booth x


    Awping Vines Enterprises PTY LTD A.C.N. 634270081 of U11, 125 Rooks Road, Nunawading.

    AND: (the Contractor)


    • A. Awping Vines Enterprises PTY LTD carries on the Business and the parties have agreed that Awping Vines Enterprises will engage the Contractor to provide the Services.

    • B. The Contractor will be engaged as an independent contractor, performing work in connection with the Business.

    • C. The parties have reached an agreement for the engagement upon the terms and conditions set out in this document.

      • (a) Purpose of this agreement (a) The Company wishes to engage an independent contractor to provide sales and rental for mobile photobooth services to the Company.

      • (b) You have represented to the Company that you possess the necessary expertise to provide sales and rental mobile photobooth services, including those listed in Schedule 1 of this agreement.

      • (c) The Company wishes to appoint you, and you are willing to accept such appointment, as contractor for the Company on the terms and conditions set out in this agreement.

    • (d) Rates – Awping Vines Enterprises:

    Rental Sales – Lavish Photo Booth Products

      • Contractors are paid $30 per hour

      • Commission of $20 dollars per rental sale after the 1st sale each week (Monday-Sunday)

    Open/Enclosed/Social/Retro Booths

      • Commission of $40 dollars per rental sale after the 1stsale each week (Monday-Sunday)

    Product Sales – Foto Master Product Sales

      • Contractors are paid $350 if any lead recommendation that leads to a conversion

    2. Engagement

    The Company engages you to provide the Services described in Schedule 1 (Services) subject to the terms and conditions in this agreement.

    3. Duration

    This agreement will commence on [Commencement Date] and will continue until terminated in accordance with this agreement (Term).



    1.1 In this Agreement, unless the context otherwise requires, the following shall apply:

    • 1.words importing the singular include the plural and vice versa and words importing a gender include other genders;

    • 2.where a word or phrase is given a particular meaning, other parts of speech or grammatical forms of that word or phrase have a corresponding meaning;

    • 3.reference to a clause or schedule shall be construed as references to a clause of or schedule to this Agreement;

    • headings appearing at the beginning of a clause shall be deemed to be part thereof and are inserted for reference only;

    • 5.a reference to a party shall be construed as a reference to a party to this Agreement.

    • 6.A reference to a document or Agreement including this Agreement includes a reference to that document or Agreement as amended, novated, supplemented, varied or replaced from time to time.


    2.1 In this Agreement, unless the context otherwise requires:

    • Business means the business carried on by Awping Vines Enterprises, as described in Item 2 of the Schedule.

    • Business Day means a day that is not a Saturday, Sunday or any other day which is a public holiday or a bank holiday in the place where an act is to be performed or a payment is to be made.

    • Commencement Date means the date specified at Item 4 of the Schedule.

    • 4.Competing Conduct means:

      • event attendance for the purpose of photographing and printing photographs, on any physical medium, at an event location; or

      • any conduct that Awping Vines Enterprises reasonably considers to be in competition with the Business.

    • Confidential Information means any confidential information belonging to Awping Vines Enterprises and includes:

      • client lists and any personal or business details relating to clients of Awping Vines Enterprises and/or the Business.

      • business and marketing plans and strategies

      • current activities and future plans relating to all or any matters of development include the time of such matters.

      • agreements and arrangements with third parties.

      • third party information disclosed in confidence to the Contractor.

      • the terms of this Agreement; and

      • any other commercially sensitive information relating to the Business.

    but does not include information that:

      • is or becomes part of the public domain otherwise by breach of this Agreement by the Contractor

      • is lawfully obtained by the Contractor from another person without any restriction as to use and disclosure

      • was in the Contractor’s possession prior to disclosure to it by Awping Vines Enterprises

      • is required to be disclosed by the operation of any law, stock exchange, judicial or parliamentary body or governmental agency.

      • Awping Vines Enterprises has authorised in writing the disclosure of the information; or

      • is disclosed by the Contractor to its professional advisors who have agreed to keep confidential the Confidential Information.

    • Contractor Payment means the amounts payable to the Contractor by Awping Vines Enterprises. All payments will be made every Wednesdays. Please refer to Recitals section (d).

    • 7. GST has the meaning given to it by section 195-1 of the A New Tax System (Goods and Services Tax) Act 1999 (Cth).

    • 8. Intellectual Property Rights includes any rights associated with inventions, copyrights, designs, trade marks, trade names, service marks, indicia of origin, business names, patents and including any right to apply for any of the
      above rights.

    • 9. Related Body Corporate has the meaning given under the Corporations Act 2001 (Cth).

    • 10. Services means the services, which Awping Vines Enterprises reasonably requires to be performed by the Contractor, including any specific duties listed at Item 3 of the Schedule.

    • Termination Date means the date specified at item 5 of the Schedule.


    • 3.1 Awping Vines Enterprises hereby appoints the Contractor to perform the Services, upon and subject to the terms and conditions set out in this Agreement.

    • 3.2 The Contractor is bound to be true and faithful to Awping Vines Enterprises, and must comply with the policies and procedures adopted by Awping Vines Enterprises, in the conduct of its business.

    • 3.3 The Contractor must perform the Services in a professional manner and present himself, or herself, in a neat and tidy way, at all time.

    • 3.4 The Contractor must complete the Services as directed by Awping Vines Enterprises.

    • 3.5 The Contractor must be punctual at all times, to ensure that the Services are properly performed.

    • 3.6 The Contractor must abide by all laws, regulations, rules, industry codes, standards and guidelines governing provision of the Services, as amended from time to time.

    • 3.7 The Contractor must not accept any payment or benefit in money or in any kind from any person as an inducement or reward for any act or omission, or in connection with any matter or business transacted by, or on behalf of,
      Awping Vines Enterprises.

    • 3.8 The Contractor must not, under any circumstances, sub-contract some or all of the Services.

    • 3.9 The Contractor must provide Awping Vines Enterprises with details of the Contractor’s A.B.N., prior to the Commencement Date.

    • 3.10 Nothing in this Agreement prohibits, or seeks to prohibit, the Contractor from engaging in other employment, occupation, consulting or other business activity.


    • 4.1 The Contractor’s appointment shall commence on the Commencement Date and shall continue until such time that it terminated in accordance with clause 14 of this Agreement.


    • 5.1 In exchange for the Contractor providing the Services and meeting its obligations under this Agreement, Awping Vines Enterprises will pay the Contractor Payment to the Contractor.

    • 5.2 Upon the Contractor’s completion of any agreed milestone, the Contractor will submit a tax invoice to Awping Vines Enterprises (Connecteam), in accordance with the agreed rate.

    • 5.3 Awping Vines Enterprises will pay the Contractor in accordance with the Contractor’s usual and reasonable payment method and terms.

    • 5.4 As an independent contractor, the Contractor has no holiday, long service or other leave entitlements, no superannuation or other entitlements and is not covered by the workers compensation insurance that covers Awping Vines
      Enterprises’s employees.

    • 5.5 As an independent contractor, the Contractor is solely liable for all liabilities relating to its payment of taxes, including but not limited to, PAYE tax and payroll tax.


    • 6.1 Awping Vines Enterprises will not be providing any equipment in terms of hardware during the initial trial period.

    • 6.2 Contractors must ensure all company property are not lost or damaged. Should any company property be damaged the contractor is obligated to immediately report to the management team. A fair and workable solution will be
      discussed between the contractor and Awping Vines Enterprises. Failure to report the damaged items will result in full compensation of cost of repairs. Photos must be taken immediately for record keeping.


    • 7.1 Awping Vines Enterprises is insured for public liability of $20,000,000.


    • 8.1 During the term of this Agreement, the Contractor may refer to himself, or herself, as a Awping Vines Enterprises Staff Member.

    • 8.2 The parties acknowledge that this Agreement is intended as a contract of services and to create the relationship of principal and contractor and not any other relationship and, in particular, not the relationship of employer and
      employee, principal and agent or the relationship of partnership.


    • 9.1 The Contractor must not engage in Competing Conduct, during the term of this Agreement, or for a period of 36 months after termination of this Agreement.


    • 10.1 The Contractor covenants and agrees to:

      • (1) treat the Confidential Information as subject to a duty of confidence;

      • (2) only disclose the Confidential Information on a need to know basis to the officers, employees and professional advisors for the purposes of this Agreement;

      • (3) advise each person to whom the Confidential Information is disclosed that the Contractor is subject to a duty of confidence, and that the Confidential Information is not to be used for any purpose other than the purposes of
        this Agreement;

      • (4) take, at the Contractor’s sole expense, whatever steps the Contractor may consider necessary to enforce the duty of confidence against any person to whom the Confidential Information has been disclosed by the Contractor and
        who is in breach of that duty;

      • (5) on request, provide Awping Vines Enterprises with a list of parties that have received the Confidential Information; and

      • (6) identify each document on its face as a confidential document for the eyes only of the Contractor.

    • 10.2 All confidential material, including copies, remains the absolute property of Awping Vines Enterprises

    • 10.3 The Contractor will securely store all confidential material, including copies.

    • 10.4 Within five (5) Business Days of a written request by Awping Vines Enterprises, and at its election, destroy or return all Confidential Information, including all copies.


    • 11.1 The Contractor acknowledges and agrees to assign from the date of its creation, any Intellectual Property Rights or improvements that the Contractor may create, acquire or suggest during the term of this Agreement, whether or
      not during business hours, which may be connected in any way with the Services, or with knowledge or information acquired as a result of this Agreement.

    • 11.2 The Contractor shall fully and freely and immediately communicate to Awping Vines Enterprises the creation, acquisition or suggestion of such Intellectual Property Rights, which the Contractor agrees shall belong to, and be the
      property of, Awping Vines Enterprises absolutely.

    • 11.3 The Contractor will not receive, nor will the Contractor be entitled to receive, any additional payment from Awping Vines Enterprises, for any assignment of rights, pursuant to clause 8.1 above.

    12. WARRANTY

    • 12.1 The Contractor warrants to Awping Vines Enterprises that he or she is entitled and permitted to provide the Services, to Awping Vines Enterprises, as required under this Agreement.


    • 13.1 A party must not start arbitration or court proceedings (except proceedings seeking interlocutory relief) in respect of a dispute arising out of this Agreement (Dispute) unless it has complied with this clause.

    • 13.2 A party claiming that a Dispute has arisen must notify each other party to the Dispute giving details of the Dispute.

    • 13.3 During the 20-day period after a notice is given under clause 13.2 (or longer period agreed in writing by the parties to the Dispute) (Initial Period) each party to the Dispute (Disputant) must use its reasonable efforts to
      resolve the Dispute.

    • 13.4 If the Disputants are unable to resolve the Dispute within the Initial Period, each Disputant agrees that the Dispute must be referred for mediation, at the request of any Disputant, to:

      • (1) a mediator agreed on by the Disputants; or

      • (2) If the Disputants are unable to agree on a mediator within seven days after the end of the Initial Period, a mediator nominated by the then current Chairman of LEADR or the Chairman's nominee.

    • 13.5 The role of any mediator is to assist in negotiating a resolution of the Dispute. A mediator may not make a decision that is binding on a Disputant unless that Disputant has so agreed in writing.

    • 13.6 Any information or documents disclosed by a Disputant under this clause:

      • (1) must be kept confidential; and

      • (2) may not be used except to attempt to resolve the Dispute.

    • 13.7 Each Disputant must pay its own costs of complying with this clause. The Disputants must pay equally the costs of any mediator engaged.

    • 13.8 After the Initial Period, a Disputant that has complied with clauses 13.1 to 13.6 may terminate the dispute resolution process by giving notice to each other Disputant.

    • 13.9 If in relation to a Dispute a Disputant breaches any provision of clauses 13.1 to 13.6, each other Disputant need not comply with this clause 13 in relation to that Dispute.


    • 14.1 Either party may terminate this Agreement, at any time, by providing the other party with 28 days’ written notice of its intention to terminate this Agreement. Upon the expiration of the period of 28 days from the date of
      service of that notice, this Agreement shall terminate.

    • 14.2 Upon termination of this Agreement, in accordance with clause 14.1, the parties shall not have any further rights against each other except in respect of any antecedent breaches of this Agreement.

    • 14.3 Awping Vines Enterprises may terminate this Agreement if the Contractor:

      • (1) commits any serious misconduct or serious breach of the Contractor's obligations under this Agreement immediately without notice;

      • (2) is guilty of willful neglect in the discharge his duties on one

      • (1) weeks’ notice;

      • (3) becomes bankrupt or goes into liquidation or makes any assignment arrangement or composition with creditors of the Contractor on the happening of the event;

      • (4) is convicted of any criminal or civil offence on conviction, other than an offence which, in the reasonable opinion only of Awping Vines Enterprises does not affect the Contractor's ability to perform their duties;

      • (5) becomes of unsound mind on appointment of a guardian; or

      • (6) breaches any obligation which is imposed on the Contractor under this Agreement, if the Contractor fails to remedy such breach within five (5) Business Days of receiving notice of that breach.

    • 14.4 Upon termination the Contractor must:

      • (1) immediately deliver to Awping Vines Enterprises, any intellectual property arising out of the work undertaken by the Contractor, or any other person working for the Contractor;

      • (2) disclaim any association with the business of Awping Vines Enterprises; and

      • (3) do all things necessary to assign to Awping Vines Enterprises (or its nominated entity), all Intellectual Property Rights that the Contractor may have been created, acquired or suggested top Awping Vines Enterprises during
        the term of this Agreement, or any further terms.


    The Contractor must not assign his or her rights and/or obligations under this Agreement.


    If any provision of this Agreement should be held to be ineffective in any way or unenforceable it shall be severed and the remaining provisions shall not in any way be affected or impaired and this Agreement shall be construed so as to
    most nearly give effect to the intent of the parties as it was originally executed.


    This Agreement may be varied by an agreement in writing signed by the parties.

    18. MERGER

    Notwithstanding the termination of this Agreement, any clause that is capable of taking effect after termination shall remain in full force and effect.


    Each party has relied entirely on its own enquiries in entering into this Agreement, which contains the whole Agreement between them superseding all prior oral and written communications.

    20. WAIVER

    • 20.1 No right under this Agreement is waived, or deemed to be waived, except by notice in writing signed by the party waiving the right.

    • 20.2 A waiver by one party under clause 20.1 does not prejudice its rights in respect of any subsequent breach of this Agreement by the other party.

    • 20.3 A party does not waive its rights under this Agreement because it grants an extension or forbearance to the other party.

    21. NOTICES

    21.1 A communication required by this Agreement, by another party to another, must be in writing and may be given to them by being:

    • (1) delivered personally; or

    • (2) posted to their address specified in this Agreement, or as later notified by them, in which case it will be treated as having been received on the third business day after posting; or

    • (3) sent by email to their email address, when it will be treated as received on that day.

    22. COSTS

    • 22.1 Awping Vines Enterprises will absorb the cost of this agreement.

    • 22.2 Awping Vines Enterprises will reimburse all parking expenses providing a receipt is provided. For all parking expenses over $20 this must be communicated to the management team.


    The laws of the State of Victoria govern this Agreement and the parties shall submit to the jurisdiction of the Courts of that State.

    Executed as an Agreement

    Executed by Awping Vines Enterprises in accordance with section 127 of the Corporations Act 2001 (Cth)



    (the Contractor)

    BUSINESS OF Awping Vines Enterprises PTY LTD

    Awping Vines Enterprises is the business of providing event photography and related services.


    The Contractor will be responsible for providing a range of services to Awping Vines Enterprises, including, but not limited to:

    • Engaging in Lavish Photo Booths Rental Sales

    • Engaging in Foto Master Product Sales

    • Contractors are welcome to work outside hours (unpaid hourly rate with commission structure) on Foto Master Product Sales – Proposed plan must be submitted to your team leader and subject to approval

    • Contractors must submit all payment slips on Connecteam

    • Engaging and providing excellent customer service.


    Signature of Contractor