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#mUmTCO
Social Media 101 & 102

      Welcome
      mUmbrella & TCOʼs
     Social Media Academy
Facebook       YouTube                                        Twitter

                                                                        What gave us the likes, shares and comments?


            3.2 million engaged
                                                                        Coke Zero
            fans | followers | subscribers                              Optimising Video SEO to drive over 1 million incremental views of content


                                                                        like | comment | share



                                                                        UNCLE TOBYS Swim Kids
           15,000 Posts/Responses                                       95,000 reactions to a FB post, demonstrating affiliation with sponsorship assets


           Averaging 40 questions per day                               like | comment | share



                                                                        Allenʼs
                                                                        Used SM to spread the CCI across the nation- 1 million smiles


                                                                        like | comment | share
           Updated 83 communities
                                                                        Pure Blonde
                                                                        Now the number 1 Alcohol band in Australia on Facebook

                                                                        like | comment | share

           Across 7 categories
           FMCG, Retail, Travel and Leisure, Alcohol
                                                                        Boost Mobile
           Entertainment, Not-For-Profit, Telecommunications
                                                                        Facebook now Boost Mobileʼs key CRM channel

                                                                        like | comment | share



                                                                        National Geographic
           Uploaded 100ʼs videos                                        Listening and optimising based on real time conversations


           upwards of 20 million views                                  like | comment | share
SOCIAL Whaaaaaat???
SOCIAL?
SOCIAL?


Character
          istic - Bei
                      ng
Interactio
           n - Behavi
                      ng
SOCIAL?
               Maslowʼs Hierarchy of Needs




 Admired >>

Respected >>

Connected >>

 Accepted >>
DIGITAL MARKETING
 COMMUNICATIONS
 Pre-Web 2.0     Post-Web 2.0




     1-to-Many    1-to-1   1-to-Few   1-to-Many
“Call me...”

15 years ago          Today
- Pager                  - Home Address
                           - 3 Phone #ʼs
                              - Txt/MMS

- Email                - 3 x email address
                              - LinkedIn
                         - Facebook Msg

- Home Phone             - Facebook Chat
                      - Facebook wall post
                             - Twitter @

- Home Address             - Twittter DM
                            - Whatsapp
                              - Google+
                                - Skype
                             - Facetime
                                 - Viber
                            - Instagram
                              - YouTube
                                - Vimeo
                            - Slideshare
SOCIAL MEDIA ERA

ENABLED AN ACCELERATED RATE & MEANS OF
               CONNECTING
        (to people & organisations)
HOW DO YOU USE SM?
  - Inform - Entertain - Educate - Inspire -


   Personally                  Professionally
     - family
                                   - career
    - lifestyle
                                 - research
   - passions
                                 - contacts
   - interests
                                      etc.
        etc.
BRANDS & BUSINESS
 SOCIAL MEDIA ERA
BROADCAST                  NETWORKED
                                         NOW
          THEN             Earn, Own, Share & Rent (Paid) An
 Rent (Paid) An Audience               Audience
HOW ARE BUSINESS &
 BRANDS USING SM?
       Business                           Brand
                                   - consumer research / insights /
 - research & development                     behaviours
                                    - competitor/category research
     - human resources
                            - corporate reputation & communications
      - corporate affairs         - brand/product communications
            - sales            - customer relationship management
                                         - customer service
HOW MDʼS LOOK AT IT




                http://www.powerreviews.com/
SOCIAL BRAND &
  MARKETING
   Always-On          Tactical

  Inside Brand Outside Brand
  Communities Communities
Monitoring    Publishing   Community
                           Management

   Outreach     Response     Analysis &
                              Insights
SOCIAL STRATEGY
   PROCESS
SOCIAL PLANNING
     PROCESS
                                                    EARNED             OWNED
         SOCIAL INSIGHTS
          & BEHAVIOURS                                                                       FILM / AV
                                                         PAID            SHARED



    ENVIRONMENTAL ANALYSIS                               CONNECTION
                                CREATE (LEAD)       Channel, role, message & call-to-   DIGITAL INTERACTIVE
    COMPETITORS / AUDIENCE                                       action


BUSINESS /
MARKETING         Strategy       Ideas                      Planning                       Execution
OBJECTIVES

     BRAND ESSENCE / TOOLS /   AMPLIFY (PARTNER)      ASSET/CONTENT                           DESIGN
       ASSETS / EXPERIENCE                               Creative Development



    TCO PROPRIETARY TOOLS /                        BROADCAST        EXPERIENCE
                                                                                           TYPOGRAPHY
          EXPERIENCE
                                                             DIGITAL




                                  MEASUREMENTS & INSIGHTS
http://vimeo.com/53647220
AUDIENCE BEHAVIOUR


http://www.intentindex.com/
PLANNING CHANNELS




              http://nytmarketing.whsites.net/mediakit/pos/
AUDIENCE INSIGHTS




                                                                                                         http://www.nielsen.com/content/dam/corporate/us/en/reports-downloads/2012-Reports/global-trust-in-advertising-2012.pdf
http://blog.miibrand.com.au/wp-content/uploads/2011/11/Infographic-Why-People-Follow-Brands-Hi-Res.jpg
SOCIAL MEDIA
VALUE PROPOSITION
  SOCIAL CURRENCY


                                     ?
     Information
     Inspiration
     Education
     Entertainment


                     Action

                         OR Action & Reaction




                          VALUE EXCHANGE
ESTABLISHING A
SOCIAL PRESENCE
P #1
S TE                             Know your value

                Satisfy your audienceʼs need to...
                             be informed
                            be entertained
                             be educated
                             be inspired

              right place, right time, in the best way
P #2
S TE                                       Make it enduring

                                BRAND COMMS DNA
                                    NIKE #MAKEITCOUNT



                Brand, Product,                  Social, Cultural,
                 Functionality                       Topical
               Talk to functionality and       Social by design, relevant
              occasions for product use               and current




                  On Platform                      Off Platform
                Drive participation for
                                               Drive participation for off
                 promotions / digital
                                                platform activity (e.g.
                 interactive activity
                                              Grassroots, The Academy)
P #3
S TE            Right place, right time

               Connection Plan
                   be intuitive
                   be informed
                   be realistic
                  be empathetic

              Context & Relevance
P #4
S TE                                   What, Where, Why?

                                   Content Plan
                                         CONTENT STRATEGY



                     AV                IMAGE          TEXT     MICRO-TEXT




         AV     AV                         AV          AV     AV
        IMAGE                             IMAGE      IMAGE   IMAGE          IMAGE   IMAGE
        TEXT                              TEXT        TEXT   TEXT           TEXT    TEXT
   MICRO-TEXT             MICRO-TEXT


                Role - Message - Call-to-Action
P #5
S TE                                                       When?

                   Content Calendar
                        CONTENT STRATEGY



              AV      IMAGE          TEXT   MICRO-TEXT




                                                           DIGITAL
                                                         INTERACTIVE
P #6
S TE                              Plan for the success
                               Setting Benchmarks

     CONNECTIONS                      ENGAGEMENT                       ADVOCACY

                                   Total number of Actively      Total number of ʻsharesʼ of
Total number of Connections
                                 Engaged users per month on a   brand activities by users per
  to a Branded Community
                                     Branded Community                     month


                                       Key Driving Factors         Key Driving Factors
    Key Driving Factors          Strategy [SVP & Social Comms
 Overall appeal of the Brand                  DNA]                      Strategy
           Buying                        Campaign Idea                Campaign Idea
                                            Content                  Content / Format
P #7
S TE                        Plan for risk

              Call trees



               insert
               benchmarks
               visual
P #8
S TE          Test & Learn
P #9
S TE                     Embrace it (alias)

               Be a...       But not a...
               Stalker          Troll
              Twervert       Spammer
               Pinner        Astroturfer
# 10
  EP          If in doubt
ST
NETWORKS/COMMUNITIES
   A TOP-LINE VIEW
Publish / Direct / Transact

Inform / Engage / Educate /
     Entertain / Inspire

   Discovery & Research

Compelling reason to revisit
Publishing

Engage / Inform / Educate

     Great for SEO

   Needs commitment
Aggregator

  Engage / Entertain

visually cool & trendy

supplementary & niche
Aggregator

Inspire / Engage / Inform

     Customizable

     Non broadcast
Creation / Community

Inspire / Entertain / Engage

 Aggregration / Filtering

  Relies heavily on fresh
     frequent content
Connected Community Hub

Entertain / Inform / Connect

 Good for Insights / CRM /
   loyalists / advocacy

    Moving goal posts
Connected Community Hub

Entertain / Inform / Connect

  Niche interests Media /
         Fashion

Relatively low penetration
Connected Network

 Alert / Inform / Educate /
          Outreach
Open / Credible Mass / key
       influencers

     140 Characters
Company/Business Activity

  Business Info / Profile

 Stakeholder Connections

      Under-utilised
House Video Content

Inform / Entertain / Educate

Shareable / Familiar / Data

  Poorly executed / not a
       destination
TO RECAP



Understand Opportunities & Limitations
Tom Phillips
  @victom
04 14 14 76 62

   @TCO
 Thank you
TCO Standard Terms

      01: Appointment and Terms. The Client appoints TCO Pty Ltd ABN 69 125 933 637 (ʻTCOʼ) as consultant to provide the services set out in each estimate agreed between TCO and the Client (ʻServicesʼ).


      02: Services. In consideration of the payment of the fees set out in an estimate or as agreed between TCO and client p-lus GST (ʻFeesʼ) TCO will provide the Services. TCO will abide by any reasonable directions
      given by the Client with respect to the manner of delivery of the Services.


      03: Fees. TCO will provide a tax invoice to the Client for the Fees according to the payments set out in an estimate or if no estimate as agreed between TCO and Client. Fees payable 60% of estimate on
      engagement and prior to commencement of work and remainder is payable on delivery of the product of the Services provided under this Agreement. TCO shall be entitled to charge interest at the rate of 2% p.a.
      calculated daily on any overdue Fees. The Fees may be reviewed by TCO if the scope of the project changes and the Client will be given notice of any increase in the Fees.


      04: Expenses. In addition to the Fees the Client will reimburse TCO the actual costs of disbursements reasonably incurred by TCO in carrying out the Services. Expenses are subject to prior approval by the Client.


      05: Intellectual Property. Intellectual Property contributed by Client will remain owned by Client. Upon completion of the Services and final payment of all Fees TCO agrees to provide a royalty free perpetual license
      to the Client of all intellectual property rights created by TCO in connection with the provision of the Services for use by the Client for the purposes of the Project. TCO shall retain all Masters, rushes and other
      preparatory material and client (or third parties) will not be entitled to such originals, although client may request duplicate Masters to be provided at additional fees. Third party intellectual property will remain owned
      by such third parties, and Client appoints TCO as agent to procure any use of third party intellectual property in relation to the Project.


      06: Assistance. The Client will give TCO, its employees and contractors all assistance reasonably requested by TCO to enable TCO to carry out the Services.


      07: Employees. The Client will not, from the date of this Agreement to twelve months after completion of the provision of services by TCO, solicit, employ or contract any employee or contractor of TCO. The Client
      agrees that if it employs or engages any person directly, contrary to this clause it shall be liable to pay to TCO liquidated damages in a once off amount equal to 30% of such personʼs annual salary or annualised
      contracted amount (if a contractor) at the time of departing TCO even if they have been employed or contracted by another organisation after departing TCO and prior to being engaged or employed by the Client.




This digital file / document contains confidential information and has been prepared for discussion purposes only.  TCO Pty. Ltd. claims ‘commercial in confidence’ with respect to the contents. Please refer to our standard terms at the end of this document.
TCO Standard Terms

      08: Confidentiality. Each party shall treat as confidential all information which comes into its possession, pursuant to or as a result of or in the performance of this Agreement, whether such information relates to the
      business, sales, marketing or technical operations of the other Party or the clientele of the other Party or otherwise. Neither Party shall, without the written permission of the other, disclose such confidential information
      to a third party.


      09: Warranties. Except as set out herein all implied conditions, warranties and rights are excluded from this Agreement. Where the Trade Practices Act 1974 or other laws imply conditions or warranties or give other
      rights in respect of this Agreement, TCOʼs liability for any breach of such a condition, warranty or right will (but only to the extent permitted by law) be limited:


      (a) in the case of goods supplied, to the replacement or repair of the goods or the supply of equivalent goods, the payment of the cost of repairing or replacing the goods or of acquiring equivalent goods;
      (b) in the case of services supplied, to the supplying of the services again or the payment of the reasonable cost of having the services supplied again.


      10: Liability. TCO will not be liable to the Client or any persons claiming under it in contract, tort or otherwise for or in respect of any direct, indirect, or consequential loss, damage, expense or injury suffered by the
      Client or any other person arising out of or relating to this Agreement or any delay, non‑performance or error in information supplied to the Client by TCO in connection with this Agreement or any services provided.
      Without limiting the foregoing, TCO shall have no liability for circumstances beyond its control, including without limitation fire, theft, strike, lockout, force majeure, act of god, or act of terror.


      11: Cancellation. In the event that Client cancels an event at which the Services are to be performed by TCO then TCO shall be entitled to charge the Client, as a genuine pre-estimate of TCOʼs loss, the greater of the
      percentage of the Fees set out in the table below, and the amount of the budget relevant to the Services performed by TCO to the point of cancellation:




       Notice period                                     Minimum % Fees

       24 hours or less                                  50%

       48 Hours or less                                  35%

       Greater than 48 Hours                             25%




This digital file / document contains confidential information and has been prepared for discussion purposes only.  TCO Pty. Ltd. claims ‘commercial in confidence’ with respect to the contents. Please refer to our standard terms at the end of this document.
TCO Standard Terms

      12: Termination. Either Party may terminate this agreement by giving the other Party thirty (30) days written notice, or the parties may mutually agree in writing to a shorter notice period. This agreement will
      automatically terminate if: the Client enters into an arrangement or composition with creditors; an application is made for the appointment of a liquidator, controller, administrator, official manager, receiver and manager
      or similar officer or any of them is appointed; an event happens which would allow a court to wind the Client up; the Client ceases to carry on business or is unable to pay its debts; or the Client materially breaches this
      agreement and does not remedy the breach with fourteen (14) days of receiving notice from TCO to rectify the breach or the breach is incapable of being remedied.


      13: If this agreement is terminated for any reason the Client shall immediately pay to TCO any part of the Fees which has accrued prior to the termination but has not been paid, including works performed but not yet
      invoiced. Upon payment TCO shall deliver to the Client all books, records, plans, papers, models and information of any kind relating to the Services which are the property of the Client.


      14: The proper law of this agreement is the law of New South Wales. The parties submit to the jurisdiction of courts in New South Wales.


      15: Definitions. In this agreement, capitalised words shall have the meanings ascribed to them in the Schedule unless the context otherwise requires. Headings and bold print have been included for ease of
      reference. This agreement shall not be construed or interpreted by reference to such headings, sub-headings, bold print or capitals.


      16: The Client does not need to sign these terms to accept them, and instructing TCO to continue work will be deemed acceptance of these terms.


      17: This agreement contains the entire agreement between the parties and supersedes all previous correspondence and negotiations concerning the Services. This agreement is the primary agreement between the
      parties in relation to the Services and will be paramount to any terms attached to any purchase order, service request or other engagement terms provided to TCO whether before or after the execution of this
      agreement by either party. This agreement may only be varied by TCO executing a document explicitly using the words ʻThis agreement varies TCOʼs Standard Termsʼ.




This digital file / document contains confidential information and has been prepared for discussion purposes only.  TCO Pty. Ltd. claims ‘commercial in confidence’ with respect to the contents. Please refer to our standard terms at the end of this document.

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Social Media 101 & 102

  • 2. Social Media 101 & 102 Welcome mUmbrella & TCOʼs Social Media Academy
  • 3. Facebook YouTube Twitter What gave us the likes, shares and comments? 3.2 million engaged Coke Zero fans | followers | subscribers Optimising Video SEO to drive over 1 million incremental views of content like | comment | share UNCLE TOBYS Swim Kids 15,000 Posts/Responses 95,000 reactions to a FB post, demonstrating affiliation with sponsorship assets Averaging 40 questions per day like | comment | share Allenʼs Used SM to spread the CCI across the nation- 1 million smiles like | comment | share Updated 83 communities Pure Blonde Now the number 1 Alcohol band in Australia on Facebook like | comment | share Across 7 categories FMCG, Retail, Travel and Leisure, Alcohol Boost Mobile Entertainment, Not-For-Profit, Telecommunications Facebook now Boost Mobileʼs key CRM channel like | comment | share National Geographic Uploaded 100ʼs videos Listening and optimising based on real time conversations upwards of 20 million views like | comment | share
  • 6. SOCIAL? Character istic - Bei ng Interactio n - Behavi ng
  • 7. SOCIAL? Maslowʼs Hierarchy of Needs Admired >> Respected >> Connected >> Accepted >>
  • 8. DIGITAL MARKETING COMMUNICATIONS Pre-Web 2.0 Post-Web 2.0 1-to-Many 1-to-1 1-to-Few 1-to-Many
  • 9. “Call me...” 15 years ago Today - Pager - Home Address - 3 Phone #ʼs - Txt/MMS - Email - 3 x email address - LinkedIn - Facebook Msg - Home Phone - Facebook Chat - Facebook wall post - Twitter @ - Home Address - Twittter DM - Whatsapp - Google+ - Skype - Facetime - Viber - Instagram - YouTube - Vimeo - Slideshare
  • 10. SOCIAL MEDIA ERA ENABLED AN ACCELERATED RATE & MEANS OF CONNECTING (to people & organisations)
  • 11. HOW DO YOU USE SM? - Inform - Entertain - Educate - Inspire - Personally Professionally - family - career - lifestyle - research - passions - contacts - interests etc. etc.
  • 12. BRANDS & BUSINESS SOCIAL MEDIA ERA BROADCAST NETWORKED NOW THEN Earn, Own, Share & Rent (Paid) An Rent (Paid) An Audience Audience
  • 13. HOW ARE BUSINESS & BRANDS USING SM? Business Brand - consumer research / insights / - research & development behaviours - competitor/category research - human resources - corporate reputation & communications - corporate affairs - brand/product communications - sales - customer relationship management - customer service
  • 14. HOW MDʼS LOOK AT IT http://www.powerreviews.com/
  • 15. SOCIAL BRAND & MARKETING Always-On Tactical Inside Brand Outside Brand Communities Communities Monitoring Publishing Community Management Outreach Response Analysis & Insights
  • 16. SOCIAL STRATEGY PROCESS
  • 17. SOCIAL PLANNING PROCESS EARNED OWNED SOCIAL INSIGHTS & BEHAVIOURS FILM / AV PAID SHARED ENVIRONMENTAL ANALYSIS CONNECTION CREATE (LEAD) Channel, role, message & call-to- DIGITAL INTERACTIVE COMPETITORS / AUDIENCE action BUSINESS / MARKETING Strategy Ideas Planning Execution OBJECTIVES BRAND ESSENCE / TOOLS / AMPLIFY (PARTNER) ASSET/CONTENT DESIGN ASSETS / EXPERIENCE Creative Development TCO PROPRIETARY TOOLS / BROADCAST EXPERIENCE TYPOGRAPHY EXPERIENCE DIGITAL MEASUREMENTS & INSIGHTS
  • 20. PLANNING CHANNELS http://nytmarketing.whsites.net/mediakit/pos/
  • 21. AUDIENCE INSIGHTS http://www.nielsen.com/content/dam/corporate/us/en/reports-downloads/2012-Reports/global-trust-in-advertising-2012.pdf http://blog.miibrand.com.au/wp-content/uploads/2011/11/Infographic-Why-People-Follow-Brands-Hi-Res.jpg
  • 22. SOCIAL MEDIA VALUE PROPOSITION SOCIAL CURRENCY ? Information Inspiration Education Entertainment Action OR Action & Reaction VALUE EXCHANGE
  • 24. P #1 S TE Know your value Satisfy your audienceʼs need to... be informed be entertained be educated be inspired right place, right time, in the best way
  • 25. P #2 S TE Make it enduring BRAND COMMS DNA NIKE #MAKEITCOUNT Brand, Product, Social, Cultural, Functionality Topical Talk to functionality and Social by design, relevant occasions for product use and current On Platform Off Platform Drive participation for Drive participation for off promotions / digital platform activity (e.g. interactive activity Grassroots, The Academy)
  • 26. P #3 S TE Right place, right time Connection Plan be intuitive be informed be realistic be empathetic Context & Relevance
  • 27. P #4 S TE What, Where, Why? Content Plan CONTENT STRATEGY AV IMAGE TEXT MICRO-TEXT AV AV AV AV AV IMAGE IMAGE IMAGE IMAGE IMAGE IMAGE TEXT TEXT TEXT TEXT TEXT TEXT MICRO-TEXT MICRO-TEXT Role - Message - Call-to-Action
  • 28. P #5 S TE When? Content Calendar CONTENT STRATEGY AV IMAGE TEXT MICRO-TEXT DIGITAL INTERACTIVE
  • 29. P #6 S TE Plan for the success Setting Benchmarks CONNECTIONS ENGAGEMENT ADVOCACY Total number of Actively Total number of ʻsharesʼ of Total number of Connections Engaged users per month on a brand activities by users per to a Branded Community Branded Community month Key Driving Factors Key Driving Factors Key Driving Factors Strategy [SVP & Social Comms Overall appeal of the Brand DNA] Strategy Buying Campaign Idea Campaign Idea Content Content / Format
  • 30. P #7 S TE Plan for risk Call trees insert benchmarks visual
  • 31. P #8 S TE Test & Learn
  • 32. P #9 S TE Embrace it (alias) Be a... But not a... Stalker Troll Twervert Spammer Pinner Astroturfer
  • 33. # 10 EP If in doubt ST
  • 34. NETWORKS/COMMUNITIES A TOP-LINE VIEW
  • 35. Publish / Direct / Transact Inform / Engage / Educate / Entertain / Inspire Discovery & Research Compelling reason to revisit
  • 36. Publishing Engage / Inform / Educate Great for SEO Needs commitment
  • 37. Aggregator Engage / Entertain visually cool & trendy supplementary & niche
  • 38. Aggregator Inspire / Engage / Inform Customizable Non broadcast
  • 39. Creation / Community Inspire / Entertain / Engage Aggregration / Filtering Relies heavily on fresh frequent content
  • 40. Connected Community Hub Entertain / Inform / Connect Good for Insights / CRM / loyalists / advocacy Moving goal posts
  • 41. Connected Community Hub Entertain / Inform / Connect Niche interests Media / Fashion Relatively low penetration
  • 42. Connected Network Alert / Inform / Educate / Outreach Open / Credible Mass / key influencers 140 Characters
  • 43. Company/Business Activity Business Info / Profile Stakeholder Connections Under-utilised
  • 44. House Video Content Inform / Entertain / Educate Shareable / Familiar / Data Poorly executed / not a destination
  • 46. Tom Phillips @victom 04 14 14 76 62 @TCO Thank you
  • 47. TCO Standard Terms 01: Appointment and Terms. The Client appoints TCO Pty Ltd ABN 69 125 933 637 (ʻTCOʼ) as consultant to provide the services set out in each estimate agreed between TCO and the Client (ʻServicesʼ). 02: Services. In consideration of the payment of the fees set out in an estimate or as agreed between TCO and client p-lus GST (ʻFeesʼ) TCO will provide the Services. TCO will abide by any reasonable directions given by the Client with respect to the manner of delivery of the Services. 03: Fees. TCO will provide a tax invoice to the Client for the Fees according to the payments set out in an estimate or if no estimate as agreed between TCO and Client. Fees payable 60% of estimate on engagement and prior to commencement of work and remainder is payable on delivery of the product of the Services provided under this Agreement. TCO shall be entitled to charge interest at the rate of 2% p.a. calculated daily on any overdue Fees. The Fees may be reviewed by TCO if the scope of the project changes and the Client will be given notice of any increase in the Fees. 04: Expenses. In addition to the Fees the Client will reimburse TCO the actual costs of disbursements reasonably incurred by TCO in carrying out the Services. Expenses are subject to prior approval by the Client. 05: Intellectual Property. Intellectual Property contributed by Client will remain owned by Client. Upon completion of the Services and final payment of all Fees TCO agrees to provide a royalty free perpetual license to the Client of all intellectual property rights created by TCO in connection with the provision of the Services for use by the Client for the purposes of the Project. TCO shall retain all Masters, rushes and other preparatory material and client (or third parties) will not be entitled to such originals, although client may request duplicate Masters to be provided at additional fees. Third party intellectual property will remain owned by such third parties, and Client appoints TCO as agent to procure any use of third party intellectual property in relation to the Project. 06: Assistance. The Client will give TCO, its employees and contractors all assistance reasonably requested by TCO to enable TCO to carry out the Services. 07: Employees. The Client will not, from the date of this Agreement to twelve months after completion of the provision of services by TCO, solicit, employ or contract any employee or contractor of TCO. The Client agrees that if it employs or engages any person directly, contrary to this clause it shall be liable to pay to TCO liquidated damages in a once off amount equal to 30% of such personʼs annual salary or annualised contracted amount (if a contractor) at the time of departing TCO even if they have been employed or contracted by another organisation after departing TCO and prior to being engaged or employed by the Client. This digital file / document contains confidential information and has been prepared for discussion purposes only.  TCO Pty. Ltd. claims ‘commercial in confidence’ with respect to the contents. Please refer to our standard terms at the end of this document.
  • 48. TCO Standard Terms 08: Confidentiality. Each party shall treat as confidential all information which comes into its possession, pursuant to or as a result of or in the performance of this Agreement, whether such information relates to the business, sales, marketing or technical operations of the other Party or the clientele of the other Party or otherwise. Neither Party shall, without the written permission of the other, disclose such confidential information to a third party. 09: Warranties. Except as set out herein all implied conditions, warranties and rights are excluded from this Agreement. Where the Trade Practices Act 1974 or other laws imply conditions or warranties or give other rights in respect of this Agreement, TCOʼs liability for any breach of such a condition, warranty or right will (but only to the extent permitted by law) be limited: (a) in the case of goods supplied, to the replacement or repair of the goods or the supply of equivalent goods, the payment of the cost of repairing or replacing the goods or of acquiring equivalent goods; (b) in the case of services supplied, to the supplying of the services again or the payment of the reasonable cost of having the services supplied again. 10: Liability. TCO will not be liable to the Client or any persons claiming under it in contract, tort or otherwise for or in respect of any direct, indirect, or consequential loss, damage, expense or injury suffered by the Client or any other person arising out of or relating to this Agreement or any delay, non‑performance or error in information supplied to the Client by TCO in connection with this Agreement or any services provided. Without limiting the foregoing, TCO shall have no liability for circumstances beyond its control, including without limitation fire, theft, strike, lockout, force majeure, act of god, or act of terror. 11: Cancellation. In the event that Client cancels an event at which the Services are to be performed by TCO then TCO shall be entitled to charge the Client, as a genuine pre-estimate of TCOʼs loss, the greater of the percentage of the Fees set out in the table below, and the amount of the budget relevant to the Services performed by TCO to the point of cancellation: Notice period Minimum % Fees 24 hours or less 50% 48 Hours or less 35% Greater than 48 Hours 25% This digital file / document contains confidential information and has been prepared for discussion purposes only.  TCO Pty. Ltd. claims ‘commercial in confidence’ with respect to the contents. Please refer to our standard terms at the end of this document.
  • 49. TCO Standard Terms 12: Termination. Either Party may terminate this agreement by giving the other Party thirty (30) days written notice, or the parties may mutually agree in writing to a shorter notice period. This agreement will automatically terminate if: the Client enters into an arrangement or composition with creditors; an application is made for the appointment of a liquidator, controller, administrator, official manager, receiver and manager or similar officer or any of them is appointed; an event happens which would allow a court to wind the Client up; the Client ceases to carry on business or is unable to pay its debts; or the Client materially breaches this agreement and does not remedy the breach with fourteen (14) days of receiving notice from TCO to rectify the breach or the breach is incapable of being remedied. 13: If this agreement is terminated for any reason the Client shall immediately pay to TCO any part of the Fees which has accrued prior to the termination but has not been paid, including works performed but not yet invoiced. Upon payment TCO shall deliver to the Client all books, records, plans, papers, models and information of any kind relating to the Services which are the property of the Client. 14: The proper law of this agreement is the law of New South Wales. The parties submit to the jurisdiction of courts in New South Wales. 15: Definitions. In this agreement, capitalised words shall have the meanings ascribed to them in the Schedule unless the context otherwise requires. Headings and bold print have been included for ease of reference. This agreement shall not be construed or interpreted by reference to such headings, sub-headings, bold print or capitals. 16: The Client does not need to sign these terms to accept them, and instructing TCO to continue work will be deemed acceptance of these terms. 17: This agreement contains the entire agreement between the parties and supersedes all previous correspondence and negotiations concerning the Services. This agreement is the primary agreement between the parties in relation to the Services and will be paramount to any terms attached to any purchase order, service request or other engagement terms provided to TCO whether before or after the execution of this agreement by either party. This agreement may only be varied by TCO executing a document explicitly using the words ʻThis agreement varies TCOʼs Standard Termsʼ. This digital file / document contains confidential information and has been prepared for discussion purposes only.  TCO Pty. Ltd. claims ‘commercial in confidence’ with respect to the contents. Please refer to our standard terms at the end of this document.