SERVICE AGREEMENT

Brimbravo Commission-Only Representation Agreement

BrimbleCorp Pty Ltd T/A Brimble Media & Brimbravo
ABN: 34 637 082 323

1. Representation Model

Under this Agreement, Brimbravo represents the Client on a commission-only basis for speaking, media, and related commercial opportunities.

No monthly service fee applies.

Brimbravo may introduce, facilitate, or negotiate opportunities on behalf of the Client where appropriate.

This representation model is transaction-based and does not include ongoing outreach obligations.

2. Commission

A 30% commission applies on all paid opportunities introduced, facilitated, negotiated, or secured by Brimbravo.

This includes but is not limited to:

  • Stage speaking engagements
  • Conferences and panels
  • Corporate presentations
  • Brand collaborations
  • Workshops and training sessions
  • Consulting engagements resulting from introductions
  • Paid media or podcast appearances

Commission remains payable regardless of whether the final agreement is executed directly between the Client and the organiser.

3. Commission Applicability

Commission applies whenever Brimbravo:

  • introduces an opportunity
  • facilitates an introduction between the Client and an organiser
  • negotiates or assists with negotiating the engagement
  • assists in structuring or confirming the opportunity
  • participates in inbound opportunities where Brimbravo negotiates on behalf of the Client
  • participates in opportunities referred to Brimbravo by the Client where negotiation or representation occurs

Where Brimbravo participates in negotiation or representation of the opportunity, the standard commission provisions apply.

4. Inbound & Client-Referred Opportunities

Where the Client receives an inbound enquiry or refers an opportunity to Brimbravo for assistance with negotiation, structuring, or representation, the standard commission provisions of this Agreement apply.

This includes situations where Brimbravo:

  • negotiates speaking fees or commercial terms
  • represents the Client in discussions with organisers
  • assists in structuring or confirming the engagement
  • secures improved financial or contractual terms

Once Brimbravo becomes involved in negotiation or representation of the opportunity, the engagement is considered commissionable under this Agreement, regardless of whether the opportunity originated from Brimbravo, the Client, or a third party.

5. Minimum Commission

Brimbravo reserves the right to apply a minimum commission of $200 USD (or equivalent currency) on paid engagements where the calculated commission would fall below this amount.

6. Payment Timing

Commission invoices are due within 14 days of the Client receiving payment from the organiser.

Where Brimbravo receives payment directly from the organiser, the commission will be deducted and the remaining balance remitted to the Client within 14 days of funds clearing.

7. Commission Currency

Commission is calculated in the currency of the opportunity or organiser payment unless otherwise agreed.

8. Repeat Engagements

Repeat bookings with organisers first introduced by Brimbravo remain commissionable for 24 months from the date of the first engagement, or for any subsequent engagements where Brimbravo continues to represent or negotiate on behalf of the Client in the transaction.

9. Scope of Representation

Under the commission-only model:

  • Brimbravo has no obligation to conduct proactive outreach or opportunity searches
  • Brimbravo may introduce or facilitate opportunities at its discretion
  • Brimbravo may assist with negotiation and commercial structuring of opportunities
  • The primary focus is on paid engagements

Brimbravo may occasionally introduce unpaid opportunities at its discretion where they are considered strategically beneficial to the Client.

This model does not include:

  • guaranteed opportunity searches
  • monthly strategy calls
  • continuous outreach activity

10. Non-Circumvention

The Client agrees not to bypass Brimbravo in order to avoid commission obligations.

Where Brimbravo has introduced or facilitated contact with an organiser, commission remains payable if the Client later secures an engagement directly with that organiser.

11. Commission Tail

Any organiser or opportunity introduced by Brimbravo remains commissionable if the Client enters into an engagement or commercial arrangement with that organiser within 24 months of the initial introduction, even if this Agreement has terminated.

12. Opportunity Disclosure

The Client agrees to notify Brimbravo if they are contacted directly by an organiser previously introduced by Brimbravo regarding a potential engagement.

Such opportunities remain subject to the commission provisions of this Agreement.

13. Indirect Engagements

Commission remains payable where an engagement occurs through a third party, intermediary, affiliate, related organisation, or associated event organiser connected to an organiser originally introduced by Brimbravo.

14. Engagement Value Disclosure

The Client agrees to provide accurate information regarding the value of engagements subject to commission under this Agreement.

Commission is calculated based on the total commercial value of the engagement agreed between the Client and the organiser.

15. Organiser Payment Disclosure

The Client agrees to promptly notify Brimbravo of any payments, deposits, sponsorship contributions, or compensation received from organisers related to opportunities covered under this Agreement.

16. Travel & Expenses

Where possible, Brimbravo will attempt to negotiate travel, accommodation, and related expenses to be covered by the organiser.

Where such expenses are not covered, they remain the responsibility of the Client unless otherwise agreed in writing.

17. Event Changes

Brimbravo is not responsible for cancellations, postponements, or changes made by organisers or third parties.

Commission obligations apply only where the Client receives payment or where a contractual commitment for payment has been made.

18. Publicity Rights

The Client grants Brimbravo permission to reference the Client and confirmed engagements for marketing or promotional purposes unless otherwise agreed in writing.

19. Communication

Operational communication may occur via email, WhatsApp, or other agreed channels, which constitute valid notice.

20. Client Materials

The Client agrees to provide accurate biography, photographs, speaking topics, and other relevant materials required for introductions.

Brimbravo may reasonably refine or adapt these materials for positioning and opportunity placement.

21. Confidentiality

Both parties agree to keep confidential any proprietary data, contact lists, or processes shared during this engagement.

22. Force Majeure

Neither party shall be liable for delays or failure to perform obligations due to events outside reasonable control including natural disasters, pandemics, government restrictions, strikes, or platform outages.

23. Independent Relationship

Nothing in this Agreement creates a partnership, employment relationship, or legal agency between the parties.

24. Limitation of Liability

To the maximum extent permitted by law, Brimbravo’s total liability arising from this Agreement shall not exceed the total commission received by Brimbravo in the preceding three months.

25. Entire Agreement

This Agreement constitutes the entire understanding between the parties and supersedes any prior discussions or agreements.

26. Governing Law

This Agreement is governed by the laws of Queensland, Australia.

27. Professional Conduct

The Client agrees to conduct themselves professionally and not engage in behaviour that may reasonably damage the reputation of Brimbravo, its team, or its partners.

28. Negotiation Authority

The Client retains final approval over all engagement fees and commercial terms.

However, the Client authorises Brimbravo to discuss indicative rates, negotiate terms, and explore commercial arrangements with organisers in order to facilitate potential engagements.

29. Intellectual Property

All intellectual property, presentations, frameworks, materials, and branding created or owned by the Client remain the property of the Client.

30. Assignment

Brimbravo may assign or transfer this Agreement to a related entity, successor business, or affiliated company including where the business is incorporated in another jurisdiction.

31. Non-Solicitation

The Client agrees not to hire or directly engage any staff, contractors, or representatives of Brimbravo for a period of 12 months following termination of this Agreement without written consent.

32. Severability

If any provision of this Agreement is found to be invalid or unenforceable, the remaining provisions shall remain in full force and effect.

33. Termination

Either party may terminate this Agreement with 30 days written notice.

34. Authority

The individual entering into this Agreement confirms they have the authority to bind the Client.

35. Survival

The provisions relating to commission, commission tail, confidentiality, limitation of liability, intellectual property, and non-circumvention shall survive termination of this Agreement.

36. Digital Execution

This Agreement may be executed electronically.

Digital signatures, email confirmation, or written confirmation of acceptance constitute acceptance of this Agreement.

By signing below, or by confirming acceptance in writing, the Client accepts all terms of this Agreement.

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