Terms of Business

These Terms of Business (Terms) are between Ibrahim El-Atm trading as Meridian Charter Group, ABN 90 267 479 590 (Meridian Charter Group, we, us, our) and the client receiving our services (you, your).

You accept these Terms when you do any of the following, whichever happens first:

For a particular role or project we may also send you an Engagement Letter. If the Engagement Letter and these Terms differ, the Engagement Letter applies to that role or project.

Terms you attach to a purchase order or similar document do not apply unless we agree to them in writing.

We provide two kinds of service:

We will carry out our services with reasonable care and skill, and will make reasonable efforts to introduce candidates who match the brief you give us.

You agree to give us accurate, complete information about each role, including its duties, location, working arrangements and full remuneration, and to tell us promptly if any of it changes.

We do not provide temporary or labour hire workers under these Terms.

When a candidate we introduced accepts a permanent role with you, you must pay us a placement fee. The fee is a percentage of the candidate's Total Remuneration, set by the table below.

The percentage that applies is set by the candidate's full Total Remuneration and is charged on the whole amount. For example, a role at $160,000 attracts a fee of $32,000 plus GST.

Total Remuneration means the candidate's annual full-time equivalent package in their first year, including base salary, employer superannuation contributions, guaranteed or target bonuses and commissions, allowances, sign-on payments and the value of non-cash benefits.

Part-time roles are charged on the full-time equivalent Total Remuneration.

The fee is earned when the candidate accepts your offer. We will invoice you on the candidate's start date.

If you or the candidate withdraws after an offer has been accepted, the full fee remains payable.

For a fixed term role of 12 months or less, the fee is the permanent fee under clause 3, pro-rated by the length of the contract. For example, a 6-month contract at $120,000 a year attracts a fee of $120,000 × 6/12 × 15% = $9,000 plus GST.

A fixed term contract longer than 12 months is charged as a permanent placement.

If you extend the contract, or the candidate stays with you in any capacity after it ends, we will invoice the additional fee for the extra period, up to a maximum of the full permanent fee.

The replacement guarantee in clause 8 does not apply to fixed term placements.

A retained search is an exclusive assignment you confirm in writing, usually for senior or hard-to-fill roles. The fee is the fee under clause 3, based on the role's budgeted Total Remuneration, and is invoiced in three equal instalments:

The first two instalments are not refundable. If you cancel or put the search on hold, both are payable. If you fill the role yourself or through another source, the full fee is payable.

An exclusive search is one where you agree to brief only us for a role for an agreed period, without an upfront payment.

Before any Talent Advisory work starts, we will send you a proposal or Engagement Letter setting out the scope, deliverables, timing and fees, either as a fixed project fee or at an agreed daily rate.

A fixed project fee is invoiced as set out in the proposal. Daily-rate work is invoiced monthly in arrears.

Work outside the agreed scope will be quoted separately before we do it. Reasonable pre-approved expenses, such as travel, are charged at cost.

Once you have paid in full, you own the final deliverables we prepare specifically for you, such as your EVP, hiring playbook or process documents. We keep ownership of our general methods, templates, tools and know-how, and may reuse them for other clients without using your confidential information.

Our advice is based on the information you give us. Decisions about how to implement it, and the results of those decisions, remain your responsibility.

Invoices are payable within 7 days of the invoice date. Retained search instalments are payable within 7 days.

All fees are in Australian dollars and exclude GST. We will add GST at the applicable rate and issue a valid tax invoice.

If you need a purchase order number on our invoice, you must give it to us before the candidate starts. A missing purchase order does not delay payment.

Payments must be made in full, without set-off, deduction or withholding.

You must pay our reasonable costs of recovering overdue amounts, including collection agency and legal costs.

If a permanent candidate leaves, or you end their employment, within 3 months of their start date, we will search for a replacement once at no extra fee.

The guarantee applies only if:

The guarantee does not apply if the employment ends because of redundancy, restructure, a material change to the role or working conditions, or a breach of the candidate's employment by you.

If the replacement's Total Remuneration is higher than the original candidate's, we will invoice the difference in fee. No refund or credit is given in any circumstances.

The guarantee applies once per placement, does not extend to the replacement candidate, and does not apply to fixed term placements or to a fixed term placement converted to permanent.

A candidate is introduced by us when we give you their CV, name or any details that identify them, or arrange for you to speak with or meet them in any format.

A fee is payable at our rates under clause 3 or 4 if you or any of your Related Entities:

You must tell us promptly when a candidate we introduced accepts an offer, including their start date and Total Remuneration. If you do not, we may calculate the fee on a reasonable estimate of the Total Remuneration.

Every candidate you employ through us is your employee, not ours. You are responsible for their wages, superannuation, leave, workplace health and safety, and all other obligations of an employer under the Fair Work Act 2009 (Cth), any applicable award or agreement, and other workplace laws.

You decide whether to hire a candidate. Before making an offer, you are responsible for satisfying yourself of their suitability, including checking qualifications, work rights, licences and any other requirements of the role.

If you ask us to carry out reference, background or other checks, we will do so with reasonable care. We rely on information from candidates, referees and third parties, and cannot guarantee it is accurate or complete. Third-party check costs are charged to you at cost.

You must not ask us to take into account any attribute of a candidate in a way that would be unlawful under anti-discrimination law.

Candidate details we give you are confidential. You may use them only to assess the candidate for the role we introduced them for, and must not share them outside the people involved in your hiring decision.

Each of us will keep the other's confidential information private, including these Terms and our fees, unless disclosure is required by law or the information is already public through no fault of the party receiving it.

Each of us will handle personal information in line with the Privacy Act 1988 (Cth) and the Australian Privacy Principles. You will store candidate information securely and delete it when it is no longer needed for the hiring decision.

You are responsible for any loss or claim we suffer from your misuse of a candidate's personal information, or that of anyone acting for you.

We do not guarantee that any candidate is suitable for a role, will accept an offer, will start, or will perform well once employed. We are not liable for any act or omission of a candidate.

Neither of us is liable to the other for any indirect or consequential loss, or for loss of profit, revenue, opportunity, data or reputation.

Nothing in these Terms excludes, restricts or modifies any right or remedy under the Australian Consumer Law, or any other liability that cannot lawfully be excluded.

While we are working with you, you must not directly or indirectly employ, engage or try to recruit any of our employees or consultants who worked on your account.

Either of us may end the relationship immediately by written notice if the other:

Ending our relationship does not affect fees already earned or work already done. Clauses 3 to 5, 7, 9 and 11 to 13 continue to apply afterwards, including our right to a fee for any candidate introduced before termination.

Changes. We may update these Terms by giving you written notice. Changes do not affect roles already briefed to us. Any other variation must be agreed in writing by both of us.

Fee review. We may review our fee rates once a year with written notice.

Events beyond our control. Neither of us is responsible for a delay or failure caused by events outside our reasonable control, such as natural disasters, pandemics or government restrictions, provided we notify the other promptly. This does not excuse payment of fees already due.

Severability. If any part of these Terms is invalid or unenforceable, it will be read down or removed to the extent necessary, and the rest continues to apply.

Waiver. A failure or delay in enforcing a right is not a waiver of it.

Entire agreement. These Terms, together with any Engagement Letter, are the whole agreement between us about our services.

Governing law. These Terms are governed by the laws of Victoria, Australia. Each of us submits to the non-exclusive jurisdiction of the courts of Victoria.