This contract is made between iStaff Australia Pty Ltd [ABN 42 630 742 915] (iStaff) and the Client.

1. iStaffis affiliated with a corporation registered under the law of the Philippines (the Affiliated Entity) which employs Filipino workers based in the Philippines.

2. Through the Affiliated Entity, iStaff has access to skilled workers who are able to undertake work for Australian businesses from the Affiliated Entity's office premises located in the Philippines (iStaff Worker).

3. The Clientis an Australian based entity and wishes to utilise the services of one or more iStaff Worker through iStaff.

4. The parties to this contract acknowledge and agree that each iStaff Worker that the Client utilises through iStaff. is an employee of the Affiliated Entity, b. is not an employee of iStaff or the Client; c. is not a contractor ofiStaff or the Client; d. will undertake the work for the Client remotely from the Affiliated Entity's office premises located in the Philippines

5. When the Client requests iStaff, whether in writing or verbally, to supply an iStaff Worker to undertake work of any nature for on behalf of the Client (Assignment), this will constitute an order of an iStaff Worker by the Client (Order).

6. The Client's Order of each iStaff Worker for an Assignment will constitute the Client's acceptance of these Terms and Condition Business (Terms) and both the Client and iStaff acknowledge that these Terms will be contractually binding and form the legal contract between the Client and iStaff even if these Terms are not signed by either the Client or iStaff.

7. For the avoidance of doubt, these Terms will apply to the parties from the placement of the first Order and will continue to apply to every occasion that the Client utilises the services of any iStaff Worker regardless of whether or not these Terms are reissued to the Client on each occasion the Client utilises the services of any iStaff Worker.

8. The Client accepts the current iStaff hourly charge rates for each iStaff Worker that works on an Assignment (Fee) as notifie by iStaff to the Client at or about the time of the placement of each Order.

9. On commencement of any Assignment the Client must:   

a. Meet (virtually) with each iStaff Worker to familiarise them with  the objectives of the relevant Assignment;  

b. Carry out introductions of the Client’s relevant employees and  contractors who will work with each iStaff Worker;  

c. Ensure that the Client’s relevant employees and contractors   who will work with any iStaff Worker have received training in  relation to the prevention of workplace bullying;  

d. Ensure that the Client’s relevant employees and contractors  who will work with any iStaff Worker have received training in  relation to the prevention of sexual harassment and other   sex-based unlawful conduct;   

e. Ensure that all necessary IT access to the Client’s IT systems is provided to each iStaff Worker in connection with any Assignment and that  each iStaff Worker is properly trained in the use of the Client’s IT   systems and software relevant to each Assignment;   

f. Ensure that each iStaff Worker is properly trained and mentored to undertake the requirements of the relevant Assignment;  

g. Carry out risk assessments in connection with any duties or tasks required by each iStaff Worker (Work) and ensure that the Work does not give rise to any risks to the health and safety of any iStaff Worker, including, but not limited to, psychosocial risks.  

10. The Client must ensure that each iStaff Worker does not commence any substantive Work prior to the requirements of clause 9 above being complied with. 

11. For the duration of any Assignment, each iStaff Worker will perform all Work under the control, direction, and supervision of the Client. 

12. Amendments to the Work as provided to iStaff in any Order, must only be undertaken after iStaff, the Client, and each iStaff Worker have been consulted, and iStaff has agreed to such changes.  

13. Where amendments to the Work are agreed upon, the Client must ensure that no Work is carried out by any iStaff Worker, unless each iStaff Worker has received, from the Client, all such information, instruction, training, necessary supervision, and induction equirements to enable each iStaff Worker to perform the Work in a manner that is safe and without risk to the health and safety of each iStaff Worker.

14. If amendments are made to the Work required by any iStaff Worker on any Assignment, iStaff reserves the right to change the Fee provided that any amendments to the Fee are notified by iStaff in writing to the Client prior to the Fee being charged.

15. The Client agrees that any iStaff Worker will be allowedofessional indemnity insurance where applicable. suspend any Work or Assignment, without liability, if the work environment is unsafe, as determined in iStaff's sole discretion. 2Bh8taff will facilitate the payment of each iStaff Worker and safety concern is not rectified, iStaff will be entitled to terminatelthege the Client on the basis of hours shown on the iStaff Work and/or Assignment, without liability, and be paid for all serAssignment timesheet or the Client's equivalent record where rendered to the point of termination. such equivalent record is approved by iStaff in writing. It is the Client's responsibility to ensure that the timesheet is accurate

16. The Client must comply with all relevant State arahdoes not overstate or understate the hours worked by each Commonwealth laws, including workplace health & sifftitif Worker. legislation, anti-bullying laws and laws preventing workplace sexual harassment and other sex-based unlawful conduct in connectioThe Client undertakes to have all timesheets authorised by an with any Assignment. appropriate person provided that any failure to do so will not alter the Client's obligation to pay the applicable Fee.

17. The Client must provide a safe working environment and system of work, without risk to health and safety and provide all 28&cThe Fee distinguishes between ordinary hours and Overtime. information, instruction, training, and supervision of the iStaff Wünlodfree associated with ordinary hours will be charged to the as necessary, to enable them to perform the Work in a manner toäitist for 40 ordinary hours per week and the Fee associated safe and without risks to the health and safety of any iStaff Workeith Overtime will be charged:

18. The Client must not allow any iStaff Worker to carry out work.irfon all hours worked in a particular week that are in excess of 40 manner that is unsafe. ordinary hours; b. for all hours worked each day that are in excess of 8 ordinary hours;

19. The Client will notify iStaff immediately of any work rebented incidents or injuries affecting any iStaff Worker. c. for all hours worked each day that are outside of the particular iStaff Worker's usual start and finish time of ordinary hours each

20. iStaff representatives may visit a Client workplace from tirdayto time to inspect safety arrangements for any iStaff Worker. The Clifort all hours worked during a day shift on Saturday and Sunday. may be requested by iStaff representatives to make appropriate changes to eliminate any health or safety risks identified or chargene Client agrees to provide each iStaff Worker with a day off to ensure the health and safety of any iStaff Worker.

21. Each iStaff Worker utilised by the Client will work 40 ordirtlaeywise agreed in writing between iStaff, the iStaff Worker and hours per week plus such reasonable additional hours (Overtime patient. Where, by agreement between iStaff, the iStaff Worker and week as necessary to meet the requirements of the partithd@lient an iStaff Worker undertakes work on a Permitted Public Assignment. Holiday, additional charges may apply for all hours worked on the day.

22. Ordinary hours for each iStaff Worker are capped at 8 hours per day.

23. Ordinary hours for each iStaff Worker must be worked betere erPermitted Public Holiday. the hours of 8.00 am and 6.00 pm Monday to Friday in the Australian State or Territory in which the Work is primarily connected ußllesiStaff reserves the right to increase its Fee at any time and with otherwise agreed in writingbetween iStaff and the Client. immediate effect where wages, allowances or on-costs for any iStaff Worker increase. Otherwise, iStaff may increase the Fee at

24. The Client must monitor the hours worked by each iStaff Wankertime and for any reason on the provision of 7 days' written including, in particular, Overtime hours, to ensure proper fatigtice to the Client. management of any iStaff Worker.

25. The Fee incorporates payment of wages, allowances, mandated employment costs under the law of the Philippines, 33. The Client must ensure that each iStaff Worker is given a paid 10 and other on-costs such as taxes, public liability, and minute morning tea break (counted as time worked to which the Fee

26. iStaff will facilitate the payment of each iStaff Worker and  charge the Client on the basis of hours shown on the iStaff  Assignment timesheet or the Client’s equivalent record where   such equivalent record is approved by iStaff in writing. It is the  Client’s responsibility to ensure that the timesheet is accurate   and does not overstate or understate the hours worked by each  iStaff Worker.   
  

27. The Client undertakes to have all timesheets authorised by an appropriate person provided that any failure to do so will not alter the Client’s obligation to pay the applicable Fee.   
  

28. The Fee distinguishes between ordinary hours and Overtime.  The Fee associated with ordinary hours will be charged to the  Client for 40 ordinary hours per week and the Fee associated  with Overtime will be charged:   
  
a. for all hours worked in a particular week that are in excess of 40 ordinary hours;  
b. for all hours worked each day that are in excess of 8 ordinary hours; and  
c. for all hours worked each day that are outside of the particular   
iStaff Worker’s usual start and finish time of ordinary hours each   
day;  
d. for all hours worked during a day shift on Saturday and Sunday.  

29. The Client agrees to provide each iStaff Worker with a day off  work for each public holiday that falls in the Australian location in which the Work is primarily connected (Permitted Public Holiday) unless  otherwise agreed in writing between iStaff, the iStaff Worker and  the Client. Where, by agreement between iStaff, the iStaff Worker and the Client an iStaff Worker undertakes work on a Permitted Public   Holiday, additional charges may apply for all hours worked on  the day.   
  

30. For the avoidance of doubt, the Client will not be charged any Fee in connection with any iStaff Worker being absent from work

31. iStaff reserves the right to increase its Fee at any time and with immediate effect where wages, allowances or on-costs for any  iStaff Worker increase. Otherwise, iStaff may increase the Fee at   any time and for any reason on the provision of 7 days’ written  notice to the Client.   

32. The Client must not make any payment directly to any iStaff Worker. 

33. The Client must ensure that each iStaff Worker is given a paid 10 minute morning tea break (counted as time worked to which the Fee applies) and an unpaid lunch break of 60 minutes (to which no Fee applies) on each work day.  

34. The Client acknowledges it is aware that each iStaff Worker is a full-time employee of the Affiliated Entity and entitled to 15 days of annual leave per year of services with the Affiliated Entity.   
  
Accordingly, the Client agrees to relieve each iStaff Worker from any requirement to perform any Work on a day that a particular iStaff Worker takes annual leave.  
  

35. iStaff will endeavour to provide the Client with as much notice as possible of an iStaff Worker being absent and unavailable for Work on account of taking a period of annual leave.  

36. For the avoidance of doubt, the Client will not be charged any Fee in connection with any iStaff Worker being absent from work on account of taking a period of annual leave. 

37. The Client acknowledges it is aware that each iStaff Worker is a full-time employee of the Affiliated Entity and entitled to 5 days of sick leave per year of services with the Affiliated Entity.   
  
Accordingly, the Client agrees to relieve each iStaff Worker from any requirement to perform any Work on a day that a particular iStaff Worker takes sick leave.  

38. iStaff will endeavour to provide the Client with as much notice as possible of an iStaff Worker being absent and unavailable for Work on account of taking a period of sick leave.  

39. For the avoidance of doubt, the Client will not be charged any Fee in connection with any iStaff Worker being absent from work on account of taking a period of sick leave.  

40. If the Client wants to cease utilising the services of any particular iStaff Worker, the Client must provide at least one (1) month’s written notice to iStaff or pay the full Fee for that period based on 40 ordinary hours per week, in lieu of the provision of notice.  

41. Provided however, the Client will be under no obligation to  give this one (1) month’s written notice to iStaff where iStaff and the Client agree that the particular iStaff Worker has provided  unsatisfactory performance to the Client or participated in  unsatisfactory conduct in connection with the Work undertaken  for the Client. However, the full Fee for (1) month’s notice, based on 40 ordinary hours per week, will apply.   
  

43. Invoices are tendered on a weekly basis and are due and 35. iStaff will endeavour to provide the Client with as much notipayable to iStaff seven (7) days from the date of invoice unless possible of an iStaff Worker being absent and unavailable for Wodtioerwise agreed in writingbetween iStaff and the Client. account of taking a period of annual leave. Invoices will include the breakdown of hours (ordinary, Overtime and worked Permitted Public Holidays) for each iStaff Worker 36. For the avoidance of doubt, the Client will not be charged angrfeearry Goods & Services Tax (GST) at the prevailing rate. in connection with any iStaff Worker being absent from work on account of taking a period of annual leave.

44. iStaff reserves the right to charge the Client interest on overdue accounts at market rates unless prior arrangement has been made between the Client and iStaff. 37. The Client acknowledges it is aware that each iStaff Worker is a full-time employee of the Affiliated Entity and entitled to 5 days frisokance leave per year of services with the Affiliated Entity.

45. iStaff maintains current insurance policies with regard to applicable public liability, and professional indemnity where Accordingly, the Client agrees to relieve each iStaff Worker fromeqajred. iStaff requirement to perform any Work on a day that a particular vethprovide evidence of insurance upon the Client's request. Worker takes sick leave.

46. The Client must hold public liability insurance for a sum not 38. iStaff will endeavour to provide the Client with as much notikasathan $10 million that covers the Work of each iStaff Worker. possible of an iStaff Worker being absent and unavailable for Work on account of taking a period of sick leave.

47. As the Client is responsible for the control, supervision, and  Direction of each iStaff Worker in connection with the Work, the   Client must satisfy itself that the iStaff Worker has the   qualifications, aptitude, skills, relevant licenses, training, and  experience to undertake the Work. iStaff makes no   representations concerning the suitability of any iStaff Worker  for any Work.   

48.As iStaff is simply providing labour to the Client, and is not  responsible for supervising or undertaking the Work of any iStaff  Worker, the Client releases and indemnifies iStaff and the   Affiliated Entity (on a full indemnity basis) in respect of all liability  for any loss, claim, damage, penalty, fine, or expense in  connection with iStaff’s supply of any iStaff Worker to the Client  including, but not limited to, direct, indirect or consequential damage or loss:   

a. suffered by the Client, any employee of the Client, a contractor of the Client, a customer of the Client, iStaff, any iStaff Worker, any  employee of iStaff, an iStaff contractor, an iStaff officer, an iStaff  agent, the Affiliated Entity or a third party; and   
b. arising from any act or omission by Client, any employee of the Client, a contractor of the Client, a customer of the Client, iStaff,  any iStaff Worker, any employee of iStaff, an iStaff contractor, an iStaff officer, an iStaff agent, the Affiliated Entity or a third party.   

49. No rule of construction applies to disadvantage iStaff for the preparation of these Terms.

50. For the Purpose of the "Determination of iStaff Worker Suitability" provision of these Terms, iStaff includes all related bodies corporate of iStaff within the meaning of s.50 of the Corporations Act 2001, together with each and every director, officer, employee, servant, and agent of iStaff and its related bodies corporate.

51. For the Purpose of the "Determination of iStaff Worker Suitability" provision of these Terms, Affiliated Entity includes each and every director, officer, employee, servant, and agent of the Affiliated Entity.

52. These Terms constitute the entire agreement between iStaff and the Client in connection with the supply of any iStaff Worker to the Client. For the avoidance of doubt, these Terms supersede, revoke, and nullify any representations, other agreements, other contracts (including, but not limited to, earlier contracts issued by iStaff), or other understandings between iStaff and the Client which in any way relate to the supply of any iStaff Worker to the Client and will apply despite any attempt by the Client to, at any time, oust the application of these Terms.

53. For the avoidance of doubt, iStaff does not accept any terms and conditions issued by the Client in connection with the supply of any iStaff Worker to the Client.

54. The Client agrees that any implied contractual terms in favour of the Client (if any), including, but not limited to, any implied indemnity in favour of the Client (if any), which might otherwise apply to the supply of any iStaff Worker to the Client, are expressly excluded.

55. Either party may terminate this contract on the provision of one month's written notice to the other.

I confirm that all information provided is true and correct, and l authorize the Company to conduct background checks and obtain credit information from third parties including Equifax. I confirm that the signatory is duly authorized to act on behalf of the applicant.