Terms and conditions

Here you can read our Terms & Conditions that covers you while dealing with INSPIREFLIX.

Filmmaker Contractor Agreement

Appointment of THE FILMMAKER as a contractor of 50DMC.COM PTY LTD ta INSPIREFLIX

I confirm our agreement that THE FILMMAKER (Contractor) has been appointed as an independent contractor of 50DMC.COM PTY LTD ta INSPIREFLIX (Company). I confirm the terms and conditions of the appointment as follows:

1 Purpose of this agreement

(a) The Company wishes to engage an independent contractor to provide Filming services to the Company.

(b) The Contractor possesses the necessary expertise to provide Filming services.

(c) The Company wishes to appoint the Contractor, and the Contractor is willing to accept such appointment, as Contractor for the Company on the terms and conditions set out in this agreement.

2 Engagement

The Company engages the Contractor to provide the Services described in Schedule 1 (Services) on the terms and subject to the conditions referred to in this agreement.

3 Duration

This agreement will commence on and will continue until terminated in accordance with this agreement (Term).

4 Provision of services by the Contractor

4.1 Services

(a) The Contractor will provide the services to the Company which are described in Schedule 1 (Services), in the manner set out in Schedule 1.

(b) If the Company requests in writing, the Contractor may provide services in addition to the Services. The Contractor may make an additional charge for providing such additional services.

4.2 Contractor’s equipment

Where the Contractor provides or uses its own equipment, the equipment must be suitable for the work and must be maintained by the Contractor in good working condition.

4.3 Supervisor and reporting

The Contractor will report to and perform the Services at the direction of Gabor Kukucska or such other person as notified by the Company.

5 Fees

5.1 Fees

The Company must pay the fees to the Contractor as set out in Schedule 1 (Fees). 5.2 GST and invoicing

(a) For the purposes of this clause, GST means a goods and services tax, or a similar value added tax, levied or imposed under the GST Law, where GST Law means the same as in the A New Tax System (Goods and Services Tax) Act 1999 (Cth).

(b) The Fees are exclusive of any GST. Where GST is payable on a supply made by the Contractor under this agreement, the Contractor may charge the Company an additional amount equal to the GST payable on that supply.

(c) The Contractor must provide the Company with a tax invoice in accordance with the GST Law. The invoice must include the following details before payment can be approved and forwarded:

(i) date(s) of performance of the Services;

(ii) name of Designated Person performing the Services;

(iii) description of Services provided;

(iv) time allocated per task; and

(v) the Contractor’s ABN.

5.3 Payment

The Company must pay the Fees and any GST amount within 30 days of receipt of a valid tax invoice from the Contractor.

5.4 Variation of Fees

The Fees may be varied by agreement in writing between the Company and the Contractor.

6 Obligations of Contractor

6.1 Performance of Services

(a) The Contractor must perform the Services in a diligent and professional manner according to any standards that normally apply to the Services.

(b) The Contractor must ensure that the Dedicated Persons have all the requisite qualifications, skills and training and comply with relevant policies of the Company.

(c) The Contractor must act in good faith in all dealings with the Company and must not do anything that may be harmful to the reputation or interests of the Company.

(d) The Contractor must liaise with and report to the Company with respect to all aspects of the Services.

6.2 Insurances

The Contractor must take out all insurances required to be effected by law including the insurances listed in Schedule 1. The insurances must be taken out for the minimum amount set out in Schedule 1. Each policy must be maintained during the Term.

6.3 Expenses

The Contractor must provide the Services at its own cost and, unless specified in the Schedule, will not be reimbursed for any out of pocket expenses.

6.4 Payment of Contractor’s employees

The Contractor is solely responsible for paying its employees and agents all remuneration and benefits including salary, superannuation, annual leave, sick leave, long service leave and any other benefits to which they may be entitled as its employees, and for otherwise complying with the legislation and industrial awards which are applicable to its employees. The Contractor must pay all taxes and duties in respect of such remuneration and benefits.

6.5 Compliance with laws

(a) The Contractor must comply at its own cost and expense with all Acts, ordinances, rules, regulations, other delegated legislation, codes and the requirements of any Commonwealth, state and local government departments, bodies, and public authorities or other authority so far as these same may affect or apply to the Contractor or to the Services.

(b) The Contractor indemnifies the Company from and against all actions, costs, charges, claims and demands in respect of any breach of sub-clause (a) of this clause.

6.6 Contractor’s warranties

(a) The Contractor warrants that the Contractor has no authority to engage the services of any person as an employee or agent of the Company.

(b) Except with the prior written approval of the Company, the Contractor will not bind the Company to any contract, or create any liability against the Company in any way or for any purpose.

6.7 Survival of obligations

The obligations under this clause survive termination or expiry of this agreement. 7 Relationship between parties

(a) The relationship between the Company and the Contractor is that of a principal and an independent contractor. Nothing in this agreement constitutes the relationship of partnership or employer and employee between the Company and the Contractor, or between the Company and the Designated Persons.

(b) Nothing in this agreement constitutes or deems any Designated Persons to be employees of the Company. The Dedicated Persons are and will remain at all times employees, independent contractors or agents of the Contractor.

8 Conflict of interest

(a) The Contractor warrants that it is not under any obligation or restriction which would in any way interfere with or conflict with the Contractor providing the Services under this agreement. The Contractor warrants that it will not assume any such obligation or restriction.

(b) The Contractor may engage in any other work and assignments during the Term provided that such other work or assignments do not involve a conflict with its duties and responsibilities to the Company and do not bring the Company into disrepute.

9 Confidentiality

9.1 Confidential Information

Confidential Information includes, but is not limited to, any information that is: (a) marked as confidential; or

(b) received or developed by the Contractor during the Term, which relates to processes, equipment and techniques used by the Company in the course of the Company’s business, including but not limited to all information, data, drawings, specifications, documentation, source or object code, designs, construction, workings, functions, features and performance notes, techniques, concepts not reduced to material form, agreements with third parties, schematics and proposals and intentions, technical data and marketing information such as customer lists, financial information and business plans,

but does not include information which:

(a) is generally available in the public domain otherwise than as a result of a breach of this agreement by the Contractor;

(b) was known by the Contractor prior to the Company disclosing the information to the Contractor; or

9.2 Confidentiality obligations

(a) Unless it has previous written consent from the Company the Contractor must:

(i) only use the Confidential Information for the purpose of performing the Services.

(ii) not use or attempt to use any Confidential Information in any manner which may prejudice the confidentiality of the Confidential Information or may injure or cause loss to the Company.

(b) The Contractor must at all times store all Confidential Information safely and securely.

(c) the Contractor must immediately notify the Company in writing of any actual, threatened or suspected unauthorised disclosure of any Confidential Information.

(d) The Contractor’s obligations with regard to the Confidential Information will continue for so long as this information is maintained on a confidential basis:

(i) by the Company, in the case of Confidential Information pertaining to the Company’s business, or

(ii) by the Company’s client, in the case of Confidential Information pertaining to the business of the Company’s client.

9.3 Indemnity and breach

(a) The Contractor indemnifies the Company against all liabilities, costs and expenses which the Company may incur as a result of any breach of this clause 9 by the Contractor.

(b) The Contractor acknowledges that damages may be an inadequate remedy for breach of this clause 9 and that the Company may obtain injunctive relief against the Contractor for any breach of this clause 9.

9.4 Privacy

The Contractor will, comply with all privacy obligations under any law or regulation. 9.5 Survival of obligations

The obligations accepted by the Contractor under this clause survive termination or expiry of this agreement.

10 Intellectual Property – Disclosure and ownership

(a) For the purposes of this clause, Intellectual Property includes but is not limited to trademarks, patents, copyrights, processes know-how, registered designs or other like rights or any right to apply for registration of any of the former.

(b) The Contractor must disclose to the Company promptly and fully all discoveries, improvements and inventions made or conceived by the Contractor (either solely or jointly with others) in the course of performing the Services which are similar to the actual or anticipated business, work or investigations of the Company or which result from or are suggested by any work performed for the Company. Such inventions, whether or not they contain Intellectual Property rights capable of protection, shall be and remain the sole and exclusive property of the Company or its nominees.

(c) The Contractor acknowledges that the Company owns all Intellectual Property created by the Contractor in connection with the Services, that now exists or that later comes into existence. The Contractor assigns all its rights in such Intellectual Property to the Company. The Contractor will do all things and execute all documents necessary to secure the Company’s ownership of the Intellectual Property.

(d) The Contractor agrees to indemnify the Company fully against all liabilities, costs and expenses which the Company may incur as a result of any breach of this clause by the Contractor.

(e) The obligations under this clause survive termination or expiry of this agreement. 11 Termination of agreement

11.1 Termination by notice

Either party may terminate this agreement by giving written notice to the other party at least 2 weeks in advance.

11.2 Termination for breach

(a) If a party breaches any term of this agreement, the other party may give notice requiring that party to rectify the breach. If the notified party fails to rectify the breach to the satisfaction of the notifying party within 14 days of the notice, the notifying party may terminate this agreement by notice in writing.

(b) The Company may terminate this agreement at any time without notice if the Contractor engages in a serious or material breach of this agreement.

(i) is guilty of any dishonesty, serious misconduct or serious neglect of duty in connection with the provision of the Services; or

(ii) engages in any act or omission that in the reasonable opinion of the Company has or will likely have the effect of causing material damage to the Company.

11.3 Termination for insolvency

Either party may terminate this agreement if:

(a) the other party enters into a deed of arrangement or an order is made for it to be wound up;

(b) an administrator, receiver or receiver/manager or a liquidator is appointed to the other party pursuant to the Corporations Act 2001 (Cth); or

(c) the other party would be presumed to be insolvent by a court in any of the circumstances referred to in the Corporations Act 2001 (Cth).

11.4 Obligations upon termination

(a) If at the end of this agreement the Contractor is owed any Fees, expenses or reimbursements, the Contractor may give the Company an invoice. The Company must pay the Contractor that amount (provided it is properly invoiced) within 2 weeks of receiving the invoice.

12 Post-agreement restraints – non-compete

(a) For a period of 12 months after the Contractor’s engagement with the Company has been terminated for whatever reason, the Contractor agrees that it will not, within Globally, be engaged as an employee, independent contractor, adviser or in any other capacity in any business which, in the reasonable opinion of the Company, is in competition with the Company in the business of Offering productions using the [patent pending] ‘InspireFlix Production Method’..

(b) The Contractor acknowledges that any breach by the Contractor of this clause would cause irreparable harm and significant damage to the Company and accordingly that the Company has the right to seek and obtain immediate injunctive relief in relation to any such breach.

(c) The Contractor acknowledges that the covenants in respect of non-competition contained in this clause are fair and reasonable and that the Company is relying upon this acknowledgement in entering into this agreement.

13 Post-agreement restraints – non-solicit

(a) For a period of 12 months after the Contractor’s engagement with the Company has been terminated for whatever reason, the Contractor agrees that it will not:

(i) canvass, solicit or endeavour to entice from the Company any person or organisation that was a customer or supplier of the Company at the end of the Term (or whose business or custom the Company was cultivating at the end of the Term), in relation to whom the Contractor regularly dealt with during the Term;

(ii) canvass, solicit or endeavour to entice any employee or agent of the Company to terminate their contracts of employment or agency with the Company;

(iii) interfere or seek to interfere with the relationship between the Company and its customers, suppliers and employees.

(iv) induce any other person to perform any of the acts specified in sub clauses(a)(i), (a)(ii) and (a)(iii) of this clause.

14 Contractor’s Indemnity

14.1 Contractor’s indemnity

(a) The Contractor will be responsible for and indemnify the Company against liability for all loss, damage or injury to any person or property caused by the Contractor, in the course of providing the Services.

(b) The amount of any claims, damages, interest, costs and expenses (including without limitation all related legal costs incurred by the Company) which may be paid, suffered or incurred by the Company in respect of such loss, damage or injury must be made good at the Contractor’s expense and may be deducted from any moneys due or becoming due to the Contractor.

14.2 Survival

This clause survives the termination of this agreement.

15 General

15.1 Assignment

This agreement may not be assigned without the consent of both parties. 15.2 Severability

The Company and the Contractor consider the covenants, obligations and restrictions contained within this agreement to be reasonable in all the circumstances of the agreement. Unenforceability of a provision of this agreement does not affect the enforceability of any other provision. If any provision is void, voidable or unenforceable, it shall be taken to be severed from the agreement.

15.3 Notices

Any notice, demand, consent, approval or communication under this deed (Notice) must be:

(a) in writing, in English and signed by a person duly authorised by the sender; and

(b) delivered by hand, registered mail, fax or email to the recipient’s address for Notice specified in the Schedule, as varied by any Notice given by the recipient to the sender.

15.4 Waiver

(a) The failure, delay or omission by a party to exercise any power or right conferred upon it by this agreement will not operate as a waiver of such power or right, nor will any single exercise of any such power or right preclude any other future exercise of the power, or the exercise of any other power or right under this agreement.

(b) A waiver of any provision of this agreement, or consent to any departure by a party from any provision of this agreement, must be in writing and signed by all parties and is effective only to the extent for which it is given.

15.5 Variation

This agreement may not be changed or modified in any way except in writing signed by or on behalf of all the parties.

15.6 Entire agreement

This agreement constitutes the entire agreement of the parties in respect of the matters dealt with in this agreement and supersedes all prior agreements, understandings, undertakings and negotiations in respect of the matters dealt with in this agreement.

15.7 Governing law

This agreement is governed by, and is to be construed and take effect in accordance with, the laws of Queensland. Each party irrevocably and unconditionally submits to the non exclusive jurisdiction of the courts of Queensland.

Please sign the attached copy of this letter in order to acknowledge the Contractor’s acceptance of the agreement set out in this letter.

Signed for 50DMC.COM PTY LTD ta INSPIREFLIX by its authorised representative

Gabor Kukucska

DIRECTOR

Signature

Digitally Signed for THE FILMMAKER by its registration on INSPIREFLIX as a filmmaker.

SCHEDULE 1

1 Services

The Services will include:

Filming of interviews

Filming of establishing shots

Filming of events

Filming of whatever is outlined in the production breakdown

Handling of captured video, audio and image files

Handling of client’s items

Backing up all materials

Posting or uploading all materials

The Services will be performed at the following location(s):

On Location

2 Fees

The Fees will be:

Minimum $50 / hour

3 Insurances

Public liability insurance – $20,000,000

4 Expenses

The Contractor will be reimbursed for the following out of pocket expenses:

PLEASE NOTE THAT ONLY PRE-APPROVED EXPENSES WILL BE REIMBURSED! Travel, accommodation and hire can be reimbursed where these can’t be avoided.

5 Address details for Notices

The party address details for the purpose of Notices are:

Company Contact Person: Gabor Kukucska

Street Address: UNIT 4, 41 Pier Ave, Shorncliffe, QLD 4017, Australia

Email: admin@inspireflix.com

Contractor Contact Person: Current Website User

Street Address: NA

Email: Current Website User Email