Terms and Conditions of GIofAI

1. Agreement

1.1 We may deliver the Services by way of:

∙(a) the platform named Global Institute of Artificial Intelligence with domain name

www.giofai.com.au (Platform), a platform developed and owned exclusively by us;

and/or

∙(b) a face-to-face format, requiring your attendance in order to participate (In Person

Delivery).

1.2 These Terms and Conditions apply to the delivery of our Services, as well as

your use of the Platform generally.

1.3 We and our third-party licensors reserve the right to update, modify, replace,

limit, and expand the Platform and its functionality.

1.4 The Background forms part of the operative terms of these Terms and

Conditions.

1.5 Prior to engaging with the Services, you should read these Terms and

Conditions carefully.

2. Acceptance of Terms and Conditions

2.1 By checking the designated box on our website, you accept and agree to be

bound by these Terms and Conditions.

2.2 We reserve the right to make changes to these Terms and Conditions from time

to time without notice.

2.3 These Terms and Conditions apply continuously and anew each time you

engage us to provide the Services. We reserve the right to make changes to these

Terms and Conditions from time to time without notice, and you should check the

Terms and Conditions upon each use of the Platform or Services.

3. Use

3.1 To receive the Services, you may be required to supply the following

information:

∙(a) Your name;

∙(b) Your email address;

∙(c) Credit card or bank account details for payment purposes;

∙(d) Any other information required to use the Platform or Services.

(User Data).

3.2 Failure to supply correct User Data may result in you being unable to use the

Platform or attend In Person Delivery as intended.

3.3 We may use the User Data for the purpose of providing the functionality of the

Platform and providing information for In Person Delivery. In order to do so, we

may share the User Data with other parties, including stakeholders and contractors.

3.4 Our use of any personal information provided within the User Data will be in

accordance with our Privacy Policy available

at https://www.giofai.com.au/privacy-policy/

3.5 You must not use the Platform for any unconscionable behaviour or activity,

including but not limited to:

∙(a) Engaging in abusive, derogatory, discriminatory, or vexatious behaviour;

∙(b) Engaging in any activity that disrupts or corrupts the Platform or the networks that

host the Platform; or

∙(c) Attempting to hack, reverse-engineer, disable, circumvent, or otherwise gain

access to any security, database, or other secure aspect of the Platform.

3.6 In attending In Person Delivery, you must not engage in any unconscionable

behaviour or activity, including but not limited to:

∙(a) Engaging in abusive, derogatory, discriminatory, or vexatious behaviour;

∙(b) Any activity which disrupts the In-Person Delivery.

3.7 You may link to the Platform or attend In Person Delivery only:

∙(a) With our prior express permission;

∙(b) In a way that is fair, unbiased, legal and does not damage or exploit our reputation;

∙(c) In a way that does not suggest either express or implied any association or

endorsement by us.

3.8 You must remove or procure the removal of any link to the Platform

immediately upon receiving notice from us to do so. We may give such notice at

our absolute discretion without justification.

3.9 You must not modify, adapt or hack the Platform or modify another website or

software so as to falsely imply that it is associated with the Platform or us. You

must use the Platform for its intended purpose. You may not use the Platform for

any illegal or unauthorised purpose, including the transmission of malware. You

must not use the Platform to violate any laws in any jurisdiction, including but not

limited to copyright laws. For the avoidance of doubt, you must not infringe upon

the copyrights of any other person in using the Platform.

4. Advertisements

4.1 We may display advertisements by third party sponsors on the Platform (Ads).

In doing so, we do not warrant the functionality of the business, product, or service

being advertised in the Ad. We do not hold ourselves out as partners, affiliates,

guarantors, or as having any other type of legal or professional relationship with

the third party sponsors.

4.2 Where Ads link to third party websites, we do not warrant the safety,

functionality, or suitability of these websites. We are in no way liable for any loss,

damage, risk or liability incurred from you visiting any third party websites

accessible through Ads.

4.3 Advertised third party websites may be subject to their own terms and

conditions. We do not verify or warrant the legality or suitability of those terms

and conditions, and we encourage you to read them before accessing or using the

linked site.

5. Fees and Payment

5.1 The fee for the Services is defined in Schedule 1 of these Terms and Conditions

(Fee). You are required to pay the Fee and any applicable delivery fees, GST and

any other applicable fees or charges at the time of processing payment.

5.2 You authorise us or any third-party service provider to debit your account at the

relevant financial institution connected with the payment details identified and

provided in the User Data for payment of all Fees.

5.3 If we or an affiliated entity arrange for payment of any Fees in whole or part on

your behalf, such payment shall be deemed an interest-free loan by us to you

(Loaned Fees).

5.4 We may call on you to repay all outstanding amounts of the Loaned Fees owing

to us at any time (Outstanding Amounts). All Outstanding Amounts must be repaid

within 5 days of us calling upon you to repay them.

5.5 Failure to repay Loaned Fees may result in us taking any available enforcement

action against you for repayment of the Loaned Fees without further notice.

5.6 We will not be held responsible for any fees and/or charges imposed by a

financial institution or any other third party that may be incurred if there are

insufficient funds in the account or if the payment fails.

5.7 Membership options are available as outlined in Schedule 1 of these Terms and

Conditions. By selecting a membership option on our website, you agree to the

terms and conditions associated with that membership tier.

6. Third party payment service

6.1 We use a third party payment service provider to process payments on the

Platform. Payments submitted through the third party payment service provider are

subject to their terms and conditions.

6.2 We are not liable for any issues, including charges from your financial

institution, which may arise as a result of this service.

7. Refunds

7.1 If you believe you are entitled to a refund you can contact us through the

contact details stated below. Any request for a refund must include, at a minimum:

∙(a) Details of the Service that you would like refunded;

∙(b) The reason why you believe you are entitled to a refund;

∙(c) Evidence of the defect or damage that warrants a refund.

7.2 We will investigate any request for a refund we receive. We may, at our

absolute discretion, offer to arrange an alternative delivery of the service, offer you

a credit for the value of the service, or offer a full or partial refund for the service.

7.3 Subject to any rights you may have under Australian Consumer Law, all

requests for refunds will be dealt with at our absolute discretion.

7.4 Unless we determine otherwise at our absolute discretion, requests for refunds

due to a change of mind will not be considered.

7.5 Notwithstanding any other provision of these Terms and Conditions, we are in

no way required to refund any amount.

8. Intellectual Property

8.1 Your use of the Platform or Services is pursuant to a non-exclusive license

between you and us which is granted subject to these Terms and Conditions.

Nothing in these Terms and Conditions or otherwise creates an assignment of any

rights in the Platform or in any aspect of the Services beyond the ability to access it

for its intended use.

8.2 Nothing in these Terms and Conditions or otherwise creates the right for you to

sublicense the Platform.

8.3 You undertake not to reverse engineer, replicate, or otherwise copy the

Platform. We reserve all our rights to seek compensation, damages, injunctions, or

any other remedy available to us at law if any attempt to do so, whether successful

or unsuccessful, is made by you or any of your affiliates.

8.4 You must not reproduce, duplicate, copy, sell, resell or exploit any portion of

the Platform, the Services, or any products ordered through the Platform, without

our prior express written permission. We claim copyright and all other intellectual

property rights over the Platform and content of the Services, our other products

and services, and reserve all of our rights.

8.5 All intellectual property and ownership rights subsisting in the Platform

(including the user interface and the software comprising the Platform), the data

derived from use of the Platform, and any other documentation, information or

materials that are supplied by us to you, remain our or our third party licensors’

exclusive property. For the avoidance of doubt, nothing in this agreement assigns

any ownership rights to you over any intellectual property or other ownership

rights arising out of the Services.

9. Operation of the Platform

9.1 You warrant that you will comply fully with all the Platform operating

instructions. Any failure to comply fully with operating instructions may result in

the sub-par or faulty performance of the Platform.

9.2 We accept no liability, and you release us from any such liability, associated

with faults or errors caused by your non-compliance with all operating instructions.

9.3 We may suspend the Platform for any one or more periods of time if we are

unable to provide the Platform due to a fault or dysfunction with our servers.

10. In Person Delivery

10.1 You acknowledge that it is your responsibility to ensure that you can attend

the venue at the location and time provided at purchase to engage with the In-

Person Delivery.

10.2 We accept no liability, and you release us from any such liability, associated

with faults, injury or errors caused by your non-compliance with instructions

during the course of your attendance.

10.3 We may suspend, cancel, or reschedule the In-Person Delivery at any time if

we are unable to provide the service due to a fault with our operations or the

venue’s unavailability.

11. Modifications

11.1 We reserve the right to modify or discontinue, temporarily or permanently, the

Platform Services and associated products and services with or without notice.

12. Warranties

12.1 You represent and warrant that we will not be liable for any direct or indirect

expense, damage or injury (including indirect loss of revenue, profits, goodwill or

business opportunity) howsoever caused, including arising directly or indirectly

from or in connection with your use of the Platform or Services.

12.2 Subject to any of the rights you may have under Australian Consumer

Protection Law, we exclude to the fullest extent possible all implied terms and

warranties, whether statutory or otherwise, relating to the Platform, the Services, or

any other matter under these Terms and Conditions.

12.3 The Platform and the Services are made available to you on an “as is” basis.

We make no warranties, representations or conditions of any kind, express,

statutory or implied as to:

∙(a) the operation and functionality of the Platform;

∙(b) the content of the In Person Delivery;

∙(c) the suitability of the Services;

∙(d) the accuracy, integrity, completeness, quality, legality, usefulness, safety and IP

rights of any of the software content; and/or

∙(e) the products, content and services associated with the Platform or Services.

12.4 We further disclaim all warranties, express, statutory or implied, including,

but not limited to, implied warranties of merchantability, merchantable quality,

durability, fitness for a particular purpose and/or non-infringement. No advice or

information, whether oral or written, that you obtain from us shall create any

warranty, representation or condition not expressly stated herein.

13. Limitation of Liability

13.1 We disclaim all liability for any:

∙(a) indirect, special, incidental, punitive, exemplary, reliance or consequential

damages;

∙(b) loss of profits;

∙(c) business interruption;

∙(d) network interruptions;

∙(e) loss or damage to reputation of us or any third party;

∙(f) loss of information or data;

∙(g) all liability for any loss or damage,

relating to or arising out of your use of the Platform or Services.

13.2 Your use of the Platform or Services is at your own discretion and risk, and

you will be solely responsible for any resulting loss or damage, including but not

limited to, any loss of data or damage to your computer(s) or networks from

viruses that may be downloaded to your computer in the course of using the

Platform, or any personal injury or otherwise received in attending In Person

Delivery. Some jurisdictions do not allow the exclusion of certain warranties, the

limitation or exclusion of implied warranties, or limitations on how long an

implied warranty may last, so the above limitations may not apply to you. If you

reside in such a jurisdiction, the above limitations shall apply to you to the fullest

extent permitted under applicable law.

13.3 To the extent you engage in In Person Delivery, you must follow all rules,

guidelines and instructions of us, the venue and any individual providing the

service.

13.4 To the extent permitted by law, our maximum aggregate liability to you for

any claims, damages, injuries or causes whatsoever, and regardless of the form of

action (whether such liability arises due to negligence, breach of contract,

misrepresentation or for any other reason), will at all times be limited to the greater

of (i) the amount paid, if any, by you to us in connection with the Services in the 2

months prior to the action giving rise to liability or (ii) $1.00.

14. Indemnity

14.1 You defend, indemnify and hold harmless us, our members, managers,

subsidiaries, affiliates, any related companies, contractors, licensors and partners,

and the officers, directors, employees, agents and representatives of each of them,

including costs, liabilities and legal fees, from any claim or demand made by any

third party due to or arising out of:

∙(a) Your access to or use of the Platform or Services;

∙(b) Your violation of this agreement;

∙(c) Any infringement by you of any intellectual property or other right of any person

or entity.

14.2 We reserve the right, at your expense, to assume the exclusive defence and

control of any matter for which you are required to indemnify us and you will

cooperate with our defence of these claims. You will not try to settle any matter

without our prior written consent. We will use reasonable efforts to notify you of

any such claim, action or proceeding upon becoming aware of it.

15. Transfer of Rights and Obligations

15.1 These Terms and Conditions are binding on you and us and on our respective

successors and assignees.

15.2 You may not transfer, assign, charge or otherwise dispose of your rights or

liabilities under these Terms and Conditions, or any of your rights or obligations

arising under it, without our prior written consent.

15.3 We may transfer, assign, charge, sub-contract or otherwise dispose of any of

our rights or obligations arising under these Terms and Conditions, at any time

without your prior consent.

16. Force Majeure Events

16.1 We will not be liable or responsible for any failure to perform or delay in

performance of any of our obligations under these Terms and Conditions that is

caused by events outside our control (Force Majeure Event).

16.2 A Force Majeure Event includes any act, event, non-happening, omission or

accident beyond our reasonable control and includes in particular (without

limitation) the following:

a.Strikes, lock-outs or other industrial action;

b.Civil commotion, riot, invasion, terrorist attack or threat of terrorist attack, war

(whether declared or not) or threat or preparation for war;

c.Fire, explosion, storm, flood, earthquake, subsidence, epidemic or other natural

disaster;

d.Impossibility of the use of railways, shipping, aircraft, motor transport or other means

of public or private transport;

e.Impossibility of the use of public or private telecommunications networks;

f.Epidemic, pandemic or other health emergency (whether declared or not), including

without limitation lockdowns or any other restrictions imposed as a result of the

COVID-19 pandemic or any other pandemic or epidemic at any time;

g.The acts, decrees, legislation, regulations or restrictions of any government;

h.Cyber-attacks or other similar network related outages;

i.The unavailability of a suitable venue to host the In-Person Delivery;

j.The unforeseen cancellation of an individual to deliver the service.

16.3 Our performance under these Terms and Conditions is deemed to be

suspended for the period that the Force Majeure Event continues, and we will have

an extension of time for performance for the duration of that period. We will use

our reasonable endeavours to bring the Force Majeure Event to a close or to find a

solution by which our obligations under these Terms and Conditions may be

performed despite the Force Majeure Event.

17. Your Content

17.1 “Your Content” shall mean any audio, video, text, images or other material

you choose to display on this Website. By displaying Your Content, you grant

Global Institute of Artificial Intelligence a non-exclusive, worldwide, irrevocable,

sub licensable license to use, reproduce, adapt, publish, translate and distribute it in

any and all media.

17.2 Your Content must be your own and must not be invading any third-party’s

rights. Global Institute of Artificial Intelligence reserves the right to remove any of

Your Content from this Website at any time without notice.

18. General

18.1 To the extent permitted by law, we reserve the right to create, collect and/or

store any metadata resulting from your use of the Platform. To the extent permitted

by law, we may use metadata for a variety of functions including (but not limited

to) conducting investigations, helping us manage and administer the Platform, for

purposes of search engine optimisation and to drive traffic to the Platform. To the

extent permitted by law, we reserve the right to share your information (including

metadata) with government agencies and authorities to the extent this is required or

requested of us.

18.2 We may use third party vendors and hosting partners to provide the necessary

venues, personnel, hardware, software, networking, storage, payment gateway and

related technology required to run the Platform and provide the Services.

18.3 Verbal, physical, written or other abuse (including threats of abuse or

retribution) of any of our employees, members, representatives, or officers will

result in immediate termination of your access to the Platform and Services.

18.4 We do not warrant that:

a.The Platform or Services will meet your specific requirements;

b.The Platform or Services will be uninterrupted, timely, secure, or error-free;

c.Any errors in the Platform or Services will be corrected.

18.5 Our failure to exercise or enforce any right or provision of these Terms and

Conditions shall not constitute a waiver of such right or provision. The Terms and

Conditions constitutes the entire agreement between you and us and govern your

use of the Platform and Services, superseding any prior agreements between you

and us.

18.6 Any part of these Terms and Conditions that is invalid, prohibited or not

enforceable will not void the balance of the Terms and Conditions. All other parts

will be enforced without regard to the invalid provision and continue to be valid in

accordance with their terms.

18.7 We make no representations or warranties that the content of the Platform or

the Services complies with the laws (including intellectual property laws) of any

country outside of Australia.

18.8 Any queries about the Terms and Conditions should be sent to us by email

at legal@giofai.com.au.

18.9 These Terms and Conditions are governed by the laws of Victoria in

Australia. Disputes arising from your use of the Platform are exclusively subject to

the jurisdiction of the courts of Victoria.

19. Career Transition Mentorship (CTM) and Career

Starter Training (CST) Programs

19.1 Career Transition Mentorship

19.1.1 Admission and Fees

Admission to the Career Transition Mentorship (CTM) Program ("Program")

offered by the Global Institute of Artificial Intelligence ("GIofAI") is provisional

and contingent upon the submission of all required documentation as specified by

GIofAI.

The Program fees comprise the following components:

a.Application Fee: A non-refundable fee of AU$299 (GST inclusive) payable at the

time of application submission.

b.Upfront Payment: A fee of AU$14,999 (GST inclusive), payable in full upon

acceptance into the Program or through an approved instalment plan. Eligibility for

scholarships or sponsorships shall be determined solely at the discretion of GIofAI.

c.Post-Employment Payment: A fee of AU$5,000, payable upon securing any role

where the skills acquired in the Program are utilised. The obligation applies

irrespective of the specific job title or industry, provided the role is reasonably related

to data, artificial intelligence (AI), technology, or analytics.

All fees paid, including the upfront payment, instalment payments, and any

additional charges, are strictly non-refundable after the expiry of a ten (10)

business-day cooling-off period. Should a participant voluntarily discontinue the

Program, they shall remain liable for all scheduled payments under the agreed

payment plan upon securing qualifying employment, regardless of Program

completion status.

19.1.2 Payment Arrangements

Direct Debit Authorization: Participants are required to authorise GIofAI to

establish a direct debit or automatic payment arrangement for monthly instalment

payments. This authorization shall remain in effect for the payment term or until

the obligation is fully satisfied.

Employment Verification: GIofAI reserves the right to conduct periodic

verifications of participants’ employment status within a four (4)-month period

following Program completion and during the payment term. Participants agree to

furnish relevant employment documentation, including but not limited to

employment contracts, payslips, and employer contact details, to ensure

compliance with these terms.

Quarterly Income Verification: Participants shall provide updated payslips or tax

statements on a quarterly basis throughout the payment term to verify continued

compliance with payment obligations.

Late Payment Fees: A late fee of AU$250 shall be applied for each missed

payment.

Withdrawal from the Program: Participants who voluntarily discontinue the

Program or withdraw after the ten (10)-business-day cooling-off period shall

remain liable for the full payment obligation upon securing qualifying

employment, irrespective of whether they have completed the Program.

19.1.3 Job Search Requirements

Active Job Search Obligation: Participants are required to pursue employment

opportunities within the data, AI, or technology sectors both during and following

Program completion.

Job Application Tracking and Reporting: GIofAI may require participants to

submit a monthly report detailing job applications, including job titles and

prospective employers, to facilitate tailored job search support and guidance.

Employment Support and Accountability: GIofAI reserves the right to request

reasonable verification of participants’ ongoing job search activities. Failure to

comply with such requests may result in administrative penalties or affect

eligibility for continued career support services.

Failure to Provide Income Verification: A failure to submit required income

verification documents may result in an administrative fee of AU$480.

19.1.4 Withdrawal and Termination

Participants who withdraw from the Program after the cooling-off period shall

remain fully liable for all scheduled payments upon securing qualifying

employment. GIofAI reserves the right to terminate a participant’s enrollment in

the event of misconduct, submission of falsified information, or failure to comply

with employment verification obligations.

19.1.5 Legal Recourse for Delinquent Payments

Acceleration Clause: If a participant fails to make two (2) consecutive payments,

GIofAI reserves the right to accelerate the remaining balance up to the capped

amount. Written notice shall be provided, affording the participant a fourteen (14)-

day period to remedy outstanding payments before acceleration is enforced.

Reporting to Credit Bureaus: GIofAI reserves the right to report delinquent or

missed payments to Australian credit bureaus after providing the participant with

thirty (30) days’ written notice, thereby granting an opportunity to cure outstanding

obligations. Such reporting shall be conducted in full compliance with Australian

Consumer Law.

19.1.6 Included and Excluded Services

Included Services

a.Live Lessons: Four to eight hours per week of live group sessions to encourage

interactive learning and engagement.

b.Email or Group Forum Support: Available Monday to Friday, 12 PM to 4 PM AEST,

to address participant queries and provide guidance.

c.Resume-Building and Placement Guidance: One-time group sessions (60 minutes

each) focused on resume-building and placement strategies to enhance participants’

career prospects post-program completion.

d.30-minute 1-on-1 Session: Personalized support to address individual learning needs

and career guidance.

e.60-minute 1-on-1 Mentorship: In-depth mentorship sessions designed to provide

tailored insights and professional development support.

f.O’Reilly & GIofAI LMS Access: Participants will have a 3-month subscription to the

O’Reilly & GIofAI Learning Management System (LMS), granting access to a

comprehensive library of industry-leading resources essential for the program. This

service is valued at AU$980 and is non-refundable, intended solely for educational

use within GIofAI programs.

Not Included

a.Certification Exam Fees: Participants are responsible for any external certification

exam fees.

b.Cloud Platform Subscriptions: Personal accounts for cloud platforms such as AWS,

Azure, and GCP are recommended but not provided as part of the program.

19.1.7 Legal and Compliance

Governing Law: These terms and conditions shall be governed by and construed

in accordance with the laws of the State of Victoria, Australia.

Dispute Resolution: Any dispute arising under these terms shall first be resolved

through mediation before initiating any legal proceedings.

Credit Reporting: GIofAI reserves the right to report delinquent payments to

Australian credit bureaus following a thirty (30)-day notice period.

By enrolling in the Program, participants acknowledge and agree to the terms and

conditions set forth herein.

19.2 Career Starter Training Program

19.2.1 Admission and Fees

Admission to the Career Starter Training (CST) Program ("Program") offered by

the Global Institute of Artificial Intelligence ("GIofAI") is provisional and

contingent upon the submission of all required documentation as specified by