THIS DOCUMENT OUTLINES THE AGREEMENT AND RELATIONSHIP BETWEEN RE:PUBLIC, OUR USERS (BUSINESSES) AND CONSULTANTS (FREELANCERS)
PRIOR TO THE COMMENCEMENT OF ANY CAMPAIGN ACTIVITY BOTH USERS AND CONSULTNATS WILL BE REQUIRED TO FORMALLY AGREE TO THIS CONTRACT.
1 DEFINITIONS AND INTERPRETATION.............................................................................. 2
2 HOW THIS AGREEMENT
WORKS……………………………………………………………..3
3 OUR RELATIONSHIP WITH
YOU……………………………………………………………….3
4 RELATIONSHIP BETWEEN USERS AND CONSULTANTS……………………………………3
5 OUR
ROLE……………………………………………………………………………………….4
6 OUR
OBLIGATIONS……………………………………………………………………………4
7 YOUR
OBLIGATIONS………………………………………………………………………….5
8 OUR
FEES……………………………………………………………………………………….5
9 PAYMENTS OF CONSULTANTS AND
FEES…………………………………………………5
10 DISPUTES OVER
SERVICES……………………………………………………………………6
11
TERMINATION………………………………………………………………………………….6
12
NOTICES…………………………………………………………………………………………6
13 INTELLECTUAL
PROPERTY…………………………………………………………………….7
14 PRIVACY
POLICY………………………………………………………………………………7
15 LINKED
SITES…………………………………………………………………………………….7
16
INDEMNITY…………………………………………………….………………………………..7
17 APPLICABLE
LAW………………………………………………………………………………7
18
SEVERENCE……………………………………………………………………………………..7
19 ENTIRE
AGREEMENT……………………………………………………………………………7
20
COPYRIGHT…………………………………………………………………………………….7
21 DETAILED PRIVACY
POLICY…………………………………………………………………..8
22 PAYMENT
SCHEDULES………………………………………………………………………..11
1.1 The term You, Your, User, Users, Client or Clients refers to anyone accessing our Services or site for any reason.
1.2 The term Consultant means a person or persons who accesses this site for the purpose of providing consultancy services in public relations to
clients.
1.3 Re:public, Republic- PR, we, us and our means Republic-PR a company that matches users (businesses) to public relations and marketing freelancers.
1.4 Services means the provision of information to introduce clients to consultants enabling clients to select a consultant for the provision of public
relations services and/or the matching of clients to consultants by Republic in accordance with criteria provided to us by clients and/or consultants.
1.5 Brief means the particulars provided by you to us in accordance with the minimum criteria set out on our website.
1.6 Register means completing the details under registration on our website and includes every occasion thereafter when you log in to our website until
such time as you elect, as provided for on our website, to cancel your registration.
1.7 In this Agreement unless the context requires otherwise:
1.7.1 all references to currency mean Australian dollars unless this Agreement says otherwise;
1.7.2 references to singular mean pleural and vice versa;
1.7.3 the headings are used for convenience only and do not affect interpretation of this Agreement;
1.7.4 other grammatical forms or defined words have corresponding meanings;
1.7.5 a reference to a document includes the document as modified from time to time and any document replacing it;
1.7.6 the word person includes a natural person and any body or entity whether incorporated or not;
1.7.7 a reference to a thing includes a part of that thing;
1.7.8 a reference to all or any part of the statute, rule, regulation or ordinance includes that statute, rule, regulation or ordinance as amended,
consolidated, re-enacted or replaced from time to time;
1.7.9 blue words that are underlined in this agreement are hyperlinks to other information which is relevant to you;
1.7.10 whenever include or any form of that word is used, it must be construed as if it was followed by "without being limited to".
2.1 Freelancers will accept this Agreement when the register with Re:public. Users (businesses) must sign and return this Agreement prior to the
commencement of any services being provided by Re:public.
2.2 This Agreement is a contract between you and Republic setting out the terms and conditions which apply to your use of our Services.
2.3 Each time you use our Service you confirm your agreement to be bound by this Agreement.
2.4 If you do not want to be bound by this Agreement you must stop using our Services. The Agreement will continue to apply to your previous use of our
Services.
2.5 We may at any time amend this Agreement. We will post any revised version of this Agreement on our website. The revised agreement will take effect
as soon as it is posted on our website save any rights that have already accrued in respect of any specific transaction.
3.1 Our relationship with you is as a service provider of information to deliver our services and/or a matching service to match your needs with the
services provided by consultants.
3.2 We do not have any control over the provision of products and services by consultants and we are not responsible for the products and services
provided by consultants. We cannot make any representations nor do we have the ability or responsibility to ensure that the consultants you may deal
with will complete the transaction at all or in part or to any given standard.
3.3 In the provision of our services we also manage the payment of services provided by consultants by receiving and holding, as stakeholder, funds
provided by clients. From such funds we release payments to the consultant in accordance with milestones agreed with you and the consultant and we
deduct our fees as and when they are due.
3.4 No agency, partnership, joint venture, employee-employer, franchiser-franchisee or other similar relationship is intended to be or is created by
this Agreement. In particular you have no authority to bind Republic-PR, its related entities or affiliates in any way whatsoever.
4.1 Upon the user agreeing to accept the services provided by a consultant in accordance with the terms and conditions agreed between user and
consultant, there shall be deemed to be an agreement between the user and consultant incorporating these terms and conditions.
4.2 We are not a party to the agreement between the user and consultant referred to in the preceding paragraph.
5.1 Our role is to provide an information service to enable clients who register with us to select and contract direct with a consultant.
5.2 Should you select a "preferred consultant", we will consider the brief and the particulars of the consultants available and recommend the most
suitable consultant in our data base to provide you with services that most closely match your brief.
5.3 Whilst we will deliver our services in a professional manner utilising all our experience and skill we do not give any warranty as to the ability
of the consultant to deliver their products and services to you in whole or in part or in accordance with any specific standards or the terms and
conditions of this Agreement with you.
6.1 Our promise to you is to:
6.1.1 Match you to the best consultant on our database that is available to work on your campaign
6.1.2 We will assist with the development of a brief that will clarify your PR needs
6.1.3 We will schedule regular Work in Progress meetings/calls during the initial stages of the campaign to ensure activity is on track
6.1.4 We will release fees to your PR consultant in accordance with the agreed in the payment schedule
7.1 If you register with us by completing the registration details on our website or signing this agreement you agree firstly to:
7.1.1 pay any fees and out of pocket expenses as associated with your use of our services;
7.1.2 ensure that information about you including your contact details is true, accurate, current and complete and if your information changes you must
update your information on our website;
7.1.3 if requested by us provide us in a timely manner with all documentation relating to your identity;
7.1.4 if applicable hold all necessary licences or approvals to engage in the provision of public relations consultancy services;
7.1.5 not offer unlawful products or services;
7.1.6 not use our services for any unlawful, fraudulent or improper activity;
7.1.7 co-operate fully with us to investigate any suspected unlawful, fraudulent or improper activity in the use of our website;
And secondly you agree not to
7.1.8 provide us with false, inaccurate or misleading information;
7.1.9 act fraudulently or be involved in the provision of goods or services that may be illegal;
7.1.10 be defamatory, unlawfully threatening or harassing;
7.1.11 transmit any computer viruses or malicious codes that may damage, interfere with, collect any customer data or personal information or may
interfere in the provision of our services or our clients' affairs;
7.1.12 create liability for us or cause us to lose the services of our clients;
7.2 If you grant express permission to a third party to take specific actions on your behalf, or access particular information on your behalf through
our website either through the use of your login or password or by any other lawful means of accessing this website, you acknowledge that we may
disclose the information about you that is specifically authorised by you to this third party. You also acknowledge that granting permission to a third
party to take specific action on your behalf does not relieve you of any of your responsibilities under this Agreement. Further you acknowledge and
agree that you will not hold us responsible for and will indemnify us from any liability arising from the actions or inactions of this third party in
connection with the permissions you grant.
8.1 When you sign this agreement you agree to pay all fees to us in accordance with the rate specified for the specific task specified in the agreed
fee schedule.
8.2 All fees payable to us are payable as they become due in accordance with the payment schedule prescribed in the agreement.
8.3 You agree that we may deduct our fees and forward payment to the consultant according to the payment schedule agreed.
8.4 In the calculation of our fee we assume the agreed sum agreed between users and consultants are exclusive of GST unless expressly stated. Where our
fees are calculated as a percentage of the agreed sums between users and consultants no deduction is made for the impost of GST or any other like taxes
or Government imposts unless such GST or like taxes are expressly stated. When we have calculated our fee on the assumption the agreed sum was
exclusive of GST, our fee is exclusive of GST. Where GST is payable over and above the agreed sum we shall add GST to our fee.
8.5 All transactions are made and displayed in Australian dollars unless otherwise specified and may be subject to exchange rates which fluctuate from
time to time. Where a currency other than Australian dollars is specified payments in that currency shall be transacted at the exchange rate specified
by the Commonwealth Bank of Australia on the date the Agreement was entered into between the user and the consultant.
9.1 When you agree to enter into an agreement with a consultant, you agree to pay us the full amount of the Agreed Sum within 24 hours. Such sum shall
be paid by EFT to:
BSB:
Account:
9.2 We will deduct our fees (20% of the fee) from the amount of the agreed sum in accordance with the payment schedule.
9.3 We hold the agreed sum provided by you in a bank account solely designated for holding client funds. We do not pay interest on funds provided by
clients. We do not charge bank fees on funds. We do not ascertain if any taxes are payable or on funds received or disbursed. We do not collect,
report, or pay any taxes arising out of your use of our Services. All transactions are assumed to be inclusive of all taxes and imposts of any kind
including GST and all reporting and payment of tax and imposts shall at all times remain the responsibility of clients and consultants as the case may
be.
10.1 You agree that in the event of a dispute between yourself, us and/or the consultant you will not institute any legal action until the procedure
set out in this Agreement has first been complied with.
10.2 In the event of a dispute the user shall within 7 days set out in a written notice to us and the consultant the issues in dispute and the user's
views of those issues. Within 7 days after receipt of the user's written notice the consultant shall provide its own written notice of the issues and
its views. The parties shall thereafter communicate in good faith to endeavour to resolve the dispute.
10.3 We may, at our sole discretion, elect to assist the parties with a resolution of the dispute and may, with the consent of the parties, appoint an
independent mediator to assist the parties to reach a resolution.
10.4 Should the parties fail to resolve the dispute within 30 days after receipt of the consultant's written notice, either party shall be at liberty
to take such legal action as they see fit to determine the dispute. Pending a final determination of the dispute, either by agreement or by a decision
of a court or arbiter of competent jurisdiction, we shall continue to hold that portion of the agreed sum as is in dispute.
11.1 We may terminate the Agreement and cancel the registration of any consultant at any time should we, in our sole discretion, determine that you are
in breach of any provision of this Agreement.
11.2 Similarly, we reserve the right to terminate the agreement with any user (business) should we believe that they are in breach of any provision of
this agreement. Our fee will be retained.
12.1 You agree that this Agreement and any other agreements, notices or communications regarding your registration and your use of our services may be
provided to you electronically and you agree to receive any such communications from us in electronic form. These communications will be posted on our
website and/or sent to your e-mail address.
12.2 Notices are deemed as given 24 hours after an e-mail is sent, unless the sending party is aware that the electronic communication was not
received.
13.1 This website and all of its contents and communications are the exclusive property of Republic-PR. You are not permitted to copy, imitate, modify,
alter, amend or use any such content without our prior written consent.
14.1 We have a privacy policy which applies to all users of this website. Our current policy appears in the privacy policy schedule to this Agreement.
Use of this site requires your acceptance of our privacy policy upon registration. You agree to grant to us a non-exclusive worldwide, irrevocable
right to exercise all legal rights including all intellectual property rights you have in your information that you have disclosed to us on this
website.
This website may contain links to third party sites (Linked Sites). Linked Sites are not under our control and we are not responsible for the content
of any Linked Site or any hyperlink contained in a Linked Site. We provide these hyperlinks to you as convenience only and the inclusion of any link
does not imply any endorsement of the Linked Site by us. You link to any Linked Site entirely at your own risk.
You agree to indemnify and hold us, our related bodies corporate or officers, directors, employees, servants and agents harmless from any claim or
demand made or incurred by any third party due to or arising out of your breach of this Agreement or the documents that it incorporates by reference or
your violation of any law or of the rights of any third parties relating to the use of this website and our services.
Any dispute arising out of or in connection with this Agreement shall be governed by the laws of Western Australia. You, consultants and we irrevocably
submit to the non-exclusive jurisdiction of the courts of Western Australia.
If any provision of this Agreement is held illegal or unenforceable, that provision will be limited or eliminated to the minimum extent necessary so
that this Agreement will otherwise remain in full force and effect and enforceable.
This Agreement incorporates the entire understanding between us concerning its subject matter.
20.1 The content of this website are the property of Republic-PR and are protected by Australian and international copyright laws. Nothing contained in
this website should be construed as any licence or right of use of any copyright or intellectual property owned by Republic-PR.
21. PRIVACY POLICY
What information do we collect?
We collect information from you when you register on our site. When registering on our site, as appropriate, you may be asked to enter your: name,
e-mail address or phone number. You may, however, visit our site anonymously.
As yet, we do not have advertising on our site. However, should we decide to do this Google, as a third party vendor, would use cookies to serve ads on
our site. Google's use of the DART cookie enables it to serve ads to our users based on their visit to our sites and other sites on the Internet. Users
may opt out of the use of the DART cookie by visiting the Google ad and content network privacy policy.
What do we use your information for?
Any of the information we collect from you may be used in one of the following ways:
; To personalize your experience
(your information helps us to better respond to your individual needs)
; To improve our website
(we continually strive to improve our website offerings based on the information and feedback we receive from you)
; To improve customer service
(your information helps us to more effectively respond to our customer service requests and support needs)
; To process transactions
Your information, whether public or private, will not be sold, exchanged, transferred, or given to any other company for any reason whatsoever, without
your consent, other than for the express purpose of delivering the purchased product or service requested.
; To send periodic emails
The email address you provide may be used to send you information, respond to inquiries, and/or other requests or questions.
How do we protect your information?
We implement a variety of security measures to maintain the safety of your personal information when you place an order.
Ultimately, we would like to arrange online transactions. At that point we will offer the use of a secure server. All supplied sensitive/credit
information is transmitted via Secure Socket Layer (SSL) technology and then encrypted into our Payment gateway providers database only to be
accessible by those authorized with special access rights to such systems, and are required to keep the information confidential.
After a transaction, your private information (credit cards, social security numbers, financials, etc.) will not be stored on our servers.
Do we use cookies?
Yes (Cookies are small files that a site or its service provider transfers to your computer's hard drive through your Web browser (if you allow) that
enables the sites or service providers systems to recognize your browser and capture and remember certain information
We use cookies to understand and save your preferences for future visits.
Do we disclose any information to outside parties?
We do not sell, trade, or otherwise transfer to outside parties your personally identifiable information. This does not include trusted third parties
who assist us in operating our website, conducting our business, or servicing you, so long as those parties agree to keep this information
confidential. We may also release your information when we believe release is appropriate to comply with the law, enforce our site policies, or protect
ours or others rights, property, or safety. However, non-personally identifiable visitor information may be provided to other parties for marketing,
advertising, or other uses.
Third party links
Occasionally, at our discretion, we may include or offer third party products or services on our website. These third party sites have separate and
independent privacy policies. We therefore have no responsibility or liability for the content and activities of these linked sites. Nonetheless, we
seek to protect the integrity of our site and welcome any feedback about these sites.
California Online Privacy Protection Act Compliance
Because we value your privacy we have taken the necessary precautions to be in compliance with the California Online Privacy Protection Act. We
therefore will not distribute your personal information to outside parties without your consent.
As part of the California Online Privacy Protection Act, all users of our site may make any changes to their information at anytime by logging into
their control panel and going to the 'Login' page.
Childrens Online Privacy Protection Act Compliance
We are in compliance with the requirements of COPPA (Childrens Online Privacy Protection Act), we do not collect any information from anyone under 13
years of age. Our website, products and services are all directed to people who are at least 13 years old or older.
Online Privacy Policy Only
This online privacy policy applies only to information collected through our website and not to information collected offline.
Your Consent
By using our site, you consent to our websites privacy policy.
Changes to our Privacy Policy
If we decide to change our privacy policy, we will post those changes on this page.
This policy was last modified on 26/9/2011
Contacting Us
If there are any questions regarding this privacy policy you may contact us using the information below.
http://www.republic-pr.com
Unit 8, 16 Station Road
Margaret River, WA 6285
Australia
karen@republic-pr.com
22. PAYMENT SCHEDULES
Schedule 1:
Short Term Project Agreement: 1 month - 6 weeks
Setup:
§ Confirm detailed brief, activity timeline, agree fee, select and brief consultant
Program:
§ Activity to commence on receipt of fee payment
§ Weekly Work in Progress (WIP) meetings to be hosted by Re:public (with both client and consultant)
§ Campaign complete: Re:public submits fee to consultant
Schedule 2:
Longer term project agreement: 6 weeks to 3 months
Program divided into three 'phases' to monitor activity and schedule payments
Setup:
Confirm detailed brief, activity timeline, agree fee, agree payment schedule, select and brief consultant
Phase 1:
§ Activity to commence on receipt of phase 1 payment
§ Weekly Work In Progress (WIP) meetings to be hosted by Re:public PR (with both client and consultant).
§ Upon completion, Phase 1 payment released to consultant
Phase 2:
§ Activity to commence on receipt of Phase 2 payment
§ Fortnightly Work In Progress (WIP) meetings to be hosted by Re:public PR (with both client and consultant).
§ Upon completion, Phase 2 payment released to consultant
Phase 3:
§ Activity to commence on receipt of Phase 3 payment
§ Fortnightly Work In Progress (WIP) meetings to be hosted by Re:public PR (with both client and consultant).
§ Upon completion, Phase 3 payment released to consultant
Schedule 3:
Ongoing/'retainer' agreements.
Activity divided into monthly program to monitor activity and schedule payments
Setup:
Month 1:
§ Activity to commence on receipt of month 1 payment
§ Weekly Work In Progress (WIP) meetings to be hosted by Re:public PR (with both client and consultant).
§ Upon completion, month 1 payment released to consultant
Month 2:
§ Activity to commence on receipt of month 2 payment
§ Fortnightly Work In Progress (WIP) meetings to be hosted by Re:public PR (with both client and consultant).
§ Upon completion, month 2 payment released to consultant
Month 3-6:
§ Activity to commence on receipt of month 3 payment
§ Monthly Work In Progress (WIP) meetings to be hosted by Re:public PR (with both client and consultant).
§ Upon completion, month 3 payment released to consultant
After month 6, Re:public will no longer host monthly WIP meetings or hold a fee for the activity. The client will invoice the consultant direct.