Terms and Conditions

TERMS OF BUSINESS (sample only)

1 DEFINITIONS 

(a) Agreement means these Terms of Business; 

(b) Business Day means a day that is not a Saturday, Sunday, public holiday or bank holiday in Sydney, New South Wales; 

(c) Business Hour means an hour in the period between 8am to 6pm on a Business Day; 

(d) Client means the person, firm, business or corporation obtaining services from PPC under the Agreement and includes employees or subsidiary companies of the Client within the meaning of the Corporations Act, as described in Item 2 of the Schedule; 

(e) CV means curriculum vitae, resume or other information which identifies the PPC Candidate; 

(f) Conversion Fee means a fee payable in accordance with Clause 4.5(b); 

(g) Credit Note means a credit note provided by PPC to the Client; 

(h) Employer means the person, firm, business or corporation employing or engaging the PPC Candidate and includes employees or subsidiary companies of the Employer within the meaning of the Corporations Act; 

(i) Location means the location or locations specified by the Client at which the PPC Candidate is to perform the Role; (j) Permanent means the employees who are employed on an ongoing basis until the employer or employee ends the employment agreement; 

(k) Permanent Recruitment Fees means the fees and charges set out in Clause 7 of these Terms of Business; 

(l) PPC means Purple Patch Consulting Pty Ltd (ACN 629 997 084), as described in Item 1 of the Schedule; 

(m) PPC Candidate means a person or group of persons who have been sourced and or identified by PPC and put forward to the Client; 

(n) Role means the Role specified by the Client to PPC; 

(o) Services means the services described in Clause 2; 

(p) Special Conditions means the provisions in Item 3 of the Schedule; 

(q) Timesheet means a timesheet in writing or electronic form or in a form agreed to between the parties; 

(r) Top 5 Offering means the service offering by PPC to the Client where PPC will provide 5 CVs for the Role for the Top 5 Offering Fee; 

(s) Top 5 Offering Fee means $1,995 plus GST; 

(t) Temporary Recruitment Fees means the fees and charges set out in Clause 4 of these Terms of Business; 

(u) Temporary Worker means a PPC Candidate who is employed by PPC or is an independent contractor to PPC and has been selected by the Client to perform the Role under the sole direction and control of the Client at the Location and who is not engaged by the Client as a Permanent employee of the Client; and 

(v) Total Package means the estimated gross value of all remuneration and other benefits in respect of the Role during the first 12 months of employment, including (without limitation) salary, superannuation, motor vehicle allowances and other benefits and a reasonable estimate of any future guaranteed incentives, bonus earnings and commissions. Company supplied motor vehicles will be valued at $20,000 irrespective of the vehicle.

2 PURPLE PATCH CONSULTING

2 General 

2.1 The Client acknowledges and agrees that by accepting details of a PPC Candidate as a result of an introduction or accepting an engagement, it is bound by these terms and conditions. 

2.2 This Agreement may be accepted by the Client in the followings ways: (a) in writing by signing and returning a copy of these Terms of Business to PPC; (b) by its conduct; (c) by providing instructions to PPC; (d) by accepting information of a PPC Candidate; (e) by meeting with a PPC Candidate; or (f) passing on the personal information of a PPC Candidate to a third party. 

2.3 The Client agrees to adhere to the provisions of any applicable law, regulation or award in all its dealings with any PPC Candidate and PPC. 

2.4 The Client agrees and acknowledges that an introduction by PPC includes but is not limited to:

(a) the Clients’ interview or contact of an PPC Candidate by phone, email, face to face, video conference; 

(b) an arrangement of an interview, working trial or examination; or 

(c) the passing to the Client of a CV of a PPC Candidate, and which leads to an engagement of the PPC Candidate by the Client.

2.5 The Client agrees and acknowledges that this Agreement and any introductions by PPC must be kept confidential. 

2.6 Definitions of words used in these Terms of Business are set out in Clause 1. 

2.7 Where there is inconsistency between a Special Condition and a provision of this Agreement, the Special Condition shall prevail. 

2.8 In this Agreement, unless otherwise indicated by the context:

(a) words importing the singular include the plural and vice versa; 

(b) headings are for convenience only and do not affect interpretation of this Agreement; 

(c) a reference to a clause, paragraph, schedule is a reference to a clause, paragraph, schedule of this Agreement; 

(d) where any word or phrase is given a definite meaning in this Agreement, any part of speech or other grammatical form of that word or phrase has a corresponding meaning; 

(e) an expression importing a natural person includes a body corporate, partnership, joint venture, association or other legal entity; 

(f) a reference to a statute, statutory provision or regulation includes all amendments, consolidations or replacements thereof; 

(g) a reference to a party to a document includes that party’s legal personal representatives, successors and permitted assigns; 

(h) a covenant or agreement on the part of or for the benefit of two or more persons binds or benefits them jointly and severally; 

(i) a reference to a body, whether statutory or not: 

          (i) which ceases to exist; or 

          (ii) whose powers or functions are transferred to another body, is a reference to the body      which replaces it or which substantially succeeds to its powers or functions; and 

(j) including and similar expressions are not words of limitation.

3 SERVICES

 3.1 The services of PPC includes the following: 

(a) the identification and introduction of personnel to the Client to enable the Client, in the Client's discretion to select and make written offers to engage such personnel:

        (i) as a Permanent employee of the Client (Permanent Recruitment Services); 

        (ii) as a Temporary Worker to perform the Role under the sole direction and control of the           Client at the Location (Temporary Recruitment Services);

(b) the Top 5 Offering; 

(c) human resources services; 

(d) training and development services; and 

(e) consulting or advisory services.

3.2 At the request of the Client, PPC may provide the Top 5 Offering to the Client, in which: 

(a) no further Permanent Recruitment Fee or Temporary Recruitment Fee is payable by the Client if a successful placement is made for the Role by a PPC Candidate from the 5 CVs tendered by PPC under the Top 5 Offering; 

(b) the Top 5 Offering Fee must be paid upfront by the Client and is not refundable after receipt of the 5 CVs tendered by PPC under the Top 5 Offering; and 

(c) at the absolute discretion of PPC the Top 5 Offering Fee may be provided as a Credit Note to the Client for PPC services determined by PPC, in relation to the Role specified for the Top 5 Offering. 

3.3 PPC makes no express or implied warranty or representation to the Client as to the accuracy, validity or relevance of any information which PPC receives from the PPC Candidate or any third party in respect to the identity, skills, experience, qualifications or suitability of any PPC Candidate and the Client agrees that no claim or demand can be made against PPC for any loss, damage, expense or delay caused directly or indirectly by the negligence, misconduct, dishonesty or lack of qualifications, skill or experience of a PPC Candidate. 

3.4 The Client must inform the PPC in writing if it wishes to do perform reference checks on any candidates as the candidate must be notified before they are undertaken.

4 Temporary Recruitment – Fees 

4.1 In consideration of PPC providing Temporary Recruitment Services, the Client must pay PPC the Temporary Recruitment Fees (plus GST). 

4.2 The engagement of a Temporary Worker and the receipt by PPC of a signed Timesheet for the Temporary Worker shall be deemed conclusive proof of the actual hours worked by the Temporary Worker as set out in the Timesheet and deemed an understanding, acceptance of, and agreement to these Terms of Business by the Client. For the avoidance of any doubt the Client bears sole responsibility for the submission of all Timesheets to PPC and must ensure that all Timesheets submitted by a PPC Candidate have been reviewed and approved by the Client and contain no errors or inaccuracies. 

4.3 The Client agrees to pay PPC the hourly charges, advised at the time of booking in writing the Temporary Worker, for all hours actually engaged from the time the Temporary Worker commences duties. This hourly charge includes the Temporary Workers hourly rate, payroll tax, superannuation and workers compensation. Travelling, hotel and other expenses that PPC must pay under any award or industrial agreement, as may be agreed in advance, shall be itemised on the invoice in addition to this charge. PPC may increase the Temporary Recruitment Fees by written notice to the Client to take account of any increases to the matters referred to in this clause. 

4.4 Temporary Recruitment Fees are invoiced for the actual time worked by the Temporary Worker as recorded in the timesheets submitted by the Temporary Worker. Upon receipt of a Timesheet the Temporary Worker, an invoice for the time worked plus GST will be generated and sent to the Client. 

4.5 In the event that PPC has introduced a PPC Candidate to the Client as a Temporary Worker in the Role specified by the Client (Initial Introduction) then: 

(a) in the event of any engagement of that PPC Candidate as a Temporary Worker (whether through PPC or any other third party) by the Client during a period of twelve (12) months immediately following the Initial Introduction, the Client must pay PPC the Temporary Recruitment Fee (plus GST) with respect to such engagement of that PPC Candidate as a  Temporary Worker for the entire period of such engagement of that PPC Candidate by the Client:                 (i) in the Role; or 

(ii) any other Role with the Client; or

(b) if the PPC Candidate is presently engaged, (or has in the immediately preceding twelve (12) months ceased to be engaged) by the Client as a Temporary Worker and the Client engages or makes an offer to engage that Temporary Worker as a Permanent or fixed term employee of the Client (regardless of the Role in which that Temporary Worker is engaged) then the Client must pay PPC a Conversion Fee as follows: