Full Client (Employer) Terms and Conditions PERM v4.07

CLIENT TERMS & CONDITIONS - PERM
FOR THE INTRODUCTION OF PERMANENT STAFF TO BE DIRECTLY EMPLOYED BY THE CLIENT
1. DEFINITIONS
1.1. In these Terms the following definitions apply:
1.1.1. "Candidate" means the person introduced by the Agency to the Client for an Engagement including any officer or
employee of the Candidate if the Candidate is a Company and members of the Agency's own staff.
1.1.2. "Client" means the person, firm or corporate body together with any subsidiary or associated Company to which
the Candidate is introduced.
1.1.3. "Agency" means Westlakes International Recruitment Limited (hereinafter referred to as ‘WIR’ , ‘Westlakes’ or the
‘Agency’ and where ‘we’, ‘us’, ‘our’ and ‘ours’ is used this also refers to Westlakes). Westlakes’ head office is
incorporated in New Zealand. Company number: 5827252. NZBN: 9429042015178.
1.1.4. "Engagement" means the engagement, employment or use of the Candidate by the Client or any third party on
a permanent, contract, or temporary basis, whether under a contract of employment or a consultant/associate
contract or agreement or alternative offer and acceptance method; under an agency, licence, franchise or
partnership agreement; or any other Engagement; directly or through a Company of which the Candidate is an
officer or employee.
1.1.5. "Introduction" means (i) the Client's meeting and/or interview of a Candidate in person, by telephone, by
internet/email, via social networking internet sites, video conferencing, or any other means, following the Client's
instruction to the Agency to search for a Candidate; or (ii) the passing to the Client of a curriculum vitae or
information which identifies the Candidate; and which leads to an Engagement of that Candidate.
1.1.6. "Remuneration" includes base salary or fees, guaranteed and/or anticipated bonus and commission earnings,
allowances, inducement payments, the benefit of a company car and all other payments and taxable (and, where
applicable, non-taxable) emoluments payable to or receivable by the Candidate, for services rendered to or on
behalf of the Client. Where the Client provides a company car, an agreed-to notional amount will be added to the
salary in order to calculate the Agency's fee. All monetary amounts referred to in this agreement and in the fee
calculation / payment will be based in New Zealand dollars unless otherwise agreed between the parties in
writing.
1.1.7. “Termination Date” means the date the Engagement ends and not the date the Candidate resigns should he/she
do so.
1.1.8. “Terms” means the terms and conditions set out in this document.
1.1.9. "Proposal" and/or "Project Roll Out Plan" means information that may be provided by the Agency to the Client
providing details of the proposed and/or planned recruitment process. Generally, this will include estimated
timeframes and costs and could either be in the form of a physical document, electronic document and/or email.
1.1.10. "Retained Assignment" means that the Agency and the Client agree to recruit for a specific role or roles on a
project basis as per the Proposal and/or Project Roll Out Plan.
2. THE CONTRACT
2.1. Unless the context requires otherwise, references to the singular include the plural.
2.2. The headings contained in these Terms are for convenience only and do not affect their interpretation.
2.3. These Terms constitute the contract between the Agency and the Client and are deemed to be accepted by the Client by
virtue of an Introduction to, or the Engagement of a Candidate or the passing of any information about the Candidate to
any third party following an Introduction.
2.4. These Terms contain the entire agreement between the parties and unless otherwise agreed in writing by a Director of the
Agency, these Terms prevail over any other Terms, documents, or purchase conditions put forward by either party.
2.5. No variation or alteration to these Terms shall be valid unless the details of such variation are agreed between the Agency
and the Client and are set out in writing and a copy of the varied terms are given to the Client stating the date on or after
which such varied Terms shall apply.
3. NOTIFICATION AND FEES
3.1. The fee payable to the Agency by the Client for an Introduction resulting in an Engagement is the amount equal to a
percentage of the Remuneration applicable during the first 12 months of the Engagement. GST will be charged on the fee
if applicable. (See Westlakes’ Standard Fee Structure below).
3.2. Where the Agency advertises on the Client’s behalf the Client will be invoiced for the cost of the advertisement which is
payable 7 days from the date that the invoice is received by the Client.
3.3. Any other expenses agreed to between the Agency and the Client (such as psychometric testing, credit/criminal checks
etc.) will be invoiced for and will be payable by the Client 7 days from the date of invoice.
3.4. The Client agrees to notify the Agency immediately after an offer of an Engagement has been made to the Candidate, as
well as to notify the Agency immediately after the offer has been accepted by the Candidate and to provide full details of
the Remuneration package to the Agency.
3.5. Fees shall be paid as follows (refer to Westlakes’ Standard Fee Structure below):
3.5.1. The Client agrees to pay the Agency’s fee in full within 25 days from date of invoice. The fee shall be invoiced upon
the Candidate’s written acceptance of an Engagement.
3.5.2. For Retained Assignments, the Client shall pay the Agency fee in the following instalments:
3.5.2.1. One third up-front upon acceptance of the Agency's Proposal and/or Project Roll Out Plan, payable
immediately on invoice;
3.5.2.2. One third at short-list stage, payable within 7 days of invoice; and
3.5.2.3. The balance upon the candidate's written acceptance of an Engagement payable within 7 days of invoice.
3.5.2.4. Note that where the precise Remuneration is not known in advance, the Remuneration will be estimated
for the purposes of the first two instalments of the fee, as detailed in the Project Roll Out Plan. The final
instalment of the fee will be based on the actual Remuneration and any necessary adjustments will be
made.
3.5.3. The Agency reserves the right to charge interest on invoiced amounts unpaid for more than 14 days at the rate of
3% per week from the due date until the date of payment.
3.6. Unless stated otherwise, all monetary amounts referred to are based in New Zealand dollars.
3.6.1. Westlakes’ Standard Fee Structure:
Tier 1 - Salary & Benefits from: $0 to: $50, 000 Fee 12.5 %
Tier 2 - Salary & Benefits from: $50, 001 to: $100, 000 Fee 15 %
Tier 3 - Salary & Benefits from: $100, 001 to $150, 000 Fee 17.5 %
Tier 4 - Salary & Benefits from: $150, 001 to: Above Fee 20 %

4. REFUNDS
4.1. If the Engagement terminates before the expiry of 12 weeks from the commencement of the Engagement (except where
the Candidate is made redundant/transferred/seconded/unfairly dismissed, or there has been a misrepresentation with
regards to the Engagement itself on the Client’s behalf, or the Candidate’s contract has ended) the fee will be refunded in
accordance with the Scale of Refund set out below.
4.2. In order to qualify for the following refund, the Client must pay the Agency's fee(s) on or before due date(s) for all invoices
issued by the Agency to the Client and must notify the Agency in writing of the termination of the Engagement within 7
days of its termination.
4.3. The Agency must also be unable to provide a suitable replacement, within a reasonable amount of time.
4.4. There will be no refund where the Candidate leaves during or after the 13th week of the Engagement.
4.5. In the case of a Retained Assignment, no entitlement to refunds of any paid instalments will arise where the Client decides
not to proceed with the next stage of the process.
4.5.1. Westlakes’ Scale of Refund
Week in which the Candidate % of Introduction fee
leaves refunded
1 – 2 90%
3 – 4 80%
5 – 6 60%
7 – 8 40%
9 – 10 20%
11 – 12 10%
5. CANCELLATION FEE
5.1. If, after an offer of Engagement has been made to the Candidate, the Client decides for any reason to withdraw it, the
Client shall be liable to pay the Agency a minimum fee of 2.5% of the Remuneration where the annual Remuneration is
$150,000 or less and 5% of the Remuneration where the annual Remuneration is $150,001 or more.
6. INTRODUCTIONS
6.1. Introductions of Candidates are confidential. The disclosure by the Client to a third party of any details regarding a
Candidate introduced by the Agency which results in an Engagement with that third party within 12 months of the
Introduction renders the Client liable to payment of the Agency's fee as set out in point 3 above with no entitlement to
any refund.
6.2. An Introduction fee calculated in accordance with point 3 above will be charged in relation to any Candidate engaged as a
consequence of or resulting from an Introduction by or through the Agency, whether direct or indirect, within 12 months
from the date of the Agency's Introduction.
6.3. In the event that any employee of the Agency with whom the Client has had personal dealings accepts an Engagement
with the Client within 12 months of leaving the Agency's employment, the Client shall be liable to pay an Introduction fee
to the Agency in accordance with point 3 above.
7. SUITABILITY AND REFERENCES
7.1. The Agency endeavours to ensure the suitability of any Candidate introduced to the Client by obtaining confirmation of the
Candidate's identity; that the Candidate has the experience, training, qualifications and any authorisation which the Client
considers necessary or which may be required by law or by any professional body; and that the Candidate is willing to
work in the position which the Client seeks to fill.
7.2. The Client shall satisfy itself as to the suitability of the Candidate and the Client shall take up any references provided by
the Candidate to it or the Agency before engaging such Candidate. The Client is responsible for obtaining work permits
and/or such other permission to work as may be required, for the arrangement of medical examinations and/or
investigations into the medical history of any Candidate, and satisfying any medical and other requirements, qualifications
or permission required by law of the country in which the Candidate is engaged to work.
8. LIABILITY
8.1. The Agency shall not be liable under any circumstances for any loss, expense, damage, delay, costs or compensation
(whether direct, indirect or consequential) which may be suffered or incurred by the Client arising from or in any way
connected with the Agency seeking a Candidate for the Client or from the Introduction to or Engagement of any Candidate
by the Client or from the failure of the Agency to introduce any Candidate. For the avoidance of doubt, the Agency does
not exclude liability for death or personal injury arising from its own negligence.
9. LAW
9.1. These Terms are governed by the law of New Zealand.
NOTE: an Introduction resulting in an Engagement shall be sufficient to indicate acceptance of our Terms. Further, for Retained
Assignments, payment of the first tranche / instalment indicates acceptance of our Terms.