Terms and conditions for Queensland State schools participating in esmart Participation in esmart Schools participating in The Alannah and Madeline Foundation s esmart initiative, and using the esmart Schools Framework (as each is defined in clause 1 below) must agree to the following terms and conditions. This Agreement is entered into between the School (referred to below) and The Alannah and Madeline Foundation ( Foundation ). Details of school: Name of school ( School ) Campus (if relevant) School address School telephone Principal s name Principal s email Principal s telephone This Agreement must be signed by the School Principal and the School Parent Association/Board President. The School and the Foundation agree to perform their respective obligations under this Agreement for the Term of the Agreement. 1. Definitions The following definitions apply to defined terms used in this Agreement that are not defined elsewhere in this Agreement: Agreement means these terms and conditions for schools participating in esmart; esmart means the Foundation s cybersafety and wellbeing initiative, the subject of this Agreement; esmart Schools Framework means the esmart Schools Framework (as amended by the Foundation from time to time) that is accessible via the Website using the esmart System Tool, and which sets out the framework that schools must follow in order to participate in esmart and progress towards achieving and maintaining esmart Status; Page 1 of 6
esmart Status means the School s achievement of esmart Status as confirmed by the Foundation to the School in writing after the School s completion and recording of required actions; esmart System Tool means the online tool accessible to logged-in users via the School s login to the Website, by which schools track their progression through the esmart Schools Framework towards achieving and maintaining esmart Status; Materials means links to resources, tools, practice advice tip sheets, case studies and other information provided through the Website, newsletters, in training handouts or other formats to help the school progress through the esmart Schools Framework; External Materials means websites and resources that are not under the Foundation s control or maintained by the Foundation, but which the esmart system tool links to as worthwhile resources the School may access to support their efforts in progressing through the esmart Schools Framework; Participant means the School is confirmed as participating in esmart and is working towards (but has not yet achieved) esmart Status; Term of Agreement means the duration of the School s status as a Participant and (if applicable) of its esmart Status in accordance with this Agreement, which will not exceed the maximum period specified in the esmart Schools Framework and which may be terminated earlier in accordance with this Agreement; Website means the Foundation s esmart website. 2. The School s obligations 2.1 Progress through the esmart Schools Framework The School commits to planning, implementing and sustaining esmart as outlined in the esmart Schools Framework, including deploying the various strategies and actions as detailed under the Framework on the esmart System Tool. This includes following the steps as outlined in the esmart System Tool for each part of the Framework, and confirming completed actions via the esmart System Tool. 2.2 No alteration The School must not alter any of the esmart Collateral (as defined in clause 3(a) below) without the Foundation s prior written consent. 2.3 Announcements and representations (a) During the period in which the School is a Participant, the School may represent or state that the School is taking part in esmart, participating in esmart and/or working towards becoming esmart (or other words to such effect). (b) The School must not represent or state that it has attained esmart Status or that it is an esmart school (or other words to such effect) unless and until the School achieves esmart Status as confirmed to the School in writing by the Foundation. (c) For the avoidance of doubt, a School may only make the representations or statements in (a) or (b) above (as applicable) during the Term of Agreement. Page 2 of 6
3. The Alannah and Madeline Foundation's obligations 3.1 Signed and returned Agreement (a) Upon the Foundation s receipt and acceptance of this Agreement signed for and on behalf of the School, the Foundation will provide the School with written confirmation that the School is a Participant and send with certain materials to assist with the promotion of the School's participation in esmart ( esmart Collateral ). The esmart Collateral will include a starter kit to help the School begin working with the esmart system; notices for inclusion in the School's newsletter(s); and other Collateral as is deemed appropriate. (b) Upon receipt and acceptance of this signed Agreement, the Foundation will also provide the School with information about esmart training sessions (both face-to-face and online) available to the School. 3.2 Acknowledgement of esmart Status Upon the Foundation s receipt and approval of the School's submission for acknowledgment as having achieved esmart Status (in accordance with the esmart Schools Framework), the Foundation will provide further esmart Collateral to assist with the promotion of the School reaching this milestone, including an external sign acknowledging the School s esmart Status. 4. Licence and intellectual property (a) In consideration of the School s compliance with its obligations under this Agreement, the Foundation grants the School a non-exclusive revocable licence during the Term of Agreement to use the esmart Collateral provided to the School (as a Participant or as having achieved esmart Status as applicable) for the sole purposes of promoting the School s participation in esmart and, when achieved, its esmart Status [in accordance with the esmart Schools Framework]. (b) As between the School and the Foundation, all intellectual property rights of any kind relating to esmart (including without limitation intellectual property rights in and to the esmart Schools Framework, esmart System Tool, the esmart Collateral, and the Website) are owned by, or licensed to, the Foundation and are protected by copyright, trade mark and other intellectual property rights and laws. (c) All rights that have not been granted to the School by the Foundation are reserved to the Foundation. 5. Liability and third party materials (a) The School acknowledges that esmart and the esmart Schools Framework provide materials, strategies, actions and links to resources ( Materials ) in respect of cybersafety and wellbeing, positive uses of technology, whole-school change processes and the Foundation s esmart initiative ( esmart ). (b) The aim of the Foundation in offering esmart to schools that register for esmart (in accordance with the Foundation s procedures and processes) is to assist schools to develop a whole-school approach to managing and preventing cyberbullying, bullying and cybersafety, and to promote the positive use of information and communications technology. (c) The Foundation reviews the Materials from time to time in assessing their suitability to a school environment. The Foundation uses all reasonable endeavours to ensure, at the relevant time of the applicable review, that the relevant Materials reflect then-current good practice in respect of cybersafety and wellbeing, technology use for teaching and learning, and change processes in a school environment. Page 3 of 6
(d) The Materials include materials that are not prepared by the Foundation and access to websites and resources that are not under the Foundation s control or maintained by the Foundation ( External Materials ). As such, the Foundation cannot provide any assurances in respect of whether the External Materials are changed, maintained and/or kept up to date, or whether the External Materials do not infringe the intellectual property rights or any other rights of any person. (e) The Foundation uses all reasonable endeavours to ensure that esmart reflects then-current good practice and that its content is of a high quality in and appropriate to a school environment. Notwithstanding the foregoing, to the maximum extent permitted by law, the Foundation, its employees, officers, representatives and directors, accept no responsibility in connection with, and will not be liable for claims made, or damage caused (including without limitation in relation to negligence), in relation to: (i) how any school or any person uses or implements esmart and/or the Materials; and/or (ii) any cybersafety, cyberbullying or bullying incident(s) affecting a student, teacher or other third party. For the avoidance of doubt, esmart is not intended to (and cannot) affect or limit the obligations owed by any school to students and any third parties, or to affect the duty of care owed by any school to students and any third parties. (f) To the maximum extent permitted by law, in no event shall the Foundation, its employees, officers, representatives and directors be liable for any loss of revenue, lost management time, savings, contracts, investment, goodwill, data, or penalties, fines, or for special, indirect or exemplary damages, costs, expenses, or losses (including without limitation for negligence). (g) To the maximum extent permitted by law, if the Foundation, its employees, officers, representatives and directors are found to be liable for any actions, damages, claims, liabilities, costs, expenses, or losses in any way arising out of or relating to this Agreement (whether that liability arises in contract, tort (including negligence) or statute) their maximum aggregate liability shall be limited to the sum of $1000. 6. Use of the School s data (a) The School commits to progressing through the esmart Schools Framework, and acknowledges that in order to do so the School must access information on strategies, resources, case studies and tools through the esmart System Tool on the Website. The esmart System Tool is also designed to track and report on the School s progress through the esmart Schools Framework. (b) The School agrees that the Foundation s esmart staff will access this data for the purposes of assisting the School with help desk support, and for identifying schools that may require additional training or support to progress through the esmart Schools Framework. The Foundation will keep this information stored securely, with access available only to those staff involved in providing support to schools participating in esmart. (c) The School agrees that the Foundation will provide reports to the State Education Department on all participating Schools (who are under their jurisdiction) progression through the esmart Schools Framework. The School may be identified in these reports. (d) The School agrees that the Foundation may use aggregated data of all participating schools progression through the esmart Schools Framework to inform public statements about esmart s effectiveness. No individual schools will be identified in this kind of reporting. Page 4 of 6
7. General, audit and termination (a) The Foundation may change the esmart Schools Framework (including without limitation the esmart Collateral and materials provided and referred to in the esmart Schools Framework) and the content on the Website at any time. (b) The Foundation maintains the right to shut down the Website and esmart, if in its opinion, they no longer achieve the intended objectives, or if funding is no longer available to sustain them. (c) The Foundation or its authorised representative shall have the right at all reasonable times during normal business hours to inspect, on written notice, the School s records, documents and information relating to participation through esmart (including without limitation relating to the creation and implementation of the Policies And Procedures). The purpose of such audit will be to check that the School is complying with its obligations under this Agreement. (d) The Foundation may withdraw the School's right to participate in esmart (and for the avoidance of doubt its status as a Participant or its esmart Status) and may terminate this Agreement immediately in writing, if (i) the School breaches a material term of this Agreement which is not remedied within 30 days of written notice from the Foundation to remedy the breach, or (ii) the School fails to meet any of the criteria as detailed in the esmart System Tool or fails to progress through the esmart Schools Framework in the required timeline as guided by the esmart System Tool. (e) On any withdrawal of the School's right to participate in esmart and/or on termination of this Agreement or expiry of the Term, the School must not use any of the esmart Collateral or state or imply that the School is associated with esmart or the Foundation. 8. The School's warranties The School warrants that the person accepting or signing this Agreement is authorised to do so on behalf of the School and to bind the School. 9. Governing law This Agreement is governed by the laws of Victoria, Australia and the parties submit to the non-exclusive jurisdiction of the courts of that State. Page 5 of 6
10. Signature Please sign below to indicate the School s agreement to the terms and conditions above and return to the esmart help desk via one of the following methods; scan and email to esmart@amf.org.au; fax to 03 9690 5644 or post to Attn: Help desk The Alannah and Madeline Foundation, PO Box 5192, South Melbourne, VIC 3205. Please sign below to indicate the School s agreement to the terms and conditions above. Signed for and on behalf of the School on in the presence of: date Signature of School Principal... Signature of Witness Name of School Principal (print) Witness name and title (print) The parent body supports the schools participation in esmart Signature of School Parent Association/Board President Signature of Witness Name of Association/Board President (print) Witness name and title (print) Page 6 of 6