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SALT MALAYSIA TERMS OF BUSINESS
Agensi Pekerjaan Salt Search Sdn Bhd (“the Company” or “Salt”) AND (“Client”) collectively referred to as “the parties”.
A. The Company is a personnel consultancy, which provides personnel consultancy services to third parties.
B. The Client wishes to use the services of the Company.
C. In circumstances where the Company provides personnel consultancy services to the Client, it is intended by the parties that this Agreement will govern the respective rights and obligations of the Company and the Client.
1 APPLICATION OF THESE TERMS
1.1 The terms of business set out in this document are to apply between Salt and the Client (or an Associated Party) in relation to the Introduction of any prospective Salt Talent with the view that the Client (or an Associated Party) is hiring that Talent in a Permanent Assignment.
1.2 Any variation to the terms of this Agreement must be in writing and signed by both parties.
1.3 These terms of business shall supersede and replace any other terms of business previously agreed between the Client and Salt in relation to Permanent assignments on a non-retained basis. In the event that terms of business have previously been agreed in relation to Permanent assignments on a non-retained basis, then the terms of this Agreement shall be deemed to have been accepted by the Client in replacement of the previous terms of business upon the signature of these terms of business by the Client.
1.4 Whilst it is intended by the parties that this Agreement be formally signed, in circumstances where the Client does not sign the Agreement but after receipt of this Agreement proceeds to engage the services of Salt in any form whatsoever, then that shall be deemed to be acceptance by the Client of the terms of this Agreement.
1.5 This agreement shall be governed and construed in accordance with the laws of Malaysia.
2.1 A Salt Talent (or Talent) is a person or independent contractor introduced by Salt to the Client on the basis that that person or independent contractor is to be employed in a permanent assignment and paid directly by the Client within the terms and scope set out in this Agreement.
2.2 An Introduction includes the supply by Salt of details of prospective Talent for permanent assignments. This may include (but is not limited to) the provision to the Client of any Talent detail in any format including verbal description, résumé, portfolio or letter. This Introduction may be made verbally, in hard copy or in digital/HTML format.
2.3 A Permanent Assignment is where Salt introduces a Talent to the Client and the Client employs directly on a permanent basis.
2.4 An Associated Party includes a related body corporate of the Client and any party entering into a sub-contract or business arrangement with the Client or a related body corporate of the Client to provide services to the Client, such services having previously been supplied to the Client by the company.
2.5 A reference to the “Client” also includes a reference to an “Associated Party” as defined in 2.4.
2.6 An Independent Contractor is a partnership, trust or body corporate and includes any person contracted to or employed by the Independent Contractor.
3.1 Any Introduction must be treated by the Client with the strictest confidentiality.
4 PERMANENT ASSIGNMENTS
4.1 On hiring a Talent introduced by Salt on a permanent basis, the Client agrees to pay Salt a Placement Fee based on the Talent’s annual gross remuneration package, including annual basic salary, guaranteed bonus (including 13th month salary), housing/mobile/transport allowance or any other financially calculable benefits as stipulated in financial terms of the employment contract. The Placement Fee will be calculated as a percentage of remuneration as outlined in the table below (Clause 4.3). The Client must pay sales and services tax (SST) on services provided at the prevailing rate.
4.2 Interview of Talent constitutes acceptance of the fee structure set out below (Clause 4.3).
4.3 TOTAL REMUNERATION PACKAGE 25% of total remuneration package (Fees are exclusive of SST.)
5 OWNERSHIP AND INTRODUCTION OF TALENT
5.1 If the Client hires a Salt Talent in a Permanent, Casual or Fixed Term Assignment within twelve months of an Introduction of that Talent to the Client, the full Placement Fee outlined in Clause 4 will apply.
5.2 The Client agrees to notify Salt of the date a Salt Talent commences with the Client, in either a casual, fixed term or permanent assignment. The Client agrees to pay the full Placement Fee should an Associated Party of the Client employ the Talent.
5.3 In the event that the Client has not disclosed the remuneration package to Salt, Salt will be entitled to calculate the Placement Fee based on a remuneration package determined by reference to comparable roles in the market.
6 PAYMENT TERMS
6.1 The Client agrees to pay Salt’s invoices within thirty (30) days from invoice date. The Client must pay all applicable sales and services tax (SST).
6.2 If an invoice is not paid within this timeframe, as stipulated in Clause 7, the Client waives the right to the 100% guarantee outlined in Clause 7. For all invoices not paid within this timeframe (unless prior arrangement has been made with Salt) the Client will be charged interest. Interest will be payable on any outstanding amount calculated at a rate of 10% per annum until such time as the amount is paid, or 2% of the amount owed under the invoice, whichever is the greater.
6.3 The Client is responsible for payment of Salt’s invoices regardless of any subcontracting or other business arrangements entered into by the Client.
7 GUARANTEE – WORKING TOGETHER
7.1 A 100% guarantee for a three-calendar month period is provided for all permanent placed candidates where the client has agreed and participated in the Salt “after placement process”. Please note this guarantee will be in the form of a credit note which will remain valid for 12 months. No refunds will be made. Where a replacement is made and the salary has either increased or decreased but the job description has not changed no credit or further charges will be made.
At Salt, we don’t believe our job is over when a suitable placement is made. In fact, this is just the beginning. Our ongoing relationship with both you as our client and the successful candidate is crucial.
You are investing in us to ensure you secure the “right person” for this role and we want to demonstrate our ongoing commitment to you by offering the Salt after placement process. This involves ongoing communication over a six (6)-month period.
Guarantees are not valid where the candidate is no longer employed for reasons beyond the control of Salt such as redundancy, restructuring, economic circumstances, company closure, change of management or substantial change from the original job description or where the client did not participate in the agreed “after placement process”.
7.2 Should the employment of a Talent placed in a Fixed Term Assignment with the Client cease within 25% of the period of the Fixed Term Assignment (but in no case shall such period be longer than 90 days from the commencement of the Fixed Term Assignment) and other than where the Talent has been retrenched or made redundant, and subject to Salt’s Fixed Term Assignment placement fee being paid within fourteen (14) days from invoice date, Salt will replace the Talent without charging a further Fixed Term Assignment placement fee. This 100% guarantee regarding the Fixed Term Assignment placement fee is only valid where Salt is given the full thirty (30) days exclusively to replace the Talent, and the original position description or order specification has not changed at all. The Salt guarantee excludes Temporary-to-Fixed Term Assignment placements and Fixed Term Assignment extensions.
7.3 If the 100% guarantee is not applicable, the invoice is payable in full irrespective of whether the Talent ceases employment with the Client for whatever reason.
7.4 The Salt guarantee excludes placements referred to in Clause 5.
8 DISPLAY ADVERTISING
8.1 Where appropriate, display-advertising costs will be discussed and agreed up front with the Client and billed at the applicable media rate.
9 EMPLOYMENT TERMS
9.1 Salt will take all reasonable care to provide appropriate Talent. However, the Client will satisfy itself that the Talent is sufficiently qualified and skilled for the position. Any hiring decision made must be based upon the enquiries and judgment of the Client.
9.2 The Client accepts Talent at its own risk and releases Salt from and indemnifies it against any claim or liability for loss or damage arising in any way out of or connected with the Introduction of Talent or the services provided by Salt.
9.3 In addition, the Client undertakes to supervise the Salt Talent, and the Client accepts responsibility for all acts or errors by the Salt Talent, be they wilful or otherwise. The Client agrees to provide adequate employers insurance (public liability and professional indemnity) cover for the Talent.
9.4 The Client indemnifies Salt against any claim, cost, liability, damage or loss suffered or incurred by the Talent as a result of:
a. a breach by the Client of this Agreement including without limitation a termination of Talent while on Assignment;
b. any act or omission of the Client;
c. unfair dismissal proceedings or unfair contract proceedings brought by the Talent against Salt in relation to circumstances arising from the termination of the Talent by the Client.
Where a Client interviews a Candidate referred by Salt, the Client will be deemed to have accepted these Terms.