IT JOB SEARCH TERMS OF BUSINESS
ITJS Limited (“we”, “us”, “our”) agrees to provide recruitment services, and/or Contractors, to the client named at the end of these Terms of Business (“you”, “your”), on the terms and conditions set out in these Terms of Business.
1. PLACEMENT FEE FOR PERMANENT AND FIXED TERM STAFF
1.1 A placement fee is payable by you to us if within 12 months of us introducing a candidate to you (irrespective of the position in which they are employed or engaged), you employ or otherwise engage the candidate. This placement fee will also be payable by you to us if a candidate is employed or engaged by any person related to you or any third party that you introduce the candidate to or to whom you pass a candidate’s information. A candidate is any person we introduce to you orally or in writing for the purpose of them being considered for employment or other engagement by you.
1.2 You must notify us if a candidate has already been introduced to you by another person before making contact with the candidate.
1.3 You must notify us promptly after you employ or otherwise engage a candidate.
2. PLACEMENT FEE CALCULATION
2.1 The placement fee will be determined with reference to the candidate’s total salary package. The total salary package is the aggregate of the candidate’s gross annual salary, joining inducements, allowances (including Kiwisaver) and 50% of the “at risk” component (for example, bonuses and/or commission), where applicable. Where a vehicle is provided to the candidate, $15,000 is added to the total salary package.
2.2 Subject to clause 2.3, the fee calculation structure for placements is as follows:
(a) if the total salary package is less than $49,999 per annum, the fee is equal to 12% of the candidate’s total salary package plus GST;
(b) if the total salary package is between $50,000 and $149,999 per annum, the fee is equal to 15% of the candidate’s total salary package plus GST; and
(c) if the total salary package is more than $150,000 per annum, the fee is equal to 18% of the candidate’s total salary package plus GST.
2.3 For fixed term placements the following will apply:
(a) If the fixed term placement is for a period of less than 12 months, the placement fee will be determined with reference to the total salary package the candidate would receive if employed for a full 12 month period on a pro rata basis (that is, the salary for the fixed term period is increased to the amount the candidate would receive if a full year was worked).
(b) If the fixed term placement is for a period of less than six months duration, the fee will be equal to 75% of the fee calculated in accordance with clauses 2.2 and 2.3(a). However, if such a fixed term appointment continues, or is extended into a different role, after six months, the remaining 25% of the fee is payable.
2.4 The obligation to pay a placement fee in respect of candidates introduced to you survives the termination of these Terms of Business.
3. REPLACEMENT GUARANTEE
3.1 We stand by our robust recruitment methodology based on behavioural practises and thorough reference checking. Should any candidate leave their employment with you within the three month period immediately after commencing employment with you, we will source a suitable replacement for the same position at no additional charge subject to you having paid all our fees in connection with the candidate placed with you that has departed. You will have no obligation to employ a replacement candidate. This replacement service does not cover any situation where you make the candidate redundant, relocate the candidate, change the terms of the candidate’s employment or the candidate’s employment is terminated in connection with a merger or sale of your business.
4. APPOINTMENT OF CONTRACTOR
4.1 We will, when requested to do so by you, use all reasonable endeavours to procure for you, an experienced contractor to provide you with specialist services from time to time.
4.2 At the time of requesting us to procure a contractor for you, you shall provide us with full details of the nature and scope of the work to be performed, the qualifications required for the contractor, the anticipated duration of the assignment and any other requirements.
4.3 Upon locating a suitable contractor for the assignment, we will provide you with the following details in writing:
(a) full name of the contractor;
(b) term of the assignment;
(c) hourly rate (excluding GST), including any agreed capped rates; and
(d) a brief description of the nature of the services to be provided by the contractor to you.
4.4 The contractor’s assignment shall be carried out in accordance with, and be subject to, these Terms of Business.
4.5 From the time the contractor reports to you to take up duties, the contractor will be deemed to be under your supervision, direction or control for the duration of the assignment. You will be responsible for all the contractor’s acts, errors or omissions (wilful, negligent or otherwise) as though the contractor was employed by you.
4.6 You will be responsible for ensuring that all necessary instructions are provided to the contractor to enable the contractor to complete the assignment. If the standards of the contractor prove to be unsatisfactory, you may cancel the contractor’s engagement by you by giving us not less than seven days’ notice in writing.
4.7 We both will have a mutual obligation to ensure the health and safety of any contractor that provides services to you. You acknowledge you have a duty of care to the contractor to ensure the provision of a safe workplace, a safe work system, adequate supervision and training, an induction to site and equipment, including amenities and evacuation procedures and elimination of hazards and controlling risks to health and safety. You will be required to notify us of any changes to the workplace, place of work or tasks to be performed by the contractor and if any injury is suffered by the contractor.
4.8 You agree at all times from the commencement of any assignment to indemnify and keep us indemnified against all actions, proceedings, claims, demands, fines, expenses and other liabilities of any nature whatsoever which are incurred or may be made or taken against us due, directly or indirectly, to any breach by you of any statutory obligation.
4.9 Upon receipt of weekly timesheets from the contractor during the term of an assignment, you are required to certify the hours worked by the contractor on the assignment for that week, authorise the timesheet for the contractor and retain an electronic copy for your own records.
4.10 You will pay us at the contractor’s hourly rate based on the number of hours (or part thereof) in which services are provided to you by the contractor (together with any reasonable out of pocket expenses incurred by the contractor in performing the services). We will be responsible for paying the contractor.
4.11 Subject to clause 4.12, in the event you make one of our contractor’s an offer of employment, or otherwise engage the contractor directly, within 24 months of the introduction of the contractor to you and/or the contractor concluding any services for you, whichever is the later, then a placement fee will be payable by you to us in accordance with clauses 1 to 2.4 of these Terms of Business.
4.12 In the event you make one of our contractors an offer of employment, or otherwise engage the contractor directly, after the contractor has been providing services to you for more than 24 months, then the placement fee payable for that contractor will be reduced by 50%.
4.13 The placement fee payable in respect of one of our contractors in accordance with clause 4.11 or 4.12 will also be payable by you to us if the contractor is employed or engaged by any person related to you or any third party that you introduce the contractor to or to whom you pass the contractor’s information.
5. CONFIDENTIALITY OF INFORMATION
5.1 You agree to treat each candidate’s and contractor’s information, and any other information we notify you is confidential, as being confidential, and not disclose such information without our consent unless required by law.
5.2 If you become aware of any breach of any privacy law concerning confidential information disclosed by us to you, you must notify us immediately and comply with our reasonable directions with respect to the breach.
6. LIMITATION OF LIABILITY
6.1 While we shall use reasonable endeavours to ensure the suitability of candidates and contractors, the employment or other engagement of any particular candidate or consultant remains at your discretion.
6.2 Once a candidate or contractor commences work for you, the candidate or contractor will be under your supervision, control or direction.
6.3 We have no responsibility for any loss, damage, expense or delay to you howsoever arising out of the employment or engagement of a candidate by you. Without limiting the generality of the foregoing:
(a) we will not be liable to you for any indirect or consequential losses, loss of profit, revenue, production, reputation or any special, punitive or exemplary damages; and
(b) our maximum liability in contract, tort (including negligence) or otherwise in connection with these Terms of Business will be limited to any fees paid by you to us in the three month period preceding the claim.
6.4 You acknowledge that our services are supplied to you for business purposes and that the Consumer Guarantees Act 1993 does not apply in respect of such services and/or these Terms of Business.
7. PAYMENT TERMS
7.1 We will invoice you placement fees as soon as reasonably practicable after the candidate has accepted employment or other engagement with you.
7.2 Where we procure a contractor for you in accordance with clause 4.4, we will provide you with an itemised invoice at the beginning of each month in respect of all completed timesheets of the consultant in the preceding month.
7.3 Payment of each of our invoices is due by you on the 20th of the month following receipt of invoice (unless by prior arrangement). Should payment not be received by this date we reserve the right to charge interest on any amount overdue at the rate of 15% per annum from the due date. Any debt collection costs incurred by us in relation to your account will be payable by you including all solicitors costs on a solicitor and own client basis.
8.1 Either party may terminate these Terms of Business without cause at any time upon 10 days written notice or with cause at anytime on written notice. The termination of these Terms of Business will not release either party from any obligation which has accrued as of the date of termination. For clarity, this includes the obligation on you to pay a placement fee in respect of any candidate or consultant introduced to you prior to termination.
8.2 Neither party may assign these Terms of Business without the consent of the other party (such consent not to be unreasonably withheld or delayed).