Terms and Conditions

These Terms and Conditions set out the rights, obligations, and responsibilities that you (the User) and we Find Me Labour Aus Pty Ltd ACN 677 030 714 (Find Me Labour) have in relation to the use and operation of the

Find Me Labour application (Application). You should read the terms and conditions carefully before using the

Find Me Labour application.

1 Listing

1.1 Find Me Labour permits individuals over the age of 18 and corporate entities to become Users.

1.2 Upon the User clicking “Yes I acknowledge and agree to these Terms and Conditions” (or similar

phrasing) these terms and conditions will become binding on the User and Find Me Labour will allow the User to publish Projects on the Application on a non-exclusive basis that can be accepted by

Contractors who use the Application.

1.3 Find Me Labour may, in its absolute discretion, revoke, suspend, or modify any User account in its

absolute discretion if Find Me Labour reasonably forms the view that a User has breached this

Agreement, a Project Agreement and/or their conduct is detrimental to the Find Me Labour platform.

2 Term

2.1 This Agreement shall commence from the time the User acknowledges and agrees to the Terms and Conditions as contemplated in clause 1.2 and continue until such time as the Agreement is terminated

under clause 16 .

3 Projects

3.1 The User may from time to time post a Project on the Application.

3.2 Any Project posted by the User must:

(a) contain a detailed description of the Project including the specific Services that need to be carried

out to complete the Project, with sufficient detail to enable a Contractor to decide whether or not toaccept the Project;

(b) specify the City or Town and Suburb, as applicable where the Project is to be carried out;

reasonably; and

(d) specify the estimated length of time, in hours, that the User estimates it will take for the Project to

be completed (which must not be less than four hours’ work).

3.3 The User may revoke or modify a Project, or any details posted on the Application in relation to a Project

at any time before a Contractor has accepted the Project.

3.4 The User will not be charged for:

(a) creating an account; or

(b) posting a Project.

4 Project Agreements

4.1 A Project Agreement will be deemed to have been entered into between a User and a Contractor if:

(a) a User has posted a Project; and

(b) a Contractor applies for appointment to the Project; and

through the Application..

4.2 The terms of the Project Agreement are contained in Schedule 1 of this Agreement.

4.3 The User and the Contractor will be notified by the Application when a Project Agreement has been

entered into.

5 Project Completion

5.1 Upon a Contractor completing a Project Day, the Contractor will confirm on the Application that the Project Day is complete and submit the Daily Project Hours for that Project Day.

5.2 The User will be notified upon the Contractor submitting the Daily Project Hours.

5.3 Within 18 hours of the Daily Project Hours being uploaded, the User is required to either accept or reject the Daily Project Hours.

5.4 If after 18 hours of the Daily Project Hours being uploaded, the User does not reject the Daily Project

Hours, the User is deemed to have accepted the Contractor’s nominated Daily Project Hours and the

Daily Project Hours will be recorded as confirmed.

5.5 On the last Project Day of the Project, once the Daily Project Hours for that Project Day are recorded as

confirmed, the Project will be recorded as complete (“Project Completion”).

6 Project Fees

6.1 The User acknowledges and agrees that Find Me Labour will act as the Contractor’s agent for the

purposes of collecting the Project Fee and transferring the Project Fee to the Contractor less any fees payable by the Contractor to Find Me Labour and authorises Find Me Labour to deduct all or part of the Project Fee from the User’s Nominated Account and deal with the Project Fee in accordance with this

clause 6 .

6.2 At Project Completion the User must pay the Project Fee to the Contractor less the Introduction Fee, and authorises Find Me Labour to deduct that Project Fee from the User’s Nominated Account and deal with the Project Fee in accordance with clause 6.1 .

7 Referral Fee

7.1 In consideration for Find Me Labour providing the Referral to the User, the User must pay the Referral Fee to Find Me Labour.

7.2 The User must pay the Referral Fee to Find Me Labour on Project Completion and Find Me Labour is authorised to deduct that Referral Fee from the User’s Nominated Account.

8 Non-Circumvention and Finder’s Fee

8.1 The viability of the Application relies upon Contractors accepting Projects posted by Users.

8.2 The User agrees that if the User engages a Contractor by any means outside of the Application without the express written permission of Find Me Labour, the User must pay to Find Me Labour the Finder’s Fee in relation to that Contractor within 7 days after Find Me Labour gives notice to the User via the Application or in accordance with the notice provisions of this Agreement. If the Contractor fails to pay the Finder’s Fee to Find Me Labour within the said 7 days the User authorises Find Me Labour to deduct the Finder’s Fee from the User’s Nominated Account.

9 Ratings

9.1 After Project Completion, the User has the option to provide written feedback and/or a rating for the Contractor(s) who carried out the Project.

9.2 Find Me Labour may in its sole discretion edit or remove any feedback or rating if it considers in its reasonable opinion that the feedback is unreasonable or contains obscenities.

10 Relationship of the Parties

10.1 Other than as expressed in clause 6.1 , no relationship of employment, partnership or agency shall be construed from the terms of this Agreement and the parties expressly acknowledge and agree that neither party holds the requisite authority to make representations for or on behalf of the other or to bind the other to any arrangements or agreements and they shall not conduct themselves in a manner which is inconsistent with this clause.

11 Insurance and warranties

11.1 The User has and will maintain during the term of this Agreement:

(a) public liability insurance cover on behalf of itself of not less than $5 million per event with a deductible

of not more than $25,000.00 unless otherwise agreed with by the Contractor; and

(b) workplace personal injury insurance as required by applicable law on behalf of itself.

11.2 Upon request, the User will provide Find Me Labour with satisfactory proof of such cover.

11.3 For every Project Agreement, the User warrants:

(a) that any information posted by the User is, at all times, kept accurate and up to date;

(b) that it is solely responsible for the safety of the Contractor(s) and any of its personnel who are carrying out the Project; and

(c) that the Contractor can lawfully carry out the Project on the Project Site and that the Project Site is void of any health and safety risks to the Contractor.

12 Indemnity & release

12.1 The User releases and indemnifies Find Me Labour against:

(a) loss of or damage to the User’s property and the Project Site including existing property in or upon

the Project site or those places where the Project is being carried out;

(b) claims in respect of personal injury or death or loss of, or damage to, any other property;

expenses; and

(d) any claims by any Contractor or any employee, contractor, agent of the Contractor,

arising out of or because of the carrying out of a Project or under any Project Agreement how so ever

caused or by any act or omission of Find Me Labour or a Contractor or any person for whom Find Me Labour or a Contractor is responsible. Each indemnity given by the User under this Agreement is a continuing obligation separate and independent from the obligations of the User and survives

termination of this Agreement.

12.2 The User acknowledges that the Contractor is not a contractor, employee or agent of Find Me Labour

and that the Contractor is solely responsible for any action, suit, proceedings, costs, expenses, claims,

and demands whatsoever (including without limitation pursuant to contract, tort (including negligence) at law, in equity or pursuant to statute) which the User may have now, or in the future against any and all

Contractor’s.

13 Modifications to this Agreement

13.1 Find Me Labour may from time to time modify the terms of this Agreement.

13.2 If Find Me Labour decides to make changes to these terms and conditions (Changes) Find Me Labour will send the User a notification through the Application specifying the Changes (Notification).

13.3 Upon being sent a Notification, the User will be given the option to accept the Changes.

13.4 If the User accepts the Changes the Agreement will automatically be amended to incorporate the Changes from the date the User accepts the Changes.

13.5 If the User does not accept the Changes:

(a) the Application and these terms and conditions will continue to apply with respect to Projects posted on the Application before Find Me Labour gives the Notification; and

(b) Find Me Labour may, at its discretion, prevent the User from posting Projects on the Application after

Find Me Labour gives the Notification.

14 Assignment

14.1 Find Me Labour may assign its Rights or Obligations under this Agreement.

14.2 The User may not assign its Rights or Obligations under this Agreement.

15 Termination

15.1 The User is under no obligation to use the Application.

15.2 Either Find Me Labour or the User may terminate this Agreement at any time by giving notice to the other

party.

15.3 If this Agreement is terminated:

(a) the Application and these Terms and Conditions will continue to apply with respect to Project

Agreements entered into before this Agreement is terminated;

(b) No Project Agreements will be entered into after this Agreement is terminated; and

16 Non-exclusivity

16.1 This Agreement is non-exclusive, and the User may at its absolute discretion use any other similar on-demand platform.

17 GST

17.1 If any Supply made by one party (Provider) to the other (Recipient) under this Agreement is a

Taxable Supply, then:

(a) in relation to any consideration payable by the Recipient to the Provider under this Agreement,

the Provider shall be entitled to recover from the Recipient an additional amount on account of

GST, such amount to be equal to the amount of the Provider's GST liability in respect of the

supply calculated in accordance with the GST Act and on the basis that the consideration

otherwise payable under this Agreement is the Value of the Taxable Supply and shall be

recoverable at the time when the price is paid; and

(b) the Recipient and the Provider acknowledge and agree that each Supply made under this

Agreement is made:

(i) on a progressive or periodic basis;

(ii) for consideration that is provided on a periodic or progressive basis; and

(iii) each progressive or periodic component of the Supply is to be treated as a separate

Supply.

18 Confidential Information

18.1 The Parties must ensure that it and its personnel comply with the terms of this clause 19 .

18.2 The contents of this Agreement and the Confidential Information must be kept confidential and must not

be disclosed to any other person without the written consent of the other parties other than in the following circumstances:

(a) any disclosure required by law;

(b) any disclosure required by any applicable stock-exchange listing rules;

(d) a disclosure to bankers or other financial institution of the party, to the extent required for the

purpose of raising funds or maintaining compliance with credit arrangements, if such banker or

financial institution first gives a binding covenant to the other parties to maintain confidentiality, in

form and substance satisfactory to the other parties.

18.3 A party, at the written request of the other party, is required to immediately deliver to the requesting

party all records and documents, including, without limitation, all copies or records containing or referring to Confidential Information which are in its possession, power or control, or (at the party’s

request) delete all copies of such documents in its possession, power or control, including electronic copies unless such information is required by the party to meet its statutory obligations.

18.4 This clause 19 survives the expiration or termination (for any reason) of this Agreement and is in

addition to and not in derogation of obligations at law or under any law or trade or professional custom or use.

19 Dispute Resolution between Find Me Labour and the User

19.1 Where a point of difference arises between any of the parties to this Agreement in relation to any issue,

matter or thing (‘dispute’), it will be resolved by reference to the dispute mechanism set out in this clause.

19.2 Within 7 days of either party notifying the other party of the dispute that party must nominate in writing a

representative authorised to settle the dispute on their or its behalf (as the case may be).

19.3 Each party must ensure that for 10 days after a notice of dispute is given (or longer period agreed

between the parties) its representative (as the case may be) use their best endeavours, acting in the

utmost good faith with the other representatives and parties to this Agreement to resolve the dispute.

19.4 If a dispute has not been resolved within 28 days of service of the notice of dispute that dispute must be referred to an expert agreed by the parties or, if they cannot agree within a further 7 days, the expert must be appointed by a person appointed by the President of the Queensland Law Society.

19.5 An expert appointed under this clause:

(a) must be given a copy of the dispute notice;

(b) must be instructed to give a written decision setting out what was taken into account, what was disregarded and his respective weightings; and

19.6 The parties must each:

(a) use their best endeavours to make available to the expert all information and materials the expert needs to determine the dispute; and

(d) ensure that his respective employees, agents or consultants do the same and are available to give information to the expert.

19.7 The parties may make oral and written submissions to the expert.

19.8 The parties must pay the expert’s costs as decided by the expert and failing a decision, then equally.

20 Disputes between the User and Contractor about Daily Project Hours

20.1 In the event of a dispute between the User and a Contractor about Daily Project Hours, Find Me Labour

agrees to act as arbitrator to make a determination in relation to the dispute and the User agrees to accept and be bound by that determination.

21 Waiver

21.1 A party's failure or delay to exercise a power or right does not operate as a waiver of that power or right.

21.2 The exercise of a power or right does not preclude either its exercise in the further or the exercise of any other power or rights.

21.3 A waiver is not effective unless it is in writing.

21.4 Waiver of a power or right is effective only in respect of the specific instance to which it relates and for the specific purpose for which it is given.

22 Miscellaneous

22.1 A notice or other communication (Notice) connected with this Agreement has no legal effect unless it is in writing and:

(a) delivered by hand at the address of the addressee set out in this Agreement or subsequently

notified;

(b) sent by post, postage pre-paid, to that address;

(d) posting on the portal available to you on Application.

22.2 A Notice is deemed given and received:

(a) if delivered, upon delivery;

(b) if sent by post on the second Business Day (to the address to which it is posted) after posting; or

otherwise on the next Business Day at the place of receipt;

(d) if posted on the portal available to you on the Application, on actual delivery.

22.3 Each party must pay its own costs and disbursements connected with the negotiation, preparation and

execution of this Agreement.

22.4 If anything in this Agreement is unenforceable, illegal or void then it is severed and the rest of this Agreement remains in force.

22.5 This supersedes any prior agreement or understanding or anything connected with that subject matter

23 Governing Law and Jurisdiction

23.1 The law of Queensland governs this Agreement.

23.2 The parties submit to the non-exclusive jurisdiction of the courts of Queensland.

24 General Provisions

24.1 Each party to this Agreement shall do all things and sign, execute and deliver all Agreements and other

documents as may be legally necessary or reasonably required of it by notice from another party to carry

out and give effect to the terms and intentions of this Agreement and to perfect, protect and preserve the Rights of the other parties to this Agreement.

24.2 This Agreement shall, so far as possible, be interpreted and construed so as not to be invalid, illegal or unenforceable in any respect, but if a provision, on its true interpretation or construction is held to be illegal, invalid or unenforceable:

(a) that provision shall, so far as possible, be read down to the extent that it may be necessary to

ensure that it is not illegal, invalid or unenforceable and as may be reasonable in all the

circumstances so as to give it a valid operation; or

(b) if the provision or part of it cannot effectively be read down, that provision or part of it shall be

deemed to be void and severable and the remaining provisions of this Agreement shall not in any

way be affected or impaired and shall continue notwithstanding that illegality, invalidity or unenforceability.

24.3 This Agreement constitutes the entire agreement between the Parties and supersedes all prior representations, agreements, statements and understandings, whether verbal or in writing.

24.4 Subject to any provision to the contrary, this Agreement shall endure to the benefit of and be binding upon the Parties and their successors, trustees, permitted assigns or receivers but shall not endure to the benefit of any other persons.

24.5 The covenants, conditions and provisions of this Agreement which are capable of having effect after the expiration of the Agreement shall remain in full force and effect following the expiration of the

Agreement.

24.6 If for any reason, the terms of the overview are inconsistent with the detailed terms, the detailed terms will prevail.

25 Delivery as an Agreement

25.1 Subject to express provisions in this Agreement to the contrary, each party by signing or executing this Agreement is deemed to unconditionally sign, seal and deliver this Agreement as an Agreement, with

the intention of being immediately legally bound by this Agreement.

26 Definitions

26.1 Unless the context otherwise requires:

Agreement means this document, including any schedule or annexure to it.

Application means the application that is operated by Find Me Labour that the User is given a right to use pursuant to these Terms and Conditions.

Authorised Representative means:

(a) in respect of a party which is a corporation:

(i) a company secretary or director or any officer of the corporation whose title or office

includes the words "manager" or "director"; or

(ii) a person acting with the title or in the office of manager or director; and

(b) in respect of each party, a solicitor of that party or a person nominated by Notice to the other party

as an authorised representative.

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.

Confidential Information means all information passing from a disclosing party to a receiving party

which is disclosed to or observed by the receiving party and which is regarded by the disclosing party as

confidential to it, including all aspects of the business of the disclosing party and other information

provided to the receiving party under to this Agreement. Confidential Information does not include information which:

(a) At the time of the first disclosure to or observation by the receiving party, was already in the lawful possession of that party in written form;

(b) Is in or comes into the public domain otherwise than by disclosure in breach of the Agreement; or

directly or indirectly from the disclosing party.

Contractor means a person/company which has agreed to provide Services to a User.

Contractor’s Tax Invoice means the Tax Invoice provided by Find Me Labour on behalf of the

Contractor with respect to the Project Hours.

Daily Project Hours means the total number of hours worked by a Contractor on a Project Day.

Electronic Signature means a visual representation of a persons handwritten signature which is

placed on this Agreement using DocuSign or other electronic signing platform agreed by the parties.

Estimated Project Hours means the length of time, in hours, that the User estimates it will take for the

Project to be completed in accordance with clause 3.2(d) .

Finder’s Fee means the finder’s fee in the amount of $16,928.00, calculated as $50 per hour x 8 hours

a day x 22 days x 18%.

GST means any money payable pursuant to the GST Act.

GST Act means the New Tax System (Goods and Services Tax) Act 1999.

Introduction Fee means the amount determined by multiplying the Project Hours by the Introduction

Fee Rate.

Introduction Fee Rate means the hourly introduction fee rate specified on the Application from time to time.

Obligations means any legal, equitable, contractual, statutory or other obligation, agreement, covenant,

commitment, duty, undertaking or liability.

party or parties means a party or both parties to this Agreement as the context requires.

Project means the labour job that a User has posted on the Application.

Project Agreement means the agreement entered into between the Contractor and a User with respect

to a Project pursuant to the terms of engagement in Schedule 1 of this Agreement.

Project Completion means the completion of a Project in accordance with clause 5.

Project Day means any day that a Contractor provides Services to a User which must not exceed

12 hours within any 24-hour period.

Project Fee means the Project Hours multiplied by the Project Fee Rate.

Project Fee Rate means the hourly project fee rate specified on the Application from time to time.

Project Hours means the number of hours taken by the Contractor to complete the Project.

Project Site means the location specified by the User for which the Services are to be carried out on.

Referral means the introduction of the Contractor to the User via the Application.

Referral Fee means the referral fee calculated by multiplying the Project Hours by the Referral Fee Rate.

Referral Fee Rate means the hourly referral fee rate specified on the Application from time to time.

Right includes a legal, equitable, contractual, statutory or other right, power, authority, benefit, privilege,

remedy, discretion or cause of action.

Services means the works that the Contractor has agreed to undertake pursuant to a Project

Agreement.

Supply has the same meaning as in the GST Act.

Tax Invoice has the same meaning as in the GST Act.

Taxable Supply has the same meaning as in the GST Act.

Terms and Conditions means the terms of this Agreement.

User means any person or entity that has accepted these Terms and Conditions on the Application.

User’s Nominated Account means the User’s nominated bank account or credit card.

Value has the same meaning as in the GST Act.

27 Interpretation

27.1 A reference to:

(a) All monetary amounts are in Australian dollars, unless otherwise stated.

(b) A party includes the parties' executors, administrators, successors and permitted assigns.

(d) A person includes a body corporate.

(e) A statute, regulation or provision of a statute or regulation (Statutory Provision) includes:

(i) that Statutory Provision as amended or re-enacted from time to time; and

(ii) a statute, regulation or provision enacted in replacement of the Statutory Provision.

(f) Headings are for convenience only and do not form part of this Agreement or affect its

interpretation.

(g) If a party consists of more than one person then this Agreement binds them jointly and each of

them separately.

(h) If an act must be done, or the last day upon which it may be done, falls on a specified day which

is not a Business Day, the act must be done instead on the next Business Day.

(i) "Including" and similar expressions are not words of limitation. One gender includes the other

genders.

(j) Singular includes the plural and the plural includes the singular.

(k) Where a word or expression is given a particular meaning, other parts of speech and grammatical

forms of that word or expression have a corresponding meaning.

Schedule 1

Terms of Engagement

1 Contractor Works

1.1 The Contractor warrants to the User that:

(a) at all times it shall exercise due care, skill, and diligence in carrying out and completing the

Services;

(b) the Contractor is suitably qualified and capable of completing the Services under the Project

Agreement;

(d) it has accepted the terms of the Project.

2 Safety and Security

2.1 The User must ensure that the Contractor can lawfully carry out the Project on the Project Site and that

the Project Site is void of any health and safety risks to the Contractor. The User is solely responsible for

the safety of the Contractor(s) and any of its personnel who are carrying out the Project.

2.2 The Contractor must be allowed all reasonable access to the Project Site for the purpose of carrying out

the Services.

2.3 The Contractor will comply with all reasonable directions, procedures and policies relating to occupational

health and safety and security issued by the User.

3 Maximum Hours

3.1 The maximum number of hours that a Contractor is allowed to be engaged in any Project Day is 12 hours.

3.2 Any Contractor who has been engaged in a Project for a period of 12 hours in a Project Day must not

start a new Project without a minimum 8-hour break from the conclusion of that Project Day.

3.3 If a Contractor is engaged to in relation to a Project which spans over more than one Project Day, the

User must ensure that there is at least an 8-hour break between the completion of one Project Day and

the commencement of the next Project Day.

4 Project Agreement

4.1 A Project Agreement will be deemed to have been entered into between a Contractor and a User if:

(a) a User has posted a Project; and

(b) a Contractor has accepted the Project through the Application.

4.2 The Application will notify the User and the Contractor upon the Project Agreement being entered into.

5 Suitability of Contractor

5.1 If within 2 hours of the Contractor arriving on site to commence the Project, the User at their own

discretion determines that the Contractor is not suitable to carry out the Project, the User may terminate

the Project and no Project Fee will be payable.

6 Termination of Project

6.1 Either party may terminate the Project via the Application, provided that the termination notice is given at

least 12 hours’ prior to the commencement of the next Project Day.

7 Verification of Project Completion

7.1 At the completion of each Project Day, the Contractor is required to submit, on the Application, the Daily

Project Hours for that Project Day.

7.2 Within 18 hours of the Daily Project Hours being submitted, the User is required to either accept or reject

the Daily Project Hours submitted.

7.3 If after 18 hours of the Daily Project Hours being submitted the User does not reject the Daily Project Hours,

the User is deemed to have accepted the Daily Project Hours and the Daily Project Hours will be recorded

as accepted by the User.

7.4 On the last day of the Project, once the Daily Project Hours for that day are accepted, the Project will be

recorded as complete.

7.5 If the User rejects the Contractors submitted Daily Project Hours, the User must, by notice in writing to the

Contractor objecting to the submitted Daily Project Hours to the Contractor which must contains the

grounds for its’ objection and any evidence to support its’ objection and the number of hours that the User

alleges the Contractor worked on the relevant Project Day. (Objection Notice);

7.6 If the parties are not able to reach agreement as to the Daily Project House worked by a Contractor on

any Project Day, a Dispute arises between the parties, and which must resolve pursuant to clause 8 .

8 Dispute resolution between the Contractor and the User

8.1 In the event of a Dispute, the Contractor and the User are required to:

(a) if the Contractor disputes the Objection Notice, the Contractor must within 24 hours of receiving the

Objection Notice, the Contractor must provide the User with a response notice which addresses

the grounds raised in the Objection Notice (Response Notice);

(b) if the Contractor fails to respond to the Objection Notice within 24 hours of receiving the Objection

Notice, the Contractor is deemed to have accepted the Objection Notice and that the number of

hours that the User alleges the Contractor worked on the relevant Project Day are the Daily Project

Hours;

Project Hours for a Project Day, Find Me Labour who will act as arbitrator and make a final

determination as the Daily Project Hours worked by the Contractor on the relevant Project Day.

The parties agree that the decision of Find Me Labour under this clause will be final and binding

and that neither party will have any right to commence proceedings in relation to that

determination.

9 Definitions

9.1 Unless the context otherwise requires or unless otherwise expressly defined herein, the terms

defined in this Terms of Engagement will have the same meaning as the definitions contained in the Terms and Conditions.