The Agreement. These terms and conditions and the Acceptable Use Policy (the Agreement) lay out the rules and conditions for your access to the Training Package and forms a contract between XINTRA Pty Ltd (ABN 42 662 830 202 of 285A Crown Street, Surry Hills NSW 2010, Australia (also referred to as "we," "us," or "our") and you ("you" or "your").

Agreement Start. This Agreement becomes effective the moment you click an "Buy now” button, when you start accessing the Training Package, whichever happens first (the Effective Date).

Capacity. By agreeing to this Agreement, you're confirming that you have the legal right and capacity to enter into contracts, including that you are not a minor.

For the meaning of specific terms used in this Agreement, please refer to Section 16\.

1. Provision of the Training Package
   
   1. Access. During the Term, we will provide access to the Training Package in accordance with this Agreement. You will have access to the Training Package that you pay for via training.xintra.org/login.
   2. Accounts. To access the Training Package you need your own account. You are in charge of giving us the right information to set up your account, keeping your password safe, and how your account is used. We don’t have to give more than one account to you.

2. Modifications
   
   1. Modifications to the Training Package. We may update or change the Training Package in ways that we believe will benefit you, always aiming to enhance your experience and challenge you to achieve more. When we do make changes that could significantly affect the Training Package, we'll make sure to let you know (via email and/or our social accounts, at our sole discretion), especially if you've told us you want to be kept in the loop about these updates. This is all part of our commitment to ensure the Training Package keep meeting your needs and pushing the boundaries of what you can achieve. We recommend that you follow our social accounts for updates @XintraOrg.
   2. Modifications to this Agreement. We might update or change the terms of this Agreement occasionally. When we do, we'll post those changes on this website. These changes will kick in when you next log into the Training Package. By continuing to access the Training Package after these changes take effect, you're agreeing to the new terms. This section doesn't cover changes made to other documents or web pages linked from our Agreement.
   3. Discontinuation of the Training Package. We will inform you at least 12 months in advance if we plan to stop offering any of the Training Package, except when we're able to replace the discontinued Training Package with something very similar in function and value. We retain the right to make changes if necessary to follow the law, handle significant security issues, or avoid major financial or technical difficulties. This notice doesn't apply to other services we provide or to any Training Package and features that are not yet broadly available to everyone.

3. Cost of Training Package(s)
   
   1. You have the flexibility to access any Training Package that suits your skills and experience through our dedicated login portal at training.xintra.org/login. How much you will pay depends on which option, or options, of Training Package, you choose.
   2. No matter whether you choose one, or two, or more of our Training Programs, you will have, subject to this Agreement, access to those Training Program(s) for 365 days from the date of payment.
   3. You can cancel any time during those 365 days, but if you do, you will forfeit the balance of the Fees for the remainder of the Agreement Term. We will not refund you for that part of the Agreement Term you have paid for but do not use.
   4. When you choose to access a Training Program, you agree to make payments in the currency displayed on our payment portal. Your payment is due immediately upon your Training Program selection – this means you need to pay upfront for the access you're about to enjoy.

These terms ensure you know exactly what the costs are upfront, making it easier for you to plan and enjoy uninterrupted access to the Training Program, or Programs, you choose.

4. Taxes
   
   1. All Fees we have quoted here are quoted on a tax inclusive basis.
   2. Goods and Services Tax (GST). We have added the current GST rate to the Fees stated in this Agreement. We will give you a tax invoice that meets all the rules of the Goods and Services Tax Act from 1999 and any related laws. You need to pay this GST amount to within the Fees. If there's a change in the GST amount because of the law, we will send you a new note to adjust the GST amount. We are registered for GST and will tell you if we're not registered anymore.
   3. Taxes Imposed on Us. We are solely responsible for the payment of all taxes, levies, duties, or similar governmental assessments (including, without limitation, income taxes, GST, VAT, and withholding taxes) that are imposed on us as a result of or in connection with the payments made under this Agreement.

5. Your Obligations
   
   1. Permitted Users. Access and use of the Training Package(s) under this Agreement is permitted only for you. This arrangement highlights the direct relationship between you and us, emphasising the personal investment you're making in accessing our cutting-edge resources.
   2. Sharing Accounts. You are not permitted to share your Account with anyone else. This means you cannot give anyone else access to your Account or let others use it. Keeping your Account to yourself helps ensure a safe and secure experience for everyone. If you let someone else use your account and log in details, you are breaching the terms of this Agreement, and we may terminate your access to the Training Program(s).
   3. Compliance
      
      1. You agree to:
         
         • follow the rules of this Agreement when accessing and using the Training Program(s),
         • prevent and stop any use of the Training Program that isn't allowed under this Agreement, including any unauthorised access to the Training Program or sharing of log in information, and
         • quickly notify us if you become aware of any use of the Training Program, your Account, or your password that isn’t allowed.
      2. We have the right to look into any actions by a you that might be breaking the rules of our Acceptable Use Policy, which can include checking the data that you have provided. Where, in our absolute discretion, we determine it is necessary, we can terminate your access to the Training Package as a result of any investigation into such actions.
   4. Restrictions. You cannot do the following with our Training Programs:
      
      1. copy, change, reproduce, take screenshots of, photograph, film, record, store, modify, translate into any language, disassemble, reverse engineer, reverse assemble or otherwise create derivative works of any Training Material or the Training Packages themselves or their contents, or use the Training Packages or Training Material for any purpose, unless such actions are expressly permitted by this Agreement;
      2. use the Training Packages in any manner that interferes with, disrupts, degrades, or threatens to interfere with, disrupt, or degrade the performance, functionality, security, or integrity of the Training Packages, or its respective servers and networks,
      3. try to see, translate, take apart, or get the source code of the Training Packages, unless the law says you can;
      4. sell, rent out, give a sublicense for, hand over, or spread any part of the Training Packages; or
      5. use the Training Package(s):
         
         • for any purpose beyond those described in this Agreement,
         • for activities with a high risk of causing damage,
         • against our Acceptable Use Policy,
         • to avoid paying fees (like making multiple accounts to act as one or to get around usage limits),
         • for mining for cryptocurrency,
         • dealing with materials or activities that the U.S. government controls under the International Traffic in Arms Regulations,
         • in a way that breaks, or causes someone else to break, laws about exporting goods, or
         • use the Training Package in any manner that infringes, violates, or misappropriates the rights, including Intellectual Property Rights, of us or any third party.
   5. Prohibition of Harmful Code. You can't use or share any dangerous software or code like viruses or malware in the Training Materials, or any third-party systems we use. If you do, it's a big no-no, it will be considered a material breach, and breaks our Agreement. This could lead to us ending the Agreement right away and might lead to other legal actions. If harmful software does get through because of you , you will be expected to take the necessary remediations at your own expense to fix the situation. This will still be required even after our Agreement has ended.
   6. Third-Party Products. The Training Program may require you to use products or services from other companies (Third-Party Products), and where that happens, the rules of those other companies apply to their use. We don’t have control over these products, can't guarantee they’ll always work with our Training Package, or be available, and we're not responsible for them. If these products change or update, it might affect how they work with our Training Packages, but that's out of our hands. By using these Third-Party Products, you agree not to hold us responsible for any issues that arise with them. Also, remember that using these products means you’re also agreeing to their privacy and security policies. You might have to sign up or log in on their websites, and where necessary, and we tell you in advance, you’re okay with letting us use your login info to make these connections work.
   7. Feedback.
      
      1. You might give, or we might ask for, ideas, comments, or other types of feedback about the Training Package. When feedback is given by you, you are letting us use the feedback however we see fit, like making our training better. Once you have given feedback, that feedback will be owned by us and you won't have any rights to it anymore.
      2. We acknowledge that feedback is just given as it is, without any guarantees from you about its quality or usefulness, and you make no warranties whatsoever about any feedback.
      3. You're also guaranteeing to us that you’ve also checked with anyone else needed to make sure it's okay for us to use the feedback like this. If we ask, you'll show us the permission you got.

8. Representation and Warranty Regarding Personal Information
   
   1. You confirm that you give all required consents, authorisations and permissions to share your Personal Information with us for the reasons outlined in this Agreement.
   2. You will indemnify us and our staff, directors, agents, and affiliates against any legal actions, damages, losses, costs, or expenses, including lawyer's fees, arising out of or related to our use of your Personal Information based on the permission you gave us. This protection includes any issues arising from you not properly getting the needed required consents, authorisations and permissions, which might lead to claims of misusing Personal Information or breaking privacy laws.
9. Representation and Warranty Regarding Unauthorised Use
   
   1. You warrant to us that you will not use the Training Package in a way that contravenes the restrictions in this Agreement, including at clause 5.4.
   2. You acknowledge and agree that any breach of this warranty constitutes a material breach of this Agreement, entitling us to pursue all available legal remedies, including but not limited to seeking injunctive relief, damages, and termination of this Agreement.
10. Survival. The warranties and indemnities described in this clause 5 will survive the termination or expiry of this Agreement.

6. XINTRA’s Representations and Warranties
   
   1. No Warranty. We make no promises or guarantees about the Training Packages, or the materials we provide, except where the law says we can't exclude those guarantees. Essentially, we're saying that the Training Packages and everything available on our website comes as it is \- there might be issues with availability, quality, or how current the information is, and it might not perfectly meet your needs or expectations. We also can't promise that everything will work without interruptions or errors. It's up to you to decide if the Training Packages work for you, knowing that we're not responsible for any shortcomings. This part of the Agreement is really important and stays in effect even if other parts change.
   2. No Guarantee of Outcomes. We make no promises that the Training Packages will guarantee specific results, skills, or certifications for you. Success depends on your effort, prior knowledge, and ability to use what you learn. We won't be responsible for any lack of progress or outcomes. You understand that you’re taking on the risk of your participation and any results they achieve.
   3. Not Professional Advice. The Training Packages we provide are for learning and information only, and it's not meant to replace professional advice from a security expert, a lawyer, business consultant, IT expert, or any other professional. We can't promise that the Training Packages will be perfect for your exact needs. If you need specialised advice, it's up to you to find and talk to an expert. Joining or using our Training Packages doesn't mean you have a professional relationship with us or our staff. You're taking part knowing this, and if you act on anything we teach, that's your decision.

7. Intellectual Property Rights
   
   1. Ownership. You understand that you do not own any part of the Training Packages or any Training Materials including any Intellectual Property Rights connected to them. These remain solely our property. You also agree not to claim any ownership or rights over the Training Material or to challenge our ownership in any way.
   2. User License. We grant you a limited, non-exclusive, non-transferable license to use the Training Material solely for the purpose of receiving and participating in the Training Package. This license does not include the right to sublicense.
   3. Indemnity. You shall indemnify us, our affiliates, directors, officers, and employees from and against any and all claims, damages, liabilities, costs, and expenses (including reasonable legal fees) arising out of or related to any misuse of our intellectual property by you.
   4. Survival. This Intellectual Property Rights clause, including the indemnity, shall survive the termination or expiry of this Agreement.

8. Confidentiality
   
   1. Non disclosure. You agree to keep our Confidential Information secret. Don't share the Training Material with anyone else unless you have clear permission from us in writing. This includes sharing your screen or projecting your screen so that others can see. Also, you can't use this Confidential Information for anything not covered by this Agreement, especially if it's to create, make, or sell products or services that compete with what we do. Only you should have access to our Confidential Information. You're not allowed to give the Training Materials to anyone else. If you do, it's a big no-no, it will be considered a material breach, and breaks our Agreement. This could lead to us ending the Agreement right away and might lead to other legal actions.
   2. Return. When this Agreement ends or if we ask you in writing, you need to give back or destroy of any Confidential Information from us that you have. This includes any notes, data, sketches, drawings, and records related to the Confidential Information. If we ask for it, you must also give us a written promise that you've returned or destroyed all the Confidential Information.
   3. Restrictions. You agree to not do any of the following without our written permission:
      
      1. make the Training Program, Training Materials or any part of it public, share, distribute, sell, rent, give away, or in any way expose it to anyone. This includes any method of sharing, whether it's online, live, recorded, revamped, in print, or through any other means, and
      2. use the Training Programs, Training Materials or any part of it in any way that could put us at risk of legal trouble, claims, or liability. This includes using it in a way that might infringe on someone else's intellectual property rights or break any laws or regulations.
   4. Remedies.
      
      1. If you don’t follow the rules about keeping things confidential or using the Training Packages and Training Material properly, it could really harm us or third parties. In that case, we have the right to ask a court to make you stop immediately using injunctive relief, in addition to any other legal actions we might take.
      2. Even if our Agreement ends, you still have to stick to the rules about confidentiality and how the Training Packages are used.
   5. Survival. This Confidentiality clause shall survive the termination or expiry of this Agreement.

9. Privacy
   
   1. Our Access. We understand that during your purchasing and use of our Training Packages, we might need to use some Personal Information about you. We may also use the Personal Information to contact you about new Training Packages and other products we may offer. We promise to only use this information to meet our responsibilities as outlined in this Agreement and for nothing else.
   2. Disclosure. We'll treat any Personal Information we get through this Agreement as confidential. We won't share, move, or let anyone else see this information unless you say it's okay in writing, the law makes us do it, or we need to for our work under this Agreement.
   3. Data Breach. If there's a security issue that results in the accidental or illegal destruction, loss, change, unauthorised sharing, or access to Personal Information, we'll quickly let you know about the incident. We'll also fully support and assist you in looking into, lessening the impact of, and fixing the breach.
   4. Return. If this Agreement ends or at any point you ask us to, we can (at our choice) either give back all the Personal Information we have, or make sure it's completely and securely destroyed, depending on what we choose.
   5. Survival. This Privacy clause shall survive the termination or expiry of this Agreement.

10. Liability and Indemnity
    
    1. Limitation of Liability.
       
       1. Notwithstanding anything to the contrary in this Agreement or any other agreement between the parties, our total liability to you for all claims arising out of or relating to this Agreement, regardless of the form of action, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, shall not exceed the total fees paid by you to us under this Agreement during the twelve (12) months immediately preceding the date on which the claim arose.
       2. Neither party shall be liable for any indirect, special, incidental, consequential, or punitive damages, including but not limited to loss of profits, business interruption, loss of business opportunity, or loss of goodwill, even if advised of the possibility of such damages.
    2. Survival. This Liability and Indemnity clause shall survive the termination or expiry of this Agreement.

11. Dispute Resolution
    
    1. Dispute. In the event of any dispute, controversy, or claim arising out of or relating to this Agreement, or the breach, termination, or invalidity thereof (Dispute), the parties shall first seek to resolve the Dispute through amicable negotiations between themselves within thirty (30) days from the date of notification of the Dispute by one party to the other.
    2. Mediation. If the parties are unable to resolve the Dispute within thirty (30) days of written notification of the Dispute by one party to the other, either party may initiate mediation. The mediation shall be conducted in accordance with the mediation rules of the Australian Disputes Centre, and the place of mediation shall be Sydney, New South Wales, Australia. The language of the mediation shall be English.
    3. Referral. Should the mediation fail to result in a resolution of the Dispute within sixty (60) days from the date of initiation of the mediation, or such longer period as the parties may agree in writing, either party may then refer the Dispute to the courts of New South Wales, Australia, for resolution.
    4. Survival. This Dispute Resolution clause shall survive the termination or expiry of this Agreement.

5. **Enurement.**  This Agreement shall enure to the benefit of and be binding upon the parties hereto and their respective successors and permitted assigns. Nothing in this Agreement, express or implied, is intended to confer upon any other person any rights, remedies, obligations, or liabilities under or by reason of this Agreement.  
6. **Waiver.**   No waiver of any of the provisions of this Agreement shall be deemed or shall constitute a waiver of any other provisions hereof (whether or not similar), nor shall such waiver constitute a continuing waiver unless otherwise expressly provided.  
7. **Severability.**  If any provision of this Agreement is determined to be invalid, illegal, or unenforceable in any respect under any applicable law, then such provision will be severed and the remainder of the Agreement shall continue in full force and effect as if such invalid, illegal, or unenforceable provision had never been included herein.  
8. **Governing Law and Jurisdiction.**  This Agreement and any disputes or claims arising out of or in connection with its subject matter or formation (including non-contractual disputes or claims) are to be governed by and construed in accordance with the laws of New South Wales, Australia. The parties irrevocably agree that the courts of New South Wales shall have exclusive jurisdiction to settle any dispute or claim that arises out of or in connection with this Agreement or its subject matter or formation (including non-contractual disputes or claims).

15. Definitions and Interpretation
    
    1. In these terms and conditions, unless the context otherwise requires:
       
       1. words importing the singular include the plural and vice versa;
       2. words importing gender include all genders and the use of any gender shall be applicable to all genders as the context may require;
       3. references to persons include individuals, corporations, partnerships, joint ventures, trusts, unincorporated organisations, and any other legal entities;
       4. "including" means including without limitation, and "includes" means includes without limitation;
       5. references to "days" mean calendar days unless otherwise specified;
       6. references to any legislation or legislative provision include any statutory modification, amendment, re-enactment thereof, and any subordinate legislation issued under such legislation or legislative provision;
       7. references to any agreement or document include that agreement or document as amended, novated, supplemented, or replaced from time to time;
       8. headings and titles are included for convenience only and do not affect the interpretation of this Agreement;
       9. where any word or phrase is given a defined meaning, any other part of speech or other grammatical form in respect of such word or phrase has a corresponding meaning;
       10. any reference to "writing" or cognate expressions includes transmissions by facsimile, email or other forms of electronic communication, but excluding text messages, recognised as having legal effect;
       11. a reference to a clause, paragraph, schedule, exhibit, attachment, or annex is a reference to a clause, paragraph, schedule, exhibit, attachment, or annex of or to this Agreement; and
       12. any reference to time is to local time in the place where the duties under this Agreement are to be performed.

2. In the event of any inconsistency or conflict between the documents forming this Agreement, the order of precedence shall be as follows:  
   1. these Terms and Conditions;  
   2. the Acceptable Use Policy;  
   3. any other documents or attachments specifically referenced and incorporated into this Agreement.


The document listed first shall have the highest priority, and to the extent of any inconsistency or conflict with documents of a lower priority, the provisions of the higher priority document shall prevail. Notwithstanding the foregoing, specific terms in later documents shall not be deemed to be overridden or replaced by general terms in earlier documents unless such intention is expressly stated.

3. In these terms and conditions, unless the context otherwise requires, the following definitions have the following meanings:
   
   1. Account means the unique set of account credentials assigned to you, which facilitates access to the Training Package(s) in accordance with this Agreement.
   2. Confidential Information shall include all data, materials, products, technology, computer programs, specifications, manuals, software, financial information, and other information disclosed or submitted, orally, in writing, or by any other media, to you by us. Confidential Information does not include information that: (i) is known to you at the time of disclosure as evidenced by written records of you; (ii) has become publicly known through no wrongful act of you; (iii) has been rightfully received from a third party authorised to make such a disclosure without breach of this Agreement; or (iv) has been independently developed by you without use of or reference to our Confidential Information, as evidenced by written records.
   3. Effective Date means the earliest of: (a) the date on which you click an "I Agree" button indicating your acceptance of these terms; or (b) the date on which you begin using any of the Training Package, thereby indicating your agreement to abide by these terms. This date signifies the commencement of your legal obligations under this Agreement.
   4. Fees means the payment amount owed by you to us to access your chosen Training Package option(s) for the Term.
   5. Intellectual Property Rights means all forms of intellectual property, including but not limited to copyrights, trademarks, service marks, trade secrets, patents, patent applications, trade dress, rights of publicity, rights of privacy, moral rights, and all other forms of protection of proprietary or creative works, inventions, discoveries, ideas, software, databases, innovations, and improvements, whether registered or unregistered, and including all renewals, extensions, restorations, and reversions thereof, and all applications for any of the foregoing, anywhere in the world.
   6. Personal Information has the meaning set out in the Privacy Act (Cth)1988.
   7. Term means the period during which this Agreement is in effect, starting from the Effective Date and continuing for 365 days.
   8. Third-Party Products is defined in Clause 6.6.
   9. Training Material means all content, data, information, software, tools, features, functionalities, and resources provided, made available, or otherwise accessible to you through the Training Package, including but not limited to modules, exercises, simulations, software code, programming environments, documentation, articles, multimedia (including video, audio, and images), user interfaces, graphics, design, compilations, instructional material, and any other materials or content offered as part of the training experience. It also encompasses any updates, modifications, enhancements, and derivatives of the foregoing, whether provided by us or by any third-party at the direction of or through integration with us. For clarity, Training Material includes any physical or digital materials provided to you for use in connection with the training, whether downloaded, streamed, accessed online, or otherwise obtained through the Training Package. Training Material does not include content, data, or materials that you submit, post, transmit, or otherwise make available through the training.
   10. Training Package means the Training Package (or Packages) described at https://training.xintra.org/ that you have elected to purchase, and you have paid the Fees to access, at https://training.xintra.org/login.

XINTRA PTY LTD - Acceptable Use Policy

This Acceptable Use Policy outlines the guidelines for using the Training Packages provided by us. By accessing the Training Packages and Training Material, you agree to use them responsibly and in compliance with this policy to ensure a secure and productive environment for everyone.

Account Responsibility: you are responsible for all activities that occur under your Account. Ensure your account credentials are kept secure. Sharing of Account credentials is strictly prohibited.

Prohibited Activities: the Training Packages and Training Material may not be used for any unlawful activities, including but not limited to:

• illegal or fraudulent activity;
• violating the rights of others;
• threaten, incite, promote, or actively encourage violence, terrorism, or other serious harm;
• any content or activity that promotes child sexual exploitation or abuse;
• violate the security, integrity, or availability of the Training Packages, any other person, third party, network, computer or communications system, software application, or network or computing device. This includes hacking and distributing malware;
• distribute, publish, send, or facilitate the sending of unsolicited mass email or other messages, promotions, advertising, or solicitations (or “spam”); and
• activities that could damage, disable, or overburden our website or where we host our website and/or Training Packages.

Data Integrity: do not upload, store, or share content that is illegal, offensive, or infringes on the intellectual property rights of others. You are responsible for ensuring the data you handle complies with all applicable laws and regulations.

Fair Use: the Training Packages are designed to foster innovation and learning. Ensure your usage does not unfairly inhibit the access or performance of others.

Compliance with Laws: you must comply with all local, state, national, and international laws and regulations applicable to your use of the Training Packages.

Monitoring and Enforcement: we want to make sure everyone uses the Training Packages and our website the right way, so we keep an eye on how they're used. If we find that you aren’t following the rules, we might have to stop or completely end your access, and our Agreement with you enables us to do this. This is to make sure everyone can enjoy a safe and productive environment.

By using the Training Package(s), you commit to upholding these principles to maintain a secure and effective environment for everyone.