“Client” means the person listed on the registration who is 18 years of age or older and who purchases Lessons from Strive for the benefit of the Student.
“Compatible Computer Program” means a computer program required by the Client in order to access the Lessons.
“Conditions” means these terms and conditions as amended from time to time.
“Contract” means the contract between Strive and the Client for the supply of the Lessons in accordance with these Conditions.
“Fees” means the charges for the supply of the Lessons which are payable by the Client in accordance with clause 6.
“Force Majeure Event” means an event beyond the reasonable control of Strive including but not limited to strikes, lock-outs or other industrial disputes (whether involving the employees of Strive or any other party), failure of a utility service or transport network, act of God, war, riot, civil commotion, terrorism, malicious damage, compliance with any law or governmental order, rule, regulation or direction, accident, breakdown of plant or machinery, fire, flood, storm, earthquake, or default of suppliers or subcontractors..
“GST” has the meaning it has in the A New Tax System (Goods and Services Tax) Act 1999 (Cth).
“Intellectual Property Rights” means patents, rights to inventions, copyright and related rights, trademarks, business names and domain names, rights in get-up, goodwill and the right to sue for passing off, rights in designs, database rights, rights to use, and protect the confidentiality of, confidential information (including know-how), and all other intellectual property rights, in each case whether registered or unregistered and including all applications and rights to apply for and be granted, renewals or extensions of, and rights to claim priority from, such rights and all similar or equivalent rights or forms of protection which subsist or will subsist now or in the future in any part of the world;
“Lesson” means a twenty five (25) minute period of tuition;
“Term” means the Victorian school terms dates as determined from time to time by the Victorian Department for Education and Training;
“Tutors” means the trained, professional subject experts employed, contracted or otherwise engaged by Strive who provide one-to-one personalised learning, and “Tutor” means any of them;
“Student” means the Client and the person(s) authorised by the Client to use the Lessons.
2.1 The Contract is formed on the date on which the Client pays the Fees to Strive and any quotation given by Strive prior to this date does not constitute an offer.
2.2 The Contract constitutes the entire agreement between the parties. The Client acknowledges that it has not relied on any statement, promise, representation, assurance or warranty made or given by or on behalf of Strive which is not set out in the Contract.
2.3 Strive reserves the right to refuse to provide the Lessons to the Client where in the reasonable opinion of Strive:
(a) the provision of the Lessons would result in the infringement of the rights of any third party in any manner; or
(b) the Client does not adequately make available to Strive sufficient information, material or any other resources necessary to allow Strive to provide the Lessons; or
(c) The Client was under the age of 18 years at the time the Contract was made.
3.1 In consideration of the Fees paid by the Client to Strive, Strive will provide to the Client the Lessons subject to these Conditions.
3.2 The Lessons will be provided via video-call through a compatible computer program.
3.3 The Lessons will be provided:
(a) at a date and time mutually agreed upon between Strive and the Client.
(b) at the discretion of Strive at any other date and time that is mutually agreed upon between Strive and the Client.
3.4 If the Client wishes to reschedule a Lesson at least 24 hours’ notice must be given to Strive. A maximum of two lessons can be rescheduled per term. Rescheduled Lessons will be arranged depending upon Tutor availability.
3.5 The Client may request additional Lessons beyond those paid for by the Client, however the additional Lessons will only be provided at the discretion of Strive and are conditional upon the Client agreeing to pay additional Fees to Strive prior to the additional Lessons taking place.
3.6 Strive will use all reasonable means to provide the Lesson at the date and time agreed upon, however in the event that Strive cancels the scheduled Lesson for any reason Strive will provide the Lesson at another date and time as mutually agreed between Strive and the Client.
3.7 In the event that a Lesson must be rescheduled for any reason the Lesson must be rescheduled to take place during that Term or the Lesson will be forfeited and no refund will be given.
4.1 The Fees are determined on a scale as follows:
Fee per Lesson
4.2 Fees are payable by way of Stripe, Paypal or credit card.
4.3 Fees for all Lessons to be provided during the Term must be paid prior to the commencement of Lessons.
4.4 All amounts payable by the Client under the Contract are inclusive of amounts in respect of GST if payable.
4.5 Strive has the right to immediately cease to provide the Lessons to the Client if any payment made by the Client is unsuccessful for any reason.
4.6 This clause shall survive termination of the Contract.
5.1 Without limiting its other rights or remedies, Strive may terminate the Contract at any time by giving the Client thirty (30) days written notice and refunding to the Client an amount equal to the value of the unused Lessons.
5.2 Without limiting its other rights or remedies, Strive may terminate the Contract with immediate effect by giving written notice to the Client if:
(a) the Client fails to pay any amount due under this Contract on the due date for payment.
(d) Strive is legally or otherwise obliged to discontinue the Lessons.
5.3 On termination of the Contract for any reason the Client shall immediately pay to Strive all outstanding Fees due under the Contract.
6.1 In order to successfully provide the Lessons to the Client, Strive will need to collect some personal information from the Client.
6.2 Strive warrants that will not use this information or disclose this information to any third party except where necessary to successfully provide the Lessons without first obtaining permission from the Client.
7.1 Subject to the Australian Competition and Consumer Act 2010 (Cth) and to the extent that it is permitted by law:
(a) the Lessons are provided without any express or implied warranty or guarantee as to effectiveness of the Lessons;
(b) in the event that there is a defect with the Lessons, the sole remedy of the Client shall be for Strive to use commercially reasonable efforts to correct such defect. Therefore, such obligation shall constitute the entire liability of Strive in contract, tort, statute or otherwise;
(c) Strive shall have no obligation to use commercially reasonable efforts to correct a failure in the provision of Lessons resulting from any element of the Compatible Computer Program that has been installed or operated in contravention of its requirements or that has been superseded by later versions, updates, upgrades or releases;
(d) Strive shall under no circumstances whatever be liable to the Client, whether in contract, tort, breach of statutory duty, or otherwise, for any loss of profit, or any indirect or consequential loss arising under or in connection with the Contract; and
(e) the total liability of Strive to the Client in respect of all other losses arising under or in connection with the Contract, whether in contract, tort, breach of statutory duty, or otherwise, shall in no circumstances exceed the amounts actually received by Strive under the Contract.
7.2 Strive takes no responsibility for the internet connectivity of the Client and the Client accepts full responsibility for the internet connectivity of the Client.
7.3 Strive shall not be liable to the Client as a result of any delay or failure to perform its obligations under this Contract as a result of a Force Majeure Event. If the Force Majeure Event prevents Strive from providing any of the Lessons for more than thirty (30) days, Strive shall, without limiting its other rights or remedies, have the right to terminate this Contract immediately by giving written notice to the Client.
7.4 The Client warrants that it has permission to make use of all intellectual property that may be provided to Strive under this Contract or to the Tutor during the Lessons. To the extent permitted by law, the Client agrees to indemnify Strive against any and all claims, demands, liabilities, obligations, taxes, losses, fines, costs, expenses, royalties, litigation, deficiencies or damages by any third party arising from or relating to intellectual property provided by the Client.
7.5 If the ability of Strive to perform any of its obligations under the Contract is prevented or delayed by any act or omission by the Client (Client Default):
(a) Strive shall, without limiting its other rights or remedies, have the right to suspend performance of the Lessons until the Client remedies the Client Default, and to rely on the Client Default to relieve Strive from the performance of any of its obligations to the extent the Client Default prevents or delays Strive from performing any of its obligations;
(b) Strive shall not be liable for any costs or losses sustained or incurred by the Client arising directly or indirectly from the failure or delay of Strive to perform any of its obligations to the extent the Client Default prevents or delays Strive from performing any of its obligations; and
(c) the Client must reimburse Strive on demand for any costs or losses sustained or incurred by Strive arising directly or indirectly from the Client Default.
7.6 This clause 7 shall survive termination of the Contract.
8.1 Severance. If any provision or part-provision of the Contract is or becomes invalid, illegal or unenforceable, it shall be deemed modified to the minimum extent necessary to make it valid, legal and enforceable. If such modification is not possible, the relevant provision or part-provision shall be deemed deleted. Any modification to or deletion of a provision or part-provision under this clause shall not affect the validity and enforceability of the rest of the Contract.
8.2 Waiver. A waiver of any right under the Contract or law is only effective if it is in writing and shall not be deemed to be a waiver of any subsequent breach or default. No failure or delay by a party in exercising any right or remedy provided under the Contract or by law shall constitute a waiver of that or any other right or remedy, nor shall it prevent or restrict its further exercise of that or any other right or remedy. No single or partial exercise of such right or remedy shall prevent or restrict the further exercise of that or any other right or remedy.
8.3 No partnership or agency. Nothing in the Contract is intended to, or shall be deemed to, establish any partnership or joint venture between the parties, nor constitute either party the agent of the other for any purpose. Neither party shall have authority to act as agent for, or to bind, the other party in any way.
8.4 Third parties. A person who is not a party to the Contract shall not have any rights to enforce the Contract.
8.5 Variation. Except as set out in these Conditions, no variation of the Contract, including the introduction of any additional terms and conditions, shall be effective unless it is agreed in writing and signed by the parties.
8.6 Governing law. This Contract, and any dispute or claim arising out of or in connection with it or its subject matter or formation (including non-contractual disputes or claims), shall be governed by, and construed in accordance with the law of the State of Victoria.
8.7 Jurisdiction. Each party irrevocably agrees that the courts of the State of Victoria shall have exclusive jurisdiction to settle any dispute or claim arising out of or in connection with this Contract or its subject matter or formation (including non-contractual disputes or claims).
8.8 Assignment. The Client must not assign the benefit or burden of this Contract in whole or in part without the express permission of Strive.