Entered into and between:
EDU ROOTS (PTY) LTD Registration Number: 2016/211181/07
(hereinafter referred to as “the Company”
(hereinafter referred to as “the Sub-Contractor / the Tutor”
WHEREAS the Company, being a tutoring agency that provides job opportunities for Tutors whilst rendering services to its Clients by providing them with skilled and experienced curated Tutors to tutor the proposed Student, all through our mobile app, Tutor Roots.
AND WHEREAS it is explicitly agreed to by the parties that this contract does not constitute an employment relationship between the Company and the Sub-Contractor.
THEREFORE the parties would like to agree as follows:
1.1 The Sub-Contractor will be engaged as a Tutor to render specified tutoring services to Clients of the Company as and when required by the Clients of the Company from date of acceptance.
1.2 The liaison between the Company and the Sub-Contractor will be Mrs. Andrea Roy.
2.1 As stated in the preamble of this agreement, it is agreed that the nature of this contract is a Sub-Contractor Agreement. The Company, being a Company that promotes the provision of tutorial and au pairing services to its database of Clients. Upon a Client’s request to make use of the services provided by the Company, the Company sources suitable Candidates to deem as its Sub-Contractors in providing the specified service required by the Company’s Clients.
2.2 Due to the Client’s specifications and requirements being of a specified nature and the tutorial services rendered by the Sub-Contractor not being of a full-time nature, the parties agree that the Company may make use of the Sub-Contractor’s services as and when required and further upon the availability and agreement thereto of the Sub-Contractor.
3.1 The Sub-Contractor hereby specifically confirms that he / she is duly qualified and / or competent to act as a Tutor in the specified field as per the Tutor’s application form.
3.2 The Sub-Contractor will therefore be contracted to tutor the allocated Students provided to the Sub-Contractor by the Company at such times convenient to both the Sub-Contractor and the Client of the Company.
3.3 The Sub-Contractor specifically agrees that the Company does not determine the Sub-Contractor’s hours of work and that the subcontracted services will merely be rendered at such times as requested and required by the Clients of the Company.
3.4 In the event that the Sub-Contractor fails to attend the scheduled tutorial with the Company’s Client for whatever reason, the Sub-Contractor will not be compensated for the missed tutorial. In the event that the Client of the Company and / or the allocated Student fails to attend the scheduled tutorial for whatever reason, and without prior arrangements made with the Sub-Contractor, the Client will be held liable to pay the full amount for the scheduled tutorial.
3.5 In the event that the Sub-Contractor is late for a scheduled tutorial with the Company’s Client, it is the responsibility of the Sub-Contractor to make up the lost time with the Company’s Client at such time that is convenient to both the Sub-Contractor and the Client. In the event that the Client is late for a scheduled tutorial with the Sub-Contractor, the Sub-Contractor is under no obligation to catch up the lost time due to the Client’s negligence.
4.1 It is the Sub-Contractor’s responsibility to schedule lessons on the Tutor Roots web app according to the agreed upon time, date and location for each Client.
4.2 It is the responsibility of the Client to timeously inform the Tutor if the Client intends on cancelling and / or postponing the tutorial. In the event that the Client fails to inform the Tutor and / or fails to attend the scheduled tutorial, the Client will be billed at the usual tutorial fee for one hour only and the Tutor will be paid for one hour only.
4.3 In the event that a Tutor is unable to attend a scheduled tutorial, the Tutor will timeously inform the Client of same. In the event that no suitable alternative date and time can be arranged, the Client will not be charged for the tutorial and the Tutor will not get paid.
1.1 In the event that the Client is late for a scheduled tutorial, the tutorial will still run in accordance with the scheduled time and the Client will forfeit the lost time. In the event that the Tutor is late for the scheduled tutorial, an alternative will be arranged with the Client by the Tutor to catch up the lost time.
5.1 The compensation due to the Sub-Contractor will be determined by the number of lessons scheduled via the Tutor Roots web app. The Sub-Contractor will be compensated in accordance with the hours worked on an hourly tariff based on the level of tutorial lessons taught at a rate of R130 per hour.
5.2 The payment of the compensation amount will be made monthly by way of electronic funds transfer (“EFT”) into the allocated bank account of the Sub-Contractor by the Company on the last day of each and every month.
5.3 The Company will not be responsible to pay the Sub-Contractor for lessons that have not been recorded by means of the “create lesson” lesson scheduling feature on the Tutor web app.
6.1 It is agreed to between the parties that the Sub-Contractor may render services for other companies and / or accept employment elsewhere, provided that such services and / or employment is not offered by the Client of the Company.
6.2 The Sub-Contractor therefore hereby specifically agrees that he / she will under no circumstances deal directly with a Client or a prospective Client in his / her personal capacity to advertise and / or engage in any form the Sub-Contractor’s personal tutorial services.
6.3 The Sub-Contractor agrees to disclose to the Company all and any potential employment services offered by a Client to the Sub-Contractor of a tutorial nature.
6.4 The Sub-Contractor also specifically undertakes not to accept any application for employment from a Client of the Company within a period of 1 (One) year from the last tutorial lesson taught by the Sub-Contractor on behalf of the Company. The Sub-Contractor takes note of the propriety interest and client base that the Company has built up and that is seen an asset to the Company.
6.5 The Sub-Contractor records that the undertakings given above are fair and reasonable as regards its nature, restraint and period; and necessary to protect the Company’s interests.
6.6 Each of the restraints set out above shall be construed as severable and divisible and given effect to as such; shall not be cancelled as a result of the cancellation of this agreement by reason of the default of the Company for any reason whatsoever; and shall be enforceable by the Company notwithstanding any such termination.
7.1 The Sub-Contractor hereby gives an irrevocable undertaking to the Company, its successors in title and / or assignees, that he / she will at all times maintain the strictest secrecy with regard to all Confidential Information belonging to the Company, whether such Confidential Information was derived from the sub contractual work relationship between the parties which existed at the time or otherwise, through this agreement.
7.2 The Sub-Contractor therefore acknowledges that unauthorized use and or disclosure of Confidential Information will result in legal action being taken by the Company against him / her;
7.3 The Sub-Contractor further acknowledges that except with the prior written consent of the Company, he / she cannot make a copy, reproduce, facsimile or duplicate any of the Confidential Information by any means, or for any purpose whatsoever;
7.4 All Confidential Information remains the exclusive property of the Company and the Sub-Contractor acknowledges that he / she will not acquire any rights thereto;
7.5 The provisions of this undertaking shall remain binding and effective on the Sub-Contractor, notwithstanding termination of this subcontract agreement for whatever reason or for such reason upon which the work relationship between the Company and Sub-Contractor has herewith come to an end;
7.6 The Sub-Contractor further acknowledges that the breach of this undertaking by him / her would cause the Company irreparable injury and / or harm not compensable in monetary damages alone. Accordingly, in the event of a breach, or a threat of a breach by the Sub-Contractor, the Company, in addition to its other remedies, shall be entitled to a restraining order, preliminary injunction or similar relief so as to specifically enforce the terms of this undertaking or to prevent, cure or reduce the adverse effects of the employee’s breach.
7.7 For purpose of this undertaking, “Confidential Information” means any information of secret or confidential nature, whether written, oral or in electronic format, related to the Company, including its business and all technical, mechanical and computer information in the Sub-Contractor’s possession, and used by the Sub-Contractor to render services to the Client, commercial systems, know-how, trade secrets, products, Clients (including former or potential Clients), business methods, finances, marketing strategies, sales, management, legal matters and all record bearing media (inclusive of samples) containing or disclosing such information and techniques, the contractual, financial management and supply arrangements between the Company and its Clients and/or business associates and any other matter which relates to the business and which may come to the Sub-Contractor’s knowledge during his / her subcontractors agreement and shall include any copies thereof or extracts there from.
8.1 Notice of intention to cancel the contract by all parties may be immediate The Company has the right to discontinue any work at their own discretion.
9.1 The Sub-Contractor hereby fully agrees that the Company will be indemnified from all and any damages caused by the Sub-Contractor in rendering his / her professional services to the Client of the Company during the period of this agreement.
9.2 The Sub-Contractor undertakes that neither he / she, nor his / her relatives will instate action against the Company or a subsidiary or an associated business of the Company in the event of injury, damage or loss to the Sub-Contractor whilst performing his / her subcontracted duties in terms of this agreement, whether such derives from negligence or otherwise.
10.1 The Sub-Contractor agrees that the Company may test the authenticity of the Sub-Contractor’s qualifications as stipulated in the application form and also agrees to the Company contacting the references as stipulated in the application form.
10.2 The Sub-Contractor further agrees that the Company may conduct a background search on the Sub-Contractor to ensure that the Sub-Contractor has no former convictions of any kind. The Sub-Contractor agrees that this is necessary in light of the potential minor children / Students that the Sub-Contractor will be required to tutor.
10.3 The parties agree that the Sub-Contractor will be responsible for and ensure the availability of his / her own transport to and from the scheduled tutorials at all times.
11.1 This agreement constitutes the entire contract between the parties hereto regarding the subject matter of the agreement and novates, supersedes and cancels all previous communication, negotiations and agreements in this regard.
11.2 The parties agree that no amendments to this contract will be of any force unless explicitly agreed to and reduces to writing and signed by both parties.
11.3 In light of the nature of this agreement, the parties agree to the jurisdiction of the Magistrate’s Court in the event that any legal action arises out of this subcontractor agreement.
12.1 The parties hereby choose their domicilium citandi et executandi for all purposes under this agreement at the addresses set forth below, and any party shall be entitled, by notice to the other, to change his / her domicilium aforesaid to any other physical address within the Republic of South Africa provided that the change will only become effective 7 (seven) days after service of the notice in question.