In this Agreement, the following words have the following meanings:
Service – Flex Catering Software (SaaS).
Company – Flex Catering Software.
Client – A Client is an entity that has engaged the Company for the Service.
Partner – The Partner shall receive rebates/commissions/credits for referring Clients to the Company.
The Company agrees to provide the Service to the Clients referred by the Partner.
The Partner acknowledges the following with respect to the Service:
- The Service agreement is between the Company and the Client.
- The Company will agree on pricing directly with the Client referred by the Partner. The Partner is allowed to publicise the Service prices to its Clients.
- The Partner agrees to receive a commission as a percentage of the monthly fee charged to the Client for the Service. This is payable monthly and will be confirmed in writing prior to the commencement of Service.
- The Commission calculation is directly related to the Client expenditure on a cash basis every month excluding GST.
- The Company will pay the commission amount for a period of three years or for the duration of the engagement between the Company and the Client whatever is less.
- There are no refunds available on services provided by the Company.
- The Partner may not offer any form of employment to the Company staff at any time whilst engaging the services of the Company, or within 12 months of ceasing this or any other services.
- All Clients’ accounts for the Company’s Service belong to the Company during and after the course of this agreement.
- Privacy: In performing the Service, the Company agrees to comply with the legal requirements of the Australian Privacy Principles as set out in the Privacy Act 1988 (Cth) and any other applicable legislation or privacy guidelines.
- Priority: If the terms of this agreement differ from any other information that the Partner has been provided with, including by email or phone, the terms of this agreement apply, unless the Partner agrees to otherwise in writing.
- Relationship of parties: This agreement is not intended to create a relationship between the parties of partnership, joint venture, or employer-employee.
- The Company may provide the Service to the Partner using its employees, contractors and any third-party providers it so chooses in relation to the agreement.
- Assignment: The Partner must not assign or deal with the whole or any part of its rights or obligations under the agreement without the prior written consent of the Company. Any purported dealing or representation in breach of this clause is of no effect.
- Severance: If any provision (or part of it) of the agreement is held to be unenforceable or invalid in any jurisdiction, then it will be interpreted as narrowly as necessary to allow it to be enforceable or valid. If a provision (or part of it) of the agreement cannot be interpreted as narrowly as necessary to allow it to be enforceable or valid, then the provision (or part of it) must be severed from the agreement and the remaining provisions (and remaining part of the provision) of the agreement are valid and enforceable.
- The Company and the Partner may terminate the agreement at any time by giving 15 days written notice. Shall the Company terminates this agreement without any breach of this agreement, the Company will continue to pay the commission for the Partner’s active clients for a period of 6 months.
- This agreement is subject to the jurisdiction of the State of Victoria, Australia and the parties irrevocably submit to the jurisdiction of the courts of the State of Victoria.