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Copyright Kin 2018 |

Terms of Service

Introduction


These Terms of Service are the standard terms on which Kin Limited ("Kin") provides its services to you, our client ("you"). Subject to any different or additional terms agreed in writing, these terms will apply whenever you ask Kin to provide services to you. In the event these terms are updated or modified we will notify you.


Our Services


We will represent you and advise you on recruitment and selection services and/or recruitment training that properly fall within the scope of your instructions. Our understanding of those instructions may be set out in a proposal or otherwise have been agreed with you at our initial engagement meeting. Should you continue to engage us beyond the scope of those instructions then these Terms of Service shall govern those additional instructions.


Whilst Kin is able to provide you with advice on recruitment and selection services and/or recruitment training, Kin is not able to give you legal advice. No advice verbal, written or implied should be construed as legal advice. Should you wish to obtain legal advice you should contact your lawyer or alternatively Kin can place you in contact with a suitable lawyer.


It is important that good communication and a shared understanding of your instructions and expectations is established at the outset. This will allow us to provide the best possible services to you.


Our services and advice are given to you, as our client, and solely for your benefit and with your best interests in mind. Should you wish to share our advice with another party we ask that you obtain our permission. If any other party wish to rely on advice given by us, they can only do so where we both agree in writing.


Our services will primarily be provided by the talent specialist referred to in our proposal or engagement meeting, but there may be times when other Kin talent specialists step-in to assist too (e.g., covering unforeseen leave).


Humankind


We may refer you to our sister company Humankind Limited (“Humankind”) where appropriate. Humankind’s expertise is in representing and advising on human resource matters. Where you choose to engage Humankind, Humankind will provide you with separate terms of service (if it has not already). In some instances, we may subcontract some of our services to Humankind. Where this occurs, you consent to such subcontracting, and we will remain responsible to you for the services under our terms of service despite the services being subcontracted to Humankind. 


Protecting Confidential Information


Kin regards maintaining client confidentiality and protecting confidential information as of paramount importance. All Kin employees and independent contractors are bound by an obligation of confidence to Kin's clients.


Kin employees and independent contractors will not:


Use your confidential information for any purpose, other than for our business purposes; or

Disclose any of your confidential information to any person, except with your written consent or as required by law.

Kin employees and independent contractors agree to take reasonable security precautions to protect confidential information from unauthorised use or disclosure.


You acknowledge we may disclose your confidential information to Humankind, and we will ensure Humankind and its employees and independent contractors adhere to the confidential obligations set out above.


Managing Conflicts


Kin provides its services to a number of different clients some of which may operate in the same industry as you. By engaging Kin, you accept and acknowledge this. We will work with you to address any issues if they arise.


Privacy & Personal Information


Personal information is information about an identifiable individual and includes your name, address, email address, and telephone numbers. When we represent and advise you, we may collect personal information about you and your employees. Personal information we collect and hold will be used by Kin to represent and advise you and for managing possible business conflicts.


We may also use personal information for sending you publications and invitations, for internal business purposes such as invoicing and receipting, making payments to you or on your behalf and collection purposes, or for specific purposes we tell you about or you authorise. 


Personal information we collect and hold may be disclosed to Humankind and used by Humankind for its business purposes, or for specific purposes we tell you about or you authorise.


Personal information about others we hold may be disclosed to you when we represent you or advise you. You agree not to use or disclose any personal information for any purpose, other than:


For purposes related to the services we provide to you and for no other purpose;


  • With our written consent; or
  • As required by the Privacy Act 1993.
  • You are to take reasonable security precautions to protect personal information from unauthorised use or disclosure.
  • Under the Privacy Act 1993, individuals have rights of access to, and to request correction of, their personal information. If you have any questions about this or requests relating to your personal information, please contact us.


Your Premises


Kin employees and independent contractors may provide our services to you from your premises. By engaging Kin, you agree to:

Grant Kin employees and independent contractors access to your premises to enable them to provide our services to you;

Treat Kin employees and independent contractors with the same level of respect and courtesy as your own employees and independent contractors; and


Have health and safety plans and tools that comply with your obligations under the Health and Safety at Work Act 2015.


We will require our employees and independent contractors to follow your reasonable health and safety requirements that are made known to them when at your premises.


Fees, Accounts & Disbursements


As a general rule, we charge what is fair and reasonable taking into account your circumstances, including result achieved, urgency and time spent, which will usually be the time we spend on a matter, charged at an hourly rate. Our hourly fees are set out in our proposal and we reserve the right to review these fees from time to time.


We are happy to provide estimates for services you may require. Such estimates are a guide only.


We charge for out of pocket expenses and disbursements, such as travel costs. If you and Kin agree that travel is required to enable Kin to provide services to you, these costs are charged to you at the amount that such services would have been charged directly to you.

We may also charge for additional services provided by third parties such as advertising and psychometric testing (if any). These are charged to you at the amount that such services would ordinarily be charged to you, as if you engaged the third parties for such services directly. The amount the third parties charge us for such services may be less than this amount (for example, where we benefit from bulk purchases) - therefore we may receive a mark-up.


Unless otherwise stated, our standard rates and any estimate of costs exclude goods and services tax (GST). We are happy to discuss any aspect of our fees with you at any time.


It is our general practice to issue monthly accounts. We will also issue a final account on completion of our services. Our accounts are payable on the 20th day of the month of receipt (unless separate arrangements have been agreed). If there are any issues with our account, we would appreciate these being raised with us as soon as possible.


Intellectual Property


Intellectual property includes patent, know-how, copyright, design, trade mark, trade, business or company names and all or any other intellectual or other proprietary rights (whether registered or unregistered). To the extent that intellectual property exists and is owned by Kin or you at the commencement of our engagement, that property will remain owned by that party. Each party grants a non-transferrable license to the other party to allow the other party to use that intellectual property for the sole purpose providing or using the services. To the extent that intellectual property is created by Kin as part of your instructions to us, that intellectual property will be owned by you and Kin (other than modifications or improvements to a party’s pre-existing intellectual property, which shall be solely owned by the party whose pre-existing intellectual property has been modified or improved).


Complaints


We encourage you to raise any issues with us regarding the provision of our services. We pride ourselves on providing professional, pragmatic and strategic services and advice.


Any issues can be raised directly with the individual(s) providing services to you.


Alternatively, Wendy Alexander, Director,  is happy to discuss any issues you may have. Any issues will be dealt with discretely.


Limitation of Liability


By accepting these Terms of Service you agree that the total liability of Kin to you in connection with any services provided by Kin to you, whether in contract, or tort (including negligence) or arising in any other way, will not exceed in aggregate the lesser of (i) two times the fees paid or payable to us for the relevant services, or (ii) $500,000. In additional, you accept that Kin will not be liable where our advice is based on incorrect or incomplete information supplied by you or to the extent you have otherwise contributed to the loss.


Termination


Our engagement will terminate on completion of our services to you. Or, unless otherwise agreed, either of us may, for good cause, terminate our engagement at any time by giving one week’s written notice. You agree to pay our fees for work done and for other charges incurred up to the time of termination (including charges incurred within the notice period).


Non solicitation


You agree that during and for a period of 12 months following the conclusion of our engagement that you will not, without our prior written consent:

Seek to engage or employ, nor, in fact engage or employ (as an employee, consultant, independent contractor or agent) any Kin employee or independent contractor; and/ or


Make an offer of employment or engagement to any Kin employee or independent contractor.


You acknowledge that Kin invests heavily in the attraction and retention of our employees and independent contractors. If you do any of the acts contemplated in this clause those actions may be assisting or procuring a breach of a restraint of trade agreement between Kin and our employee or independent contractor. On that basis, you acknowledge that the restrictions in this clause are both fair and reasonable and intend that the restrictions are enforceable to the maximum extent permitted by law.


Without taking away from any other rights, if you breach this clause we may claim (on an indemnity basis) against you 25% of the annual salary package that you agree with the relevant Kin employee or independent contractor.  In this regard:

Where the Kin employee or independent contractor is employed or engaged by you, such amount is a recognised as an introduction fee. We will issue an account including the introduction fee as soon as practicable, and this account will be payable on the 20th day of the month of receipt;


You agree that any payment required to be made under this clause is a genuine pre-estimate of loss that would be suffered by Kin if this clause was breached; and


The liquidated damages have principally (but not exclusively) been calculated off the recruitment fees that would be payable for the replacement of the Kin employee or independent contractor and the lost productivity associated with having to integrate a replacement employee or independent contractor.


Governing Law


These Terms of Service shall be governed and construed in accordance with the laws of New Zealand. Both parties hereto irrevocably submits to the exclusive jurisdiction of the Courts of New Zealand with respect to any matter arising hereunder or related to.