Provider Terms

1.1 These Provider Terms govern the relationship between Everything Kids Australia Pty Ltd, ACN 167 762 727 and ABN 35 167 762 727 (Everything Kids, EK, we, us, our), acting as the Australian payment collection, GST/ compliance and local administration entity for the Everything Kids platform, and each activity provider that applies for, creates, manages or operates a provider account on the Everything Kids platform.

1.2 The platform connects parents and caregivers with children’s activity providers across Australia.

1.3 By applying for a provider account, creating a provider account, accepting these terms during onboarding, or continuing to use the provider dashboard after being asked to re-accept updated terms, the provider agrees to these Provider Terms.

1.4 These Provider Terms must be read together with:

1. Provider Pricing and Commission Terms
2. Privacy Policy
3. Booking, Cancellation and Refund Policy
4. Any written addendum or special terms separately accepted by the provider and EK

1.5 If a separately accepted written addendum or special term conflicts with these Provider Terms, that addendum or special term prevails only for the specific subject matter and period stated in that addendum or special term. These Provider Terms continue to apply in all other respects.

2.1 EK provides or facilitates marketplace, discovery, account, enquiry, booking, payment collection, membership, promotion and support services through the platform. EK is not the provider of the activity listed by the provider. The platform is currently owned or operated by TechQuarters AI FZCO. If a future Everything Kids group owner/operator replaces that entity, EK will update the relevant terms and notices before relying on the change. EK handles Australian receipts, refunds, chargebacks, provider payouts, GST/compliance and local administration.

2.2 A booking made through the platform creates a direct service relationship between the provider and the parent for the delivery of the activity.

2.3 EK may facilitate discovery, enquiries, bookings, payments, refunds, communications, member benefits, promotions and support, but the provider remains responsible for delivering the activity safely, accurately and in accordance with the listing.

2.4 EK collects payments, issues support communications, handles GST/compliance administration, deducts agreed commissions and fees, processes refunds or adjustments and remits provider payouts.

2.5 Provider-facing communications, invoices, payment statements and Stripe flows will reference Everything Kids Australia Pty Ltd.

2.6 Where these Provider Terms refer to actions taken by EK (including support, review, approval, moderation, communication, payment processing, enforcement or any other operational function), EK’s authorised group companies or service providers (including TechQuarters AI FZCO) may perform those actions. EK remains responsible to the provider for the proper performance of all obligations under these Provider Terms.

3.1 To apply and remain listed, the provider must:

1. Be a registered Australian business with a valid ABN
2. Provide accurate business, contact, location, ownership and activity information
3. Hold all licences, permits, approvals and registrations required for its activities
4. Maintain appropriate insurance, including public liability insurance suitable for the activity and venue
5. Ensure staff, contractors and volunteers hold Working with Children Checks or equivalent clearances where required
6. Comply with child safety, workplace health and safety, privacy, consumer law and anti-discrimination obligations
7. Maintain a Stripe Connect account if accepting Book Now payments
8. Meet EK category, quality, safety and brand standards

3.2 EK may approve, decline, suspend or remove a provider where EK reasonably considers, acting in good faith, that the provider is unsuitable, unsafe, misleading, non-responsive, non-compliant, or inconsistent with the platform’s purpose. Where EK declines, suspends or removes a provider for a reason other than serious safety risk, fraud, illegality, or loss of required insurance or clearances, EK will provide written reasons and give the provider a reasonable opportunity to respond or remedy the issue before final removal.

3.3 The provider must keep account information current and notify EK within 14 days of material changes, including ABN, GST status, ownership, insurance, child safety clearances, contact details, locations, activity availability, pricing or business closure.

4.1 The provider is responsible for the accuracy and legality of every listing.

4.2 Each listing must include accurate activity name, description, age suitability, location or online delivery details, schedule, duration, pricing, inclusions, exclusions, attendance requirements, cancellation rules and relevant safety information.

4.3 Listing content must not be false, misleading, deceptive, offensive, discriminatory, unsafe, unlawful, copied without permission or unsuitable for a family audience.

4.4 EK may edit formatting, correct obvious errors, request changes, hide, suspend or remove listings that do not meet platform standards. Where EK hides, suspends or removes a listing for a reason other than urgent safety risk, illegality, fraud, or breach of section 4.3, EK will use reasonable efforts to notify the provider with reasons and give the provider a reasonable opportunity to respond or remedy the issue before final removal, taking into account the urgency and nature of the concern.

4.5 The provider grants EK a non-exclusive, royalty-free, worldwide licence to use provider content, including business names, logos, photos, videos, descriptions and activity information, for operating, displaying, improving and promoting the platform and the provider’s listings. This licence includes the right for EK to sublicense provider content to its affiliates, group companies, hosting providers, payment processors, marketing partners and service providers solely for the purpose of operating, displaying and promoting the platform and the provider’s listings.

4.6 The licence continues while the provider is listed and for 6 months after account closure so EK can wind down marketing materials, cached pages, emails, social posts and operational records.

5.1 The provider must comply with the Provider Pricing and Commission Terms.

5.2 The Provider Pricing and Commission Terms are the source of truth for listed prices, price integrity, discount presentation, evidence requests, pricing remedies and any indemnity connected to false, inflated, deceptive or misleading pricing information.

5.3 The provider must not inflate, artificially increase, misrepresent or manipulate any listed price for the purpose of creating, increasing or exaggerating a discount, member benefit, promotion, comparison price or offer.

6.1 The provider must honour confirmed bookings made through the platform.

6.2 The provider must deliver the activity as described, at the booked time and location, unless a permitted cancellation, reschedule or force majeure event applies.

6.3 The provider must respond to enquiries and booking-related messages within 2 business days unless EK agrees otherwise.

6.4 The provider must keep availability current and must not display places, sessions or programs that are not genuinely available.

6.5 The provider must not encourage a parent to cancel, avoid, bypass or move a platform booking or enquiry away from EK for the purpose of avoiding EK fees, commission, membership benefits, booking controls or platform records.

7.1 The provider must comply with the Booking, Cancellation and Refund Policy.

7.2 Providers may apply provider-specific attendance rules or stricter cancellation rules only where they are clearly disclosed before booking and do not breach the platform minimums, Australian Consumer Law or any applicable law.

7.3 If the provider cancels an activity, materially changes an activity, cannot deliver the activity, or fails to provide the activity as listed, EK may require a refund, credit or reschedule in accordance with the Booking, Cancellation and Refund Policy and applicable law.

8.1 Subscription fees, commission rates, discounts, Stripe fees, payout timing, invoicing, failed payments and related payment rules are set out in the Provider Pricing and Commission Terms.

8.2 The provider must maintain an active Stripe Connect account if accepting Book Now payments.

8.3 The provider appoints EK as its limited payment collection agent solely for the purpose of accepting payments from parents on the provider’s behalf. Payment made by a parent to EK shall be considered payment made directly to the provider, extinguishing the parent’s payment obligation to the provider for that booking. EK remits the provider’s share to the provider in accordance with the Provider Pricing and Commission Terms, after deducting fees, commissions, refunds, chargebacks, adjustments and amounts owed to EK.

8.4 EK’s role as collection agent is limited to facilitating parent payments through the platform. EK is not the provider’s agent for any other purpose and does not hold client funds on trust. Provider payouts are made through Stripe Connect in accordance with the Provider Pricing and Commission Terms.

9.1 Discount and promotion rules are set out in the Provider Pricing and Commission Terms.

9.2 EK may offer EK Commission Funded Offers, platform promotions, coupons, member benefits or marketing campaigns in accordance with the Provider Pricing and Commission Terms.

9.3 Providers may choose to offer provider-funded discounts in accordance with the Provider Pricing and Commission Terms.

9.4 Providers may opt out of EK Commission Funded Offers in accordance with the Provider Pricing and Commission Terms.

10.1 The provider must maintain safe, professional, lawful and age-appropriate activities.

10.2 The provider is responsible for staff conduct, venue safety, supervision, child safety obligations, incident response, first aid arrangements where appropriate, and compliance with all laws applying to the activity.

10.3 The provider must notify EK promptly (and in any event within 24 hours) of serious incidents, safety concerns, regulatory action, child safety complaints, insurance lapses, police involvement or anything that may materially affect parent safety or platform trust.

10.4 The provider warrants that all staff, contractors and volunteers who interact with children hold current Working with Children Checks (or equivalent state/territory clearances), and that the provider will verify and maintain currency of those clearances for the duration of their engagement. The provider must provide evidence of current clearances to EK on request.

10.5 The provider must cooperate with EK in responding to any child safety incident, complaint or reportable conduct obligation, including mandatory reporting obligations applicable in the state or territory where the activity is delivered. EK reserves the right to immediately suspend or remove a provider or listing where EK reasonably considers there is an unacceptable risk to child safety, pending investigation.

The provider must not:

1. Provide false or misleading information
2. Manipulate pricing or discounts
3. Circumvent EK payments, commissions or platform processes
4. Use parent information obtained through EK for unrelated marketing without lawful consent
5. Harass, abuse, discriminate against or threaten parents, children, EK’s employees or authorised agents, or other providers
6. List unsafe, illegal or non-existent activities
7. Upload content it does not have permission to use
8. Scrape, copy, reverse engineer or interfere with the platform
9. Create multiple accounts without EK approval
10. Do anything that may damage children, parents, providers, EK or platform trust

12.1 EK may maintain provider quality, safety, responsiveness and reliability measures.

12.2 These measures may influence search placement, badges, recommendations, eligibility for campaigns, participation in promotions and continued listing.

12.3 EK may consider cancellations, reschedules, parent feedback, response times, booking fulfilment, pricing accuracy, safety information, complaints and compliance with these terms.

13.1 The provider must comply with the Privacy Policy and all privacy laws applying to its handling of parent, child, staff and booking information.

13.2 The provider must only use parent information received through the platform for the relevant enquiry, booking, activity delivery, safety, customer support or lawful operational purpose.

13.3 The provider must not sell, disclose, upload, reuse or market to parent information outside the permitted purpose unless it has lawful consent and complies with applicable privacy and spam laws.

14.1 The provider may close its account by giving 30 days written notice, subject to honouring existing bookings and paying outstanding amounts.

14.2 EK may suspend or terminate a provider account by giving 30 days notice.

14.3 EK may suspend or terminate a provider account immediately, without prior notice, where the provider: (a) commits a serious safety breach or creates an imminent risk of harm to children, parents or the public; (b) engages in fraud, dishonesty or illegal activity; (c) loses required insurance or Working with Children clearances; (d) is subject to insolvency, bankruptcy or external administration.

14.4 For any other material breach of these terms not falling within section 14.3, EK will: (a) provide the provider with written notice describing the breach; (b) give the provider 14 days to remedy the breach (or such shorter period as is reasonable given the nature of the breach); and (c) if the breach is not remedied within that period, EK may suspend or terminate the provider account.

14.5 Where EK suspends a provider account under section 14.4, EK will give the provider written notice of what is required to reinstate the account.

14.6 On termination, EK may remove listings, cancel future bookings where necessary, process refunds, pay remaining valid payouts less amounts owed, and retain records required for legal, tax, fraud prevention, safety and operational purposes.

15.1 To the maximum extent permitted by law, EK provides the platform as is and does not guarantee uninterrupted access, error-free operation, provider revenue, booking volume, search ranking, parent demand or commercial results.

15.2 To the maximum extent permitted by law, EK is not liable for indirect or consequential loss, loss of profit, loss of revenue, loss of data, loss of goodwill or loss arising from parents, providers, Stripe, third-party systems or events outside EK control.

15.3 To the maximum extent permitted by law, EK’s total liability to the provider is limited to the greater of: (a) fees paid by the provider to EK in the 12 months before the event giving rise to the claim; and (b) AUD $500. This liability cap applies to EK and its affiliates collectively unless a court determines otherwise.

15.4 Nothing in these terms excludes or limits liability that cannot be excluded under Australian Consumer Law or other applicable law.

15.5 The provider indemnifies EK against all losses, claims, damages, liabilities, costs and expenses (including legal costs) arising from: (a) the provider’s activities, staff, venues, equipment or services; (b) any injury, loss, damage or harm to any parent, child or third party caused by or arising from the provider’s service; (c) any breach by the provider of these terms, applicable law, licensing requirements or insurance requirements; (d) any claim that the provider’s content infringes a third party’s rights; (e) any fraud, dishonesty or misconduct by the provider or its staff; (f) any refund, chargeback or dispute caused by the provider’s cancellation, error, breach or misconduct.

This indemnity applies to the extent that the loss was not caused or contributed to by EK’s own negligence, breach of these terms, or wilful misconduct.

15.6 Where EK refunds a parent due to provider misconduct, cancellation, error or breach, EK may recover the refund amount from the provider’s next payout, any funds held by EK on behalf of the provider, or by invoice.

15.7 Where a chargeback results from provider error or misconduct, EK may recover the chargeback amount from the provider’s payout or funds held by EK.

15.8 EK may withhold commissions, adjust payouts, suspend listings, or terminate the provider account if the provider fails to meet its obligations under these terms, including failing to deliver booked activities, failing to provide agreed refunds, or causing loss to parents. Any withholding or adjustment must: (a) be reasonably proportionate to EK’s genuine, documented exposure; (b) be supported by a written record of the basis for the withholding or adjustment; (c) be notified to the provider (with reasons) within 5 business days; and (d) be reconciled and repaid to the extent the withheld amount exceeds the provider’s actual liability to EK or affected parents.

16.1 EK may update these Provider Terms by giving reasonable notice by email, dashboard notice, website notice or another appropriate method.

16.2 If EK materially changes subscription fees, commission rates, payout timing, price integrity obligations, provider-funded discount rules or EK Commission Funded Offer rules, EK will require provider re-acceptance on next dashboard login before continued use of the provider dashboard.

16.3 Continued use of the platform after the effective date of updated terms constitutes acceptance, unless re- acceptance is required.

16.4 If EK makes a material adverse change to these Provider Terms (other than changes required by law or regulation), and the provider reasonably considers that the change materially increases its obligations or reduces its rights, the provider may terminate its account by giving written notice within 30 days of the change taking effect, without penalty other than payment of amounts already incurred. In that case, EK will pay any prepaid subscription fees on a pro-rata basis for the unexpired subscription period.

17.1 If a dispute arises, the parties should first try to resolve it in good faith through EK support or senior contact escalation before commencing formal proceedings, unless urgent court relief is required.

17.2 If a dispute is not resolved within 30 days of the initial complaint, either party may request mediation through a mediator agreed by the parties or nominated by the Resolution Institute. The costs of mediation are shared equally unless otherwise agreed.

17.3 EK is not responsible for delay or failure caused by events outside its reasonable control, including severe weather, venue closure, public health directions, platform outages, payment processor issues, power failure, cyber incidents, industrial action, natural disasters or government action.

18.1 These terms are governed by the laws of Victoria, Australia.

18.2 The provider and EK are independent contractors. Nothing creates a partnership, employment, franchise or joint venture relationship between the provider and EK.

18.3 EK may assign or transfer its rights and obligations under these terms to an affiliate, group company or a successor entity that acquires all or substantially all of the platform or business. EK will give the provider written notice (by email or dashboard notification) within 30 days of any such assignment. The assignment does not reduce the provider’s rights or increase the provider’s obligations under these terms without the provider’s consent.

18.4 The provider must not assign its account or obligations without EK’s written consent.

18.5 If any part of these terms is invalid, the rest continues.

18.6 Notices may be sent by email, dashboard notice or other contact details provided by the provider.

Everything Kids Australia Pty Ltd ABN: 35 167 762 727 ACN: 167 762 727 Email: support@everythingkids.com.au