Terms & Conditions of Use

Date: 22 September 2016

Version: 2.1 (Contractor)

Blue Glue Pty Ltd ACN 105 811 372 (‘we’, ‘us’, ‘our’, ‘ours’ or ‘BG’) operates an online Contractor Competency System (CCS) on https://ccs.blueglue.com.au (Site) which acts as a platform to allow Contractors (‘you’ or ‘your’) to input their Information into the CCS for the purpose of being considered by Clients for jobs on a project by project basis.

By registering for CCS, inputting information and paying the Registration Fee, you agree that you have read and accepted all the following Terms and Conditions and have agreed to and accepted the BG Privacy Policy. A copy of the BG Privacy Policy relating to the collection and use of Personal Information (as that term is defined in the Privacy Policy) may be found at https://ccs.blueglue.com.au/policies/privacy-policy

1. What is CCS?

  1. The CCS provides an online platform which enables its Clients to more effectively manage their procurement and human resourcing needs on the various projects undertaken by the Client by providing the Client with access to a talent pool of contractors, consultants and subcontractors the Client is both familiar with and has previously worked with.
  2. Simultaneously, the CCS also provides Contractors with the opportunity to be considered and engaged by their Clients for jobs.

2. Requirements to Access CCS

2.1 Registration

Registration for the CCS platform is by invitation only. In order to be invited on to the CCS platform, you must be a Contractor and agree to the terms of these Terms and Conditions and the BG Privacy Policy.

2.2 Access

  1. On registration being granted to the CCS, we grant you a limited non-exclusive right to access and use the CCS on the terms set out in these Terms and Conditions.
  2. Your access to the CCS will be granted via a secure login username and password, which will be issued to you by us. You are responsible for:
    1. providing and maintaining accurate, current and complete information about yourself and your employees as may be required by any registration forms on the CCS; and
    2. the security of your username and password.
  3. We are not responsible for any change to a username or password and of any suspected or actual unauthorised access to a username or password.
  4. You must notify us immediately of any change to a username or password and of any suspected or actual unauthorised access to a username or password.
  5. For the avoidance of any doubt, we will not be liable for any loss that you may incur as a result of someone else using your username and password.
  6. We reserve the right to cancel a username or password at any time in our absolute discretion.

Once you have accepted the Client’s invitation, your CCS company and employee data will pass to the Client access control system known as the National Safety System (NSS).

2.3 Registration Fee

  1. You must pay the Registration Fee prior to being granted access to the CCS and then pay the Renewal Fee on each anniversary of the registration date (Renewal Date) in order to retain access to the CCS.
  2. Payment may be made by you by way of a credit card online payment via a secure banking portal accessible through the Site.
  3. If you do not pay the Registration Fee or the Renewal Fee by the due date, your access to the CCS will be immediately suspended and, if it is not paid within a further 10 days, your account will be cancelled.
  4. For the purposes of these Terms and Conditions:

Registration Fee means the registration fee payable by you that is set by us and published on the Site at the time payment is due.

Renewal Fee means the renewal fee payable by you that is set by us and published on the Site at the time payment is due.

2.4 No refund of Fees

Once payment of the Registration Fee or a Renewal Fee is made by you, no credits or refunds of such amounts will be given.

For the avoidance of doubt, access to CCS must be cancelled by you prior to the Renewal Date in order to avoid incurring a Renewal Fee. For cancellations submitted after the Renewal Date, there are no credits and no refunds.

3. Your information

3.1 Profiles

As a Contractor, you are invited to complete a profile on the CCS including but not limited to details of insurances and levels of coverage held, project experience, qualifications and accreditations and licences for your organisation and its employees.

After you have submitted your professional profile, your profile will remain largely private with only a limited profile relating to insurance coverage which will be available to the Clients on which they will be able to assess whether they will approach you regarding jobs.

3.2 Register users

Once you are an authorised user of the CCS, you may register yourself, employees, or other authorised personnel (who will use the CCS) onto the CCS.

3.3 Authority to insert data

  1. You agree that by submitting information onto the CCS, you warrant and represent that you own or are authorised to submit the information from the relevant parties to provide the relevant competency data into the CCS.
  2. You agree to indemnify us, our employees, agents and consultants and keep us and our employees, agents and consultants indemnified against any claim made by a third party which alleges that the information inserted, submitted or provided by you is a breach or violation of their intellectual property rights and/or privacy.

3.4 Correct entries

  1. You warrant that any information you post to the CCS is true, accurate and complete and is not misleading or deceptive.
  2. Should any information you have submitted to the CCS be untrue, inaccurate or may be misleading or deceptive, you agree that you will immediately update the information on the CCS.

4. Matching process

  1. After reviewing your profile, the Client may offer you a job through the CCS. If the Client approaches you with a potential job prospect, the Client will manage its terms relating to the services and payments for jobs it would like to procure your services on, using their own contracts.
  2. You are free to accept or decline any jobs as you see fit. You are expected to accept or decline a job which has been offered to you by the Client within five (5) business days and to adhere to any schedule or program you establish with the Client regarding the delivery of the job.
  3. You acknowledge that registration on CCS does not guarantee that you will be offered a job by a Client and that you may not be offered a job by that Client.

5. No reliance

  1. You acknowledge and agree that information published by BG is intended to provide general information in summary form on legal and other issues.
  2. BG does not endorse or recommend any of the jobs offered by a Client and BG strongly recommends that prior to entering into any agreement with any of the Clients, that you obtain your own independent legal, accounting, financial or taxation advice as appropriate. It is solely your responsibility to evaluate the accuracy, completeness and usefulness of all opinions, advice, services, merchandise and other information provided through CCS, the Site or on the Internet generally.
  3. In no event will BG be liable to you or anyone else for any decision made or action taken by you or anyone else in reliance on any information contained on or omitted from CCS or the Site.

6. Your general obligations

  1. You must only use the CCS in accordance with the Terms and Conditions, any directions given by us and with all local and foreign laws and regulations applicable to you, and for lawful purposes.
  2. You must not, nor cause or permit any other person to:
    1. use the CCS in a manner or for a purpose which is improper, immoral, fraudulent, which infringes any person’s rights (including Intellectual Property rights), or which restricts or interferes with the provision of the CCS by us to other users;
    2. modify, copy, distribute, transmit, display, perform, reproduce, publish, license, create derivative works from, transfer, or sell any information, software, products or services obtained from the CCS;
    3. damage, disable, overburden or impair the CCS (or any network or authorised device connected to the CCS);
    4. use or attempt to use any unauthorised means to modify, reroute or gain access to the CCS; or
    5. use the CCS to harm, threaten or harass another person, organisation, BG or a Client.
  3. At all times, you must:
    1. be honest and faithful in all your dealings;
    2. not engage in any unsound, unethical or improper business;
    3. provide full and correct information to us, and provide truthful representations to us, in all matters relating to the Terms and Conditions; and
    4. ensure at all times that your conduct does not cause any nuisance or disruption to us or our Clients.
  4. If you do so, we may cancel your account and your ability to access the CCS, and pursue other legal remedies. We may take any legal action we deem appropriate against users who violate our systems or network security, this agreement or any additional terms referenced in this agreement. Such users may also incur criminal or civil liability.

7. Termination of Registration

7.1 Termination by BG or Client

We or the Client may at their sole discretion without prior notice terminate or restrict your access to the CCS if:

  1. either we or the Client reasonably believes that you have breached these Terms and Conditions and/or the BG Privacy Policy;
  2. either we or the Client reasonably believes a breach of these Terms and Conditions and/or the BG Privacy Policy may occur; or
  3. BG receives instructions from its Client to do so.

7.2 Following Termination

If your access to the CCS is terminated, you must immediately destroy or return to BG, at BG’s request, all copies of any downloaded material in your possession or control. BG does not have any obligation to return data to you or delete the data submitted by you to the CCS if your access to the CCS is suspended or terminated (unless the data is classified as Personal Information).

7.3 Survival

For the avoidance of doubt, termination does not affect any accrued rights or liabilities of either you or us nor does it affect any provision which is expressly or by implication intended to operate after termination.

8. Acknowledgements

  1. You acknowledge that we make no representation or guarantees regarding the frequency, quantity, and type of jobs you may receive or in which you may be chosen to participate by Clients.
  2. You acknowledge and agree that we and the Client have full control over your registration to the CCS. This control includes the right to end your access to the CCS, prohibit your future use of the CCS or alter your access to the CCS at anytime.
  3. You acknowledge and agree that while BG takes all due care in ensuring the privacy and integrity of the information you provide, the possibility exists that this information could be unlawfully observed by a third party while in transit over the Internet or while stored on CCS, BG systems or on the Site. BG disclaims all liability to you to the greatest extent possible pursuant to law should this occur.
  4. You acknowledge and agree that any content that is provided by the CCS or on the Site is provided by BG in its absolute discretion and content may be revised or changed at short notice.
  5. You acknowledge and agree that, in respect of each Client:
    1. we do not have any involvement in the contractual engagement process between you and the Client;
    2. you are responsible for evaluating, and bearing the risks associated with the use of information provided, including your reliance on the accuracy, completeness and usefulness of it;
    3. we are not responsible for the terms of any services arrangement between you and the Client, which is made between you and the Client directly;
    4. any personnel of that Client is not our employee or agent and we assume no responsibility for any act or omission of that Client or any of its personnel;
    5. we are not responsible for resolving any dispute between you and that Client;
    6. you are responsible for the acts that occur under your account and you are liable for the acts, defaults and omissions of any person who accesses your account, as if they were acts, defaults or omissions by you; and
    7. a client may assist your organisation from time to time with adding and editing employee information to facilitate onsite induction processes in the access control system.

9. Representations and warranties by You

Each time you input information into the CCS, you make the following representations and warranties for the benefit of us:

  1. You understand and are able to comply with each of the Terms and Conditions, the BG Privacy Policy and all applicable laws and regulations;
  2. You have complied with each of the Terms and Conditions, the BG Privacy Policy and all applicable laws and regulations;
  3. You are not aware of any breaches of the Terms and Conditions, the BG Privacy Policy and all applicable laws and regulations by you or any of your employees or authorised personnel; and
  4. There are no facts or circumstances which have not been disclosed to us which, if disclosed, might reasonably be expected to adversely affect our decision to allow you to register.

10. No representations and warranties by Us

  1. You acknowledge that neither we, nor any person acting on behalf of us, has made any representation or other inducement to you to enter into these Terms and Conditions, except for representations or inducements expressly set out in these Terms and Conditions.
  2. BG takes no responsibility and assumes no liability as to the truth or accuracy for any information which is submitted by you or any third party to CCS, or for any loss or damage thereto, nor is BG liable or responsible for any mistakes and omissions you may encounter while using the CCS.
  3. BG makes no warranty or guarantee that this Site will be uninterrupted, timely, secure or error-free.

11. No right to Intellectual Property

Nothing in these Terms and Conditions or use of the CCS or as a result of the payment of the Registration Fee transfers, assigns, licenses or gives any other right to you in respect of BG’s Intellectual Property rights in the CCS or any other BG product.

12. Confidentiality

You will keep confidential all material and information (other than material or information which is in the public domain), concerning the Client, CCS and your access to the CCS.

13. Privacy Policy

  1. Any information provided by you via the CCS may be collected and used by BG in accordance with its Terms and Conditions and the BG Privacy Policy.
  2. You understand that:
    1. you do not have an obligation to provide any Personal Information to BG through its CCS platform, or agree to these Terms and Conditions and the BG Privacy Policy, but in the event that you do not, BG will be unable to register you to use, and provide you with access to the CCS; and
    2. you may make enquiries or complaints about our handling of your Personal Information in accordance with the BG Privacy Policy.

14. Indemnity

You agree to indemnify us and our officers, directors, employees and agents against any liability, claim, loss or damage directly or indirectly as a result of, or caused or contributed to by, any act or omission by you in connection with:

    (a) your use of the CCS, including your reliance on any information or materials obtained through the CCS; (b) any other use of the CCS by a third party account using your CCS account; and (c) your breach of these Terms and Conditions.

15. Disclaimer

  1. We are a mere conduit in the relationship between you and the Client. Any information supplied to you is provided by third parties and does not originate from us.
  2. Use of this Site and CCS is at your sole risk, all materials, information, products, software, programs and services are provided “as is” with no warranties or guarantees whatsoever.

16. Limitation of Liability

  1. To the maximum extent permitted by law, we exclude all implied representations and warranties which, but for these Terms and Conditions, might apply in relation to your use of the CCS. Nor do we make any representation or warranty about the likelihood of any outcomes of your use of the CCS.
  2. To the extent that our liability cannot be excluded by law, our maximum liability to you will be limited to the total amount paid by you (if any) during the term of your registration.
  3. In no event will BG be liable to any party for any direct, indirect, incidental, special, exemplary or consequential damages of any type whatsoever related to or arising from this Site or any use of the CCS, or of any Site or resource linked to, referenced or accessed through this Site, or for the use or downloading of, or access to, any materials, information, products and services, including, without limitation, any lost profits, business interruption, lost savings, loss of programs or other data, even if BG is expressly advised of the possibility of such damages.
  4. This exclusion and waiver of liability applies to all causes of action, whether based on contract, warranty, tort or any other legal theories.

17. Variation of Terms and Conditions

  1. BG may amend these Terms and Conditions and any policies at any time and all amendments will take effect immediately on the posting by BG of the amended Terms and Conditions and policies on the Site.
  2. You are responsible for regularly reviewing these Terms and Conditions and policies and your continued use of CCS constitutes your agreement to any such amended Terms and Conditions and policies. If you do not agree to any amended Terms and Condition or the policies, you must stop using the CCS.

18. Assignment or novation

You must not assign or novate any rights or obligations under these Terms and Conditions or any part thereof or use of the CCS without our prior written consent.

19. Relationship between parties

Nothing in these Terms and Conditions will create an agency, partnership joint venture, employee- employer or franchisor-franchisee relationship between you or us.

20. General

  1. These Terms and Conditions contain the entire agreement between the parties about its subject matter. Any previous understanding, agreement, representation or warranty relating to that subject matter is replaced by these Terms and Conditions and has no further effect.
  2. A right may only be waived in writing and signed by the party giving the waiver.
  3. Any provision of these Terms and Conditions which is unenforceable or partly unenforceable is, where possible, to be severed to the extent necessary to make these Terms and Conditions enforceable, unless this would materially change the intended effect of these Terms and Conditions.
  4. Each party must do anything (including execute any document), and must ensure that its employees and agents do anything (including execute any document), that the other party may reasonably require to give full effect to these Terms and Conditions.
  5. If these Terms and Conditions are inconsistent with any other document or agreement between the parties, these Terms and Conditions prevails to the extent of the inconsistency.

21. Governing Law

These Terms and Conditions are governed by and must be construed according to the law applying in New South Wales. The parties hereby irrevocably submit to the jurisdiction of the courts of New South Wales.

22. Definitions

In these Terms and Conditions, the following words have the following meaning;

BG Privacy Policy means the BG policy related to privacy.

CCS means the Contractor Competency System developed and owned by BG as described herein.

Client means an organisation that BG has invited to subscribe to CCS and that invites Contractors to the CCS.

Contractor means a contractor, consultant or subcontractor who has been invited on to the CCS platform by the Client and who wishes to be engaged by the Client.

Intellectual Property means all intellectual property rights including current and future registered and unregistered rights in respect of copyright, designs, trademarks, know-how, confidential information, patents, inventions and discoveries and all other rights (including moral rights) resulting from intellectual activity in the industrial, scientific, literary or artistic fields.

NSS means the BG access control system known as the National Safety System.