Updated on 01 July 2020
Edna (“Edna,” “us,” “we,” or “our”) is an Australian-based organisation which complies with all relevant Australian Commonwealth, State and Territory legislation and regulatory requirements relevant to our operations. This is a legal agreement between you (“you,” “your,” or “yours”), and Edna. By applying to become an Instructor with us, you are agreeing that you have read and understood these Terms and you agree to be legally responsible for the Terms set forth.
The Terms contained herewith contain the complete terms and conditions that apply to you when you are approved to become an Instructor to deliver courses on Edna.
These Terms constitutes your legal, valid and binding obligation, enforceable against you in accordance with the Terms set forth. You have read and taken into account the limitation of liability and warranty disclaimer provisions of these Terms prior to accepting these Terms.
Each of us shall be deemed to be independent contractors with respect to the reference of these Terms and nothing contained in these Terms shall be deemed or construed in any manner as creating any partnership, joint venture, employment, agency, fiduciary, or other similar relationship. You will not make any statement, whether on your website or platform, that contradicts or may contradict anything in these Terms.
You may not amend or waive any provision of these Terms unless in writing and agreed to by both parties – us and you. These Terms represent the entire agreement between us and you, and shall supersede all prior agreements and communications between us, oral or written. If any provision of these Terms is held to be invalid or unenforceable, that provision shall be eliminated or limited to the minimum extent necessary such that the intent of both parties is effectuated, and the remainder of these Terms shall have full force and effect.
These Terms are governed by the laws of the State of Victoria, Australia.
We make no express or implied representations or warranties regarding Edna. Any implied warranties of merchantability, fitness for a particular purpose, accuracy, reliability and non-infringement are expressly disclaimed and excluded. We make no representation that the operation of our website will be uninterrupted or error-free, and we will not be liable for the consequences of any interruptions or errors.
You grant us rights to offer, market, and exploit your content. You also grant us the right to sublicense it to students for these purposes directly or through third-parties. This includes the right to add captions or otherwise modify content to ensure accessibility.
We may record all or part of your content for quality control, and for the delivery, marketing, promoting, demonstrating, or operating of our platform. You grant Edna permission to use your name, likeness, voice, and image in connection with offering, delivering, marketing, promoting, demonstrating, and selling of your content, and you waive any rights to privacy, publicity, or other rights of a similar nature, to the extent permissible under applicable law.
Unless otherwise agreed, you have the right to remove all or any portion of your content from our platform at any time. Except as otherwise agreed, Edna’s right to sublicense the rights in this section will terminate with respect to new users 90-days after the content removal. However, rights given to students before the content’s removal will continue in accordance with the Terms of those licenses (including any grants of lifetime access) and Edna’s right to use such content for marketing purposes shall survive termination.
4. Obligations and Responsibilities
As an Instructor, you are responsible for all of the content you post, including videos, practice exercises, flashcards, learning materials, tests and quizzes.
You represent and warrant that:
- You will provide and maintain the accuracy of your personal information held by us.
- You own or have the necessary licenses, rights, consents, permissions, and authority to authorise Edna to use your content as specified in these Terms.
- Your content does not and will not infringe on any third-party’s intellectual property rights.
- You have the required qualifications, credentials, and expertise to instruct and deliver your courses.
- You will respond promptly to students and ensure a high quality of service that corresponds with the standards of your industry and instruction services in general.
- You will not deliver or make any posts, comments, information, data or content that is false, misleading, incorrect, infringing, defamatory, libelous, inappropriate, offensive, prejudicial, racist, hateful, sexist and promotes violence.
- You will not spam or solicit our users in any way.
- You will not use our platform other than for tutoring, teaching and instructional services to our users.
- You will not engage in any activity that would require us to obtain licenses from or pay royalties to any third-party, including for the use of any videos or music.
- Abuse Edna’s resources, including our support services.
You agree to abide by Edna’s Code of Conduct and other course quality standards or policies as prescribed by Edna from time to time. It is your responsibility to check these policies periodically to ensure that you comply with any updates to them. You understand that your use of our platform is subject to our approval, which we may grant or deny at our sole discretion.
We reserve the right to remove courses, suspend payouts and/or ban Instructors for any reason, at any time, without prior notice, including in cases where:
- A complaint or feedback is received on the Instructor’s conduct.
- An Instructor or course does not comply with our policies or legal terms.
- A course falls below our quality standards or has a negative impact on student experience.
- An Instructor engages in behaviour that might reflect unfavourably on Edna or bring Edna’s reputation into disrepute, contempt, scandal, or ridicule.
- As determined by Edna in its sole discretion.
5. Pricing and Payments
When you submit for a course to be published, you will be prompted to price your course as you see fit. You may also choose to offer your course for free. You are also to advise if you approve for any discounts to be made on your courses and up to what amount in percentages.
If a student purchases a product or service in a country that requires Edna to remit national, state or local sales or use taxes, value added taxes (VAT), or other similar transaction taxes, under applicable law, we will collect and remit those taxes to the competent tax authorities for those sales. We may increase the sale price at our discretion to cover the taxes due.
Edna provides our Instructors with the opportunity to participate in any advertising and marketing activities we may carry out to help increase your revenue potential on Edna. There is no upfront cost to participate in these activities, and you can amend your participation status at any time, although amendments you make will not apply to currently active campaigns.
You should consider the following when pricing your course:
- If the student uses your promotional code or referral link (meaning you have promoted the course through your own efforts), you will receive 90% of the revenue we receive pre-taxes (in Australian Dollars and before any GST or VAT is applied, where applicable). This means, if your course is priced at $90 (not including any GST, VAT or discounts), you would receive $81 per enrolment.
- If the student does not use a promotional code or referral link, you will receive 60% of the revenue we receive pre-taxes (in Australian Dollars and before any GST or VAT is applied, where applicable). This means, if your course is priced at $90 (not including any GST, VAT or discounts), you would receive $54 per enrolment.
- If the student uses a promotional code or referral link through our advertising and marketing activities and efforts (including, but not limited to the use of affiliates or the purchasing of advertising space), you will receive 40% of the revenue we receive pre-taxes (in Australian Dollars and before any GST or VAT is applied, where applicable). This means, if your course is priced at $90 (not including any GST, VAT or discounts), you would receive $36 per enrolment.
You will be paid 30-days after the end of each calendar month for any amounts owed to you from the fees received from the sales of your course(s). Payment will be made to the bank account nominated by you and you will bear any transfer fees and charges applicable with any remittance. All payments are made in Australian Dollars regardless of the currency with which the sale was made. You understand that at times, the currency conversion rates applied may be different to your banking institution’s currency conversion rates.
For us to enact prompt payment, you must own a PayPal account in good standing and must keep us informed of the correct e-mail associated with your account. You must also provide us with any identifying information or tax documentation necessary for payment of amounts due, and you agree that we have the right to withhold appropriate taxes from your payment. We reserve the right to withhold payments or impose other penalties if we do not receive proper identifying information or tax documentation from you. You understand and agree that you are ultimately responsible for any taxes on your income. As an Instructor, you are responsible for determining whether you are eligible to be paid by an Australian company and we reserve the right not to pay out funds in the event of identified fraud, violations of intellectual property rights, or other violations of the law.
You may end these Terms at any time, with or without cause, by giving the other party written notice via e-mail. Edna reserves the right to terminate the engagement should you be found to violate the Terms immediately.
You understand that if students have previously enrolled in your courses, your content will remain accessible to those students after your termination. We will use reasonable efforts to ensure your remaining scheduled payments are paid to you according to the set schedule after the termination of your account.
Sections 3, 4 and 5 shall survive the termination of these Terms.