Conference presenter terms and conditions

 

This is an agreement made between the Association and the Service Provider under which the Association engages the Service Provider to deliver the Deliverable on the following Terms and Conditions.

1. Definitions

In this Agreement:

Additional Insurances means additional insurances other than professional indemnity insurance, public and products liability insurance and workers compensation insurance that the Service Provider deems necessary for the delivery of the Deliverable, including but not limited to, health insurance, travel insurance, and insurance to cover the loss and damage of any personal equipment used in the Presentation.

Agreement means this document, including these terms and conditions, and any schedule or annexure to this document;

Association means Speech Pathology Association of Australia Limited 17 008 393 440 of Level 1, 114 William Street, Melbourne VIC 3000

Business Day means a day that is not a Saturday, Sunday or any other day which is a public holiday or a bank holiday in the place where an act is to be performed or a payment is to be made;

Deliverable Submission Date means the date by which the Service Provider must submit the Deliverable to the Association as agreed between the Service Provider and the Association, the date may be extended by written agreement between the parties;

Copyright Act means Copyright Act 1968 (Cth);

Deliverable means the presentation, recording, content or any other work or material to be delivered by the Service Provider as agreed between the Service Provider and the Association;

GST Act means A New Tax System (Goods and Services Tax) Act 1999 (Cth) and any associated legislation and regulations;

Law includes any requirement of any statute, rule, regulation, proclamation, order in council, ordinance or by‑law whether commonwealth, state, territorial or local;

Materials means handouts and any other materials the Service Provider provides to those attending or participating in the Deliverable;

Personal Information means all information about a person that is ‘personal information’ as defined in the Privacy Act 1988 (Cth), including health information and sensitive information, which is collected, used or disclosed by the Service Provider in connection with this Agreement;

Privacy Laws means the Privacy Act 1988 (Cth) and any other Laws that regulate the collection and use or Personal Information in Australia;

Reproduction Period means the period of 5 years commencing on the date the Deliverable is first delivered;

Services means the services of the Service Provider specified in clause 3.

Service Provider means you, the person providing the services to the Association.

2. Interpretation

1. Reference to:
1. one gender includes the others;
2. the singular includes the plural and the plural includes the singular;
3. person includes a body corporate;
4. Party includes the Party's executors, administrators, successors and permitted assigns;
5. a statute, regulation or provision of a statute or regulation (Statutory Provision) includes:
   1. that Statutory Provision as amended or reenacted from time to time;
   2. a statute, regulation or provision enacted in replacement of that Statutory Provision; and
   3. another regulation or other statutory instrument made or issued under that Statutory Provision;
6. money is to Australian dollars, unless otherwise stated.
   
   
2. "Including" and similar expressions are not words of limitation.
3. Where a word or expression is given a particular meaning, other parts of speech and grammatical forms of that word or expression have a corresponding meaning.
4. Headings and any table of contents or index are for convenience only and do not form part of this Agreement or affect its interpretation.
5. A provision of this Agreement must not be construed to the disadvantage of a Party merely because that Party was responsible for the preparation of this Agreement or the inclusion of the provision in this Agreement.
6. If an act must be done on a specified day which is not a Business Day, it must be done instead on the next Business Day.
7. Words used in this Agreement which have a particular meaning in the GST law (as defined in the GST Act, and also including any applicable legislative determinations and Australian Taxation Office public rulings) have the same meaning.

3. Service provider’s services

1. The Association engages the Service Provider, and the Service Provider agrees to:
   
   1. conduct or create the Deliverable on the topic, time and date agreed between the parties;
   2. submit the Deliverable to the Association by the Deliverable Submission Date,
   subject to the terms and conditions of this Agreement.
2. The Service Provider will in all respects and at all times perform the Services under this Agreement with due care and skill and to the best of his or her ability.
3. The Service Provider agrees to attend any rehearsals, meetings and/or training as deemed necessary by the Association.
4. The Service Provider agrees to provide, when requested by the Association, the following details:
   1. title and brief description of Deliverable;
   2. Deliverable learning objectives;
   3. headshot in jpg or png format; and
   4. a brief Service Provider biography written in third person.
5. The Service Provider must:
   1. provide all Materials to the Association no later than 3 calendar days before the Deliverable is due; and
   2. submit any reasonable requests for equipment, technical and facilities requirements for the Deliverable to the Association no later than 21 calendar days before the Deliverable is due. The Association may, at its absolute discretion agree to or provide such request but is not obliged to do so.
6. The Service Provider must not include in the Materials Personal Information (including for example, information in a film, photograph, video or audio recording which is or contains Personal Information) unless the Service Provider has obtained the express written consent of the individual to whom that information relates:
   1. to the collection of that Personal Information in compliance with the Privacy Laws;
   2. to the use and disclosure of that Personal Information in or in connection with the Deliverable and any associated Materials; and
   3. to the use, disclosure or dissemination of that Personal Information (by any medium and in any edited or altered form) for training and professional development connected with the speech pathology industry.
7. The Service Provider agrees they shall not embellish the Deliverable or any Materials with any commercial or self-promotion other than as reasonably required for the purposes of education on the topic and professional identification.

4. Grant of rights – materials

1. The Service Provider grants to the Association the right to distribute the Materials for purposes in connection with learning and development or as part of the Association's professional education activities.
2. The Service Provider grants to the Association the right to use the Service Provider’s name, headshot and biography, the title and a brief description of the Deliverable, for CPD accreditation and promotional purposes.
3. The Service Provider warrants and represents that:
   1. the Deliverable and the Materials are factually accurate, and do not contain any matter defamatory of any person;
   2. the collection, use and disclosure of any Personal Information in the Deliverable and the Materials complies with the Privacy Laws;
   3. his or her conduct and the use of the Materials in the Deliverable will not be a breach of confidence, misleading or deceptive in breach of the Australian Consumer Law in the Competition and Consumer Act 2010, or unlawful in any other way; and
   4. the Deliverable and the Material, and their conduct are aligned with the Association’s values, Code of Ethics, Standards of Practice and other relevant position statements.
4. The Service Provider further warrants and represents that:
   1. the Deliverable and the Materials are the Service Provider’s own original work in respect of which the Service Provider is the copyright owner; or
   2. if the Service Provider is not the copyright owner or the Presentation includes material that is subject to copyright or other rights (including moral rights) of any third party, including clients or patients who are included, referenced or appear in any text, images, audio, video or other multimedia which forms part of the Content, the Service Provider either:
      1. has all relevant licences, clearances, permissions and releases in writing from the copyright owner to deliver the Deliverable and use the Materials in the manner contemplated by this Agreement so that the Association is free to use, copy, modify, adapt, disseminate, publish and reproduce the Deliverable and/or the Materials as it deems appropriate; or
      2. reasonably believes that the Deliverable and/or Materials do not infringe the rights of the copyright owner because they satisfy the “fair dealing” exceptions in the Copyright Act which include use for the purposes of research or study, criticism or review, parody or satire and reporting news.

5. Grant of rights – reproduction

1. The Service Provider grants the Association a licence to reproduce the film or sound recording of the Deliverable, including images of the Service Provider and the Materials.
2. The Service Provider acknowledges that the Association may use, reproduce, distribute, or lend copies of any recording of the Deliverable and any Materials referred to in clause 1 to individuals who watch or listen to the Deliverable for a limited period of time.
3. The Service Provider acknowledges that the Association may use, reproduce, distribute, sell or lend copies of any recording of the Deliverable and any Material referred to in clause 1 to its members, and others who engage in the Association's professional education activities.

6. Intellectual property rights

1. The Association acknowledges that to the extent that the Service Provider owns any intellectual property rights in the Deliverable and Materials, the Service Provider retains those intellectual property rights.
2. The parties agree that to the extent that any film or sound recording of the Deliverable gives rise to any new intellectual property rights, then those rights, including the copyright in any film or sound recording of the Deliverable, vest in the Association.
3. The Service Provider grants to the Association a non-exclusive, royalty free, non-transferable licence, for the Reproduction Period, to record, reproduce, use, publish, broadcast and distribute the Deliverable and the Materials, in any manner whatsoever including via the internet by stream live, stream on-demand, and offer for download, using any technology or media available now or in the future (including print, online, webinars which enables video interactive broadcasting of CPD presentations, video or audio recordings that can be downloaded from online).
4. The Reproduction Period may be extended by written agreement between the parties, after a review by the parties of the content of the Deliverable and the Materials.
5. The licence in this clause 6 includes a right to sub-license to third parties:
   1. To enable those third parties to deliver hosting or other services to enable the Association to utilise the Deliverable and the Materials; and/or
   2. To permit third parties to us or deliver the Deliverable and the Materials in any manner authorised by the Association.
6. The licence in this clause 6 entitles the Association to utilise the Deliverable and the Materials in all media now known or invented in the future, as the Association, in its sole discretion, will determine.
7. The Service Provider consents to the Association doing any or all acts or omissions which would otherwise, but for this clause, be an infringement of the Service Provider’s moral rights as a performer. This includes for example the Service Provider agreeing to the Association making any edits to the Materials at the Association’s discretion. This consent is given for the benefit of the Association (including its licensees) and for the benefit of future owners of copyright in the recording of the Deliverable and the Materials.
8. Notwithstanding clause 1 and 6.7, the Association will use its reasonable endeavours not to make any material changes to the Materials without the Service Provider’s prior written consent unless reasonably required in accordance with clause 6.7.
9. The Service Provider warrants and represents that the rights and licences granted to the Association under this clause 6 do not infringe the intellectual property rights of any person.

7. Non-exclusivity

1. The Service Provider understands that the permissions granted to the Association under this Agreement do not prohibit the Service Provider from using the Deliverable and the Materials for the Service Provider’s future professional or personal work.

8. Confidentiality

1. The Service Provider acknowledges that information disclosed to it by the Association under this Agreement is proprietary, confidential or a trade secret of the Association.
2. Except as stated in this Agreement, the Service Provider must not and must not permit any of its officers, employees, agents, contractors or related companies to use or to disclose to any person any information disclosed to it by the Association under this Agreement without the prior written consent of the Association.
3. This clause 8 does not apply to any information which:
   1. is generally available to the public (other than as a result of the wrongful disclosure by the Service Provider); or
   2. is required to be disclosed by any law.

9. Indemnity

1. The Service Provider indemnifies the Association, its members, employees, agents and contractors (those indemnified) in respect of any claim or proceeding that is made, threatened or commenced against those indemnified and any liability, loss, cost, damage, or expense (including reasonable legal costs) that those indemnified suffer or incur as a result of a breach of any condition or warranty of this Agreement.
2. To the extent that clause 1 refers to a person not named in this Agreement, the Association holds the benefit of that indemnity on trust for those persons.

10. Termination or cancellation

1. The Association may, at any time by written notice, terminate this Agreement immediately if the Service Provider breaches a warranty listed in clause 3 or other material provision of this Agreement.
2. If the Association postpones the Deliverable and an alternative date is mutually agreed to by the Association and Service Provider, the terms of this Agreement will remain in force. If no agreement regarding an alternative date is achieved, the event will be cancelled. 

11. Insurance

1. The Service Provider must take out and maintain, with reputable insurers, all appropriate types and amounts of insurance in relation to the Deliverable, including:
   1. professional indemnity insurance, being in such amount as is in keeping with industry standards and best practice;
   2. public and products liability insurance policies being in such amount as is in keeping with industry standards and best practice;
   3. workers compensation insurance as required by law; and
   4. any Additional Insurances deemed necessary for the Deliverable.
2. The Service Provider must, if requested to do so by the Association, within 3 Business Days of receiving the request, provide the Association with sufficient evidence that the insurances required under clause 1 have been obtained, are current and comply with clause 11.1.
3. The Service Provider acknowledges that:
   1. the Service Provider is responsible for arranging and determining the suitability of any insurances set out in clause 1 including any Additional Insurances; and
   2. the Association will not reimburse the Service Provider for the costs of any insurance policies purchased or maintained in compliance with clause 1.

12. Nature of relationship

1. It is acknowledged and agreed by the parties that:
   1. the Service Provider is engaged as a volunteer and is not an employee, agent or partner of the Association;
   2. the engagement is for the Deliverable and no continuing obligation exists for the Association to engage the Service Provider in respect of any future events or deliverables; and
   3. the Association’s hosting and marketing of the Deliverable is in no way an endorsement or recommendation of any particular professional service or products offered by the Service Provider. The Service Provider will not otherwise represent that they are affiliated with the Association.

13. Assignment

1. The Association may assign or otherwise deal with this Agreement without the prior written consent of the Service Provider.
2. However, the Service Provider may not assign or otherwise deal with this Agreement without the prior written consent of the Association.

14. Severability

If anything in this Agreement is unenforceable, illegal or void then it is severed and the rest of this Agreement remains in force.

15. Entire understanding

This Agreement is the entire agreement and understanding between the parties on everything connected with the subject matter of this Agreement, and supersedes any prior agreement or understanding on anything connected with that subject matter.

16. Variation

An amendment or variation to this Agreement is not effective unless it is in writing and signed by both parties.

17. Governing law and jurisdiction

1. This Agreement is governed by and must be construed in accordance with the laws in the State of Victoria.
2. The parties submit to the exclusive jurisdiction of the courts of Victoria and of the Commonwealth of Australia in respect of all matters arising out of or relating to this Agreement, its performance or subject matter.

 

Contact us 

For any enquiries or further information regarding the Speech Pathology Australia Conference, please reach out to us at [email protected]. Our dedicated SPA Conference and Events Team will be delighted to assist you.