Psychic Advisor Independant Contractor Agreement

THIS AGREEMENT is made between Online Psychics PTY LTD (ACN 627 915 913) of 52 O’Connell Street, Parramatta NSW 2150 (“We”, “us”, “our”) and the psychic advisor described in Item 1 of the Schedule to this Agreement “You”, “your”)

BACKGROUND
A. You have specialised psychic abilities and skills and are qualified to undertake all tasks associated with and incidental to providing psychic consultancy services (“the services”) to the clients which we will refer to you through our website (https://onlinepsychics.live).
B. You will provide your specialised abilities and skills in providing the services.
C. You agree you will provide the services on the terms and conditions more particularly set out in this Agreement.
TERMS AND CONDITIONS
1. Obligations

You agree with us that you will during the continuance of this Agreement;

1.1 render the services in a competent and professional manner;
1.2 comply with legislation and adhere to provide the services in accordance with best practice relating to client management and conduct;
1.3 comply with the relevant provisions of the Australian Communications and Media Authority Codes of Practice.
1.4 maintain confidentiality regarding clients, financial matters and all matters relating to or arising from our business;
1.5 not solicit the clients to contact you for the purposes of transferring their patronage from us to any other location where you may practice any other psychic service which or who competes with us. For the purpose of this sub-clause “solicit” includes taking any initiatives to contact the clients through any means of communication including but not limited to telephone, email, internet sites and postal mail;
1.6 to maintain at your cost insurances as required by clause 9.
2. General Obligations
2.1 You must promptly provide us with all such information and documents as we may require at any time in respect of any matter which falls within the ambit of this Agreement or touches upon its operation.
2.2 If an Australian resident, you must provide an Australian Business Number.
3. Codes of Practice

You will comply with all reasonable requirements contained in the Australian Communications and Media Authority Codes of Practice.

4. Your Fee

You will be entitled to payment for your services in the manner set out in Item 1 of the Schedule to this Agreement or as otherwise agreed between us in writing.

5. Warranties

You warrant and assure us that you:

5.1 have the necessary psychic ability to enable you to provide the services to clients referred to you;
5.2 will ensure that the services are provided pursuant to this Agreement and are performed by you diligently and competently with due care and skill expected of a person providing psychic consulting services;
5.3 You warrant to us that at the date of this Agreement:

(a) you are not involved in, or aware of, any dispute or current or threatened proceedings or arbitration which involves:

(i) your ability to practice as a psychic;
(ii) any Court or Tribunal (involving dealing with an issue directly or indirectly concerning you practicing as a psychic) in any State of Territory of Australia; or
(iii) any other Federal or State department, or agency, or body corporate created by any Federal or State law (which may directly or indirectly reflect upon you practicing as a psychic);

(b) you are not aware of anything which would affect your capacity (whether legal, physical or mental) to comply with the terms of this Agreement;
(c) you are not involved in, or aware of, any dispute or current or threatened proceedings or arbitration relating to any past or present psychic client of yours, or any psychic service rendered by you;
(d) that by virtue of entering into this Agreement you will not be in breach of any express or implied terms of any contract with, or of any obligation to any third-party binding upon you;
(e) there is nothing in relation to you which would adversely affect our business or reputation’
(f) all information provided by you concerning your psychic abilities and skills is true.

5.4 The warranties in the preceding clauses are qualified only to the extent of any specific disclosure made by you, in writing, to us immediately prior to signing this Agreement.
5.5 The warranties do not merge on the execution of this Agreement. You are liable to us for damages for any breach of the warranties whether the breach is discovered by us before or after termination of this Agreement.

6. Good Faith

You undertake with us to perform your obligations under this Agreement in good faith in a proper and professional manner and shall not do or cause or permit to be done anything to the detriment of our business and by way of specification and not limitation undertake not to prejudice or seek to exploit for your own benefit client contracts and relations established or maintained by us.

7. Non-Exclusive Agreement

Subject to Clause 6 hereof nothing contained in this Agreement shall prevent you from providing psychic services to parties other than us during the term of this Agreement.

8. Insurance
8.1 You are liable for, and by this Agreement indemnify us against, any liability whatever arising from you rendering the services pursuant to or in connection with this Agreement or other acts or failure to act on your part, whether a psychic service or otherwise.
8.2 We recommend you effect insurances to indemnity us and you against claims made against you to a limit of indemnity of $1,000,000.00 per incident and if you do you must produce to us Certificates of Currency with respect to such policy of insurance upon our request.
9. Confidential Information

You must not at any time during the term of this Agreement, or any time thereafter (except with our prior specific written permission), reveal to any person any information concerning our organization, finances or transactions which may have come to your knowledge during the term of this Agreement. This restriction ceases to apply to information which may come into the public domain other than as a result of breach by you of this clause.

10. Termination
10.1 You may terminate this Agreement at any time. Likewise, we may terminate this Agreement at any time without any notice to you.
10.2 Even after the expiration or termination of this Agreement clauses 6, 9 and 10 will still apply.
11. GST
11.1 Liability to pay GST. If a party is registered for GST and makes a taxable supply in connection with this agreement for a consideration which, represents its value, then the party liable to pay for the taxable supply must also pay at the same time and in the same manner as the value is otherwise payable, the amount of any GST payable in respect of the taxable supply.
11.2 Recipient Created Tax Invoice
We and you both agree for the duration of the Agreement to the following:
11.2.1 we and you will have a valid Australian Business Number (ABN) and provide such number to the other party in written request;
11.2.2 we shall provide and you agree to accept, a Recipient Created Tax Invoice in respect of each Taxable Supply under this Agreement at the time the consideration for the supply becomes available. This Recipient Created Tax Invoice will outline fees payable for Service and any GST payable as outlined in clause 11.1.
11.3 In this clause 18, the terms “GST” and “Taxable Supply”, “Consideration”, “Value”, “Tax Invoice” and “Recipient Created Tax Invoice” have the respective meanings given to them in A New Tax System (Goods and Services) Act 1999 unless the context otherwise requires.

12. Relationship
The parties agree that:
(a) We are not partners or joint venturers and are not in an employer/employee relationship and you, in rendering the services and doing other things, you are at all times a sole trader (and an independent contractor to us) and you are not acting as our servant or agent or otherwise on our behalf;
(b) you are responsible for your own superannuation, insurance, worker’s compensation, taxation deductions and payments (if any), and provision of holidays.
13. Subcontracting
13.1 You may, subject to our consent (which consent shall not be unreasonably withheld) being first sought and given, use competent servants, agents, employees or sub-contractors (if any) in providing services. Any use by you of competent servants, agents, employees or sub-contractors (if any) does not change your direct obligations to render services pursuant to this Agreement in a proper, safe, efficient, diligent and competent manner.
13.3 All persons employed or engaged by you in providing Services are employees or agents of you and you are solely responsible for all payments and/or entitlements to each of them.
13.4 You shall be solely responsible for all salaries, sick leave, annual holidays, long service leave, superannuation, workers compensation, insurance and entitlements whatsoever of all servants, agents, employees, sub-contractors and any other person engaged by you in providing the Services hereunder and for all group, payroll and any other taxes or wages or salaries payable in respect of such person and you indemnify us in respect of all such entitlements, payments and liabilities.
14. Dispute Resolution
14.1 No proceedings
A party must not start court proceedings about a dispute arising out of this Deed unless it first complies with this clause, except:
(a) where a party seeks urgent injunctive relief; or
(b) where the dispute relates to compliance with this clause.

14.2 Notice
A party claiming that a dispute has arisen must notify each other party giving details of the dispute.
14.3 Best efforts to resolve
Each party to the dispute must use its best endeavours to resolve the dispute within 5 days of receiving notice of the dispute or a longer period agreed by the parties to the dispute. If, at the end of the 5 day period, the parties have been unable to resolve the dispute, the parties may then take whatever action they deem appropriate to resolve the dispute (including the commencement of court proceedings).

15. Miscellaneous
15.1 Legal costs Each party shall bear its own legal and other costs and expenses relating directly or indirectly to the preparation of, and performance of its obligations under this Agreement.
15.2 Amendment
This Agreement may only be varied or replaced by us at any time.
15.3 Further assurance
Each party shall promptly execute all documents and do all things that another party from time to time reasonably requires of it to effect, perfect or complete the provisions of this Agreement and any transaction contemplate by it.
15.4 Applicable law
This Agreement shall be construed in accordance with and governed by the laws of Victoria and each party submits to the non-exclusive jurisdiction of the courts of Victoria and any courts which have jurisdiction to hear appeals from any of those courts.
16. Interpretation
Unless the contrary intention appears:
16.1 words importing the singular shall be deemed to include the plural and vice versa;
16.2 the masculine gender shall include the feminine gender and neuter gender and vice versa;
16.3 headings are for convenience of reference only and shall not affect the construction or interpretation of this Agreement;
16.4 any covenant or provision herein contained which is invalid, unlawful, void or unenforceable shall be capable of severance without affecting any other of the obligations or rights of the parties pursuant hereto;
16.5 a reference to any party to this Agreement, or any document or arrangement, includes that party's executors, administrators, substitutes, successors and permitted assigns;
16.6 any agreement or covenant on the part of two or more persons shall bind them jointly and each of them severally;
16.7 any reference to a person includes a natural person firm body corporate unincorporated association and authority or any of them;
16.8 reference to a statute code or other law includes its regulations and other instruments enacted under it and any amendment consolidation re-enactment or replacement of it;
16.9 where a word or phrase is given a particular meaning other parts of speech and grammatical forms of that word or phrase have corresponding meanings;
16.10 for convenience, words and phrases defined in this Agreement are indicated by capital letters, but the absence of a capital letter shall not alone imply that a word or phrase is being used with a meaning different from that given by a definition;
16.11 reference to this Agreement or any other instrument includes any variation or replacement of any of them.
16.12 A provision of this Agreement must not be construed to the disadvantage of a party merely because that party was responsible for the preparation of the Agreement or the inclusion of the provision in the Agreement.

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Item 1 Fees

You will be paid a service fee for each Reading at the rate per minute set by you in your admin settings. Payment of service fees will be made into your nominated Paypal account.