Terms and conditions

General Terms and Conditions

Terms and conditions

ACMI X Residency Terms and Conditions

This document sets out the terms and conditions on which ACMI grants the Resident the right to use the Space and the Services.

1. Definitions

In these Terms, the following definitions apply:

  • ACMI means Australian Centre for the Moving Image (ABN 37 375 237 227) an entity established under the Film Act 2001 (Vic) and having its registered office at the Alfred Deakin Building, Federation Square, corner of Swanston and Flinders Streets, Melbourne, Victoria 3000.

  • ACMI Property means any furniture, equipment, documents or other property in the Space that is owned or controlled by ACMI.

  • Australian Consumer Law means the Australian Consumer Law set out in schedule 2 of the Competition and Consumer Act 2010 (Vic).

  • Confidential Information means all information of a confidential nature directly or indirectly disclosed by or on behalf of the Resident or ACMI and includes information relating to the Resident’s or ACMI’s business, employees, clients, products, projects and exhibitions in production, and business processes.

  • Fair Use means the use of the Space and the Services by Residents in an equitable, respectful, and reasonable manner, having regard to the needs of other Residents.

  • Fee means any fee specified on the Website and/or Portal in relation to the Resident’s Residency or the Services, including the Residency fee, as may be varied by ACMI from time to time in accordance with clauses 5.4 and 17.1.

  • Force Majeure Event means any unforeseen event or circumstances arising after the date of these Terms which is outside the reasonable control of the parties and which prevents a party from being able to meet its obligations under these Terms, including without limitation, natural disasters, war, terrorism, fire and strikes by public servants.

  • Resident means the owner of a Residency.

  • Resident Property means any equipment, documents, property, or possessions that the Resident brings into the Space.

  • Residency means Residency of ACMI X, the categories and inclusions of which are detailed on the Website and/or the Portal.

  • Residency Fee means the fee relevant to the Resident’s Residency and published on the Website and/or the Portal.

  • Policies mean any of ACMI's codes of conduct, policies and procedures accessible on the Portal or otherwise made available to the Resident, as added or amended by ACMI from time to time.

  • Portal means ACMI's online Resident platform “Nexudus”.

  • Services means the services included in the Resident's Residency, as detailed on the Website and/or the Portal.

  • Space means ACMI X Studio co-working space located at the ACMI Level 2 Alfred Deakin Building Flinders Street, Melbourne 3000 and includes all communal, meeting, kitchen and social spaces.

  • Terms means these Residency Terms and Conditions, Policies, the terms specified on the Website and on the Portal.

  • Website means the ACMI X website located at http://acmix.spaces.nexudus.com.

2. The Residency

  • ACMI will endeavour to provide the Services to the best of ACMI's ability.

  • The Residency is valid for one year, starting from the date the Residents begin their Residency as reflected in the Nexudus Portal.

  • After the expiry of the Residency, the Resident is required to re-apply for a new Residency and is not guaranteed to be accepted for another year.

  • The Resident's Residency is personal to the Resident. The Resident must not transfer their Residency to someone else.

  • The Resident must comply with the Resident obligations under these Terms and with ACMI’s directions in relation to ACMI’s policies including Anti-Racism & Equality Policy, Code of Conduct, Emergency Management Training Policy, Occupational Health and Safety Policy, Privacy Policy and Workplace Behaviours Policy, which are sent to Residents upon sign up via email and available to be viewed at any time via their Nexudus account.

  • The Resident acknowledges that ACMI uses Nexudus Ltd to operate ACMI’s online Resident platform. The Resident understands and accepts that Nexudus’ Acceptable Use Policy, Security Statement, and Privacy Policy which are available on Nexudus’ website apply to the Resident, and the Resident will comply with those terms. The Resident also understands and accepts that Nexudus may store, process and transfer the Resident’s information on the platform between any of the countries in which Nexudus operates.

  • The Resident can find further information at http://acmix.spaces.nexudus.com.

  • The Resident must comply with any reasonable requirements or directions provided by ACMI in relation to the use and occupation of the Space.

  • The Resident must comply with all laws and any requirements of any authority in connection with the use of the Space.

  • The Resident must not do or permit anything to be done in connection with the Space which in the reasonable opinion of ACMI may endanger the Space or be a risk to any person or ACMI Property.
    The Resident must:

  • observe and obey all fire or emergency drills and complete the emergency management module before using the Space after hours (that is, outside of 9am-5pm on weekdays)

  • ensure it is aware of and complies with all occupational health and safety and emergency procedures; and

  • inform ACMI immediately if the Resident is aware of a risk or danger (for example: a bomb threat or a fire) in any part of the Space.

  • The Resident’s Residency entitles the Resident access to and Fair Use of the Portal. The Resident login details are personal to the Resident and must not be shared with anyone else. The Resident must keep the Resident’s login details secure and must contact ACMI immediately if the Resident believes that someone else has access to them or is using them. The Resident must use the Portal in accordance with the terms of use including any Privacy Policy by the Portal service provider accepted by the Resident when the Resident first logs in, as amended from time to time to time and notified to the Resident in writing.

  • The Resident must ensure at the end of its term for the use of the Space (or sooner as a result of termination of these Terms) it will:

  • ensure that the Space is left in a clean and tidy condition and any damage caused by the Resident has been repaired to ACMI’s satisfaction; and

  • return to ACMI all keys, passes and security codes giving access to any parts of the Space which are held by the Resident or any of the Resident’s agents, guests, employees or invitees, whether or not they were supplied by ACMI. In the event that a security pass is lost and is unable to be returned to ACMI by the Resident, the Resident will be charged a fee of $20 to replace the lost pass. This charge will be added to the Resident’s invoice.

3. The Space

  • The Resident acknowledges that the Space is a shared office. The Resident must be respectful of other users in the Resident’s occupation and use of the Space.

  • The Space is a collaborative workspace, and the Resident acknowledges that it may be working in close proximity to individuals or organisations that compete with the Resident's business. The Resident must comply with clause 10 in relation to all Confidential Information of other ACMI X Studio Residents.

  • The Resident acknowledges that due to the shared nature of the Space, and ACMI’s work, including exhibitions and projects in production, sensitive or confidential information may sometimes be overheard or seen, and the Resident agrees to respect the right of privacy and confidentiality of other Residents and ACMI in such circumstances.

  • ACMI grants the Resident a licence to use the Space in accordance with the Resident’s Residency, However the Resident understands that meeting rooms as well as hot desks assigned to part-time residency are subject to availability.

  • Residency does not give the Resident exclusive rights to:

  • occupy any part of the Space; or

  • use any of the Services.

  • These Terms do not create any estate or interest in the Space, other than a contractual right. These Terms do not constitute a lease at law and the Resident may not claim before a court or tribunal that these Terms constitute a lease at law. In the event that a court or tribunal determines that these Terms are a lease at law, ACMI may, at its option, terminate these Terms by written notice.

  • The Resident may not permit other parties to use the Space and/or the Services or deal with its interests under these Terms without the prior written approval of ACMI. ACMI and its agent may enter the Space at all times for any reason.

  • The Resident is responsible for ensuring that the Space and the Services meet the needs of the Resident's business or enterprise. ACMI makes no warranties or representations that the Space or the Services are suitable for the Resident’s purposes or intended use.

  • It is the Resident's responsibility to satisfy itself as to the suitability of the ACMI Property for the Resident’s purposes, and to use the ACMI Property in a safe manner. Prior to bringing any electrical equipment into the Space, the Resident must ensure that the equipment has been inspected and tested in accordance with AS/NZS 3760:2010.

  • The Resident is liable for, and agrees to indemnify ACMI against, any damage caused to the Space or any ACMI Property, or for any claim brought against ACMI, by malfunctioning or incorrectly used equipment brought into the Space by the Resident, the Resident’s employees or the Resident’s guests. This includes, but is not limited to, damage caused by non-compliant electrical equipment or electrical equipment not fit for use in Australia.

  • The Resident must make good or indemnify ACMI (at ACMI's option) for any damage caused to the Space or ACMI Property by the Resident, the Resident’s employees or the Resident's guests (excluding fair wear and tear).

  • Upon becoming aware of anything in the Space which may be unsafe, the Resident must promptly notify ACMI.

  • The Resident must not use illegal drugs or offensive language, or engage in threatening behaviour, or abuse of ACMI's staff or other Residents or guests.

  • The Resident must not damage any ACMI Property, or that of another Resident.

  • The Resident must not:

  • display or affix any signs, advertisements, posters, flag or notices, to any part of the Space or ACMI Property which may in ACMI’s reasonable opinion cause a nuisance, interfere with any other person or be dangerous or offensive;

  • in any way interfere with, hinder or obstruct access to any air-conditioning plant or equipment, lifts, escalators, fire alarm system or any other service; and/or

  • remove ACMI Property from the Space.

4. Making changes or cancelling - Cancellation by ACMI

  • ACMI may cancel the Resident's Residency by written notice to the Resident:

  • With immediate effect, if the Resident:

  • breaches the Resident 's obligations in clause 3;

  • breaches any of the Resident 's other obligations in these Terms and, if such breach is capable of remedy, the Resident does not remedy the Resident's breach within 7 days of being notified by ACMI; or

  • fails to comply with any of the Policies, provided that ACMI has given the Resident written notice of such failure and ACMI's required remedy, and a reasonable time to rectify the failure.

  • With 30 days’ notice at any time, if the Resident’s Residency is not for a fixed term; or

  • With 30 days’ notice, expiring on the last day of the fixed term, if the Resident’s Residency is for a fixed term.

  • These Terms end, and the Resident must vacate the Space, if ACMI’s right to occupy the Space ends or is terminated.

  • Cancellation by Resident

  • The Resident may cancel the Resident by written notice to ACMI:

  • With 30 days’ notice at any time, if the Resident’s Residency is not for a fixed term; or

  • With 30 days’ notice, if the following circumstances apply:

  • ACMI makes changes to these Terms (except where these changes are required at law), the Fee, the inclusions in the Resident’s Residency, or the Services; and

  • the changes would take effect during the term of the Resident’s Residency; and

  • the changes substantively reduce the benefits enjoyed by the Resident under the Residency.

  • Continued Occupancy After Agreed Term

  • 4.3 If the Resident continues to occupy the Space after the end of the agreed term, without objection by ACMI:

  • (a) the Resident occupies the Space subject to the same Terms; and

  • (b) ACMI or the Resident may end these Terms during any period of overholding immediately by notice in writing to the other party.

5. Payment of Fee

  • ACMI will use reasonable endeavours to provide the Resident with the Space and the Services in consideration for the Resident paying the Fee in the manner specified in this clause.

  • The Resident will be invoiced at the start of each month or as otherwise agreed in writing with the Resident.

  • ACMI will directly debit the Resident’s account for the Fee and any other amounts due to ACMI, unless the Resident and ACMI agree in writing that the Resident will pay via bank transfer to ACMI’s account. It is the Resident’s responsibility to ensure it has sufficient funds in the Resident’s account to enable the successful direct debit of the Fee each month unless otherwise agreed. If the direct debit transaction is rejected for any reason the Resident will be liable for any reasonable costs incurred by ACMI in recovering the debt, including but not limited to any legal, bank or collection agency fees.

  • ACMI may review the Fee from time to time in accordance with the Terms at ACMI’s reasonable discretion provided the Resident is given 30 days’ notice prior to any increased Fee being charged.

  • Unless the Resident is notified otherwise, the Fee quoted is exclusive of Goods and Services Tax (GST).

  • ACMI may charge the Resident an administration fee of up to $50 each time the Fee remains overdue past the 30th of the month.

  • If GST is imposed on any supply made pursuant to these Terms (Taxable Supply), the Resident must pay the GST amount, without any deduction or set-off. The payment of GST is subject to the Resident’s receipt of a valid tax invoice that complies with the requirements of A New Tax System (Goods and Services Tax) Act 1999. The Fee is exclusive of any withholding taxes and payments for other taxes which may arise under any Australian or international law (excluding any income tax obligation arising on ACMI). Any such taxes will be payable by the Resident.

6. Meeting spaces

  • Meeting spaces will be provided in the Space for the Fair Use of all Residents and meeting space bookings are limited to 1 hour. Resident request a meeting space booking via the Nexudus Portal.

  • The amount of hours a Resident can hire meeting rooms for is determined by their Residency type and subject to availability. Residents will not be able to book extra meeting room hours once their allotted hours have been reached. All meeting rooms are subject to availability irrespective of whether the Resident has unused meeting room hours.

  • ACMI makes no representation or warranty as to the availability or suitability of the Resident's desired meeting space. ACMI reserves the right to refuse or vary a Resident's meeting space booking, amend or suspend access to the meeting spaces, or limit the number of meeting space bookings a Residents makes as may be reasonably necessary from time to time if such action is necessary to ensure Fair Use.

7. Use of Space and Services

The Resident is only entitled to use the Space and the Services on the days and times allocated to the Resident, subject to Fair Use and having regard to the Residents residency.

  • Residents under the Shared-Desk Residency are responsible for coordinating their days with the other Resident allocated to the Shared desk and are not entitled to sit at a hot desk if both Shared-Desk Residents want to access ACMI X on the same day.

  • Residents under the Part-time Residency are allowed to use a desk in the hot desk area for two days per week. The Resident does not need to alert ACMI when they are using the desk but it is their responsibility not to exceed two days. If the Resident is unable to use the two days during one week, the Resident forfeits the unused days and they are not permitted to use those days the following week(s). Hot desks are subject to availability.

ACMI may limit the number of guests the Resident brings into the Space from time to time, having regard to Fair Use.

8. Printing and internet

  • Each Resident is entitled to Fair Use of printers and internet within the Space.

  • The Resident must limit printing to a reasonable amount, in accordance with any Policies introduced from time to time by ACMI and communicated to the Resident. Email notification will be deemed an acceptable form of communication in writing to the Resident.

  • The Resident is entitled to Fair Use of the internet within the Space, which will be provided via a WiFi network (Network) and may be accessed via Residents’ own devices.

  • The Network is able to provide upload and download speeds in excess of 100 MBps, however ACMI does not make any warranty as to the upload or download speeds which may be achieved on Resident’ devices.

  • The Resident must not use the Network for excessive downloads or for any illegal purpose and must have regard to any requirements set out on the Portal.

  • The Resident must not use any form of 'torrent client' or similar file sharing software on the Network. ACMI may block traffic which may be harmful to Resident Network or to other parts of the ACMI network.

  • ACMI does not warrant that data exchanged with the Network and other parts of the ACMI network will be free of viruses or other malware. Residents are responsible for securing any device they use to access the internet, or any printers provided as part of the Services, including the installation of firewalls and anti-virus systems as appropriate.

  • ACMI may monitor Network traffic as part of routine management and statistical analysis of the Network but (subject to clause 10.3) will endeavour not to disclose Residents’ data to third parties unless that disclosure is required by law.

9. Security

A swipe card is needed by all Residents to access the Space and will be allocated on sign up. Swipe cards are not transferrable and must be returned to ACMI at the end of the Resident's Residency. The Resident must not lend the Resident's swipe card to any other person and must notify ACMI immediately if it is lost or stolen. If the Resident loses the Resident swipe card the Resident must purchase a new card from ACMI at the applicable fee.

10. Confidential Information

10.1 Subject to clause 10.2, the Resident must not:

  • use, or allow the use of;

  • reproduce or record, or allow the reproduction or recording of;

  • make, permit, solicit or assist any other person to make any announcement, public statement, media release or any other communication or disclosure of any; or

  • to the extent permitted by law, do anything that would put it in a position where it is required by law to disclose any,

confidential Information belonging to ACMI or to any other Resident.

10.2 Clause 10.1 does not apply to the extent that Confidential Information is:

  • public knowledge (except because of a breach of clause 10.1);

  • required to be disclosed by law or the rules of a stock exchange on which the securities of the Residents are quoted; or

  • disclosed with the prior written consent of the owner of the Confidential Information.

10.3 The Resident must ensure that the Resident's Confidential Information, and that of any of the Resident's employees, remains secure within the Space and through the Resident's use of the Portal. ACMI is not liable for any unauthorised disclosure of the Resident's Confidential Information by other Residents or third parties.

  • 10.4 The Resident consents to ACMI publishing or otherwise making available information in relation to the Resident (including these Terms) as may be required by the Auditor-General or to comply with the Freedom of Information Act 1982 (Vic) and the Resident must do all things necessary to assist ACMI in complying with such requirements.

  • 10.5 ACMI may, from time to time, invite the Resident to participate in surveys for the purpose of evaluating the Victorian screen sector, the cultural output of ACMI X, program performance, and/or identifying Residents’ needs. Such survey data will be handled in accordance with Clause 13.1 and ACMI’s Privacy Policy and, unless indicated otherwise, de-identified. The Resident consents to ACMI inviting them to participate in such surveys for this purpose and is aware that their participation is entirely voluntary.

-10.6 The Resident must not, and must ensure that its employees, agents and contractors do not do anything which may bring ACMI’s name into disrepute or otherwise damages ACMI’s goodwill, reputation or public image.

11. Liability and insurance

  • The Resident must maintain public liability insurance for the amount of $10 million for one single event with a reputable insurer at all times for the duration of the Resident’s Residency and provide a certificate of currency to ACMI upon request.

  • ACMI accepts no responsibility for loss or damage to any Resident Property in the Space except, and only to the extent, such loss or damage has been directly caused or contributed to by ACMI.

  • ACMI will not be liable for any indirect or consequential loss, including but not limited to any loss of actual or anticipated business, income or loss of opportunity.

  • Nothing in these Terms shall exclude or limit any rights or remedies the Resident may have under the Australian Consumer Law.

12. Release and indemnity

  • The Resident occupies and uses the Space and uses the Services at the Resident's own risk, and releases ACMI to the extent permitted by law from all liability and loss in connection with the Space and the Services (including where ACMI terminates the Resident in accordance with these Terms) except, and only to the extent, where ACMI has directly caused or contributed to such loss.

  • Unless, and only to the extent directly caused or contributed to by ACMI, ACMI is not liable to the Resident for any loss or damage incurred by the Resident due to:

  • any damage to the Space or the ACMI Property;

  • the failure of the Space or the Services to operate properly.

  • ACMI is not liable to the Resident for any loss or damage incurred by the Resident due to any failure of ACMI to provide the Services due to a Force Majeure Event.

  • The Resident indemnifies ACMI against all loss and liability in connection with the Resident's occupation and use of the Space and the Services, including any damage caused to the Space or the ACMI Property or any loss, injury or death to any person in or about the Space, except and only to the extent caused, or contributed to, by ACMI.

  • The Resident acknowledges it does not rely upon any representations made by ACMI that the Space and the Services are suitable for its use or any other purpose whatsoever and must make its own enquiries as to the suitability of the Space and the Services. To the extent permitted by law, ACMI expressly disclaims all conditions and warranties, express or implied, in respect of the Residents’ use of the Space and Services.

13. Privacy

  • 13.1 ACMI is committed to maintaining the confidentiality and security of the Resident's personal information and managing it in an open and transparent way. ACMI takes its obligations under the Privacy and Data Protection Act 2014 (Vic) and the Privacy and Data Protection Principles very seriously and has implemented practices, procedures and systems to ensure ACMI complies with those laws.

  • 13.2 The Resident must comply with the Information Privacy Principles in the Privacy and Data Protection Act 2014 (Vic), any applicable code of practice under that legislation and ACMI’s Privacy Policy to the same extent that ACMI is bound by those instruments.

  • 13.3 ACMI’s Privacy Policy can be found on the Website and/or the Portal.

  • 13.4 The Resident also understands and accepts that Nexudus’ Acceptable Use Policy, Security Statement, and Privacy Policy which are available on Nexudus’ website and which apply to the Resident and the Resident will comply with those terms.

  • The Resident can find further information at http://acmix.spaces.nexudus.com.

14 Dispute Resolution

  • 14.1 The parties agree to use reasonable efforts to resolve by negotiation any problem that arises between them under these Terms. Neither party will resort to legal proceedings, or terminate these Terms, until the following process has been exhausted, except if necessary, to seek an urgent interim determination.

  • 14.2 If the problem arises (including a breach or an alleged breach) under these Terms which is not resolved at an operational level or which is sufficiently serious that it cannot be resolved at an operational level:

  • (a) either party may notify the other; and

  • (b) management representatives of each of the parties will then endeavour in good faith to agree upon a resolution.

  • 14.3 The Parties may attempt to resolve any dispute by mediation. The mediation procedure is as follows:

  • (a) a party may commence mediation by serving a notice of mediation on the other party;

  • (b) the notice must state that a dispute has arisen and identify the subject matter of the dispute;

  • (c) the parties must jointly appoint a mediator, and if the parties fail to agree on the appointment within 7 days of the service of the mediation notice, either party may apply to the President of the Law Institute of Victoria to nominate a mediator;

  • (d) the parties must jointly appoint the mediator and comply with the instructions of the mediator; and

  • (f) if the dispute is not resolved within 30 days after the appointment of the mediator, or any other date agreed by the parties in writing, the mediation ceases.

15. Notices

  • 15.1 A notice or other communication required or permitted, under these Terms, to be served on a person must be in writing and may be served:
  • (a) personally on the person at the Space; or
  • (b) by email to the person’s current email address for service.

  • 15.2 The particulars for service of ACMI are specified either on the Portal and/or Website. The particular for service are specified either in the application form for the Space or on the Portal.

  • 15.3 A notice or other communication is deemed served:

  • (a) if served personally or left at the person's address/desk upon service.
  • (b) if served by email, at the time of receipt of notification delivered to the sender's email address.

16. Force Majeure

  • 16.1 If a party (the Affected Party) is unable to carry out any of its obligations under these Terms due to a Force Majeure Event, the Affected Party shall immediately notify in writing the other party.

  • 16.2 Upon such notification, either party may elect to either suspend these Terms for a period of up to 30 days or, if suspension is not feasible, terminate these Terms by written notice of 30 days. Each party will take all reasonable steps to minimise its losses because of the Force Majeure Event. If the Force Majeure Event ceases during the period of suspension, the Affected Party will promptly re-commence carrying out its obligations. If the Force Majeure Event continues beyond the period of suspension, either party may terminate these Terms. In the event of a suspension or termination pursuant to this clause, no payment of compensation will be due from the Affected Party to the other party.

17. Miscellaneous

  • 17.1 ACMI may amend the Terms by providing 30 days written notice to the Resident.

  • 17.2 The Terms are governed by, and must be construed in accordance with, the law in force from time to time in Victoria, Australia and the parties submit to the jurisdiction of the courts of Victoria, Australia.

  • 17.3 Any individual executing these Terms on behalf of a party represents and warrants that he or she has been fully empowered to execute these Terms and that all necessary action to authorise the execution of these Terms has been taken.

  • 17.4 These Terms are accepted electronically, (includes email) by the Resident. If the Resident does not agree with the Terms, please contact ACMI.

  • 17.5 If the Resident consists of one or more persons, the Terms bind each of them separately and any two or more of them jointly.

  • 17.6 Where the Resident is entering into these Terms in its capacity as a trustee of a trust, the Resident is bound both personally and as a trustee of that trust.

  • 17.7 A party may only waive a breach of these Terms in writing signed by that party and a waiver is limited to the instance referred to in writing.

  • 17.8 Each party shall bear its own expenses of and incidental to the preparation and execution of these Terms.

  • 17.9 Each party acknowledges that it has had an opportunity to obtain legal advice in relation to these Terms.