1. DEFINITIONS
“REMOTE OFFICE” (Remote Office Australia Pty Ltd ATF Remote Office Trust ABN 94 874 408 332) is a company that provides SERVICEs and any of its MERCHANTS in any jurisdiction.
“REMOTE OFFICE” (Remote Office Australia Pty Ltd ATF Remote Office Trust ABN 94 874 408 332) is a company that provides SERVICEs and any of its MERCHANTS in any jurisdiction.
“BUSINESS” means the activities and SERVICEs provided by REMOTE OFFICE to individuals as well as corporations/firms, or any persons representing such entities, in relation to contract of companies, be it offshore or onshore.
“CLIENT” means persons or organisations who have signed commercial proposal/contracts with REMOTE OFFICE, be it remotely or physically, and those who pay in return for SERVICEs provided by REMOTE OFFICE.
“SERVICE” means the submission of requests by REMOTE OFFICE or any of its MERCHANTS to a respective CLIENT in relation to the employees/contractors/skilled teams REMOTE OFFICE possesses and the HR management services for the corresponding the teams/employees/contractors. These SERVICEs must not be deemed as or presumed to be legal advice.
“TERMS AND CONDITIONS” means the general terms and conditions set out here for the use of REMOTE OFFICE, any of its MERCHANTS and clients.
2. INTELLECTUAL PROPERTY
Intellectual Property Rights means all intellectual property rights, including but not limited to copyright (excluding moral rights), registered and unregistered trademarks, registered and unregistered designs, rights in confidential information (including trade secrets and know-how), circuit layout rights, rights in relation to inventions including patents, and any other rights resulting from intellectual activity in the industrial, literary and artistic fields, and any application or right to apply for registration of any such rights.
Nothing in this Terms & Conditions is intended to grant any rights to any patents, copyrights or other Intellectual Property of either party, nor shall this Terms & Conditions grant either Party rights in or to the The client’s information exchanged under this Terms & Conditions other than the limited right to review such information in connection with the relationship between the Parties under this Terms & Conditions.
3. CONFIDENTIALITY
Confidential Information means all confidential, non-public or proprietary information exchanged between the CLIENT & REMOTE OFFICE (considered as “Parties”) before, on or after the date of signing the commercial proposal/contract relating to each other’s business, technology, or other affairs of either Party or which comes into the Party’s possession pursuant to, or as a result of, any negotiations, discussions or dealings in connecting with this Terms & Conditions, whether disclosed verbally, in writing, in electronic form or by any other means.
Confidential Information also means all confidential information of the Company including but not limited to all information regarding the affairs of the Company or its associated entities which becomes known to the Employee/Contractor in circumstances where the Employee/Contractor knows or ought reasonably to know that the information is to be treated as confidential including without limitation which is developed during the tenure of contract at REMOTE OFFICE:
- Technical information, methods, trade secrets, files, credentials; Trade secret of REMOTE OFFICE.
- Financial records, proposals and contracts/engagement letters; Trade secret of REMOTE OFFICE.
- Computer databases, tools, applications or software; Trade secret of REMOTE OFFICE.
- Contract/any Agreement between REMOTE OFFICE and it’s CLIENT; Trade secret of REMOTE OFFICE.
- Contract/any Agreement between REMOTE OFFICE and it’s contractor, employees, contractors, sub-contractors, affiliates & partners; Trade secret of REMOTE OFFICE.
The “CLIENT” acknowledges the confidential and proprietary nature of all of the Confidential Information of REMOTE OFFICE and that no right, entitlement or interest in that Confidential Information is extended to or conveyed to it other than for the strict purposes contemplated by this Terms & Conditions.
The “CLIENT” must:
- Only use REMOTE OFFICEs Confidential Information or any solution or part of it that is designed for The “CLIENT” for the purposes of “BUSINESS”;
- Take reasonable steps to keep REMOTE OFFICEs Confidential Information or any solution or part of it that is designed for The “CLIENT” confidential and secure and maintain its confidentiality;
- Not without the REMOTE OFFICEs prior written consent disclose or publish any part of the REMOTE OFFICEs Confidential Information or make any part of the The client’s Confidential Information or any solution or part of it that is designed for The “CLIENT” known to any person; and
- Must alert the REMOTE OFFICE in writing as soon as possible following any unauthorised disclosure of the REMOTE OFFICEs Confidential Information or any solution or part of it that is designed for CLIENT.
Clause 2 & 2(a) will not apply to any information that:
- Was in the public domain at the date the information was provided to The CLIENT, or subsequently enters the public domain through no fault of The CLIENT;
- Was in the possession of The CLIENT prior to receiving it from REMOTE OFFICE, or subsequently came into the The CLIENT’s possession from a third party, without any obligation of confidentiality and without any breach of an obligation of confidence; or
- The CLIENT is obliged by applicable law or the rules of a recognised stock exchange to disclose, provided that it has first advised, REMOTE OFFICE of this obligation, has allowed REMOTE OFFICE reasonable time to seek to avoid the disclosure having to be made and has given REMOTE OFFICE such assistance as the REMOTE OFFICE reasonably requests in doing so.
The provisions of this clause 2 and its sub-clauses will survive termination of this Terms & Conditions.
4. NON-LEGAL ADVICE
Whilst REMOTE OFFICE strives to offer its CLIENTs good and correct advice on the SERVICEs it aims to provide, it is essential to note the advice obtained from REMOTE OFFICE is not legal or accountancy advice and so must not be considered as such. REMOTE OFFICE advises CLIENTs to seek independent legal or accountancy advice from persons who are qualified in these respectable areas. Subsequently, REMOTE OFFICE or any of its subsidiary companies including any of its employees/contractors cannot be held liable for any BUSINESS advice given or any loss that may result due to such BUSINESS advice.
5. CONTRACT PERFORMANCE
REMOTE OFFICE provides employees/contractors to CLIENTS and manages HR functions for the corresponding employees/contractors. REMOTE OFFICE doesn’t have the authority to impose any functional strategy to CLIENT but it can suggest functional strategies to CLIENTS which is only applied when the CLIENT desires. REMOTE OFFICE cannot be held liable for strategic and functional advice given or any loss that may result due to such advice.
REMOTE OFFICE cannot be liable for any loss of CLIENT caused in relation to the following:
- Was in the public domain at the date the information was provided to The CLIENT, or subsequently enters the public domain through no fault of The CLIENT;
- In events that the respective CLIENT is absent and cannot be contacted.
- In any event beyond the control of Remote Office or any of its subsidiary companies. (Including acts caused by nature)
6. REGISTERED OFFICE
In any case of REMOTE OFFICE providing the respective CLIENT with a registered office address, the client is prohibited from exploiting such address in relation to:
- Using the address in the form of a virtual office, thereby allowing mail to be sent to the registered address in the CLIENT/company name.
- Using the registered address within any form of advertisement without notice.
In any case of the above REMOTE OFFICE reserves all rights to retract from an agreement with the respective CLIENT and to without notice withdraw from providing SERVICEs to such a CLIENT.
Where necessary REMOTE OFFICE may relocate its offices and in such situations, REMOTE OFFICE is obliged to provide notice to The CLIENT if the relocation affects any SERVICE provided to the respective CLIENT. In any case, if the reposition affects a “CLIENT” adversely then REMOTE OFFICE cannot be held accountable for any loss incurred to a CLIENT.
7. THIRD-PARTY WEBSITE LINKS
All THIRD-PARTY WEBSITE links contained within this website are to be presumed as out of the control of REMOTE OFFICE or any of its MERCHANTS unless specifically indicated. Therefore, REMOTE OFFICE cannot be held accountable for any of the contents contained within these websites or any loss incurred due to the use of them.
8. ORDERING PROCEDURE
- The CLIENT Selects the SERVICEs that are suitable for the CLIENT’s business from the price calculator section of the website and request a quotation or email/call REMOTE OFFICE for further information and details. REMOTE OFFICE provides The CLIENT with professional, commercial and confidential SERVICE advice.
- The CLIENT defines it’s business in the introductory interview session.
- The CLIENT expresses it’s requirement to REMOTE OFFICE.
9. PRICE AND PAYMENTS
REMOTE OFFICE agrees to provide SERVICEs to CLIENTs according to the directory of REMOTE OFFICE and/or according to a specific request of a CLIENT and The CLIENT agrees to pay for these SERVICEs according to the commercial proposal/contract (CONFIDENTIAL) signed by both REMOTE OFFICE & CLIENT. The CLIENT agrees to pay the fees charged by REMOTE OFFICE for its SERVICEs (CONFIDENTIAL), which may include upfront monthly, half-yearly, or annual recurring fees (CONFIDENTIAL).
REMOTE OFFICE has the right to engage any third party debt collection/recovery services after three overdue reminders are placed for any particular invoice.
The CLIENT has to bear the cost incurred for any debt collection/recovery process.
10. CANCELLATION DURING TALENT ACQUISITION
11. RIGHT TO REFUSE
REMOTE OFFICE reserves all rights to refuse SERVICEs to any respective CLIENT for any reason they may feel necessary.
REMOTE OFFICE maintains all rights to refuse such SERVICEs without any need for written or verbal communication or justification.
CLIENTs who refuse to obey instructions, policy or conditions of REMOTE OFFICE will be automatically removed from allocated SERVICEs.
12. EMPLOYEE MANAGEMENT
REMOTE OFFICE owns the authority over it’s employees/contractors who work directly or indirectly with The CLIENT under an agreed contract between the CLIENT & REMOTE OFFICE.
Any employee/contractor who breaches the code of conduct of REMOTE OFFICE, REMOTE OFFICE reserves all rights to replace or discontinue the position of that employee/contractor.
The CLIENT shall pay to REMOTE OFFICE for welfare or benefits (including monthly salary/contract fee/remuneration) of the appointed employee(s) or contractor(s) for the corresponding CLIENT based on the contract or agreement. The agreement between REMOTE OFFICE and the CLIENT and the agreement between REMOTE OFFICE and it’s employees, staff, contractors, partners, and sub-contractors are CONFIDENTIAL information and REMOTE OFFICE holds the right to design the mode of contract.
13. LEAVE AND HOLIDAY MANAGEMENT
The employees allocated to provide SERVICEs fall under the leave policy of REMOTE OFFICE.
During the period of leave (of any employee or contractor), REMOTE OFFICE shall not be responsible to allocate any substitute employee or contractor to the corresponding CLIENT.
Employee(s) or contractor(s) who are allocated to ensure SERVCEs to CLIENT shall be following the local holiday calendar of the corresponding country or state where the corresponding employee(s) or contractor(s) is/are based and the calendar holidays shall be considered as paid holidays by the CLIENT.
The weekend shall be Saturday and Sunday and be counted as paid holiday by The “CLIENT”.
14. ROSTER
15. BONUS & REWARDS
16. TERM & TERMINATION
Once the commercial proposal/contract is signed by REMOTE OFFICE & the CLIENT (CONFIDENTIAL), the SERVICE commences according to the proposal/contract on the date the CLIENT & REMOTE OFFICE sign and continues until terminated in accordance with the commercial proposal/contract, provided that any such termination will not affect any rights that have already accrued.
Once the commercial proposal/contract is signed by REMOTE OFFICE & the CLIENT (CONFIDENTIAL), the SERVICE commences according to the proposal/contract on the date the CLIENT & REMOTE OFFICE sign and continues until terminated in accordance with the commercial proposal/contract, provided that any such termination will not affect any rights that have already accrued.
- Without cause, at any time by giving at least 30 days written notice to REMOTE OFFICE.
- The CLIENT is declared bankrupt, enters into a deed of arrangement, is placed in receivership, or is wound up for any reason.
REMOTE OFFICE may terminate the SERVICEs outlined in the commercial proposal/contract immediately on written notice to the CLIENT if;
- The CLIENT materially breaches any of REMOTE OFFICE’s terms & conditions and the breach cannot be remedied;
- The CLIENT materially breaches any of the terms of this Agreement and the breach can be remedied but the CLIENT does not remedy it within 30 days of REMOTE OFFICE notifying the breach and the need for remedy to the “CLIENT”; or
- The CLIENT is subject to an insolvency event.
Upon termination of the SERVICEs:
- The CLIENT & REMOTE OFFICE must take all reasonable steps to return or destroy any Confidential Information or solution or a part of it in its possession or control;
- Upon termination of the SERVICEs, the CLIENT shall immediately hand over/surrender to REMOTE OFFICE all unpaid source codes, correspondence, specifications, formulas, books, documents, market data, cost data, drawings, effects or records related to the SERVICEs or relating to BUSINESS and shall not retain or make copies of these items. The CLIENT can claim such source codes, correspondence, specifications, formulas, books, documents, market data, cost data, drawings, effects or records related to the SERVICEs or relating to BUSINESS that is paid. The CONFIDENTIALity of the information/data survives the termination of SERVICEs.
- Upon termination of the SERVICEs and completion of the notice period, the CLIENT must not attempt direct communication with the MERCHANTS.
- Upon termination of the SERVICEs and the completion of the notice period, REMOTE OFFICE is not responsible/liable for any information/support/availability of SERVICEs/MERCHANTS the CLIENT may require.
- Upon termination of the SERVICEs and the completion of the notice period, REMOTE OFFICE is not liable for any direct loss/damage caused by the former MERCHANTS.
- Upon termination of the SERVICEs, the CLIENT shall not have any additional/external contract with the former MERCHANTS.
17. REFUNDS
Where the CLIENT refuses to provide any information and/or documents requested by REMOTE OFFICE, or in any other case refuses to proceed with any relevant SERVICEs provided by REMOTE OFFICE, then no fee is refundable for any reason.
No refunds shall be given after an order for any of REMOTE OFFICE SERVICEs is placed by The CLIENT and SERVICEs provided by REMOTE OFFICE partially or in full.
18. AMENDMENTS OF TERMS AND CONDITIONS
REMOTE OFFICE possesses full control of it’s terms and conditions laid out hereby and maintains all rights to change, modify or correct any terms, and conditions at any time without prior notice to CLIENT.
19. GOVERNING LAWS
20. SERVICE ETHICS
REMOTE OFFICE is well aware and committed to ensure it’s employee/contractor rights. REMOTE OFFICE strictly prohibits and assures that such situations where offenders use coercion, threats or deception to exploit victims and undermine the employees’ freedom are never encouraged.
Below are the strictly prohibited practices that include:
- Human trafficking
- Slavery
- Servitude
- Forced labour
- Debt bondage
- Forced marriage, and
- The worst forms of child labour
21. FORCE MAJEURE
REMOTE OFFICE shall not be liable for failure to perform SERVICEs due to such acts of God, earthquakes, riots, war, fire, epidemics and other events of similar nature beyond its own reasonable control (“Force Majeure”).
If such Force Majeure condition continues for a period of more than 30 days, the CLIENT/REMOTE OFFICE party may elect to terminate this Agreement forthwith, but without prejudice to any rights that have accrued to REMOTE OFFICE or the CLIENT.
22. NOTICES
A notice, consent or other communication under any SERVICEs outlined in a commercial proposal/contract is only effective if it is in writing, signed by or on behalf of the CLIENT giving it and it is received in the full and legible form at the addressee’s address.
It is regarded as received on the day it is actually received but if it is received on a day that is not a business day, or after 5 pm AEST on a business day it is regarded as received at 9 am AEST on the following business day.
23. SURVIVAL
Any of the terms mentioned in this terms and conditions that are expressed to survive, or by its nature survives, termination of SERVICEs outlined in the commercial proposal/contract will survive and continue in effect after termination.
24. EXCLUSIVITY
The relationship between the CLIENT and REMOTE OFFICE is non-exclusive.
SERVICEs provided by REMOTE OFFICE to the CLIENT are non-exclusive.
25. GST
If GST is payable by the CLIENT on any SERVICE provided under or in relation to any commercial proposal/contract signed by REMOTE OFFICE and the CLIENT, the CLIENT must pay to REMOTE OFFICE an amount (the GST Amount) equal to the GST payable with the SERVICE fees. The GST Amount is payable by the CLIENT in addition to and at the same time as the net consideration for the SERVICEs. GST means:
- Any tax, levy, charge or impost implemented under the A New Tax System (Goods and Services Tax) Act 1999 (Cth) (“GST Act”) or an Act of the Parliament of the Commonwealth of Australia substantially in the form of, or which has similar effect to, the GST Act.
26. COPYRIGHT
Other than for the purposes of, and subject to the conditions prescribed under, the Copyright Act 1968 (Cth), and except as expressly authorised by the CLIENT or REMOTE OFFICE (considered as Parties), neither Party may not use in any form or by any means each others Copyright unless it is agreed in writing.
26. TRADEMARK
The CLIENT or REMOTE OFFICE (considered as Parties) shall use any Trademark/s of the other Party, including any registered or unregistered trademarks:
- In or as the whole or part of any of each other’s trademarks;
- In connection with activities, products or services what are not those of the Parties, or
- In a manner that may be confusing, misleading or deceptive.
