Giggy Pty Ltd (ABN 91 692 873 840)
Giggy & GigMate
THIS AGREEMENT is made BETWEEN Giggy Pty Ltd ACN 692 873 840 of G04, 89-99 Princes Highway, Kogarah, NSW 2217, being the operator of the Giggy and GigMate platforms, and any individual or entity who creates an account, accesses, uses, or transacts through the Giggy or GigMate platforms (“User”).
This Agreement governs the legal relationship between Giggy, Providers, and Customers with respect to the use of the Giggy and GigMate marketplace platforms in Australia, including the advertising, requesting, supplying, purchasing and payment of Goods and Services through the Platform.
1. Definitions and Interpretation
In this Agreement, unless the context requires otherwise, the following expressions have the meanings set out below.
“Access Key” refers to any login credentials, passwords or authentication tools issued to a User for the purpose of accessing the Platform.
“Agreement” means this legally binding document, including all schedules and all policies or procedures incorporated by reference, as amended from time to time.
“Business Day” means any day other than a Saturday, Sunday or public holiday in New South Wales.
“Customer” means any User who requests, books, receives or pays for Goods or Services supplied by a Provider through the Platform.
“Funds” means any monetary amounts paid by a Customer for Goods or Services, held by Giggy in its capacity as limited payment collection agent, and released to the Provider in accordance with this Agreement.
“Goods and Services” means any goods and/or services advertised, offered or supplied by a Provider to a Customer through the Platform.
“GST” has the meaning assigned under the A New Tax System (Goods and Services Tax) Act 1999 (Cth).
“Platform” refers to the Giggy and GigMate websites, mobile applications, online systems and any associated technology operated by Giggy in Australia for facilitating the interactions governed by this Agreement.
“Policies” means all rules, guidelines, standards, prohibited conduct rules, review policies, non-circumvention policies, privacy policies, and other written directions published by Giggy from time to time and incorporated into this Agreement.
“Provider” means any third-party contractor or service provider who utilises the Platform to offer, supply or promote Goods or Services.
“User” includes all Providers and Customers, and any person who accesses or uses the Platform.
“User Content” means any information, images, text, documents, communications, reviews or materials uploaded or submitted to the Platform.
Interpretation: Headings are for convenience only and do not affect interpretation. References to legislation include any revised or replaced versions. The singular includes the plural and vice versa. References to a person include an individual, company or other legal entity. A reference to a document includes any variations or replacements. Expressions such as “including” or similar words are not words of limitation.
2. Acceptance
This Agreement is immediately binding upon a User when the User selects an acceptance option, clicks any electronic acknowledgment of agreement, creates a Platform account, submits or accepts a quote, or otherwise accesses or uses any part of the Platform, including through the Giggy or GigMate applications. By doing so, the User confirms that they have read, understood and accepted this Agreement and all incorporated Policies. If the User does not agree to be bound by this Agreement, the User must not access or use the Platform.
3. Licence to Use Platform
Giggy grants each User a revocable, non-exclusive, non-transferable and limited licence to access and use the Platform strictly for its intended purpose. This licence does not permit any form of copying, modification, reverse engineering, unauthorised data extraction, interference, scraping, or misuse of the Platform. The User must preserve the confidentiality and security of all Access Keys and is solely responsible for all actions taken using those credentials. Giggy may vary or restrict Platform access, features or functionality at its discretion.
4. Provider Obligations, Standards and Representations
A Provider represents, warrants and undertakes that the Provider will perform all Goods and Services with due care, skill, professional diligence and in compliance with all applicable Australian laws including work health and safety legislation, licensing laws, trade qualification requirements, environmental regulations, consumer protection laws, and the Australian Consumer Law (ACL). The Provider warrants that all information supplied to Giggy and Customers is accurate, complete and current, and that all licences, registrations, certifications and insurances required to supply Goods and Services are properly maintained and will be promptly supplied to Giggy upon request. The Provider authorises Giggy to disclose and publish the Provider’s business name, ABN or ACN, trade qualifications, reviews, images, descriptions and other relevant information for the purpose of Platform operation, verification, marketing, promotion and compliance.
5. Quotes, Pricing and Taxes
A Provider must ensure that all prices quoted to Customers represent the total amount payable and, where the Provider is registered or required to be registered for GST, such prices must clearly incorporate GST. The Provider bears sole responsibility for its own tax compliance, including GST obligations, income tax obligations and the issuing of tax invoices to Customers where required by law. Giggy may display separate fees payable by Customers or charge commissions to Providers, as disclosed through the Platform or otherwise in writing.
6. Payments, Collection Agency Authority and Release of Funds
The Provider irrevocably appoints Giggy as the Provider’s limited payment collection agent solely for the purpose of receiving Customer payments relating to Goods or Services sold via the Platform. Receipt of Funds by Giggy is deemed to be receipt by the Provider. Funds will be held by Giggy in a segregated Australian client monies account until released to the Provider in accordance with this Agreement. Funds will ordinarily be released within two to three Business Days after the earlier of (a) the Customer confirming satisfactory completion of the Goods or Services, or (b) the occurrence of deemed completion in accordance with clause 10. Giggy may deduct from Funds any commissions, fees, taxes, refunds, chargebacks, card scheme fees or adjustments authorised under this Agreement. If any negative balance arises in a Provider’s account, the Provider must promptly reimburse Giggy and Giggy may set off any amounts owed against future payouts or charge a stored payment method.
7. Non-Circumvention
Users must not make or accept payments for any Platform-originated Goods or Services outside the Platform. Any such conduct undermines the operation of the Platform and constitutes a material breach of this Agreement. If a User receives or pays any amount outside the Platform for Goods or Services that were initiated through the Platform, that User agrees that Giggy is entitled to liquidated damages equivalent to thirty per cent (30%) of the off-Platform transaction value. Giggy may recover this amount through set-off, deduction from Funds or by invoice.
8. Goods: Delivery, Risk and Title
Where a Provider supplies Goods, risk passes to the Customer upon delivery to the Customer’s premises or designated location. Title to the Goods passes to the Customer only once full payment has been received. The Provider may register any security interests relating to the Goods on the Personal Property Securities Register in accordance with the Personal Property Securities Act 2009 (Cth).
9. Reviews, User Content and Intellectual Property
Customers may publish reviews and feedback about Providers and their Goods or Services. All User Content must be honest, lawful, accurate and must not be defamatory, misleading, abusive or otherwise in breach of law. Giggy may, but is not obliged to, moderate or remove any User Content. Users grant Giggy a perpetual, royalty-free, transferrable licence to use, reproduce, publish and display any User Content for the purpose of operating, marketing and improving the Platform. All intellectual property rights in the Platform remain the exclusive property of Giggy and its licensors.
10. Dispute Resolution between Provider and Customer
The Provider and Customer must attempt in good faith to resolve any issues regarding the standard, quality, delay or scope of Goods or Services using the Platform communication tools available through Giggy or GigMate. When a Provider marks a job as complete, the Customer has forty-eight hours to either approve the release of Funds or lodge a dispute. If the Customer takes no action within seven days of the Provider’s completion notice (or such other period displayed in the job record), Giggy may deem the job to be completed and may release the Funds to the Provider. If a dispute is lodged, Giggy will hold the Funds until the Provider and Customer jointly instruct Giggy to release the Funds or until Giggy receives a binding court or tribunal order. Giggy is not an arbitrator and does not determine the merits of disputes.
11. Insurance
Providers must maintain appropriate insurance policies at their own cost, including public and products liability insurance of not less than ten million dollars for each occurrence, professional indemnity insurance of at least two million dollars where professional advice or design work is performed, workers compensation insurance as required by law, and any other insurance reasonably required for the safe and lawful provision of Goods or Services. Providers must produce certificates of currency upon request.
12. Prohibited Conduct, Suspension and Termination of Access
Giggy may suspend or terminate a User’s access to the Platform immediately where necessary to protect Customers, Providers or the public; to comply with law; or where the User engages in fraud, abusive behaviour, harassment, unsafe practices, repeated poor performance, breaches of licensing or insurance obligations, misuse of the Platform, circumvention of payment processes or any other material breach of this Agreement. Giggy may also restrict Platform access where a User is subject to investigation or regulatory inquiry.
13. Warranties, Consumer Guarantees and Limitations of Liability
Nothing in this Agreement excludes, restricts or modifies any rights or remedies that cannot be excluded under the ACL or any other applicable Australian law. To the extent permitted by law, Giggy provides the Platform “as is” and does not warrant that the Platform will be free from errors, interruptions, delays, inaccuracies or technical limitations. Providers remain solely responsible for the Goods and Services they supply, and Giggy is not liable for the acts or omissions of Providers. Subject to the ACL, and to the extent permitted by law, the aggregate liability of Giggy to any User for any loss, claim, liability or damage arising under or in connection with this Agreement is limited to the lesser of one thousand Australian dollars or the amount of fees paid by that User to Giggy in the six months preceding the event giving rise to the claim. This limitation does not apply to liability that cannot be limited by law, or to liability for fraud or wilful misconduct.
14. Indemnity
Each User indemnifies Giggy, its directors, officers, employees and contractors against all loss, liability, damage, expense, claim or cost arising out of or in connection with any breach of this Agreement by the User, any Goods or Services supplied by a Provider, any User Content, any negligent or unlawful act or omission of the User, and any claim brought by a Customer or third party that relates to the User’s conduct. This indemnity does not apply to the extent that the loss was caused by Giggy’s own negligence or breach of law.
15. Privacy and Data Protection
Giggy collects, uses and stores personal information in accordance with the Privacy Act 1988 (Cth) and the Australian Privacy Principles. Giggy’s Privacy Policy (applicable to both Giggy and GigMate) forms part of this Agreement. Users consent to Giggy storing and processing data for the purposes of verifying identity, facilitating payments, matching Customers and Providers, managing disputes, improving the Platform, and complying with legal obligations. Users must not upload personal information about another individual unless that individual has consented.
16. Variation of Terms
Giggy may vary this Agreement and any incorporated Policies at any time. The version of the Terms in force at the time of the relevant transaction or interaction governs that transaction. Giggy will notify Users of material changes via email or the Platform. Continued use of the Platform constitutes acceptance of updated Terms.
17. Termination
Either Giggy or a User may terminate this Agreement on seven days’ written notice, except where a job is in progress, in which case the termination takes effect only after completion and payment of all related Funds. Giggy may terminate this Agreement immediately for a material breach. Upon termination, the User must cease using the Platform and Giggy may disable access.
18. Contract Formation and Hierarchy of Terms
The User acknowledges that whenever a Customer accepts a Provider’s quote or offer through the Platform and such acceptance is recorded in the job record, a binding agreement is formed between the Customer and the Provider for the supply of the relevant Goods or Services. The job record, the accepted quote and any written instructions exchanged through the Platform form the terms of that agreement and operate subject always to this Agreement, which prevails to the extent of any inconsistency. Nothing in this clause alters the legal relationship between Giggy and any User, and Giggy is not a party to any agreement between a Provider and a Customer.
19. Platform Not a Supplier of Goods or Services
The User acknowledges that the Platform operator does not supply, supervise, control or warrant the Goods or Services performed by Providers and that Giggy’s role is limited to providing the Platform and acting as a limited payment collection agent for the Provider. All responsibility for the suitability, legality, safety, accuracy, workmanship and performance of any Goods or Services rests with the Provider. This Agreement must not be interpreted as creating any partnership, joint venture, fiduciary relationship or employment relationship between Giggy and any Provider. No agency relationship exists except to the limited extent required for Giggy to collect Funds on behalf of Providers.
20. Electronic Communications and Notices
The User consents to receive all communications, notices, disclosures and records from Giggy electronically, whether delivered by email, through the Platform or by any other electronic means used by Giggy. A communication is deemed to have been received at the time of transmission unless Giggy receives a notification of non-delivery. A communication made available within a User’s Platform account is deemed to have been received when first accessible to the User. The User agrees that such electronic communications satisfy all legal requirements for written communications under the Electronic Transactions Act 2000 (NSW).
21. Identity, Licensing and Insurance Verification
Giggy may at any time require a Provider to verify their identity, licences, registrations, qualifications or insurance coverage and may suspend or restrict the Provider’s access to the Platform until such verification is completed to Giggy’s satisfaction. The Provider authorises Giggy to conduct verification enquiries through third-party services where permitted by law. Giggy may refuse access or suspend a Provider where Giggy reasonably believes that information supplied is false, misleading, expired, incomplete or incapable of verification. The Provider remains solely responsible for maintaining all licences, qualifications and insurances required by law regardless of any verification process conducted by Giggy.
22. Anti-Money Laundering, Sanctions and Regulatory Compliance
The User warrants that their use of the Platform does not contravene any applicable anti-money laundering, counter-terrorism financing, fraud-prevention or sanctions laws. Giggy may carry out identity checks, fraud investigations and sanctions screening as it considers necessary to comply with its legal obligations. Giggy may refuse, delay, cancel or reverse any transaction or payout and may share information with government authorities or regulators where required by law. The User must provide such information as Giggy reasonably requests to assist Giggy in meeting its regulatory obligations.
23. Refunds, Chargebacks and Giggy’s Authority
The User acknowledges that Giggy may process refunds, respond to chargebacks or reverse transactions where required by applicable law, card scheme rules, financial institutions, or binding court or tribunal orders. Where a refund or chargeback relates to Goods or Services supplied by a Provider, the Provider shall be responsible for the refunded amount and all associated fees, assessments or losses. Giggy is authorised to deduct these amounts from Funds held for the Provider, from future payouts, or from any stored payment method. If a shortfall remains, the Provider must pay such amount to Giggy upon demand.
24. Platform Availability and Service Interruptions
Giggy does not guarantee that the Platform will be available at all times or will operate without interruption, error, delay, security vulnerability or data loss. Maintenance, upgrades, outages, telecommunications failures, third-party interruptions and other events may affect Platform availability. To the fullest extent permitted by law, Giggy shall not be liable for any loss arising from the unavailability, interruption or reduced performance of the Platform. Users acknowledge that they must not rely on the continuous availability of the Platform for time-sensitive or critical functions.
25. Customer Safety and Access Obligations
The Customer must ensure that the Provider is given safe, lawful and reasonable access to any premises or location where Goods or Services are to be supplied. The Customer must disclose all hazards, risks, restrictions, conditions or access issues that may affect the safe and lawful performance of the work and must obtain all necessary consents, permits or approvals before work commences. The Customer indemnifies the Provider and Giggy for any loss arising from unsafe or unlawful site conditions, failure to obtain consents, or failure to disclose hazards, except to the extent that such loss is caused by the negligence or breach of law by the Provider or Giggy.
26. Content Moderation and Removal Rights
Giggy may remove, restrict, edit, disable or moderate any User Content at any time where Giggy considers, acting reasonably, that such content is false, misleading, defamatory, abusive, offensive, unlawful, harmful or contrary to this Agreement or Giggy’s Policies. Giggy may suspend or terminate the User’s access to the Platform for repeated violations of this Agreement in relation to User Content. Nothing in this clause obliges Giggy to monitor User Content or to engage in active moderation.
27. Data Retention and User Backups
The User acknowledges that Giggy does not guarantee the retention, storage or ongoing availability of any User Content, communications or data. Giggy may archive, delete or modify data in accordance with its operational, legal or security requirements. Users are solely responsible for maintaining their own copies or backups of any information they wish to retain. Giggy is not liable for loss of data except to the extent required by law.
28. Survival of Clauses
Any clause of this Agreement which by its nature is intended to survive termination shall continue in full force and effect after termination, including but not limited to clauses relating to indemnities, limitations of liability, intellectual property, privacy and data protection, non-circumvention obligations, refund and chargeback liabilities, and any accrued rights or obligations that existed prior to termination.
29. Additional Governing Law Clarification
This Agreement is governed exclusively by the laws of New South Wales, Australia. However, the parties acknowledge that the performance of certain Goods or Services may also be subject to mandatory safety, access, building, licensing or environmental requirements under the laws of the State or Territory in which the Goods or Services are physically performed. Nothing in this clause limits the application of such mandatory local requirements.
30. General Provisions
Any provision that is void, illegal or unenforceable may be severed without affecting the enforceability of remaining provisions. No failure or delay by Giggy to exercise any right operates as a waiver. This Agreement constitutes the entire agreement between Giggy and the User and supersedes all prior arrangements. This Agreement is governed by the laws of New South Wales and the parties submit to the non-exclusive jurisdiction of the courts of New South Wales and the Commonwealth of Australia.