PULSEPOINT PTY LTD

Recruitment Services

Terms and Conditions

Onshore Flat-Fee Placement | Australia

Version 1.0 | Effective Date: 27 June 2026

These Terms and Conditions ("Terms") govern all recruitment services provided by PulsePoint Pty Ltd (ACN 692 761 345) ("PulsePoint") to a client ("Client") in connection with a Job Order and Engagement Form. By signing a Job Order and Engagement Form, the Client agrees to be bound by these Terms in their entirety.

These Terms should be read together with the signed Job Order and Engagement Form, which together constitute the agreement between PulsePoint and the Client. In the event of any inconsistency, the Job Order and Engagement Form prevails to the extent of the inconsistency.

1. Definitions and Interpretation

1.1 Definitions

In these Terms, unless the context otherwise requires:

"Annual Base Salary" means the fixed annual cash remuneration payable to the Candidate by the Client, expressed as a gross amount before income tax, and excluding superannuation contributions, allowances, bonuses, commissions, overtime, non-cash benefits, fringe benefits, and any other additional remuneration. This definition is consistent with the treatment of gross income under the Income Tax Assessment Act 1997 (Cth) and the Income Tax Assessment Act 1936 (Cth). Where the Client offers or intends to offer a remuneration range, the Annual Base Salary is taken to be the maximum of that range for the purpose of determining the applicable Service Type and Service Fee.
"Candidate" means any individual introduced by PulsePoint to the Client for the purpose of employment or engagement, whether by name, resume, profile, or otherwise.
"Candidate Introduction" means any communication by PulsePoint to the Client by which a Candidate's identity or details are disclosed, whether in writing, verbally, electronically, or by any other means.
"Commencement Date" means the date the Candidate commences employment or engagement with the Client or its Related Body Corporate or Associate.
"Day 30" means the date that is 30 calendar days after the Commencement Date.
"Day 30 Fee" means the second instalment of the Service Fee, equal to 50% of the applicable total Service Fee, payable within 7 days of Day 30, subject to the 50/30 Guarantee.
"Engagement" means any employment, independent contractor arrangement, labour hire engagement, consultancy, directorship, or other working arrangement entered into by the Client or its Related Body Corporate or Associate with a Candidate introduced by PulsePoint.
"Engagement Fee" means the first instalment of the Service Fee, equal to 50% of the applicable total Service Fee (or 100% for the Sourcing Only Service), payable within 7 days of the Client signing the Job Order and Engagement Form.
"Executed Employment Contract" means the signed written contract of employment or engagement entered into between the Client and the Candidate, including all terms relating to remuneration.
"50/30 Guarantee" means PulsePoint's guarantee described in clause 5, under which the Day 30 Fee is not charged if the Candidate's employment ends before Day 30 in the limited circumstances set out in that clause. The name refers to the two-instalment payment structure: 50% on engagement and 50% payable at Day 30.
"Job Order and Engagement Form" means the form signed by the Client engaging PulsePoint to provide recruitment services for a specific Role.
"Ownership Period" means the period of 12 months commencing on the date of Candidate Introduction.
"Related Body Corporate or Associate" has the meaning given under the Corporations Act 2001 (Cth) and includes any affiliated entity, trust, joint venture, or connected person controlled by or associated with the Client.
"Role" means the position described in the Job Order and Engagement Form for which the Client has engaged PulsePoint to recruit.
"Service Fee" means the total flat fee payable by the Client for recruitment services as specified in these Terms and the Job Order and Engagement Form, exclusive of GST.
"Service Type" means the category of recruitment service applicable to the Role, determined by the Annual Base Salary as set out in clause 3.1.
"Sourcing Only Service" means the contractor and casual placement service described in clause 3.1, attracting a fee of $2,900 exclusive of GST.
"Stated Remuneration" means the Annual Base Salary and any other remuneration details disclosed by the Client to PulsePoint for the Role, whether as a fixed amount or a range.

1.2 Interpretation

References to legislation include all amendments, replacements, and subordinate instruments.
The singular includes the plural and vice versa.
Headings are for convenience only and do not affect interpretation.
References to "written" or "in writing" include email.
If any provision is ambiguous, it shall be construed in favour of PulsePoint to the extent permitted by law.
All monetary amounts are in Australian Dollars and are exclusive of GST unless expressly stated otherwise.

2. Scope of Services

2.1 Recruitment Services. PulsePoint will provide recruitment services for the Role described in the Job Order and Engagement Form, which may include sourcing, screening, and shortlisting candidates; conducting initial interviews and reference checks; preparing and presenting candidate profiles; coordinating interviews; and facilitating offer negotiation and communication.

2.2 Service Type Determination. The applicable Service Type is determined by the Annual Base Salary for the Role. If the Client discloses or offers a remuneration range that spans two Service Types, the higher Service Type applies. A separate Job Order and Engagement Form is required for each Role.

2.3 No Guarantee of Placement. PulsePoint does not guarantee that a suitable Candidate will be found for any Role. PulsePoint's obligation is to use reasonable endeavours to source suitable candidates.

2.4 Client Obligations. The Client must:

Provide PulsePoint with full, accurate, and complete information about the Role, including the Stated Remuneration, reporting structure, working conditions, and required qualifications;
Provide timely feedback on Candidate profiles and interview outcomes;
Notify PulsePoint promptly upon making an offer to any Candidate and upon that offer being accepted;
Notify PulsePoint in writing within 5 business days of the Commencement Date;
Provide PulsePoint with a copy of the Executed Employment Contract within 5 business days of the Candidate signing it.

2.5 Exclusivity. Unless agreed in writing, the Client may engage other recruitment agencies simultaneously. Where an exclusive engagement is agreed in writing, the Client must not brief, engage, or receive Candidate introductions from any other recruitment agency for the same Role during the exclusivity period.

2.6 Cancellation of Role. If the Client cancels a Role after PulsePoint has commenced recruitment activities:

(a) The Engagement Fee paid is non-refundable;

(b) No Day 30 Fee is payable unless the Candidate has already reached Day 30;

(c) PulsePoint reserves the right to invoice a cancellation fee of $550 (exclusive of GST) where the Role is cancelled after shortlisting has been provided to the Client.

3. Service Fees and Payment

3.1 Fee Schedule

All fees are exclusive of GST. The applicable Service Type is determined by the Annual Base Salary as defined in clause 1.1.

Table comparing service types with details on annual salary, total fee, and payment structure, including foundation, professional, leadership, and sourcing only.

3.2 The 50/30 Guarantee Payment Structure

3.2.1 Engagement Fee (50%). The Engagement Fee is payable within 7 days of the Client signing the Job Order and Engagement Form. This fee is non-refundable in all circumstances once PulsePoint has commenced recruitment activities. It represents consideration for work already performed, including advertising, sourcing, and initial screening.

3.2.2 Day 30 Fee (50%). The Day 30 Fee becomes payable within 7 days of Day 30, subject to the 50/30 Guarantee in clause 5. Once Day 30 has passed without the guarantee being triggered, the Day 30 Fee is due and payable in full regardless of any subsequent events.

3.2.3 Sourcing Only Service. For contractor and casual placements, 100% of the Service Fee is payable as the Engagement Fee within 7 days of signing. The 50/30 Guarantee does not apply to the Sourcing Only Service.

3.3 Annual Base Salary and Fee Tier Determination

3.3.1 Obligation to Disclose. The Client must disclose the full Stated Remuneration before PulsePoint commences recruitment activities. The Service Type is determined by the Annual Base Salary.

3.3.2 Salary Ranges. Where the Client offers or intends to offer a remuneration range, the Annual Base Salary is taken to be the maximum of that range for the purpose of determining the applicable Service Type and Service Fee. If that range spans two Service Types, the higher Service Type applies.

3.3.3 Misrepresentation of Annual Base Salary. If the Client discloses a Stated Remuneration that places the Role in a lower Service Type, and the Annual Base Salary actually offered to or accepted by the Candidate is higher:

(a) The Client is in breach of these Terms;

(b) PulsePoint is entitled to immediately invoice the Client for the difference between the Service Fee paid and the Service Fee applicable to the correct Service Type. That difference is payable within 7 days of invoice;

(c) By way of example: if the Client states a base salary of $68,000 (attracting The Foundation fee of $6,950) but the Candidate accepts $78,000 (which falls within The Professional tier at $13,500), PulsePoint is entitled to invoice the difference of $6,550 (exclusive of GST) immediately upon discovery;

(d) PulsePoint reserves the right to terminate these Terms and retain all fees paid if the Client is found to have deliberately misrepresented the Stated Remuneration;

(e) The Client indemnifies PulsePoint for all loss, damage, costs, and expenses (including legal costs on a solicitor-client basis) arising from any misrepresentation of the Stated Remuneration.

3.3.4 Executed Employment Contract. To enable PulsePoint to verify the Annual Base Salary offered, the Client must provide a copy of the Executed Employment Contract within 5 business days of the Candidate signing it. If the Client fails to do so, PulsePoint is entitled to invoice for the highest applicable Service Type for the Role until the contract is produced.

3.4 GST

3.4.1 All Service Fees and charges under these Terms are exclusive of GST. GST is payable by the Client in addition to all fees at the rate applicable from time to time under the A New Tax System (Goods and Services Tax) Act 1999 (Cth). PulsePoint will issue tax invoices complying with that Act.

3.5 Payment Terms

3.5.1 Invoices. PulsePoint will issue tax invoices in accordance with the GST Act. All invoices are payable by the due date stated on the invoice.

3.5.2 Late Payment. Amounts unpaid after the due date attract interest at 10% per annum, calculated daily and compounding monthly on the outstanding balance.

3.5.3 Debt Recovery. If any amount remains outstanding more than 14 days after the due date, PulsePoint may engage a debt collection agency or commence legal proceedings. The Client is liable for all recovery costs including legal fees on a full indemnity basis, court filing fees, and debt collection commissions.

3.5.4 No Set-Off. The Client must not withhold or set off any payment against any amount it claims is owed by PulsePoint.

4. Candidate Ownership and Introduction Period

4.1 Ownership Period. If the Client or any of its Related Bodies Corporate or Associates engages a Candidate introduced by PulsePoint within the Ownership Period, the full Service Fee for the applicable Service Type is payable to PulsePoint, regardless of:

(a) Whether the Engagement occurs directly or indirectly;

(b) Whether the Candidate was sourced through a different channel or agency after the Introduction;

(d) Whether the Client's business undergoes any change in ownership, structure, or name.

4.2 Obligation to Disclose. The Client must notify PulsePoint in writing within 5 business days if it becomes aware that a Candidate introduced by PulsePoint is engaged or considered for engagement through any other channel during the Ownership Period.

4.3 Prior Knowledge. PulsePoint will not charge a Service Fee if the Client can demonstrate by written evidence predating the Candidate Introduction that it had previously identified the Candidate independently. The burden of proof rests entirely with the Client.

4.4 Non-Solicitation. The Client must not, during the Ownership Period and for 12 months after Day 30, directly or indirectly solicit, recruit, or attempt to engage any Candidate introduced by PulsePoint for any role other than the Role for which they were introduced, without PulsePoint's prior written consent. If the Client does so, the full Service Fee for the applicable Service Type is immediately payable for each such engagement.

5. The 50/30 Guarantee

5.1 What the 50/30 Guarantee Means

PulsePoint's fee is structured as two equal instalments of 50% each. The second instalment is payable 30 days after the Candidate's Commencement Date. That is what the name refers to: 50% on engagement and 50% at Day 30.

The guarantee is this: if the Candidate's employment or engagement ends before Day 30 in the circumstances set out in clause 5.2, the Day 30 Fee will not be charged. This is a financial protection, not a replacement guarantee. PulsePoint does not offer a replacement search as part of this guarantee.

5.2 Trigger Events

The 50/30 Guarantee is triggered, and the Day 30 Fee is not charged, only if all of the following conditions are satisfied:

(a) The Candidate's employment or engagement ends before Day 30;

(b) The ending is caused by the Candidate voluntarily resigning, or by the Client terminating the Candidate's employment for serious misconduct or genuine underperformance (which must be documented in writing and provided to PulsePoint); and

(c) The Client notifies PulsePoint in writing of the Candidate's departure within 30 calendar days of the Commencement Date.

5.3 Exclusions

The 50/30 Guarantee does not apply where:

(a) The Candidate is made redundant, or the Role is restructured, eliminated, or materially changed after the Commencement Date;

(b) The Client changes the nature, scope, location, remuneration, or conditions of the Role after the Commencement Date and the Candidate departs as a result;

(d) The Client is in breach of these Terms, including by non-payment of the Engagement Fee;

(e) The Client misrepresented the Role, working conditions, or remuneration to the Candidate;

(f) The Candidate's departure arises from personal health, family circumstances, relocation, or acceptance of a counter-offer from another employer;

(g) The Client directly or indirectly solicits or encourages the Candidate to resign before Day 30;

(h) The placement falls within the Sourcing Only Service.

5.4 No Replacement

The 50/30 Guarantee is a financial protection only. PulsePoint does not provide a replacement search as part of the guarantee. If the Client wishes to engage PulsePoint to fill the Role again, a new Job Order and Engagement Form is required and full fees will apply.

5.5 No Refund

(a) The Engagement Fee is non-refundable in all circumstances from the time PulsePoint commences recruitment activities. It represents consideration for work already performed including advertising, sourcing, and screening, regardless of whether a Candidate is placed or commences.

(b) The Day 30 Fee is non-refundable once Day 30 has passed, regardless of any subsequent events including termination, resignation, redundancy, or any other circumstance.

6. Confidentiality and Privacy

6.1 Confidentiality. Each party must keep confidential all confidential information of the other party and must not disclose it to any third party without prior written consent, except as required by law.

6.2 Privacy Act Compliance. Each party must comply with the Privacy Act 1988 (Cth) and the Australian Privacy Principles in relation to all personal information collected, used, held, or disclosed in connection with these Terms. In particular, the Client must:

(a) Use Candidate personal information only for assessing suitability for the Role;

(b) Maintain appropriate security measures to protect Candidate personal information;

(d) Notify PulsePoint immediately of any actual or suspected breach of Candidate personal information.

7. Equal Opportunity and Anti-Discrimination

7.1 The Client must comply with all applicable anti-discrimination and equal opportunity legislation in relation to the engagement of Candidates, including:

Fair Work Act 2009 (Cth)
Anti-Discrimination Act 1977 (NSW)
Age Discrimination Act 2004 (Cth)
Disability Discrimination Act 1992 (Cth)
Racial Discrimination Act 1975 (Cth)
Sex Discrimination Act 1984 (Cth)

7.2 Unlawful Instructions. The Client must not instruct PulsePoint to discriminate unlawfully in the sourcing or screening of Candidates. PulsePoint reserves the right to refuse any instruction that would require a breach of applicable anti-discrimination legislation.

7.3 The Client indemnifies PulsePoint against any claim, liability, loss, or costs arising from the Client's breach of anti-discrimination obligations or from any unlawful instruction given to PulsePoint in relation to a Role.

8. Liability and Indemnity

8.1 Limitation of Liability. To the maximum extent permitted by law, PulsePoint's total aggregate liability to the Client (whether in contract, tort, statute, or otherwise) is limited to the total Service Fees paid by the Client to PulsePoint in the 12 months preceding the claim.

8.2 Exclusions. PulsePoint is not liable for:

(a) Any loss arising from the Client's decision to engage or not engage a Candidate;

(b) Any misconduct, fraud, negligence, or breach of duty by a Candidate after the Commencement Date;

(d) Indirect or consequential loss of any kind;

(e) Any claim by a third party arising from the Client's treatment of a Candidate.

8.3 Australian Consumer Law. Where the Australian Consumer Law (Schedule 2 to the Competition and Consumer Act 2010 (Cth)) applies to any supply and cannot be excluded, PulsePoint's liability is limited (to the extent permitted) to resupplying the services.

8.4 Client's Indemnity. The Client indemnifies PulsePoint from and against all claims, damages, losses, and costs (including legal costs on a full indemnity basis) arising from or in connection with:

(a) Any breach of these Terms by the Client;

(b) Any misrepresentation made by the Client to PulsePoint or to any Candidate;

(d) Any breach of privacy, confidentiality, or anti-discrimination obligations by the Client;

(e) Any failure by the Client to meet its employer obligations to a Candidate under applicable legislation.

8.5 Employer Obligations. Following the Commencement Date, the Client is the employer of the Candidate and is solely responsible for compliance with all employer obligations under Australian law, including the Fair Work Act 2009 (Cth), applicable Modern Awards, the National Employment Standards, superannuation obligations, and workplace health and safety legislation.

9. Term and Termination

9.1 These Terms apply from the date the Client signs a Job Order and Engagement Form and continue until all obligations of both parties have been fulfilled or until terminated in accordance with this clause.

9.2 Termination for Convenience. Either party may terminate the engagement on 14 days written notice. Termination does not affect any accrued rights or payment obligations.

9.3 Termination for Breach. PulsePoint may terminate immediately by written notice if:

(a) The Client fails to pay any amount due within 14 days after the due date;

(b) The Client breaches any material term and fails to remedy the breach within 5 business days of written notice;

(d) PulsePoint reasonably suspects the Client has misrepresented the Stated Remuneration.

9.4 Effect of Termination. On termination, all accrued Service Fees and interest remain payable; Candidate ownership provisions continue for 12 months from the date of each Candidate Introduction; and confidentiality obligations continue indefinitely.

10. Dispute Resolution

10.1 Negotiation. If a dispute arises, the parties must attempt to resolve it through direct negotiation in good faith within 14 days of written notice.

10.2 Mediation. If not resolved within 14 days, either party may refer the matter to mediation administered by a mediator agreed by the parties, or failing agreement, appointed by the Law Society of New South Wales.

10.3 Litigation. If mediation does not resolve the dispute within 30 days of the mediator's appointment, either party may commence proceedings in a court of competent jurisdiction.

10.4 Urgent Relief. Nothing in this clause prevents either party from seeking urgent interlocutory or injunctive relief.

10.5 Continued Payment. The Client must not withhold payment of any undisputed amount while a dispute is ongoing.

11. General

11.1 Governing Law. These Terms are governed by the laws of New South Wales, Australia. Each party submits to the non-exclusive jurisdiction of the courts of New South Wales and the Federal Court of Australia.

11.2 Entire Agreement. The Job Order and Engagement Form together with these Terms constitute the entire agreement between the parties and supersede all prior representations, negotiations, and agreements relating to their subject matter.

11.3 Updates to These Terms. PulsePoint may update these Terms from time to time. Updated Terms will be published at [INSERT TERMS AND CONDITIONS URL] with a new version date. The Terms in force at the date of signing a Job Order and Engagement Form apply to that engagement. PulsePoint will notify existing clients of material changes in writing.

11.4 Variation. The terms of a specific engagement may only be varied by written instrument signed by authorised representatives of both parties.

11.5 Waiver. A failure or delay by either party to exercise any right or remedy does not constitute a waiver of that right or remedy.

11.6 Severability. If any provision is found to be invalid, illegal, or unenforceable, it is to be read down or severed to the minimum extent necessary, and the remaining provisions continue in full force.

11.7 Assignment. The Client may not assign or transfer its rights or obligations without PulsePoint's prior written consent. PulsePoint may assign these Terms on notice to the Client.

11.8 Notices. Notices must be in writing and sent by email, hand delivery, or post to the addresses set out in the relevant Job Order and Engagement Form. Notices by email are deemed received at the time of successful transmission unless the sender receives a delivery failure notification.

11.9 Force Majeure. Neither party is liable for delay or failure to perform due to circumstances beyond its reasonable control, including natural disasters, pandemic, government action, or industrial action. The affected party must notify the other promptly and use reasonable endeavours to resume performance.

11.10 Independent Contractors. PulsePoint provides services as an independent contractor. Nothing in these Terms creates a partnership, joint venture, agency, employment, or fiduciary relationship between the parties.

11.11 Electronic Signatures. These Terms and any Job Order and Engagement Form may be executed by electronic signature complying with the Electronic Transactions Act 2000 (NSW), which is binding on the parties.

PulsePoint Pty Ltd | pulsepoint.com.au | go@pulsepoint.com.au

Version 1.0 | Effective Date: 27/06/2026 | These Terms are subject to change. The version in force at the date of signing applies.