These Client Terms of Business are between the Client (you) and WEPLOY PTY. LTD. (ACN 614 124 373) (Weploy) and apply in relation to the provision of Services by Weploy to you via the Weploy App.
These Terms form a binding legal agreement between you and Weploy. You should read these Terms carefully. Without limiting the way in which you may be bound by these Terms, by signing a document agreeing to be bound by these Terms, by clicking a button on a computer screen, smart phone or tablet indicating your acceptance of these Terms, or by proceeding to use the Weploy App (including by placing a request for the provision of Services by Weploy via the Weploy App), you will be deemed to have accepted and will be bound by these Terms
1.1. These Terms will apply when you make use of any of the Services, including via the Weploy App
1.2. The particular Services you choose to use may be:
1.3. You agree that Weploy may refuse your offer to purchase or use a Service for any reason whatsoever. Your purchase of a Service, and right to use a Service, is not effective until such time as your offer to purchase that Service is accepted by Weploy. Weploy may, without limitation, accept your offer by activating the relevant functionality in the Weploy App or commencing to provide the Service to you.
1.4. Each individual Service provided by Weploy will be governed by:
2.1. These Terms should be read in conjunction with the Weploy User Terms. You agree that you are bound by both these Terms and the Weploy User Terms.
2.2. To the extent there is any inconsistency between these Terms, each Addendum to these Terms, and the Weploy User Terms, then those documents shall be read in the following order of precedence:
2.3. Unless the context requires otherwise, capitalised definitions in these Terms have the same meaning as those used in the Weploy User Terms. However, if a term is redefined in these Terms, then the definition in these Terms will apply.
3.1. In consideration of Weploy providing the Services, you agree to pay the applicable Fees to Weploy. The specific Fees you will pay will depend on which Services you use, and are as specified in each applicable Addendum, specified separately by Weploy, or as otherwise separately agreed between you and Weploy in writing.
3.2. The payment terms for the Fees shall vary depending on the type of Service they relate to. These payment terms are specified in the relevant Addendum. If however no such payment terms are specified then the Fees will be payable within 7 days of the date of any invoice of Weploy relating to the same. Weploy may also require some or all of the Fees to be paid in advance.
3.3. Weploy may require you to provide it with an authorisation to direct debit the Fees from your credit card or nominated bank account. Once authorisation is provided the Fees will be automatically debited by Weploy.
3.4. Unless specified to the contrary, the Fees payable to Weploy under these Terms are expressed to be exclusive of all Taxes. If any Taxes are levied on Weploy in respect of the Fees (or otherwise apply in relation to the supply of the Services), then you must pay an additional amount to Weploy on account of those Taxes, such that after deduction of those Taxes, Weploy receives no less than the Fees.
3.5. Overdue payments will incur interest on a daily basis on the unpaid amount at the rate for the time being fixed under section 2 of the Penalty Interest Rates Act 1983 (Vic).
3.6. A dispute will not affect payment of non-disputed Fees on the same invoice or the payment of any other invoices due by you and you will have no right of deduction or set off. Any disputed amount will still remain payable unless otherwise agreed by Weploy.
3.7. Any costs (including, without limitation, debt recovery and legal costs) incurred by Weploy in recovering amounts overdue will be payable by you.
5.1. Weploy will maintain the following insurance policies in relation to Weploy and the Services:
6.1. You agree that Weploy will not be liable or responsible for any failure in, or delay to, the provision of the Services or in Weploy complying with its obligations under these Terms where such failure or delay has arisen as a direct or indirect result of:
6.2. You acknowledge that Weploy has not made and will not make any express or implied warranties in relation to the provision of the Services or any other services provided by Weploy under these Terms other than those warranties expressly contained in these Terms. Subject to clauses 6.4 and 6.6, any term that would be implied into these Terms, including without limitation any condition or warranty, is hereby excluded to the maximum extent permitted by law.
6.3. You agree that the maximum liability of Weploy under these Terms for any and all breaches of these Terms and for any negligence in relation to these Terms, will not exceed the amount of Fees paid for the relevant Service to which the breach or negligence relates.
6.4. If the Competition and Consumer Act 2010 (Cth) (or analogous legislation in a relevant jurisdiction) applies to these Terms and permits the limitation of liability for breach of warranty implied by statute, the liability of Weploy is limited, at the option of Weploy, to:
7.1. When termination occurs
7.2. Effect of termination
Upon termination of these Terms:
8.1. Any notice given under these Terms must be in writing and must be signed by the party or its agent giving the notice. A notice is taken to be received:
(a) in the case of a notice delivered by hand, when so delivered;
(b) in the case of a notice sent via functionality contained in the Weploy App, at the time the Weploy App records the notice as having been first read or accessed by the recipient;
(c) in the case of a notice sent by pre paid post, on the third day after the date of posting;
(d) in the case of a notice sent by facsimile, upon the receipt by the sender of a transmission report from the despatching facsimile machine which confirms that the facsimile has been successfully sent; or
(e) in the case of a notice sent by email, upon the receipt by the sender of a confirmation from the recipient or the recipient’s email server that the email has been received by the recipient.
8.2. These Terms supersede all prior representations, arrangements, understandings and agreements between the parties relating to the subject matter of these Terms and these Terms, together with the Weploy User Terms, set forth the entire and exclusive agreement and understanding between the parties relating to their subject matter.
8.3. A provision of or a right created under these Terms may not be waived except in writing signed by the party or parties to be bound by the waiver. No single or partial exercise by any party of any right, power or remedy under these Terms will preclude any other or further exercise of that or any other right, power or remedy. The rights, powers or remedies provided in these Terms are cumulative with and not exclusive of any rights, powers or remedies provided independently of these Terms.
8.4. If any provision of these Terms is judged invalid or unenforceable for any reason whatsoever by a court of competent jurisdiction, such invalidity or unenforceability (unless deletion of such provision would materially adversely affect one of the parties) will not affect the operation or interpretation of any other provision of these Terms to the intent that the invalid or unenforceable provision will be treated as severed from these Terms.
8.5. Weploy may assign its rights and novate or transfer obligations which arise under these Terms, with or without notice to you. You must not assign, novate or otherwise transfer your rights or obligations under these Terms without the prior written consent of Weploy (which may be withheld). You must not subcontract your rights or obligations under these Terms without the prior written consent of Weploy (which may be withheld).
8.6. The parties acknowledge and agree that no rule of construction applies to the disadvantage of a party because that party was responsible for the preparation of these Terms or part of it.
8.7. This agreement is governed by, and must be construed in accordance with, the laws of the State of Victoria, Australia and the parties irrevocably submit to the exclusive jurisdiction of the courts of the State of Victoria, Australia and their Courts of Appeal.
||means an account with the Weploy App which allows you to access and use the Services through the Weploy App.|
means an addendum to these Terms which sets out specific terms and conditions applying to your use of a Service. The current Addendums are:
|Associate||of a person has the same meaning as in the Corporations Act 2001 (Cth)|
|means the law contained in Schedule 2 of the Competition and Consumer Act 2010 (Cth).|
|Fees||means the fees and charges to be paid to Weploy by you for the provision of Services.|
|means the terms of this document, excluding the Addendums
||has the same meaning which is used in clause 1.1 of the Temporary Employees Addendum.|
|means the Service described in the Payroll Services Addendum, and in particular, in clause 1.2 of that Addendum|
|means the document specifying the applicable fees and charges for the provision of Payroll Services by Weploy as annexed to these Terms or as provided separately by Weploy to you from time to time.|
|means the document specifying the applicable fees and charges for the provision of Temporary Employees by Weploy via the Weploy App as annexed to these Terms, or as provided separately by Weploy to you from time to time.|
||means the specific goods and services to be provided by Weploy under these Terms, as purchased by you pursuant to clause 1. The Services which may be purchased are those described in the Temporary Employees Addendum and Payroll Services Addendum.|
|means an order form available via the Weploy App in a format specified by Weploy, that describes, amongst other things, each request for a Job.|
|Taxes||means all government taxes, charges and levies, including but not limited to GST.|
|means a temporary on-demand employee provided to you by Weploy (where Weploy remains the employer).|
|Terms||means these General Conditions together with each Addendum|
||means WEPLOY PTY. LTD. (ACN 614 124 373) of 57-61 Alexandra Parade, Collingwood VIC 3066.|
|means Weploy’s application and any computer software (including source code) or a smartphone or tablet application Weploy publishes which allows you to access and use the Services.|
1.1 You may request the provision of Temporary Employees by submitting the online Staffing Request Form with the Weploy App and agreeing to pay the applicable Fees (Job), and Weploy will allocate this Job to the first available Temporary Employee. This Addendum will apply each time you request a Job and separately in respect of each individual Job.
1.2 Once a Temporary Employee has been allocated to your Job, that Temporary Employee will be provided to you in accordance with the General Conditions and this Addendum.
1.3 You acknowledge that our Temporary Employees may be subject to minimum shift durations and any other minimum entitlements under their applicable modern award/s during their engagement with you. You must pay any Fees which are associated with Weploy complying with these requirements and must comply with any other conditions stipulated for the engagement by Weploy from time to time.
1.4 You agree that Weploy, or the Temporary Employee, may reject your Job or may determine not to provide services to you for any reason in their sole and absolute discretion. This may occur for reasons including an event described in clause 6.1 of the General Conditions, difficulties with the Weploy App, shortage of labour or other factors beyond the reasonable control of Weploy, or the Temporary Employee.
1.5 You will be liable for the Fees if you cancel a confirmed Job once it has been placed unless expressly permitted otherwise under these Terms or by Weploy in writing. If the terms of any Staffing Request Form differ from these Terms, then these Terms will apply so far as there is any conflict, unless the Staffing Request Form expressly provides that such terms are to override these Terms.
2.1. In addition to the obligations in clause 3 of the General Conditions, you agree to pay the applicable Fees for a Job which may be specified by Weploy in a Rates Card or on the Staffing Request Form. Fees will be calculated based on timesheets submitted by the Temporary Employees.
2.2. The Fees are payable in accordance with the payment terms specified in the applicable Rates Card or on the Staffing Request Form.
3.1 Weploy is responsible to pay the Temporary Employees’ remuneration, superannuation guarantee charges, payroll tax and other taxation required by the ATO and workers’ compensation payments.
3.2 Temporary Employees will be employed by Weploy at all times but you are responsible for ensuring that all necessary supervision and instructions are provided to the Temporary Employees. You acknowledge that that you have direct supervision and management of the Temporary Employees and the outcome of a Temporary Employees’ performance.
3.3 Management of performance issues is the responsibility of Weploy. You must not communicate directly with the Temporary Employees in relation to performance or conduct issues unless you seek the prior consent of Weploy.
3.4 You must not disclose details of the Fees or any associated information with the Temporary Employees.
3.5 You must not change the hours or location of work, the duties or tasks carried out by the Temporary Employees without first seeking Weploy’s consent to change the Job, which may result in a variation to the applicable Fees.
3.6 You are responsible for the working conditions and occupational health and safety of the Temporary Employees providing services at the sites or premises in which you control. You must ensure that your sites or premises satisfy all the requirements and legislation as required by law, including but not limited to:
(a) ensuring that the work environment is safe and free of any risks, hazards and discrimination;
(b) providing necessary induction, health and safety training and supervision of Temporary Employees;
(c) verifying that Temporary Employees have the necessary skills, experience to perform the services safely;
(d) constantly informing and updating Weploy and the Temporary Employees of any changes to the workplace that may impact their health and safety; and
(e) notifying Weploy and the relevant authorities immediately of any workplace-related incidents or injuries.
3.7 You are responsible for protecting your own confidential information and intellectual property. Weploy accepts no responsibility or liability for any associated claim.
3.8 You must not do anything that may cause Weploy to be in breach of employment conditions agreed with Temporary Employees. A copy of Weploy’s standard template employment contract (as used with Temporary Employees) may be provided upon request.
3.9 You must reasonably permit Temporary Employees to take leave where they have an entitlement to do so.
3.10 You must provide training to the Temporary Employees on all of your relevant policies and procedures.
3.11 You warrant that your managers and supervisors are properly trained and have the necessary skills to manage the Temporary Employees.
3.12 You acknowledge that Weploy invests significant time and expense in recruiting Temporary Employees, onboarding Temporary Employees and providing training to them. You further acknowledge that Weploy supplies the services of Temporary Employees to you in good faith, on the understanding that you will not separately seek to recruit those Temporary Employees. You agree that if you approach, solicit, induce, persuade or accept an approach from a Temporary Employee of Weploy, to cease their engagement with Weploy, for the purposes of the Temporary Employee becoming an employee, contractor, consultant of or provider of services to you or your Associate (Buyout), at any time during the period commencing from the last day of their last Job with you or an Associate, and ending 6 months after that date (Buyout Period), that you will pay Weploy a recruitment fee calculated as follows (Buyout Fee):
BF = $5,445 + ((600 – EH) x $9.22)
BF = the Buyout Fee for the Temporary Employee
EH = the number of hours which the Temporary Employee has been paid by Weploy as Weploy’s employee (as calculated by Weploy), to a maximum of 600 hours (Engagement Hours).
Without limiting the above formula, the following is an example of the amount of the Buyout Fee payable depending on the Engagement Hours worked by the Temporary Employee.
4.1. You agree that:
(a) Weploy is a provider of Temporary Employees assigned to work at your business and location under your direction. As such, Weploy has no responsibility for the means or methods used by Weploy’s Temporary Employees to perform their work.
(b) Weploy is not liable on any legal or equitable basis, including in negligence, for any acts or omissions of Temporary Employees.
4.2. Subject to your full compliance with these Terms and the Weploy User Terms, Weploy will indemnify you against any claim, liability, cost, loss or damage suffered or incurred in connection with Temporary Employees within the scope of their relevant Job with you, solely in relation to:
(b) leave entitlements;
(c) notice of termination of employment or payment in lieu of notice;
(d) redundancy or severance pay;
(e) entitlements arising under a contract, award or industrial instrument; or
(f) superannuation guarantee charges
except to the extent caused or contributed to by your own act or omissions or the acts or omissions of your employees or Associates. This will be your sole and exclusive remedy with respect to the acts, errors or omissions of Weploy or Temporary Employees.
5.1 Notwithstanding Weploy’s obligations in clause 5 of the General Conditions, you are responsible for ensuring that the Temporary Employees are adequately covered by any insurance policy held by you in respect of your business.
6.1 The term of a Job will be stated on the relevant Staffing Request Form as determined by you (Job Term). The minimum Job Term is one day.
6.2 If you and Weploy agree to extend a Job beyond the period of the initial Job Term, then the Job Term will be deemed to extend either:
(a) for the period agreed between you and Weploy; or
(b) until such time as it is terminated by you or Weploy providing the required amount of notice specified in the table below:
|Job Term (including any extensions under this clause)||Notice required to be given|
|1-3 months||1 week|
|3-6 months||2 weeks|
|More than 6 months||3 weeks|
6.3 If a Job is not extended under clause 6.2 of this Addendum, then the Job will terminate at the conclusion of the Job Term.
6.4 If you re-engage the same Temporary Employee on a new Job within 30 days following the termination of the last Job, then the new Job will be deemed an extension of the original Job Term for the last Job under clause 6.2 of this Addendum and that clause will then apply to the termination of the new Job (however you won’t be charged for any Fees for the period between the termination of the last Job and the commencement of the new Job).
6.5 In addition to the rights and obligations in clause 7 of the General Conditions:
(a) You may terminate any Job at any time however you will still remain responsible for payment of all Fees in relation to the Job as if the Job had been performed and completed for the period of the entire Job Term (including in respect of any extensions to the Job Term).
(b) If you have any Jobs in effect at the time of termination of these Terms by you or Weploy under clause 7.1(a) or clause 7.1(b) of the General Conditions, then either, as determined by Weploy in its sole and absolute discretion:
(i) those Jobs will continue to be fulfilled and termination of the Terms will be postponed until completion of those Jobs (and you will continue to remain liable for the Fees for those Jobs); or
(ii) such Jobs will also terminate immediately, however you will remain liable for the Fees for those Jobs only until the date of termination.
1.1 You may request the provision of Payroll Services via the Weploy App, in writing or as otherwise agreed with Weploy.
1.2 The Payroll Services include any applicable combination of the following (as requested by you) in respect of your employees and contractors whom you specify to Weploy (via the Weploy App):
(a) paying the salaries or contractor payments of employees and contractors;
(b) remitting the required PAYG or other withholdings (based on ATO rates) to the ATO;
(c) remitting the required State-based payroll taxes, including addressing grouping and contractor requirements;
(d) making superannuation payments;
(e) superannuation lodgements and ensuring SuperStream compliance;
(f) processing expense claims;
(g) paying expense claims;
(h) making salary packaging payments (if applicable);
(i) making other third party payroll deductions which are deducted from salaries;
(j) recording leave balances (including annual leave, carers leave and long service leave);
(k) providing payslips and annual group certificates;
(l) calculating final payouts on termination of employment and making the relevant payments as required;
(m) single touch payroll compliance;
(n) periodic and annual reporting of PAYG withholding payments (based on ATO rates);
(o) paying State based workers’ compensation insurance applications and renewals.
1.3 Weploy may specify a minimum number of Payroll Services which must be purchased by you before Weploy commences providing any Payroll Services to you. This will be specified in the Weploy App or otherwise by Weploy to you.
2.1 In addition to the obligations in clause 3 of the General Conditions, you agree to pay the Fees for Payroll Services as specified in an applicable Payroll Services Payment Schedule.
2.2 Payment of the Fees for Payroll Services must be in accordance with any payment instructions specified in an applicable Payroll Services Payment Schedule, or as provided in clause 3 of the General Conditions.
3.1 If Weploy is required to make payments to third parties (including your employees and contractors) on your behalf in connection with the provision of Payroll Services (“Third Party Payments”), then:
(a) you are responsible for calculating all relevant Third Party Payment amounts that are due. If the Weploy App calculates any Third Party Payments, then you are responsible for ensuring the correct information is entered into the Weploy App which will enable it to properly calculate the Third Party Payments;
(b) you must provide Weploy (via the Weploy App or other method specified by Weploy) all information requested by Weploy in relation to the Third Party Payments including, without limitation, the amount payable, the name of the payee, their address and their bank account details (Third Party Payment Information); and
(c) you must provide the Third Party Payment Information by no later than 14 days prior to the date each Third Party Payment must be made.
3.2 Unless otherwise agreed in writing between you and Weploy, Weploy will, on a weekly basis, issue an invoice to you in respect of each Third Party Payment, or one or more Third Party Payments, which Weploy is to pay on your behalf in any upcoming period (Payment Amount Invoice). The full amount of each Payment Amount Invoice must be paid by you to Weploy by no later than 2 Business Days prior to the date that Weploy is due to make the earliest payment described in the Payment Amount Invoice.
3.3 Weploy may (but is not obliged to), in its sole discretion, agree to provide you with credit so that Weploy pays Third Party Payments in advance of receiving payment from you. Weploy may, in its sole discretion, withdraw credit at any time on notice to you.
3.4 Weploy will use reasonable efforts to accommodate the provision of any Third Party Payment on short notice, however it is under no obligation to do so. If Weploy does however agree to make such a payment, then Weploy will generate an applicable Payment Amount Invoice which must be paid in full (in cleared funds) before the relevant Third Party Payment will be made.
3.5 In addition to the provision of the Third Party Payment Information, you must provide all other information requested by Weploy, which Weploy requires for it to be able to provide the Payroll Services (together the “Payroll Information”). You warrant that all Payroll Information provided is true, correct and accurate in every detail.
3.6 You agree that Weploy shall rely on the accuracy of all Payroll Information provided by you, your employees or Associates and that Weploy is under no obligation to verify the accuracy of that information.
3.7 You agree that Weploy will not be able to properly provide the Payroll Services, and will not be liable or responsible for any failure to provide the Payroll Services (including the making of Third Party Payments) if:
(a) you provide Weploy with incorrect Payroll Information; or
(b) you do not pay a Payment Amount Invoice by the date it is due.
3.8 You agree that you (and if applicable, your employees and contractors) must use the Weploy App to make all use of the Payroll Services, and for the provision of information to Weploy.
3.9 You are responsible for maintaining a copy of all data and Payroll Information which you or your employees or Associates enter into the Weploy App or otherwise provide to Weploy. Weploy is under no obligation to provide any backup of your data or Payroll Information.
4.1 If you or your employees or Associates become aware of:
(a) any incorrect or failed Third Party Payment made via the Payroll Services (Payment Failure); or
(b) any error or failure of the Payroll Services (Payroll Error),
then you must immediately (and no later than 2 hours after learning of the Payment Failure or Payroll Error), report the same to Weploy.
4.2 Upon learning of a suspected Payment Failure or Payroll Error, Weploy will investigate whether a Payment Failure or Payroll Error has occurred, and if it has occurred, take such remedial action as determined by Weploy in relation to the same.
4.3 Without limiting clause 6 of the General Conditions, Weploy’s sole liability to you and your employees or Associates in relation to a Payment Failure is to:
(c) together with you, liaise with Weploy’s or your bankers or payment providers, in relation to the rectification of the Payment Failure or the reversal of any payment made; and
(d) take reasonable steps to assist you or your relevant employee or Associate in obtaining any applicable compensation or redress from the relevant payment provider or bank or other financial institution.
5.1 In addition to the indemnities in clause 4 of the General Conditions, you indemnify Weploy against all loss, cost, expense or damage which it suffers or incurs, as a result of:
(a) your incorrect calculation of a Third Party Payment;
(b) your late payment of a Payment Amount Invoice; or
(c) your provision of incorrect or inaccurate Payroll Information and Weploy’s subsequent use of the same.
6.1 In addition to the rights and obligations in clause 7 of the General Conditions:
(a) Weploy may cancel the provision of Payroll Services at any time with the provision of no less than 10 Business Days notice to you;
(b) Weploy may however terminate the provision of Payroll Services immediately, with or without notice to you if:
(i) you breach any of the provisions of this Addendum or otherwise of these Terms; or
(ii) you are insolvent, bankrupt, or have a liquidator, receiver, administrator or official manager appointed over you or your assets.
(c) You may cancel the provision of Payroll Services at any time with 10 Business Days notice to Weploy.
6.2 Upon termination of the Payroll Services under clauses 6.1(a) or 6.1(c) of this Addendum:
(a) Weploy will continue to make all Third Party Payments already notified to Weploy (subject to your compliance with these Terms in respect of the same);
(b) you may not however instruct Weploy to make any further Third Party Payments; and
(c) otherwise Weploy will continue to provide the Payroll Services until the date of termination.
6.3 Upon termination of the Payroll Services under clause 6.1(b) Weploy may withdraw all Payroll Services immediately from the date of termination.