Talent Agreement Terms & Conditions
TALENT AGREEMENT TERMS & CONDITIONS
THE AGREEMENT is made
AMS Promotions Group Pty Ltd of 100 Harris Street, Pyrmont NSW 2009 AUSTRALIA ABN 26 623 970 007 (also known as AMS Promotions, AMS Promotions Sydney, Promo Connect)
The person, partnership or company named and described in the Join Our Team Form completed via https://amspromotions.com.au/join-our-team/ or https://portal.amspromotions.com.au/ (hereinafter called the “CONTRACTOR”).
AMS Promotions Group Pty Ltd is an Australian business providing promotional services to business, AMS Promotions Group Pty Ltd provides CONTRACTORS that offer the following services including Brand Ambassadors, Promotional Models, Event Assistant Crew, Grid Girls, Product Demonstrators, Bar Tenders, Waiters and Mascot Performers for campaigns and events throughout Australia.
The CONTRACTOR has the skills and ability to perform required tasks.
AMS Promotions Group Pty Ltd seeks to engage the CONTRACTOR in the provision of promotional services.
The CONTRACTOR agrees to provide the services at the fee set out in the attached Second Schedule on the terms and conditions set out below.
This Agreement shall commence on the date sent and/or emailed and shall continue until the completion of the event OR until terminated by either party.
THE CONTRACTOR will;
Provide the services set out in the attached Second Schedule.
Comply with the requirements from time to time contained in AMS Promotions Group Pty Ltd Contractors Policy, a copy of which current policy is attached as the First Schedule.
Keep AMS Promotions Group Pty Ltd fully informed on all matters arising out of the CONTRACTORS activities in relation to this agreement.
Keep and maintain proper records pertaining to the performance by the CONTRACTOR hereunder and provide reports to AMS Promotions Group Pty Ltd in such form and with such frequency as AMS Promotions Group Pty Ltd may reasonable require and detailing the CONTRACTORS activities in relation to this agreement.
Provide from time to time during the currency of this Agreement, such other advice, assistance or facility in connection request and which the CONTRACTOR is able and willing to provide.
If the CONTRACTOR is a company, provide from time to time employee(s), suitable qualified to perform the activities in relation to this agreement.
The CONTRACTOR will not;
Do anything to prejudicially affect the goodwill and reputation of AMS Promotions Group Pty Ltd.
Enter into any commitment or incur any obligation on behalf of AMS Promotions Group Pty Ltd in excess of authority as may from time to time be granted to the CONTRACTOR by AMS Promotions Group Pty Ltd. AMS Promotions Group Pty Ltd will not be bound by any proposed commitment, obligation or transaction unless and until the same is countersigned by a managing partner of AMS Promotions Group Pty Ltd.
Hold out to or represent to anyone that he/she is other than a CONTRACTOR or that he has any authority to unilaterally bind AMS Promotions Group Pty Ltd.
Notwithstanding Clauses 3.1. and 3.2. hereof but subject to Clauses 3.4. and 3.5. below the CONTRACTOR may as part of the business provide advice, assistance and services to persons other than AMS Promotions Group Pty Ltd provided that it is not in competition with AMS Promotions Group Pty Ltd and as long as the provisions of such advice, assistance and services does not impact on AMS Promotions Group Pty Ltd business opportunities.
The CONTRACTOR shall give AMS Promotions Group Pty Ltd written notice of its intention to provide advice, assistance and services to any person other than AMS Promotions Group Pty Ltd and of the person to whom he/she attends such advice, assistance and services will be provided.
The CONTRACTOR will not profit from conducting any advice, assistance and services that a reasonable person would deem to be in competition with AMS Promotions Group Pty Ltd.
THE CONTRACTOR FEE
In consideration of the services that the CONTRACTOR provides AMS Promotions Group Pty Ltd, shall pay the CONTRACTOR fees based on completed services negotiated by the CONTRACTOR, the rate of which is calculated in the manner set out in the Second Schedule hereto.
The parties may from time to time and as mutually agreed by them during the currency of this Agreement, alter in writing the contract fees or the manner in which they are calculated.
PAYMENT TO CONTRACTOR
Payment to the CONTRACTOR of the contract fees will be subject to the following:
The CONTRACTOR shall provide AMS Promotions Group Pty Ltd with a valid Tax Invoice and weekly schedule for each service provided.
Payment will not be made unless the CONTRACTOR has a valid Australian Business Number (ABN) and completed all records and reports as required to be completed by AMS Promotions Group Pty Ltd.
OBLIGATIONS OF AMS Promotions Group Pty Ltd
In addition to the contract fees AMS Promotions Group Pty Ltd may at its discretion provide reimbursement of agreed related expenses incurred by the CONTRACTOR or by any approved employee of the CONTRACTOR in performing the obligations of the CONTRACTOR.
The payments, if any to be made by AMS Promotions Group Pty Ltd pursuant to this contract shall be reviewed from time to time by written agreement between the parties. Should such review not be mutually agreed either AMS Promotions Group Pty Ltd or the CONTRACTOR may terminate the agreement subject to Clause 8 (TERMINATION).
NATURE OF RELATIONSHIP
The CONTRACTOR shall render the services and otherwise fulfil his/her obligation to AMS Promotions Group Pty Ltd as an independent CONTRACTOR and shall not be or be deemed to be an employee, a partner, joint venture partner or agent of or with AMS Promotions Group Pty Ltd or of any related company of ABN 73 221 641 257 OR ABN 26 623 970 007.
The CONTRACTOR acknowledges that as an independent CONTRACTOR he/she is not entitled to payment from AMS Promotions Group Pty Ltd for Annual Leave, Special Leave, Holiday Leave or Redundancy Payments.
This agreement may be terminated at any time by AMS Promotions Group Pty Ltd for any reason.
The CONTRACTOR shall not at any time or for any reason, whether during the currency of this agreement or after its termination divulge or communicate to any person any trade or business secrets of AMS Promotions Group Pty Ltd, any information concerning AMS Promotions Group Pty Ltd or their clients is deemed confidential information.
The CONTRACTOR shall not continue providing services to AMS Promotions Group Pty Ltd clients once the service agreement is complete for at least a period of one hundred and eighty days (180) after termination, directly or indirectly either as a partner, employee, service provider, stakeholder, or in any other capacity whatsoever, establish or engage in any business the same or similar to that carried out on by AMS Promotions Group Pty Ltd within the geographical regions in which the CONTRACTOR has operated during the twelve (12) months immediately preceding the termination of this agreement. The CONTRACTOR will procure from each of its employees a Deed in the same terms as set out in this clause.
On termination any contract fees outstanding are payable to the CONTRACTOR only if the criteria laid out in heading (PAYMENT TO CONTRACTOR) has been satisfied in full on the date of termination.
AMS Promotions Group Pty Ltd hereby indemnifies and keeps indemnified the CONTRACTOR and any employee of the CONTRACTOR from and against all actions, suits, proceedings, claims and demands whatsoever made or brought against the CONTRACTOR by any third party in respect of or arising out of the performance by the CONTRACTOR of its obligations hereunder other than those arising out of negligence, wilful neglect default, failure to account failure to pay taxes, levies and charges or misconduct on the part of the CONTRACTOR.
For the purpose of this agreement the addresses of the parties for communication and notice, unless subsequently changed by written notice from one party to the other, shall be its respective address communicated through the AMS Promotions Join Our Team form or through the AMS Promotions online portal https://portal.amspromotions.com.au. Any notice or other communication shall be in writing and may be served on either party by personal delivery to that party or an officer of that party or being delivered to the said address or to the address of the party last known to the party giving notice.
In this agreement, unless inconsistent with the context;
The singular includes the plural and vice versa, one gender includes the other gender, words importing persons include companies and other bodies, whether incorporated or not and vice versa;
Month means calendar month
Headings are inserted for convenience only and shall not affect the construction of this agreement.
Reference to either party include its successors and permitted assigns.
The terms and conditions set out in this agreement replace any previous agreement and understanding between parties.
The CONTRACTOR agrees that during the course of this agreement, the CONTRACTOR will come in contact with and/or receive confidential and proprietary information from AMS Promotions Group Pty Ltd, including but not limited to business plans, business processes, client specific information, sales plans, product concepts, technical information, software programs in machine readable code form, electronic and printed documentation, pricing information, marketing plans (“Confidential Information”) and the source code human readable versions of the computer software programs which are commercially valuable products of AMS Promotions Group Pty Ltd which are secret and not generally known to others(‘Trade Secrets”). A loss of competitive advantage due to unauthorised discloser or unauthorised use of Trade Secrets or Confidential Information would cause injury or harm to AMS Promotions Group Pty Ltd.
As used herein, Confidential Information’s and Trade Secrets shall not include information:
In the public domain, other than by a breach of duty to the disclosing party;
Receive from a third party without any obligation of confidentiality;
Known to the receiving party at the time of receipt;
Independently developed by the employees of the receiving party: or
Generally made available to third parties by the disclosing party without restriction on disclosure.
The CONTRACTOR will limit access to the confidential information and trade secrets to authorised employees and CONTRACTORS on a “need to know” basis and will maintain the confidentiality of the confidential information and trade secrets of the disclosing party with at least the same degree of care that it uses to protect its own confidential information and trade secrets.
The CONTRACTOR shall not directly or indirectly; disclose, divulge, distribute, publish, reproduce, transmit or transfer to any third party the trade secrets and/or confidential information or any portion thereof, without the prior written consent of the disclosing party.
The CONTRACTOR acknowledges that any breach of confidentiality would cause serious harm to the disclosing party. Accordingly, the CONTRACTOR agrees that in the event of such a breach, the disclosing party shall be entitled to seek and obtain a restraining order, injunction and other equitable relief in addition to all other legal remedies available.
On termination of this agreement:
The CONTRACTOR shall immediately return to AMS Promotions Group Pty Ltd all supplied copies of confidential information and/or trade secrets whether electronic, magnetic, printed or otherwise;
The CONTRACTOR will destroy and certify in writing to the other party the destruction of all duplicate copies created of confidential information and/or trade secrets whether electronic, magnetic, printed or otherwise.
All right, title and interest, including worldwide copyrights, trade secrets, confidential and proprietary information in the trade secret and confidential information shall at all times remain the property of the respective parties. Nothing in this agreement shall be construed as granting or conferring any rights by licence or otherwise in any of the confidential information or trade secrets disclosed.
The obligation to protect the confidential information and trade secrets shall survive termination of this agreement for a period of five (5) years from the date of disclosure.
The CONTRACTOR grants AMS Promotions Group Pty Ltd and their assigned personnel including photographers and/or videographers the absolute and irrevocable right and unrestricted permission concerning any photographs and videos that he/she has taken or may take of the CONTRACTOR or in which the CONTRACTOR may be included with others, to use, reuse, publish, and republish the photographs and/or videos in whole or in part, individually or in connection with other material, in any and all media now or hereafter known, including the internet, and for any purpose whatsoever, specifically including illustration, promotion, art, editorial, advertising, and trade, without restriction as to alteration; and to use the CONTRACTORS name in connection with any use if he/she so chooses.
The CONTRACTOR releases and discharges AMS Promotions Group Pty Ltd and their assigned personnel including photographer and/or videographers from any and all claims and demands that may arise out of or in connection with the use of the photographs and/or videos, including without limitation any and all claims for libel or violation of any right of publicity or privacy. This authorization and release shall also inure to the benefit of the heirs, legal representatives, licensees, and assigns of Photographer, as well as the person(s) for whom he/she took the photographs and videos. This release shall be binding upon the CONTRACTOR and their heirs, legal representatives, and assigns.
If any provision of this agreement is held invalid, unenforceable or illegal for any reason this agreement shall remain otherwise in full force apart from such provision which shall be deemed deleted.
ARBITRATION OF DISTRIBUTES
In the event of the dispute concerning the contents of this agreement, the parties agree to make every effort to resolve the dispute by consultation and negotiation. If the negotiation process is exhausted without the dispute being resolved within twenty-eight (28) days of notification, the parties shall refer the matter to a mutually agreed arbitrator within a period of fourteen (14) days. Thereafter the parties shall submit to arbitration before the arbitrator strictly in accordance with the requirements of the arbitrator.
The CONTRACTOR warrants that it has in place the following insurance’s;
Workers compensation insurance;
Public liability insurance;
And/or any other relevant insurances required by the state and/or territories they reside.
This agreement will be governed by and construed in accordance with the laws of New South Wales and both parties will submit to the non-exclusive jurisdiction on the Courts of New South Wales.
RIGHTS TO SUBSIST
After termination of this agreement with rights and the CONTRACTOR’S obligations shall subsist and remain enforceable by AMS Promotions Group Pty Ltd.
STAMP DUTY AND LEGAL COSTS
If there is any stamp duty payable in respect of this agreement, it should be paid by the CONTRACTOR and each party shall pay its own legal costs in connection with the preparation and execution of the agreement.
THE FIRST SCHEDULE
AMS Promotions Group Pty Ltd CONTRACTORS POLICY
The CONTRACTOR is required to present a valid Tax invoice to AMS Promotions Group Pty Ltd after the completion of the agreed service.
The hourly rate provided by AMS Promotions Group Pty Ltd is the final payable amount. The CONTRACTOR is responsible for meeting their own costs including Medicare, Holidays and Special Leave and any other fee or change incurred in the course of this agreement.
Superannuation Levies AMS Promotions Group Pty Ltd will pay 9.5% superannuation into the CONTRACTOR’S assigned superannuation account of invoiced amounts above $450.00 per calendar month, invoiced amounts underneath the $450.00 per calendar month is the sole responsibility of the CONTRACTOR. The hourly rate offered per contract role is including 9.5% superannuation.
THE SECOND SCHEDULE
THE CONTRACT SERVICES & FEES
Promotional talent staffing
The CONTRACTOR will supply professional services necessary to execute the promotional role.
For health and safety reasons, AMS Promotions Group Pty Ltd has determined that 30 hours per week is a reasonable limit for a regular week and under normal circumstance the CONTRACTOR will be asked to ensure that its work schedule is NOT MORE than 30 hours per 7-day week.
Days selected for this contract are shift hours 7 days per week
PAYMENT AND EXPENSES
The hourly rate will be communicated through email and/or AMS Promotions Group Pty Ltd online portal https://portal.amspromotions.com.au/ regarding each promotional job.
Payment will be made once documented tax invoice and time sheets has been received to AMS Promotions Group Pty Ltd through the online portal https://portal.amspromotions.com.au/ or by emailing email@example.com
All invoices are processed twice monthly.
All expenses incurred are the CONTRACTORS responsibility unless agreed and approved upfront by AMS Promotions Group Pty Ltd.
AMS Promotions Group Pty Ltd has full rights to amend this contract at any time without limitation.