Effective from 29 February 2024
This is a template of our Brokerage Agreement for you to review prior to registering on the Five Good Friends Platform. Your personalised copy of this Brokerage Agreement will be available from inside your Account via the App.
Five Good Friends Brokerage Agreement for Helpers
This agreement is made [Date]
BETWEEN
Five Good Friends ABN 87 605 031 249 of Level 8, 154 Melbourne Street, South Brisbane Queensland 4101 (Five Good Friends)
AND
[Name] ABN [ABN] of [Address] (Helper)
Five Good Friends and the Helper have agreed that the Helper will provide the Services to Five Good Friends’ Members in accordance with the terms and conditions of this Agreement.
1. Definitions and Interpretation
1.1 In this Agreement words and phrases used have the meanings as set out in Schedule 1.
2. Term and Appointment
2.1 The rights and obligations of the parties under this Agreement will commence on the Commencement Date and continue until the Termination Date, subject to the terms of this Agreement.
2.2 The Helper is an independent contractor appointed to provide the Services in accordance with this Agreement. This Agreement does not create a relationship of employer and employee, principal and agent, or partnership between Five Good Friends and the Helper or any of the Helper’s Personnel.
3. Use of Other Personnel
3.1 The Helper can delegate its obligations and provision of the Services to their Personnel, provided such delegation complies fully with the terms of this Agreement, the delegated Personnel has undergone Five Good Friends compliance checks and induction, demonstrates competency in providing the Services, and submits to assessment and auditing regarding competency by Five Good Friends as required.
3.2 The Helper must obtain, and must ensure that its Personnel who may be reasonably likely to be engaged or involved in the performance of the Services obtain at the Helper’s expense, any necessary licences, permits, qualifications, registrations and other statutory requirements necessary for the performance of the Services under this Agreement, including, without limitation, those requirements for its Personnel referred to in clause 5.
3.3 The Helper must ensure that all of its Personnel are aware of and understand the terms of this Agreement, and all of its Personnel comply with the terms of this Agreement.
3.4 The Helper is responsible for all acts and omissions of its Personnel and is responsible for the payment of all amounts related to the engagement of its Personnel including wages, leave, relevant insurances (including WorkCover) and superannuation, where applicable. To remove any doubt, Five Good Friends will not be responsible for paying any of these amounts to the Helper or the Helper’s Personnel.
4. Provision of Services
4.1 The Helper can provide the Services as approved by Five Good Friends.
4.2 Unless otherwise agreed, Five Good Friends will only pay for Services which are requested and duly authorised by Five Good Friends’ Members or their Authorised Representative and recorded via the Five Good Friends App.
4.3 The Helper:
- determines the hours they work in providing the Services to the Member (this is to be negotiated directly between the Helper and the Member);
- can decline the offer from a Member to provide the Services up to three times;
- sets the rates charged to the Member in providing the Services;
- provides all tools and equipment used in providing the Services to the Member, including car, mobile phone, Personal Protective Equipment (PPE), and other tools of trade;
- generates the invoice for Services rendered to the Member (via the Five Good Friends App) and makes the request for payment to the Member directly;
- warrants that they and their Personnel are competent in respect of the provision of the Services, and agree to make themselves and their Personnel available for assessment and auditing in this regard.
4.4 Variation and cancellation of Services
- Five Good Friends may, in its absolute discretion, alter or discontinue the provision of Services by the Helper to a Member at any time by providing verbal or written notice to the Helper, and the Helper must promptly comply with any directions issued by Five Good Friends in this regard.
- Five Good Friends will pay the relevant proportion of Service Fees for any part of the Services performed prior to cancellation or variation.
4.5 Five Good Friends will provide the Helper with a copy of the Member’s Help Plan via the App. The Helper must inform the Care Team of any change in circumstances, issues or concerns regarding a Member as soon as they arise. All verbal communications must be confirmed in writing.
4.6 The Helper must implement a process where they and their Personnel are required to report any changes in a Member’s circumstances to the Helper who will inform the Care Team as soon as practicable and leave notes against the visit when acquitting the visit in the Five Good Friends App.
4.7 If the Helper considers that a Service for a particular Member should be varied, the Helper may request that the Care Team review the Member’s Help Plan. The Care Team may authorise a temporary variation in Services pending a full review of the Help Plan.
5. Helper Obligations
5.1 The Helper must:
- act in a lawful, competent, professional and timely manner and in accordance with the policies and procedures provided by Five Good Friends;
- act as part of the Member’s multidisciplinary team by communicating, collaborating, and following directions from other team members as required;
- act in a manner that meets the Aged Care Quality Standards, Aged Care Code of Conduct, and complies with the provisions of the Aged Care Act 1997 (Cth);
- act in a manner that meets the NDIS Practice Standards, NDIS Code of Conduct, and complies with the provisions of the National Disability Insurance Scheme Act 2013 (Cth);
- deliver to Five Good Friends all notices and documents received from time to time by the Helper in relation to a Member or Help Plan that are relevant to the Services;
- give consideration to all communications and representations from time to time made by Five Good Friends in respect of Members, Help Plans and Services;
- immediately report to Five Good Friends any risks or likely risks associated with the Services;
- report to Five Good Friends any Reportable Incidents and emergencies in accordance with this Agreement; and
- notify Five Good Friends of any change to their A.B.N. or G.S.T. status.
5.2 The Helper must provide to Five Good Friends on or before the Commencement Date and on request by Five Good Friends during the Term, such documentary evidence as may be reasonably requested by Five Good Friends as to the:
- Qualifications;
- Professional experience;
- Professional registrations;
- Professional and personal references
- Ability to work with children;
- National Police Certificate Number and Issue date;
- NDIS Worker Screening Check and clearance date;
- Driver’s License;
- Vehicle Registration;
- Insurances.
5.3 The Helper must undertake the background check requirements listed in Schedule 2, to the satisfaction of Five Good Friends, or otherwise authorise Five Good Friends to carry out such background checks.
5.4 The Helper must undertake ongoing professional development and complete training if requested by Five Good Friends.
5.5 If providing Personal Care in the provision of Services, the Helper must hold the minimum industry standard of a Certificate III, current registration with the relevant State Nursing Board, or complete specified training and assessment through Five Good Friends.
5.6 If individual Members’ care requires specific skills or competencies, the Helper will be trained and assessed by Five Good Friends if they do not have relevant qualifications.
6. Five Good Friends Obligations
6.1 Five Good Friends will:
- act as a clearing house for clearing funds;
- assist with debt collection regarding invoices sent by the Helper to the Member for the Services provided;
- ensure appropriate insurances are in place for the provision of the Services to the Member by the Helper where permitted by law;
- ensure government accreditation in respect of the provision of the Services by ensuring the Services provided by the Helper to the Member are compliant with the Aged Care Quality Standards and the provisions of the Aged Care Act 1997 (Cth) and the NDIS Practice Standards and the provisions of the National Disability Insurance Scheme Act 2013 (Cth);
- provide the Helper access to the platform to be matched with potential Members;
- provide the Helper access to the App to create visits, record length of visits and manage invoicing between Helpers and Members.
7. Work Health and Safety
7.1 Without limiting the Helper’s obligations under this Agreement, the Helper and its Personnel must ensure that the Services are delivered in accordance with relevant Work Health and Safety legislation, as well as comply with Five Good Friends’ workplace safety policies and procedures as available on our website.
7.2 The Helper and its Personnel must comply with Five Good Friends’ Drug and Alcohol Policy. The Helper and its Personnel agree that Five Good Friends can request that they attend drug and alcohol testing or another medical examination to establish that the person is fit for work.
8. Reportable Incidents
8.1 The Helper and its Personnel must report immediately any Reportable Incident verbally to Five Good Friends as soon as the safety of those involved is ensured and then report in writing, as per our Incident Management Policy and Workflow.
8.2 Five Good Friends will inform the Helper of any allegations of improper conduct which involve the Helper or its Personnel, including where such allegations are received from a third party.
8.3 Where there has been a Reportable Incident, Five Good Friends may take all necessary action in relation to a Reportable Incident to ensure the immediate safety and welfare of the Member, the Helper and its Personnel. The Helper agrees to cooperate and ensure that its Personnel cooperate with such necessary action by Five Good Friends.
9. Medications
9.1 Medication must not be administered, supervised or monitored by any Helper or its Personnel, or in any other manner, other than as set out in Five Good Friend’s Medication Support Policy and Workflow, as varied from time to time.
9.2 Any issues or concerns relating to medication will be a Reportable Incident, and the Helper must comply with clause 8.1.
10. Emergencies
10.1 The Helper must:
- implement and follow Five Good Friends’ written policies and procedures for responding to Emergencies involving a Member; and
- provide evidence of how such written policies and procedures are followed, to Five Good Friends, upon request by Five Good Friends.
11. Platform, Technology, Marketing, Debt Collection, and Fees
11.1 The Helper will have full access to Five Good Friends’ platform, technology (including Five Good Friends’ applications), marketing, assistance with debt collection, invoicing system by virtue of payment of the Service Fees.
11.2 The Helper will use the Five Good Friends’ platform in accordance with Five Good Friends’ Code of Conduct and the Lookout End User Terms & Conditions.
11.3 Five Good Friends Platform Access and Marketing Fee ranges from 20% to 35% of Service Fees charged by the Helper to the Member and varies depending on factors including the government funding scheme the Member is using to pay for the service amongst other factors.
11.4 The agreed-upon Service Fee will be documented in the contract between the Helper and the Member and will be visible in the Five Good Friends App when checking out of the visit.
11.5 The Travel Fee can be claimed at the same hourly rate as the Service Fee up to the maximum travel allowance in the Member’s budget per visit. The Travel Fee does not apply to the Helper’s first scheduled Five Good Friends visit of the day. There must be prior agreement with the Member and the Travel Fee documented in the Member’s budget before the Travel Fee can be charged.
11.6 The Transport Fee can be claimed as a rate per kilometre (KM) when the Helper submits their invoice via the Five Good Friends App. There must be prior agreement with the Member and the Transport Fee documented in the Member’s budget before the Transport Fee can be charged.
12. Payment and Invoicing
12.1 Helpers Invoicing Members
The Five Good Friends App manages invoicing for Helpers. Helpers must follow the following steps:
- Upon completion of each visit, the Helper is to checkout via the App and confirm the duration of the visit, any kilometres travelled during the visit (if applicable), and leave relevant or requested notes and feedback.
- Upon completing this checkout process, the App will generate an invoice from the Helper to the Member’s nominated funder.
12.2 Each week, the App will generate a summary of the Helper’s invoices for the previous one-week period for the Member or Authorised Representative.
12.3 Five Good Friends will debit / invoice the Member’s nominated account, Home Care Package, or NDIS budget the amount owing in the weekly summary and hold funds received in order to remit to Helpers.
12.4 The Helper will advise Five Good Friends as soon as they become aware of any error pertaining to their checkout time, duration, or rate via the method specified by Five Good Friends. Any errors resulting in an underpayment to the Helper must be notified within 14 days of the fortnight ending within which the visit occurred.
12.5 Payment of Helper Income
- Every fortnight, the App will generate an invoice from Five Good Friends to the Helper for Platform Access and Marketing Fees based on the default / recommended rate.
- Every fortnight, the App will produce a summary of income earned by the Helper, previously invoiced to Members, and less the Platform Access and Marketing Fees owing to Five Good Friends.
- Five Good Friends will then remit the amount debited to the Member, less the Five Good Friends Platform Access and Marketing Fees to the Helper’s nominated bank account electronically.
12.6 The Helper agrees that the Service Fees charged by Five Good Friends are a fair and reasonable amount for Five Good Friends’ assistance in respect of training, matching, insurance, administration, invoicing, provision of platform and technology, marketing, debt collection and risk.
12.7 Five Good Friends may reduce any payment due to the Helper under this Agreement by any amount which the Helper is legally obliged to pay to Five Good Friends.
12.8 To remove any doubt, the Helper reserves the right to set their own fees for the Services offered to and undertaken on behalf of Five Good Friends’ Members subject to acceptance by Five Good Friends Members.
13. Helper Warranties
13.1 The Helper represents and warrants that it and its Personnel, in providing the Services:
- will exercise reasonable care, diligence and skill;
- will ensure the Services are fit for the purpose required by Five Good Friends’ Members and in accordance with best practice within the industry;
- will assess and determine their insurance needs;
- will abide by all policies and procedures provided by Five Good Friends, including any updates communicated to Helpers from time to time;
- will act in good faith; and
- will not breach or cause its Personnel to breach this Agreement.
13.2 The Helper acknowledges that compliance with the warranties in this clause and this Agreement is an ongoing responsibility. The Helper must inform Five Good Friends immediately of any failure to comply.
13.3 The Helper acknowledges that Five Good Friends has executed this Agreement in reliance on the warranties in this clause and this Agreement.
14. Reports, Monitoring and Audits
14.1 Five Good Friends and its staff may contact or visit a Member at any time in order to inquire into, monitor and assess the delivery of Services and the Member’s satisfaction with those Services.
14.2 Five Good Friends may at its discretion put in place arrangements so that Helpers or its Personnel do not have unsupervised access to Members. The Helper agrees to comply, and ensure that its Personnel comply with, such arrangements.
14.3 Five Good Friends may take other steps reasonably necessary to periodically audit the Helper’s compliance with this Agreement. The Helper agrees to cooperate, and ensure that its Personnel cooperate, with such processes.
14.4 The Helper must comply with all requests for information by the Aged Care Quality and Safety Commission, the NDIS Quality and Safeguards Commission, and all government funders and regulators.
14.5 The Helper acknowledges that Five Good Friends uses third-party services to measure Net Promoter Scores of Members, Authorised Representatives, and Helpers.
15. Default and Termination
15.1 A party may terminate this Agreement without cause by giving 14 days written notice to the other party. If the Helper terminates, the Helper is obliged to provide Services to all rostered visits in the App during the notice period in order to ensure adequate continuity of care and sufficient time to replace.
15.2 In addition to any other right of termination expressly provided for in this Agreement, Five Good Friends may terminate this Agreement immediately by notice in writing if any of the following occur:
- the Helper breaches a Material Term of this Agreement;
- the Helper fails to remedy a breach of any other term of this Agreement within 10 Business Days of being asked to do so by Five Good Friends;
- the Helper is in breach of any warranty in clause 13 or this Agreement;
- the Helper or its Personnel commits Serious Misconduct;
- the conduct of any Helper or its Personnel damages or adversely affects or is likely to damage or adversely affect a Member, the relationship between Five Good Friends and any of its Members, or Five Good Friends, including its business or reputation.
- The Helper fails to meet the Aged Care Quality Standards or fails to comply with the Aged Care Code of Conduct or provisions of the Aged Care Act 1997 (Cth); fails to meet the NDIS Practice Standards, or fails to comply with the NDIS Code of Conduct or provisions of the National Disability Insurance Scheme Act 2013 (Cth); or any other relevant legislation.
15.3 This Agreement may be terminated immediately by either party by notice in writing to the other party if the other party suffers an Insolvency Event. An ‘Insolvency Event’ includes:
- in relation to a natural person, becoming bankrupt, dying, ceasing to be of full legal capacity or otherwise becoming incapable of managing their own affairs or being able to pay their debts when due; and
- in relation to a corporation, failing to comply with a statutory demand, becoming subject to receivership, winding up proceedings, having a controller or analogous person appointed to its affairs, entering into a compromise or arrangement with its creditors or being unable to pay its debts when due, presumed insolvent by a court in any of the circumstances referred to in section 459(2) of the Corporations Act 2001.
15.4 On termination of this Agreement, nothing operates to discharge any party from its obligations arising under or in connection with this Agreement prior to the date of termination or expiry, or expressly provided by this Agreement to survive following termination of this Agreement, or which by their nature should continue to operate after termination.
16. Insurance
16.1 Five Good Friends has insurance policies appropriate to its business, including Medical Malpractice, Public Liability, and Group Personal Accident. These policies are subject to change. Any property damage or breakage caused by a Helper or its Personnel is not covered by FGF insurance policies.
16.2 The Helper must, at its own cost, effect and maintain, or cause to be maintained, insurance relevant to its obligations under this Agreement and any professional registration held, including but not limited to: CTP insurance on their supplied vehicle, accidental damage, and satisfy themselves of their obligations in regards to Workers Compensation Insurance as an independent contractor in their respective State.
16.3 If requested, the Helper must provide evidence of the insurance to the satisfaction of Five Good Friends.
16.4 The Helper will indemnify Five Good Friends for any deficiencies in the coverage or policy limits of the insurance policies effected and maintained by its Personnel and for any workers’ compensation claim involving Helper Personnel.
17. Indemnity
17.1 The Helper releases and indemnifies Five Good Friends and its Personnel (those indemnified) against any Loss which those indemnified suffer, sustain or incur in connection with:
- any act, error, or omission by the Helper or its Personnel whether negligent, wilful or otherwise; and
- any claim made by or on behalf of a Member or by a third party in relation to or arising out of the performance of the Services.
17.2 The indemnity in clause 17.1 will be reduced to the extent that any negligent or unlawful act or omission of Five Good Friends or its Personnel caused the Loss.
17.3 Five Good Friends will not be liable to the Helper or any of its Personnel for any Loss sustained by any person except to the extent such Loss is directly caused by Five Good Friends and naturally flows in the normal course of events from the occurrence of the event giving rise to liability for such Loss.
17.4 Five Good Friends is not liable to the Helper or any of its Personnel in contract, in tort (including negligence), in equity, by operation of statute or otherwise for any kind of Excluded Loss incurred or suffered by the Helper or its Personnel.
17.5 This clause will survive expiration or termination of this Agreement.
18. Goods and Services Tax
18.1 If GST is imposed on any supply made by a party (Supplier) to another party (Recipient), to the extent that any consideration payable or to be provided by the Recipient for the supply is exclusive of GST. The Recipient must pay to the Supplier, in addition to that GST exclusive consideration, the amount of the GST payable in relation to that supply in exchange for a valid tax invoice.
19. General
19.1 Electronic execution
Without limiting any other method of signing or delivery permitted by law and subject to all applicable laws, the parties agree that:
- each party may sign and deliver this document electronically;
- the electronic signature, whether digital or encrypted, of a party on this document has the same force and effect as their manual or 'wet ink' signature; and
- electronic transmission of a signed counterpart (whether signed electronically or otherwise) has the same effect as physical delivery of the hardcopy bearing an original manual or 'wet ink' signature of the signatory.
19.2 Records
The Helper must maintain during the Term and, unless otherwise notified by Five Good Friends, for 7 years after the Term, complete and accurate records relating to the performance of its obligations under this Agreement (Records).
All notes relating to Members’ care should be stored in the notes feature in the Five Good Friends App as requested when checking out of a visit.
19.3 Non-Solicitation
The Helper must not solicit, canvass, induce or encourage (or attempt to do any of these things) any Member of Five Good Friends to terminate their contract with the Five Good Friends.
In the event of a Member terminating their contract of service with Five Good Friends, the Helper must not perform or cause to be performed in any capacity or by whatever means any services for that Member for six months following the date of contract termination.
19.4 Confidentiality, privacy and publicity
The Helper must not disclose to any third party any Confidential Information obtained during the course of the provision of the Services unless the disclosure is:
- permitted by law; or
- with the written consent of the party who owns the information.
This obligation extends beyond the life of the Agreement and is not limited by time.
The Helper agrees to the collection, use and disclosure of their personal information in accordance with the Five Good Friends’ Privacy Policy.
19.5 Subcontracting
The Helper may subcontract its rights or obligations under this Agreement only with the prior written consent of Five Good Friends.
19.6 Governing law
This Agreement is governed by and is to be construed in accordance with the law applicable in Queensland.
19.7 Amendment
This Agreement may only be varied in writing signed by both parties.
19.8 Entire agreement
This Agreement, together with its annexures and schedules, is the entire agreement of the Parties on the subject matter. All representations, communications, understandings, undertakings and prior agreements in relation to the subject matter are merged in and superseded by this Agreement.
19.9 Severability
Five Good Friends and the Helper consider the covenants, obligations and restrictions contained within this Agreement to be reasonable in all the circumstances of the Agreement and each and every part of them is deemed to be a severable and independent covenant, obligation or restriction.
If they are, taken together, adjudged to go beyond what is reasonable in all the circumstances, but would be adjudged reasonable with part of them, one of them or more deleted, the Agreement will apply as if the offending covenants, obligations or restrictions, or part of them, were deleted.
20. Clarify terms and obtain independent advice
20.1 The Helper acknowledges that they have read and understood the nature and effect of this Agreement, were able to ask questions and obtain independent advice (including legal and financial advice) and that they are satisfied with all elements of this Agreement.
Schedule 1 - Definitions and interpretation
Definitions
| Term | Definition |
|---|---|
| Aged Care Quality Standards | means the Aged Care Quality Standards specified in Schedule 2 of the Quality of Care Principles 2014 |
| Agreement | means this Agreement and includes the schedules to this Agreement |
| App or Applications | means software applications available for use on your mobile device or other computer, including to facilitate the deliver of the Services |
| Authorised Representative | means a person who has the authority to make decisions and act on behalf of a Member who either doesn’t have legal capacity or who wishes for this person to act for them. This person has full access rights to the Member’s account as if they are a Member. |
| Care Giver | means a person who provides unpaid care to a Member |
| Care Team | means Personnel of Five Good Friends who assess the needs of Members and Care Givers, coordinate services, develop and manage Members’ rosters |
| Commencement Date | means the date the Helper has met Five Good Friends’ onboarding requirements and can commence providing serving to Members |
| Confidential information | includes all trade secrets and all financial, marketing and technical information, systems, technology, dealings, pricing information, Members, sales and other knowledge relating to Five Good Friends but excludes any information which is freely available to the public (except by breach of this Agreement) |
| Excluded Loss | Means any (a) loss of business opportunity; (b) loss of revenue; (c) loss of profit or anticipated profit; (d) loss of goodwill or loss arising from reputational damage; (e) loss arising from business interruption directly or indirectly flowing from the occurrence of the event giving rise to liability for such loss, whether or not such loss was in the contemplation of the parties at the time of entry into this Agreement; and (f) loss which does not directly and naturally flow in the normal course of events from the occurrence of the event giving rise to liability for such loss, whether or not such loss was in the contemplation of the parties at the time of entry into this Agreement. |
| GST | has the meaning given to that term in the GST Law and includes any amounts imposed as additional tax, penalty tax, fine, interest or other charge payable in respect of GST |
| Helper | means the person or persons authorised and verified by Five Good Friends to provide Services to Members, and who may be an employee, independent contractor, or an employee of an independent contractor |
| Help Plan | means the Help Plan, available in the App, which is for care needs Members have been assessed as requiring at the time they commenced with Five Good Friends and includes any variations to the Help Plan which may occur from time to time |
| Loss | means all loss, liability, damage, claims, injury (including disease or illness), death, expense (including legal expenses) or cost |
| Material Term | means a term, the breach of which is reasonably likely to result in material loss or damage of a financial nature or to the reputation or goodwill of Five Good Friends, including without limitation, terms contained in clauses 3, 4, 5, 7, 8, 9, 10, 11, 13, 16 and 19 |
| Member | means a Member of Five Good Friends accessed by the Helper under the terms of this Agreement |
| National Police Certificate | means a report prepared by the Australian Federal Police, Australian Criminal Intelligence Commission or the police force or police service of a State or Territory, about a person’s criminal conviction record |
| NDIS Practice Standards | means the NDIS Practice Standards specified in the National Disability Insurance Scheme (Quality Indicators) Guidelines 2018 |
| Personnel | means directors, officers, employees, agents or sub-agents, Helpers, contractors or subcontractors of a party |
| Reportable Incident | means: (g) any circumstances, fact, claim, dispute or issues in relation to the Services delivered by the Helper which will, or may, give rise to any legal claim; (h) any critical incident (an incident which seriously threatens health, safety, life or well-being) involving a Member or Helper; (i) any incidents of, or allegations about, violence, abuse, neglect, exploitation or discrimination involving a Member; (j) any issue or incident relating to medication; (k) any incident of improper conduct; (l) any industrial dispute, or potential dispute; (m) any failure to comply with Applicable Laws; (n) any breach of a Policy or Procedure; (o) any breach of the terms of this Agreement; (p) any entitlement of the Helper to make any claim under any insurance policy. |
| Serious Misconduct | means deliberately behaving in a way that is inconsistent with continuing this Agreement. Examples include but are not limited to: causing serious an imminent risk to the health and safety of another person or to the reputation, viability or profits of Five Good Friends’ business, dishonesty, theft or unauthorised possession of Five Good Friends’ property, fraud, assault, harassment (including sexual harassment), intoxication at work, ceasing to be legally permitted to work in Australia, disclosure of confidential information, or refusing to carry out lawful directions that are part of the Services. |
| Services | means the care, supports or Services provided to by the Helper as approved by Five Good Friends to Members |
| Service Fees | means the service fees set out in clause 11.4 |
| Transport Fee | means a fee that may be charged to travel to a Member to perform a Service |
| Travel Fee | means a fee that may be charged to transport a Member during a Service |
Interpretation
In this Agreement, unless the contrary intention appears:
- headings are for ease of reference only and do not affect the meaning of this Agreement and do not form part of the clause;
- the singular includes the plural and vice versa and words importing a gender includes other genders;
- words used in this Agreement and defined in the dictionary will have the meaning set out in the dictionary. Other grammatical forms of defined words or expressions have corresponding meanings;
- a reference to a clause, paragraph, schedule or annexure is a reference to a clause or paragraph of, schedule or annexure to this Agreement and a reference to this Agreement includes any schedules and annexures attached to this Agreement;
- a reference to ‘$’, ‘$A’, ‘dollar’ or ‘A$’ is a reference to Australian currency;
- a reference to a specific time for the performance of an obligation is a reference to that time in the state, territory or other place where that obligation is to be performed;
- a reference to a right includes a benefit, remedy, authority, discretion and power;
- a reference to a party includes its executors, administrators, successors and permitted assigns and if more than one, includes those persons jointly and each of them severally, their respective executors administrators and assigns;
- words and expressions importing natural persons include partnerships, bodies corporate, associations (whether incorporated or not), firms, joint ventures, trusts, authorities, governments and governmental, semi-governmental and local authorities and agencies;
- a reference to any legislation or statutory instrument or regulation is construed in accordance with the Acts Interpretation Act 1901 (Cth) or the equivalent State legislation, as applicable, and includes a reference to an enactment, amendment or consolidated statute and any enactment substituted for the enactment and all legislation and statutory instruments issued under, such legislation or provision;
- words and expressions defined in the Corporations Act 2001 (Cth) as at the date of this Agreement have the meanings given to them in the Corporations Act 2001 (Cth) at that date;
- words and expressions defined in the Aged Care Act, if not already defined in this Agreement have the meanings given to them in the Aged Care Act;
- each clause in this Agreement is not, except where expressly provided, limited in meaning or effect by any other clause in this Agreement;
- any agreement, covenant, obligation, representation, undertaking, indemnity, guarantee or warranty entered into by a party for or with another person binds them jointly and severally and an agreement, covenant, obligation, representation, undertaking, indemnity, guarantee or warranty in favour of a party for or with another person is for the benefit of them jointly and severally. A release given to the other person shall not release the party from any other obligation. The granting of time or another indulgence to another person will not release the party of its obligations under this Agreement;
- if the day on which:
- anything, other than a payment, is to be done is not a business day, that thing shall be done on the preceding business day;
- a payment is to be made is not a business day it shall be made on the next business day but if the next business day falls in the next calendar month it shall be made on the preceding business day; and
- if an act, other than a payment or the giving of a communication, is required to be done on a particular day and the act is done after 5pm on that day, it will be deemed to have been done on the following day;
- time is of the essence in the performance of this Agreement
Schedule 2 - Background check requirements
As an approved Home Care Package Provider and a registered NDIS provider, Five Good Friends is responsible for ensuring Helpers and its Personnel meet the requirements set out in the Aged Care Act 1997 (Cth) and the National Disability Insurance Scheme Act 2013 (Cth).
The Helper must ensure that they and all of their Personnel engaged in the provision of Services have acceptable background checks per this Agreement.
- The Helper must ensure that they and its Personnel engaged in the provision of aged care Services have an acceptable National Police Certificate in accordance with the Aged Care Worker Screening Guidelines published by the Australian Government Department of Health.
- If the Helper or its Personnel have a current and clear NDIS Worker Screening Check that can be accepted in place of the National Police Certificate.
- The Helper must ensure that they and its Personnel engaged in the provision of the Services to a child have a valid and current Working with Children Check.
- The Helper must ensure that they and its Personnel engaged in the provision of NDIS Services has a clear and current NDIS Worker Screening Check or be subject to an exemption.
- The Helper must provide a copy of the acceptable National Police Certificate, Working with Children Check, and NDIS Worker Screening Check to Five Good Friends upon request.
- The Helper must give Five Good Friends a statutory declaration that all of its Personnel have an acceptable National Police Certificate.
- The Helper must notify Five Good Friends of any issues identified through any checks, which could potentially affect the person’s suitability to provide the Services.
- The Helper must provide all assistance Five Good Friends reasonably requires to comply with its obligations under Applicable Laws with respect to criminal history checks.
To ensure Five Good Friends complies with its obligations under Applicable Laws with respect to criminal history checks it must be satisfied the Helper meets the Applicable Laws in relation to criminal history checks. The Helper must, upon request:
- give Five Good Friends access to its systems and procedures in relation to background checks;
- provide such information and documents as Five Good Friends requires on a quarterly basis to satisfy Five Good Friends that the Helper is complying with its systems and procedures in relation to background checks;
- take such action as may be required by Five Good Friends to remedy any issues identified with the Helper’s systems and procedures in relation to background checks; and
- give Five Good Friends upon request a copy of all documents in relation to background checks.
The Helper will ensure that it retains the applicable current background check identifiers and renewal dates in respect of each member of Personnel, and must provide Five Good Friends with an organisational policy on employee background checks.
The Helper will undertake the identified background checks at its own expense.
If the Helper or its Personnel has been at any time since they turned 16, a citizen or permanent resident of a country other than Australia, the Helper or its Personnel must make a statutory declaration stating that they have never been convicted of or have a pending charge of:
- Murder or attempted murder
- Sexual assault
- Any other form of assault
- Child pornography-related offences
- Abduction or kidnapping offences against a child or vulnerable person involving a sexual or abusive element
- Animal cruelty
- Dangerous or negligent acts against a person under care
- Fraud or deception
- Drug trafficking
If a National Police Certificate in respect of Personnel records any criminal history, the Helper agrees not to allow the Personnel to provide Services until Five Good Friends has been given the opportunity to consider whether the Personnel is a suitable person having regard to the criminal history.
Five Good Friends may request that Personnel not provide Services under this Agreement on the basis that there is no current police certificate or having regard to any criminal history disclosed by the police certificate. Such request will be reasonable.
The Helper must not retain volunteers to provide Services under this Agreement.
