Terms of Business - Australia
The following terms and conditions shall apply between White Bay Search Pty Ltd (White Bay) and "The Client" in respect of the engagement of any person introduced or presented by White Bay.
1. A placement fee is payable by the client in respect of any person introduced personally or presented verbally or in writing to the client by White Bay and who is within twelve (12) months of such introduction or presentation engaged by the client for a contract or permanent role whether or not the appointment is for the position for which the person was originally introduced.
2. The introduction or presentation to the client by White Bay of any person is strictly confidential and the same placement fee is payable by the client in respect of any such person if the client introduces or presents that person to any other person, firm or company who or which, within twelve (12) months from the date of the White Bay introduction or presentation to that client, engages that person in a contract or permanent role.
3. The final decision to engage a candidate is the client's alone and White Bay makes no warranty as to the qualifications, capability, integrity and suitability of the candidate.
4. White Bay, its servants or agents shall not be liable for any damage or loss sustained by the client if White Bay is unable to locate any suitable candidate for employment or for any damage or loss (howsoever caused) sustained by the client arising out of, or in connection with, the engagement of any person introduced by White Bay.
5. The Client shall notify White Bay of any offer to engage a candidate (on either a contract or permanent basis) made within six months of the introduction of the candidate to the Client by White Bay.
6. FEE STRUCTURE
ARP means Annual Remuneration Package
The ARP includes base salary, allowances, superannuation and benefits that represent cash in alternative forms.
Fee agreement is as follows:
16% (plus GST) of ARP for Permanent Hires.
CONTRACTING STAFF
Standard Contract Engagement
White Bay and the Client will agree a Daily or Hourly rate and White Bay or a White Bay partner will invoice the client based on approved timesheets supplied by the Contractor and signed by the Client.
White Bay takes no responsibility for the management or direction of contractors and the Client agrees to indemnify White Bay in respect of any liability, loss or expense incurred by the actions of the contractor.
Should a contractor transition into a permanent role a transition fee of 16% (plus GST) of ARP will be applicable.
Upon agreement of a Contract Engagement White Bay will issue the Client a contract schedule of services.
Fixed Term Contract (FTC)
White Bay and the Client will agree an annual salary and the Client will pay the contractor the corresponding prorated monthly amount directly. White Bay will invoice the Client a prorated Fee. This Fee would be a multiple of 1/12th of the Standard fee (clause 6) for each month that the contractor is engaged.
This Fee is invoiced in full upon commencement of the candidate. Should a Candidate extend a further invoice would be issued accordingly. The client would not be liable to pay any further fees once the contractor has been working more than 12 months.
7. PERMANENT PLACEMENT GUARANTEE
In a situation where a candidate placed by White Bay leaves the company within thirteen (13) weeks, White Bay will endeavour to find a replacement at no additional cost once White Bay has been notified in writing (either by registered post or email). White Bay will only endeavour to find a direct replacement. In a circumstance where the responsibilities of the role are changed this will be treated as new search and as such will be subject to full fees as per this agreement.
If White Bay fails to provide a replacement within a 4-week period of being notified, a credit note will be issued.
Note:
No refund/replacement shall apply in cases where the employment is terminated as a result of redundancy, company restructuring, change of job description after commencement of employment or where a client has not paid the specified fee within the payment terms.
A credit note will only be issued when the client exclusively uses White Bay to find the replacement. Credit Notes are valid for 12 months from date of issue. Credit Notes are valid for use once. There are no further replacement guarantees on candidates who are placed via a Credit Note.
White Bay does not offer its replacement guarantee for a Candidate that was originally placed with the Client on a temporary basis. FTC will have a prorated replacement period.
8. PAYMENT TERMS
Permanent Hires:
All invoices will be dated from the commencement date of the candidate. Payment must be received within 14 days of the commencement date. Failure to do so will invalidate any Permanent Placement Guarantee.
Contracting Staff:
Invoices will be issued weekly. Payment must be received within 7 days of the invoice date.
9. ACCEPTANCE OF TERMS
If the Client engages a candidate within twelve (12) months of that candidate being introduced to it by White Bay, the Client will be deemed to accept these terms and conditions unless a variation has been agreed in writing between the parties.
Any variations to these terms shall be valid only if approved by a Director of White Bay and payment is received with in the agreed payment period failing which the fee otherwise applicable and payable as per these Terms and Conditions shall be payable.
10. PRIVACY
All candidate referrals are confidential and also contain personal information protected by the Privacy Act 1988 (Cth). Client will abide by the terms of the Privacy Act and shall not disclose a candidate referral to any person without the prior written consent of White Bay. It shall be a condition of such consent that the Client shall obtain a written undertaking from the recipient to maintain the confidentially of the referral and to use the candidate’s details only for the purpose of assessing the candidate’s suitability for the position to which he or she is referred.
11. LIABILITIES
The Client agrees to indemnify White Bay in respect of any liability, loss or expense incurred by White Bay arising out of or in connection with breach of an obligation under clause 10 above or for a breach of an obligation of confidentiality whether arising under the Privacy Act or otherwise.
12. THIS AGREEMENT
These Terms and Conditions and the rights and obligations arising from it and any issues or disputes arising out of or in connection with the subject matter of these Terms and Conditions shall be construed, interpreted, applied and enforced according to the laws for the time being of the State of New South Wales and Australia. The parties irrevocably submit to the exclusive jurisdiction of the courts of New South Wales and waive any objection to venue of any legal process on the basis that the process has been brought in an inconvenient forum.
Terms of Business - Canada
The following terms and conditions shall apply between White Bay Search Pty Ltd (“White Bay”) and "The Client" in respect of the engagement of any person introduced or presented by White Bay.
1. The Client shall pay White Bay a placement fee (the “Placement Fee”) in respect of:
a. any person (a “Hire”) introduced personally or presented verbally or in writing to the Client by White Bay and who is, within twelve (12) months of such introduction or presentation, engaged by the Client for a contract or permanent position (a “Permanent Position”), whether or not the appointment is for the position for which the person was originally introduced; and
b. any person (an “Indirect Hire”) introduced personally or presented verbally or in writing to the Client by White Bay, if the Client introduces or presents that person to any other person, firm or company who or which, within twelve (12) months from the date of the White Bay introduction or presentation to that Client, engages that person in a Contract or Permanent Position.
2. The Client shall keep all details of any introduction or presentation of any person to the Client by White Bay strictly confidential.
3. The final decision to engage a candidate is the Client's alone and White Bay makes no representations or warranties as to the qualifications, capability, integrity, and suitability of the candidate.
4. White Bay and its servants officers, directors, employees, agents, affiliates, successors, and permitted assigns
shall not be liable for any damage or loss sustained by the Client if White Bay is unable to locate any candidate that the Client deems suitable for employment or for any damage or loss (howsoever caused) sustained by the Client arising out of, or in connection with, the engagement or non-engagement of any person introduced by White Bay.
5. The Client shall notify White Bay of any offer to engage a candidate (on either a contract or for a Permanent Position) made within six months of the introduction of the candidate to the Client by White Bay.
6. In respect to each Hire or Indirect Hire for a Permanent Position, the Placement Fee shall be twenty five (25) percent, plus any applicable taxes, of the Hire’s or Indirect Hire’s annual remuneration package (“ARP”).
7. The ARP includes base salary, allowances, superannuation, and benefits that represent cash in alternative forms.
8. In respect to each Hire for a fixed-term contract (a “FTC”) position:
a. White Bay and the Client will agree upon the Hire’s annual salary and the Client will pay the Hire the corresponding prorated monthly amount directly;
b. White Bay will invoice the Client a prorated Placement Fee, which will be a multiple of 1/12th of the standard fee for each month that the contractor is engaged;
c. The Placement Fee shall be invoiced in full upon commencement of the Hire;
d. Should a contract be extended, a further invoice would be issued accordingly; and
e. The Client shall not be liable to pay any further Placement Fees for any employment by a Hire beyond 12 months.
9. In respect to each Hire or, as applicable, Indirect Hire for standard contract engagement (a “SCE”):
a. a Daily or Hourly rate for each Hire shall be agreed upon by White Bay and the Client;
d. the Placement Fee for Hires and Indirect Hires is 20% of ARP
d. If a Hire or Indirect Hire transitions into a Permanent Position, the Client shall pay White Bay a further Placement Fee of twenty (20) percent, plus any applicable taxes, of the Hire’s or Indirect Hire’s annual remuneration package (“ARP”).
10. White Bay takes no responsibility for the management or direction of Hires and Indirect Hires and the Client agrees to indemnify and hold harmless White Bay and its officers, directors, employees, agents, affiliates, successors, and permitted assigns in respect of any liability, loss or expense incurred by the actions of any Hires and Indirect Hires.
11. PERMANENT PLACEMENT GUARANTEE.
In a situation where a Hire placed by White Bay leaves the company within thirteen (13) weeks of commencement, White Bay will endeavour to find a replacement at no additional cost, provided that the Client has notified White Bay in writing (either by registered post or email) about the vacancy within 14 days of the Hire’s departure . White Bay will only endeavour to find a direct replacement.In a circumstance where the responsibilities of the role are changed this will be treated as new search and as such will be subject to full fees as per this agreement.
If White Bay fails to provide a replacement within a 4-week period of being notified of the vacancy, a credit note will be issued.
No refund/replacement shall apply in cases where the employment is terminated as a result of redundancy, company restructuring, change of job description after commencement of employment or where a Client has not paid the specified fee within the payment terms.
A credit note will only be issued when the Client exclusively uses White Bay to find the replacement.Credit Notes are valid for 12 months from date of issue.Credit Notes are valid for use once.There are no further replacement guarantees on candidates who are placed via a Credit Note.
White Bay does not offer its replacement guarantee for a Candidate that was originally placed with the Client on a temporary basis. FTC will have a prorated replacement period.
12. PAYMENT TERMS.
Permanent Positions:
All invoices will be dated from the commencement date of the candidate. Payment must be received within 14 days of the commencement date.Failure by the Client to payments on an invoice will invalidate any Permanent Placement Guarantee.
Non-Permament Positions:
Invoices for all non-Permanent Positions will be issued weekly. Payment must be received within 7 days of the invoice date.
13. ACCEPTANCE OF TERMS.
Any variations to these terms shall be valid only if approved by a Director of White Bay and payment is received with in the agreed payment period failing which the fee otherwise applicable and payable as per these Terms and Conditions shall be payable.
14. PRIVACY.
All candidate referrals are confidential. Candidate referrals contain personal information that may be protected by the Privacy Act (Canada) (the “Privacy Act”), the Personal Information Protection Act (British Columbia) (the “Personal Information Protection Act”), and other applicable laws. The Client will abide by the terms of the Privacy Act, the Personal Information Protection Act, and other applicable laws and shall not disclose a candidate referral to any person without the prior written consent of White Bay. It shall be a condition of such consent that the Client shall obtain a written undertaking from the recipient to maintain the confidentially of the referral and to use the candidate’s details only for the purpose of assessing the candidate’s suitability for the position to which he or she is referred.
15. LIABILITIES.
The Client agrees to indemnify and hold harmless White Bay and its officers, directors, employees, agents, affiliates, successors, and permitted assigns in respect of any liability, loss or expense incurred by White Bay arising out of or in connection with breach of an obligation under clause 15 above or for a breach of an obligation of confidentiality whether arising under the Privacy Act, the Personal Information Protection Act, or otherwise.
16. SEVERABILITY.
If any term or provision of this Agreement is invalid, illegal, or unenforceable in any jurisdiction, such invalidity, illegality, or unenforceability shall not affect any other term or provision of this Agreement or invalidate or render unenforceable such term or provision in any other jurisdiction.
17. CHOICE OF LAW.
This Agreement and all related documents and all matters arising out of or relating to this Agreement, whether sounding in contract, tort, or statute, are governed by, and construed in accordance with, the laws of the province of British Columbia and the federal laws of Canada applicable therein, without giving effect to any choice or conflict of law provision or rule (whether of the province of British Columbia or any other jurisdiction) that would cause the application of the laws of any jurisdiction other than those of the province of British Columbia.