THESTUDYHUB

3.1 We will pay you the per/hour rate for performing the Services in accordance with these Terms, as set out in the Schedule to this Agreement (Fees The Fees will be paid for each hour of Services provided by you in accordance with these Terms, on a pro-rata basis. The Fees are stated in Australian dollars and will be inclusive of GST.

3.2 You must provide the Services at your own cost and, unless agreed in writing in advance of you providing the Services, you will not be reimbursed for any out of pocket expenses. In order to receive payment of the Fees, you must provide us with a valid tax invoice that complies with any invoicing guidelines released by the Australian Taxation Office from time to time, and that includes your ABN and a description of the Services provided (including the hours taught You agree to submit all invoices through The Tutor Hub on the Site.

3.4 Invoices are to be issued to us after each tutoring session through the Tutor Cruncher and must be logged in with 24 hours after session completed. Fail to do so will result in a administration fee of $5 for each late submission. We will pay you the Fees within 14 days of receipt of a valid invoice, subject to these Terms and your performance of the Services in accordance with these Terms to our satisfaction. We will pay you by direct debit to your bank account nominated in writing to us at the time we confirm your Registration. The first session with any new student is covered by our First Session 100% Satifaction guarantee. meaning they are only charged if they choose to continue with regular sessions with the tutor. Payment for the first session with any new student will therefore only be paid upon that student electing to continue to regular sessions. The tutor acknowledges and accepts that if the Client decides not to proceed with the Services for whatever reason, no fees will be due for that first session from The Study Hub to the tutor. The Fees may be adjusted by us from time to time, as notified to you in writing (including by email You may terminate these Terms if you do not agree with any adjustment to the Fees (in which case, the clause with the heading TERMINATION will apply

If we are advised by a Client that you have not performed the Services to an appropriate standard or in accordance with these Terms, we will forward this information to you, and you agree to cooperate with us and do you all things necessary to resolve the complaint Without limiting any of our other rights under these Terms or otherwise, we reserve the right to set-off or deduct any amounts that are otherwise due and payable to you under these Terms, or otherwise refuse payment to you of any portion of the Fee. to the extent that

you have failed to perform the Services in accordance with these Terms to our satisfaction:

Email: fibera@thestudyhub.com.au

(what the Tutor will do for The Study Hub)

Help students understand different subjects. Assess, assist and encourage the students in the learning processes. Review materials used in classes, explain various topics and answers all the doubts and questions of the student regarding a particular topic. Mentor and support the student's mental wellbeing and encourage confidence through positive reinforcement Provide parents/clients and The Study Hub Tuition with weekly progress reports. Provide parents/clients with weekly progress reports. Research or recommend textbooks, software. equipment. or other learning materials to complement tutoring. Prepare and facilitate tutoring workshops, collaborative projects, or academic support sessions. Participate in training and development sessions to improve tutoring practices or learn new tutoring techniques.

1.1 You must apply to supply the Services by using the registration process outlined in our Tutor Agreement and on our Site.

1.2 We may at our discretion accept or reject any application for any reason, at our sole discretion If your application is successful, we will send you a Confirmation Email confirming your registration and a copy of these Terms (Registration). It is your responsibility to check the registration details provided in the Confirmation Email.

1.3 Once you receive the Confirmation Email you will be given access to the Tutor Hub on our Site. The Tutor Hub is where you will see your bookings and submit your time sheets and accounts (Tutor Hub)

1.4 Your supply of Services and/ or use of our Site. indicates that you have had sufficient opportunity to access these Terms, and that you have read, accepted and will comply with these Terms.

1.5 These Terms will commence, and you accept these Terms, upon Registration in accordance with these Terms (Start Date).

1.6 Your Registration will renew automatically at the beginning of each new confirmed Booking. or such other period as agreed between us in writing. You acknowledge that such renewal will continue until the date on which these Terms are terminated in accordance with its terms (End Date).

2. SERVICES

2.1 You agree to do the following in accordance with these Terms and the policies and procedures provided to you, as may be amended by us from time to time : (a)perform the Services per the Schedule. using our Online Platform and Site:

(b) for the Fees; and

(c) from the Start Date until the End Date.

2.2 You are responsible for providing all things necessary. including equipment, materials, resources and supplies to perform the Services in accordance with these Terms.

Timeline for delivery of Services

Tutor must attend all Scheduled Bookings at the allotted times and be responsive to Booking Requests via Tutor Cruncher.

Starting from $25.00 (online) 1:1 $30 and group $35 per hour or such other rate as agreed in writing.

Start Date: in accordance with clause 1.4 of the Terms. End Date: in accordance with clause 1.5 of the Terms.

Operative Terms - Tutor Contractor Agreement

These terms and conditions, plus the Schedule above (Terms) form the entire agreement under which you will supply the Services and use any associated with our website (Site) or delivering the Services online.

(b)retain your documents (including copies) as required by Law, and your express or implied agreement to these Terms constitutes your authority for us to retain or destroy documents in accordance with the statutory periods, or on termination of these Terms.

The Study Hub (ABN 71 691 075 091); fibera@thestudyhub.com.au

The Study Hub Tuition www.thestudyhub.com.au

2.3 You acknowledge and agree that the Services, Fees, payment terms, our business, our Site and any other aspect of our business can be changed from time to time at our absolute discretion.

2.4 We may ask you to provide services in addition to the Services, and we will pay you an amount for the additional services in accordance with these Terms, as mutually agreed between the Parties, in writing.

3.1 We will pay you the per/hour rate for performing the Services in accordance with these Terms, as set out in the Schedule to this Agreement (Fees The Fees will be paid for each hour of Services provided by you in accordance with these Terms, on a pro-rata basis. The Fees are stated in Australian dollars and will be inclusive of GST.

3.2 You must provide the Services at your own cost and, unless agreed in writing in advance of you providing the Services, you will not be reimbursed for any out of pocket expenses. In order to receive payment of the Fees, you must provide us with a valid tax invoice that complies with any invoicing guidelines released by the Australian Taxation Office from time to time, and that includes your ABN and a description of the Services provided (including the hours taught You agree to submit all invoices through The Tutor Hub on the Site.

3.4 Invoices are to be issued to us after each tutoring session through the Tutor Cruncher and must be logged in with 24 hours after session completed. Fail to do so will result in a administration fee of $5 for each late submission. We will pay you the Fees within 14 days of receipt of a valid invoice, subject to these Terms and your performance of the Services in accordance with these Terms to our satisfaction. We will pay you by direct debit to your bank account nominated in writing to us at the time we confirm your Registration. The first session with any new student is covered by our First Session 100% Satifaction guarantee. meaning they are only charged if they choose to continue with regular sessions with the tutor. Payment for the first session with any new student will therefore only be paid upon that student electing to continue to regular sessions. The tutor acknowledges and accepts that if the Client decides not to proceed with the Services for whatever reason, no fees will be due for that first session from The Study Hub to the tutor. The Fees may be adjusted by us from time to time, as notified to you in writing (including by email You may terminate these Terms if you do not agree with any adjustment to the Fees (in which case, the clause with the heading TERMINATION will apply

If we are advised by a Client that you have not performed the Services to an appropriate standard or in accordance with these Terms, we will forward this information to you, and you agree to cooperate with us and do you all things necessary to resolve the complaint Without limiting any of our other rights under these Terms or otherwise, we reserve the right to set-off or deduct any amounts that are otherwise due and payable to you under these Terms, or otherwise refuse payment to you of any portion of the Fee. to the extent that

you have failed to perform the Services in accordance with these Terms to our satisfaction:

a Client has lodged a complaint in relation to the Services that you have provided, and we are of the opinion that the complaint is substantiated; or we have issued a refund to any Client for any Services that you have provided, and the refund was caused or contributed to by you.

4.3You acknowledge and agree that our right to set-off or deduct any amounts under this clause is a genuine and reasonable pre-estimate of the loss that we will suffer as a consequence of the events outlined in this clause.

TUTOR'S WARRANTIES AND REPRESENTATIONS

You warrant and represent that are at least 18 years of age and have the legal capacity. power and authority to (a) enter into these Terms: there are no legal restrictions or conflicts of interest (including with any of your other teaching or tutoring duties) preventing you from performing. or restricting your ability to perform, the Services; (c)you are duly qualified and possess the necessary skills, expertise and training and performed all necessary background checks (including the Working with Children Checks), to perform the Services and will provide us with evidence of this upon request; in performing the Services, you will act with due care, skill and diligence and (d) you will carry out the Services in a professional, conscientious and expeditious manner; if required to do so, you will (at your cost) perform the Services again if you fail to (d) perform the Services in accordance with these Terms to our satisfaction;

you will comply with any reasonable directions given to you by us, from time to (e) time, including comply with any of our policies or procedures, as amended from time to time:

you will act lawfully and will comply with any applicable licenses, laws, regulations, industry codes of conduct, health and safety requirements and Australian standards in performing the Services:

you are not aware of any actual or potential conflict of interest in providing the Services;

you will not infringe any third-party rights or violate any other agreement by performing the Services;

you will not do anything that may harm our business or reputation, and you must do all things necessary to avoid any loss or damage to us our any of our property:

(j)you have complied with all applicable legislation. awards and industrial instruments in engaging or employing all persons who will perform the Services in accordance with these Terms:

you have a valid ABN which has been provided to us:

you are registered for GST purposes, if applicable: and as an independent contractor you are liable to pay your own taxation. superannuation and remain responsible for any other legislative requirements with respect to the Services.

We may promote you through our Site. our social media channels and other external resources and promotional opportunities and publications based on your performance. You agree to us publishing personal information about you for the purpose of such promotion (including, for example, your name, photo, video and biographical information as well as comments, feedback and ratings from Clients about you, through our Site or any of our publications. We reserve the right to remove or edit such content as we deem fit.

EXCLUSIVE USE OF OUR SITE AND SYSTEMS

You agree that you will not permit, enable, introduce or facilitate any person other than yourself to have access to the confidential information you possess in relation to The Study Hub or any of the clients you subcontract to assist with the Services during your agreement with us, or to any part of the Materials, Online Platforms or the Services.

We reserve the right to access, monitor and modify your account or any other Tutor space provided to you, the Site, the Services and the Online Platforms for training. maintenance, upgrades and security purposes at any time.

From time to time, we will notify you in writing to provide Services to Clients (Booking Request The Booking Request will provide details of the Client, the Services, and other information. You can accept Booking Requests by written notice to us in accordance with these Terms. You acknowledge and agree that we are under no obligation to submit Booking Requests to you, and that you may accept or reject Booking Requests at your discretion.

10.1You are responsible for confirming your availability at the Scheduled Bookings, and are expected to complete all Scheduled Bookings at the agreed date and time, unless you have rescheduled or cancelled the booking in accordance with these Terms. You are not expected to provide support outside of Scheduled Bookings. You may only contact Clients both during and outside of Scheduled Bookings with our consent. 10.2If you are unable to fulfil a confirmed Scheduled Booking. you must use your best endeavours to notify us as soon as possible (but in any event, no later than 24 hours before the Scheduled Booking

CANCELLATION/RESCHEDULING POLICY

11.1The client can cancel and amend a Booking free of charge up to 12 hours prior to the Scheduled Booking. If the Client cancels or reschedules a Booking within 12 hours of the Services, they will have to pay for the Scheduled Booking. The Client will notify the Tutor of any cancellation or amendment of a Booking as soon as practicable and you will be entitled to your Scheduled Booking Fee via Tutor Cruncher.

11.2The Client cannot amend, extend or cancel a Booking during the performance of the Services.

If a Client (student) is late to a Scheduled Booking. you must wait at least 20 minutes for the Client to arrive.

12.2If the Client arrives late. you must prioritise the content that your Client wishes to cover in the session.

12.3If your Client is more than 20 minutes late to a Scheduled Lesson (deemed a "no show' you may cancel the booking and you will be entitled to payment of the Fees in full for the Scheduled Booking in accordance with these Terms. If a Client requests that you end a lesson prematurely, you will be entitled to payment of the Fees in full for the Scheduled Booking in accordance with these Terms.

13.1If you are unable to fulfil a confirmed Scheduled Booking. you must use your best endeavours to notify us as soon as possible (but in any event, no later than 24 hours before the Scheduled Booking

13.3If you fail to fulfil a confirmed Scheduled Booking and do not notify The Study Hub. you will not be entitled to payment of the Fees for that Scheduled Booking and The Study Hub will deduct from payments otherwise due to the Tutor 100% of the applicable Scheduled Booking Fee to refund the client. If you arrive late to. or fail to complete. a Scheduled Booking. you will be required to extend either that Scheduled Booking or a future Scheduled Booking, as agreed between the Client and us.

13.5The entire Scheduled Booking may be rescheduled for an alternate date or time, as agreed between the Client and us. 13.6Late arrival by the tutor or failing to complete confirming bookings is unacceptable and may lead to termination of your contractor agreement.

14.1When providing the Services, you must not offer Clients private lessons in addition to their lessons with The Study Hub and you must not accept cash payments or payments direct from Students and Clients. All Fees must come through The Study Hub. 14.2We reserve the right to terminate these Terms if you breach this clause.

15.1You acknowledge that we have in place rules and policies for the acceptable use of the Site and the Online Platforms, and the provision of the Services, and these will be made available to you. You agree to comply with these Terms and the rules and policies, as amended from time.

15.2When providing the Services, and using the Site and the Online Platforms, you must cooperate with us, and conduct yourself in an appropriate, decent, lawful, non-- aggressive, non-- bullying and proper manner, and comply with these Terms and any instructions or directions given to you by us, at all times.

15.3You acknowledge and agree that we are unable to control the conduct of, or information provided by. you or third parties on our Site and the Online Platforms. While we have the right to review, remove or amend any content on our Site and some of the Online Platforms, we are under no obligation to do so. You acknowledge and agree that, to the maximum extent permitted by law, we will not be responsible or liable for any conduct of, or content created by. you or any third party on our Site or any Online Platform.

16.1You are not permitted to delete any data or information that you have uploaded or stored on any Online Platform or otherwise created by, or made available to, you as part of the Services (including any Tutor Intellectual Property or Pre-existing Intellectual Property without our prior written consent. 16.2You are solely responsible for downloading and appropriately saving and storing copies of any of your data or information that may be stored on any Online Platform or otherwise created by. or made available to. you as part of the Services. 16.3We are not responsible and will not be held liable for any loss of data or information, any interception of data or information, or any loss of access or corruption to your data or information, stored on or transmitted through the Site, any Online Platforms, or any systems, servers or software (including cloud-based technologies) used as part of the Services. We cannot guarantee, and will not be liable for, the security of the Site, any Online Platforms, or the Services. 16.4To the fullest extent permitted by law, all Claims or risk arising out of the use or performance of the Site, any Online Platforms, or the performance of the Services remains solely with you, including (without limitation) any virus, infection, contamination, infiltration or damage to your computer, system or network, or for any delays, inaccuracies, errors or omissions, arising out of or connected with, your use of the Site. any Online Platforms, or your performance of the Services.

You agree to do all things, and provide such information and materials necessary. and as we reasonably require for, to perform your obligations under these Terms. The information and materials that you provide to us, including in support of your application for Registration, must be complete, accurate and correct.

CAPABILITY TO PERFORM SERVICES

You will be solely responsible for acquiring and maintaining all telecommunications, internet services and connectivity. and other hardware and software required to perform the Services, including. without limitation, obtaining and maintaining a compatible web browser and all necessary licences, permissions and consents that may be required to perform the Services.

You are not permitted to record or otherwise store any lesson provided as part of the Services without our prior written consent. You acknowledge and agree that all Scheduled Lessons may be automatically recorded for educational, coaching and quality purposes, and by accepting these Terms, you hereby consent to being recorded for this purpose. From time to time, we may request that your Scheduled Lessons be recorded for promotional and marketing purposes. We will only use recordings of you for promotional and marketing purposes with your written consent.

From time to time, we may commission you to provide content (including written or video content) for our publications, social media sites and Site for educational, promotional and marketing purposes. By providing such information to us, you expressly acknowledge and agree that you

grant The Study Hub a perpetual, non-exclusive, royalty-free, irrevocable, worldwide and transferable licence to use such information for such purposes. We reserve the right to remove or edit content as we deem fit.

21.1As between the Parties, we own all Intellectual Property Rights in the Site, the Services, the Materials, the Online Platforms and our business, products, services and branding (The Study Hub Intellectual Property 21.2We grant you a limited, non-exclusive. non-transferable license (without the right to grant sublicenses) to use The Study Hub Intellectual Property solely for the purposes of performing the Services in accordance with these Terms. 21.3You must not breach our Intellectual Property Rights by. including but not limited to. altering or modifying any of The Study Hub Intellectual Property. creating derivative works from The Study Hub Intellectual Property, or using our The Study Hub Intellectual Property for any purpose (including for commercial or resale purposes) other than as expressly contemplated by these Terms.

You may create content in the course of supplying the Services (Tutor Intellectual Property You: (a)warrant that you have all necessary Intellectual Property Rights in relation to the Tutor Intellectual Property: (b)assign to us all rights of ownership in the Tutor Intellectual Property; and consent to any act or omission that would otherwise constitute an infringement of (c) your Moral Rights.

22.2If you have Moral Rights in any Tutor Intellectual Property. you: (a)irrevocably consent to any amendment of the Tutor Intellectual Property in any manner by us for any purpose; (b)irrevocably consent to us using or applying the Tutor Intellectual Property without any attribution of authorship for any purpose; agree that your consent extends to acts and omissions of any of our licensees (c) and successors in title; and (d)agree that your consent is a genuine consent under the Copyright Act 1968 (Cth) and has not been induced by duress or any false or misleading statements.

22.3You own all right, title and property. including all Intellectual Property Rights, in any information or documentation (other than Tutor Intellectual Property) which is your property and existed, in substantially the same form and with substantially the same content, prior to the date of these Terms (Pre-Existing Intellectual Property The Tutor grants to The Study Hub a royalty free, perpetual and irrevocable licence (with the right to grant sublicenses) to use the Pre-Existing Intellectual Property for the purposes contemplated under these Terms.

22.4This clause will survive the termination of these Terms.

If there is a dispute between the Parties in relation to these Terms, the Parties agree to the following dispute resolution procedure The complainant must give the respondent written notice of the nature of the (a) dispute, what outcome the complainant wants and what action the complainant

thinks will settle the dispute (Notice The Parties agree to discuss in good faith to seek to resolve the dispute by agreement between them. within 14 days after service of the Notice (Initial Meeting If the Parties cannot agree how to resolve the dispute at the Initial Meeting within (b) 14 days after service of the Notice, any Party may refer the matter to a mediator. If the Parties cannot agree on who the mediator should be, the complainant will ask the Law Society of NSW to appoint a mediator. The mediator will decide the time, place and rules for mediation The Parties must attend the mediation in good faith, to seek to resolve the dispute. If the dispute is unable to resolve the dispute through mediation, the mediator (c) will discuss with both Parties an appropriate alternative dispute resolution process to resolve the dispute. Any attempts made by the Parties to resolve a dispute pursuant to this clause (d) are without prejudice to other rights or entitlements of the Parties under these Terms, by law or in equity.

LIMITATION OF LIABILITY AND DISCLAIMERS

24.1Third Parties: You understand that you may be required to use third party service providers or platforms to perform the Services (Third Party By accepting these Terms, you consent to us sharing your information with any such Third Party. You will be responsible for any and all costs, fees, expenses, and taxes of any kind related to the use of any Third Party services or platforms. We make no representation or warranty about the services or platforms provided by Third Parties, and to the maximum extent permitted by law. we exclude all responsibility and liability for the Third Party services or platforms, or their failure to provide the services or platforms. Warranties: You acknowledge and agree that the information and material (including Materials) on our Site, provided as part of the Services and on the Online Platforms are provided in good faith on an "as is basis, and may be inaccurate, incomplete or unavailable from time to time. To the maximum extent permitted by law, all information and material (including Materials) are provided to you without warranties, guarantees, representations or conditions of any kind, either express or implied, and we expressly disclaim all warranties, guarantees, representations or conditions of any kind, including but not limited to implied warranties of merchantability or fitness for a particular purpose. 24.3Time Bar: To the maximum extent permitted by law. you agree that any cause of action that you may have against us related to, arising out of, or in connection with these Terms must be brought against us within one year after the cause of action accrues, otherwise, such cause of action will be permanently barred. 24.4Indemnity: You are liable for and agree to indemnify us in respect of any Claim, action, damage, loss, cost, charge, expense, penalty, fine or payment which we suffer, incur or are liable for as a result of:

your use of the Site or the Online Platforms, or the manner in which the Services (a) (b)you, or any of your employees, agents or subcontractors claiming that they are an employee of us (including claims for wages, public holidays, annual leave. parental leave, personal/carer's leave, long service leave, redundancy or termination of employment): any of your (or any of your employees', agents' or subcontractors') acts or (c) omissions, including any breach of these Terms: and any court, tribunal or authority whatsoever determining that you are deemed an (d) employee of us under any law.

24.5 Exclusions: To the maximum extent permitted by law. we exclude all liability. and will have no liability, for:

(a)the Site, the Services or the Online Platforms, your performance of the Services, modifications to the Site, the Services or the Online Platforms not authorised by (b) us: any information or materials (including Materials) on or provided as part of the (c) Site. the Services or the Online Platforms: the Site or the Online Platforms being unavailable or failing to meet your (d) expectations; (e)any liability caused or contributed to by any of your acts or omissions; (f)any liability caused or contributed by your failure to adopt any version, update, upgrade or release of any of the hardware or software pertaining to the Site, the Services or the Online Platforms; (g) control; and any Consequential Loss. (h)

or your use of the Site or the Online Platforms;

any liability caused or contributed to by events or circumstances outside of our

24.6Limitation: To the maximum extent permitted by law, our total liability arising out of or in connection with these Terms, however arising. including under contract, tort (including negligence in equity, under statute or otherwise, will be limited to the Commission received by US at the date on which the liability arose.

24.7The obligations under this clause (Limitation of Liability and Disclaimers) will survive termination of these Terms.

These Terms will commence on the Start Date and will end on the End Date.

25.2We may terminate these Terms without cause by providing you with 7 days' written notice at any time.

25.3You may terminate these Terms by giving us a minimum of 14 days' written notice, using the contact details provided below. You are expected to perform Services for at least ten (10) weeks after the Start Date. If you terminate these Terms prior to this period then, without limiting any other clause under these Terms, you are required to pay us as a debt due and payable liquidated damages in the amount of $150 (excl. GST), and you acknowledge and agree that this amount is a genuine and reasonable pre-estimate of the loss that we will suffer as a consequence of your termination.

On termination of these Terms you agree: (a) (b)any amount due by you to us under these Terms (including by way of indemnity) will be immediately due and payable to us: you are no longer authorised to use our Site, the Online Platforms or your (c) Account; to promptly return (where possible) our Confidential Information and Intellectual (d) Property. and/or documents containing or relating to our Confidential Information and/or Intellectual Property; and (e)to not delete any information or documentation (including any Tutor Intellectual Property or Pre-- Existing Intellectual Property) on the Site or any Online Platform in relation to. or connected with, the Services without our prior consent.

to immediately stop providing the Services:

26.2On termination of these Terms, we will:

subject to our rights to set-- off or deduct amounts under these Terms, pay you the Fees for all Services completed prior to termination: and

26.3The accrued rights, obligations and remedies of the Parties are not affected by the termination of these Terms.

27.1 You may engage in other work during the Term provided it does not conflict with your obligations under these Terms. If you become aware of any conflict of interest between these Terms and any other work you have been offered or are undertaking, you must inform us immediately in writing and take all steps as reasonably agreed with us to resolve the conflict.

27.2You agree. that in consideration of the contract and remuneration provided under these Terms, during the Term and when the Term ends, not as a sole trader, partner, manager. employee. director. consultant, advisor, shareholder, unit holder, trustee or with any other entity in which you may at any time have any direct or indirect interest do any of the following: (a)directly approach, canvass, solicit or deal with any of our Clients (or their parents or guardians) with whom you had contact with during the duration of these Terms (who were our Clients at the date of termination of these Terms or within the 12 months prior): or induce or solicit any of our employees, contractors or agents or any of their (b) subsidiaries or related companies to leave our employment agency or engagement or such subsidiary or related company (who were employees, contractors or agents at the date of termination of these Terms or within the 12 months prior

This clause applies for: (a) (b) (c)three (3) months,

twelve (12) months, or (if that duration is held by a court to be unreasonable): six (6) months, or (if that duration is held by a court to be unreasonable);

the Commonwealth of Australia, or (if that geographical area is held by a court to (d) (e) termination of these Terms, or (if that geographical area is held by a court to be unreasonable): (f)the metropolitan area of the capital cities in which you perform Services for us at the date of termination of these Terms.

be unreasonable); the States or Territories in which you supply the Services for us at the date of

27.4Each restraint contained in these Terms, resulting from any combination of the wording and definitions

in this clause, constitutes a separate and independent provision, severable from (a) the other restraints. If a court of competent jurisdiction finally decides any such restraint to be unenforceable or whole or in part, the enforceability of the remainder of that restraint and any other restraint will not be affected. You acknowledge that this clause is reasonable in terms of its extent and (b) duration and goes no further than is reasonably necessary to protect our

interests and confidential information. You also agree that this clause does not unreasonably restrict your right to carry on your profession or trade.

28.1Assignment: We may assign or transfer our rights or obligations under these Terms without your consent You must not assign any rights and obligations under these Terms, whether in whole or in part, without our prior written consent. 28.2Subcontracting: You must not subcontract the performance of any part of the Services without our prior written consent, which may be withheld in our absolute discretion. Taxation & Third Party Payments: You are responsible for, and will indemnify us in relation to, the payment of any salaries, annual leave, sick leave, long service leave, taxes, fees, charges, superannuation contributions and other imposts that apply to you (or any of your agents, employees or subcontractors) in relation to the performance of the Services.

28.4 Insurance: You (and your agents, employees and subcontractors) are not entitled to the benefit of any accident, third party liability, public liability or indemnity policies of insurance or workers compensation policies that we may hold. You agree to make your own arrangements to ensure adequate insurance coverage is effected and maintained for the duration of these Terms (including public liability and professional indemnity insurance) and to ensure that we are nominated as an interested party on any such insurance policies. You agree to provide us with evidence of such arrangements, if requested. 28.5Privacy: In performing the Services, you agree to comply with the Australian Privacy Principles as set out in the Privacy Act 1988 (Cth) and any other applicable Laws. Our Privacy Policy sets out how we collect, use and protect your personal information This is available on the Site.

28.6Confidentiality: You agree not to disclose our Confidential Information to any third party: to use all reasonable endeavours to protect our Confidential Information from any unauthorised disclosure: and only to use our Confidential Information solely for the purpose for which it was disclosed or provided by us to you. This clause will survive termination of these Terms.

28.7 Good faith: You agree at all times to act in good faith when dealing with us and your Clients under these Terms.

28.8 Compliance with Law: You agree to comply. at your cost, with all applicable Laws. 28.9 Relationship of Parties: You may describe yourself as our independent contractor, but you must not describe yourself in any way as our employee or agent. You have no authority to bind, and must not bind, us in any manner, without our prior written consent. These Terms are not intended to create a relationship between the Parties of partnership. joint venture. agency or employer/ employee. Neither Party has authority to create, assume or otherwise enter into any agreement that imposes rights or obligations on the part of the other Party. 28.10 Force Majeure: We will not be liable for any delay or failure to perform our obligations under these Terms if such delay is due to any circumstance beyond our reasonable control.

28.11 Communications: You must not exchange personal contact details with Clients or the parents or guardians of Clients, or communicate directly with Clients outside of the Online Platforms (or messaging services attached to your Accounts Only we are

statute and whether involving a third party or a Party to these Terms or otherwise:

Commission has the meaning given to it in these Terms:

Confidential Information includes confidential information about either Party. their credit card or payment details, and the business, structure, programs, processes, methods, operating procedures, activities, products and

(g) services, trade secrets, know how, financial, accounting, marketing and technical information, Client and supplier lists (including prospective Client and supplier information), ideas, concepts, technology, and other information of either Party whether or not such information is reduced to a tangible form or marked in writing as "confidential";

(h)Confirmation Email means the email received by you from us, confirming your Registration, and attaching and forming part of these Terms;

(i)Consequential Loss means any Claims (whether direct, indirect, incidental, special, consequential and/or incidental) for loss of profits, revenue, production, opportunity. access to markets, goodwill, reputation or any loss or damage relating to business interruption or otherwise, suffered by you or made against you, arising out of or in connection with these Terms, even if we were expressly advised of the likelihood of such loss or damage;

(j) Client means a user, being a person, organisation or entity. who has made a Booking:

(k)End Date has the meaning given to it in these Terms:

(1)Fees means the tutoring fees per hour payable to the Tutor for the Services, as set out in the Confirmation Email, in accordance with these Terms: GST has the meaning it has in the A New Tax System (Goods and Services Tax) (m) Act 1999 (Cth): Intellectual Property Rights mean all present and future rights in or to any

(n) patent, copyright, database rights, registered design or other design right, utility model, trade mark (whether registered or not and including any rights in get up or trade dress brand name, service mark, trade name, eligible layout right, chip topography right and any other rights of a proprietary nature in or to the results of intellectual activity in the industrial, commercial, scientific, literary or artistic fields, whether registrable or not, including all renewals, extensions and revivals of, and all rights to apply for, any of the foregoing rights; Laws means any relevant law, legislation, ordinance, regulation, by-- law,

(o) subordinate legislation, standard and code, and any approval, licence or consent issued by a government department or statutory authority in any relevant jurisdiction, and including any renewal of, or variation to. any of them (and including any fee, rate, tax, levy and charges payable in respect of any of them): Materials means any materials and resources provided by us to you under these

(p) Terms:

(q)Online Platforms means online technology platforms, software and/or communication systems, including, but not limited, to video conferencing software, document collaboration and chat software used to deliver The Study Hub Services, which is either provided by us and/or third party providers;

(r)Payment Amount means the Client pricing payable by the Client for the Services under the Booking:

(s)Pre-existing Intellectual Property has the meaning given to it in these Terms:

(t)Registration has the meaning given to it in these Terms:

(u) Scheduled Booking means the booked tutoring service in which the Services

(v) are to be provided by you, as further particularised in the Confirmation Email: Site means our website (https://The Study Hub.com.au) as supplemented,

(w) varied or replaced from time to time: Services means the Services set out in the Schedule provided by the Tutor, and

(x) as further particularised in the Confirmation Email: The Study Hub Services means any tutoring, education, mentoring or services (y) (including any servers, systems, software (including cloud-based technologies), products, materials or Online Platforms used in connection with The Study Hub Services) and all associated marketing. administrative and support services provided by The Study Hub:

Schedule means a schedule to these Terms:

(z)Tutor Intellectual Property has the meaning given to it in these Terms: and (aa) Confirmation Email as contemplated by these Terms, as amended in accordance with its terms.

Terms mean these Terms and Conditions, together with any schedules or

For any questions or notice, please contact us at:

authorised to communicate with Clients and approve matters related to the Services and these Terms.

28.12 Notices: Any notice in connection with these Terms will be deemed to have been duly given when made in writing and delivered or sent: (a) by us, to your email address, postal address, or to the messaging service attached to your Account, and (b) by you, using the contact details below. 28.13 Waiver: Any failure by a Party to insist upon strict performance by the other of any provision in these Terms will not be taken to be a waiver of any existing or future rights in relation to the provision. No waiver by us of any of these Terms shall be effective unless we expressly state it is a waiver and we communicate to you in writing. 28.14 Severability: If any of these Terms are determined by any competent authority to be invalid, unlawful or unenforceable to any extent, such term, condition or provision will to that extent be severed from the remaining terms, conditions and provisions which will continue to be valid to the fullest extent permitted by law. 28.15 Jurisdiction and Applicable Law: These Terms are governed by the laws of NSW and the Commonwealth of Australia and subject to the exclusive jurisdiction of the courts operating in NSW. The Site may be accessed throughout Australia and overseas. We make no representation that the Site complies with the laws (including intellectual property laws) of any country outside Australia. If you access the Site from outside Australia, you do so at your own risk and are responsible for complying with the laws in the place where you access the Site. 28.16 Entire Agreement: These Terms and any document expressly referred to in them represent the entire agreement between you and us and supersede any prior agreement, understanding or arrangement between you and us, whether oral or in writing. 28.17 Amendment: No amendment to these Terms or the Services will be valid unless approved in writing by us. The Study Hub periodically reviews the Terms and reserves the right to change the Terms at our absolute discretion, without any notice to you, by updating this document. You should review this document, as available on the Site, regularly as any changes to the Terms take immediate effect from the date of the publication on this document. We will provide you with 14 days' notice of the varied performance of the Services following any such amendments will be deemed to be confirmation that you accept those amendments. If you have reasonable grounds to terminate these Terms without penalty within 7 days of receiving notice of the varied Terms. We recommend that you check the current Terms before providing Services or purchasing a product or service.

Terms if we determine that the amendment is material, at our discretion. Your

believe that the varied Terms will be materially detrimental to your rights, you may

29.1 In these Terms, unless the context otherwise requires: (a) other Accounts on our Site and Online Platforms used to provide the Services, in accordance with these Terms: (b)Booking means a reservation made by a Client on the Site for Services to be carried out at a scheduled time and duration; (c)Booking Request means the SMS, notification and email sent by The Study Hub to the Tutor to convey a Booking and to seek the Tutor's acceptance of a Booking: Claim / Claims includes a claim, notice, demand, right, entitlement, action, proceeding, litigation, prosecution, arbitration, investigation, judgment, award, damage, loss, cost, expense or liability however arising, whether present, unascertained, immediate, future or contingent, whether based in contract, tort or

Account means the profile that you create to provide the Services, including any

The Study Hub Tuition www.thestudyhub.com.au