Five Good Friends Member Terms and Conditions

Effective 18th March 2019.

1. This Agreement is made between Five Good Friends and [NAME] dated [DATE]. The Funder of services is [NAME].

The Authorised Representative is [NAME].

1.1 Five Good Friends provides a care marketplace and supporting technology that makes the accessing, organising and managing of in home care and help easy, efficient and transparent. Five Good Friends technology connects Members who require in-home help, care and services to Helpers with the appropriate vetted and verified skills.

1.2 Accepting these Terms and Conditions is a requirement to become a Five Good Friends Member. Your Membership is conditional on You accepting these Terms and Conditions. Failure to comply with these Terms and Conditions or the undertaking of activities which contravene these Terms and Conditions may lead to the cancellation of Membership and thus access to the technology, Helpers and Services at the discretion of Five Good Friends.

1.3 We reserve the right to amend these Terms and Conditions at any time and in such circumstances will notify you of the amendments. You have the right to disagree with and not accept the amendments or any Terms and Conditions but this may result in cancellation of your Membership.

1.4 This Agreement is:

1. A binding contract between You and Five Good Friends and represents all Terms and Conditions, policies, rights and responsibilities associated with being a Five Good Friends Member.

2. This binding contract comes into existence once you accept these terms and conditions by clicking the "I agree to these terms and conditions" button and Five Good Friends notifies you that your Membership application has been accepted.

3. These Terms and Conditions constitute the entire agreement between a Member and Five Good Friends.

4. Acceptance of these Terms and Conditions can be conveyed in accordance with s14 of the Electronic Transactions (Queensland) Act 2001 by an appropriate method which indicates a party’s intention to be bound.

1.5 A copy of the Terms and Conditions applicable to Members from time to time are available at www.FiveGoodFriends.com.au. Should Five Good Friends modify or alter the Terms and Conditions as detailed in this agreement, Five Good Friends will provide you with the amended Terms and Conditions via your nominated contact details.

2. Definitions and Interpretation

2.1 In this Agreement:

"Account" means the Five Good Friends account attached to an active membership created by the Member or their authorised representative;

"Account Credentials" means your login, password and other identifying information connected to Your Account;

"Agreement" means the agreement between the Member and Five Good Friends which incorporates all policies and terms and conditions referred to in this Agreement (also referred to interchangeably as Five Good Friends Member Terms and Conditions);

"Application" means Five Good Friends software applications available for use on Your mobile device or other computer, including to oversee the delivery 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 Plan" means a program of direct and indirect care Services and activities developed by a Case Manager with the Helper to best meet the current caring needs of the Member;

"Case Manager" means Personnel of Five Good Friends who assess the needs of Members and Care Givers;

"Care Management Fee" means the fee associated to the relevant level of membership agreed to by the Member and payable by the Member to Five Good Friends covering the initial assessment and ongoing care management of the member where applicable;

"Community" means the wider network of people including other Members and Helpers living in the local geographical area of the Member in question;

"Lookout Remote Care Monitoring Fee" means the fee associated to the relevant level of membership agreed to by the Member and payable by the Member to Five Good Friends covering the analysis and remote monitoring of helper observations, visit data and device data where applicable;

"Third Party Service Provider" means an external party, business, contractor who has been recommended and endorsed by Five Good Friends to provide services to Members under their own Service Agreement;

"Helper" refers to an authorised and verified person providing Services to Members accessed via the Five Good Friends platform;

"Invoice" means an invoice for fees between Helper and Member generated by the Five Good Friends application(s);

"Member" means a person who has an active account with Five Good Friends;

"Service" or "Services" means activities provided to the Member directly by Helpers;

"Service Fee" means fees associated with the provision of Services, provided by Helpers and payable by the Member in receipt of Services;

"Sign Up" means the process required to create and activate a Five Good Friends account and membership;

"User" means a person within the Five Good Friends network with authorised access to the platform and Application;

"Visit" means a single episode of care provided for a Member by a Helper, recorded via the Five Good Friends platform;

"We" and "Five Good Friends" means Five Good Friends Pty Ltd (ACN 605 031 249), and includes its officers and employees, contractors, agents and related corporations where the context permits in connection with claims or actions against Five Good Friends or where the context permits in connection with things being attributable to the actions of Five Good Friends;

"You" and/or "Your" means you, the person operating this website and applying for Membership.

3. Member Eligibility

3.1 As a Member, You represent and warrant that:

1. You are at least 18 years old;
2. You have the right, authority and capacity to enter into this Agreement;
3. You will abide by the terms and conditions, relevant policies and rights and responsibilities of this Agreement; and

4. Neither You, nor anyone residing in your home where Services may be provided:

   i. has been the subject of a restraining order or any other legal action or convicted of any criminal offence; or

   ii. has been and/or is currently required to register as a sex offender in any jurisdiction or with any governmental entity; or

   iii. are not under any obligation or restriction which would interfere with or conflict with the Helper providing the services under this Agreement and the Helper will not assume any such obligation or restriction.

3.2 If you are entering into this Agreement as an Authorised Representative, You represent and warrant that:

1. You are at least 18 years old;
2. You have the right, authority and capacity to enter into this Agreement on behalf of a person who may not have legal capacity;
3. You will abide by the Terms and Conditions as set out for Members.

4. Five Good Friends Obligations and Warranties

As a Member You are entitled to offerings in accordance with your subscription level whilst your Membership is current.

4.1 Each Director, Manager or Employee of Five Good Friends will:

1. Rely on the information that You provide as being true, accurate, complete and current;
2. Protect and maintain Your Privacy in accordance with our Privacy Policy;
3. Connect You to the Five Good Friends platform, technology and Helpers so as to deliver high quality activities and Services relevant to your chosen level of subscription;
4. Only authorise Helpers to provide those Services You have requested, authorised and consented to;
5. Respond to Your specific requests and requirements in the provision of Services as it relates to clinical governance and quality of care outcomes;
6. Respect Your decisions in accepting and determining Services;
7. Provide You with a detailed care assessment to assess your caring needs (in conjunction with a Case Manager);
8. Provide You with a detailed Care Plan best meeting those needs;
9. Provide the necessary technology, platform, procedures, governance, training and invoicing used to process the direct exchange between You and the Five Good Friends Helper(s);
10. Provide necessary clinical oversight relevant to Your care;
11. Provide financial management of government funding relating to Your care;
12. Co-ordinate allied health needs relating to Your care;
13. Provide a consolidated invoicing service facilitating the direct exchange between You and the Helper; and
14. Seek regular feedback and reviews in relation to Your experience with Five Good Friends and the Five Good Friends marketplace and Helpers.

4.2 You will be provided with Member access to the Five Good Friends Application to access information, Services, Visits and communication across the Five Good Friends community.

4.3 Providing access to the technology and ensure helpers are verified. You determine whether you would like these Helpers to provide the Services and whether You would like for these Helpers to provide Services to You in the future. Helpers determine the rates applied to the provision of Services to the Member.

4.4 Five Good Friends screen and verify Helpers to ensure they are competent to provide the Services. Helpers are not employees of Five Good Friends. You engage Helpers directly via the Five Good Friends membership, platform and application(s). You authorise Five Good Friends as your agent to record the engagement of Five Good Friends Helpers to provide the requested Services directly to You.

4.5 In the event a Helper does not meet the Service requirements or provide the Services, then Five Good Friends will source a suitable alternative Helper and reschedule the Services.

5. Member Obligations, Rights and Responsibilities

5.1 As a Member or Authorised Representative, You are required to:

1. Follow the Five Good Friends membership process;
2. Provide relevant current personal particulars necessary for the provision of Services (including current bank account details);
3. Pay Five Good Friends for membership
4. Complete a Direct Debit Authority before the provision of services.
5. Participate in an introductory meeting with a Five Good Friends representative in Your home where Services will be provided;
6. Provide all information necessary to ensure Your needs are understood so the most effective Service can be provided to You;
7. Update us with any new or additional relevant information;
8. Respect the privacy of Helpers in relation to identifying sensitive information;
9. Ensure Your home environment is safe and suitable for the Services to be delivered and allow selected Five Good Friends Helpers access to the home environment; and
10. Ensure Your vehicle is registered, covered by relevant third party personal insurance in the relevant jurisdiction, fully comprehensively insured and roadworthy for driving in Australia if You request transportation services from a Helper using this vehicle.
11. When utilising a government Home Care Package for payment of services, have signed a Home Care Agreement.
12. Promptly report issues of concern to Five Good Friends.

5.2 As a Member or Authorised Representative, You warrant that:

1. All of the information You provide is true, accurate, complete and current as it pertains to the curation of Services by Five Good Friends;
2. Your Account will not be shared with any person who is not an Authorised Representative; and
3. You have provided Consent to Services in accordance with this Agreement.

5.3 As a Member or Authorised Representative, You are responsible for:

1. Use of Your Account Credentials and Your Account;
2. Activities that occur under or in connection with Your Account Credentials or Your Account;
3. Payment of a Care Management and Lookout Remote Care Monitoring fee to Five Good Friends for the Services referred to in this agreement (where private), or a Care Management, Lookout Remote Care Monitoring, and administration fee (where government funded);
4. Ensuring You have passcode protected your smart phone, tablet, computer or whatever device You use to access Five Good Friends Applications (native or web); and
5. Sharing any communication received from My Aged Care in connection with government funding in a timely manner.

5.4 Access and connectivity to the internet and a mobile device together with the associated costs are Your responsibility.

5.5 Helpers will be instructed to take reasonable precautions to avoid damage to your property or home, however Five Good Friends cannot accept liability for damages incurred herein.

6. Helper Obligations and Warranties

6.1 Five Good Friends have the right to take reasonable action to protect the interests of Five Good Friends and associated parties of Five Good Friends. To the extent that Helpers have warranted that they are competent and lawful to provide Services, Five Good Friends relies on those warranties, including in respect of the provision of honest responses and documentation.

6.2 Five Good Friends warrants to Members that Helpers have warranted that they are / have / will:

1. Capable, skilled, experienced, qualified and properly screened to the best of the ability of Five Good Friends to provide Services for which they are nominated;
2. Not prohibited from providing the Services they elect to provide;
3. Agreed to comply with all relevant Terms and Conditions of Five Good Friends including confidentiality, privacy and obligations regarding professional behaviour;
4. Been honest in the information they provide;
5. Fully comply with the _Aged Care Act _1997 (Cth) and meet the Home Care Common Standards; and
6. A registered, CTP insured and roadworthy vehicle for driving in Australia if this vehicle is used to facilitate provision of the Services to a Member.
7. Been inducted into the Five Good Friends Helper model of service.
8. Fit for duty and not suffering from any medical condition which may impede upon their ability to perform the inherent requirements of a Five Good Friends Helper.

6.3 Five Good Friends will undertake all reasonable measures to verify the validity of information provided by Helpers, but disclaims all liability whatsoever in circumstances of fraudulent conduct of a Helper.

6.4 Other ‘Helpers’ (‘Community Leads’ or employed Helpers) who are not sole traders / self-employed Five Good Friends Helpers will:

1. Undergo Five Good Friends screening and reputation checks before being approved to provide Services to Members;
2. Be required to accept Five Good Friends Terms and Conditions;
3. Engage directly with the Member in relation to the provision and payment of Services;
4. Be referred to as ‘Community Leads’ (the provisions of this Agreement relating to Helpers also apply to Corporate Helpers).

7. Conduct and Behaviour

7.1 You will not misrepresent Your identity, health or needs. You will not be discriminating, unlawful, rude, defamatory, harmful, threatening, indecent, harassing, abusive, aggressive or offensive. You will not participate in, encourage or advocate an illegal activity or violate any law, statute or regulation in Your dealings with Five Good Friends or any Helpers.

7.2 You will take all reasonable steps to prevent harm to others whilst they are providing Services to You in Your home. You will maintain privacy and act to protect the rights of third parties. This obligation continues beyond the life of this agreement and is not limited by time.

7.3 You will not publicly act in any way to harm the reputation of Five Good Friends or any associated or interested parties or do anything contrary to the interests of Five Good Friends.

7.4 You will not solicit, canvass, induce or encourage (or attempt to do any of these things) any Helper whilst they are engaged by Five Good Friends to terminate their contracts with the Company.

7.5 You will not entice, employ or procure the services of any Helpers registered with Five Good Friends, either privately or through another provider, through any means other than Five Good Friends, in order to receive services of a similar nature to those included in the Care Plan developed by Five Good Friends.

7.6 Five Good Friends reserve the right to raise any concerning conduct or behaviour with You and will seek a satisfactory resolution or otherwise Membership may be discontinued.

8. Privacy and Consent

Five Good Friends will manage identifying, personal and sensitive information in accordance with The Privacy Act 1988 (Cth). Five Good Friends has a Privacy Policy which details how Five Good Friends will collect, hold, use and disclose personal information. All requests for your own personal information must be directed to the Quality Outcomes Manager on 1300 787 581 or accounts@fivegoodfriends.com.au.

9. Relationship between Parties

9.1 As a Member You are not legally affiliated with Five Good Friends and there is no business arrangement intended or created by Your Membership except these Terms and Conditions.

9.2 Helpers are not employees or agents of Five Good Friends and nor is Five Good Friends an employment agency or service provider and does not secure employment for Helpers.

9.3 All parties associated with Five Good Friends must comply with the law and act in good faith towards one another and in a manner to protect the interests and reputation of Five Good Friends and associated persons and or parties.

9.4 The relationship between Five Good Friends and Members is in place whilst the Member’s subscription is active.

10. Complaints and Dispute Resolution

10.1 As a Member You can make complaints directly to the Helper and these should be resolved directly between You and the Helper. If issues remain unresolved and they are related to Services provided via Five Good Friends, You can report these to the Community Manager employed by Five Good Friends to provide assistance and advice for resolution. Five Good Friends will investigate the matter with the goal of addressing concerns and resolving the matter efficiently and effectively ideally to the satisfaction of all parties.

10.2 Five Good Friends have the right to engage an independent mediator or arbitrator if other attempts to resolve the matter fail. The costs of obtaining an independent mediator or arbitrator will be shared equally among the parties.

10.3 If necessary, Services or Membership can be suspended until matters are resolved. In the event issues cannot be resolved the Member and Five Good Friends both have the right to cancel Membership ceasing any binding agreement between the parties.

10.4 Any costs associated with dispute resolution are the responsibility of the respective party associated with the cost. Both parties are entitled to attempt to recover all reasonable costs incurred in association with a dispute through initiating appropriate legal proceedings.

11. Fees and Payment terms

11.1 Five Good Friends offers various subscription levels aligned to the complexity of help required and case management.

The chosen plan must be agreed to by the Five Good Friends Case Manager as suitable for the Member, and is subject to review if the Member’s needs change over time.

11.2 Fees and Payment terms for Home Care Package funded members are governed by the members’ Home Care Agreement and Individual Budget.

11.3 Fees for agency managed NDIS participants will not exceed the capped rates of NDIS and will be billed to the agency by Five Good Friends

11.4 Membership Fees (comprised of Care Management Fees and Lookout Remote Care Monitoring Fees) for private members will be automatically deducted from Your Account each week in advance, annually in advance if requested.

11.5 Services provided via Five Good Friends helpers will be invoiced weekly by the helper in arrears and paid for by the Member in accordance with the Service Fees relevant to the Services provided.

11.6 Service Fees are rates set by Helpers at their own discretion.

11.7 Invoices must be paid in full within 7 days from the date the invoice is issued. All Members are to pay via direct debit to Your nominated bank or credit card. Five Good Friends will transfer the payment to the helper, less a Platform Access and Marketing Fee

11.8 If a Member cancels a Service with less than 24 hours’ notice then whether the Service is charged is at the discretion of the Helper.

11.9 If the Helper cancels the Service with less than 24 hours’ notice then Five Good Friends will take reasonable measures for rescheduling the service if agreeable with the Member or to sourcing an alternative Helper / provider and there will be no additional cost to the Member. The Helper will not receive any payment for this cancelled Service.

12. Term and Termination

12.1 These Terms and Conditions (as amended) shall commence on the date of commencement of Membership and will continue for the duration of Your Subscription.

12.2 Five Good Friends can suspend and or terminate Your Membership at any time, without notice, without liability and without refund, if these Terms and Conditions are breached.

12.3 Membership is for a minimum engagement of 12 weeks and then can be cancelled by either party at any time by providing the other party with 30 days’ notice. Suspension or termination of Membership does not void any payment obligations You have already incurred.

12.4 In the event that a Member cancels their Membership, the Member will provide written notice of cancellation addressed and delivered to the following address: Level 8, 154 Melbourne Street South Brisbane QLD 4101. Such cancellations will be effective from the date they are processed by Five Good Friends.

13. Intellectual Property

Five Good Friends confirms it has all the rights in relation to the intellectual property to grant all the rights it purports to grant under and in accordance with the terms of this Agreement.

13.1 As a Member of Five Good Friends You understand and acknowledge that:

1. Five Good Friends owns all intellectual property rights in the Membership, Subscription, curation of Services, technology, Applications, information and the website of Five Good Friends;
2. This Agreement does not provide You with any rights to or in patents, copyright, tradenames, trademarks;
3. Five Good Friends intellectual property may not be copied, modified, reproduced, republished, posted, transmitted, sold, offered for sale, or redistributed in any way without the prior written permission of Five Good Friends; and
4. You must abide by all copyright notices, information, or restrictions contained in or attached to any of the technology, Applications, information or website of Five Good Friends.

14. Third Party Content

14.1 In the provision of Services, Five Good Friends, may use third parties / external businesses. These third parties may have separate Service Agreements and Terms and Conditions. These are governed by the third party and are not the responsibility of Five Good Friends.

14.2 As a Member You understand that in the provision of Services You may be exposed to these third parties. Five Good Friends will screen and verify Corporate Helpers but does not control these entities’ activities. It is Your responsibility to accept Services and Terms and Conditions of these third parties.

15. Limitation of Liability

15.1 These Terms and Conditions set out the entire liability of Five Good Friends including any liability for the acts or omissions of its employees, Helpers, sub-contractors and Corporate Helpers to the Members arising under or in connection with the Membership and curation of Services.

15.2 Five Good Friends makes no representation or commitment and shall not be liable whether in tort, contract, or otherwise for any loss, damages, charges or expenses incurred by Members, including for negligence by Five Good Friends.

15.3 The Five Good Friends website has information about the Membership, the Services, Helpers and other matters on it, and a number of disclaimers and waivers of liability ("Disclaimers") are contained on the website or delivered through the Application. You agree not to make any claim against Five Good Friends in respect of anything disclaimed in a Disclaimer or any liability a Disclaimer says You waive. You confirm that You have relied entirely on Your own enquiries relating to the Membership and the Services and Five Good Friends has not made any representation or warranty or promise of any nature except as expressly contained in these Terms and Conditions.

16. Governing Law and Jurisdiction

16.1 This Agreement and any disputes or claims arising out of or in connection with it or its subject matter or formation including non-contractual disputes or claims are governed by, and construed in accordance with the relevant Australian laws and legislation applicable where You live, as disclosed in your Account Credentials (or in the case where You enter into this Agreement as an Authorised Representative, then the relevant Australian laws and legislation applicable where the person for whom You are acting lives).

16.2 As a Member of Five Good Friends, You understand and acknowledge that the Courts of Australia have exclusive jurisdiction to settle any dispute or claim that arises out of or in connection with this Agreement.