Coursebox Private Portal Agreement
Updated: 1 August 2026
Welcome
Coursebox provides a customisable, ‘white-label’, version of its training course creation services for selected clients – called “Private Portals” (the “PP Services”). In this Private Portal Agreement (“Agreement”), a reference to the “Coursebox”, “we”, “our”, or “us” means Coursebox Pty Ltd ABN 64 652 541 798. “Client” refers to a person, company, or entity whom we have licensed a Private Portal. By using our PP Services, the Client agrees to comply both with this Agreement, our Client Terms, and our Terms of Use, all of which are published on our website and incorporated into this Agreement by reference.
Licence
Subject to the terms of this Agreement, we grant to the Client a non-exclusive, non-transferrable licence to use the PP Services to develop and use its Private Portal, and to display, reproduce, or distribute its Private Portal within the Client’s business or organisational enterprise. Except as expressly authorised under this Agreement, the Client will not share or copy the PP Services nor cause or permit reverse compilation of the PP Services (or any portion of them) without our prior written consent.
Duty to Moderate and Accept Responsibility for Users’ Conduct
The Client must moderate the activities and conduct of the users of its Private Portal. The Client must ensure that the users of its Private Portal are aware of our Terms of Use, which must be published on the Client’s Private Portal along with our Privacy Policy. The Client must also use its best efforts to ensure the users of its Private Portal comply with our Terms of Use, Privacy Policy, and the laws of the Client’s local jurisdiction.
User Documentation for White-Labelled PPS Services
Where the Client elects to operate a white-labelled Private Portal in which all references to Coursebox are removed, the Client is nonetheless required to ensure all users of its Private Portal agree to, and comply with, user and privacy terms that are materially equivalent to Coursebox’s Terms of Use and Privacy Policy (e.g., agreement to and compliance with all content from those documents with all references to Coursebox itself removed) (all, “White Label Terms”).
In such circumstances, the Client must ensure that the White Label Terms are presented to users during registration in a manner that requires affirmative action by the user to indicate agreement (e.g., a ‘clickwrap agreement’). Client must further ensure the White Label Terms remain available to all users while using their Private Portal via links to those terms as hosted on the Client’s system.
The Client agrees to provide a copy of the White Label Terms to Coursebox for its review upon request.
Where the Client elects to White Label Terms to its Private Portal users, or otherwise translated or adapted versions of Coursebox’s Terms of Use or Privacy Policy within (or in connection with) its Private Portal, the Client acknowledges that Coursebox remains the licensor of the underlying learning management system and PP Services as set out in this Agreement. The use of any such White Label Terms, or otherwise translation or adaptation is undertaken at the Client’s sole risk. Unless otherwise agreed in writing by Coursebox, Coursebox’s standard English-language Terms of Use and Privacy Policy remain the authoritative terms governing the use of the PP Services, and the Client is solely responsible for ensuring that any alternative versions accurately reflect those terms and comply with applicable laws in the Client’s jurisdiction. Coursebox accepts no liability whatsoever for claims, costs, penalties, expenses, or damages that may be incurred by the Client in connection with its use of While Label Terms, or translated or adapted user or privacy terms.
Privacy and Intellectual Property Protection
Our Privacy Policy explains how we treat the personal data and protect the privacy of users of the PP Services. Our Data Processing Agreement (at https://www.coursebox.ai/dpa) sets out the terms under which we process Personal Data on behalf of the Client as a data processor. By using the PP Services, the Client agrees that we can use such data in accordance with our Privacy Policy and Data Processing Agreement, both of which are incorporated into this Agreement by reference.
We respond to notices of alleged copyright or trademark infringement on a timely basis, and terminate accounts of infringers where appropriate according to the laws of Australia. If the Client believes that its Intellectual Property rights have been violated, or if the Client has received notice from a third party of a violation of their intellectual property rights, it must notify Coursebox promptly. Furthermore, if the Client becomes aware of any actual, threatened, or apparent infringement of our intellectual property rights (for example, unauthorised use or copying of our screen displays or underlying computer code), it must notify Coursebox immediately.
The Client acknowledges that, as a condition of using the PP Services, the Client must comply with all relevant laws, including the Australian Privacy Principles, and that it keep all personal information and other data of its Private Portal users confidential and secure in compliance with our Privacy Policy.
Fees and Charges
Except where licensing fees are agreed in advance through a separate written agreement, fees for the PP Services are outlined in our Licensing and Fees document, which Coursebox may change from time to time as notified to the Client in writing. Unless otherwise expressly stated, all fees are quoted in US Dollars.
Taxes
The Client is responsible for paying any taxes, including any goods and services or value added taxes, which may be applicable in its jurisdiction for the PP Services. These taxes will be added to fees payable by the Client, if applicable.
Advertising
The Client may display sponsor advertisements or trademarks (such as names or logos) on its Private Portal on the condition that the advertisement complies with law of its local jurisdiction and the terms of this Agreement.
Warranties and Indemnity
The Client represents and warrants that its use (including its users’ use) of, and any content displayed or otherwise incorporated in, its Private Portal does not infringe in any way, directly or contributorily, upon any third party’s intellectual property rights, including, without limitation, patent, copyright, trademark, trade secret, right of publicity and proprietary information.
The Client indemnifies and holds Coursebox harmless from any claims, damages, costs, losses, or penalties howsoever arising from or relating to: (1) the Client’s misuse or unauthorised modification of the PP Services; (2) a violation or infringement of any third party’s intellectual property rights including, without limitation, patent, copyright, trademark, or trade secret; or (3) any failure of compliance with our Privacy Policy or the Client’s local law in connection with the disclosure, use, storage, or security of personal information not caused by our systems.
The Client also warrants:
the Client (including any users of the PP Services) will not disable or obscure any messages, labels, or watermarks produced by the PP Services for the purpose of identifying any such output (including, but not limited to, text, documents, images, avatars, or voice clones) as created or modified by AI;
the Client’s choice of location for the hosting of their PP Services, if applicable, complies with the laws and regulations applicable to the jurisdiction over that location; and
where the Client elects to utilise their own application programming interface (“API”) for an AI provider in connection with the PP Services, it acknowledges Coursebox is not the data processor for users of PP Services that incorporate that AI provider; consequently, the Client assumes full responsibility for all privacy-related matters in connection with such user data processed through that AI provider.
Miscellaneous
If any terms of this Agreement are deemed to be unlawful, void, or unenforceable, that term shall be severed from this Agreement to the minimum extent required that allows the remaining Agreement to remain valid.
This Agreement and all incorporated documents are governed by and construed in accordance with the laws of the state of Western Australia. The parties submit to the non-exclusive jurisdiction of the Courts of that State.
To the extent that any of the terms of this Agreement conflict with the terms of Coursebox’s Terms of Use, Client Terms, or Privacy policy, the terms of this Agreement shall prevail.
