This Contract is made
BETWEEN
Relevate Tech Pty Ltd of PO Box 4708, Eight Mile Plains Qld 4113.
AND
You the Contractor
BACKGROUND
A. Relevate Tech Pty Ltd (‘Company’) seeks to contract the service of you the Contractor upon the terms set out in the contract.
B. The Company and Contractor are entering into a contract that carries with it legal obligations on both sides. These obligations are promises that are enforceable by law.
C. In assessing the contract against an award for the purposes of the no-disadvantage test, the award applied is “All applicable awards”.
IT IS AGREED:
1. Definitions
In this Contract of Service, unless indicated to the contrary:
a. “Client” any person, firm, corporation or entity which was or is a client or customer of the Company.
b. “Contract” this Contract of Service between the Company and Contractor.
c. “Premises” The contractor’s own facilities – or as/when advised if the Company moves to or uses any other premises.
d. “Duties” means those as defined in clause 8.
e. “Buyer” any person, firm, corporation or entity which was or is a client or customer of the Contractor.
2. Service
The Company hires the Contractor to carry out work on specified projects or programs as directed by the company. By commencing service on the Start Date (or any time thereafter), you accept these terms and any other terms of your service.
3. Start Date
The Contract commences on the date outlined in the schedule.
4. Duration
The Contractor’s appointment continues until terminated according to the provisions of this contract
5. Upholding Company Values
As a contractor and in your dealings with the company’s clients you recognise and personify the business values, which are:
§ We are open and honest in all dealings
§ We strive to deliver what we promise
§ We constantly improve and innovate
§ We look after our Partners, Contractors and Clients
§ We respect all relationships
§ We are committed to service
6. Remuneration
The rate outlined in the schedule is payable per client billable. The number of hours contracted each month will vary according to the Company workload and the Contractors availability. The number of hours and project requirements are to be agreed on a weekly basis.
7. Payment
By payment directly into the Contractor’s bank account monthly in arrears via invoice submitted to the Company or another means agreed upon by both parties in writing. The Client is released from any payment of invoices received 2 months after the provision of services, it is the Supplier’s responsibility to issue the invoice once the services have been provided.
8. Responsibilities/Duties: The Contractor’s responsibilities & duties are as follows:
Completing projects and work as directed by the Company from time to time, the Contractor’s duties further include but are not limited to:
o Services for Company clients
o Reporting to and being accountable to persons nominated from time to time by the Company for projects and ongoing work
o Carrying out any duties, which are within the Contractor’s skill and competence.
o Following up sales leads as provided by the Company and converting to Company delivered products and services
o Complying with the procedures set out in standard operating procedures
o Expanding and developing the business and yourself by keeping up with technology changes and training requirements
o Meeting deadlines, attending confirmed meetings and upholding communication with clients
9. Contractor Conduct
For Buyers introduced by the Contractor, these buyers will remain with the Company unless agreed in writing with the Contractor.
In performing the duties specified in Clause 8, the Contractor must:
Ensure clients brought into the business are to remain clients of the Company and the Contractor will make no attempt to disengage these clients from the business or to pursue the contacts, suppliers and partners for their own business or for another business during or after your service contract with the Company.
You must not make any negative or slanderous comments about a competitor or the Company at any time.
Upon termination of the contract, all reports, client data, activities, copies of all correspondence, training material, logins, hardware, software and anything else relating to the Contractors role will be handed over to the Company in a professional manner.
You must not make any other offer of product or service to a prospective client unless approved in writing, for products or services not offered by the Company.
You must not sub-contract or assign any duties that are the responsibility of the Contractor without written consent the Company.
Further, the Contractor must:
Serve the Company faithfully and diligently and exercise all due care
Act in the Company’s best interest
Refrain from acting or giving the appearance of acting contrary to the Company’s interest
Use their best endeavours to protect and promote the Company’s good name and reputation.
Will not engage in any other contract or work linked to the Company (whether paid or otherwise, as a volunteer, as a director of a Company or any work deemed to be “odd jobs”) without first obtaining the companies prior written authority.
On the Companies computer workstation (if any) or any other computer connected to the Companies network (if any), the Contractor agrees not to:
o Install any program or application without first receiving the companies consent
o Run any scripts or web applications without first receiving the companies consent
o Modify any of the companies systems or existing network infrastructure unless specifically instructed to by the Company.
o Access any e-mail accounts (including web mail) unless approved by the Company
o Open suspect emails or open attachments to any emails
o Connect any foreign computers or remote systems to the companies network
o Access the Company’s facilities locally or remotely outside business hour without the explicit permission of the Company
o Give consent to the maximum extent permitted by law, to allow the Company to view and store on an ongoing basis, all emails sent or received by the Contractor including personal emails and emails from web based or third party suppliers.
10. Confidentiality for information acquired during validity of contract
Except as authorised by the Company or required by the Contractor’s duties for the benefit of the Company, the Contractor must not directly or indirectly reveal to any third party:
o Any trade secret, confidential dealing, operation, intellectual property or process from within the Company, its clients and partners.
o Any information (electronic, hardcopy or otherwise) concerning the organisation, business, finances, transactions or affairs of the:
a. Company or any related corporation or associate of the Company
b. Suppliers and clients of the Company including Contractors and agents of such suppliers and clients (both parties further agree that although the identities of businesses and products of such suppliers and clients may be widely known more specific information such as the officer in the organization who deals with the Company is not publicly known).
c. Both parties also agree that the very knowledge that a certain person is a supplier or client of the Company is secret, private and highly confidential.
d. Suppliers and clients of any related corporation or associate of the Company that may come into the Contractor’s knowledge or control during the period of service
o The Contractor keeps with complete secrecy, all confidential information and must not use or attempt to use any such information in any manner (electronic or otherwise) that may directly or indirectly cause injury to the Company or its business or which may be likely to do so.
o All parties agree that for any breach of confidentiality damages alone are an inadequate remedy. All parties consent to the Company obtaining injunctions and specific performance restriction as required.
11. Confidentiality following termination of contract
a. For a period when your contract terminates until:
12 months after the termination Date
c. Restrictions on activity of the Contractor
You must not;
Solicit, canvas, induce or encourage any person or entity who is a Contractor, client or agent of the Company to leave the employment of the Company.
Solicit, canvass, or approach any person or entity who was during the term of your service, a client, customer or patron of the Company with a view to establishing a relationship with or obtaining the custom of that person or entity in a business which carries on the business or a similar or related nature to the Company.
Interfere or seek to interfere, directly or indirectly with the relationship between the Company and its clients, Contractors, Contractors or suppliers in the conduct of the Company’s business;
(Collectively, the “restrictions on activity”)
The above clause is construed and has effect as if it were the number of separate sub-clauses which results from combining the prohibition in the opening lines of the above clause with each sub- paragraph and combining each such combination with each sub-paragraph. If any such separate resulting sub-clauses are invalid or unenforceable for any reason, such invalidity or unenforceability doesn’t produce or in any way affect the validity or enforceability of other such resulting sub-clause.
All records, documents (electronic or otherwise) and other papers (and any copies or extracts) made or acquired by the Contractor in the course of service are the property of the Company. These items are to be delivered up to the Company when the contract is terminated or when the Company so directs.
The Contractor delivers up all private and other diaries and address books to the Company at any time as requested by the Company and immediately upon the giving by either party of the notice to terminate, that contain client information, trade secrets and any other information relating to the Company. This includes information stored on any computers, laptop computers, electronic devices, electronic data such as electronic diaries and electronic address books and databases of all descriptions.
The Contractor may own the laptop, diary, mobile telephone or all other methods of holding information. In this case, it is sufficient discharge of the obligation if the Contractor states in writing that all confidential information has been removed and destroyed from these devices. However, where the information is not already in the control of the Company in that particular mode (for example the information can be held electronically by the Contractor but in a manual system by the Company) then the Contractor is required to give to the Company the information in that particular mode.
The restriction continues to apply for 12 months after the contract is terminated. However, the restriction ceases to apply to any information that comes into the public domain (other than by breach of this contract).
All parties agree that for any breach of confidentiality damages alone are an inadequate remedy. All parties consent to the Company obtaining injunctions and specific performance restrictions if required.
Nothing however is intended to stop the Contractor from using the non-confidential skills and experiences acquired in the service of the Company.
12. Intellectual Property
12.1 Everything created is owned by the Company
All intellectual property rights associated with written materials, computer software and marketing materials written or developed by the Contractor during the normal course of duties under this contract remain the property of the Company, except where they relate to Contractors Buyers.
12.2 Everything is handed over to the Company
At the expense of the Company, the Contractor does all things necessary to assign to the Company, the ownership of any intellectual property created by the Contractor in the normal course of duties under this contract.
13. Terminating without notice
This contract may be terminated without notice by the Company if:
The Contractor commits a serious breach of any of the provisions of this contract
The Contractor commits any act that amounts to a repudiation of this contract
The Contractor engages in serious and wilful misconduct
14. Termination with notice
At any time, either party may terminate this contract by giving the required amount of written notice to the other party which is 4 weeks (“Notice Period”). The notice period is not reduced under any circumstances.
15. Entire Agreement
This contract is the entire agreement for service between the Contractor and Company (contrary to express agreement).
