IMPORTANT PLEASE READ THESE TERMS AND CONDITIONS CAREFULLY BEFORE ACCESSING OR USING ANY INFORMATION OR SERVICES AVAILABLE THROUGH THE PTP WEBSITE (PTP SITE).
1. PTP’s Services and the CFO Network
PTP operates a support and marketing network (which is described in more detail on the PTP Site) for chief financial officers and accounting professionals who work or wish to work on a part-time permanent consultancy basis (CFO Network). PTP seeks to assist members of the CFO Network (Members) and companies or other business entities looking to find a chief financial officer or accounting professional on a part-time permanent consultancy basis (Clients) by marketing the PTP model and by introducing Clients to Members who may meet their needs. If you wish to apply to become a Member you must submit your resume to PTP through the PTP Site, as set out in these terms and conditions.
2. Use of PTP Site
Information contained on the PTP Site is for personal use only and you must not sell, redistribute or use it for any commercial or business purpose. You may use or download material from the PTP Site for your personal, non-business use only, provided you keep intact all copyright and other proprietary notices.
You must not modify, copy, reproduce, republish, upload, post, transmit or distribute in any way any material from the PTP Site including any code and/or software. You must not use the PTP Site for any purpose that is unlawful or prohibited by these terms and conditions of use.
3. Information Does Not Represent Professional Advice
You acknowledge and agree that the PTP Site and any information published on it is intended to provide general information in relation to the CFO Network and the consultancy opportunities which may be available to Members. Any assistance which PTP may be able to provide you with regard to consultancy opportunities with Clients is subject to PTP approving you to join the CFO Network and you entering into a CFO Network Agreement with PTP, which will govern the relationship and obligations between you and PTP. The terms of a CFO Network Agreement include the Terms and Conditions of CFO Network which are set out below.
Whilst PTP considers whether to approve and register each consultancy opportunity, PTP does not recommend or endorse any particular consultancy opportunity which may become available to you through the CFO Network. PTP strongly recommends that prior to entering into any agreement with a Client you undertake your own investigations and research.
4. Submission Of Resume
Your resume should contain all relevant details of your education, qualifications, employment history, professional experience and memberships of professional bodies or associations.
By submitting your resume to PTP through the PTP Site you apply for membership of the CFO Network and request PTP to consider your application. You warrant that all information contained in your resume is complete, true, accurate and not misleading in any material respect and you authorise PTP to hold your resume and to make all such investigations or enquiries of all persons (including, but not limited to, of referees and previous employers) as PTP may consider necessary to determine your application for membership of the CFO Network.
5. Approval of application to join CFO Network
Once you have applied to join the CFO Network by submitting your resume through the PTP Site, PTP will consider your application and may contact you to discuss it. PTP may make such inquiries as it considers necessary in order to determine your application. Any approval of your application is subject to you entering into a CFO Network Agreement with PTP. The terms of a CFO Network Agreement include the Terms and Conditions of CFO Network which are set out below.
6. No Guarantee
Approval to join the CFO Network and entry into a CFO Network Agreement with PTP does not guarantee that a consultancy conforming to any particular requirement, description or specification will be available to you.
7. PTP’s use of information
8. Intellectual Property
Trademarks on the PTP Site and copyright in all material displayed on the PTP Site are owned by PTP unless otherwise indicated. You must not to infringe any intellectual property rights owned by PTP.
9. Links to other sites
Where the PTP site provides links or pointers to internet sites maintained by third parties and such linked sites are not under the control of PTP, PTP is not responsible for the contents (including the accuracy, legality or decency) of any linked site or any link contained in a linked site. Any links provided from the PTP Site are included as a convenience only and PTP does not endorse the linked site or any contents on the linked site nor is PTP responsible for the compliance of any linked site with any legal or regulatory requirements.
10. Availability of PTP Site
PTP gives no warranty to you that access to the PTP Site will be available uninterrupted or error-free or that defects in the service will be corrected. You also understand that PTP cannot and does not guarantee or warrant to you that any files, information or data available for downloading through the PTP Site will be free of infection or viruses, worms, Trojan horses or other code that manifest contaminating or destructive properties. You are responsible for implementing sufficient procedures and checkpoints to satisfy your particular requirements for accuracy of data input and output, and for maintaining a means external to the PTP Site for the reconstruction of any lost data.
11. Security of information submitted
PTP takes all reasonable care in ensuring the privacy and integrity of any information you may submit to it through the PTP Site. The internet is not however completely secure and the possibility remains that information submitted by you to PTP through the PTP Site or collected by us through inquiries could be unlawfully observed by a third party either while in transit over the internet or whilst held by PTP about you or stored on PTP’s systems. PTP disclaims all liability to you to the greatest extent possible pursuant to law should this occur.
12. Law and Jurisdiction
These terms and conditions of use of the PTP Site are governed by and shall be construed in accordance with the laws of the State of New South Wales, Australia and both you and PTP submit to the exclusive jurisdiction of the courts of the State of New South Wales, Australia.
1. CFO Network Agreement
These terms and conditions are incorporated into and form part of the CFO Network Agreement between the Consultant (as defined in the CFO Network Agreement) and Part-Time Professionals Pty Ltd (ABN 64 118 518 880 ).
2. The CFO Network
2.1 On execution of a CFO Network Agreement the Consultant joins the CFO Network and as a Member undertakes to abide by the provisions of the CFO Network Agreement at all times
2.2 Subject to the CFO Network Agreement , PTP must:
(a) At all times during the continuance of the CFO Network, provide the CFO Network Services; and
(b) Make the CFO Network Services available to the Consultant whilst the Consultant is a Member.
2.3 PTP will market and promote the CFO Network so as to increase awareness amongst Clients and potential Clients of the CFO Network and the services provided by the Members.
2.4 PTP may carry out its obligations under paragraph 2.3 in any manner which it considers reasonably appropriate and/or commercially expedient from time to time.
3. Resume and information
3.1 The Consultant must:
(a) If he has not at the date he enters into a CFO Network Agreement provided a full and up-to-date copy of his Resume to PTP, provide a full and up-to-date copy of his Resume to PTP without delay; and
(b) Review, and if necessary, update his Resume from time to time as required in order to ensure that the Resume is true, accurate and not misleading in any material respect, and the Consultant must provide a copy of each updated version of his Resume to PTP (Updated Resume).
3.2 The Consultant warrants that:
(a) His Resume and all information contained in his Resume; and
(b) Any other information given or communicated to PTP in connection with this agreement, is complete,true and accurate and not misleading in any material respect.
3.3 The Consultant agrees that the warranty at paragraph 3.2 is deemed to be repeated whenever the Consultant submits an Updated Resume or gives or communicates any information to PTP in relation to a Consultancy.
3.4 The Consultant agrees and undertakes to PTP only to pass or communicate to PTP or to any Client information that is true, accurate and not misleading in any material respect.
3.5 The Consultant agrees to indemnify PTP in respect of all losses, damages, claims, actions, expenses or liabilities (including reasonable legal fees and defence and settlement costs) arising out of or in connection with:
(a) A warranty given under paragraph 3.2 or paragraph 3.3 being untrue, inaccurate or misleading in a material respect; or
(b) Any breach of the undertaking contained at paragraph 3.4.
3.6 Without prejudice to any warranty or undertaking given by the Consultant in relation to the accuracy of information, the Consultant authorises PTP to make all investigations or enquiries of all persons (including past employers and referees) which PTP considers necessary from time to time to satisfy itself as to the accuracy of any information provided by the Consultant in connection with this agreement.
3.7 Information obtained by PTP from any enquiries carried out pursuant to paragraph 3.6 does not qualify, modify or otherwise affect any warranty or undertaking as to the accuracy of any information, nor does it affect any liability of the Consultant if such warranty or undertaking is proved to be inaccurate or to have been breached.
4.1 Subject to the terms of this agreement, PTP must use its reasonable endeavours to identify suitable Consultancies for the Consultant with reference to the Consultant’s Preferences.
4.2 The Consultant authorises PTP to seek and identify suitable Consultancies for the Consultant on the terms of this agreement.
4.3 The Consultant authorises PTP to disclose to a Client in connection with a Consultancy:
(a) The Consultant’s Resume or any details from the Consultant’s Resume; and
(b) Any other information about the Consultant:
(i) Which is requested by a Client and is reasonably relevant to the Consultancy; or
(ii) Which is considered by PTP to be reasonably relevant to the Consultancy in question.
4.4 In order to assist PTP in seeking and identifying Consultancies which may be suitable for the Consultant, the Consultant must inform PTP of all relevant preferences or requirements which he has in relation to Consultancies and/or Clients and which may determine whether a particular Consultancy is suitable for the Consultant. The preferences or requirements the Consultant may have include:
(a) The preferred characteristics of business or Client the Consultant wishes to consult to or for and the types of business or Client the Consultant does not want to consult to or for;
(b) Any specific Client the Consultant wishes to work for and any specific Client the Consultant does not want to work for;
(c) The duration of Consultancies the Consultant wishes to undertake;
(d) The preferred location(s) of Consultancies for the Consultant, any locations where the Consultant will not undertake Consultancies and any maximum travel times or distances for the Consultant:
(e) The preferred weekly or monthly time commitment involved in a Consultancy;
(f) Any minimum level of Consultant Fees required by the Consultant;
5.1 When PTP identifies a Consultancy in relation to which it believes:
a reasonable, though not necessarily complete, match between the Consultant (by reference to his Resume and Preferences) and the Client’s Specification exists, or it is otherwise appropriate for PTP to propose the Consultancy to the Consultant, PTP must:
(a) Forward a description of the Consultancy to the Consultant containing all material details of the Consultancy which are known by PTP; and
(b) If the Consultant wishes to be proposed for the Consultancy, forward to the relevant Client:
(i) The Consultant’s Resume or any details from the Consultant’s Resume; and
(ii) Any Other Relevant Information or any information or details which the Consultant requests PTP to forward to the relevant Client.
5.2 If the Client indicates to PTP that it wishes to consider the Consultant for the Consultancy, PTP must introduce the Consultant to the Client so that the Consultant and Client can initiate discussions and decide whether and on what terms the Consultant will undertake a Consultancy to the Client.
5.3 If the Client and the Consultant agree that the Consultant will undertake a Consultancy to the Client, the Consultant must enter into a Consultancy Agreement with the Client which sets out as a minimum the Consultancy Terms and provide PTP with a copy (signed by or on behalf of both the Client and the Consultant) within five Business Days of the Consultancy Agreement being entered into.
5.4 Except with the prior written consent of PTP, the Consultant must only enter into a Consultancy Agreement which is consistent with the CFO Network Agreement including these Terms and Conditions.
5.5 The Consultant must notify PTP in writing of any change to a Consultancy Agreement (including but not limited to any increase in Consultant Fees) as soon as reasonably practicable after the change occurs.
6. Availability of Consultancies and decision making
6.1 The Consultant acknowledges and agrees that PTP does not warrant or represent to the Consultant:
(a) That it will identify any Consultancy it considers suitable for the Consultant;
(b) That Consultancies conforming to the Preferences will be available to the Consultant;
(c) That any Consultancy involving any specific level of time commitment will be available to the Consultant;
(d) That any particular level of remuneration may be achieved by the Consultant in undertaking Consultancies, whether on an hourly, daily, weekly, monthly or yearly basis.
6.2 The Consultant agrees and acknowledges that:
(a) PTP only attempts to identify Consultancies for which the Consultant may be suitable and for which the Client may find the Consultant suitable;
(b) It is the Client’s decision as to whether the Consultant is the correct Candidate for the Consultancy;
(c) It is the Client’s decision as to the Consultancy Terms upon which it is willing to enter into a Consultancy Agreement.
6.3 The Consultant agrees and acknowledges that:
(a) The Consultant is not the only Candidate or Member of the CFO Network; and
(b) In relation to any particular Consultancy, there may exist Candidates who are:
(i) Better matched to a Client’s Specification than the Consultant; or
(ii) Otherwise more appropriate for that Consultancy than the Consultant.
6.4 The Consultants agrees and acknowledges that:
(a) PTP does not endorse or recommend any Consultancy and the Consultant should undertake its own investigations and research in relation to a Consultancy or Client in conjunction with any discussions with a Client following an Introduction; and
(b) It is the Consultant’s responsibility to obtain independent legal, accounting or other financial advice relating to the effects or consequences of a CFO Network Agreement or any Consultancy Agreement for him.
7.1 Each party to this agreement undertakes that it will not:
(a) Use Confidential Information of any other party;
(b) Disclose that Confidential Information to any third party, except for the purpose for which the Confidential Information was given and:
(c) With the prior written consent of the party disclosing the Confidential Information; or
(d) As permitted under paragraph 7.2.
7.2 A party may disclose Confidential Information of another party:
(a) To employees, officers or agents, professional or consultant advisers of that party whose duties in relation to that party require the disclosure;
(b) If the disclosing party is PTP, as authorised by paragraph 4.3;
(c) If the information is already in the public domain other than through a breach of this agreement;
(d) As required by an applicable law after first giving notice to the other party and after taking all practicable steps to cooperate with the other parties to prevent the disclosure to the maximum extent permitted by law.
8.1 Unless expressly included, the consideration for any supply under or in connection with this agreement does not include GST.
8.2 To the extent that any supply made under or in connection with this agreement is a taxable supply, the consideration for that supply is increased by an amount equal to the amount of that consideration (or its market value) multiplied by the rate at which GST is imposed in respect of the supply.
8.3 The supplier must have a valid ABN and provide to the recipient a GST tax invoice as required by the relevant legislation.
These Terms and conditions may be varied by PTP from time by updating the PTP Site.
In these Terms and Conditions:
ABN means an Australian Business Number that has been registered for GST.
Business Day means a day on which banks are open for business in Sydney, Australia other than a Saturday, Sunday or public holiday.
Candidate means a Member who is not currently undertaking a Consultancy but who is actively and genuinely seeking a Consultancy.
CFO Network means the network operated by PTP to:
(a) Promote the concept of part-time permanent chief financial officers on a consultancy basis;
(b) Assist Members in finding Consultancies; and
(c) Provide certain support and assistance to members undertaking Consultancies through the provision of the CFO Network Services.
CFO Network Agreement means an agreement between PTP and a chief financial officer setting out the terms on which:
(a) The chief financial officer joins the CFO Network; and
(b) PTP will assist that person to find Consultancies, in PTP’s standard form from time to time, incorporating the Terms and Conditions.
CFO Network Services means the services provided to Members by PTP by virtue of membership of the CFO Network from time to time , including:
(a)Invoice preparation and issue
(b)Accounts receivable and debt collection
(c) Marketing the CFO Network
(d) Marketing the Part Time Professionals™ concept
(e) Website maintenance
(f) Other services that may be developed from time to time.
CFO Search Agreement means an agreement between PTP and a company or other business entity setting out the terms on which PTP will assist that person to identify suitable Candidates for a placement with that person as a chief financial officer on a part-time permanent consultancy basis, in PTP’s standard form from time to time.
Client means a client or potential client of the Consultant being a company or other business entity wishing to engage a chief financial officer on a part-time permanent consultancy basis which has entered into a CFO Search Agreement.
Confidential Information means the contents of a CFO Network Agreement and any Consultancy Agreement and:
(a) In relation to PTP, any information relating to the business, operations or affairs of PTP or its clients and any information provided by PTP to Clients and Members unless it is public domain, and any trade secret, technical knowledge, concepts, ideas, designs, programs, processes, procedures, innovations, inventions, databases, data surveys, customer lists or information, sales plans or marketing plans, research, software, records, intellectual property or other information concerning a party; and
(b) In relation to the Consultant, the Consultant’s Resume and any Updated Resume.
Consultancy means a Client’s requirement for a chief financial officer on a part-time permanent consultancy basis.
Consultancy Agreement means in relation to each Consultancy, the agreement between the Consultant and the Client setting out inter alia, the Consultancy Terms.
Consultancy Terms means the specific details and terms agreed between the Consultant and a Client upon which the Consultant will be Placed with the Client which must include:
(a) Role and duties;
(b) Hours and days required;
(c) Consultant’s Fees;
(e) Duration of Consultancy; and
Consultant Fees means in relation to each Consultancy, the total amount of fees or remuneration due to the Consultant from the Client in respect of the Consultant Services as set out in the relevant Consultancy Agreement initially and as updated from time to time.
GST has the meaning given to it under the GST Act.
GST Act means A New Tax System (Goods and Services Tax) Act 1999 (Cth).
Member means a person who has joined the CFO Network and entered into a CFO Network Agreement which has not expired or otherwise been terminated.
Other Relevant Information means information of the kind described at paragraph 4.3(b).
Preferences means the preferences and requirements notified
by the Consultant to PTP pursuant to paragraph 4.4.
PTP Fees means, in relation to each Consultancy, the management and service fee due to PTP as set out in the CFO Network Agreement.
PTP Site means www.ptprofessionals.com.au or any other URL designated by PTP.
(a) The Consultant’s resume; or
(b) Where the Consultant is a corporation, the resume of the individual performing the Consultant Services on behalf of the Consultant, in each case, setting out information in relation to the relevant person including, but not limited to, their education, qualifications, employment history, professional experience and memberships of professional bodies or associations.
Specification means, with respect to each Consultancy, any specifications or requirements notified by the Client to PTP in relation to the qualities, experience, qualifications or other attributes which Candidates will ideally possess.
Terms and Conditions means these Terms and Conditions of CFO Network as amended from time to time and set out on the PTP Site.
Updated Resume has the meaning given to it at paragraph 3.1.