Services Agreement

 This services agreement is made on 2nd of May 2025: 

between any person or entity who engages the Supplier's services ("the Client") 

and Rendez-vous Voyages - 6 Walsh loop, Joondalup, Western Australia, 6027. 

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RECITALS

(a) The client wishes to receive Tailor-made travel planning services, including

customised itineraries, consulting, and recommendations. The services are advisory

in nature and do not include booking or payment of third-party services.

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(b) Rendez-vous Voyages has the skills, background and experience in providing

Tailor-made travel planning, itinerary design, personalised travel consulting, and

destination expertise primarily in France, Australia, and French overseas territories.

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(c) The client wishes to engage an independent contractor to provide the Services to

The client.

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(d) Rendez-vous Voyages is willing to provide the Services and The client is willing to

appoint Rendez-vous Voyages to provide the Services, all in accordance with the

provisions of this Agreement.

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OPERATIVE CLAUSES

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1. Definitions and Interpretation

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1.1 Definitions

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In this Agreement, unless the context indicates otherwise, the following words will have the

following meanings:

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• Background IP means the Intellectual Property of a Party which was in existence prior to the commencement of this agreement or which is subsequently developed by that Party independently of and for purposes unconnected with this agreement.

• Confidential Information includes any information marked as confidential and any information received or developed by Rendez-vous Voyages during the term of this Agreement, which is not publicly available and relates to processes, equipment and techniques used by The client in the course of The client's business including all information, data, drawings, specifications, documentation, source or object code, designs construction, workings, functions, features and performance notes, techniques, concepts not reduced to material form, agreements with third parties, schematics and proposals and intentions, technical data and marketing information such as customer lists, financial information and business plans.

• Conflict of Interest means circumstances in which, due to a direct or indirect relationship (commercial or otherwise and including any potential relationship or opportunity or inducement and any such situation which comes into existence subsequent to thecommencement of this agreement) involving one Party or its personnel and another person or entity, that Party is unable to discharge its obligations under this agreement to the other Party in an objective and independent manner to the best of its ability.

• Services means the Services to be provided by Rendez-vous Voyages under this agreement, when such Services will be provided, the length of time they will take to perform and the human and other resources and facilities which are to be supplied by the Supplier.

• Consultant's Personnel means any person(s) that Rendez-vous Voyages designates to perform the Services on Rendez-vous Voyages's behalf. Contract IP means Intellectual Property created by the Supplier in the course of performing its obligations under this agreement. Deliverable means any goods or services to be supplied by the Supplier pursuant to this agreement.

• Facilities means working space, computer equipment, access to the internet and the client’s computer network, telecommunications system etc, and includes not only access to such resources but also use of them to the extent required by the Supplier in order to perform the Services.

• Fee(s) means the fees set out in the Specification.

• Force Majeure Event means any occurrence or omission as a direct or indirect result of which the Party relying on it is prevented from or delayed in performing any of its obligations under this agreement and which is beyond the reasonable control of that Party and could not have been prevented or mitigated by reasonable diligence or precautionary measures, including forces of nature, natural disasters, acts of terrorism, riots, revolution, civil commotion, epidemic, industrial action and action or inaction by a government agency but does not include any act or omission of a subcontractor (except to the extent that act or omission is caused by a Force Majeure Event).

• GST Law means the same as in the A New Tax System (Goods and Services Tax) Act 1999 (Cth).

• Intellectual Property includes trademarks, patents, copyrights, processes know-how, registered designs or other like rights or any right to apply for registration of any of the former.

• Materials means all reports, the Specification, documents, papers, information, data and disks (in whatever form or medium or format), wherever such Material is located or stored, and all copies of the Materials.

• Moral Right means: a right of attribution of authorship, a right not to have authorship falsely attributed; and a right of integrity of authorship, conferred by the Copyright Act 1968 (Cth) and rights of a similar nature anywhere in the world that exist now or that may come to exist in the future.Outcomes means those results set out in the Specification.

• Parties means Rendez-vous Voyages and The client, and Party means either one of them.

• Personal Information has the meaning as defined in any applicable Privacy Law.

• Privacy Law means any legislation or administrative requirement (as amended from time to time) imposing an obligation in relation to the collection, use, disclosure, storage and transmission of Personal Information which is applicable to a party in the performance of its obligations under this agreement, including without limitation any codes, principles or guidelines contained in or arising out of such legislation.

• Related Body Corporate has the meaning given in s 50 of the Corporations Act 2001 (Cth).

• Services means the services to be provided by the Supplier under this agreement.

• Specification means the details of the Services as set out in Schedule 1 of this Agreement.

• Supplier’s Personnel means any person or persons that the Supplier designates to perform the Services on the Supplier’s behalf.

• Termination Date means the earlier of the date of termination of this Agreement by The client or Rendez-vous Voyages, and the date of expiry of this Agreement.

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1.2 Interpretation

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In this Agreement unless the context otherwise requires:

• words importing any gender include every gender;

• words importing the singular number include the plural number and vice versa;

• words importing persons include firms, companies and corporations and vice versa;

• references to numbered clauses, paragraphs and schedules are references to the relevant clause or paragraph in or schedule to this Agreement;

• reference in any schedule to this Agreement to numbered paragraphs relate to the numbered paragraphs of that schedule;

• any obligation on any Party not to do or omit to do anything is to include an obligation not to allow that thing to be done or omitted to be done;

• the headings to the clauses and schedules of this Agreement are not to affect theinterpretation;

• any reference to an enactment includes reference to that enactment as amended or replaced from time to time and to any subordinate legislation or by-law made under that enactment; and

• the word "including" (and related forms including "includes") means "including without limitation"

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2. Services

• Rendez-vous Voyages will provide the Services as described in the agreed Specification. This is in consideration for the Client paying the Fee to Rendez-vous Voyages, subject to the terms of this Agreement.

• The Services will be provided remotely, and the timeframes and communication methods (such as email, phone or video calls) will be agreed between the Parties.

• Rendez-vous Voyages will use its best endeavours to complete the Services, including the delivery of documents, itineraries, recommendations or travel material, by the dates set out in the Specification or as otherwise agreed between the Parties.

• The Services will be personally performed by Laurine Roquet, unless otherwise agreed in writing. From the date of this Agreement, the Parties will discuss and agree on the particular Services to be carried out by Rendez-vous Voyages, the intended Outcomes, and the applicable Fee(s), all of which will be confirmed in the Specification.

• Rendez-vous Voyages will begin providing services once the client has confirmed acceptance of the quote in writing and the required payment has been received in full, unless otherwise agreed in writing.

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3. Insurance

• Rendez-vous Voyages will take out worker’s compensation insurance as prescribed by law for Rendez-vous Voyages’s Personnel and public liability insurance for a minimum of an amount to be agreed for each occurrence.

• At the request of The client, Rendez-vous Voyages will supply a copy of the insurance policies to The client.

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4. Location

Rendez-vous Voyages will provide the Services remotely, through digital communications

(including emails, online documents, phone calls and/or video calls), unless otherwise

agreed in writing by the Parties.

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5. No employment relationship

Nothing in this agreement constitutes the relationship of employer and employee between

The client and Rendez-vous Voyages or between The client and Rendez-vous Voyages’s

Personnel. It is the express intention of the Parties that any such relationships are denied.

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6. Fee(s)

• In consideration of the provision of Services in accordance with this agreement, the Client will pay Rendez-vous Voyages the Fees.

• The Client acknowledges that the Fees will be exclusive of any GST that may be charged by Rendez-vous Voyages to The client, and therefore, Rendez-vous Voyages will be entitled to add on GST.

• Rendez-vous Voyages must provide The client with a tax invoice in accordance with the GST Law in relation to remuneration payable under this clause. Payment must be made by the Client to Rendez-vous Voyages within 7 days following receipt of Rendez-vous Voyages’s invoice.

• The invoice must include the following details before payment can be approved and forwarded: date of Services; name of individual provided by Rendez-vous Voyages; description of Services provided; Rendez-vous Voyages’s ABN.

• Rendez-vous Voyages will not charge, and The client will not be liable, for any expenses, charges, costs, fees except the Fees as set out in the Specification.

• When making a payment, The client must quote relevant reference numbers and the invoice number.

• Except to the extent otherwise provided in this agreement, payment of an invoice is not: evidence or an admission that Rendez-vous Voyages has complied with its obligations under this agreement; an admission of liability by the Client; or acceptance of approval of Rendez-vous Voyages's performance, but must be taken only as payment on account.

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7. The Client's Obligations

• During the performance of the Services The client will: cooperate with Rendez-vous Voyages as Rendez-vous Voyages reasonably requires; provide the information and documentation that Rendez-vous Voyages reasonably requires; make available to Rendez-vous Voyages such Facilities as Rendez-vous Voyages reasonably requires; and ensure that The client’s staff and agents cooperate with and assist Rendez-vous Voyages.

• The Client will not charge for Rendez-vous Voyages’s use of the Facilities made available by the Client.

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8. Disclosure and ownership of intellectual property

• The Parties agree that other than as expressly provided in this clause, nothing in this agreement transfers or grants to any party any right, title or interest in or to any Intellectual Property in any Background IP. 

• The Client grants to Rendez-vous Voyages a worldwide, non-exclusive, royalty-free, nontransferable, non-sub-licensable and revocable licence for the term of this agreement to Use the Client's Background IP solely to the extent necessary for Rendez-vous Voyages to perform its obligations under this agreement. 

• Rendez-vous Voyages retains ownership of all intellectual property created in the course of providing its services, including but not limited to travel itineraries, templates, documents, maps, visual designs, and other deliverables. 

• The Client is granted a worldwide, non-exclusive, royalty-free and perpetual licence to use the deliverables solely for personal and non-commercial travel purposes. This licence does not permit the Client to reproduce, distribute, sell, or share the content for commercial purposes or to modify and reuse it for other clients or businesses. All content remains the intellectual property of Rendez-vous Voyages. 

• Rendez-vous Voyages confirms that all deliverables are either original works or created  using authorised content, and that their use as intended under this agreement will not knowingly infringe the Moral Rights of any third party. 

• The Client agrees not to modify the deliverables in a way that would compromise the integrity or attribution of the original work, without prior written consent from Rendez-vous Voyages. 

• The obligations accepted by Rendez-vous Voyages under this clause 8 survive termination or expiry of this agreement. 

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9. Confidentiality

• Rendez-vous Voyages must keep the Client’s, and any Related Body Corporate of the Client’s, Confidential Information confidential and not deal with it in any way that might prejudice its confidentiality (a)

• The Client and Rendez-vous Voyages acknowledge that information resulting from the  activities of Rendez-vous Voyages pursuant to this agreement will also be regarded as Confidential Information. Rendez-vous Voyages agrees that Rendez-vous Voyages’s obligations in clause 9(a) extend to this category of information. 

• Upon completion of the services or upon written request by the client, Rendez-vous Voyages agrees to delete or return any confidential materials reasonably requested by the client, unless required by law to retain certain records for administrative or legal purposes. 

• The Confidential Information does not include information which: is generally available in the public domain, other than as a result of a breach of clause 9(a) by Rendez-vous Voyages; or was known by Rendez-vous Voyages prior to the Client disclosing the information to Rendez-vous Voyages. 

• Rendez-vous Voyages will take all reasonable steps to protect the confidentiality of the Client’s information in accordance with this agreement. However, Rendez-vous Voyages shall not be held liable for any indirect, incidental or consequential losses arising from a breach of this clause, except in the case of proven gross negligence or wilful misconduct. 

• The obligations accepted by Rendez-vous Voyages under this clause 9 survive termination or expiry of this agreement. 

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10. Privacy

• Rendez-vous Voyages will ensure that its dealings with Personal Information acquired from the Client in connection with this agreement: conform with its statutory obligations under the Privacy Laws; and No personal data will be shared with third parties without the client's consent, unless required by law. If Rendez-vous Voyages becomes aware of any unauthorised access to or disclosure of the client’s personal information, it will notify the Client as soon as reasonably practicable and take appropriate steps to minimise any potential harm, in accordance with its obligations under the Privacy Act 1988 (Cth) 

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11. Use of subcontractors

• Rendez-vous Voyages is permitted to use other persons to provide some or all of the Services. 

• Rendez-vous Voyages will be responsible for the work of any of Rendez-vous Voyages’s  subcontractors. 

• Any work undertaken by any of Rendez-vous Voyages’s subcontractors will be undertaken to the same standard as stated in this agreement and the Specification. 

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12. Warranties, liability and indemnities 

Rendez-vous Voyages warrants, represents and undertakes that: 

• it will provide its services with due care, attention, and professionalism, in line with the standards expected of a personalised travel planning service. Delivery timelines will be communicated to the Client and may be adjusted as needed to reflect the nature and complexity of the project. 

• it will use reasonable efforts to tailor its services to the client’s preferences and expectations as discussed during the planning process. While every effort will be made to reflect the Client’s desired outcomes, Rendez-vous Voyages cannot guarantee the availability or performance of third-party providers. 

• Rendez-vous Voyages’s employees and agents will have the necessary skills, professional qualifications and experience to perform the Services in accordance with the Specification and Best Practice; 

• it has full capacity and authority to enter into this agreement; and 

• it has obtained all necessary and required licences, consents and permits to perform the Services. 

• If the Client believes that part of the services does not reasonably reflect the agreed scope, they must notify Rendez-vous Voyages in writing within 7 days of receiving the final deliverables. Rendez-vous Voyages will assess the request in good faith and may, at its discretion, offer a reasonable correction or adjustment if deemed appropriate. 

• Rendez-vous Voyages agrees to operate its business in accordance with applicable Australian laws and regulations relevant to its services. 

• Rendez-vous Voyages is committed to delivering its services with care and professionalism. However, Rendez-vous Voyages shall not be held liable for any loss, damage or injury caused by third-party service providers or unforeseen events outside its control. 

• Rendez-vous Voyages acknowledges that if Rendez-vous Voyages fails to provide an ABN, then the Client is entitled to withhold any proportion of the payments to Rendez-vous Voyages as may be required under the relevant law for tax purposes. 

• Rendez-vous Voyages warrants that Rendez-vous Voyages has no authority to engage the services of any person as an employee or agent of the Client. 

• Rendez-vous Voyages warrants that Rendez-vous Voyages may not incur any liability on behalf of the Client or in any way pledge or purport to pledge the Client’s credit or accept any other or make any contract binding upon the Client without prior approval being given by the Client. 

• The obligations accepted by Rendez-vous Voyages under this clause survive termination or expiry of this agreement. 

• Each of the Parties acknowledges that, in entering into this agreement, it does not do so in reliance on any representation, warranty or other provision except as expressly provided in this agreement, and any conditions, warranties or other terms implied by statute or common law are excluded from this agreement to the fullest extent permitted by law. 

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13. Termination

• Either Party may terminate this agreement by notice in writing to the other if the Party notified fails to observe any term of this agreement and fails to rectify this breach, to the satisfaction of notifying Party, following the expiration of 7 days’ notice of the breach being given in writing by the notifying Party to the other Party. 

• Upon termination of this agreement, any fees, expenses or reimbursements payable by the Client to Rendez-vous Voyages in respect of any period prior to the Termination Date must be paid by the Client within 7 days after the Termination Date. 

14. Force Majeure 

Neither Party will have any liability under or be deemed to be in breach of this agreement for any delays or failures in performance of this agreement which result from a Force Majeure Event. The Party affected by such circumstances must promptly notify the other Party in writing when such circumstances cause a delay or failure in performance and when they cease to do so. If such circumstances continue for a continuous period of more than 6 months, either Party may terminate this agreement by written notice to the other Party. 

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15. Amendments 

This Agreement may only be amended in writing signed by duly authorised representatives of the Parties. 

• Assignment 

1. Neither Party may assign, delegate, subcontract, mortgage, charge, or otherwise transfer any or all of its rights and obligations under this Agreement without the prior written agreement of the other Party. 

2. A Party may assign and transfer all its rights and obligations under this Agreement to any person to which it transfers all of its business, provided that the assignee undertakes in writing to the other Party to be bound by the obligations of the assignor under this Agreement. 

• Entire agreement 

1. This Agreement contains the whole agreement between the Parties in respect of the subject matter of the Agreement and supersedes and replaces any prior written or oral agreements, representations or understandings between them relating to such subject matter. 

2. II. The Parties confirm that they have not entered into this Agreement based on any representation that is not expressly incorporated into this Agreement. 

• Waiver 

1. No failure or delay by Rendez-vous Voyages in exercising any right, power or privilege under this Agreement will impair the same or operate as a waiver of the same. No single or partial exercise of any right, power or privilege precludes any further exercise of the same or the exercise of any other right, power or privilege. 

2. The rights and remedies provided in this Agreement are cumulative and not exclusive of any rights and remedies provided by law. 

• Agency, partnership etc. 

1. This Agreement will not constitute or imply any partnership, joint venture, agency, fiduciary relationship or other relationship between the Parties other than the contractual relationship expressly provided for in this Agreement. 

2. Neither Party will have, nor represent that it has, any authority to make any commitments on the other Party's behalf. 

• Conflict of interest : Rendez-vous Voyages warrants that to the best of its knowledge, no Conflict of Interest exists or is likely to arise in the performance of its obligations under this agreement. Rendez-vous Voyages must not, during this agreement, engage in any activity likely to compromise their ability to perform their obligations under this agreement fairly and independently. Rendez-vous Voyages must immediately disclose to the Client any activity that constitutes or may constitute a Conflict of Interest. 

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16. Severance 

If any provision of this Agreement is prohibited by law or judged by a court to be unlawful, void or unenforceable, the provision will, to the extent required, be severed from this Agreement and rendered ineffective as far as possible without modifying the remaining provisions of this Agreement. This severance will not in any way affect any other circumstances of or the validity or enforcement of this Agreement. 

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17. Notices 

Any notice or formal communication in connection with this agreement must be made in writing and may be sent by email to the address provided by each party. Notices are deemed 

received upon successful delivery to the recipient’s designated email address, unless otherwise agreed. 

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18. Law and jurisdiction 

This Agreement takes effect, is governed by, and will be construed in accordance with the laws from time to time in force in Western Australia, Australia. The Parties submit to the non-exclusive jurisdiction of the courts of Western Australia. 

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19. Dispute Resolution 

• If a dispute arises between the Parties in connection with this Agreement, the Parties must first attempt to resolve it through good faith negotiations between senior representatives for a period of not less than [14] business days before commencing any legal proceedings. 

• If the dispute is not resolved through negotiation, either Party may refer the dispute to mediation administered by the Australian Disputes Centre according to its mediation rules. The costs of mediation shall be shared equally between the Parties. 

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20. Provision of Services 

• Rendez-vous Voyages will provide the Services as described in the agreed Specification. This is in consideration for the Client paying the Fee to Rendez-vous Voyages, subject to the terms of this Agreement. 

• The Services will be provided remotely, and the timeframes and communication methods (such as email, phone or video calls) will be agreed between the Parties. 

• Rendez-vous Voyages will use its best endeavours to complete the Services, including the delivery of documents, itineraries, recommendations or travel material, by the dates set out in the Specification or as otherwise agreed between the Parties. 

• The Services will be personally performed by Laurine Roquet, unless otherwise agreed in writing. 

• From the date of this Agreement, the Parties will discuss and agree on the particular Services to be carried out by Rendez-vous Voyages, the intended Outcomes, and the applicable Fee(s), all of which will be confirmed in the Specification. 

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SCHEDULE 1 SPECIFICATION 

Services 

The Supplier provides bespoke travel planning services, which include: 

- Designing tailor-made travel itineraries adapted to the Client’s preferences, budget, and travel goals; 

- Providing personalised recommendations for accommodations, transportation, activities, etc. 

- Offering travel advice and logistical consulting to ensure a smooth and coherent journey. The Supplier does not make bookings or financial transactions on behalf of the Client. All reservations are made by the Client directly based on the Supplier’s recommendations. 

Outcomes 

The Client wishes to obtain a tailor-made, coherent and well-structured travel itinerary, aligned with their preferences, goals, timeframe and budget. The outcome includes personalised recommendations for accommodations, activities, transportation, and logistical advice to enhance the quality and ease of the Client’s travel experience. The service aims to provide clarity, inspiration, and peace of mind for the Client’s journey. 

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Fee 

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The fees for the services provided by the Supplier are outlined separately in the current pricing schedule available at the time of engagement. All prices indicated are "starting from" amounts and may vary depending on the specific project requirements, complexity, and duration. The final fee for the services will be confirmed in writing through a quotation provided by the Supplier prior to the commencement of any services. Payment in full is required before the commencement of any work. No services will be provided until payment has been received. As the Supplier’s services involve personalised consulting, itinerary design, and time-based work, all fees are non-refundable once the service process has commenced, regardless of any subsequent cancellation by the Client. For European clients, prices are displayed in euros (€) based on a fixed exchange rate determined by the Supplier, which includes a margin to cover fluctuations and transaction fees. 

(D) Time 

The Supplier will commence providing the services after full payment and after receiving all 

necessary information from the Client. The services are delivered progressively through consultation stages and iterative exchanges, based on the project’s specific requirements. Final delivery of the customised travel itinerary and associated documents will occur within the agreed timeframe, prior to the Client’s travel departure date, unless otherwise mutually agreed in writing. 

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Adjustments after itinerary delivery

(Package 1- The composition & 2 - The experience) 

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Any request for changes after the final travel booklet has been delivered will be subject to the following fees: