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Update July 30 2014: Inserted section 2.3 to grant rights to distribute ebooks.

Update July 30 2014: Updated section 2.5 to clarify the license access limit.

Update November 26 2018: Updated section 4 to clarify the Organisation's right to termination.

Courseware Licence Agreement Terms

This Licence Agreement is between Watsonia Publishing and the Organisation purchasing a courseware licence. It is mutually agreed for themselves and their respective personal representatives and assigns as follows:

1.

Delivery, Definition and Ownership

(a) The said purchased courseware, hereinafter called in this Agreement "the Works", together with all updates thereof, always remain the property of Watsonia Publishing.
(b) The ownership and copyright of the Works belongs exclusively to Watsonia Publishing. This Agreement licences the Organisation to use the Works providing that the terms and conditions within this Agreement are adhered to.
(c) Title and intellectual property rights in and to the Works belong exclusively to Watsonia Publishing.

2.

Licence Rights

(a) The Organisation shall be granted the following rights as specified:

2.1.

Printing

(a) The Organisation, subject to the conditions following, shall during the legal term of copyright have a licence to reproduce and publish the Works in printed form in the English language.

2.2.

Website

(a) The Organisation, subject to the conditions following, shall during the legal term of copyright have a licence to reproduce and publish the Works in the English language on the Organisation's internal intranet or password protected website.
(b) The courseware can be made available online on the Organisation's intranet or password protected web site, provided that the Organisation takes steps to advise all of its employees and agents that the courseware is for the use of the Organisation's employees and agents only.

2.3.

Ebooks

(a) The Organisation, subject to the conditions following, shall during the legal term of copyright have a licence to reproduce and provide the Works in PDF (ebook) form in the English language.
(b) The courseware can be provided to students in PDF (ebook) form, provided that the Organisation takes steps to secure the PDF file to prevent printing and editing and to brand the PDF with the student's name.
(c) The courseware can be provided to students in PDF (ebook) form, provided that the Organisation takes steps to advise all recipients that the courseware is for the use of that recipient only.

2.4.

Bona Fide Participants

(a) The Works are to be used only as part of a recognised training program conducted by the Organisation or its agents and supplied only to bona fide participants. This licence shall not be exclusive.

2.5.

Licence Access Limit

(a) Where the Works are accessed from a network location, intranet or password-protected website, the maximum number of users who shall be entitled to access the Works and/or use the Works at any one time shall not exceed 2000.
(b) Should the number of users exceed the stated limit then the Organisation must purchase an additional licence per every additional 2000 concurrent users.
(c) The aforementioned number of users does not include bona fide participants who have received a printed manual or ebook.

2.6.

Modification of Courseware

(a) The format of the courseware may be modified to suit your organisation and the way in which you conduct training.
(b) The content of the courseware, with the exception of upgrading to a newer version, can be modified to suit your organisation and the way in which you conduct training.
(c) Any modifications made to the Courseware, other than those performed directly by Watsonia Publishing, will not be covered under the terms of any liabilities or warranty.
(d) The Courseware cannot be modified in any way to be applicable to future versions of the software application presented in the Courseware.

3.

Use of non-Watsonia Publishing Courseware

(a) Watsonia Publishing grants to the Organisation the right of the Organisation to include promotional/instructional material upon the acknowledgment that the Works are the works of Watsonia Publishing.
(b) Use of non-Watsonia Publishing courseware will not be covered under the terms of any liabilities or warranty.

4.

Licence Term and Termination

(a) The term of this licence is on-going from the date of purchase of this licence, with yearly renewal.
(b) Watsonia Publishing may terminate this Agreement without prejudice to any other rights or remedies, at any time, without prior written notice to you in that you:
i. Resell, transfer or use the courseware as stated in 11.(a)
ii. Engage in, or participate with any third party in the unauthorised manufacture, duplication, distribution or use of any Watsonia Publishing product or otherwise infringe any other intellectual property right of Watsonia Publishing.
(c) The Organisation may choose to terminate this Agreement at the end of each yearly period by forgoing renewal.
(d) Under termination of this Agreement, you agree to immediately cease use of and to return all copies of the Works to Watsonia Publishing.

5.

Scope

(a) Unless otherwise agreed to in writing by Watsonia Publishing, this Agreement allows the Organisation the right to reproduce and use the courseware at any location belonging to the Organisation or any associated office of the Organisation.

6.

Watsonia Publishing's Warranty

(a) Any errors, omissions, or inconsistencies in the Works must be notified in writing to Watsonia Publishing. Watsonia Publishing reserves the right to correct these errors, omissions, or inconsistencies, as it deems appropriate.
(b) From time to time, as Watsonia Publishing deems appropriate, revised Courseware will be e-mailed to the Organisation.
(c) Watsonia Publishing warrants to the Organisation that the courseware is an original work and that it is the sole proprietor and that the Works does not infringe any existing copyright and Watsonia Publishing will indemnify the Organisation against loss, injury or damage (including any legal costs or expenses properly incurred) occasioned to the Organisation in consequence of any breach by Watsonia Publishing (unknown to the Company at the time of this Agreement) of this warranty.
(d) Subject to clause 6.(c) and 6.(f). To the maximum extent permitted by applicable law, under no circumstances, and under no legal theory, tort, contract or otherwise, will Watsonia Publishing be liable to you for damages exceeding the maximum amount equal to the value of the contract between the parties, including any lost profits, lost data or other indirect, special, incidental, or consequential damages, arising out of the use or inability to use the Works or any of the related material, even if Watsonia Publishing has been advised of the possibility of such damages, or for any claim of whatever nature by any other party.
(e) The Works are provided to you "AS IS".
(f) To the maximum extent permitted by applicable law, Watsonia Publishing disclaim all other warranties, conditions or representations, expressed or implied, by statute or otherwise, regarding the Works, including the fitness for a particular purpose, quality, merchantability, or its non-infringement. In any event the liability of Watsonia Publishing under the warranty set forth above is limited to the amount paid by the Organisation for the Works.

7.

Copyright Protection

(a) The Organisation shall carry out such steps and make such imprints as required to protect Watsonia Publishing's copyright being at least, but not restricted to, the endorsements annexed hereto in the Appendix of the Licence Agreement, which shall be contained in each and every copy of each such work.

8.

Acknowledgment

(a) The Organisation accepts the Works on the basis of their prior inspection and accepts the disclaimer as contained in the Appendix hereof and will make no demands upon Watsonia Publishing for any shortcomings, inaccuracy or incomplete information or any direct or indirect, incidental or consequential damages arising from the use of the information contained in the said works.

9.

Acknowledgment of Watsonia Publishing

(a) Acknowledgment that the courseware originated from material supplied by Watsonia Publishing must be made in writing at least once in all editions of any training material reproduced by the Organisation. The acknowledgment should be printed in a type face no smaller than 8 point and include the current Watsonia Publishing telephone number ((03) 9851 4000).

10.

Effect

(a) This Agreement will come into effect when Watsonia Publishing is in receipt of full payment and a signed copy of the Agreement.

11.

Transfer

(a) You may not rent, sublicense, assign, lease, loan, resell for profit, resell at cost, transfer ownership, distribute the courseware or related materials, or any other materials generated from the courseware or create derivative works based on the courseware or part thereof, except as outlined in this Agreement without the written permission of Watsonia Publishing.

12.

Assignment

(a) No assignment of this contract, voluntary or by operation of law, shall be binding upon either of the parties without the written consent of the other.

13.

Law Applicable

(a) The Law of the State of Victoria, Australia shall be the law applicable to this agreement.

APPENDIX

1.

TRADEMARK ACKNOWLEDGMENTS

All terms mentioned in the Works that are known to be trademarks or service marks have been appropriately acknowledged or capitalised. Watsonia Publishing cannot attest to the accuracy of this information. Use of a term in the Works should not be regarded as affecting the validity of any trademark or service mark.

2.

DISCLAIMER

Every effort has been made to provide accurate and complete information. However, Watsonia Publishing assumes no responsibility for any direct, indirect, incidental, or consequential damages arising from the use of information in the Works. Data and case study examples are intended to be fictional. Any resemblance to real persons or companies is coincidental.