THESE TERMS AND CONDITIONS ARE A BINDING AGREEMENT between Social Traders Ltd (ABN 42 132 665 804) (Social Traders) and a Social Traders Certified Social Enterprise (Social Traders Certified Social Enterprise, or you).
These Terms and Conditions (together with any documents referred to in them) set out the terms and conditions of your status as a Social Traders Certified Social Enterprise.
Social Traders is an independent not for profit company that works to foster social enterprise growth by linking them with business and government buyers.
Becoming a Social Traders Certified Social Enterprise is a recognition that your business or organisation is a certified social enterprise based on Social Traders’ criteria of a social enterprise as defined from time to time (criteria).
As a Social Traders Certified Social Enterprise, you agree to comply with:
Social Traders Portal
6. As a Social Traders Certified Social Enterprise, you are permitted to access Social Traders’ portal that allows you to search for other Social Traders Certified Social Enterprises.
7. A social enterprise profile that sets out your Business Information will be listed and made available to be viewed by other Social Traders Certified Social Enterprises and Social Traders Buyer Members on the portal.
8. Access to Social Traders portal is strictly limited to Social Traders Certified Social Enterprises and Social Traders Buyer Members only. By using the Social Traders portal, you agree:
How we use your information
9. You agree to provide true and correct information to Social Traders and you declare that all information you provide is true, correct and up to date. You must not provide false or misleading information to Social Traders, failing which it may result in prosecution and civil or criminal penalties.
10. If the information you provide to Social Traders is not up to date, you must take appropriate steps to update the information and notify Social Traders.
11. You warrant that the information provided to Social Traders does not violate any law or infringe upon the rights of any person of any kind, including without limitation those concerned with Intellectual Property Rights, anti-competitive conduct, consumer law, contract, defamation or Privacy Laws.
13. You consent to Social Traders:
Certified Social Enterprises and Buyer Members
14. You acknowledge that Social Traders works with Social Traders Buyer Members to assist social enterprises to grow their impact. Social Traders promotes social enterprises to ensure that there is one principal contact between the buyers and social enterprises during early exploration by the buyers. Unless your relationship with a buyer pre-dates your certification status, you acknowledge that it is the role of Social Traders to communicate with these buyers on your behalf.
15. If a buyer approaches or contacts you directly, as soon as practically possible promptly inform a Social Traders representative via email or phone.
16. When you obtain procurement opportunities though Social Traders or work with a Social Traders Buyer Member, we ask that as soon as practically possible, you notify Social Traders of the outcome of the opportunities or work. If requested by Social Traders, as soon as reasonably practicable you must provide the financial and impact information on income derived from these opportunities or work via email or phone to a Social Traders representative.
17. As a Social Traders Certified Social Enterprise you must not conduct yourself in a manner which prejudices the goodwill or reputation of Social Traders. Any such action may result in the suspension or termination of your status as a Social Traders Certified Social Enterprise.
Certified Logo and Intellectual Property Rights
18. You agree to comply with the Social Traders’ Certified Logo Licensing Agreement in relation to the Certified Logo and associated Intellectual Property Rights.
19. The license to use the Certified Logo and associated Intellectual Property Rights will be suspended or terminated if Social Traders decides to suspend or terminate your status as a Social Traders Certified Social Enterprise in accordance with these Terms and Conditions.
20. You agree not to disclose any Social Traders Confidential Information without Social Traders’ prior written consent.
21. Notwithstanding any clause of these Terms and Conditions, you release Social Traders from any liability in respect of any loss, damage, cost or expense suffered or incurred by you:
22. Notwithstanding any clause of these Terms and Conditions:
23. You agree to indemnify Social Traders (and its and officers, directors, employees, agents, partners, successors and assignees) for any loss, damage, cost or expense suffered or incurred by Social Traders arising out of, under, or in any way in connection with:
24. To the extent permitted by law:
25. Clauses 21 to 24 survive the termination of these Terms and Conditions and/or the termination or suspension of your status as a Social Traders Certified Social Enterprise.
Suspension or Termination
26. Social Traders, in its sole discretion, may restrict, suspend (and lift any such suspension) or terminate your status as a Social Traders Certified Social Enterprise if:
If, after the processes described in paragraphs 26.a.i and 26.a.ii are complete, and Social Traders deems you to still not be compliant, you will have an opportunity to appeal the decision in which case Social Traders will refer your appeal to the Advisory Group. The Advisory Group will provide advice to Social Traders on your appeal and together with the Advisory Group, Social Traders will make a determination on your status as a Social Traders Certified Social Enterprise and will have the power to restrict, suspend or terminate your status. Social Traders will be bound by the final decision;
27. If your status as a Social Traders Certified Social Enterprise is suspended or terminated:
you must immediately cease to represent yourself as a Social Traders Certified Social Enterprise. Any such decision in accordance with this clause is final and binding.
28. Social Traders reserves the right to amend these Terms and Condition where:
29. Where practicable, Social Traders will provide reasonable notice of any proposed variation to these Terms and Conditions before they come into effect.
30. If any provision of these Terms and Conditions is held by a court of law to be invalid or unenforceable under any applicable statute or rule of law, such provision shall cease to apply or to bind the parties, but the remainder of the Terms and Conditions shall continue to be binding and in full force and effect.
31. These Terms and Conditions takes effect, is governed by, and shall be construed in accordance with the laws from time to time in force in Victoria, Australia. The Parties submit to the non-exclusive jurisdiction of the courts of Victoria.
In these Terms and Conditions, unless the contrary intention appears:
Advisory Group means the independent in situ committee appointed by Social Traders and made up of 3-4 of the following experts, a lawyer, an academic and/or other industry expert, a social enterprise practitioner, each with significant social enterprise expertise.
Business Information means business name, business location, contact details of the nominated representative of the business, the products and services offered by the business, excluding Competitively Sensitive Information;
Certified Logo means the Social Traders Certified Social Enterprise logo that is made available by Social Traders to be downloaded from its portal;
Competitively Sensitive Information includes non-public information that competitors would not ordinarily share and which would provide insights into how competitors are likely to act in the future.
This includes information which confirms an expectation of how a competitor may act or view the market and public information which is compiled or shared in a way that a third party would not ordinarily be able to access or compile;
Confidential Information means information that is by its nature confidential or by the circumstances in which it is disclosed is confidential including but not limited to current or prospective financial position or finances, activities, business plans, trade secrets, clients, technical data or know how relating to the research or development, marketing, funders or Social Traders Certified Social Enterprises;
Intellectual Property Rights means all intellectual property rights which may subsist anywhere in the world, including but not limited to all copyright, patents, trademarks, design rights, trade secrets, domain names, know how and any right to have confidential information kept confidential, and other rights of a similar nature, whether registrable or not and whether registered or not, and any applications for registration or rights to make such an application;
Personal Information has the meaning given in the Privacy Act 1988 (Cth), and means any information or opinion about an identified individual, or an individual who is reasonably identifiable, whether true or not and whether recorded in a material form or not;
Privacy Laws means the Privacy Act 1988 (Cth), the Spam Act 2003 (Cth), the Do Not Call Register Act 2006 (Cth), the Health Records and Information Privacy Act 2002 (NSW), the Health Records Act 2001 (Vic), the Health Records (Privacy and Access) Act 1997 (ACT), and all other laws, rules, codes (including the Privacy (Credit Reporting Code) 2014 (Cth)) and regulations in Australia applicable to private sector organisations (including when acting as contracted service providers to a government contract) that relate to the privacy, protection or processing of Personal Information;
Social Traders Buyer Members means an organisation participating in the Social Traders Buyer Member program that links Social Traders Certified Social Enterprises with Australian business and government buyers and that accesses Social Traders social procurement services for a fee;
Social Traders’ Certified Logo Licensing Agreement means the logo licensing agreement between you and Social Traders governing your use of the Certified Logo, available at https://www.socialtraders.com.au/social-traders-licensing-agreement/
Social Traders Certified Social Enterprise or you mean a current certified social enterprise Social Enterprise meeting the certification criteria as defined by Social Traders from time to time;
Level 1, 333 Exhibition Street, Melbourne VIC 3000
PO Box 18147, Collins Street East VIC 8003