Terms and Conditions

These Terms of Use ("Terms") govern your use of our website http://sourcr.orangebicycle.online, and http://www.app.sourcr.com and all webpages subsequently under these domain names ("Site") and forms a binding contractual agreement between you, the user of the Site and us, Sourcr Pty Ltd.

For that reason these Terms are important and you should ensure that you read them carefully and contact us with any questions before you use the Site. You can contact us via email at [EMAIL]

By using the Site you acknowledge and agree that you have had sufficient chance to read and understand the Terms and you agree to be bound by them. These terms may be updated without notice to you. If you do not agree to the Terms, please do not use the Site.

  1. Licence to use Site

    1. We grant you a non-exclusive, worldwide, non-transferable licence to use the Site in accordance with the terms and conditions set out in this Agreement.

    2. You may access and use the Site (including any incidental copying that occurs as part of that use) in the normal manner and may also print one copy of any page within the Site for your own personal, non-commercial use.

    3. You must not add any content to the Site:

      1. unless you hold all necessary rights, licences and consents to do so;

      2. that would cause you or us to breach any law, regulation, rule, code or other legal obligation;

      3. is or could reasonably be considered to be obscene, inappropriate, defamatory, disparaging, indecent, seditious, offensive, pornographic, threatening, abusive, liable to incite racial hatred, discriminatory, in breach of confidence, in breach of privacy, in contempt of court or breach of court order, designed to deliberately cause needless and unacceptable annoyance, inconvenience or anxiety to any person, or constituting spam;

      4. that would bring us, or the Site, into disrepute; or

      5. that infringes the intellectual property or other rights of any person.

    4. The Site contains links to other websites as well as content added by people other than us. We do not endorse, sponsor or approve any such user generated content or any content available on any linked website.

    5. You acknowledge and agree that:

      1. we retain complete editorial control over the Site and may alter, amend or cease the operation of the Site at any time in our sole discretion;

      2. the Site will not operate on a continuous basis, and may be unavailable from time to time (including for maintenance purposes); and

      3. your account is your responsibility, and you will limit your account to a single user.

    6. You must not use content or data from our site or otherwise take any action to:

      1. cause damage or impair the performance, availability or accessibility of the website;

      2. take any action which is unlawful, illegal, fraudulent or harmful or connected to an action of this kind;

      3. copy, store, host, transmit, send, use, publish or distribute any material consisting or linked to spyware, computer virus, Trojan horse, worm, keystroke logger, rootkit or other malicious computer software;

      4. conduct data collection or data mining activities on or in relation to our website without our express consent;

      5. establish or facilitate any direct marketing activity not authorised by us; or

      6. contact individuals, companies or other persons or entities not in relation to employment applications or listings requesting such contact, especially in any way designed to offend, insult, humiliate, intimidate, harass, threaten or pester any person or group.

    7. You are prohibited from using the site if you:

      1. have not attained 16 years of age;

      2. lack capacity or power to enter into legal or legally binding agreements;

      3. are legally prohibited from rendering or receiving services;

      4. represent and are accessing the site on behalf of a company which is in liquidation; or

      5. Sourcr or its representatives have previously prohibited you from using the site, and this prohibition has not been revoked.

  1. Intellectual Property Rights

    1. Nothing in these Terms constitutes a transfer of any intellectual property rights. You acknowledge and agree that, as between you and us, we own all intellectual property rights in the Site and its contents.

    2. Notwithstanding the above, you may redistribute any marketing or promotional material on this site or provided to you by us to any person.

    3. By posting or adding any content onto the Site, you grant us a perpetual, non-exclusive, royalty-free, irrevocable, worldwide and transferable right and licence to use that content in any way (including, without limitation, by reproducing, changing, and communicating the content to the public) and permit us to authorise any other person to do the same thing.

    4. You consent to any act or omission which would otherwise constitute an infringement of your moral rights, and if you add any content in which any third party has moral rights, you must also ensure that the third party also consents in the same manner.

    5. The licence in clause 2.3 will survive any termination of these Terms.

    6. You represent and warrant to us that you have all necessary rights to grant the licences and consents set out in clauses 2.2 and 2.3.

  1. Warranties

    1. You represent and warrant to us that:

      1. you have the legal capacity to enter these Terms;

      2. you have complied with clause 1.3;

      3. all information you provide if you choose to register on our site is, to the best of your knowledge, true, current and accurate;

      4. you are authorized by your organization to use the Sourcr platform on its behalf; and

      5. you will not allow any unauthorized person to use your account and will notify us immediately if you become aware of any unauthorized use of your account.

  1. Liability

    1. To the full extent permitted by law, we exclude all liability in respect of loss of data, interruption of business or any consequential or incidental damages.

    2. To the full extent permitted by law, we exclude all representations, warranties or terms (whether express or implied) other than those expressly set out in these Terms.

    3. These Terms are to be read subject to any legislation which prohibits or restricts the exclusion, restriction or modification of any implied warranties, conditions, guarantees or obligations. If such legislation applies, to the extent possible, we limit our liability in respect of any claim to, at our option:

      1. in the case of goods:

        1. the replacement of the goods or the supply of equivalent goods;

        2. the repair of the goods;

        3. the payment of the cost of replacing the goods or of acquiring equivalent goods; or

        4. the payment of having the goods repaired, and

      2. in the case of services:

        1. the supply of the services again; or

        2. the payment of the cost of having the services supplied again.

  1. Termination

    1. These Terms terminate automatically if, for any reason, we cease to operate the Site.

    2. We may otherwise terminate these Terms immediately, on notice to you, if you have breached these Terms in any way.

    3. We may suspend, cancel or edit details of your account at any time in our sole discretion without notice or explanation. You may cancel your account on our website using your account control panel on the website.

  1. General

    1. You must not assign, sublicence or otherwise deal in any other way with any of your rights under these Terms.

    2. If a provision of these Terms are invalid or unenforceable it is to be read down or severed to the extent necessary without affecting the validity or enforceability of the remaining provisions.

    3. Each party must at its own expense do everything reasonably necessary to give full effect to this Agreement and the events contemplated by it.

    4. This Agreement is governed by the laws of Australia and each party submits to the jurisdiction of the courts of Australia

  1. No circumvention

    1. Site users must not seek to engage with each other outside the Sourcr platform in respect of any positions posted on the Sourcr platform in circumvention of these or any other terms of use of this website

    2. Where any such outside contact or work as referred to above in 7.1 occurs, a fee equal to 20% of the amount charged by the Recruiter to the Employer, will be payable to Sourcr within 7 days of the Recruiter placing a Candidate with an Employer.

Definitions

Accepted for interview means where an employer, via the Sourcr platform, marks a candidate as “interview requested”, “interview scheduled” or “interview complete”.

Employer means the company, person, or entity posting, or contemplating posting vacancies on the Sourcr marketplace

Finder’s Fee means that portion of the Recruitment Fee payable to the Recruiter.

First Year Remuneration (FYR) means the advertised role’s base salary + superannuation + value of any vehicle package including vehicle, fuel and maintenance as part of the role OR the value of any vehicle allowance. Where any vehicle’s value is less than $10,000, the calculation will be performed as if the vehicle is worth $10,000.

Fixed-term position means a position with a fixed start and end date

Guarantee Period means the period relevant to each search option where if the Employee’s employment is terminated within this period (subject to the conditions set out in clauses 8, 9, 10, and 11), the position will be opened back up for further candidates to be submitted by any recruiter (for Network Searches) or for the selected Recruiter to provide a replacement candidate (for Exclusive Searches).

Permanent position means a position that is ongoing

Pre-Guarantee Period means the period between a candidate accepting an offer of employment and that candidate commencing employment.

Recruiter means the recruiter who engages, or contemplates engaging, with the Employer to provide services in accordance with this agreement

Note: Terms which would apply to an Employer or Recruiter upon posting or applying for a role apply to that entity after any use of the Sourcr website.

Recruitment Fee means the total fee payable to Sourcr by an Employer.

Sourcr Fee means that portion of the Recruitment Fee deducted by Sourcr upon a Candidate’s acceptance of a role as remuneration for the Sourcr Service. That fee as at the date of this agreement is 20%, however Sourcr reserves the right to vary that fee at any time upon giving appropriate notice to all users.

  1. Fees
All fees in this agreement as expressed as being exclusive of GST, except where otherwise stated.
  1. Vacancy Search
A recruiter may search for roles to be filled on the Sourcr Marketplace, where Employers have posted in respect of the following searches:
    1. a Network Search; or
    2. an Exclusive Search.
  1. Term of position
Employers may post vacancies for permanent or fixed term positions.
  1. Network Search – permanent position
    1. Where an Employer posts a vacancy for a permanent full time position for Network Search, the Employer will:
      1. Specify a description of the role to be filled; and
      2. Set a maximum fee it wishes to pay to a Recruiter, based on a percentage of the First Year Remuneration for the role.
    2. When selecting this search option, the Employer may use as many Recruiters as it chooses, up to a maximum of 10.
    3. If a Recruiter is selected by an Employer they will have the opportunity to prepare and propose potential candidates suitable to the position description to the Employer. The Employer’s selection of a candidate provided by a Recruiter will entitle that Recruiter to the specified fee, subject to the conditions below.
      1. The maximum fee as described above at 4(a)(ii) is only a guideline, and the final fee figure will be subject to salary negotiations. The final fee payable is calculated based on the final salary as entered on the Hiring Form. For the avoidance of doubt, the Recruiter is agreeing to a fixed percentage of the First Year Remuneration. The First Year Remuneration may change subject to negotiation between the Employer and the candidate, but the percentage received by the Recruiter will remain consistent and will be calculated on the final figure. At the point of agreement between the Recruiter and the Employer, the First Year Remuneration may be represented by a notional figure.
    4. Acceptance of the offer by the candidate is confirmed by both the Recruiter and Employer confirming acceptance in the Sourcr platform via the use of a Hiring Form.
    5. Upon acceptance of the offer by the candidate, Sourcr will invoice the Employer for the Recruitment Fee. This invoice is payable within 7 days of the candidate’s acceptance of the offer.
    6. If a candidate rescinds their acceptance of an offered position during the Pre-Guarantee Period, the advertised position will be opened to the Marketplace and eligible to be filled by any Recruiter. Alternatively, a full refund of any fee paid by the Employer may be made by Sourcr (this refund is not offered during the Guarantee Period).
    7. The Guarantee Period for the purposes of this clause 4 is 60 days from the first day of the candidate’s employment.
    8. Sourcr will retain 20% of the dollar value of the Recruitment Fee and hold the remainder of the Recruitment Fee in escrow pending the expiration of the Guarantee Period.
    9. The Recruiter will invoice Sourcr for the Finder’s Fee.
    10. Upon expiration of the Guarantee Period, providing the Recruitment Fee has been paid in full to Sourcr by the Employer, and providing the Recruiter has invoiced Sourcr, the Finder’s Fee will be paid to the Recruiter within 5 days of the expiration of the Guarantee Period.
    11. If the Employee ceases employment with the Employer within the Guarantee Period, then subject to:
      1. the Employer’s compliance with its notice obligations to Sourcr; and
      2. the satisfaction of the conditions set out in clauses 9, 10, and 11 of this agreement;
the role will be opened back up to the Marketplace. The Recruiter may submit replacement candidates, and the Employer may select one of these candidates or a candidate offered by another recruiter.
      1. In this situation, Sourcr will continue to hold the Finder’s Fee in escrow until the position is successfully filled and the Guarantee Period expires, at which point any variance between the Finder’s Fee as held and any revised Finder’s Fee as calculated on the new candidate’s First Year Remuneration will be refunded or invoiced to the Employer prior to provision of the correct Finder’s Fee to the successful Recruiter.
  1. Network Search – fixed-term position
    1. Where an Employer chooses to post a vacancy for a fixed-term position for Network Search, the Employer will:
      1. Specify a description of the role to be filled; and
      2. Set a maximum fee it wishes to pay to a Recruiter, based on a pro-rata percentage of the annual remuneration for the role.
    2. When selecting this search option, the Employer may use as many Recruiters as it chooses, up to a maximum of 10.
    3. If a Recruiter is selected by an Employer they will have the opportunity to prepare and propose potential candidates suitable to the above description to the Employer. The Employer’s selection of a candidate provided by a Recruiter will entitle that Recruiter to the specified fee, subject to the conditions below.
      1. The maximum fee as described above at 5(a)(ii) is only a guideline, and the final fee payable is calculated based on the final salary as entered on the candidate offer screen. For the avoidance of doubt, the Recruiter is agreeing to a fixed percentage of the First Year Remuneration. The First Year Remuneration figure may change subject to negotiation between the Employer and the candidate, but the percentage received by the Recruiter will remain consistent and will be based on the calculation of the final figure. At the point of agreement between the Recruiter and the Employer, the First Year Remuneration may be represented by a notional figure.
      2. The maximum fee is calculated on a maximum of 12 month’s salary. Fixed-term positions for longer than 12 months will only attract a fee calculated on the salary to be paid in the first 12 month period of employment.
    4. Acceptance of the offer by the candidate is confirmed by both the Recruiter and Employer confirming acceptance in the Sourcr platform via the use of a Hiring Form.
    5. Upon acceptance of the offer by the candidate, Sourcr will invoice the Employer for the Recruitment Fee. This invoice is payable within 7 days of the candidate’s acceptance of the offer.
    6. If, during the Pre-Guarantee Period, the candidate chooses not to proceed with commencing in the role, the advertised position will be re-opened to the marketplace and other recruiters will have the opportunity to submit candidates. Alternatively, a full refund of any fee paid by the Employer may be made by Sourcr (this refund is not offered during the Guarantee Period).
    7. The Guarantee Period for the purposes of this clause 5 is as follows:
      1. Where the fixed term of employment is of a duration of 6 months or less, the Guarantee Period will be 7 days (calculated from the first day of the candidate’s employment);
      2. Where the fixed term of employment is of a duration of greater than 6 months but fewer than 12 months, the Guarantee Period will be 30 days; and
      3. Where the fixed term of employment is of a duration of 12 months or more, the Guarantee Period will be 60 days.
    8. The Recruiter will provide Sourcr with an invoice for the Finder’s Fee.
    9. Sourcr will retain 20% of the dollar value of the Recruitment Fee and hold the remainder of the fee in escrow pending the expiration of the Guarantee Period.
    10. Where applicable, providing the Recruitment Fee has been paid in full to Sourcr by the Employer, and providing the Recruiter has invoiced Sourcr, the Finder’s Fee will be paid within 5 days of the expiration of the Guarantee Period.
    11. If the Employee ceases employment with the Employer within the Guarantee Period, then subject to:
      1. the Employer’s compliance with its notice obligations to Sourcr; and
      2. the satisfaction of the conditions set out in clauses 9, 10 and 11 of this agreement;
the role will be opened back up to the Marketplace. The Recruiter may submit replacement candidates, and the Employer may select one of these candidates or a candidate offered by another recruiter.
      1. In this situation, Sourcr will continue to hold the Finder’s Fee in escrow until the position is successfully filled and the Guarantee Period expires, at which point any variance between the Finder’s Fee as held and any revised Finder’s Fee as calculated on the new candidate’s First Year Remuneration will be refunded or invoiced to the Employer prior to provision of the correct Finder’s Fee to the successful Recruiter.
  1. Exclusive Search – permanent full time position
    1. Where an Employer chooses to post a vacancy for a permanent full time position for Exclusive Search, the Employer will:
      1. Specify a description of the role to be filled; and
      2. Set a maximum fee it wishes to pay for the search, based on a percentage of the First Year Remuneration for the role.
    2. The Employer will exclusively use one Recruiter to fill the vacancy when selecting this search option.
    3. Upon the Recruiter being engaged by the Employer to supply Candidates, Sourcr will invoice the Employer for 30% of the Recruitment Fee, on 7 day terms (Commencement Fee).
      1. This fee is non-refundable, and will not be returned to the Employer should they choose to cancel the job.
      2. The Employer may choose to cancel the job at any time. If the Employer chooses to cancel the job they will not be liable for the remainder of the Recruitment Fee.
      3. The Commencement Fee will be based on the notional First Year Remuneration as referred to above at 6(a) and 6(b).
    4. The Recruiter will not commence work until receipt of the Commencement Fee is confirmed by Sourcr.
    5. Upon receipt and confirmation of the Commencement Fee, Sourcr will, upon being invoiced by the Recruiter, forward this Commencement Fee to the Recruiter.
    6. The Recruiter will then prepare and propose potential candidates suitable to the above description to the Employer. The Employer’s selection of a candidate provided by a Recruiter will entitle that Recruiter to the specified fee, subject to the conditions below.
      1. The maximum fee as set out above at 6(a)(ii) is only a guideline, and the final fee payable is calculated based on the final salary as entered on the candidate offer screen. For the avoidance of doubt, the Recruiter is agreeing to a fixed percentage of the First Year Remuneration. The First Year Remuneration figure may change subject to negotiation between the Employer and the candidate, and the percentage received by the Recruiter will remain consistent and will be calculated on the final negotiated amount. At the point of agreement between the Recruiter and the Employer, the First Year Remuneration may be represented by a notional figure.
    7. Acceptance of the offer by the candidate is confirmed by both the Recruiter and Employer confirming acceptance in the Sourcr platform via the use of a Hiring Form.
    8. Upon acceptance of the offer by the candidate, Sourcr will invoice the Employer for the remainder of the Recruitment Fee. This invoice is payable within 7 days of the Candidate’s acceptance of the offer.
      1. The remainder of the Recruitment Fee is calculated as the agreed percentage of the candidate’s final salary, minus the Commencement Fee already paid by the Employer.
    9. If a candidate rescinds their acceptance of an offered position during the Pre-Guarantee Period, the Recruiter will have the opportunity to submit further candidates as below at 6(m). Alternatively, a full refund of the Recruitment fee minus the Commencement fee may be provided to the Employer by Sourcr (this refund is not offered during the Guarantee Period). The Commencement fee will be retained by the Recruiter.
    10. The Guarantee Period for the purposes of this clause 6 is 90 days.
    11. Sourcr will deduct its fee, being 20% of the Recruitment fee, and hold the remainder of the Finder’s Fee (being 50% of the Recruitment Fee) in escrow pending the expiration of the Guarantee Period.
    12. Upon expiration of the Guarantee Period (calculated from the first day of the candidate’s employment), providing the Recruitment Fee has been paid in full to Sourcr by the Employer, and providing the Recruiter has invoiced Sourcr, the remainder of the Finder’s Fee will be paid to the Recruiter within 5 days of the expiration of the Guarantee Period.
    13. If the Employee ceases employment with the Employer within the Guarantee Period, then subject to:
      1. the Employer’s compliance with its notice obligations to Sourcr; and
      2. the satisfaction of the conditions set out in clauses 9, 10 and 11 of this agreement;
the Recruiter who placed that Employee, upon being notified by Sourcr of the cessation of employment, may submit further candidates to the Employer. If in the Employer’s view the Recruiter is unable to find further suitable candidates, the Employer may cancel the job, and any amount of the Recruitment Fee other than the Commencement Fee as paid to Sourcr will be held as credit by Sourcr, and put towards any future Recruitment Fees incurred by the Employer.
  1. Exclusive Search – fixed-term position
    1. Where an Employer chooses to post a vacancy for a fixed-term position for Exclusive Search, the Employer will:
      1. Specify a description of the role to be filled; and
      2. Set a maximum fee it wishes to pay to a Recruiter, based on a pro-rata percentage of the annual remuneration for the role.
    2. The Employer will exclusively use one Recruiter to recruit for the vacancy when selecting this search option.
    3. Upon the Recruiter being engaged by the Employer to supply Candidates, Sourcr will invoice the Employer for 30% of the Recruitment Fee, on 7 day terms (Commencement Fee).
      1. This fee is non-refundable, and will not be returned to the Employer should they choose to cancel the job.
      2. The Employer may choose to cancel the job at any time. If the Employer chooses to cancel the job they will not be liable for the remainder of the Recruitment Fee.
      3. The Commencement Fee will be based on the notional First Year Remuneration as referred to above at 6(a) and 6(b).
    4. The Recruiter will not commence work until receipt of the Commencement Fee is confirmed by Sourcr.
    5. Upon receipt and confirmation of the Commencement Fee, Sourcr will, upon being invoiced by the Recruiter, forward this Commencement Fee to the Recruiter.
    6. The selected Recruiter will prepare and propose potential candidates suitable to the above description to the Employer. The Employer’s selection of a candidate provided by a Recruiter will entitle that Recruiter to the specified fee, subject to the conditions below.
      1. The maximum fee as set out above at 7(a)(ii) is only a guideline, and the final fee payable is calculated based on the final salary as entered on the candidate offer screen. For the avoidance of doubt, the Recruiter is agreeing to a fixed percentage of the First Year Remuneration. The First Year Remuneration figure may change subject to negotiation between the Employer and the candidate, and the percentage received by the Recruiter will remain consistent and will be calculated on the final negotiated figure. At the point of agreement between the Recruiter and the Employer, the First Year Remuneration may be represented by a notional figure.
      2. The maximum fee is calculated on a maximum of 12 month’s salary. Fixed-term positions for longer than 12 months will only attract a fee calculated on the salary paid in a 12 month period
    7. Acceptance of the offer by the candidate is confirmed by both the Recruiter and Employer confirming acceptance in the Sourcr platform via the use of a Hiring Form.
    8. Upon acceptance of the offer by the candidate, Sourcr will invoice the Employer for the remainder of the Recruitment Fee. This invoice is payable within 7 days of the candidate’s acceptance of the offer.
      1. The remainder of the Recruitment Fee is calculated as the agreed percentage of the candidate’s final salary, minus the Commencement Fee already paid by the Employer.
    9. The Recruiter will provide Sourcr with an invoice for the Finder’s Fee.
    10. If a candidate rescinds their acceptance of an offered position during the Pre-Guarantee Period, the Recruiter will have the opportunity to submit further candidates as below at 7(j)-(m). Alternatively, a full refund of any fee paid by the Employer may be made by Sourcr (this refund is not offered during the Guarantee Period).
    11. The Guarantee Period for the purposes of this clause 7 is as follows:
      1. Where the fixed term of employment is of a duration of 6 months or less, the Guarantee Period will be 7 days;
      2. Where the fixed term of employment is of a duration of greater than 6 months but fewer than 12 months, the Guarantee Period will be 30 days; and
      3. Where the fixed term of employment is of a duration of 12 months or more, the Guarantee Period will be 60 days.
    12. Sourcr will retain 20% of the dollar value of the Recruitment Fee and hold the remainder of the fee (Finder’s Fee) in escrow pending the expiration of the Guarantee Period. Where a Guarantee Period does not apply, Sourcr will forward the Finder’s Fee to the Recruiter upon the candidate commencing employment with the Employer.
    13. Where applicable, providing the Recruitment Fee has been paid in full to Sourcr by the Employer, and providing the Recruiter has invoiced Sourcr, the Finder’s Fee will be paid within 5 days of the expiration of the Guarantee Period.
    14. If the Employee ceases employment with the Employer within the Guarantee Period, then subject to:
      1. the Employer’s compliance with its notice obligations to Sourcr; and
      2. the satisfaction of the conditions set out in clauses 9, 10 and 11 of this agreement;
the Recruiter who placed that Employee, upon being notified by Sourcr of the cessation of employment, may submit further candidates to the Employer. If in the Employer’s view the Recruiter is unable to find further suitable candidates, the Employer may cancel the job, and the amount of the Recruitment Fee other than the Commencement Fee as paid to Sourcr will be held as credit by Sourcr, and put towards any future Recruitment Fees incurred by the Employer.
  1. If the Employer at any point wishes to open the position up to the Marketplace for application by different Recruiters, they must do so by posting a new job, as this cannot be done through an Exclusive Search.
  1. Candidate Replacement Guarantee
    1. The Recruiter has an obligation to update Sourcr regarding any changes to the candidate’s start date of which they become aware. Sourcr is not liable for any miscalculations of the Guarantee Period occurring due to a failure by the Recruiter or the Employer to notify them of such changes.
    2. Where a candidate’s employment ends within an applicable Guarantee Period, the Employer must notify Sourcr in writing within 3 days of the termination of the employment to take the benefit of the Candidate Replacement Guarantee. Notice of the candidate’s employment ending will be provided to the Recruiter by Sourcr as soon as practicable.
      1. The period in which the Recruiter may exclusively submit further candidates to the Employer does not commence until Sourcr notifies the Recruiter of the candidate’s employment ending.
    3. The Employer must, when giving notice to Sourcr, provide reasonable detail as to the circumstances surrounding and the reasons for the termination of the candidate’s employment. In providing notice of the candidate’s employment ending, Sourcr will forward this information onto the Recruiter to assist in the identification and submission of further candidates.
    4. Where an Employer provides such notification outside the 3 day period as set out above, the Recruiter who placed that Employee will not be obliged to provide a replacement candidate under the guarantee and will retain their entitlement to the Finder’s Fee.
  1. Basis On Which a Candidate Replacement Will Be Provided Under the Candidate Replacement Guarantee
The Recruiter must provide a candidate replacement to an Employer if:
    1. the employee misrepresented his or her qualifications, experience or expertise;
    2. the employee has bullied, harassed or otherwise discriminated against another employee;
    3. the employee committed fraud or another criminal offence against the organisation, a client, a customer or another employee;
    4. the employee was not the right ‘cultural fit’ or there was a difference of personalities at the organisation;
    5. the employee is incapable or unwilling to perform the role, functions or responsibilities as specified in the Position Description; or
    6. the employee, by his or her own volition, decided to terminate his or her employment (but not as a result of any of the conditions outlined below).
  1. Basis On Which a Candidate Replacement Will Not Be Provided under the Candidate Replacement Guarantee
The Recruiter will not provide a candidate replacement to an Employer if the employee is no longer employed by the Employer because:
    1. the Employer changed the role, functions or responsibilities from those specified in the Position Description;
    2. the employee is now employed by or otherwise affiliated with another organisation or entity associated with the Employer;
    3. the position no longer exists at the organisation;
    4. the organisation ‘downsized’ or made the employee redundant;
    5. the employee was bullied, harassed or otherwise suffered discrimination at the organisation;
    6. the Employer has breached any law in relation to the employee; or
    7. the employee suffers from or has suffered from a disability or mental impairment, illness or injury, or the employee has died.
  1. Unfair Dismissal
The Recruiter may delay providing a candidate replacement under the relevant guarantee if, in Sourcr’s or the Recruiter’s view a claim of unfair dismissal is likely to be or has been initiated. Any replacement may be withheld until a determination is made by a court or tribunal of competent authority.
  1. Sourcr’s Role in the Candidate Replacement Guarantee
You acknowledge and agree that:
    1. Sourcr is not a bank or other licensed financial institution and does not provide banking services or any financial services to you;
    2. to the extent that Sourcr is required to release any monies to you, you will become Sourcr’s unsecured creditor until such funds are paid to you;
    3. Sourcr is not acting as a trustee or fiduciary to either the Employer or Recruiter with respect to any funds or monies held in escrow.
  1. Dispute Resolution
    1. If a dispute arises between the Recruiter and Sourcr, or the Recruiter and an Employer, Sourcr’s goal is to address any concerns and to provide a means of resolving the dispute quickly.
    2. In the event of a dispute, the Recruiter must first contact Sourcr directly to seek a resolution.
    3. For any claim, Sourcr may elect to resolve the dispute in a cost-effective manner through any dispute resolution method it deems appropriate. These may include but are not limited to mediation, conciliation, negotiation or arbitration.
    4. Any disputes must be resolved in accordance with the terms of this Agreement. All claims filed or brought contrary to this Agreement shall be considered improperly filed and a breach of this Agreement. Should the Recruiter file a claim contrary to the terms of this Agreement, Sourcr may recover its legal fees and costs provided that Sourcr has provided notification to the Recruiter in writing of the improperly filed claim, and the Recruiter has failed to promptly withdraw the claim.
    5. If any proceeding by or against the Recuiter is commenced under any provision of any bankruptcy or insolvency law, Sourcr will be entitled to recover all reasonable costs or expenses (including reasonable legal fees and expenses) incurred in connection with the enforcement of this Agreement.
    6. Sourcr’s failure to act with respect to a breach by the Recruiter or others does not waive Sourcr’s right to act with respect to subsequent or similar breaches.
    7. Where a dispute arises between the Recruiter and an Employer, any monies held by Sourcr in respect of the Recruiter and Employer will continue to be held in escrow until the dispute is resolved, including by agreement, arbitration, or by a court or tribunal of competent jurisdiction.
  1. Recruiter Terms
By registering yourself as a Recruiter with Sourcr, and by submitting a candidate for any position, you confirm that you:
    1. have the authority of the candidate to submit them for the role in question;
    2. have taken all reasonable steps to verify that information provided by candidates is accurate and up to date;
    3. have verified that candidates you submit are properly and legally entitled to work, or have expressly declared otherwise in your submission to the Employer.
  1. Relationships between Recruiters and Employers
    1. The acceptance of an application by an Employer submitted by a Recruiter creates an implication of deemed entry into a contract under which the Employer agrees to pay the Recruitment fee every time it employs a candidate submitted by the Recruiter.
    2. If a Recruiter creates a relationship with an Employer using the Sourcr platform, the Recruiter acknowledges that it must not engage with that Employer outside of the Sourcr platform for a period of 12 months from the last contact with the Employer. For the avoidance of doubt, a Recruiter creates a relationship with an Employer using the Sourcr platform upon there being any communication or engagement with an Employer via the Sourcr Platform. If an Employer has posted a position on Sourcr, a Recruiter must not attempt to or actually provide services relating to that position to the Employer outside of, or otherwise circumventing, Sourcr.
    3. Any such outside contact or work as referred to above in 15(b) is subject to a fee equal to 20% of the amount charged by the Recruiter to the Employer, payable to Sourcr within 7 days of the Recruiter placing a Candidate with an Employer.
    4. The Recuiter must not seek to engage with any Employer outside the Sourcr platform in respect of any positions posted on the Sourcr platform in circumvention of these terms.
  1. Relationships between Employers and Candidates
    1. Where an Employer employs a candidate within 6 months of that candidate being submitted by the Recruiter to that Employer, the Recruitment fee will be payable to Sourcr and the Finder’s Fee subsequently payable to the Recruiter.
    2. Where a candidate submitted by a Recruiter is already known to an Employer prior to that candidate’s submissions, the Employer must reject that candidate and notify Sourcr that they know that candidate within 3 business days, with this information then being relayed to the Recruiter by Sourcr as soon as reasonably possible.
      1. Sourcr may request reasonable evidence to verify that the Employer knows the candidate, including but not limited to emails, file notes, or by contacting the candidate.
    3. If in Sourcr’s view the candidate is not known to the Employer, there is no obligation for the Employer to accept the candidate, however any subsequent employment of the candidate within a 6 month period of the candidate being submitted will result in Sourcr invoicing the Employer for the Recruitment Fee. The invoice for the Recruitment Fee is payable within 7 days of the date of the invoice, and the Finder’s Fee will subsequently be paid to the Recruiter following receipt of payment of the Recruitment Fee by Sourcr.
  1. Duplicate Applications
    1. If two or more Recruiters submit the same candidate for the same position, the Recruiter acknowledges that the timestamp on the Sourcr site will be used to determine which Recruiter submitted the Candidate first.
    2. The Recruiter who submitted the Candidate first will have ownership of that Candidate, and unless otherwise advised by Sourcr, the Employer must use the first submission.
    3. Although Sourcr aims to avoid the same candidate being submitted by multiple Recruiters, Sourcr provides no warranties, guarantees or representations that this will not occur. Sourcr also disclaims any liability for loss to any party occurring through any duplicate applications to the full possible extent under the law.
    4. In the case of any dispute as to which Recruiter submitted the Candidate first, Sourcr, will in its absolute discretion, determine which Recruiter is deemed to have first submitted the Candidate.
    5. Sourcr can, in its sole discretion, allocate ownership of a Candidate to a Recruiter other than the first submitter.
    6. Sourcr is not obliged to notify a Recruiter if it detects a duplicate application has occurred.
  2. Limitation of Liability
    1. To the maximum extent possible by law, Sourcr will not be liable, whether in contract, warranty, tort (including negligence), or any other form of liability, for:
      1. any indirect, special, incidental or consequential damages that may be incurred by the Recruiter;
      2. any loss of income, business or profits (whether direct or indirect) that may be incurred by the Recruiter; or
      3. any claim, damage, or loss which may be incurred by the Recruiter;
as a result of any of the Recruiter’s transactions involving the Sourcr Platform.
    1. Without limiting the generality of 16(a), above, to the maximum extent possible by law, Sourcr will not be liable to the Recruiter, whether in contract, warranty, tort (including negligence), or any other form of liability, for the actions of Employers or candidates, including as it relates to non-payment of Recruitment Fees by the Employer.
    2. The limitations on Sourcr’s liability to the Recruiter outlined in clause 16(a), above, shall apply whether or not Sourcr has been advised of the possibility of such losses or damages arising.
    3. Notwithstanding the above provisions, nothing in this Agreement is intended to limit or exclude any liability on the part of Sourcr and its affiliates and related entities where and to the extent that applicable law prohibits such exclusion or limitation including those within the Competition and Consumer Act 2010 (Cth) and relevant State fair trading legislation.
    4. To the extent that Sourcr is able to limit the remedies available under this Agreement, Sourcr expressly limits its liability for breach of a non-excludable condition or warranty implied by virtue of any legislation to the following remedies (the choice of which is to be at Sourcr’s sole discretion) to the supply of the Services again or the payment of the cost of having the Services supplied again.
    5. Nothing in this agreement creates a partnership, joint venture, agency or employment relationship between Employers, Recruiters, candidates or Sourcr in any form.
  1. Suspension or deletion of account
    1. Sourcr reserves the right to, temporarily or permanently, suspend or delete the account of any user, either individual or corporate.
    2. Sourcr reserves the right to ban users, either individual or corporate, from registering new accounts on the Sourcr platform.
  1. Invoicing
    1. The Recruiter will only be entitled to invoice for or receive the Finder’s Fee if Sourcr has received payment of the full amount of the Recruitment fee from the Employer.
    2. In the event of non-payment of the Recruitment Fee by the Employer, Sourcr will, in its sole discretion, determine whether action against the Employer is necessary, as it deems appropriate and in each case as required.
    3. The Recruiter must not contact the Employer directly to resolve payment of the Recruitment Fee.
    4. Sourcr may, in its sole discretion, assign the right of recovery of the Finder’s Fee portion of the Recruitment Fee to the Recruiter or any other person as may be considered appropriate. Sourcr may, as necessary, and in its sole discretion, elect for this provision to override 20(c).
  1. Review
    1. Sourcr, at its sole discretion, will post on the website reviews of either the Employer or Recruiter as submitted by users of the website from time to time. Decisions on the publication of feedback remains the sole jurisdiction of Sourcr. Sourcr will act reasonably in regards to all review material, and will not allow the publication of abusive or inflammatory language, but will not take feedback down simply because it is critical of a particular party.
    2. When you post a review, you grant to Sourcr a non-exclusive, worldwide, irrevocable, royalty-free, sublicensable right to exercise any and all copyright, trademark, publicity, and database rights you have in the review, in any media now known or at any time in the future.
  2. Indemnities
    1. You agree to indemnify us (and our officers, directors, agents, subsidiaries, joint venturers and employees) against any claim or demand, including legal fees and costs, made against us by any third party due to or arising out of your breach of this Agreement, or your infringement of any law or the rights of a third party in the course of using the Website and Service.
    2. In addition, we can apply any funds held by us that you may be entitled to, now or in the future, against any liabilities you owe to us, or loss suffered by us, as a result of your non-performance or breach of this Agreement.
    3. You agree to indemnify and (to the maximum extent permitted by law) hold us and any of our affiliates harmless against any damages or liability you may suffer as a result of the operation of any of the terms in this agreement or any other agreements you enter into in connection with your use of the Sourcr platform.
    4. You acknowledge that Sourcr is not and cannot provide legal services or advise you regarding any legal matters, including matters regarding the provision of replacement candidates. If you feel you require legal advice, you agree to seek independent legal advice from a practitioner licensed to practice law in an appropriate jurisdiction.
  1. This agreement to supersede previous terms between Recruiter and Employer
These terms supersede any previous terms or agreement between Recruiters and Employers. Any previous agreements or terms entered into between Recruiters and Employers will not apply to any agreements entered into via the Sourcr platform.
  1. Jurisdiction
    1. This Agreement is governed in all respects by the laws of New South Wales.
    2. If a dispute cannot be resolved in accordance with the process set out above at clause 13 then you and we irrevocably submit to the non-exclusive jurisdiction of the courts of New South Wales, Australia.
  1. Interpretation of the terms of this agreement
    1. Headings are for convenience only and do not affect interpretation.
    2. The singular includes the plural and conversely.
    3. A gender includes all genders.
    4. Where a word or phrase is defined, its other grammatical forms have a corresponding meaning.
    5. A reference to a person, corporation, trust, partnership, unincorporated body or other entity includes any of the foregoing.
    6. A reference to a clause, annexure or schedule is a reference to a clause of, or annexure or schedule to, this Agreement.
    7. A reference to a party to this Agreement or another agreement or document includes the party’s successors and permitted substitutes or assigns (and, where applicable, the party’s legal personal representatives).
    8. A reference to an agreement or document is to the agreement or document as amended, novated, supplemented or replaced from time to time.
    9. Where in this Agreement a term is stated to have the meaning given in another document or agreement or Regulation, the term has the meaning given in that document or agreement or Regulation as in effect on the date of this Agreement (or, if a document or agreement does not come into effect until a subsequent date, on that subsequent date), notwithstanding any subsequent amendment, variation, novation or termination of that other document or agreement or any invalidity or subsequent amendment or repeal of that Regulation.
    10. A reference to any legislation or regulation, or to a provision of any legislation or regulation, includes a modification or re-enactment of it, a legislative provision substituted for it and a regulation or statutory instrument issued under it.
    11. A reference to writing includes a facsimile transmission, email, or letter, and any means of reproducing words in a tangible and permanently visible form.
    12. A reference to conduct includes, without limitation, an omission, statement or undertaking, whether or not in writing.
 

Definitions

Accepted for interview means where an employer, via the Sourcr platform, marks a candidate as “interview requested”, “interview scheduled” or “interview complete”.

Employer means the company, person, or entity posting, or contemplating posting vacancies on the Sourcr marketplace

Finder’s Fee means that portion of the Recruitment Fee payable to the Recruiter.

First Year Remuneration (FYR) means the advertised role’s base salary + superannuation + value of any vehicle package including vehicle, fuel and maintenance as part of the role OR the value of any vehicle allowance. Where any vehicle’s value is less than $10,000, the calculation will be performed as if the vehicle is worth $10,000.

Fixed-term position means a position with a fixed start and end date

Guarantee Period means the period relevant to each search option where if the Employee’s employment is terminated within this period (subject to the conditions set out in clauses 8, 9, 10, and 11), the position will be opened back up for further candidates to be submitted by any recruiter (for Network Searches) or for the selected Recruiter to provide a replacement candidate (for Exclusive Searches).

Permanent position means a position that is ongoing

Pre-Guarantee Period means the period between a candidate accepting an offer of employment and that candidate commencing employment.

Recruiter means the recruiter who engages, or contemplates engaging, with the Employer to provide services in accordance with this agreement

Note: Terms which would apply to an Employer or Recruiter upon posting or applying for a role apply to that entity after any use of the Sourcr website.

Recruitment Fee means the total fee payable to Sourcr by an Employer.

Sourcr Fee means that portion of the Recruitment Fee deducted by Sourcr upon a Candidate’s acceptance of a role as remuneration for the Sourcr Service. That fee as at the date of this agreement is 20%, however Sourcr reserves the right to vary that fee at any time upon giving appropriate notice to all users.

  1. Fees
All fees in this agreement as expressed as being exclusive of GST, except where otherwise stated.
  1. Posting vacancies
An employer may post vacancies and engage with Recruiters in the Marketplace in either of two ways:
    1. a Network Search; or
    2. an Exclusive Search.
  1. Term of position
Employers may post vacancies for permanent or fixed term positions.
  1. Network Search – permanent position
    1. Where an Employer posts a vacancy for a permanent full time position for Network Search, the Employer will:
      1. Specify a description of the role to be filled; and
      2. Set a maximum fee it wishes to pay, based on a percentage of the First Year Remuneration for the role.
    2. The maximum fee as described above at 4(a)(ii) is only a guideline, and the final fee figure will be subject to salary negotiations. The final Recruitment Fee payable is calculated based on the final salary as entered on the Hiring Form. For the avoidance of doubt, the Recruiter is agreeing to a fixed percentage of the First Year Remuneration. The First Year Remuneration may change subject to negotiation between the Employer and the candidate, but the percentage received by the Recruiter will remain consistent. At the point of agreement between the Recruiter and the Employer, the First Year Remuneration may be represented by a notional figure.
    3. The Employer may use as many Recruiters as it chooses when selecting this search option up to a maximum of 10.
    4. Acceptance of the offer by the candidate is confirmed by both the Employer and Recruiter confirming acceptance in the Sourcr platform via the use of a Hiring Form.
    5. Upon acceptance of the offer by the candidate, Sourcr will invoice the Employer for the Recruitment Fee. This invoice is payable within 7 days of the candidate’s acceptance of the offer.
    6. If a candidate rescinds their acceptance of an offered position during the Pre-Guarantee Period, the advertised position will be opened to the marketplace and eligible to be filled by any recruiter. Alternatively, a full refund of any fee paid by the Employer may be made by Sourcr (this refund is not offered during the Guarantee Period).
    7. The Guarantee Period for the purposes of this clause 4 is 60 days from the first day of the candidate’s employment.
    8. Sourcr will retain 20% of the dollar value of the Recruitment Fee and hold the remainder of the Recruitment Fee in escrow pending the expiration of the Guarantee Period.
    9. Providing the Recruitment Fee has been paid in full to Sourcr by the Employer, and providing the Recruiter has invoiced Sourcr, the Finder’s Fee will be paid within 5 days of the expiration of the Guarantee Period.
    10. If the Employee ceases employment with the Employer within the Guarantee Period, then subject to:
      1. the Employer’s compliance with its notice obligations to Sourcr; and
      2. the satisfaction of the conditions set out in clauses 9, 10, and 11 of this agreement;
the role will be opened back up to the Marketplace. Replacement candidates may be submitted by any Recruiter, including the Recruiter who placed the original candidate.
      1. In this situation, Sourcr will continue to hold the Finder’s Fee in escrow until the position is successfully filled and the Guarantee Period expires, at which point any variance between the Finder’s Fee as held and any revised Finder’s Fee as calculated on the new candidate’s First Year Remuneration will be refunded or invoiced to the Employer prior to provision of the correct Finder’s Fee to the successful Recruiter.
  1. Network Search – fixed-term position
    1. Where an Employer chooses to post a vacancy for a fixed-term position for Network Search, the Employer will:
      1. Specify a description of the role to be filled; and
      2. Set a maximum fee it wishes to pay to a Recruiter, based on a pro-rata percentage of the annual remuneration for the role.
    2. The maximum fee as described above at 5(a)(ii) is only a guideline, and the final Recruitment Fee payable is calculated based on the final annual salary as entered on the candidate offer screen. For the avoidance of doubt, the Recruiter is agreeing to a fixed percentage of the First Year Remuneration. The First Year Remuneration may change subject to negotiation between the Employer and the candidate, but the percentage received by the Recruiter will remain consistent. At the point of agreement between the Recruiter and the Employer, the First Year Remuneration may be represented by a notional figure.
      1. The maximum fee is calculated on a maximum of 12 month’s salary. Fixed-term positions for longer than 12 months will only attract a fee calculated on the salary to be paid in the first 12 month period of employment.
    3. The Employer may use as many Recruiters as it chooses when selecting this search option, up to a maximum of 10.
    4. Acceptance of the offer by the candidate is confirmed by both the Employer and Recruiter confirming acceptance in the Sourcr platform via the use of a Hiring Form.
    5. Upon acceptance of the offer by the candidate, Sourcr will invoice the Employer for the Recruitment Fee. This invoice is payable within 7 days of the candidate’s acceptance of the offer.
    6. If, during the Pre-Guarantee Period, the candidate chooses not to proceed with commencing in the role, the advertised position will be re-opened to the Marketplace and other Recruiters will have the opportunity to submit candidates. Alternatively, a full refund of any fee paid by the Employer may be made by Sourcr (this refund is not offered during the Guarantee Period).
    7. The Guarantee Period for the purposes of this clause 5 is as follows:
      1. Where the fixed term of employment is of a duration of 6 months or less, the Guarantee Period will be 7 days (calculated from the first day of the candidate’s employment);
      2. Where the fixed term of employment is of a duration of greater than 6 months but fewer than 12 months, the Guarantee Period will be 30 days; and
      3. Where the fixed term of employment is of a duration of 12 months or more, the Guarantee Period will be 60 days.
    8. Sourcr will retain 20% of the dollar value of the Recruitment Fee and hold the remainder of the fee in escrow pending the expiration of the Guarantee Period.
    9. Providing the Recruitment Fee has been paid in full to Sourcr by the Employer, and providing the Recruiter has invoiced Sourcr, the Finder’s Fee will be paid within 5 days of the expiration of the Guarantee Period.
    10. If the Employee ceases employment with the Employer within the Guarantee Period, then subject to:
      1. the Employer’s compliance with its notice obligations to Sourcr; and
      2. the satisfaction of the conditions set out in clauses 9, 10 and 11 of this agreement;
the role will be opened back up to the Marketplace. Replacement candidates may be submitted by any Recruiter, including the Recruiter who placed the original candidate.
      1. In this situation, Sourcr will continue to hold the Finder’s Fee in escrow until the position is successfully filled and the Guarantee Period expires, at which point any variance between the Finder’s Fee as held and any revised Finder’s Fee as calculated on the new candidate’s First Year Remuneration will be refunded or invoiced to the Employer prior to provision of the correct Finder’s Fee to the successful Recruiter.
    1. If the Employer offers the fixed term contract Employee an extension or a permanent role (New Terms), an additional fee is payable to Sourcr.
    2. The Fee payable pursuant to clause 5(k) above is the difference between the fee already paid and the fee that would have been incurred had the candidate been employed on the New Terms from the initial engagement. The salary used to calculate the fee that would have been paid is the highest salary offered to the candidate.
  1. Exclusive Search – permanent full time position
    1. Where an Employer chooses to post a vacancy for a permanent full time position for Exclusive Search, the Employer will:
      1. Specify a description of the role to be filled; and
      2. Set a maximum fee it wishes to pay for the search, based on a percentage of the First Year Remuneration for the role.
    2. The maximum fee as set out above at 6(a)(ii) is only a guideline, and the final fee payable is calculated based on the final salary as entered on the candidate offer screen. For the avoidance of doubt, the Recruiter is agreeing to a fixed percentage of the First Year Remuneration. The First Year Remuneration figure may change subject to negotiation between the Employer and the candidate, and the percentage received by the Recruiter will remain consistent and will be calculated on the final figure. At the point of agreement between the Recruiter and the Employer, the First Year Remuneration may be represented by a notional figure.
    3. The Employer will exclusively use one Recruiter to recruit for the vacancy when selecting this search option.
    4. Upon the Employer engaging a Recruiter to supply Candidates, Sourcr will invoice the Employer for 30% of the Recruitment Fee, on 7 day terms (Commencement Fee).
      1. This fee is non-refundable, and will not be returned to the Employer should they choose to cancel the job.
      2. The Employer may choose to cancel the job at any time. If the Employer choses to cancel the job they will not be liable for the remainder of the Recruitment Fee.
      3. The Commencement Fee will be based on the notional First Year Remuneration as referred to above at 6(a) and 6(b).
    5. The Recruiter will not commence work until receipt of the Commencement Fee is confirmed by Sourcr.
    6. Upon receipt and confirmation of the Commencement Fee, Sourcr will, upon being invoiced by the Recruiter, forward this Commencement Fee to the Recruiter.
    7. Acceptance of the offer by the candidate is confirmed by both the Employer and Recruiter confirming acceptance in the Sourcr platform via the use of a Hiring Form.
    8. Upon acceptance of the offer by the candidate, Sourcr will invoice the Employer for the remainder of the Recruitment Fee. This invoice is payable within 7 days of the candidate’s acceptance of the offer.
      1. The remainder of the Recruitment Fee is calculated as the agreed percentage of the candidate’s final salary, minus the Commencement Fee already paid by the Employer.
    9. If a candidate rescinds their acceptance of an offered position during the Pre-Guarantee Period, the Recruiter will have the opportunity to submit further candidates as below at 6(m). Alternatively, a full refund of the Recruitment fee minus the Commencement fee may be provided to the Employer by Sourcr (this refund is not offered during the Guarantee Period).
    10. The Guarantee Period for the purposes of this clause 6 is 90 days.
    11. Sourcr will deduct its fee, being 20% of the Recruitment fee, and hold the remainder of the Finder’s Fee in escrow pending the expiration of the Guarantee Period.
    12. Upon expiration of the Guarantee Period (calculated from the first day of the candidate’s employment), providing the Recruitment Fee has been paid in full to Sourcr by the Employer, and providing the Recruiter has invoiced Sourcr, the Finder’s Fee will be paid within 5 days of the expiration of the Guarantee Period.
    13. If the Employee ceases employment with the Employer within the Guarantee Period, then subject to:
      1. the Employer’s compliance with its notice obligations to Sourcr; and
      2. the satisfaction of the conditions set out in clauses 9, 10 and 11 of this agreement;
the Recruiter who placed that Employee, upon being notified by Sourcr of the cessation of employment, may submit further candidates to the Employer. If, in the Employer’s view the Recruiter is unable to find further suitable candidates, the Employer may cancel the job, and the amount of the Recruitment Fee other than the Commencement Fee as paid to Sourcr will be held as credit by Sourcr, and put towards any future Recruitment Fees incurred by the Employer.
      1. If the Employer at any point wishes to open the position up to the Marketplace for application by different Recruiters, they must do so by posting a new job, as this cannot be done through an existing Exclusive Search.
  1. Exclusive Search – fixed-term position
    1. Where an Employer chooses to post a vacancy for a fixed-term position for Exclusive Search, the Employer will:
      1. Specify a description of the role to be filled; and
      2. Set a maximum fee it wishes to pay to a Recruiter, based on a pro-rata percentage of the annual remuneration for the role.
    2. The maximum fee as set out above at 7(a)(ii) is only a guideline, and the final fee payable is calculated based on the final salary as entered on the candidate offer screen. For the avoidance of doubt, the Recruiter is agreeing to a fixed percentage of the First Year Remuneration. The First Year Remuneration figure may change subject to negotiation between the Employer and the candidate, and the percentage received by the Recruiter will remain consistent and will be calculated on the final figure. At the point of agreement between the Recruiter and the Employer, the First Year Remuneration may be represented by a notional figure.
      1. The maximum fee is calculated on a maximum of 12 month’s salary. Fixed-term positions for longer than 12 months will only attract a fee calculated on the salary paid in a 12 month period.
    3. The Employer will exclusively use one Recruiter to recruit for the vacancy when selecting this search option.
    4. Upon the Employer engaging a Recruiter to supply Candidates, Sourcr will invoice the Employer for 30% of the Recruitment Fee, on 7 day terms (Commencement Fee).
      1. This fee is non-refundable, and will not be returned to the Employer should they choose to cancel the job.
      2. The Employer may choose to cancel the job at any time. If the Employer choses to cancel the job they will not be liable for the remainder of the Recruitment Fee.
      3. The Commencement Fee will be based on the notional First Year Remuneration as referred to above at 7(a) and 6(b).
    5. The Recruiter will not commence work until receipt of the Commencement Fee is confirmed by Sourcr.
    6. Upon receipt and confirmation of the Commencement Fee, Sourcr will, upon being invoiced by the Recruiter, forward this Commencement Fee to the Recruiter.
    7. Acceptance of the offer by the candidate is confirmed by both the Employer and Recruiter confirming acceptance in the Sourcr platform via the use of a Hiring Form.
    8. Upon acceptance of the offer by the candidate, Sourcr will invoice the Employer for the Recruitment Fee. This invoice is payable within 7 days of the candidate’s acceptance of the offer.
      1. The remainder of the Recruitment Fee is calculated as the agreed percentage of the Candidate’s final salary, minus the Commencement Fee already paid by the Employer.
    9. If a candidate rescinds their acceptance of an offered position during the Pre-Guarantee Period, the Recruiter will have the opportunity to submit further candidates as below at 7(j)-(m). Alternatively, a full refund of any fee paid by the Employer may be be made by Sourcr (this refund is not offered during the Guarantee Period).
    10. The Guarantee Period for the purposes of this clause 7 is as follows:
      1. Where the fixed term of employment is of a duration of 6 months or less, the Guarantee Period will be 7 days;
      2. Where the fixed term of employment is of a duration of greater than 6 months but fewer than 12 months, the Guarantee Period will be 30 days; and
      3. Where the fixed term of employment is of a duration of 12 months or more, the Guarantee Period will be 60 days.
    11. Sourcr will retain 20% of the dollar value of the Recruitment Fee and hold the remainder of the fee (Finder’s Fee) in escrow pending the expiration of the Guarantee Period.
    12. Where applicable, providing the Recruitment Fee has been paid in full to Sourcr by the Employer, and providing the Recruiter has invoiced Sourcr, the Finder’s Fee will be paid within 5 days of the expiration of the Guarantee Period.
    13. If the Employee ceases employment with the Employer within the Guarantee Period, then subject to:
      1. the Employer’s compliance with its notice obligations to Sourcr; and
      2. the satisfaction of the conditions set out in clauses 9, 10 and 11 of this agreement;
the Recruiter who placed that Employee, upon being notified by Sourcr of the cessation of employment, may submit further candidates to the Employer. If in the Employer’s view the Recruiter is unable to find further suitable candidates, the Employer may cancel the job, and the amount of the Recruitment Fee other than the Commencement Fee as paid to Sourcr will be held as credit by Sourcr, and put towards any future Recruitment Fees incurred by the Employer.
      1. If the Employer at any point wishes to open the position up to the Marketplace for application by different Recruiters, they must do so by posting a new job, as this cannot be done through an existing Exclusive Search.
    1. If the Employer offers the fixed term contract Employee an extension or a permanent role (New Terms), an additional fee is payable to Sourcr.
    2. The Fee payable pursuant to clause 7(l) above is the difference between the fee already paid and the fee that would have been incurred had the candidate been employed on the New Terms from the initial engagement. The salary used to calculate the fee that would have been paid is the highest salary offered to the candidate.
  1. Candidate Replacement Guarantee
    1. The Employer has an obligation to update Sourcr regarding any changes to the candidate’s start date. Sourcr is not liable for any miscalculations of the Guarantee Period occurring due to a failure by the Employer to notify them of such changes.
    2. Where a candidate’s employment ends within an applicable Guarantee Period, the Employer must notify Sourcr in writing within 3 days of the termination of the employment to take the benefit of the Candidate Replacement Guarantee.
    3. The Employer must, when giving notice to Sourcr, provide reasonable detail as to the circumstances surrounding and the reasons for the termination of the Candidate’s employment.
    4. Where an Employer provides such notification outside the 3 day period as set out above, the Recruiter who placed that Employee will not be obliged to provide a replacement candidate under the guarantee.
    5. The Employer may forfeit any rights it has under the Guarantee Period where it fails to make payment of any Fees due to Sourcr within 7 days of being invoiced by Sourcr.
  1. Basis On Which a Candidate Replacement Will Be Provided under the Candidate Replacement Guarantee
The Recruiter must provide a candidate replacement to an Employer if:
    1. the employee misrepresented his or her qualifications, experience or expertise;
    2. the employee has bullied, harassed or discriminated against another employee;
    3. the employee committed fraud or another criminal offence against the organisation, a client, a customer or another employee;
    4. the employee was not the right ‘cultural fit’ or there was a difference of personalities at the organisation;
    5. the employee is incapable or unwilling to perform the role, functions or responsibilities as specified in the Position Description; or
    6. the employee, by his or her own volition, decided to terminate his or her employment (but not as a result of any of the conditions outlined below).
  1. Basis On Which a Candidate Replacement Will Not Be Provided under the Candidate Replacement Guarantee
The Recruiter will not provide a candidate replacement to an Employer if the employee is no longer employed by the Employer because:
    1. the Employer changed the role, functions or responsibilities from those specified in the Position Description;
    2. the employee is now employed by or otherwise affiliated with another organisation or entity associated with the Employer;
    3. the position no longer exists at the organisation;
    4. the organisation ‘downsized’ or made the employee redundant;
    5. the employee was bullied, harassed or otherwise suffered discrimination at the organisation;
    6. the Employer has breached any law in relation to the employee; or
    7. the employee suffers from or has suffered from a disability or mental impairment, illness or injury, or the employee has died.
  1. Unfair Dismissal
The Recruiter may delay providing a candidate replacement under the relevant guarantee if, in Sourcr’s or the Recruiter’s view a claim of unfair dismissal is likely to be or has been initiated. Any replacement may be withheld until a determination is made by a court or tribunal of competent authority.
  1. Sourcr’s Role in the Candidate Replacement Guarantee
You acknowledge and agree that:
    1. Sourcr is not a bank or other licensed financial institution and does not provide banking services or any financial services to you;
    2. to the extent that Sourcr is required to release any monies to you, you will become Sourcr’s unsecured creditor until such funds are paid to you;
    3. Sourcr is not acting as a trustee or fiduciary to either the Employer or Recruiter with respect to any funds or monies held in escrow.
  1. Dispute Resolution
    1. If a dispute arises between the Employer and Sourcr, or the Employer and a Recruiter, Sourcr’s goal is to address any concerns and to provide a means of resolving the dispute quickly.
    2. In the event of a dispute, the Employer must first contact Sourcr directly to seek a resolution.
    3. For any claim, Sourcr may elect to resolve the dispute in a cost-effective manner through any dispute resolution method it deems appropriate. These may include but are not limited to mediation, conciliation, negotiation or arbitration.
    4. Any disputes must be resolved in accordance with the terms of this Agreement. All claims filed or brought contrary to this Agreement shall be considered improperly filed and a breach of this Agreement. Should the Employer file a claim contrary to the terms of this Agreement, Sourcr may recover its legal fees and costs, provided that Sourcr has provided notification to the Employer in writing of the improperly filed claim, and the Employer has failed to promptly withdraw the claim.
    5. If any proceeding by or against the Employer is commenced under any provision of any bankruptcy or insolvency law, Sourcr will be entitled to recover all reasonable costs or expenses (including reasonable legal fees and expenses) incurred in connection with the enforcement of this Agreement.
    6. Sourcr’s failure to act with respect to a breach by the Employer or others does not waive Sourcr’s right to act with respect to subsequent or similar breaches.
    7. Where a dispute arises between the Employer and a Recruiter, any monies held by Sourcr in respect of the Employer and Recruiter will continue to be held in escrow until the dispute is resolved, including by agreement, arbitration, or by a court or tribunal of competent jurisdiction.
  1. Relationships between Employers and Recruiters
    1. The acceptance of an application by an Employer submitted by a Recruiter creates an implication of deemed entry into a contract under which the Employer agrees to pay the requisite fee every time it employs a candidate submitted by the Recruiter.
    2. If an Employer creates a relationship with a Recruiter using the Sourcr platform, the Employer acknowledges that it must not engage with that Recruiter outside of the Sourcr platform for a period of 12 months from the last contact with the Recruiter. For the avoidance of doubt, an Employer creates a relationship with a Recruiter using the Sourcr platform upon there being any communication or engagement with a Recruiter via the Sourcr Platform.
    3. Any such outside contact or work is subject to a fee equal to 20% of the amount charged by the Recruiter to the Employer, payable to Sourcr within 7 days of the Recruiter placing a Candidate with an Employer.
    4. By selecting a Recruiter to perform an Exclusive or Network Search, the Employer accepts that any candidates submitted by that Recruiter remain associated with that Recruiter for 6 months from the uploading of their details to the Sourcr platform. An Employer who employs a Recruiter’s candidate within this 6 month period is deemed to have engaged with that Recruiter as above in (a).
    5. The Employer must not seek to engage with any Recruiter outside the Sourcr platform in respect of any positions posted on the Sourcr platform in circumvention of these terms.
  1. Relationships between Employers and Candidates
    1. Where an Employer employs a candidate within 6 months of that candidate being submitted to that Employer by a Recruiter, the Recruitment fee will be payable to Sourcr.
    2. Where a candidate is known to an Employer prior to that candidate being submitted by a Recruiter, the Employer must not accept the candidate, and notify Sourcr that they know that candidate within 3 business days.
    3. Sourcr may request reasonable evidence to verify that the Employer knows the candidate, including but not limited to emails, file notes, or by contacting the candidate.
    4. If in Sourcr’s view the candidate is not known to the Employer, there is no obligation for the Employer to accept the candidate, however any subsequent employment of the candidate within a 6 month period of the candidate being submitted will result in Sourcr invoicing the Employer for the Recruitment Fee. This invoice is payable within 7 days of the date of the invoice.
  1. Duplicate Applications
    1. If two or more Recruiters submit the same candidate for the same position, the Recruiter acknowledges that the timestamp on the Sourcr site will be used to determine which Recruiter submitted the Candidate first.
    2. The Recruiter who submitted the Candidate first will have ownership of that Candidate, and unless otherwise advised by Sourcr, the Employer must use the first submission.
    3. Although Sourcr aims to avoid the same candidate being submitted by multiple Recruiters, Sourcr provides no warranties, guarantees or representations that this will not occur. Sourcr also disclaims any liability for loss to any party occurring through any duplicate applications to the full possible extent under the law.
    4. In the case of any dispute as to which Recruiter submitted the Candidate first, Sourcr, will in its absolute discretion, determine which Recruiter is deemed to have first submitted the Candidate.
    5. Sourcr can, in its sole discretion, allocate ownership of a Candidate to a Recruiter other than the first submitter.
  1. Limitation of Liability
    1. To the maximum extent possible by law, Sourcr will not be liable, whether in contract, warranty, tort (including negligence), or any other form of liability, for:
      1. any indirect, special, incidental or consequential damages that may be incurred by the Employer;
      2. any loss of income, business or profits (whether direct or indirect) that may be incurred by the Employer; or
      3. any claim, damage, or loss which may be incurred by the Employer;
as a result of any of the Employer’s transactions involving the Sourcr Platform.
    1. Without limiting the generality of 14(a), above, to the maximum extent possible by law, Sourcr will not be liable, whether in contract, warranty, tort (including negligence), or any other form of liability, for the actions of Recruiters or candidates.
    2. The limitations on Sourcr’s liability to you outlined in clause 14(a), above, shall apply whether or not Sourcr’s been advised of the possibility of such losses or damages arising.
    3. Notwithstanding the above provisions, nothing in this Agreement is intended to limit or exclude any liability on the part of Sourcr and its affiliates and related entities where and to the extent that applicable law prohibits such exclusion or limitation including those within the Competition and Consumer Act 2010 (Cth) and relevant State fair trading legislation.
    4. To the extent that Sourcr is able to limit the remedies available under this Agreement, Sourcr expressly limits its liability for breach of a non-excludable condition or warranty implied by virtue of any legislation to the following remedies (the choice of which is to be at Sourcr’s sole discretion) to the supply of the Services again or the payment of the cost of having the Services supplied again.
    5. Nothing in this agreement creates a partnership, joint venture, agency or employment relationship between Employers, Recruiters, candidates or Sourcr in any form.
  1. Suspension or deletion of account
    1. Sourcr reserves the right to, temporarily or permanently, suspend or delete the account of any user, either individual or corporate.
    2. Sourcr reserves the right to ban users, either individual or corporate, from registering new accounts on the Sourcr platform.
  2. Invoicing
    1. The Recruiter will only be entitled to invoice for or receive the Finder’s Fee if Sourcr has received payment of the full amount of the Recruitment fee from the Employer.
    2. Failure to pay the Recruitment Fee within 7 days of receipt of invoice may result in the forfeit of the associated guarantee period, or of any other fees previously paid.
    3. In the event of non-payment of the Recruitment Fee by the Employer, Sourcr will, in its sole discretion, determine whether action against the Employer is necessary, as it deems appropriate and in each case as required.
    4. The Recruiter must not contact the Employer directly to resolve payment of the Recruitment Fee.
    5. Sourcr may, in its sole discretion, assign the right of recovery of the Finder’s Fee portion of the Recruitment Fee to the Recruiter or any other person as may be considered appropriate. Sourcr may, as necessary, and in its sole discretion, elect for this provision to override 19(d).
    6. The Employer is liable to pay Sourcr any costs incurred by Sourcr in the recovery of outstanding fees.
  1. Review
    1. Sourcr, at its sole discretion, will post on the website reviews of either the Employer or Recruiter as submitted by users of the website from time to time. Decisions on the publication of feedback remains the sole jurisdiction of Sourcr. Sourcr will act reasonably in regards to all review material, and will not allow the publication of abusive or inflammatory language, but will not take feedback down simply because it is critical of a particular party.
    2. When you post a review, you grant to Sourcr a non-exclusive, worldwide, irrevocable, royalty-free, sublicensable right to exercise any and all copyright, trademark, publicity, and database rights you have in the review, in any media now known or at any time in the future.
  2. Indemnities
    1. You agree to indemnify us (and our officers, directors, agents, subsidiaries, joint venturers and employees) against any claim or demand, including legal fees and costs, made against us by any third party due to or arising out of your breach of this Agreement, or your infringement of any law or the rights of a third party in the course of using the Website and Service.
    2. In addition, we can apply any funds held by us that you may be entitled to, now or in the future, against any liabilities you owe to us, or loss suffered by us, as a result of your non-performance or breach of this Agreement.
    3. You agree to indemnify and (to the maximum extent permitted by law) hold us and any of our affiliates harmless against any damages or liability you may suffer as a result of the operation of any of the terms in this agreement or any other agreements you enter into in connection with your use of the Sourcr platform.
    4. You acknowledge that Sourcr is not and cannot provide legal services or advise you regarding any legal matters, including matters regarding the provision of replacement candidates. If you feel you require legal advice, you agree to seek independent legal advice from a practitioner licensed to practice law in an appropriate jurisdiction.
  1. Supersession of previous terms between Employer and Recruiter
These terms supersede any previous terms or agreement between Employers and Recruiters. Any previous agreements or terms entered into between Employers and Recruiters will not apply to any agreements entered into via the Sourcr platform.
  1. Jurisdiction
    1. This Agreement is governed in all respects by the laws of New South Wales.
    2. If a dispute cannot be resolved in accordance with the process set out above at clause 13 then you and we irrevocably submit to the non-exclusive jurisdiction of the courts of New South Wales, Australia.
  1. Interpretation of the terms of this agreement
    1. Headings are for convenience only and do not affect interpretation.
    2. The singular includes the plural and conversely.
    3. A gender includes all genders.
    4. Where a word or phrase is defined, its other grammatical forms have a corresponding meaning.
    5. A reference to a person, corporation, trust, partnership, unincorporated body or other entity includes any of the foregoing.
    6. A reference to a clause, annexure or schedule is a reference to a clause of, or annexure or schedule to, this Agreement.
    7. A reference to a party to this Agreement or another agreement or document includes the party’s successors and permitted substitutes or assigns (and, where applicable, the party’s legal personal representatives).
    8. A reference to an agreement or document is to the agreement or document as amended, novated, supplemented or replaced from time to time.
    9. Where in this Agreement a term is stated to have the meaning given in another document or agreement or Regulation, the term has the meaning given in that document or agreement or Regulation as in effect on the date of this Agreement (or, if a document or agreement does not come into effect until a subsequent date, on that subsequent date), notwithstanding any subsequent amendment, variation, novation or termination of that other document or agreement or any invalidity or subsequent amendment or repeal of that Regulation.
    10. A reference to any legislation or regulation, or to a provision of any legislation or regulation, includes a modification or re-enactment of it, a legislative provision substituted for it and a regulation or statutory instrument issued under it.
    11. A reference to writing includes a facsimile transmission, email, or letter, and any means of reproducing words in a tangible and permanently visible form.
    12. A reference to conduct includes, without limitation, an omission, statement or undertaking, whether or not in writing.
 
contact us