Independent Contractor AgreementThis Agreement is effective when the Contractor clicks "Join Now" and provides their name and email address.Thielemodulus Pty Ltd (ABN 69 680 469 390), trading as My Locum Pty Ltd ("The Company"), and the individual ("The Contractor") clicking "Join Now" agree as follows:
1. DEFINITIONS
1.1 Assignment: Tasks assigned by the Company to the Contractor for a Client/Clinic.
1.2 Client/Clinic: The entity engaging the Contractor via the Company.
1.3 Services: Professional services provided by the Contractor to the Client, facilitated by the Company.
1.4 Locum Fee: Total amount agreed between the Clinic and the Company for the Contractor’s Services.
2. RELATIONSHIP
2.1 Independent Contractor Status:
The Contractor is an independent contractor, not an employee, agent, or partner of the Company. The Contractor is solely responsible for all taxes, superannuation, workers' compensation, and other obligations under Australian law.
3. PAYMENT STRUCTURE
3.1 Locum Fee Retention:
The Company retains 100% of the Locum Fee paid by the Clinic. The Contractor receives no payment or commission from the Company or the Clinic through this Agreement.
3.2 No Payment Obligation:
The Company is not responsible for any payments to the Contractor. The Contractor acknowledges that their engagement is for job-matching services only, and any compensation arrangements are their sole responsibility to negotiate directly with Clinics outside this Agreement.
3.3 Right to Modify Terms:
The Company may modify this Agreement at its discretion with notice to the Contractor. Changes may include adjustments to fee structures or services provided.
4. TAX AND COMPLIANCE
4.1 Tax Responsibility:
The Contractor is responsible for all tax obligations, including income tax, GST, and superannuation. The Contractor indemnifies the Company against any claims, penalties, or liabilities arising from the Contractor’s failure to comply with Australian tax laws.
4.2 ABN Requirement:
The Contractor must provide a valid ABN. If GST-registered, the Contractor must comply with GST regulations for any invoices issued.
5. NO THIRD-PARTY OBLIGATIONS
The Contractor is solely responsible for any assistants, employees, or subcontractors they engage. The Company bears no responsibility for their tax, superannuation, or other obligations.
6. INSURANCE AND LIABILITY
6.1 Insurance Requirement:
The Contractor must maintain professional indemnity and public liability insurance. Failure to do so results in immediate termination of this Agreement.
6.2 No Workers’ Compensation:
The Contractor is not covered by the Company’s workers’ compensation and must secure their own personal injury or workers' compensation insurance.
6.3 Indemnity:
The Contractor indemnifies the Company, its directors, and agents against any claims, damages, or liabilities arising from the Contractor’s Services, including malpractice, negligence, or breach of this Agreement.
7. NON-SOLICITATION, NON-CIRCUMVENTION, AND NON-COMPETE
7.1 Non-Solicitation:
During this Agreement and for 18 months after termination, the Contractor will not solicit Clients introduced by the Company for direct arrangements.
7.2 Non-Circumvention:
The Contractor will not bypass the Company to contract directly with Clients. Breaches result in damages equal to twice the Locum Fee the Company would have earned.
7.3 Non-Compete:
For the duration of this Agreement and 18 months after termination, the Contractor will not:
Perform services for Clients introduced by the Company without written consent.
Work for or establish a competing locum agency in Australia.
8. CONFIDENTIALITY
8.1 Confidentiality:
The Contractor will keep all Client, business, and Assignment details confidential and not disclose them without the Company’s written consent.
8.2 Social Media:
The Contractor will not make public or social media comments about the Company or its Clients without prior written approval.
9. TERMINATION
9.1 By the Company:
The Company may terminate this Agreement immediately for breach, failure to provide Services, or lack of required insurance.
9.2 By the Contractor:
The Contractor may terminate with 14 days’ written notice, provided all Assignments are completed.
10. DISPUTE RESOLUTION
Both parties will first attempt to resolve disputes through good faith negotiations.
11. GOVERNING LAW
This Agreement is governed by Australian law, with legal proceedings conducted in Australia.
12. ENTIRE AGREEMENT
This Agreement is the full understanding between the parties, superseding prior agreements. Amendments must be in writing, except as per clause 3.3.
13. PRIVACY
The Contractor’s personal information is subject to the Company’s Privacy Policy and the Privacy Act 1988 (Cth). The Company may collect and use information to facilitate Assignments and meet legal obligations. The Contractor may access or correct their information per Australian Privacy Principles.
14. AHPRA COMPLIANCE
The Contractor is solely responsible for complying with Australian Health Practitioner Regulation Agency (AHPRA) requirements, including registration and CPD. The Company bears no responsibility for AHPRA compliance.
Independent Contractor Agreement
This Agreement is made effective upon the date the Contractor clicks "Join Now" and provides their name and email address.
Thielemodulus Pty Ltd (ABN 69 680 469 390), trading as My Locum Pty Ltd (hereinafter referred to as "The Company"), and the individual (hereinafter referred to as "The Contractor") who clicks "Join Now" to accept this Agreement agree as follows:
1. DEFINITIONS
1.1 Assignment: The specific task or set of tasks assigned by Thielemodulus Pty Ltd (trading as My Locum Pty Ltd) to the Contractor to be performed for a clinic or client.
1.2 Client/Clinic: The organization or clinic that engages the Contractor via Thielemodulus Pty Ltd to perform services.
1.3 Services: Professional services provided by the Contractor to the Client, facilitated by Thielemodulus Pty Ltd.
1.4 Locum Fee: The total amount agreed between the clinic and Thielemodulus Pty Ltd for the provision of services by the Contractor.
1.5 Commission: The percentage of the locum fee retained by Thielemodulus Pty Ltd, equivalent to 50% during a limited introductory period, reverting to 75% after.
1.6 Professional Service Fee: The 50% of the locum fee paid directly by the clinic to the Contractor for a limited introductory period, which will revert to 25% after the offer expires.
2. NATURE OF THE RELATIONSHIP
2.1 Independent Contractor Status:
The Contractor acknowledges that they are engaged as an independent contractor for all purposes, including tax, superannuation, workers' compensation, and other employment-related obligations. They are not an employee, agent, or partner of Thielemodulus Pty Ltd.
The Contractor bears full responsibility for the payment of their own taxes, including income tax, GST, and any other tax liabilities under Australian tax law.
3. PAYMENT STRUCTURE AND OBLIGATIONS
3.1 Locum Fee Structure:
50% of the locum fee, referred to as the Professional Service Fee, will be paid directly by the clinic to the Contractor during the introductory period. After this period, this will revert to 25%.
50% of the locum fee will be retained by Thielemodulus Pty Ltd during the introductory period, reverting to 75%.
3.2 No Payments from My Locum Pty Ltd:
The Contractor will not receive any payment from Thielemodulus Pty Ltd. The clinic will directly compensate the Contractor for their services, and Thielemodulus Pty Ltd is not responsible for any payments to the Contractor.
3.3 Right to Modify Payment Terms:
Thielemodulus Pty Ltd reserves the right to modify this Agreement at any time. In such an event, Thielemodulus Pty Ltd may determine that the Contractor will no longer receive the Professional Service Fee directly from the clinic, and Thielemodulus Pty Ltd may instead receive the full locum fee.
4. TAX AND COMPLIANCE
4.1 Tax Obligations:
The Contractor acknowledges that Thielemodulus Pty Ltd bears no responsibility for withholding taxes or handling any GST, superannuation, or personal tax obligations. The Contractor agrees to indemnify Thielemodulus Pty Ltd for any claims, liabilities, penalties, or obligations arising from the Contractor’s failure to comply with Australian tax law.
4.2 ABN and GST Registration:
The Contractor must provide a valid ABN and maintain GST registration (if applicable). All invoices submitted by the Contractor to the clinic for their share of payments must be compliant with GST regulations if the Contractor is registered for GST.
5. NO EMPLOYER OBLIGATIONS FOR THIRD PARTIES
If the Contractor engages any assistants, employees, or subcontractors, the Contractor agrees that Thielemodulus Pty Ltd bears no responsibility for those third parties’ tax, superannuation, workers' compensation, or any other obligations. The Contractor will ensure that any such third parties comply with their own tax and superannuation obligations.
6. INSURANCE AND LIABILITY
6.1 Professional Indemnity Insurance:
The Contractor is required to maintain appropriate professional indemnity insurance and public liability insurance. Failure to maintain this insurance will result in immediate termination of this Agreement.
6.2 Workers’ Compensation:
The Contractor acknowledges that they are not covered by workers’ compensation through Thielemodulus Pty Ltd and must ensure they have adequate personal injury or workers' compensation insurance where required.
6.3 Indemnity:
The Contractor agrees to indemnify and hold harmless Thielemodulus Pty Ltd, its directors, employees, and agents from any claims, damages, liabilities, costs, or expenses arising out of or related to the Contractor's performance of services, including but not limited to malpractice, negligence, or breach of this Agreement.
7. NON-SOLICITATION, NON-CIRCUMVENTION, AND NON-COMPETE
7.1 Non-Solicitation:
The Contractor agrees that for the duration of this Agreement and for 12 months following its termination, they will not directly or indirectly solicit any client introduced to them by Thielemodulus Pty Ltd for independent or direct contractual arrangements.
7.2 Non-Circumvention:
The Contractor agrees not to circumvent Thielemodulus Pty Ltd’s platform by entering into direct agreements with clients without Thielemodulus Pty Ltd’s written consent. In the event of a breach, the Contractor will be liable to pay damages equal to the lost commission that Thielemodulus Pty Ltd would have earned.
7.3 Non-Compete Clause:
The Contractor agrees that for the duration of this Agreement and for a period of 12 months after the termination or expiration of this Agreement, they will not:
Engage in or perform services directly for any client introduced by Thielemodulus Pty Ltd without the written consent of Thielemodulus Pty Ltd.
Establish, work for, or provide services to a competing business that offers the same or similar services to clinics or clients that Thielemodulus Pty Ltd services within the same geographic region.
8. CONFIDENTIALITY AND NON-DISCLOSURE
8.1 Confidential Information:
The Contractor agrees to keep all client details, business processes, and assignment details strictly confidential and will not disclose such information to third parties without the written consent of Thielemodulus Pty Ltd.
8.2 Social Media:
The Contractor agrees not to make any public or social media comments regarding Thielemodulus Pty Ltd, its clients, or its personnel without prior written approval from Thielemodulus Pty Ltd.
9. TERMINATION
9.1 Termination by The Company:
Thielemodulus Pty Ltd may terminate this Agreement or any assignment immediately if the Contractor is found to be in breach of this Agreement, is unable to provide the required services, or fails to maintain professional indemnity insurance.
9.2 Termination by The Contractor:
The Contractor may terminate the Agreement by providing [Insert Number] days' written notice, provided all ongoing assignments are completed to the satisfaction of Thielemodulus Pty Ltd.
10. DISPUTE RESOLUTION
10.1 Good Faith Negotiations:
In the event of a dispute, both parties agree to first engage in good faith negotiations to resolve the issue.
11. GOVERNING LAW
This Agreement is governed by and construed in accordance with the laws of Australia. Any legal actions or proceedings arising under this Agreement will be conducted within the jurisdiction of Australia.
12. ENTIRE AGREEMENT
This Agreement constitutes the entire understanding between the parties and supersedes all prior agreements, written or oral, relating to the subject matter. No amendments or modifications to this Agreement will be effective unless made in writing and signed by both parties. However, Thielemodulus Pty Ltd reserves the right to modify the terms of this Agreement as stated in clause 3.3.
13. PRIVACY AND DATA PROTECTION
The Contractor acknowledges and agrees that any personal information provided during the course of this Agreement is subject to the Privacy Policy of Thielemodulus Pty Ltd. This includes the collection, use, and protection of personal information in accordance with the Privacy Act 1988 (Cth). Thielemodulus Pty Ltd collects personal information such as contact details, identity information, professional qualifications, financial details, and other relevant information as required to facilitate the Contractor's assignments. The Contractor consents to the use of this information for purposes such as verifying identity, assisting with assignments, and fulfilling legal obligations. The Contractor may request access to or correction of their personal information in accordance with Australian Privacy Principles. Should a complaint arise concerning the handling of personal information, the Contractor may contact Thielemodulus Pty Ltd to resolve the issue.
14. AHPRA COMPLIANCE
The Contractor is solely responsible for ensuring that they meet all compliance requirements as mandated by the Australian Health Practitioner Regulation Agency (AHPRA). Thielemodulus Pty Ltd bears no responsibility for the Contractor's compliance with AHPRA regulations, including maintaining valid registration and meeting any continuing professional development (CPD) requirements.