e-bilities^® is an online application for testing for employment and related purposes (collectively, the "Application"). The Application is provided upon the terms and conditions set out below as amended from time to time ("Agreement"). Unless explicitly stated otherwise, any new features that augment or enhance the current Application, or any new services, shall be included in the definition of "Application", and shall also be subject to these Terms.

Acceptance of these Terms does not supersede any other agreement between yourself and e-bilities and this Agreement is to be read and construed in conjunction with any such agreement.

Please note that this Agreement is subject to change from time to time. Any such amendments shall become effective upon publication on this website and your continued use of it constitutes acceptance of this Agreement as amended.

This agreement is to be construed in accordance with the definitions provided.

1. Authority

1.1 You warrant that in accessing the Application and agreeing to these Terms you have the authority to represent and bind both yourself and the Client under this Agreement.

1.2 You and the Client agree to be bound by the terms of this Agreement.

2. Access

2.1 You must use only the Access Codes to access the Application.

2.2 You and the Client must keep secure and protect your Access Codes, and must not disclose them to any unauthorised person.

2.3 You are fully responsible for all activities that occur under your Access Codes.

2.4 You must notify e-bilities immediately if you become aware of any unauthorised use of your Access Codes, or any loss or theft of any record of them, or if you suspect that any of your Access Codes have become known to any unauthorised person. Upon being so notified, e-bilities may, at its absolute discretion, revoke your Access Codes and issue new ones to you.

2.5 Your Access Codes will only provide you with access to those parts of the Application that you are authorised to access and/or use. You must not attempt to gain access to other parts of the Application without authorisation, in which case your Access Codes will be modified to provide such access.

2.6 If you gain access to any part of the Application that you are not authorised for or you gain access to the data or account of another user, you must not attempt to use that part of the Application or make any use of or change to the data or account. You will immediately notify e-bilities of the fact of your access.

2.7 If you leave your current employer, you are to immediately notify e-bilities and cease using your Access Codes. You may not use your Access Codes for your own purposes or for a new employer. Your Access Codes will be rendered inactive. Any new employer will need to submit a new application on your behalf to obtain a new registration and new Access Codes. Your previous employer will also need to submit a new application to obtain new Access Codes if it wishes another one of its employees to have access to e-bilities.

3. Licence and User Conduct

3.1 Upon registration you are granted a non-transferable non-exclusive licence to use the Application in accordance with this Agreement subject to the payment of the Test Fees and terminable as provided by this Agreement.

3.2 You and the Client agree:

a. To abide by all applicable local, national and international laws relevant to the Application;

b. To use the Application in accordance with this Agreement, the Terms of Use, the Privacy Policy and any other notice or direction for the use of the Application posted on this website;

c. Not to interfere with the use and enjoyment of the Application by other users;

d. Not to reverse assemble, reverse compile, reverse engineer or directly or indirectly allow or cause a third party to reverse assemble, reverse compile or reverse engineer the software licenced by this agreement, or any part of it. The obligations in this subclause include but are not limited to deduction and copying the tests underlying the Application in any way;

e. Not to interfere with or disrupt the Application or the servers and/or networks by which it is provided;

f. Not to resell use of or access to the Application, unless authorised by a separate written agreement with e-bilities to do so.

g. To not copy, reproduce, translate, adapt, vary or modify the Application, or the tests contained in it without the express consent of e-bilities, except as expressly authorised by this agreement;

h. To supervise and control the use of the Application in accordance with the terms of this licence;

i. To ensure its employees, sub-contractors and other agents who have authorised access to the Application are made aware of the terms of this licence;

j. Not to provide or otherwise make available the Application in any form to any person other than those referred to in paragraph (i) without the written consent of e-bilities;

k. Not to illegally discriminate against any person on the basis of information provided via the Application; and

l. Not to use the Application for or in connection with a service bureau operation or sublicense the Application or the results obtained by use of the Application in any other way without the written permission of e-bilities.

3.3 You and the Client acknowledge and agree:

a. That e-bilities and/or other users of the Application may suffer loss and damage if you or the Client breach this Agreement or misuse the Application; and

b. That e-bilities may recover damages from you, or your employer, if you breach this Agreement, the Terms of Use, the Privacy Policy, or misuse the Application;

c. That e-bilities may at any time enhance, modify, alter or in any way change the functionality or content of the Application. Changes to the Application will not affect stored data;

d. To keep confidential and secret to any third party the tests underlying the Application, including but not limited to the methodology of the tests or the way in which they are applied, unless required to do so by law or if the entirety of the test enter the public domain other by reason of your breach of this Agreement;

e. Not to, or attempt to, or to allow or procure any third party to or to attempt to, reduce or copy the tests into any other form, format or media and to administer the test using that form, media or format.

4. Your Account, Test Fees and Payment

4.1 Your Test Manager is responsible for ordering and paying for test credits, and for setting-up tests for Test-Takers if your account is in credit.

4.2 You will be able to access data from completed tests even where your account is not in credit.

4.3.Once a test is ordered it will remain available until taken.

4.4 You are not entitled to a refund for any test once set-up for any reason.

4.5 The Test Fees are subject to change at any time. The value of the Test Fees is displayed in the Test Management part of the Application.

4.6 Payment of Test Fees must be in accordance with the procedures set out in the Test Management part of the Application.

4.7 You and the Client bear the risk of any misuse of the Test Management part of the Application and any faults in payment.

5. Client Information

5.1 You and Client assume responsibility and liability for the accuracy and adequacy of information entered by or on behalf of the Client. You will promptly notify e-bilities and any third party involved in any transaction being conducted through the e-bilities^® website if there is any inaccurate, incomplete or incorrect information relating to the Client's data. If you determine that the Application includes inaccurate, incomplete or incorrect information relating to Client; and, if applicable and within its control, Client shall immediately withdraw and correct such information or notify e-bilities to arrange amendments. e-bilities is not responsible for any damages caused by or related to inaccurate, incomplete, or incorrect information.

5.2 Data and information entered into the Application may be used by e-bilities for the purpose of the general Application database. Such use will not name or reveal the source of the data to any third party.

5.3 It is agreed that such use of Client's data is not a breach of any obligation of confidence so long as the database does not disclose the source of the data to any third party.

6. Test-Taker Data, Use of Results and Feedback

6.1 You and the Client acknowledge that e-bilities does not know, and can not be expected to know, how you intend to use the results of the tests administered by the Application.

6.2 e-bilities takes no responsibility for and is not liable to you or the Client, in any manner, for:

a. The way in which test results are used by Client; or

b. Decisions made by Client based on test results.

6.3 Client will provide full feedback in relation to test scores and results to their Test-Takers upon request.

6.4 Client acknowledges and agrees that e-bilities may utilise data collected from tests administered by the Client for research and/or statistical purposes.

6.5 e-bilities warrants that such data will be used in a manner that is non-personal and not capable of identifying the individuals tested.

6.6 Client indemnifies and will keep indemnified e-bilities against any claim, suit, proceeding, judgment, order, cost or other liability brought against or suffered by e-bilities alleging, asserting or by reason of Client's misuse of Test-Taker information, including but not limited to wrongful disclosure of personal information and discrimination.

7. Termination

7.1 e-bilities or e-bilities third party service providers may, at their sole discretion at anytime, temporarily or permanently suspend, cancel or otherwise terminate your access to the Application, in whole or part, by any means, for example by suspension of Access Codes, if anyone of them believes or have grounds to suspect:

a. You have breached this Agreement;

b. You have infringed the intellectual property rights of e-bilities; or

c. You have misused the Application.

7.2 e-bilities may immediately terminate this Agreement and cancel your access to the Application if:

a. Any of your Details are not true and correct; or

b. Any payment of the Test Fees is late or unable to be processed.

8. Indemnity

8.1 You and the Client agree to indemnify and hold e-bilities and its third party service providers, harmless from any claim or demand, including but not limited to reasonable legal fees, by reason of your misuse of the Application, or any breach of this Agreement, the Terms of Use or the Privacy Policy, including claims made against e-bilities by third parties.

9. Assignment

9.1 The benefit of this Agreement shall not be dealt with in any way by you or the Client (whether by assignment, sub-licensing, novation or otherwise) without e-bilities written consent.

9.2 e-bilities may assign or novate this Agreement at will and without your consent.

10. General

10.1 Each provision of this Agreement is severable from the others and if any provision of this Agreement are found to be unenforceable, void or ineffective then the remainder continue on with full force and effect.

10.2 e-bilities may alter this Agreement, the Terms of Use and the Privacy Policy at any time without notice.

10.3 e-bilities will post any such alterations at <www.ebilities.com> and alterations take effect immediately upon such posting.

10.4 To the extent of any inconsistency between them, the following documents shall be construed in this order of precedence:

a. This Agreement;

b. Privacy Policy; and

c. Terms of Use.

11. Definitions

11.1 In these Terms:

"Access Codes" means the User ID and Password that e-bilities provides to you from time to time to access the Application. It includes the individual access codes for your Test Management profile.

"Administration System" means the application used by e-bilities to record and report on transactions made through the Application.

"Test-Takers" mean persons who take tests administered by the Application.

"Client" means you or your employer, or the organisation for which you are accessing the Application in order to provide tests to Test-Takers and access the results of those tests.

""Details" means your personal details entered on the registration page.

"e-bilities means e-bilities Pty Limited, which is the owner and operator of the Application.

"Privacy Policy" means the privacy policy posted at <www.ebilities.com>

"Terms of Use" means the terms of use for the e-bilities^® website posted at <www.ebilities.com>

"Test Fees" means the amounts charged by e-bilities for use of the Application.

"Test Manager" means a user profile with access to the Test Management area in the Application. The profile is accessed by means of Access Codes. The Test Manager is responsible for responsible for purchasing test credits, which are expended when tests are set up. The Test Manager will only be permitted to set-up tests if your account is in credit.

11.2 A reference to you includes a reference to Client and vice-versa.