Terms of Service

1. Definitions

In these Terms, unless the context otherwise requires:

• "Account" means your registered user account on the Platform.
• "Apprentice" means an individual enrolled in an Australian apprenticeship or traineeship program who uses the Platform.
• "Australian Consumer Law" means Schedule 2 of the Competition and Consumer Act 2010 (Cth).
• "Business Day" means a day that is not a Saturday, Sunday, or public holiday in Victoria, Australia.
• "Consumer" has the meaning given in the Australian Consumer Law.
• "Educational Records" means any data relating to vocational education, training, assessment, course progress, attendance, qualifications, or competencies.
• "Employer" means a business entity that employs apprentices and uses the Platform.
• "Fees" means the subscription fees and any other charges payable for use of the Platform.
• "Force Majeure Event" means any event beyond a party's reasonable control, including natural disasters, war, terrorism, labour disputes, government actions, or failure of third-party services.
• "Intellectual Property" means all patents, copyrights, trademarks, trade secrets, and other intellectual property rights.
• "Platform" means the TradeitUp web application, mobile applications, APIs, and all related services.
• "RTO" means a Registered Training Organisation under the National Vocational Education and Training Regulator Act 2011 (Cth).
• "Subscription" means the service tier selected by an Employer or TAFE/RTO user.
• "TAFE" means a Technical and Further Education institution.
• "User" or "you" means any individual or entity that accesses or uses the Platform.
• "User Content" means any content, data, or information uploaded, submitted, or transmitted by you through the Platform.

2. Acceptance of Terms

2.1 Agreement to Terms

By creating an account, accessing, or using the Platform, you acknowledge that you have read, understood, and agree to be bound by these Terms, our Privacy Policy, and any additional terms that may apply to specific features or services.

2.2 Authority to Accept

If you are accepting these Terms on behalf of an organisation (such as an employer or TAFE), you represent and warrant that you have the authority to bind that organisation to these Terms.

2.3 Changes to Terms

We may modify these Terms at any time. We will provide notice of material changes through:

• Email notification to your registered address
• A prominent notice on the Platform
• At least 30 days' notice for material changes affecting your rights

Your continued use of the Platform after changes take effect constitutes acceptance of the modified Terms. If you do not agree to the modified Terms, you must discontinue use of the Platform.

3. Eligibility and Account Registration

3.1 Eligibility Requirements

To use the Platform, you must:

• Be at least 15 years of age (or have parental consent if under 15)
• Be a resident of Australia or authorised to work/study in Australia
• Have the legal capacity to enter into a binding agreement
• Not have been previously suspended or removed from the Platform
• Be an apprentice, employer of apprentices, or TAFE/RTO staff member (or authorised administrator)

3.2 Account Registration

When registering an account, you agree to:

• Provide accurate, current, and complete information
• Update your information to keep it accurate and current
• Maintain the confidentiality of your login credentials
• Immediately notify us of any unauthorised access to your account
• Accept responsibility for all activities under your account

3.3 Account Security

You are responsible for:

• Maintaining the security of your password and account
• Enabling multi-factor authentication where offered
• Not sharing your login credentials with any third party
• Logging out from shared or public devices

4. Description of Services

4.1 Platform Overview

TradeitUp provides a software-as-a-service (SaaS) platform for managing Australian apprenticeships, including features for:

• Tracking apprenticeship progress and course completion
• Managing class schedules and attendance
• Facilitating communication between stakeholders
• Integrating with Learning Management Systems
• Identifying at-risk students for intervention
• Generating reports and analytics

4.2 Service Availability

While we strive for 99.9% uptime, we do not guarantee uninterrupted access to the Platform. The Platform may be unavailable due to:

• Scheduled maintenance (with advance notice where practicable)
• Emergency maintenance or security updates
• Factors outside our reasonable control

4.3 Service Modifications

We may modify, suspend, or discontinue any aspect of the Platform at any time. For material changes that adversely affect your use, we will provide reasonable notice and, where applicable, pro-rata refunds for prepaid subscription fees.

5. User Obligations and Conduct

5.1 Acceptable Use

You agree to use the Platform only for its intended purpose and in compliance with all applicable laws, including but not limited to:

• Privacy Act 1988 (Cth) and Australian Privacy Principles
• Anti-Discrimination laws
• Spam Act 2003 (Cth)
• Copyright Act 1968 (Cth)
• Criminal Code Act 1995 (Cth)

5.2 Prohibited Conduct

You must not:

• Use the Platform for any unlawful purpose or in violation of these Terms
• Upload, transmit, or distribute any content that is unlawful, harmful, threatening, abusive, harassing, defamatory, or otherwise objectionable
• Impersonate any person or entity or falsely state or misrepresent your affiliation
• Interfere with or disrupt the Platform or servers or networks connected to the Platform
• Attempt to gain unauthorised access to any part of the Platform or other users' accounts
• Use any automated means (including bots, scrapers, or spiders) to access the Platform
• Reverse engineer, decompile, or disassemble any part of the Platform
• Remove, circumvent, or disable any security features or access controls
• Use the Platform to send unsolicited communications (spam)
• Upload malware, viruses, or any other malicious code
• Collect or store personal information about other users without consent
• Use educational records for any purpose not authorised by the individual or by law

5.3 Role-Specific Obligations

Employers must:

• Only access apprentice information as authorised by training contracts and applicable law
• Maintain confidentiality of apprentice educational records
• Use information solely for apprenticeship management purposes

TAFE/RTO Staff must:

• Comply with VET Quality Framework obligations
• Maintain accuracy of educational records
• Handle student information in accordance with privacy legislation

Apprentices must:

• Provide accurate information about their training status
• Not misrepresent their identity or qualifications
• Report any inaccuracies in their records

6. User Content and Intellectual Property

6.1 User Content

You retain ownership of any content you upload to the Platform. By uploading content, you grant us a non-exclusive, worldwide, royalty-free licence to use, store, copy, and display that content solely for the purpose of providing the Platform services to you and other authorised users.

6.2 Content Representations

You represent and warrant that:

• You own or have the necessary rights to upload and share any content
• Your content does not infringe any third party's intellectual property or privacy rights
• Your content complies with all applicable laws
• Your content is accurate and not misleading

6.3 Our Intellectual Property

The Platform, including its design, features, code, documentation, and all intellectual property rights therein, is owned by TradeitUp or its licensors. You may not:

• Copy, modify, or distribute the Platform or any part thereof
• Use our trademarks, logos, or branding without written permission
• Create derivative works based on the Platform
• Sublicense, sell, or transfer any rights to the Platform

6.4 Feedback

Any feedback, suggestions, or ideas you provide about the Platform may be used by us without any obligation to compensate you, unless otherwise agreed in writing.

7. Data Accuracy and Educational Records

7.1 Educational Records

The Platform displays educational records obtained from TAFEs, RTOs, and Learning Management Systems. While we take reasonable steps to ensure accuracy:

• We are not the source of truth for educational records
• Official records are maintained by the relevant TAFE/RTO
• Discrepancies should be reported to your TAFE/RTO directly
• We do not guarantee the accuracy, completeness, or timeliness of third-party data

7.2 Data Synchronisation

Data synchronisation with external systems may be subject to:

• Processing delays
• Technical limitations of third-party systems
• Data format inconsistencies
• System availability and connectivity issues

7.3 At-Risk Identification

The Platform's at-risk identification features are provided as decision-support tools only. They do not replace professional judgement and should not be the sole basis for educational or employment decisions.

8. Fees and Payment

8.1 Subscription Fees

Certain features of the Platform require a paid subscription. Current pricing is available on our Pricing page. Fees are:

• Quoted in Australian Dollars (AUD) and inclusive of GST
• Payable in advance for the subscription period
• Non-refundable except as required by law or as stated in these Terms

8.2 Price Changes

We may change subscription fees with at least 30 days' notice. Price changes will take effect at the start of your next subscription period. If you do not agree to a price change, you may cancel your subscription before the change takes effect.

8.3 Payment Terms

• Payment is processed through our third-party payment providers
• You authorise us to charge your nominated payment method for recurring fees
• Failed payments may result in suspension of access to paid features
• You are responsible for keeping payment information current

8.4 Refunds

Subject to your rights under the Australian Consumer Law:

• Annual subscriptions cancelled within 14 days of purchase may receive a full refund
• Monthly subscriptions are non-refundable but will not auto-renew upon cancellation
• Pro-rata refunds may be provided at our discretion for service failures attributable to us

9. Third-Party Services and Integrations

9.1 Third-Party Integrations

The Platform integrates with third-party services including Learning Management Systems (Canvas, Moodle), payment processors, and other educational tools. Your use of these services is subject to their respective terms and conditions.

9.2 No Endorsement

Integration with third-party services does not constitute our endorsement of those services. We are not responsible for:

• The availability, accuracy, or security of third-party services
• Content or data provided by third-party services
• Any loss or damage arising from your use of third-party services
• Changes to third-party services that affect Platform functionality

9.3 Links to External Sites

The Platform may contain links to external websites. We are not responsible for the content, privacy practices, or availability of linked sites. Following links is at your own risk.

10. Privacy and Data Protection

Your privacy is important to us. Our collection, use, and disclosure of personal information is governed by our Privacy Policy, which forms part of these Terms.

By using the Platform, you consent to the collection, use, and disclosure of your personal information as described in the Privacy Policy, including:

• Collection of personal and educational information
• Sharing of information with relevant stakeholders (TAFEs, employers)
• Reporting to NCVER as required by law
• Use of cookies and similar technologies

11. Warranties and Disclaimers

11.1 Our Warranties

We warrant that:

• We will provide the Platform with reasonable care and skill
• We will take reasonable steps to keep the Platform secure
• We have the right to grant you access to the Platform

11.2 Disclaimers

To the maximum extent permitted by law, and subject to section 11.3:

• The Platform is provided "as is" and "as available"
• We do not warrant that the Platform will be uninterrupted, error-free, or completely secure
• We do not warrant the accuracy or completeness of data obtained from third parties
• We do not warrant that the Platform will meet your specific requirements
• We do not warrant any particular educational or employment outcomes

11.3 Consumer Guarantees

12. Limitation of Liability

12.1 Exclusion of Certain Losses

To the maximum extent permitted by law, we are not liable for any:

• Indirect, incidental, special, consequential, or punitive damages
• Loss of profits, revenue, data, goodwill, or business opportunities
• Losses arising from your reliance on the Platform or third-party data
• Losses caused by circumstances outside our reasonable control
• Losses arising from your failure to maintain account security

12.2 Liability Cap

Subject to section 11.3 (Consumer Guarantees), our total aggregate liability to you for all claims arising out of or in connection with these Terms or your use of the Platform is limited to:

• For paid subscribers: the total fees paid by you in the 12 months preceding the claim
• For free users: $100 AUD

12.3 Exceptions

The limitations in this section do not apply to:

• Liability that cannot be limited by law
• Liability for fraud, fraudulent misrepresentation, or wilful misconduct
• Liability for personal injury or death caused by our negligence
• Your indemnification obligations under section 13

12.4 Basis of Bargain

You acknowledge that the limitations of liability in this section reflect a fair allocation of risk between you and TradeitUp, and that the subscription fees reflect this allocation. These limitations will survive even if any limited remedy fails of its essential purpose.

13. Indemnification

13.1 Your Indemnification Obligations

You agree to indemnify, defend, and hold harmless TradeitUp and its officers, directors, employees, agents, and affiliates from and against any claims, damages, losses, costs, and expenses (including reasonable legal fees) arising from:

• Your breach of these Terms
• Your violation of any applicable law or regulation
• Your infringement of any third party's intellectual property or privacy rights
• Any content you upload, submit, or transmit through the Platform
• Your negligent or wrongful acts or omissions
• Unauthorised access to your account due to your failure to maintain account security

13.2 Indemnification Procedure

We will:

• Promptly notify you of any claim
• Allow you to control the defence of the claim (with counsel of your choice)
• Cooperate with your defence at your expense
• Not settle any claim without your consent (not to be unreasonably withheld)

13.3 Limitations

This indemnification does not apply to claims arising from our negligence, wilful misconduct, or breach of these Terms.

14. Termination and Account Deletion

14.1 Termination by You

You may terminate your account at any time by:

• Using the account deletion feature in your profile settings
• Contacting us at support@tradeitup.app

Termination will be effective at the end of your current billing period. You will not receive a refund for any unused portion of your subscription, except as required by law.

14.2 How to Delete Your Account

You can delete your account and all associated data at any time directly within the Platform:

1. Log in to your account
2. Go to your Profile page (click your name in the top right)
3. Scroll down to the "Delete Account" section
4. Click "Delete Account"
5. Type "delete" to confirm
6. Click "Delete Account" to complete the process

14.3 Termination by Us

We may suspend or terminate your access to the Platform:

• Immediately if you breach these Terms, engage in fraudulent activity, or pose a security risk
• With 30 days' notice for any other reason, including discontinuation of the Platform

14.4 Effects of Termination

Upon termination:

• Your right to access the Platform will cease immediately
• We will retain your data as required by law and our Privacy Policy
• You may request a copy of your data before account deletion
• Provisions that by their nature should survive will continue (including indemnification, limitation of liability, and governing law)

14.5 Data Export

Before termination, you may export your data using the data export feature or by contacting us. We will provide a reasonable period to download your data before permanent deletion.

15. Dispute Resolution

15.1 Informal Resolution

Before initiating any formal dispute resolution, you agree to first contact us atlegal@tradeitup.app and attempt to resolve the dispute informally for at least 30 days.

15.2 Mediation

If informal resolution is unsuccessful, the parties agree to attempt to resolve the dispute through mediation administered by the Australian Disputes Centre (ADC) in Melbourne, Victoria, before commencing legal proceedings.

15.3 Governing Law and Jurisdiction

These Terms are governed by the laws of Victoria, Australia. You irrevocably submit to the exclusive jurisdiction of the courts of Victoria and any courts of appeal from them.

15.4 Time Limitation

Any claim arising out of or relating to these Terms or your use of the Platform must be brought within two (2) years after the cause of action arises, or such claim is permanently barred.

16. General Provisions

16.1 Entire Agreement

These Terms, together with the Privacy Policy and any additional terms for specific features, constitute the entire agreement between you and TradeitUp regarding the Platform and supersede all prior agreements and understandings.

16.2 Severability

If any provision of these Terms is found to be invalid, illegal, or unenforceable, the remaining provisions will continue in full force and effect. The invalid provision will be modified to the minimum extent necessary to make it valid and enforceable.

16.3 Waiver

Our failure to enforce any right or provision of these Terms will not constitute a waiver of that right or provision. Any waiver must be in writing and signed by TradeitUp.

16.4 Assignment

You may not assign or transfer these Terms or your rights under them without our prior written consent. We may assign these Terms to any affiliate or in connection with a merger, acquisition, or sale of all or substantially all of our assets.

16.5 Force Majeure

Neither party will be liable for any failure or delay in performance due to a Force Majeure Event, provided that the affected party gives prompt notice and takes reasonable steps to mitigate the effects.

16.6 No Partnership

Nothing in these Terms creates a partnership, joint venture, agency, or employment relationship between you and TradeitUp.

16.7 Notices

Notices to you may be sent to your registered email address or displayed on the Platform. Notices to us must be sent to:

16.8 Electronic Contracting

You consent to receive communications from us electronically. You agree that all agreements, notices, disclosures, and other communications we provide electronically satisfy any legal requirement that such communications be in writing.

17. Contact Information

If you have any questions about these Terms, please contact us: