Agreement Between Therapist and ConnectingToTherapy.com
Agreement Between Therapist and ConnectingToTherapy.com
(Independent Contractor Services Agreement)
This Agreement is made between:
Connecting to Therapy Pty Ltd (ACN/ABN: [insert]) of [insert address] (CTT, we, us); and
[Contractor full legal name] (ABN: [insert]) of [insert address] (Contractor, you).
Together, the Parties.
The Schedule forms part of this Agreement.
1. Appointment
1.1. CTT appoints the Contractor to provide the Services in accordance with this Agreement for the Term, as set out in the Schedule.
1.2. The Contractor agrees to provide the Services outlined in the Schedule.
1.3. The appointment is non-exclusive.
1.4. CTT will notify the Contractor in writing once the Contractor’s profile has been activated on the Connecting To Therapy Platform. For the purposes of this Agreement, the Start Date is not the same as the Profile Activation Date.
2. Relationship of the Parties
2.1. Nothing in this Agreement creates a partnership, joint venture, agency, or employment relationship. The Contractor is an independent contractor.
2.2. The Contractor has no authority to incur obligations on behalf of CTT without CTT’s prior written consent.
3. Responsibilities of the Parties
3.1 Contractor Responsibilities
The Contractor:
a. Must carry out the Services in a conscientious, professional, competent and timely manner, in accordance with all appropriate professional standards.
b. Will provide the Services in a manner reasonably required by CTT and consistent with the Platform policies notified to the Contractor from time to time.
c. Warrants they have the necessary knowledge, skill, experience and ability to provide the Services and will promptly advise CTT if this ceases to be the case.
d. Warrants they hold the qualifications they informed CTT of on or before the Commencement Date.
e. Will observe and comply with CTT’s policies and procedures notified to the Contractor from time to time (including privacy, record keeping, client communications, and cancellation policies).
f. Will not make statements or representations on behalf of CTT without prior written consent.
g. Will maintain continuous eligibility and active possession of applicable registration and/or provider numbers relevant to their profession (if applicable).
h. Will maintain unrestricted registration with the relevant registering board (where applicable).
i. Will attend external clinical supervision as required by professional obligations and/or as reasonably required by CTT’s clinical governance standards.
j. Will comply with all relevant laws, including occupational health and safety and anti-discrimination laws.
k. Complimentary 15-minute consultation requirement
i. The Contractor must offer a 15-minute complimentary consultation to prospective clients who request it through the Platform, subject to reasonable availability and the Contractor maintaining at least occasional consultation availability (for example, by making consultation slots available from time to time).
ii. The consultation is for brief suitability screening, orientation to the Contractor’s approach, and administrative clarification only. It is not a full therapy session, does not create an ongoing treatment commitment, and is not intended for crisis support.
iii. The Contractor must direct any person in immediate danger to emergency services and/or appropriate crisis supports.
3.2 CTT Responsibilities
CTT:
a. Will provide administrative support, including bookings and appointments for clients who have been suitably screened in accordance with CTT’s intake processes.
b. Will provide access, training and support for online practice management software (where applicable) for client notes, communication and telehealth calls.
c. Will facilitate billing and payments as required.
d. Will use reasonable efforts to ensure timely payment to the Contractor for Services delivered under this Agreement, in accordance with clause 4 and the Schedule.
e. Google Business Profile (CTT-controlled listings)
i. CTT may create, claim, manage and optimise one or more Google Business Profiles (“GBP”) to promote CTT and/or a CTT-branded clinic listing, and to present practitioner/service information, in accordance with Google policies and applicable Australian law.
ii. Unless otherwise agreed in writing, any GBP created or managed primarily to promote CTT, the Platform, or a CTT-branded clinic listing is controlled by CTT, including primary owner access and administrative control.
iii. The Contractor may be displayed on a CTT-controlled GBP as a practitioner/service provider while the Contractor provides services through the Platform.
iv. Upon termination or cessation of services through the Platform, CTT may update the GBP (including practitioner/service details) to reflect staffing and service changes, provided it does not misrepresent the Contractor as continuing to provide services through CTT.
v. The Contractor must not attempt to claim, transfer, disable, rename, duplicate, or otherwise interfere with a CTT-controlled GBP.
f. If CTT engages third parties for marketing/management support (including for GBP), CTT will remain responsible for overall governance and compliance.
4. Payment, Fees and Billing
4.1 Fees collected via the Platform
a. Where a client books through the Platform, payments will be collected via CTT’s nominated payment processor(s) (e.g., Stripe) or other payment method made available by CTT from time to time.
b. Subject to this Agreement, CTT will remit to the Contractor the Contractor Share for each completed session, being the Gross Session Fee less:
i. the Commission Rate payable to CTT (as set out for the Contractor in the Schedule and as varied in accordance with clause 4.9); and
ii. any Pass-Through Fees specified in the Schedule (if any), and any amounts required to be withheld by law (if any).
c. CTT may round amounts to the nearest cent.
4.2 Payment method and payout timing
a. CTT may pay the Contractor by one or more methods determined by CTT, including:
i. transfer to a Stripe account / Stripe balance (or similar); and/or
ii. electronic funds transfer (EFT) to the Contractor’s nominated bank account; and/or
iii. another method reasonably nominated by CTT.
b. Payout frequency and timing will be as set out in the Schedule (e.g., weekly or fortnightly in arrears).
c. The Contractor must keep payout details up to date and is responsible for delays caused by incorrect payout details.
4.3 Statements and reconciliation
CTT will provide the Contractor with an electronic statement (or dashboard report) for each payout period showing sessions delivered, fees collected, commission deducted, refunds/chargebacks (if any), and the net amount paid to the Contractor.
4.4 Contractor expenses
The Contractor is responsible for their own expenses associated with performing the Services unless otherwise agreed in writing.
4.5 Direct payments and off-platform collections
a. The Contractor must not request or accept payment directly from any client for sessions that were introduced, booked, or intended to be booked through the Platform, except with CTT’s prior written consent.
b. If the Contractor receives such payment directly (including by mistake), the Contractor must notify CTT within 2 business days and must pay to CTT the applicable Commission Rate (and any Pass-Through Fees specified in the Schedule) within 7 days of invoice or written request.
4.6 Refunds, chargebacks and payment disputes
a. If a client is refunded (in whole or part), initiates a chargeback, or a payment is reversed/disputed, CTT may deduct the relevant amount (including reasonable third-party fees charged to CTT by the payment provider) from:
i. the Contractor’s next payout(s); and/or
ii. any amounts otherwise payable to the Contractor.
b. If deductions result in a negative balance, CTT may invoice the Contractor and the Contractor must pay within 14 days.
4.7 Withholding and set-off (limited and reasonable)
a. CTT may withhold payment of amounts reasonably connected to:
i. sessions not delivered (including where the Contractor fails to attend or cancels without appropriate notice under the applicable policy);
ii. verified client refunds, chargebacks, or payment disputes;
iii. credible allegations of serious professional misconduct or a material breach requiring investigation; or
iv. amounts the Contractor owes to CTT under this Agreement.
b. CTT must notify the Contractor of any withholding and the reason, and will release any withheld amounts promptly once the issue is resolved (subject to clause 4.6).
4.8 Contractor Fee Rate changes
a. The default Contractor Fee Rate is set out in the Schedule.
b. The Contractor may request a different Contractor Fee Rate via the Platform settings or in writing. Any change must be approved by CTT in writing (including via an approval workflow on the Platform).
c. Once approved, the new Contractor Fee Rate applies prospectively only, meaning it applies only to sessions first booked after the effective date of the change (and not to sessions already booked before that date).
4.9 Commission Rate changes (flexible; per-therapist; with notice)
a. The Commission Rate may differ between contractors and will be the rate set out in the Schedule for the Contractor.
b. CTT may vary the Commission Rate by giving the Contractor at least 30 days’ written notice.
c. Any change to the Commission Rate applies prospectively only, meaning it applies only to sessions first booked after the effective date in the notice (and not to sessions already booked before that date).
d. If the Contractor does not accept the change, the Contractor may terminate this Agreement by written notice within 14 days of receiving the notice, with termination taking effect on the day before the new Commission Rate would otherwise commence (unless otherwise agreed).
5. Assignment / Subcontracting
5.1. The Contractor may not assign or subcontract the Services without CTT’s prior written consent.
5.2. If permitted, the Contractor remains responsible for the accuracy and timely completion of the Services.
6. Complaints
6.1. Complaints regarding services will be directed to the Contractor in the first instance (where appropriate).
6.2. CTT’s internal team will be consulted as needed.
6.3. CTT may facilitate mediation or escalation processes if required.
7. Client Records and CTT Documents
7.1. CTT owns all client records saved in the practice management software used by CTT (subject to applicable law and professional obligations).
7.2. The Contractor may make copies of records relating to services they personally provide, as reasonably required to comply with professional/legal obligations.
7.3. The Contractor agrees to use CTT’s client administration documents where required, including intake forms, consent forms, and cancellation policies.
8. Professional Indemnity Insurance
8.1. The Contractor must maintain all legally required insurance, including professional indemnity insurance, for no less than the amount specified in the Schedule.
8.2. The Contractor must provide evidence of such insurance upon CTT’s request.
8.3. The Contractor must notify CTT immediately of any cancellation or lapse in relevant insurance.
9. Confidentiality and Privacy
9.1. The Contractor must not disclose or use Confidential Information except as necessary to perform the Services or as required by law.
9.2. The Contractor must notify CTT of any unauthorised disclosure or suspected breach.
9.3. The Contractor will reasonably assist CTT in responding to any breach or unauthorised use.
10. Conflict of Interest
10.1. The Contractor warrants that no conflict of interest exists at the Commencement Date.
10.2. If a conflict or risk arises during the Term, the Contractor must notify CTT promptly in writing.
10.3. The Contractor may work for others provided it does not interfere with performance of Services and any potential conflict is disclosed.
11. Intellectual Property and Materials
11.1. Any intellectual property jointly developed for the Platform or CTT’s business is owned by CTT unless otherwise agreed in writing.
11.2. Intellectual property developed solely by the Contractor regarding their clinical services (and not created for CTT’s platform operations/marketing) remains the Contractor’s property.
12. Right to Audit
12.1. CTT may appoint a third party or conduct its own audit of the Contractor’s obligations under this Agreement at its own cost, acting reasonably and with reasonable notice.
13. Liability and Indemnity
13.1. To the fullest extent permitted by law, the Contractor is liable for and indemnifies CTT against Liability CTT incurs arising from:
a. property loss or personal injury caused by the Contractor in providing the Services;
b. the Contractor’s breach of this Agreement;
c. claims arising from the Contractor’s negligent or unlawful acts/omissions; and
d. claims that the Contractor is entitled to employee benefits as if they were a CTT employee (to the extent caused by the Contractor’s conduct or representations).
13.2. Nothing in this Agreement limits any rights or remedies that cannot be excluded under law.
14. Termination
14.1. This Agreement applies from the Start Date until the End Date unless terminated earlier in accordance with this clause.
14.2. Either Party may terminate with 30 days’ written notice.
14.3. Either Party may terminate immediately by notice if the other Party breaches a material term and fails to remedy within 7 business days of written notice specifying the breach (where the breach is capable of remedy).
14.4. Upon termination, the Contractor must stop providing Services through the Platform, return or delete CTT property/confidential materials as reasonably directed, and pay any outstanding amounts owed under this Agreement.
15. Post-Engagement Client Protection
15.1 Definitions
a. Restricted Client means any individual who:
i. first enquired, booked, or received Services with the Contractor through the Platform (or was otherwise directly introduced to the Contractor by CTT); and
ii. had a Consultation or a paid session with the Contractor within the 12 months immediately before termination.
b. Excluded Client means any individual who was a client of the Contractor before their first introduction to CTT and whom the Contractor can reasonably evidence (e.g., prior invoice/diary entry).
c. Restricted Client does not include Excluded Clients.
15.2 Non-Solicitation
During the Term and for the applicable Restraint Period in clause 15.4, the Contractor must not solicit, entice, or encourage any Restricted Client to:
a. cease using the Platform; or
b. engage the Contractor (or an associate) outside the Platform.
15.3 Non-Circumvention / Non-Dealing
During the applicable Restraint Period, the Contractor must not provide services (directly or indirectly) to any Restricted Client other than through the Platform, unless:
a. the client is an Excluded Client; or
b. CTT provides prior written consent; or
c. the Contractor uses the Buy-Out Option in clause 15.5.
15.4 Restraint Period (step-down)
The Restraint Period means whichever of the following periods is valid and enforceable and is the longest such period:
a. 12 months after termination; or
b. 6 months after termination; or
c. 3 months after termination.
15.5 Buy-Out Option (variable commission; weekly typical)
a. Applicable Commission Rate means the Commission Rate in effect for the Contractor on the date the Restricted Client last booked a paid session through the Platform (or if none, the date of the Consultation).
b. If the Contractor wishes to provide services to a Restricted Client outside the Platform during the Restraint Period, the Contractor may do so only after paying CTT a buy-out fee equal to:
Buy-Out Fee = Applicable Commission Rate × Contractor Fee Rate × 8 sessions
c. CTT must provide a written calculation on request.
15.6 Acknowledgement and remedies
a. The Contractor acknowledges CTT has legitimate interests in protecting client relationships and platform goodwill and that this clause is intended to be no more restrictive than reasonably necessary.
b. CTT may seek injunctive relief in addition to damages for breach.
15.7 Survival
This clause survives termination or expiry.
16. Disputes
16.1. The Parties must meet (in person or by video) and attempt in good faith to resolve disputes before initiating court proceedings, except where urgent injunctive relief is sought.
17. Governing Law
17.1. This Agreement is governed by the laws of Victoria, Australia and the Parties submit to the exclusive jurisdiction of the courts of Victoria and the Commonwealth of Australia.
18. GST
18.1. The Contractor is solely responsible for GST obligations relating to the Services, if applicable.
19. Notices
19.1. Notices must be in writing and may be sent by email or post to the addresses set out in the Schedule.
19.2. Notices are deemed served at the time of email transmission (unless bounce-back/failed delivery) or 48 hours after posting.
20. Severance
20.1. If any provision is void or unenforceable, it will be read down or severed without affecting the remainder of the Agreement.
21. Interpretation and Definitions
In this Agreement:
a. Commencement Date means the date this Agreement is signed by the last Party to sign.
b. Confidential Information means any business, technical, commercial or client information disclosed by CTT in confidence, including platform processes, pricing, contractor terms, and client information, excluding information in the public domain (other than by breach).
c. Contractor Fee Rate means the amount charged per session on the Platform (as set out in the Schedule).
d. Contractor Share means Gross Session Fee less Commission Rate and Pass-Through Fees (if any) as described in clause 4.
e. Commission Rate means the percentage payable to CTT for sessions booked/paid via the Platform, as set out for the Contractor in the Schedule and as varied under clause 4.9.
f. Employee Benefits means benefits owed to employees under employment law.
g. End Date means the end date set out in the Schedule (or “ongoing” if not specified).
h. Gross Session Fee means the session fee charged to the client (inclusive of GST if applicable).
i. Intellectual Property includes copyright, designs, patents, trademarks, know-how and any modifications.
j. Liability means any expense, cost, claim, loss, damage, liability or proceeding.
k. Pass-Through Fees means payment processing fees or other third-party fees passed to the Contractor where specified in the Schedule.
l. Profile Activation Date means the date the Contractor’s profile is activated on the Platform.
m. Schedule means the schedule attached to this Agreement.
n. Services means the services described in the Schedule.
o. Start Date means the start date set out in the Schedule.
p. Connecting To Therapy Platform / Platform means www.connectingtotherapy.com and associated systems.
22. Google Business Profile Transition (CTT-controlled listings)
22.1. CTT manages GBPs to improve visibility and client acquisition and will not request or encourage review activity that breaches Google policies.
22.2. Reviews on a CTT-controlled GBP form part of the goodwill associated with that listing.
22.3. The Contractor grants CTT a non-exclusive licence during the Term to use the Contractor’s name, professional bio, headshot, credentials, and service description on CTT-controlled GBPs and related directories to market the Contractor’s availability through the Platform.
22.4. Within a reasonable period after termination (e.g., 14 days), CTT will remove or update the Contractor’s practitioner details on CTT-controlled GBPs, except where retention is required for legal/record-keeping reasons.
22.5. No fees are payable by either party solely by reference to the number of reviews on a CTT-controlled GBP.
23. Client Re-Engagement Communications (6-month follow-up)
23.1. Where a client has not booked a session for 6 months, CTT may send a follow-up email inviting the client to rebook through the Platform and may suggest a 15-minute complimentary check-in, subject to the Contractor’s availability.
23.2. The Contractor authorises CTT to send such re-engagement communications to clients of the Platform for the purpose of continuity of care and service re-engagement.
23.3. CTT will ensure re-engagement communications include an unsubscribe mechanism and will honour opt-out requests, except where messages are purely administrative/service messages required for care or compliance.
Schedule 1 — Key Terms & Service Details
A. Parties & Notices
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CTT Legal Name: Connecting to Therapy Pty Ltd
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CTT ABN/ACN: [Insert]
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CTT Notice Email: [Insert]
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CTT Postal Address: [Insert]
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Contractor Legal Name: [Insert]
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Contractor ABN: [Insert]
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Contractor Notice Email: [Insert]
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Contractor Postal Address: [Insert]
B. Term
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Commencement Date: The date the last Party signs this Agreement.
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Start Date: [Insert date]
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Profile Activation Date: The date CTT activates the Contractor profile on the Platform (not necessarily the Start Date).
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End Date: Ongoing unless terminated under clause 14 / or [Insert date].
C. Services
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Services: Telehealth psychotherapy / counselling services delivered via the Platform in accordance with the Contractor’s registration scope and professional obligations.
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Delivery Mode: Zoom / telehealth via CTT systems (unless otherwise agreed).
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Session Length (Standard): 50 minutes (unless otherwise specified per booking).
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Locations: Online; clients and Contractor may be located anywhere, including outside Victoria.
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Service Standards / Policies: Contractor must comply with CTT policies as updated from time to time (including intake, consent, privacy, clinical notes, and cancellation policy).
D. Fee Rates, Commission & Payouts
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Contractor Fee Rate (Default): AUD $180 per 50-minute session (inclusive of GST if applicable), unless a different Contractor Fee Rate is approved and set for the Contractor in accordance with clause 4.8 and/or Schedule 1(D)(1A).
1A. Contractor-selected Fee Rate: The Contractor may request a different Contractor Fee Rate via the Platform or in writing. Any change takes effect only when approved by CTT and updated on the Platform (and applies prospectively to sessions first booked after the effective date of the change).
2. Commission Rate (Initial): 20% (as varied under clause 4.9).
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Contractor Share: Gross Session Fee minus Commission Rate and any Pass-Through Fees (if any).
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Pass-Through Fees:
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Payout Frequency: Fortnightly in arrears (unless otherwise agreed in writing).
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Payout Method (Initial): Stripe payout / Stripe account transfer (or similar).
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Future Payout Method: CTT may later change payout method to EFT to bank account (clause 4.2).
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Contractor Bank Details (if EFT used):
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Account Name: [Insert]
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BSB: [Insert]
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Account Number: [Insert]
E. Consultations & Availability
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Complimentary 15-minute consultations: The Contractor must offer a complimentary 15-minute consultation to prospective clients who request it through the Platform, subject to reasonable availability, in accordance with clause 3.1(k).
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Availability settings: The Contractor is responsible for maintaining up-to-date availability on the Platform and may set limits on Consultation slots offered, provided the Contractor continues to offer Consultations on a reasonable basis.
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Optional complimentary 15-minute check-ins: CTT may invite inactive clients to book a complimentary 15-minute check-in under clause 23, subject to the Contractor’s availability.
F. Cancellations / No-Shows (Platform Policy)
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Client cancellation policy: [Insert your policy, e.g., “24 hours’ notice required”]
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Contractor cancellation policy: Contractor must comply with CTT’s cancellation/reschedule standards and notify CTT promptly of any changes.
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No-show handling: As per CTT policy and Platform workflows.
G. Insurance
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Professional Indemnity Insurance: Minimum AUD $[insert] per claim (or as required by Contractor’s profession/registration body).
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Public Liability Insurance: Minimum AUD $[insert] (if applicable / if required).
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Evidence: Contractor must provide certificates of currency on request.
H. Registration / Provider Numbers (if applicable)
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AHPRA Registration No: [Insert]
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Medicare Provider No: [Insert]
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Other Membership/Association No: [Insert]
(Only include what applies.)
I. Clinical Supervision (if required)
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Supervision Requirement: External clinical supervision as required by professional obligations and/or CTT clinical governance.
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Evidence (if requested): Contractor to confirm supervisor name/arrangement if requested (no sensitive case details).
J. Governing Law
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State/Territory: Victoria