1. Terms to Apply to All Clients

1. These terms and conditions (“Terms and Conditions”) apply to all engagements and transactions carried on between ImagineX Executive and the person or organisation engaging ImagineX Executive (“Client”). The receipt by a Client of:

1. a candidate’s resume or CV,

2. requesting an interview,

3. the engagement of a candidate;

4. the passing to any other person or organisation of personal information pertaining to a candidate introduced by ImagineX Executive, or

5. written or oral instructions by the Client to ImagineX Executive to supply candidates, will be taken as acceptance of the Terms and Conditions by the Client.

 
2. Fees Structure
2.1
It is agreed between the Client and ImagineX Executive that the fee for the services provided by ImagineX Executive is based on the total annual salary package expected to be offered to the successful applicant during the first twelve (12) months of employment (“the Fees”). These Fees are detailed below and are agreed upon the engagement or any deemed transaction between ImagineX Executive and the Client.
2.2
The definition of a salary package is inclusive of any base salary, plus superannuation, plus company motor vehicle ($20,000) or car allowance if applicable, and any other salary incentives that make up the candidate’s remuneration package (“salary package”). Where commission forms part of the salary package, the amount of commission to be included in the Fees will be negotiated prior to ImagineX Executive commencing the assignment or engagement. The agreed Fees are GST exclusive.
2.3
ImagineX Executive may undertake an annual review of the percentage rate charged on a candidate’s salary package and reserves the right to increase or adjust the percentage rate in its unfettered discretion.
2.4
Any adjustment in the percentage rate charged on salary packages will be for new assignments after the Client has accepted the reissued Terms and Conditions.​
If a candidate is to be employed by the Client on a part time basis or for a period of less than one year on a contract or other basis then the fee will be negotiated on an individual basis.
 
The introduction fee is calculated as a percentage of the successful candidate’s initial annual gross remuneration AGR:
 

• The initial AGR comprises the salary, bonus, shares, share options, salary sacrificed benefits, benefits which are subject to fringe benefits tax and the value of compulsory superannuation benefits which you agree to pay the candidate in respect of their first year of employment.

• The introduction fee does not include GST – ImagineX Executive must issue a tax invoice to you and collect from you the GST payable in respect of its services.

• If you withdraw a written offer of employment after it has been accepted and references have been completed, you must pay an introduction fee of $5000.

3. Payment Structure
3.1 Where ImagineX Executive is engaged by a Client in relation to a full service, retained recruitment assignment then the following shall apply:

1. A retainer fee, equal to one third of the estimated service fees, shall be invoiced and payable by the Client within five (5) business days of ImagineX Executive being retained or engaged by the Client to perform the services as confirmed in writing by ImagineX Executive;

2. a shortlist fee, equal to one third of the estimated service fees, shall be invoiced and payable by the Client within five (5) business days of the shortlist of suitable candidates being presented to the Client by ImagineX Executive;

3. the balance of the service fees shall be invoiced and payable by the Client within five (5) business days of the candidate formally accepting the offer of employment with the Client.

3.2 Where ImagineX Executive is engaged by a Client in relation to a contingent recruitment assignment then the following shall apply:

1. ImagineX Executive will issue a tax invoice to you once a candidate is engaged on your behalf. That invoice must be paid within 7 days of its issue. In the event that the amount is unpaid and legal action ensures then you must indemnify ImagineX Executive against any costs incurred in recovering the amount due.  

3.3 Where ImagineX Executive is engaged on an exclusive recruitment assignment, the following shall apply:

1. you will expressly state the period of our exclusive appointment and confirm it to us in writing;

2. for the period of our exclusive appointment you will:

   1. not brief any other employment service provider or agency with respect to the position;

   2. direct any other employment service provider or agency who makes inquiry of you with respect to the position to make inquiry through us;

   3. direct any applicant or candidate for the position, whom we have not already presented to you in respect of that position, (including any candidate who applies internally or directly to you or who is referred by any third party) to apply for the placement through us;

   4. following the expiration of the period of our exclusive appointment, unless you have terminated this agreement or no longer require the position to be filled, you will continue to engage and authorise us to recruit for the position;

3.4 You will provide us with a copy of the contract or an accurate summary of its contents within seven days
      of its being agreed by both you and the candidate if requested. 
3.5 You are responsible for satisfying yourself that the Candidate has the right to work in Australia.
Payment of Invoices of Fees and Expenses
3.6
The fee structure is based on payment being made by the Client within five (5) business days from the date of invoice sent to the Client.
3.7
ImagineX Executive accepts electroninc bank transfer for payment of invoices.
3.8
The Client is liable to pay and must pay all fees and charges in accordance with the terms of payment shown on ImagineX Executive’s invoice.
3.9
Should the Client fail to pay at all, or fail to pay on time any invoice so rendered by ImagineX Executive, then ImagineX Executive shall be entitled without any further reference or contact with the Client, to pursue collection of the fees or any other monies due to ImagineX Executive by the Client in accordance with Queensland law.
Referred Candidate
3.10
Where ImagineX Executive is retained or engaged by a Client in relation to a referred candidate recruitment assignment then the full amount of the service fees shall be invoiced and payable by the Client within five (5) business days of the candidate formally accepting the offer of employment with the Client.
Candidate Ownership
3.11
Candidates presented to your organisation remain candidates of ImagineX Executive for 12 months from the date of submission. Once the Client agrees to engage or engages a candidate introduced by ImagineX Executive for any position within the organisation of the Client, notwithstanding that:

1. the introduction has been made indirectly, or

2. the candidate is engaged or employed as an employee or in any other capacity, or

3. it is made or engaged within 6 months of the initial interview,

4. the Client is liable for and shall pay to ImagineX Executive its fees as calculated in accordance with the fees structure and at the appropriate percentage rate as detailed in clause 2 hereof.

Internal & Other Candidates (Retained)
3.12
Wherever appropriate, “internal candidates” being employees of the Client and “other candidates”, being non-employees of the Client not sourced and presented by ImagineX Executive, shall be interviewed in the same manner as candidates referred by ImagineX Executive for the purpose of benchmarking. In such circumstances, the Client shall still be liable for and pay the full agreed service fees as calculated in clause 2 hereof.
 
4. Replacement Period
4.1
If the employment of a candidate introduced to you by ImagineX Executive is terminated within 13 weeks of their commencement date, ImagineX Executive will use its best endeavours to find another candidate, for that position if:
 

• You have paid ImagineX Executive’s tax invoice within its terms in respect of the candidate whose employment terminated;

• You inform ImagineX Executive within 7 days of the termination of that candidate’s employment that his or her employment has been terminated;

• The position you ask ImagineX Executive to replace is the same as the position filled by the candidate who was terminated.

• You do not engage any other agency to fill that position;

• The candidate was not terminated on the grounds of redundancy.

 
This guarantee is only available once for each position filled by a candidate introduced to you by ImagineX Executive.
 
5. General Referrals
5.1
Where a candidate is referred to the Client on a general basis, not being a candidate submitted as part of an engagement or an assignment, and such candidate is employed or appointed by the Client, service Fees in terms of clause 2 hereof shall be deemed applicable and due and payable by the Client.
5.2
The fee for general referrals is 15% of the candidate’s salary package.
5.3
ImagineX Executive will utilise their candidate attraction strategy to source high level executives for “employer of choice” Clients. All general referral candidates are screened to a high level before being introduced to the Client. Any additional screening/testing i.e.: reference checks and the like will be conducted after the first meeting with the Client.
 
6. Alterations & Cancellations
6.1
Should the Client cancel or materially alter the specifications for an assignment or engagement subsequent to commencement and prior to completion, the Client is liable to pay the total fees up to and including the stage or event presently being undertaken by ImagineX Executive.
 
6.2
The Client is liable for and required to pay the full and appropriate total service fees for a new, altered engagement or assignment.
 
7. Service Responsibilities
7.1
ImagineX Executive uses reasonable care to ensure the suitability of any Candidate introduced to the Client. ImagineX Executive agrees to interview and pre-screen each Candidate before introduction to the Client. ImagineX Executive will use its best endeavours to verify Australian Working Rights, Employment History and Technical Certifications prior to introduction to the Client.
7.2
However, the Client acknowledges that ImagineX Executive is reliant on information provided to it by the Candidate and, as such, gives no warranty for such suitability or for the accuracy of information obtained from either the Candidate or from any other person in connection with the Candidate. ImagineX Executive shall not be liable under any circumstances for any loss, damage, expense or delay arising from or in any connected way with the recruitment, engagement or use of the Candidate, or from the negligence, dishonesty, misconduct or lack of skill of the Candidate.
7.3
The Client accepts that the final recruitment decision rests with the Client and it is the Client’s sole responsibility to satisfy itself as to the Candidate’s suitability for any engagement.
7.4
Any Candidate’s reference (or information relating to a reference) which ImagineX Executive may provide during the recruitment process, or at any time thereafter, is provided without liability and in strict confidence for the Client’s information only. The Client agrees not to disclose such information to any other party.
 
8. Limitation of Liability
ImagineX Executive will not be liable to the Client for any loss, damage or expense suffered by the client resulting from the acts, omissions, default or negligence of a candidate while in employment or engaged by the Client for any matter whether breach of confidentiality or otherwise.
 
9. Confidentiality of Candidate
All information in respect of a candidate is confidential information provided to the Client for the sole purpose of enabling the Client to determine the suitability of a candidate for employment or engagement. The Client acknowledges and agrees that it must keep such information confidential and will not use it for any other purpose other than the purpose for which it was provided to the Client in accordance with the Privacy Act 2001 and Privacy Principles.
 
10. The Client Obligations, Warranties and Indemnities
10.1
ImagineX Executive does not verify the reliability or accuracy of the results of an evaluation undertaken of a candidate and accepts no liability in relation to the provision of inaccurate, misleading or otherwise incorrect results whether or not arising from the negligence, act, omission or default of ImagineX Executive or the candidate placed with the Client.
10.2
The Client by engaging or retaining ImagineX Executive does hereby indemnify ImagineX Executive and its directors, officers and employees in relation to any claim made or arising out of any breach by a Client of the obligations contained in this clause 11.
 
11. Disputes
Any dispute between a Client and ImagineX Executive arising out of or in connection with these Terms and Conditions may at our discretion be settled by binding arbitration by reference to a commercial disputes centre. The client agrees to be bound by the ruling arbitrator. The costs of the dispute are borne equally by both parties.
 
12. Governing Law
These Terms and Conditions will be governed by the laws of Queensland and the parties submit to the jurisdiction of that State.
 
13. Variation
These Terms and Conditions may be varied only in writing signed by duly authorised persons for each of the parties.
 
14. Severability
If any provision of these Terms and Conditions should be held to be invalid in any way or unenforceable, the remaining provisions will not in any way be affected or impaired thereby, and these Terms and Conditions will be construed so as to most nearly give effected to the intent of the parties as it was originally executed.