for:
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venue safety;
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emergency procedures;
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room access;
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required equipment;
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internet;
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accessibility;
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security;
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participant supervision; and
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notifying EIDA of relevant risks.
EIDA personnel must comply with reasonable Institution safety and access policies provided in advance.
Where delivery is virtual, the Institution must ensure Participants have appropriate access and that its technology and privacy arrangements are suitable.
22. Fees and GST
Fees are in Australian dollars and exclude GST unless stated otherwise.
Unless the Proposal provides different terms:
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a 50% deposit is payable on acceptance;
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the balance is due 14 calendar days before delivery begins;
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engagements accepted within 14 days require full payment;
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approved additional Services are invoiced separately; and
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purchase order delays do not alter payment dates unless EIDA agrees.
23. Institutional procurement requirements
The Institution must provide procurement, supplier onboarding, insurance and invoicing requirements before EIDA commences work.
If previously undisclosed requirements create material additional work, delay or expense, EIDA may propose a variation.
EIDA is not bound by Institution standard terms merely because they appear on a purchase order, portal or supplier form, unless expressly accepted.
24. Late payment
Where an invoice is overdue after notice, EIDA may pause preparation, postpone delivery or withhold final deliverables.
EIDA may recover reasonable debt-recovery costs actually incurred.
Interest may be charged at the Reserve Bank of Australia cash rate plus 4% per annum where permitted and stated on the invoice.
25. Scope changes
Changes may include:
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increased cohort size;
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additional campuses;
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new delivery dates;
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additional sessions;
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recording;
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expanded reporting;
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curriculum redevelopment;
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individual student reviews;
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assessment duties;
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extra resources;
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train-the-trainer rights; or
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reuse for future cohorts.
EIDA will notify the Institution of effects on timing, Fees and resources.
A change is not binding until accepted in writing.
26. Rescheduling by the Institution
One reschedule may be made without a rescheduling fee where:
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at least 21 days’ notice is given;
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the new date is within three months;
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EIDA is available; and
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no unrecoverable third-party costs arise.
For later changes:
Between 8 and 20 days before delivery
EIDA may charge up to 25% of the affected session Fees.
Seven days or less before delivery
EIDA may charge up to 50% of the affected session Fees.
The Institution must also pay reasonable non-recoverable travel, venue and supplier costs.
Any charge must reasonably reflect preparation, reserved capacity, administration and loss caused by the change.
27. Cancellation by the Institution
Unless the Proposal contains negotiated cancellation terms:
More than 30 days before commencement
The Institution must pay:
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work completed;
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non-recoverable third-party costs; and
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10% of the remaining Fees.
Between 15 and 30 days before commencement
The Institution must pay 50% of total Fees, plus non-recoverable third-party costs.
Between 8 and 14 days before commencement
The Institution must pay 75% of total Fees, plus non-recoverable third-party costs.
Seven days or less before commencement
The Institution must pay 100% of total Fees, plus approved non-recoverable third-party costs.
Amounts already paid will be credited against the cancellation amount.
The cancellation amount will be reduced to the extent EIDA reasonably mitigates and recovers its loss through replacement work.
Nothing in this clause excludes a statutory right or remedy.
28. Participant withdrawal
Where the Institution purchases cohort access, withdrawal by an individual Participant does not automatically reduce the institutional Fees.
Where practical and consistent with the selection process, the Institution may nominate a replacement before the Program commences.
A replacement after commencement requires EIDA’s approval, having regard to:
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group continuity;
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content already delivered;
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confidentiality;
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suitability;
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Program level; and
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administrative work.
Where Participants enrol and pay EIDA directly, separate participant enrolment terms will apply.
29. Cancellation or postponement by EIDA
If EIDA must postpone or cancel, it will use reasonable efforts to offer:
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a replacement date;
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a replacement facilitator;
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equivalent virtual delivery;
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substitute content; or
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another agreed solution.
If EIDA cancels Services and cannot provide a reasonable alternative, the Institution will receive a refund of Fees paid for undelivered Services.
30. Force majeure
Neither party is liable for delay caused by events beyond reasonable control.
The affected party must notify the other, minimise disruption and resume performance when practicable.
If the event prevents delivery for more than 60 days, either party may terminate the affected Services. The Institution must pay for Services already provided and approved non-recoverable costs.
31. Intellectual property ownership
EIDA retains ownership of:
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the EIDA brand;
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the E.L.I.T.E Method;
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Program Materials;
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frameworks;
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templates;
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presentations;
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methods;
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exercises;
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pre-existing content; and
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improvements to those materials.
The Institution retains ownership of Institution Materials.
32. Institutional licence
On full payment, EIDA grants the Institution a limited licence to make Program Materials available to the approved Participants for the Program’s agreed internal educational purpose.
The Institution must not, unless expressly licensed:
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reuse materials for future cohorts;
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deliver the materials through its own teaching staff;
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place materials in a permanent unrestricted learning-management system;
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distribute materials to other institutions;
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modify and rebrand them;
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sell or sublicense them;
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publish them;
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use them to create a competing program;
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use them for accreditation submissions beyond the agreed purpose; or
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use them to train artificial intelligence systems.
Annual reuse, multiple-campus use, train-the-trainer rights, recording access and curriculum incorporation require a separate written licence.
33. Institution Materials and student work
The Institution grants EIDA a limited licence to use Institution Materials to deliver the Program.
Participants retain ownership of original student work, subject to any existing Institution policy.
The Institution must ensure it has authority before providing student work to EIDA.
EIDA may review and discuss student work within the Program but will not publicly publish identifiable work without appropriate consent.
34. Academic and professional integrity
Participants must not:
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present EIDA materials as their own work;
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submit Program Materials as an original academic assessment;
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use confidential case studies without permission;
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misrepresent an EIDA certificate;
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fabricate participation or completion; or
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breach Institution academic-integrity policies.
EIDA may notify the Institution of suspected serious misuse where reasonably necessary and lawful.
35. Confidentiality
Each party must protect the other’s Confidential Information.
EIDA may use de-identified themes and insights to improve its programs, provided the Institution, Participants, clients and projects cannot reasonably be identified.
The Institution acknowledges that EIDA can establish confidentiality expectations but cannot guarantee compliance by every Participant.
The Institution remains responsible for applying its own student and staff conduct processes where required.
36. Individual mentoring confidentiality
Where individual mentoring is included, the parties must agree before commencement on:
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what information remains confidential;
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what attendance information may be shared;
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whether themes may be reported;
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what circumstances require escalation;
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student consent; and
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record retention.
Unless otherwise agreed, EIDA will not disclose the substance of an individual mentoring conversation except where:
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the Participant consents;
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disclosure is required by law;
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there is a serious safety concern;
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there is suspected serious misconduct; or
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disclosure is reasonably required under agreed safeguarding arrangements.
37. Privacy and data sharing
Each party must comply with applicable privacy obligations.
Before providing personal information, the Institution must ensure that:
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collection and disclosure are authorised;
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Participants have received appropriate notice;
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only reasonably necessary information is shared;
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sensitive information is handled appropriately; and
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any required consents have been obtained.
The parties may enter a separate data-sharing schedule where the Program requires significant participant data.
EIDA may use third-party platforms for administration, payments, video conferencing, email, file storage, surveys and learning delivery.
38. Evaluation and reporting
Where evaluation is included, EIDA may collect:
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attendance;
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participant feedback;
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confidence or capability self-assessments;
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completion information;
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engagement data; and
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de-identified qualitative observations.
Unless expressly agreed, evaluation is not a scientific, psychometric or formal academic assessment.
Reports may identify aggregated themes but will not attribute sensitive comments to an individual without consent or a lawful reason.
39. Recordings
Sessions must not be recorded unless agreed in writing.
An approved recording arrangement must address:
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participant consent;
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minors;
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ownership;
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licence;
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access controls;
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retention;
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storage;
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future cohort use;
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editing;
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confidentiality; and
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additional Fees.
Recording a session does not transfer intellectual property ownership.
40. Branding, publicity and co-marketing
Neither party may use the other’s name or logo publicly without approval.
Any public statement must accurately describe:
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EIDA’s independent status;
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the nature of the relationship;
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whether the Program carries Academic Credit;
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certificate status; and
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any scholarship arrangement.
A media release, case study, participant photograph, testimonial, co-branded page or campaign requires prior approval.
Approval for one use does not create ongoing approval.
41. No employment or placement guarantee
EIDA does not guarantee:
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employment;
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internships;
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work experience;
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industry placements;
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interviews;
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promotions;
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professional registration;
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entry into later EIDA levels;
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scholarship continuation; or
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any particular career outcome.
Where EIDA shares an opportunity or makes an introduction:
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employers retain sole discretion;
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Participants remain responsible for applications;
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the Institution must not represent the opportunity as guaranteed; and
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EIDA is not responsible for a third-party employer’s conduct.
42. Educational outcomes
EIDA will provide the Services with due care and skill but does not guarantee that every Participant will achieve the same result.
Outcomes depend on:
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attendance;
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participation;
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prior experience;
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individual effort;
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Institution support;
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teaching context;
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workplace opportunities; and
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continued application.
The Institution remains responsible for its broader curriculum, academic quality assurance and student outcomes.
43. Professional boundaries and student welfare
EIDA is not a counselling, medical or crisis-support provider.
The Institution remains responsible for:
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student welfare;
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mental-health support;
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crisis response;
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disability support;
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complaints;
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formal misconduct;
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discrimination processes;
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academic appeals;
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safeguarding; and
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emergency management.
EIDA may pause an activity and refer a matter to the Institution where a concern falls outside the Program’s professional scope.
44. Compliance responsibilities
Each party is responsible for laws and standards applicable to its own activities.
The Institution is responsible for:
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education regulation;
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academic governance;
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student administration;
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campus safety;
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safeguarding;
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accessibility;
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enrolment representations;
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academic credit decisions; and
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obligations arising from its relationship with Participants.
EIDA is responsible for delivering the agreed independent Services lawfully and professionally.
45. Consumer and small-business rights
Nothing in the agreement excludes or limits a right or remedy that cannot lawfully be excluded.
Where unfair contract term protections apply, each term is intended to operate only to the extent reasonably necessary and proportionate to EIDA’s legitimate interests.
46. Limitation of liability
To the maximum extent permitted by law:
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neither party is liable for indirect, special or consequential loss;
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EIDA is not liable for academic, employment or administrative decisions made by the Institution;
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EIDA is not liable for inaccurate information supplied by the Institution;
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EIDA’s aggregate liability is limited to Fees paid or payable for the affected Services; and
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where lawful, EIDA may remedy a service failure through resupply or payment of the reasonable cost of resupply.
The cap does not apply to fraud, wilful misconduct, intellectual property infringement, breach of confidentiality, personal injury caused by negligence or liability that cannot be limited.
47. Indemnities
The Institution indemnifies EIDA against third-party claims arising directly from:
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unsafe Institution premises;
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failure to obtain necessary participant or guardian consent;
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Institution Materials infringing third-party rights;
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inaccurate claims made by the Institution regarding accreditation or Academic Credit;
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the Institution’s privacy breach;
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the Institution’s safeguarding failure; or
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unlawful directions given to EIDA.
EIDA indemnifies the Institution against third-party claims that authorised use of EIDA-created Program Materials infringes Australian intellectual property rights.
Each indemnity is reduced to the extent the indemnified party caused or contributed to the loss.
48. Insurance
Each party must maintain insurance reasonably appropriate to its activities and legal obligations.
Specific insurance, working-with-children or campus-access requirements must be disclosed before acceptance.
49. Termination for breach
A party may terminate for material breach where:
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written notice is given;
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the breach is described; and
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a remediable breach is not corrected within 10 business days.
Immediate termination may occur for:
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serious safety or safeguarding risk;
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fraud;
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insolvency;
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unlawful conduct;
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serious confidentiality breach;
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serious intellectual property misuse; or
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materially false accreditation representations.
On termination, the Institution must pay for Services delivered, work reasonably performed and approved costs incurred before termination.
50. Dispute resolution
The parties must first attempt to resolve a dispute through authorised representatives.
If unresolved within 15 business days, either party may propose mediation in Sydney, New South Wales.
This clause does not prevent urgent relief, debt recovery, a statutory complaint or action required to protect a Participant.
51. General provisions
Independent contractor
EIDA acts as an independent contractor and not as an employee, agent, academic faculty member, partner or joint venturer of the Institution.
No third-party contractual rights
Participants do not become parties to the institutional agreement merely by attending, although they retain any rights available under applicable law or separate participant terms.
Assignment
Neither party may assign without consent, not to be unreasonably withheld.
Assignment as part of a genuine restructure or business transfer is permitted where the other party’s rights are not materially reduced.
Subcontractors
EIDA may use suitable subcontractors and remains responsible for the contracted Services.
Notices
Formal notices must be sent to the nominated email addresses.
Severability
An invalid provision is read down or severed to the minimum necessary extent.
Waiver
Failure to enforce a right does not waive it.
Entire agreement
The contractual documents constitute the entire agreement.
Variations
Variations must be recorded in writing and accepted by authorised representatives.
Electronic execution
The agreement may be signed or accepted electronically and in counterparts.
52. Governing law
The agreement is governed by the laws of New South Wales, Australia.
The parties submit to the non-exclusive jurisdiction of the courts and tribunals of New South Wales.
53. Contact
FOS Collective Pty Ltd
Trading as Elite Interior Design Academy
ABN 89 655 956 013
Email: info@foscollective.com.au
