An entity (referred to as the ‘Licensee’ in these Terms and Conditions) that has signed the Veterans Employment Commitment and that has otherwise been approved by the Commonwealth at the Commonwealth’s discretion may use the Supporter Logo in accordance with the following Terms and Conditions. Capitalised terms have the meaning given to those terms in clause 10.
1. Licence for Term
1.1 Grant of licence
- Subject to clause 1.1(b), the Commonwealth grants to the Licensee a non-exclusive, non-transferable, royalty-free licence to use the Supporter Logo during the Term, within the Territory and solely for the Permitted Purposes.
- The Licensee must ensure that the Supporter Logo is used in accordance with the Guidelines and these Terms and Conditions.
- The Licensee is not required to pay a licence fee in connection with the licence granted pursuant to these Terms and Conditions.
1.2 Extension of Term
The Term will be automatically extended for an additional two year period on each occasion that the Licensee re-commits to the Veterans Employment Commitment. The relevant extension period will commence immediately following the expiry of the then current Term.. .
1.3 Licensee's acknowledgments
The Licensee acknowledges that:
- the Commonwealth is the owner of the Supporter Logo;
- this licence does not adversely affect any interest, right or entitlement of the Commonwealth to the Supporter Logo; and
- nothing in these terms and Conditions confers on the Licensee any interest, right or entitlement in the Supporter Logo other than as a non-exclusive licensee of the Supporter Logo.
1.4 Restrictions on use
The Licensee must not:
- use the Supporter Logo in any way that is likely to harm or prejudice the rights of the Commonwealth or damage the reputation of the Commonwealth;
- use the Supporter Logo other than for the Permitted Purposes;
- alter, deface, make additions to, remove, erase or obliterate, wholly or partly, the Supporter Logo;
- license or purport to license any other person to use the Supporter Logo;
- apply to register, or authorise or assist anyone else to apply to register, the Supporter Logo or any similar Supporter Logo, either alone or in conjunction with any other Supporter Logo or brand name; and
- use or apply to register, or authorise or assist anyone else to use or apply to register, a company, business or trading name or domain name which contains any part of the Supporter Logo including any similar Supporter Logo.
2. Use of Licensee’s name and logo
- If the Commonwealth approves the Licensee’s use of the Supporter Logo, the Licensee agrees that the Commonwealth may, subject to clause 2(b), include:
- the name of the Licensee on the Website; and
- if the Licensee provides the Commonwealth with the Licensee’s Logo in a medium acceptable to the Commonwealth, the Licensee’s Logo on the Website.
- The Commonwealth will remove the name of the Licensee from the Website and the Licensee’s Logo (if applicable) within 30 Business Days from:
- the expiry or termination of the Term; or
- the date on which the Licensee requests the Commonwealth to remove the Licensee’s name and/or the Licensee’s Logo from the Website.
- The Commonwealth will not distort, alter, cover up, modify or otherwise vary the Licensee’s Logo as provided to the Commonwealth, however, the Commonwealth may alter the size of the Licensee’s Logo.
- The Licensee acknowledges that the Commonwealth may:
- disclose or publish (including for marketing or public relations purposes) the Licensee’s name, that the Licensee has made the Veterans Employment Commitment and any other information the Licensee provides to the Commonwealth including information about the Licensee’s business, the industry the Licensee is in, the location of the Licensee’s business and the size of the Licensee’s business;
- provide information to the Licensee about veterans employment; and
- request the Licensee complete voluntary surveys or provide information to the Commonwealth.
3.1 Warranties by the Licensee
The Licensee warrants that:
- it will cooperate and take all reasonable steps to preserve the existing rights of the Commonwealth in the Supporter Logo during the Term;
- it will not use the Supporter Logo other than for the Permitted Purpose; and
- the use by the Commonwealth of any Licensee’s Logo provided to the Commonwealth will not infringe the rights of the Licensee or any third party or infringe any law.
3.2 Exclusion of liability
To the extent permitted by law, the Commonwealth is not liable for any liabilities, demands, expenses or damages, incurred by the Licensee arising out of the use of the Supporter Logo or the Commonwealth’s performance of any action or obligation permitted pursuant to these Terms and Conditions.
4. Restricting use of Supporter Logo
Notwithstanding anything to the contrary in these Terms and Conditions, the Commonwealth may, at any time and in the Commonwealth’s absolute discretion, require the Licensee to cease using the Supporter Logo, including where:
- the Commonwealth withdraws its approval for a Licensee to use the Supporter Logo;
- the Commonwealth has decided to stop using the Supporter Logo;
- the Commonwealth has agreed with another person that the Commonwealth will not use, and will not authorise any other person to use the Supporter Logo; or
- the Supporter Logo is or has become the subject of a Claim.
5. Infringements and Claims
- The Licensee must promptly notify the Commonwealth of any Infringement or Claim of which the Licensee becomes aware of whether actual or threatened in respect of the Supporter Logo.
- Only the Commonwealth is entitled to take, at its own expense, whatever action it deems reasonably necessary in relation to any Infringement or to defend any Claim.
6.1 Termination by the Commonwealth
The Commonwealth may immediately terminate the licence by notice in writing to the Licensee if:
- the Licensee engages in any conduct or practice that is likely, in the Commonwealth's opinion, to adversely affect:
- the Supporter Logo (including any reputation and goodwill in the Supporter Logo);
- the Commonwealth's rights to the Supporter Logo; or
- the Commonwealth's reputation;
- the Licensee breaches any of its obligations under these Terms and Conditions and the breach is:
- not rectified, if it can be rectified, within 20 Business Days of being given a notice of the breach by the Commonwealth; or
- not capable of being rectified;
- subject to any law to the contrary that binds the Commonwealth, the Licensee:
- commits an act of bankruptcy, becomes insolvent or is unable to pay its debts as and when they become due;
- is wound up, voluntarily or involuntarily; or
- goes into liquidation or passes a resolution to go into liquidation, otherwise than for the purposes of reconstruction;
- the Commonwealth requests the Licensee to re-commit to the Veteran’s Employment Commitment and the Licensee indicates that it will not re-commit or the Licensee does not re-commit within the timeframe required by the Commonwealth; or
- termination becomes necessary, in the Commonwealth’s reasonable opinion, due to a change of government or government policy.
6.2 Consequences of expiry or termination
On termination or expiry of this licence, the Licensee must immediately:
- cease representing itself as a Licensee of the Supporter Logo;
- cease using and take down or remove all representations of the Supporter Logo including, without limitation all use of the Supporter Logo on any item, website, communications material or other property owned or controlled by the Licensee;
- as applicable, apply to remove its recorded interest as a Licensee of the Supporter Logo (where this is applicable); and
- cease to associate itself with the Supporter Logo and not do anything which suggests a connection in respect of the Supporter Logo.
7. Dispute resolution
7.1 Procedure for dispute resolution
The Commonwealth and the Licensee agree that any dispute arising between the Commonwealth and the Licensee will be dealt with as follows:
- first, the party claiming that there is a dispute will send to the other a notice setting out the nature of the dispute;
- secondly, the parties will try to resolve the dispute by direct negotiation, including by referring the matter to persons who have authority to intervene and direct some form of resolution;
- thirdly, the parties have 10 Business Days from the receipt of the notice in clause 7.1(a) to reach a resolution or to agree that the dispute will be submitted to mediation or some other form of alternative dispute resolution procedure; and
- lastly, if:
- there is no resolution or agreement; or
- there is a submission to mediation or some other form of alternative dispute resolution procedure, but there is no resolution within 15 Business Days of the submission, or such extended time as the parties may agree in writing before the expiration of the 15 Business Days, then, either party may commence legal proceedings.
- does not apply to action by either party under or purportedly under any clause relating to termination, whether for convenience or for default; and
- does not preclude either party from commencing legal proceedings for urgent interlocutory relief.
- No variation of these Terms and Conditions is binding unless agreed in writing between the Commonwealth and the Licensee.
- Any reading down or severance of a particular provision does not affect the other provisions of these Terms and Conditions.
- A waiver of any provision of these Terms and Conditions must be in writing.
- No waiver of a term or condition will operate as a waiver of another breach of the same or of any other term or condition.
- If a party does not exercise, or delays in exercising, any of its rights, that failure or delay does not operate as a waiver of those rights.
- A single or partial exercise by a party of any of its rights does not prevent the further exercise of any right.
- The Licensee must not assign or transfer its rights or obligations under these Terms and Conditions.
- This licence is to be construed in accordance with, and any matter related to it is to be governed by, the law of the Australian Capital Territory and the parties submit to the jurisdiction of the courts of the Australian Capital Territory.
In addition to this clause, the following clauses will survive the termination or expiry of this licence:
- clause 1.3 (Licensee’s acknowledgements);
- clause 1.4 (Restrictions on use);
- clause 3.2 (Exclusion of liability);
- clause 6.2 (Consequences of termination or expiry); and
- clause 7 (Dispute Resolution).
In this Deed, unless the contrary intention appears:
Business Day means any day except Saturday, Sunday and a public holiday in Canberra, Australian Capital Territory.
Claim means any actual, suspected or threatened claim by a third party concerning the use of the Supporter Logo, or any substantially identical or deceptively similar Supporter Logo.
Commonwealth means the Commonwealth of Australia as represented by the Department of Veterans’ Affairs or such other department or agency of the Commonwealth that is from time to time responsible for the administration of this Deed.
Guidelines means the Guidelines for the Use of the Supporter Logo as amended from time to time by the Commonwealth.
Infringement means any actual, suspected or threatened infringement of, or challenge to, the Supporter Logo and any conduct in relation to the Supporter Logo that may constitute passing off or misleading or deceptive conduct.
Licensee means the entity that has agreed to comply with these Terms and Conditions including the Guidelines.
Licensee’s Logo means any logo provided by the Licensee to the Commonwealth for the purposes of display on the Website.
Permitted Purpose means the following purposes:
- use for advertising and signage purposes;
- use in promotional and publicity material; and
- use in print medium material including press releases.
Term means the term commencing on the date that the Licensee accepts these Terms and Conditions and expiring on 30 June 2020 or such other date determined in accordance with clause 1.2.
Territory means Australia and includes websites with an .au domain name.
Supporter Logo means the Supporter Logo as identified in the Guidelines.
Veterans Employment Commitment means the commitments relating to the employment of veterans given by the Licensee as specified on the Website.
Website means the veterans employment website at www.veteransemployment.gov.au