DigiDonate Referral Partner Terms

Parties

DigiDonate: MBGGo Pty Ltd (ABN 49 654 888 712), trading as DigiDonate.

The Partner: the person or organisation named in Schedule 1, whose application DigiDonate has approved.

1. Definitions

In these terms:

• ABN means Australian Business Number.
• ATO means the Australian Taxation Office.
• Business Day means a day that isn’t a weekend or a public holiday in Melbourne.
• Fee means the referral fee in clause 4.
• GST means the goods and services tax under A New Tax System (Goods and Services Tax) Act 1999 (Cth).
• Monthly Giving Fee means the monthly subscription fee DigiDonate receives from a business for its Monthly Giving plan, currently $249 a month, including GST.
• Partner Code means the code or link DigiDonate gives the Partner to identify the businesses it refers.
• Platform means DigiDonate’s website, web app and related online services.
• RCTI means a recipient-created tax invoice: a tax invoice that DigiDonate, as the party paying the Fee, prepares for the Partner, so the Partner doesn’t have to issue its own. The ATO allows this when both parties agree to it in writing, as they do in clause 4.6.
• Referred Business means a business that counts as the Partner’s referral under clause 3.

2. Joining

2.1 DigiDonate reviews every application and aims to reply within 7 days. It may decline an application without giving reasons.

2.2 These terms start when the Partner accepts them, online or by signing, after DigiDonate has approved its application. DigiDonate then issues the Partner Code.

2.3 The Partner must have an ABN, and will keep its ABN, GST registration and contact details accurate.

2.4 The Partner can be an individual or an organisation. Being a Partner is not exclusive, and there are no targets.

3. What counts as a referral

3.1 A business is a Referred Business if the Partner Code is recorded when the business first signs up with DigiDonate, on any plan, or if DigiDonate agrees in writing that the Partner introduced it.

3.2 A business isn’t a Referred Business if, before the Partner’s introduction:

• (a) it was already a DigiDonate customer, had already signed up for Find Your Cause, or had been in talks with DigiDonate in the previous 90 days; or
• (b) another partner’s code was already recorded for it.

3.3 These are never Referred Businesses:

• (a) the Partner itself, or a business the Partner, its directors or their relatives own or control; and
• (b) a business owned or controlled by a DigiDonate founder, employee or contractor.

3.4 The Partner will hold its introductions until it has its Partner Code. Introductions made before then don’t count unless DigiDonate agrees in writing.

3.5 DigiDonate’s records decide which partner a business is attributed to. DigiDonate will act reasonably, and the Partner can ask it to review an attribution within 60 days of the statement that shows it.

4. The Fee

4.1 For each Referred Business, DigiDonate pays the Partner 25% of each Monthly Giving Fee it actually receives from that business. At $249 a month, including GST, the Fee is $62.25 a month.

4.2 The Fee starts with the first Monthly Giving Fee DigiDonate receives from the Referred Business, even if the business started on Find Your Cause.

4.3 No Fee is earned on Find Your Cause, which is free. A Fee for Enterprise Giving applies only if DigiDonate agrees it in writing.

4.4 There is no cap on the number of Referred Businesses or on the total Fee.

4.5 The Fee includes GST, if applicable. If the Partner is registered for GST, the $62.25 is $56.59 plus $5.66 GST. If the Partner isn’t registered for GST, it receives $62.25 with no GST component.

4.6 If the Partner is registered for GST, DigiDonate will issue a recipient-created tax invoice (RCTI) for each payment, and the parties agree that:

• (a) DigiDonate is registered for GST and will tell the Partner if it stops being registered;
• (b) the Partner is registered for GST, and will tell DigiDonate within 5 Business Days if it stops being registered or its ABN changes;
• (c) the Partner won’t issue a tax invoice for any supply covered by an RCTI; and
• (d) this agreement to use RCTIs lasts as long as these terms.

4.7 DigiDonate pays the Fee monthly, by the last day of the month after the month in which it received the Referred Business’s Monthly Giving Fee. It pays by bank transfer or PayPal, whichever the Partner chooses, to the bank account or PayPal account the Partner entered on the Platform. DigiDonate verifies those details by phone before the first payment and after any change. DigiDonate never asks for bank or PayPal details by email. DigiDonate sends the full Fee; any fee PayPal or the Partner’s bank charges to receive it is the Partner’s to pay.

4.8 With each payment, DigiDonate sends a statement listing each Referred Business, whether it paid that month and the Fee for it. It never tells the Partner what a business gives or to which charity.

4.9 No Fee is earned on a Monthly Giving Fee DigiDonate doesn’t receive. If DigiDonate refunds a Monthly Giving Fee, or it is charged back, DigiDonate may deduct the Fee already paid on it from the next payment.

4.10 DigiDonate pays the Fee out of its own subscription income. It never comes from a gift, and never depends on whether a Referred Business gives or how much.

4.11 The Partner is responsible for its own income tax on the Fee.

5. How long the Fee runs

5.1 The Fee runs for as long as each Referred Business stays on Monthly Giving and pays its Monthly Giving Fee.

5.2 It stops when the Referred Business leaves Monthly Giving. If the business rejoins Monthly Giving, the Fee starts again. If it rejoins within 60 days of leaving, the Fee resumes at the rate it had before. If it rejoins more than 60 days after leaving, the Fee is paid at the rate current when it rejoins.

5.3 The Fee keeps running after these terms end, except that it stops:

• (a) if DigiDonate ended these terms under clause 8.3;
• (b) if the Partner’s ABN is cancelled or the Partner stops existing; or
• (c) for a Referred Business the Partner introduced in breach of clause 6.

5.4 DigiDonate may change the Fee rate under clause 11. A change applies to businesses first referred after it takes effect, and to any Referred Business that rejoins more than 60 days after leaving (clause 5.2). Every other Referred Business keeps the rate it was referred under.

6. What the Partner does

6.1 Disclosure. Before a business signs up, the Partner will tell it that the Partner may receive a referral fee from DigiDonate. The Partner will also follow any professional or industry rules that apply to it about disclosing referral fees or commissions, such as rules for accountants, tax agents or financial advisers.

6.2 Honest claims. The Partner will describe DigiDonate accurately, using the material DigiDonate supplies. It won’t:

• say giving through DigiDonate is “tax-deductible”, or give tax advice about it on DigiDonate’s behalf;
• use “every purchase helps”, “a % of every sale”, “sponsor” or “endorsed by”, or describe a business as a charity’s partner;
• promise any match, outcome or tax result, or that a charity will thank, name or promote a business; or
• quote any price other than DigiDonate’s published prices, which include GST.

6.3 No spam. The Partner will comply with the Spam Act 2003 (Cth) and the Do Not Call Register Act 2006 (Cth). It will send electronic messages about DigiDonate only to people who have consented to receive them, identify itself in each one and include a way to unsubscribe. It won’t buy or rent contact lists.

6.4 Consent before details. The Partner will give DigiDonate a person’s contact details only with that person’s consent, and after telling them DigiDonate will contact them. It will comply with the Privacy Act 1988 (Cth) where it applies.

6.5 No incentives. The Partner won’t offer any business part of the Fee, a discount, a rebate or a gift to sign up.

6.6 No authority. The Partner is independent. It isn’t DigiDonate’s employee, agent or representative, and can’t make promises for DigiDonate, accept terms for a business, sign a business up without its consent, or collect any money. It never handles gifts or fees.

6.7 Charities. The Partner won’t approach a charity on DigiDonate’s behalf or say it represents DigiDonate to a charity.

6.8 Brand. The Partner may use DigiDonate’s name and logo only as DigiDonate supplies them, only to describe this referral program, and will stop if DigiDonate asks.

6.9 Complaints. The Partner will tell DigiDonate promptly about any complaint connected with its referrals.

7. What DigiDonate does

7.1 DigiDonate gives the Partner its Partner Code and approved material about DigiDonate.

7.2 DigiDonate tells the Partner when a Referred Business joins or leaves Monthly Giving, sends statements under clause 4.8 and pays the Fee under clause 4.7.

7.3 DigiDonate decides whether to accept any business as a customer, and may change its plans and prices. The Fee always follows the Monthly Giving Fee DigiDonate actually receives.

8. Ending these terms

8.1 Either party may end these terms at any time by giving the other 30 days’ written notice.

8.2 If the Partner ends these terms, or DigiDonate ends them under clause 8.1, the Fee keeps running under clause 5.3.

8.3 DigiDonate may end these terms straight away by notice if the Partner seriously breaches clause 6, acts dishonestly, or does something that brings DigiDonate into disrepute.

8.4 When these terms end, the Partner stops using its Partner Code and DigiDonate’s name and logo, and no new businesses are attributed to it.

9. Confidentiality and privacy

9.1 The Partner will keep DigiDonate’s confidential information, including statements and anything it learns about Referred Businesses through DigiDonate, confidential.

9.2 DigiDonate handles the Partner’s personal information under its Privacy Policy.

10. Liability

10.1 Neither party is liable to the other for indirect or consequential loss.

10.2 DigiDonate’s total liability to the Partner under these terms is limited to the Fees payable to the Partner in the 12 months before the claim arose, except where the law doesn’t allow a limit.

10.3 The Partner indemnifies DigiDonate against any claim, loss, liability, cost or expense, including reasonable legal costs, arising from a breach of clause 6, or from fraud, dishonesty or negligence by the Partner or its people. This is reduced to the extent DigiDonate caused or contributed to the loss.

10.4 Nothing in these terms excludes a right that can’t be excluded under the Australian Consumer Law.

11. Changes to these terms

11.1 DigiDonate may change these terms by giving the Partner 30 days’ written notice. If the Partner doesn’t accept a change, it may end these terms before the change takes effect, and clause 8.2 applies.

11.2 A change to the Fee rate applies only under clause 5.4.

12. General

12.1 Notices go by email to the contact in Schedule 1, or to another address a party gives in writing.

12.2 If a dispute arises, the parties will first try to resolve it by talking. If that fails within 30 days, either party may refer it to mediation before starting court action.

12.3 These terms are governed by the laws of Victoria, and the parties submit to the jurisdiction of the courts of Victoria.

12.4 These terms don’t create a partnership, joint venture, agency or employment relationship. Each party pays its own costs.

12.5 These terms are the whole agreement between the parties about their subject matter. They may be accepted online, or signed electronically and in counterparts.

12.6 DigiDonate may transfer these terms to a related company, or to a buyer of all or part of its business, by notice to the Partner. The Partner may transfer them only with DigiDonate’s written consent.

12.7 Clauses 4.9, 5.3, 9 and 10 continue after these terms end.

Schedule 1: Partner details

Payment details (bank account or PayPal) are entered on the Platform only, never in these terms or by email.

Signed (only if not accepted online)