WorkNook

Terms & Conditions

END USER LICENSE AGREEMENT

PLEASE READ CAREFULLY BEFORE ACCESSING ANY SERVICES OR DOWNLOADING ANY SOFTWARE FROM THIS WEBSITE:

This licence agreement (Licence) is a legal agreement between you (Licensee or you) and WORK NOOK PTY LTD (ABN 65 684 317 682) of Level 4 600 Bourke St Melbourne VIC 3000 (Work Nook, Licensor, us or we) for:

  • ●

    The Work Nook platform, including all online tools and services designed to conduct and manage workplace health and safety (WHS) appointments for remote working employees. The platform aims to assist employees with providing a better work health and safety environment. The platform enables employers and employees to meet their respective obligations and improve safety. The platform may collect and process relevant data, identify potential risks, and generate structured reports with predictive analytics to support informed WHS decision-making. Appointments (as well as questions, surveys, declarations, supporting information or questionnaires) may be conducted remotely or in person, and all collected data remains subject to Work Nook’s control, ensuring integrity and compliance with privacy regulations (Services).

  • ●

    Any online software applications provided as part of the Services (Software).

  • ●

    Any reports, documents, or resources generated through or provided within the Services (Documents).

We grant you a limited, non-exclusive, non-transferable licence to access and use the Services, Software, and Documents strictly in accordance with this Licence. We do not sell the Services, Software, or Documents to you, and all intellectual property rights remain the exclusive property of Work Nook or its licensors.

The Work Nook platform is exclusively designed for workplace health and safety (WHS) related purposes for employees as directed by their employer. It is not intended for use in medical, insurance, or any other non-WHS related purposes.

The Services, Software, and Documents are designed for web -based access and require a compatible device with an internet connection. Certain functionalities may have minimum technical requirements, which will be specified by Work Nook f rom time to time.

IMPORTANT NOTICE TO ALL USERS:

  • ●

    BY CLICKING ON THE “ACCEPT” BUTTON BELOW YOU AGREE TO THE TERMS OF THIS LICENCE WHICH WILL BIND YOU. THE TERMS OF THIS LICENCE INCLUDE, IN PARTICULAR, LIMITATIONS ON LIABILITY IN CONDITION 4.1 AND CONDITION 5.

  • ●

    IF YOU DO NOT AGREE TO THE TERMS OF THIS LICENCE, YOU MUST CLICK ON THE “REJECT” BUTTON BELOW AND YOU MAY NOT DOWNLOAD, STREAM OR ACCESS THESE SERVICES, SOFTWARE OR DOCUMENTS.

You should print a copy of this Licence for future reference.

  1. 1

    License

    1. 1.1

      The following defined terms are used in this Licence:

      1. (a)

        Authorised Users means the employees ,agents and independent contractors of the Client, subsidiaries and affiliates of the Client, who the Client authorises to use the Services, the Software and the Documents.

      2. (b)

        Client (Employer) means the business, organisation, or government agency that contracts Work Nook for WHS related services. The Client authorises employee access, manage compliance and act on information that is collected. Client and Employer are used interchangeably when referring to the contracting entity.

      3. (c)

        Good Industry Practice means the exercise of that degree of skill, care, prudence, efficiency, foresight and timeliness as would be expected f rom a leading company within the relevant industry or business sector.

      4. (d)

        Licensee Data means the data inputted by or on behalf of you, for the purpose of using or facilitating your use of the Services, Software or Documents and any data generated by, or derived f rom your use of the Services, Software or Documents, whether hosted or stored within the Services, Software or Documents or elsewhere.

      5. (e)

        Support Services means the standard support services provided in relation to the Services by or on behalf of the Licensor to you.

      6. (f)

        User Subscriptions means the user subscriptions purchased by you, or on your behalf, f rom the Licensor (or an entity authorised by the Licensor to provide them), in accordance with the terms of the agreement you hold with that entity, which entitle Authorised Users to access and use the Services, Software and the Documents in accordance with this agreement.

      7. (g)

        Viruses means any thing or device (including any software, code, f ile or programme) which may prevent, impair or otherwise adversely affect the operation of any computer software, hardware or network, any telecommunications service, equipment or network or any other service or device; prevent, impair or otherwise adversely affect access to or the operation of any programme or data, including the reliability of any programme or data (whether by re-arranging, altering or erasing the programme or data in whole or part or otherwise); or adversely affect the user experience, including

        worms, trojan horses, viruses and other similar things or devices.

      8. (h)

        Vulnerability means a weakness in the computational logic (for example, code) found in software and hardware components that, when exploited, results in a negative impact to confidentiality, integrity, or availability, and the term Vulnerabilities shall be construed accordingly.

    2. 1.2

      Subject to the terms of this Licence, Work Nook grants you (Employee, User, or you) a limited, non-exclusive, non-transferable, revocable licence, without the right to sublicense, to access and use the Work Nook platform (Platform) for the sole purpose of completing work-from-home (WFH)/workplace workplace health and safety (WHS) appointments and/or related processes as required by your employer. You acknowledge

      that:

      1. (a)

        this Licence is provided through your employer, and you are granted access solely as part of your employment;

      2. (b)

        you do not own the Services, Software, or Documents, and Work Nook retains all intellectual property rights in and to the Platform; and

      3. (c)

        you must not share or distribute information, reports, or any Platform content except as expressly permitted by this Licence or required by your employer.

    3. 1.3

      You shall:

      1. (a)

        provide the Licensor with:

        1. (i)

          all necessary co-operation in relation to this Licence; and

        2. (ii)

          all necessary access to such information as may be required by the Licensor,

          to the extent required to provide the Services, Software and Documents including but not limited to Licensee Data, security access information and configuration services;

      2. (b)

        without affecting your other obligations under this Licence, comply with all applicable laws and regulations with respect to your activities under this Licence; and

      3. (c)

        ensure that your network and systems comply with the relevant specifications provided by the Licensor f rom time to time.

    4. 1.4

      You shall have sole responsibility for the legality, reliability, integrity, accuracy and quality of all Licensee Data. You hereby license us to use the Licensee Data for:

      1. (a)

        the proper performance of the Services, including the provision of the Software and the Documents;

      2. (b)

        the purposes set out in our Privacy Notice as described in clause 9; and

      3. (c)

        all other purposes relevant to the proper exercise of our rights and obligations under this agreement.

    5. 1.5

      You acknowledge that:

      1. (a)

        your login credentials are personal to you and must not be shared, transferred, or used by any other individual. You must not allow or enable another person to use your account, nor may you access the Platform using another employee’s credentials;

      2. (b)

        Work Nook may conduct periodic audits of system usage to verify compliance with this Licence. Such audits may include reviewing user activity logs or deploying reasonable automated compliance tools within the Platform. Work Nook reserves the right to restrict or revoke access in the event of suspected unauthorised use;

      3. (c)

        you are responsible for ensuring that all information you provide in connection with the Services is accurate, complete, and truthful. Work Nook is not liable for any consequences arising f rom inaccurate or incomplete submissions;

      4. (d)

        you must comply with all applicable data security, workplace safety, and privacy laws, as well as any internal policies established by your employer regarding the use of the Platform;

      5. (e)

        your employer shall supervise and control use of the Services, Software and Documents and ensure they are used by you and representatives only in accordance with the terms of this Licence; and

      6. (f)

        you shall comply with all applicable technology control or export laws and regulations.

    6. 1.6

      Work Nook reserves the right to modify or update the Platform, including security features and functionality. Users will be notified of any material changes that significantly impact their use of the Services. Continued use of the Platform after notice constitutes acceptance of such modifications.

  2. 2

    Restrictions

    1. 2.1

      Except as expressly set out in this Licence or as permitted by any local law which is incapable of exclusion by agreement between the parties, you shall not:

      1. (a)

        attempt to copy, modify, duplicate, create derivative works f rom, f rame, mirror, republish, download, display, transmit, or distribute all or any portion of the Software, Services and/or Documents (as applicable) in any form or media or by any means; or

      2. (b)

        attempt to de-compile, reverse compile, disassemble, reverse engineer or otherwise reduce to human - perceivable form all or any part of the Software or Services;

      3. (c)

        access all or any part of the Services, Software or Documents to build a product or service which competes with the Services, Software or the Documents;

      4. (d)

        use the Services, Software or Documents to provide services to third parties;

      5. (e)

        use another employee’s login credentials or share your own credentials with others;

      6. (f)

        provide false, misleading, or incomplete information within an appointment, survey, question or related process;

      7. (g)

        attempt to bypass security measures or gain unauthorised access to Work Nook’s systems;

      8. (h)

        use the Services for any unlawful purpose, including uploading offensive, discriminatory, or harmful content.

      9. (i)

        license, sell, rent, lease, transfer, assign, distribute, display, disclose, or otherwise commercially exploit, or otherwise make the Services, Software or Documents available to any third party except the Authorised Users; or

      10. (j)

        attempt to obtain, or assist third parties in obtaining, access to the Services, Software or Documents, other than as provided under this Licence.

    2. 2.2

      You shall not use the Services to:

      1. (a)

        distribute or transmit to the Licensor any Viruses or Vulnerability and shall implement procedures in line with Good Industry Practice to prevent such distribution or transmission;

      2. (b)

        store, access, publish, disseminate, distribute or transmit any material which:

        1. (i)

          is unlawful, harmful, threatening, defamatory, obscene, infringing, harassing or racially or ethnically offensive;

        2. (ii)

          facilitates illegal activity;

        3. (iii)

          depicts sexually explicit images;

        4. (iv)

          promotes unlawful violence;

        5. (v)

          is discriminatory based on race, gender, colour, religious belief, sexual orientation, disability; or

      3. (c)

        is otherwise illegal or causes damage or injury to any person or property,

        and we reserve the right, on no less than thirty (30) days’ prior written notice to you, such notice specifying the breach of this condition and requiring it to be remedied within the thirty (30) day period, to disable your access to the Services, Software and Documents for the duration of time that the breach remains unremedied.

    3. 2.3

      You must:

      1. (a)

        use the Services strictly in accordance with your employer’s work-from-home (WFH) policies;

      2. (b)

        maintain the confidentiality of all appointment, questions, information data and reports;

      3. (c)

        not share, distribute, or disclose appointment, question or related information to any third party, except as expressly permitted by this Licence or authorized in writing by your employer; and

      4. (d)

        not access or use the Services for any purpose outside the scope of your employment.

  3. 3

    Intellectual property rights

    1. 3.1

      Data ownership and use

      1. (a)

        Work Nook owns all rights to the data generated or collected via the Platform.

      2. (b)

        Work Nook grants the employer a limited, non-exclusive right to access and use WHS appointment and related processes data solely for internal workplace safety related purposes.

      3. (c)

        Employees do not own or control the data collected through the Platform.

    2. 3.2

      Data retention & deletion

      1. (a)

        Work Nook may retain anonymised and aggregated data indefinitely for:

        1. (i)

          Industry benchmarking;

        2. (ii)

          Predictive analytics; and

        3. (iii)

          Service improvement.

      2. (b)

        Upon termination of employment or employer contract:

        1. (i)

          The employer may request a copy of stored appointment, question and related data (if permitted under applicable privacy laws).

        2. (ii)

          Personal data will be deleted in accordance with Work Nook’s data retention policy.

      3. (c)

        Privacy Compliance

        1. (i)

          Work Nook complies with:

          1. (A)

            Australian Privacy Act 1988 (including the Australian Privacy Principles).

          2. (B)

            General Data Protection Regulation (GDPR) (if operating in the UK/EU).

        2. (ii)

          Users acknowledge that their data may be stored in secure cloud servers in Australia, subject to applicable security controls.

    3. 3.3

      You acknowledge that you have no right to have access to any Software in source code form.

  4. 4

    Limited warranty

    1. 4.1

      We warrant that provided, and for as long as, you receive Support Services:

      1. (a)

        the Services and Software will, when properly used and on an operating system for which it was designed, perform substantially in accordance with the functions described in the Documents; and

      2. (b)

        that the Documents correctly describe the operation of the Services and Software in all material respects,

    2. 4.2

      If you notify us in writing of any defect or fault in the Services or Software as a result of which it fails to perform substantially in accordance with the Documents, we will, at our sole option, either repair or replace the Services or Software, provided that you make available all the information that may be necessary to help us to remedy the defect or fault, including sufficient information to enable us to recreate the defect or fault.

    3. 4.3

      The warranty does not apply if the defect or fault in the Services or Software results f rom you having used the Services, Software or Documents in breach of the terms of this Licence.

  5. 5

    Limitation of liability

    1. 5.1

      You are solely responsible for determining whether the Services meet your specific needs. Work Nook make no representation that the Services, Software or Documents will comply with your cybersecurity requirements you might be subject to, industry specific regulations or any laws governing your business activities. The Services are not designed or intended for use in regulated activities, including the provision of an online intermediation service, an online search engine or service that facilitates online interaction between users (such as, but not limited to, a social media platform) (each a Regulated Activity). If you use the Services for any Regulated Activity you agree to comply with any requirements that apply to such Regulated Activity from time to time (including in any jurisdiction in which you operate or where the Regulated Activity is undertaken) and you shall defend, indemnify and hold us harmless against any loss or damage (including regulatory f ines or penalties) costs (including legal fees) and expenses which we may suffer or incur as a result of your breach of this clause 5.1.

    2. 5.2

      No WHS compliance guarantee

      1. (a)

        Work Nook provides the Platform for informational purposes only.

      2. (b)

        Work Nook does not guarantee that WHS appointments or related processes will ensure compliance with workplace safety laws.

      3. (c)

        Your employer remains solely responsible for evaluating and implementing actions related to WHS.

    3. 5.3

      We only supply the Services, Software and Documents for internal use by your employer, and you agree not to use the Services, Software or Documents for any resale purposes.

    4. 5.4

      We shall not in any circumstances whatever be liable to you, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, arising under or in connection with the Licence for:

      1. (a)

        loss of profits, sales, business, or revenue;

      2. (b)

        business interruption;

      3. (c)

        loss of anticipated savings;

      4. (d)

        wasted expenditure;

      5. (e)

        loss or corruption of data or information;

      6. (f)

        loss of business opportunity, goodwill or reputation,

        where any of the losses set out in condition 5.4(a) to condition 5.4(f) are direct or indirect; or

      7. (g)

        any special, indirect or consequential loss, damage, charges or expenses.

    5. 5.5

      Other than the losses set out in condition 5.4 (for which we are not liable), our maximum aggregate liability under or in connection with this Licence whether in contract, tort (including negligence) or otherwise, shall in all circumstances be limited to $100. This maximum cap does not apply to condition 5.6

    6. 5.6

      Nothing in this Licence shall limit or exclude our liability for:

      1. (a)

        death or personal injury resulting f rom our negligence;

      2. (b)

        f raud or f raudulent misrepresentation; or

      3. (c)

        any other liability that cannot be excluded or limited by state/territory law.

    7. 5.7

      This Licence sets out the full extent of our obligations and liabilities in respect of the supply of the Services, Software and Documents. Except as expressly stated in this Licence, there are no conditions, warranties, representations or other terms, express or implied, that are binding on us. Any condition, warranty, representation or other term concerning the supply of the Services and Documents which might otherwise be implied into, or incorporated in, this Licence whether by statute, common law or otherwise, is excluded to the maximum extent permitted by law.

  6. 6

    Termination

    1. 6.1

      We may terminate this Licence immediately by written notice to you if you commit a material or persistent breach of this Licence which you fail to remedy (if remediable) within 14 days after the service of written notice requiring you to do so.

    2. 6.2

      We may terminate or suspend your access:

      1. (a)

        If you violate this Licence;

      2. (b)

        If your employment is terminated; or

      3. (c)

        If your employer requests account deactivation.

    3. 6.3

      On termination for any reason:

      1. (a)

        all rights granted to you under this Licence shall cease;

      2. (b)

        user access will be immediately revoked and you must immediately cease all activities authorised by this Licence; and

      3. (c)

        you must immediately and permanently delete or disable interfaces to the Services f rom all computer equipment in your possession, and immediately destroy, delete or return to us (at our option) all copies of the Documents and Software then in your possession, custody or control and, in the case of destruction or deletion, certify to us that you have done so.

  7. 7

    Communications between us

    1. 7.1

      We may update the terms of this Licence at any time on notice to you in accordance with this clause 7. Your continued use of the Services, Software and Documents following the deemed receipt and service of the notice under condition 7.3 shall constitute your acceptance to the terms of this Licence, as varied. If you do not wish to accept the terms of the Licence (as varied) you must immediately stop using and accessing the Services, Software and Documents on the deemed receipt and service of the notice.

    2. 7.2

      If we have to contact you, we will do so by email or by pre-paid post to the address you provided in accordance with your registration of the Services.

    3. 7.3

      Any notice:

      1. (a)

        given by us to you will be deemed received and properly served 24 hours after it is f irst posted on our website, 24 hours after an email is sent, or three days after the date of posting of any letter; and

      2. (b)

        given by you to us will be deemed received and properly served 24 hours after an email is sent, or three days after the date of posting of any letter.

    4. 7.4

      In proving the service of any notice, it will be sufficient to prove, in the case of posting on our website, that the website was generally accessible to the public for a period of 24 hours after the f irst posting of the notice; in the case of a letter, that such letter was properly addressed, stamped and placed in the post to the address of the recipient given for these purposes; and, in the case of an email, that such email was sent to the email address of the recipient given for these purposes.

  8. 8

    Events outside our control

    1. 8.1

      We will not be liable or responsible for any failure to perform, or delay in performance of, any of our obligations under this Licence that is caused by an Event Outside Our Control. An Event Outside Our Control is defined below In clause 8.2.

    2. 8.2

      An Event Outside Our Control means any act or event beyond our reasonable control, including without limitation failure of public or private telecommunications networks.

    3. 8.3

      If an Event Outside Our Control takes place that affects the performance of our obligations under this Licence:

      1. (a)

        our obligations under this Licence will be suspended and the time for performance of our obligations will be extended for the duration of the Event Outside Our Control; and

      2. (b)

        we will use our reasonable endeavours to f ind a solution by which our obligations under this Licence may be performed despite the Event Outside Our Control.

  9. 9

    How we may use and manage your personal information

    1. 9.1

      Under data protection legislation, we are required to provide you with certain information about who we are, how we process the personal data of those individuals who use the Services, Software and the Documents and for what purposes and those individuals’ rights in relation to their personal data and how to exercise them. This information is provided in www.worknook.com.au/privacy (Privacy Notice) and it is important that you read that information.

    2. 9.2

      Work Nook retains all WHS appointment and related information data for analytics and compliance purposes. Upon employer request, appointment information may be exported in compliance with applicable privacy laws. Personal employee data will be deleted within 90 days after the employer has notified us of an

      employee's termination, unless required for anonymised industry benchmarking.

  10. 10

    Other important terms

    1. 10.1

      We may transfer our rights and obligations under this Licence to another organisation, but this will not affect your rights or our obligations under this Licence.

    2. 10.2

      You may only transfer your rights or your obligations under this Licence to another person if we agree in writing.

    3. 10.3

      This Licence [and any document expressly referred to in it] constitutes the entire agreement between us and supersedes and extinguishes all previous and contemporaneous agreements, promises, assurances and understandings between us, whether written or oral, relating to its subject matter.

    4. 10.4

      You acknowledge that in entering into this Licence you do not rely on and shall have no remedies in respect of any statement, representation, assurance or warranty (whether made innocently or negligently) that is not set out in this Licence or any document expressly referred to in it.

    5. 10.5

      You agree that you shall have no claim for innocent or negligent misrepresentation or negligent misstatement based on any statement in this Licence or any document expressly referred to in it.

    6. 10.6

      A waiver of any right or remedy is only effective if given in writing and shall not be deemed a waiver of any subsequent right or remedy.

    7. 10.7

      A delay or failure to exercise, or the single or partial exercise of, any right or remedy does not waive that or any other right or remedy, nor does it prevent or restrict the further exercise of that or any other right or remedy.

    8. 10.8

      Each of the conditions of this Licence operates separately. If any court or competent authority decides that any of them are unlawful or unenforceable, the remaining conditions will remain in full force and effect.

    9. 10.9

      This Licence, its subject matter and its formation (and any non-contractual disputes or claims) are governed by laws of Commonwealth and the state of Victoria, Australia. We both irrevocably agree to the exclusive jurisdiction of the courts of Victoria.