DEFINITION DIVERSE PTY LIMITED
TERMS AND CONDITIONS

1 Agreement
1.1 These terms and conditions (Terms) set out the terms by which you may access and use the
website located at www.definitiondiverse.com. In these Terms, the words “ Definition Diverse“
we”, “our” or “us” refers to Definition Diverse (ACN 648176943) and includes its directors,
officers, employees, agents, contractors and volunteers and the words “User”, “you” and “your”
means you personally and on behalf of each organisation or entity for which you act as a
director, officer, employee, agent, contractor or volunteer, and includes any user of the Website
and/or the Account.
1.2 By accessing, browsing or using the Website, you agree to these Terms and you acknowledge
that you have read and understood these Terms. These Terms (as amended from time to time)
constitutes a legally binding agreement between you and Definition Diverse (Agreement).
1.3 Definition Diverse may at any time and without prior notice amend these Terms and such
amendments will be effective immediately upon publication on the Website. By subsequently
accessing, browsing or using the Website, you are agreeing to abide and be bound by the
Terms, as amended.

2 Interpretation
2.1 In these Terms:
(a) “Account” has the meaning given to that term in clause 3.1.
(b) “Approved Purposes” means for the purpose of providing services to clients (as
notified to (from time to time) and such other purposes as may be approved in writing
by Definition Diverse in its sole and absolute discretion from time to time.
(c) “Certified Providers” means an organisation which (or an individual or employee of
any organisation whom) has successfully completed the PEERS® certified training (or
such other course or training as specified by Definition Diverse from time to time) and
is accredited as a PEERS® Certified Provider by the University of California Los
Angeles.
(d) “Claim” means any claim, notice, demand, action, proceeding, litigation, investigation
or judgment, however it arises and whether it is present or future, fixed or
unascertained, actual or contingent.
(e) “Confidential Information” means all information, regardless of its form, relating to a
party or its businesses or affairs which is proprietary or confidential in nature or which
is treated by that party as confidential and is not lawfully in the public domain.
(f) “Content” means all content, documents, information and materials, including without
limitation, research, data files, written text, reports, charts, drawings, calculations,
formulas, findings, results, outcomes and data, tables, compilations, computer software
and applications, music, audio files, photographs, movies, videos, images, networks,
processes, online portals and learning management systems.
(g) “Intellectual Property” means all intellectual and industrial property rights of whatever
nature (whether or not registered or registrable) including, but not limited to:
(i) all technical information, know-how, trade and service marks, business names,
domain names, copyright, designs, patents, logos, drawings, inventions,
discoveries, research developments, trade secrets, rights in circuit layouts,
rights in data bases and plant breeders rights;
(ii) any application or right to apply for registration of any of the rights in subclause
(i) and all renewals and extensions of those rights; and
(iii) the right to have Confidential Information kept confidential.
(h) “Personal Information” means information or an opinion (including information or an
opinion forming part of a database), whether true or not, and whether recorded in a
material form or not, about an individual whose identity is apparent, or can reasonably
be ascertained, from the information or opinion.
(i) “Liability” means any debt or other monetary liability or penalty, fine or payment or any
damages, losses, costs, charges, outgoings or expenses of whatever description.
(j) “Loss” means any debt or other monetary liability (including for tax) or penalty, fine or
payment or any damages, losses, costs (including legal costs on a solicitor and client
basis), charges, outgoings or expenses of whatever description (including interest)
however arising and whether present, unascertained, immediate, future or contingent
and includes any decrease in the value of the assets or goodwill of Definition Diverse,
whether or not realised.
(k) “Moral rights” has the meaning given to it in the Copyright Act 1968 (Cth) and includes
a right of attribution of authorship, a right not to have authorship falsely attributed and
a right of integrity of authorship.
(l) “Provider Materials” means all Content created, produced or licenced by. or on behalf
of Definition Diverse and provided to or made available to Certified Providers for use
from time to time, including without limitation, the PEERS® role-play videos.
(m) “Website” means the internet site located at URL owned and operated by Definition
Diverse (ACN 648176943) and its Content and a reference to the “Website”
www.definitiondiverse.com. in these Terms also includes a reference to any part
thereof.
(n) “Your Information’ has the meaning given to that term in clause 3.3(a)(iii).

3 Access and Use of Website and Account
3.1 You may be required to create, register and maintain an account with Definition Diverse on the
Website to access Content, including without limitation, the Provider Materials (if applicable)
(Account).
3.2 Your access to and use of the Website and your Account is subject to these Terms and to any
notices, disclaimers or other terms and conditions or statements contained on the Website from
time to time.
3.3 You:
(a) agree and acknowledge that you are solely responsible for:
(i) maintaining the confidentiality of the username and password associated with
your Account;
(ii) all activities on your Account;
(iii) all Content published, uploaded, provided or submitted on the Account (other
than Content by Definition Diverse (Your Information);
(b) must not permit or allow any person other those approved by Definition Diverse to
access and use your Account;
(c) must not use a false or misleading name or give false or misleading Content;
(d) must provide your updated details to Definition Diverse if and when such details
change;
(e) authorise Definition Diverse to assume that anyone using your Account is you and you
alone, unless other users are expressly permitted by Definition Diverse from time to
time;
(f) must notify us immediately if you become aware of any unauthorised use of your
Account, username or password or of any other security breach and immediately
change the password associated with your Account; and
(g) must ensure any Content provided by you is true, accurate and complete not otherwise
fraudulent, misleading or deceptive from omission of information or otherwise.
3.4 All Content on the Website and your Account is subject to change and may be removed or
unavailable at any time and from time to time without prior notice.
3.5 You must take your own precautions to ensure that your access to and use of the Website and
your Account does not expose you to risk of viruses, malware, trojan horses or other hostile
computer program or codes or other forms of interference which may damage or interfere with
your computer system or cause you Loss. Definition Diverse takes no responsibility for any
such damage, interference or Loss which may arise in connection with your access to or use
of the Website or your Account.

4 General Advice Warning
All Content contained on the Website, the Provider Materials or your Account is general in
nature and to be used strictly at your own risk. It is provided ‘as is’ and strictly for educational
purposes. The Content is not intended to be in substitution for obtaining medical or other
professional advice. The Content does not consider your personal or individual needs,
circumstances or objectives and does not purport to give any opinion or recommendation on its
suitability, usefulness, completeness, timeliness or appropriateness for your specific
circumstances or intended uses.

5 Provider Materials
5.1 If you are a Certified Provider, Definition Diverse grants you a non-exclusive, revocable and
royalty-free right to use the Provider Materials solely and strictly for the Approved Purposes in
accordance with this clause 5 and clause 6.
5.2 The right granted under clause 5.1:
(a) is subject and conditional upon you being and continuing to be a Certified Provider;
and
(b) may be revoked by Definition Diverse at any time and from time to time in its sole and
absolute discretion without prior notice.
5.3 You must:
(a) immediately notify Definition Diverse if you cease either temporarily or permanently to
be a Certified Provider; and
(b) comply with all lawful directions and instructions from Definition Diverse in respect to
the use, handling and storage of the Provider Materials from time to time.
5.4 Without limiting the generality of clause 6, you must not reproduce, modify, adapt, copy,
replicate, purport to sell or licence, distribute, disseminate or commercially exploit the Provider
Materials (or any part thereof) or otherwise use the Provider Materials (or part thereof) in any
manner to train or upskill any other service provider, without the prior written consent of
Definition Diverse.
5.5 You must not remove, obscure, alter, modify or interfere with any watermark, trade mark,
proprietary mark or other identifier on any Provider Materials (or any part thereof), without the
prior written consent of Definition Diverse.
5.6 You must immediately notify Definition Diverse upon becoming aware of any unauthorised use,
modification, interference, adaptation, copy, replication, distribution, dissemination or
commercial exploitation of the Provider Materials (or any part thereof).
5.7 All Provider Material (and any part thereof) is subject to change and may be removed at any
time without notice.
5.8 At Definition Diverses’ request, you must immediately cease to access or use the Provider
Materials and any other property or Confidential Information of Definition Diverse (including for
the Approved Purposes) and you must, at Definition Diverse discretion and direction,
immediately:
(a) return to Definition Diverse all records and materials, regardless of form, in its
possession or control which contain or embody the Provider Materials or any other
property or Confidential Information of Definition Diverse and/or
(b) delete any electronic copies of the Provider Materials or any other property or
Confidential Information of Definition Diverse.

6 Prohibitions
Except and only to the extent expressly permitted by the Terms or by any applicable law that
cannot be excluded by law, you must not, without the prior written consent of Definition Diverse:
(a) copy, download, modify, adapt, alter, print, translate, reverse engineer, outsource,
reproduce, publish, decompile, disassemble, distribute, disseminate or commercially
exploit the Website, the Provider Materials, your Account and/or any part thereof;
(b) impair, disrupt or interfere with (or attempt to impair, disrupt or interfere with) the
Website, the Provider Materials or your Account (or any part thereof);
(c) alter, damage, destroy, erase, disrupt, impair, interfere with or attempt to interfere with,
or infect our files, data and other computer systems and network resources or the
electronic communications to or from our computer systems or those of other users or
any other person, or access, copy, modify, disrupt, interfere with, remove or impair the
reliability, security or operation of, any data or files or other information stored in these
systems or network resources;
(d) create derivative works of, or based on, the Website, the Provider Materials or any part
thereof;
(e) commercialise, rent, lease, sell, on-sell, licence, sub-license, transfer, loan or assign
the rights granted to you in relation to the Website, the Provider Materials and/or your
Account (or any part thereof) under these Terms to any third party, including affiliates,
or otherwise grant any right in, or make available, allow or permit any third party, to
copy, replicate, use or have access to the Website, the Provider Materials and/or your
Account (or any part thereof);
(f) unbundle or repackage the Provider Materials or any part thereof for distribution,
transfer, sale, lease, licence or resale;
(g) use any automated process of any sort to query, access, retrieve, scrape, data-mine
or copy the Website, the Provider Materials, your Account and/or any part thereof or
generate or compile any document, index or database based on the Website, the
Providers Materials, your Account or any part thereof);
(h) circumvent user authentication or security or password protection of the Website, the
Provider Materials and/or your Account, or any host, network, or account related
thereto;
(i) knowingly or recklessly post, link to, install or transmit any Content that is abusive,
threatening, harmful, malicious, defamatory, obscene, pornographic, profane or
otherwise unlawful or any material containing a virus, malware, trojan horse or other
hostile computer program or code on the Website or your Account;
(j) install or attempt to install any unauthorised application, program or code on your
Account;
(k) circumvent, disable or otherwise interfere (or attempt to do such things) with securityrelated
features or features that prevent or restrict use, printing, copying or reproducing
any Content or enforce limitations on the use of the Website, the Provider Materials
and/or your Account; and/or
(l) use the Website, the Provider Materials, your Account or any part thereof in any
manner or for any purpose other than as express permitted by these Terms or that
violates any law or regulation within Australia.

7 Definition Diverse Intellectual Property
You acknowledge and agree that all Intellectual Property in the Website and the Provider
Materials is owned or licenced by Definition Diverse, and you will not assert any proprietary
rights or other rights in relation to the Website or the Provider Materials, except as expressly
granted to you under these Terms.

8 Your Intellectual Property
8.1 You grant Definition Diverse a non-exclusive, irrevocable, worldwide, perpetual, royalty-free
licence to access and use Your Information.
8.2 You consent for the benefit of Definition Diverse to all or any acts or omissions that would
ordinarily constitute an infringement of your Moral Rights in relation to Your Information.
8.3 You warrant that the use of Definition Diverse of Your Information will not infringe the Intellectual
Property or other rights of any third party.

9 Suspension, Restriction or Disruption Access
9.1 You acknowledge and agree that:
(a) Definition Diverse may suspend or restrict your access to and use of the Website,
the Provider Materials and/or your Account (or any parts thereof) at any time and
from time to time in its sole and absolute discretion without prior notice to you; and
(b) the Website, the Provider Materials and/or your Account (or any parts thereof) may be
unavailable from time to time at any time and there may be disruptions or interruptions
to their access and use (including by reason of any downtime, whether scheduled or
not)
9.2 To the maximum extent permitted by law, Definition Diverse is not responsible for any Claim,
Loss or Liability arising from any suspension, restriction or unavailability of, or disruptions or
interruptions to, the access and/or use of the Website, the Provider Materials and/or your
Account (or any parts thereof).

10 Other websites
Any link to other websites or references to third party materials contained on the Website and
your Account are provided for your convenience only and may not remain current or be
maintained. Definition Diverse makes no representations or warranties about such links or
material and does not endorse, nor does it accept any responsibility for, the content or use of
any linked website or materials.

11 No relationship
These Terms does not create a relationship of employment, agency or partnership between
you and Definition Diverse You may act or hold yourself out as having the authority to act as
the agent of Definition Diverse or any way bind or commit Definition Diverse to any obligation.

12 Privacy
12.1 You acknowledge and agree that:
(a) our policy on the collection, use, storage and disclosure of your Personal Information
is set out in our Privacy Policy (as amended from time to time), which is available on
the Website and forms part of these Terms; and
(b) we may collect, store, use, disclose, protect and otherwise handle your Personal
Information (and the Personal Information of others) in accordance with our Privacy
Policy and for any lawful purpose, including without limitation, for the purpose of
registering your Account, statistical analysis, planning, developing and improving any
Provider Materials and giving feedback to third party providers.
12.2 Definition Diverse does not warrant and cannot guarantee the security of any information which
you transmit or provide to us through the Website, your Account, by email or any other medium,
and any information which you transmit is solely at your own risk.

13 Disclaimer
To the maximum extent permitted by law, Definition Diverse disclaims and excludes all
representations, guarantees, warranties, conditions and/or terms, other than those expressly
set out in these Terms, whether express or implied in fact or by law, in relation to the Website,
your Account and the Provider Materials (and any part thereof), including without limitation, as
to:
(a) their completeness, reliability, usefulness, currency, timeliness, accuracy,
performance, quality or fitness for any particular purpose, specific circumstance or
individual;
(b) their satisfaction of the requirements of you or any professional body;
(c) the reasonableness of any assumptions contained therein; and
(d) the results, outcomes or consequences, whether direct or indirect, arising from their
use.

14 Release
To the maximum extent permitted by law, Definition Diverse does not assume or accept any
responsibility or Liability for, and you forever release Definition Diverse from, all Liability for any
Claim or Loss you or any party may suffer or incur arising from or in connection with the
Website, the Account, the Provider Materials (or any part thereof) and/or the Agreement.

15 Indemnity
You are liable for and agree to indemnify and hold harmless Definition Diverse from and against
any Claim, Liability or Loss arising out of or in connection with your access to and use of the
Website, the Account, the Provider Materials (or any part thereof) and/or the Agreement.

16 General
16.1 If part or all of any provision of these Terms is illegal, invalid, void or unenforceable in any
jurisdiction, it is to be treated as severed from these Terms in that jurisdiction and will not affect
the continued operation of that provision or that part of the provision in another jurisdiction or
of the remaining provisions of these Terms in any jurisdiction.
16.2 These Terms are governed by and construed in accordance with the laws in force in the State
of Victoria. Each party:
(a) submits to the exclusive jurisdiction of the courts of Victoria and any courts that may
hear appeals from those courts; and
(b) waives any right it might have to object to an action being brought in those courts
including on the basis that those courts are an inconvenient forum.
16.3 You acknowledge and agree that, to the full extent permitted by law, you have not relied on any
statement, representation, assurance or warranty that is not expressly set out in these Terms
in entering into the Agreement.
16.4 Each indemnity in these Terms is a continuing obligation and:
(a) constitutes a separate and independent obligation of the party giving the indemnity
from its other obligations under these Terms; and
(b) survives the expiry or termination of these Terms.
Definition Diverse is not required to incur any expense or make any payment before enforcing
a right of indemnity under this these Terms.
16.5 You may not assign, transfer or otherwise deal with the Agreement or any right or obligation
under the Agreement without the prior written consent of Definition Diverse.
16.6 You acknowledge that monetary damages may not be a sufficient remedy for a breach of these
Terms and that Definition Diverse may seek and is entitled to remedies such as injunctive relief
to prevent the breach and orders of specific performance to compel compliance.
16.7 A failure or delay by Definition Diverse to exercise a power or right under the Agreement does
not operate as a waiver of that power or right, and the exercise of a power or right by Definition
Diverse does not preclude its future ability to exercise that or any other power or right.