Contractor Agreement

1. Introduction and Scope

This Contractor Agreement ("Agreement") is between you ("Contractor", "you", or "your") and Talent Grid Limited (NZBN: 9429051450724) ("TalentGrid", "we", "us", or "our"), and governs your engagement as an independent contractor through the TalentGrid platform (the "Platform").

This Agreement supplements and forms part of the Terms of Service and must be read in conjunction with them. In the event of any conflict between this Agreement and the Terms of Service, this Agreement shall prevail with respect to matters specific to Contractors.

By registering as a Contractor and using the Platform to claim and work shifts, you acknowledge that you have read, understood, and agree to be bound by this Agreement, the Terms of Service, and our Privacy Policy.

2. Nature of Relationship

2.1 Independent Contractor Status

You acknowledge and agree that you are engaged as an independent contractor and not as an employee of TalentGrid or any Facility. This is a contract for services, not a contract of service (employment). You are responsible for:

• Managing your own work schedule and deciding which shifts to claim
• Providing your own tools, equipment, and uniform (unless otherwise specified by the Facility)
• Paying your own income tax, GST (if applicable), and ACC levies
• Maintaining your own professional indemnity insurance
• Complying with all self-employment obligations under New Zealand law

2.2 No Employment Relationship

You expressly acknowledge that:

• You are not entitled to employment benefits such as annual leave, sick leave, public holiday pay, KiwiSaver contributions, or minimum wage protection under the Employment Relations Act 2000
• The real nature of the relationship is strictly business-to-business. You are operating your own independent business or undertaking, and bear the financial and economic risk of your work
• TalentGrid does not control the manner in which you perform your work, other than ensuring compliance with professional standards and Facility requirements
• You have the right to decline any shift without penalty (subject to cancellation terms for confirmed shifts)
• You may work for other agencies or organisations and are not restricted to TalentGrid exclusively
• TalentGrid does not deduct PAYE tax from your payments

2.3 Relationship with Facilities

When you work a shift, you enter into a direct service relationship with the Facility for the duration of that shift. TalentGrid acts as an intermediary technology platform, facilitating the connection, managing administrative tasks, and processing payments. TalentGrid does not act as a traditional temporary staffing agency or clinical provider. We do not provide clinical governance or oversight. The Facility is solely responsible for supervision, direction during the shift, and providing a safe working environment.

2.4 Acknowledgement and Waiver

By agreeing to this independent contractor relationship, you acknowledge that you have received independent advice or had the opportunity to do so, and you waive any claim to employment status with TalentGrid or Facilities engaged through the Platform, to the extent permitted by law.

3. Qualifications and Credentials

3.1 Minimum Requirements

You warrant and represent that you hold and will maintain throughout your engagement:

• Professional Registration: Current registration with the appropriate regulatory body (e.g., Nursing Council of New Zealand for registered nurses, or equivalent for your profession) where required by law
• Annual Practising Certificate (APC): A current APC if required for your role
• Police Vetting: A current Police vetting certificate (issued within the last 3 years)
• Professional Indemnity Insurance: Current professional indemnity insurance with minimum coverage of NZD $1,000,000 per claim
• First Aid & CPR Certification: Current first aid and CPR certification (if required for your role)
• Right to Work: Legal entitlement to work in New Zealand (citizenship, permanent residency, or valid work visa)
• Health Clearances: Up-to-date vaccinations and health clearances as required by law or Facility policy (e.g., COVID-19 vaccination, hepatitis B, tuberculosis screening)

3.2 Credential Verification

You authorise TalentGrid to verify your credentials directly with issuing authorities, regulatory bodies, and referees. You agree to provide all necessary documentation and consent forms to facilitate verification. Initial verification will be completed before your account is activated, and periodic re-verification may be conducted.

3.3 Ongoing Compliance

You must:

• Keep all credentials current and valid at all times
• Upload renewed documentation to the Platform before expiry
• Immediately notify TalentGrid of any suspension, restriction, or cancellation of professional registration or insurance
• Notify TalentGrid of any criminal charges, convictions, or professional disciplinary action

3.4 Suspension for Expired Credentials

If any credential expires or becomes invalid, your account will be automatically suspended until the credential is renewed and re-verified. Working with expired credentials is a serious breach and may result in immediate termination and liability for any resulting harm.

3.5 Competency and Scope of Practice

You agree to work only within your scope of practice, competence, and qualification level. You must not claim shifts for which you do not have the required skills, experience, or credentials. You are responsible for maintaining continuing professional development (CPD) as required by your professional body.

3.6 Responsibility for Training and Certification Costs

All qualifications, certifications, and mandatory training requirements set out in this Agreement (including but not limited to the APC, First Aid and CPR certification, police vetting, and any role-specific training) are the Contractor's sole responsibility. The Contractor is responsible for obtaining, renewing, and paying for these at their own expense. TalentGrid does not fund, organise, or reimburse any training or certification costs.

4. Platform Fees and Deductions

4.1 Shift Rates and Matching

You have the freedom to set your own desired hourly shift rate. When a Facility posts a shift, they set a maximum rate they are willing to pay. The Platform will automatically make the shift available to you if your desired rate, combined with applicable Platform Fees, is at or below the Facility's maximum rate. Shifts are assigned on a first-come, first-served basis to the first eligible Contractor who claims the shift.

TalentGrid charges a percentage-based Platform Fee (disclosed during onboarding) which covers:

• Access to the shift marketplace and matching services
• Payment processing and administration
• Credential verification and ongoing compliance monitoring
• Customer support and dispute resolution
• Platform maintenance, security, and improvements
• Insurance and legal costs

4.2 Automatic Deduction

The Platform Fee is automatically applied and deducted from your gross earnings (based on the shift rate you set) before payment is transferred to your nominated bank account. The deduction and net payment amount will be clearly shown on your payment advice and accessible through your Platform account.

4.3 Example Calculation

4.4 Other Deductions

TalentGrid may also deduct from your payments:

• Adjustments for shift withdrawals or no-shows (where applicable)
• Adjustments for overpayments or errors
• Amounts owed for breaches of this Agreement or the Terms of Service
• Any amounts you have authorised in writing

You will be notified in advance of any deductions (other than the standard Platform Fee) and provided with an explanation.

4.5 Fee Changes

TalentGrid may change the Platform Fee structure with at least 30 days' notice to Contractors. Notice will be provided via email and a prominent announcement on the Platform. Your continued use of the Platform after the effective date constitutes acceptance of the new fee structure.

4.6 GST on Platform Fees

The Platform Fee is exclusive of GST. GST will be added where applicable in accordance with the Goods and Services Tax Act 1985. If you are GST-registered, you may be able to claim GST input credits on this fee — a tax invoice showing the GST component will be available through your Platform account. Consult your accountant for tax advice.

5. Payment Terms

5.1 Payment Schedule

Contractors are paid fortnightly via direct deposit to their nominated New Zealand bank account. The pay period runs from Monday to Sunday (two weeks). Payment is processed on the Thursday following the close of each fortnightly pay period, and typically arrives in your account within 1–3 business days after processing.

5.2 Payment Process

To receive payment for a shift, you must:

• Complete the shift
• Submit an accurate timesheet through the Platform within 24 hours of shift completion
• Obtain Facility approval of the timesheet

Once the Facility approves the timesheet, the shift payment is included in your next scheduled pay run.

5.3 Timesheet Disputes

If there is a dispute regarding hours worked or timesheet approval, you must notify TalentGrid within 7 days of shift completion. We will investigate and work to resolve the dispute fairly. Payment may be delayed pending resolution of legitimate disputes.

5.4 Bank Account Details

You are responsible for providing accurate bank account details. TalentGrid is not liable for payment errors or delays caused by incorrect banking information. You must notify us immediately of any changes to your bank account details.

5.5 Payment Advice

A payment advice (remittance) will be available through your Platform account for each payment, showing:

• Shifts worked (dates, hours, rates)
• Gross earnings
• Platform Fee deduction
• Any other deductions
• Net payment amount
• YTD (year-to-date) totals

This payment advice is not a tax invoice. You are responsible for maintaining your own records for tax purposes.

5.6 Minimum Payment Threshold

There is no minimum payment threshold. All earnings will be paid in the scheduled pay run, regardless of amount.

5.7 Final Payment on Termination

Upon termination of your account, any outstanding payments will be processed in the next scheduled pay run, less any amounts owed to TalentGrid or Facilities.

6. Shift Commitments and Professional Conduct

6.1 Claiming Shifts

When claiming a shift, you represent that you:

• Meet all stated qualification and experience requirements
• Are available for the entire shift duration
• Have reviewed and accept the shift details, rate, and requirements
• Will arrive on time, prepared, and ready to work
• Have no scheduling conflicts or impediments to working the shift

6.2 Punctuality and Attendance

You must:

• Arrive at least 15 minutes before the scheduled shift start time
• Check in with the Facility supervisor or designated contact person upon arrival
• Work the full scheduled shift duration
• Not leave early without authorisation from the Facility and notification to TalentGrid

6.3 Professional Standards

You agree to:

• Provide competent, safe, and compassionate care in accordance with professional standards and codes of practice (including the Code of Conduct for Nurses and the Code of Health and Disability Services Consumers' Rights)
• Follow the Facility's policies, procedures, and reasonable directions
• Maintain professional boundaries with patients, residents, families, and staff
• Dress appropriately and maintain professional appearance (uniform, name badge, etc.)
• Communicate effectively and respectfully with Facility staff, patients, and families
• Participate in handover, team meetings, and required documentation
• Escalate concerns, incidents, or unsafe situations immediately to Facility management and TalentGrid

6.4 Fitness for Duty

You must not work under the influence of alcohol, drugs (including prescription medications that may impair performance), or while suffering from illness or fatigue that could compromise patient safety or your ability to perform your duties. If you are unfit for duty, you must notify the Facility and TalentGrid immediately and not commence or continue the shift.

6.5 Compliance with Laws and Regulations

You must comply with all applicable laws and regulations, including:

• Health and Safety at Work Act 2015. As a PCBU (Person Conducting a Business or Undertaking) under this Act, you must take reasonable care for your own health and safety, ensure your acts or omissions do not adversely affect others, and immediately report any unsafe conditions to both the Facility and TalentGrid.
• Privacy Act 2020 and Health Information Privacy Code 2020
• Code of Health and Disability Services Consumers' Rights
• Medicines Act 1981 and Medicines Regulations 1984
• Vulnerable Children Act 2014
• Health Practitioners Competence Assurance Act 2003
• Any applicable professional codes and standards

6.6 Prohibited Conduct

You must not:

• Engage in professional misconduct, neglect, or boundary violations
• Breach patient/resident confidentiality or privacy
• Discriminate, harass, or abuse patients, residents, families, or staff
• Remove or use Facility property without authorisation
• Use your mobile phone inappropriately during shifts (except for break times or emergencies)
• Take photos or recordings in the Facility without authorisation
• Accept gifts, money, or benefits from patients, residents, or families (other than small tokens of appreciation in line with professional guidelines)

7. Cancellations and No-Shows

7.1 Cancellation Policy

Once a shift is confirmed, it becomes a binding commitment. Cancellations have serious implications for Facilities, patients, and the TalentGrid community. The following cancellation policy applies:

7.2 Emergency Cancellations

In cases of genuine emergency (serious illness, family emergency, accident, etc.), cancellation fees may be waived at TalentGrid's discretion. You must:

• Notify TalentGrid and the Facility as soon as possible
• Provide supporting documentation (medical certificate, police report, etc.) within 48 hours
• Cooperate with TalentGrid's investigation

7.3 Cancellation Process

To cancel a confirmed shift, you must cancel through the Platform immediately. The cancellation timestamp is recorded and determines which cancellation policy applies. Do not assume a shift is cancelled until you receive confirmation through the Platform.

7.4 Shift Abandonment

Leaving a shift early without authorisation or failing to complete a shift is considered shift abandonment and may be treated as a no-show. You will not be paid for the shift and may face account suspension or termination.

7.5 Repeated Violations

TalentGrid tracks cancellations and no-shows. A pattern of unreliable behaviour (e.g., 3 or more late cancellations or any no-shows within a 3-month period) may result in account suspension or permanent termination, regardless of whether individual cancellations were penalised.

8. Ratings and Reviews

8.1 Facility Ratings of Contractors

After each shift, Facilities may rate and review your performance. Ratings consider factors such as punctuality, professionalism, competence, communication, and adherence to policies. These ratings are visible to other Facilities and contribute to your overall reputation score on the Platform.

8.2 Contractor Ratings of Facilities

You may also rate and review Facilities after each shift. Your feedback helps other Contractors make informed decisions and encourages Facilities to maintain high standards. Ratings should consider factors such as working environment, support, organisation, and treatment of staff.

8.3 Impact on Account Standing

Consistent low ratings (e.g., average rating below 3.5 out of 5) may result in:

• Reduced visibility in shift searches
• Loss of access to premium or high-demand shifts
• Account review and potential termination
• Requirement to complete additional training or remediation

8.4 Disputing Ratings

If you believe a rating is unfair, inaccurate, or based on discriminatory factors, you may contact TalentGrid to request a review. We will investigate and may remove or adjust the rating if it violates our standards. However, we do not remove ratings simply because you disagree with them.

8.5 Professional Development

View ratings and reviews as opportunities for professional growth. TalentGrid may offer support, coaching, or resources to help you improve your performance and ratings.

9. Introduction and Placement Arrangements

9.1 12-Month Placement Period

We invest heavily in sourcing, verifying, and connecting you with quality Facilities. While we do not unreasonably restrict your right to work, you acknowledge that if you accept direct employment or engagement with a Facility (outside the Platform) within 12 months of your last shift at that Facility, the Facility will be liable for an Introduction and Placement Fee, unless:

• You had a pre-existing, documented employment relationship with the Facility prior to using the Platform
• TalentGrid has provided prior written consent

9.2 Purpose and Rationale

This restriction protects TalentGrid's business interests and ensures fair compensation for connecting you with Facilities. It does not prevent you from seeking other employment or working through other agencies. It only restricts direct engagement with Facilities you connected with specifically through TalentGrid.

9.3 Your Obligations

You agree to:

• Promptly notify TalentGrid if a Facility makes an offer of direct engagement during the placement period
• Inform Facilities of this arrangement if they approach you
• Direct Facilities to contact TalentGrid regarding the placement fee process

9.4 Breach and Consequences

Failing to notify TalentGrid of direct employment offers or colluding with a Facility to circumvent the Platform is a material breach of this Agreement. TalentGrid may pursue remedies including:

• Immediate account termination
• Legal action to recover the lost placement fee and associated legal costs
• Reporting to professional bodies (if applicable and appropriate)

For the avoidance of doubt, any outstanding payments for shifts already worked will be paid in accordance with Section 5, and TalentGrid will not withhold earned payments as a penalty for breach.

10. Insurance and Liability

10.1 Professional Indemnity Insurance

You must maintain current professional indemnity insurance throughout your engagement with TalentGrid, with minimum coverage of:

• Registered Nurses: NZD $1,000,000 per claim
• Enrolled Nurses: NZD $1,000,000 per claim
• Caregivers & Healthcare Assistants: NZD $500,000 per claim (or as otherwise specified)

Proof of current insurance must be uploaded to the Platform annually. Your account will be suspended if insurance lapses.

10.2 ACC Coverage

As a self-employed contractor, you are responsible for registering with ACC and paying the appropriate levies for self-employed persons. You should ensure your ACC CoverPlus or CoverPlus Extra policy provides adequate income protection in the event of injury.

10.3 Personal Liability

You are personally liable for your own acts and omissions during shifts, including any negligence, errors, or breaches of duty. While the Accident Compensation Corporation (ACC) covers most personal injury claims in New Zealand, you remain fully liable for any property damage, financial loss, regulatory fines, defense costs, or exemplary damages arising from your acts or omissions. Your professional indemnity insurance is your primary source of coverage. TalentGrid and Facilities are not liable for your professional conduct, subject to applicable law.

10.4 Facility Liability

Facilities are responsible for maintaining safe working environments and appropriate insurance coverage for their operations. However, you remain responsible for your own actions and professional conduct.

10.5 TalentGrid Liability

TalentGrid's liability is limited as set out in the Terms of Service. TalentGrid is not liable for injuries, damages, or losses arising from your work at Facilities, disputes with Facilities or patients, or your professional conduct.

10.6 Indemnification

You agree to indemnify and hold harmless TalentGrid from any claims, liabilities, damages, costs, or expenses (including legal fees) arising from:

• Your gross negligence, wilful misconduct, or reckless acts or omissions during shifts
• Your breach of professional standards or applicable laws
• Your provision of false or misleading information
• Your breach of this Agreement or the Terms of Service

This indemnification does not apply to the extent that any claim, liability, or damage is caused or contributed to by TalentGrid's own negligence, fraud, or wilful misconduct.

11. Tax Obligations and Compliance

11.1 Independent Contractor Tax Status

You acknowledge that as an independent contractor, you are responsible for all tax obligations associated with your earnings, including:

• Income tax on all earnings from TalentGrid and other sources
• Filing annual income tax returns with the Inland Revenue Department (IRD)
• Paying provisional tax if your residual income tax exceeds $5,000
• Registering for GST if your annual income exceeds $60,000 (or voluntarily at lower income levels)
• Charging and remitting GST on invoices if registered

11.2 No PAYE Withholding

TalentGrid does not withhold PAYE tax from your payments. You receive gross payment (less the Platform Fee) and must set aside funds to meet your tax obligations. We recommend setting aside at least 25-30% of your earnings for income tax and ACC levies.

11.3 IRD Number

You must provide a valid IRD number during registration. TalentGrid may report your earnings to the IRD as required by the Tax Administration Act 1994.

11.4 GST Registration

If you are GST-registered, you must:

• Provide your GST number to TalentGrid
• Notify TalentGrid of your GST registration so your invoices can be processed correctly — shift rates shown on the Platform are exclusive of GST, and GST will be added to your invoices where applicable
• Issue tax invoices as required (TalentGrid can generate these on your behalf)
• File GST returns and remit GST to the IRD

You may be able to claim GST input credits on business expenses, including the Platform Fee (on which GST is charged where applicable — a tax invoice will be available through your Platform account).

11.5 ACC Levies

As a self-employed person, you must pay ACC levies based on your earnings. You can choose between:

• CoverPlus: ACC calculates your levy based on your actual earnings from the previous year
• CoverPlus Extra: You choose your level of cover, which determines your levy and the weekly compensation you would receive if injured

ACC levies are tax-deductible. Contact ACC or visit acc.co.nz for more information.

11.6 Record Keeping

You must maintain accurate records of all income and expenses for at least 7 years, as required by the Tax Administration Act 1994. Your TalentGrid account provides access to payment history and summaries, but you are responsible for maintaining your own comprehensive records.

11.7 Tax Advice

TalentGrid does not provide tax advice. You should consult a qualified accountant or tax advisor regarding your tax obligations, deductions, GST registration, and tax planning. Consider engaging an accountant experienced with self-employed healthcare professionals.

11.8 Annual Tax Summary

TalentGrid will provide an annual earnings summary at the end of each tax year (31 March) showing your total gross earnings, Platform Fees deducted, and net payments received. This summary is for your convenience only and is not a replacement for your own record-keeping obligations.

11.9 Tax Compliance Requirement

You warrant that you will comply with all tax obligations. Failure to comply with tax laws is a breach of this Agreement and may result in account suspension or termination.

12. Confidentiality and Privacy

12.1 Patient and Resident Privacy

You must maintain strict confidentiality of all patient and resident information accessed during shifts, in accordance with the Privacy Act 2020, the Health Information Privacy Code 2020, and the Code of Health and Disability Services Consumers' Rights. You must not:

• Disclose patient/resident information to unauthorised persons
• Discuss patient/resident information in public or on social media
• Access patient/resident records beyond what is necessary for your duties
• Remove or photograph patient/resident records or information

12.2 Facility Confidential Information

You may access confidential information about Facilities, including policies, procedures, staffing arrangements, and business operations. You agree to maintain this information in confidence and not disclose it to third parties or use it for any purpose other than performing your shifts.

12.3 TalentGrid Confidential Information

You agree to maintain the confidentiality of TalentGrid's proprietary information, including Platform technology, algorithms, pricing structures, and business processes.

12.4 Your Privacy

TalentGrid's collection, use, and disclosure of your personal information is governed by our Privacy Policy. By agreeing to this Agreement, you consent to the handling of your information as described in the Privacy Policy.

12.5 Survival

Your confidentiality obligations survive termination of this Agreement indefinitely (or for the period required by law, whichever is longer).

13. Termination

13.1 Termination by Contractor

You may terminate this Agreement and close your account at any time by providing written notice to TalentGrid. You must complete or cancel all confirmed shifts before termination. Outstanding payments will be processed according to the standard payment schedule.

13.2 Termination by TalentGrid

TalentGrid may suspend or terminate your account immediately, without prior notice, for:

• Breach of this Agreement, the Terms of Service, or any applicable policies
• Expired, suspended, or invalid credentials
• Lapsed professional indemnity insurance
• No-shows, repeated late cancellations, or unreliable behaviour
• Poor performance ratings or professional misconduct
• Fraud, misrepresentation, or providing false information
• Breach of confidentiality or privacy obligations
• Violation of professional standards or applicable laws
• Conduct that poses a risk to patient safety, other Users, or TalentGrid's reputation

13.3 Effect of Termination

Upon termination:

• Your access to the Platform immediately ceases
• You must complete or cancel all confirmed shifts
• Outstanding payments will be processed in the next pay run, less any amounts owed
• The Introduction and Placement Arrangements continue in full force for the 12-month period from your last shift
• Confidentiality obligations continue indefinitely
• TalentGrid may retain certain information as described in the Privacy Policy

13.4 No Refunds

Platform Fees paid prior to termination are non-refundable.

13.5 Re-application

If your account is terminated by TalentGrid for cause, you may not re-apply without TalentGrid's prior written consent. Circumventing termination by creating a new account is prohibited and may result in permanent ban and legal action.

14. Dispute Resolution

Any disputes arising from this Agreement shall be resolved in accordance with the dispute resolution process set out in Section 19 of the Terms of Service, which includes good faith negotiation, mediation, and (if necessary) court proceedings in New Zealand.

15. General Provisions

15.1 Entire Agreement

This Agreement, together with the Terms of Service and Privacy Policy, constitutes the entire agreement between you and TalentGrid regarding your engagement as a Contractor and supersedes all prior agreements and understandings.

15.2 Changes to Agreement

TalentGrid may modify this Agreement with at least 14 days' notice for material changes. Your continued use of the Platform after the effective date constitutes acceptance of the changes.

15.3 Governing Law

This Agreement is governed by the laws of New Zealand. You submit to the exclusive jurisdiction of the courts of New Zealand.

15.4 Severability

If any provision is found invalid or unenforceable, the remaining provisions continue in full force and effect.

15.5 Independent Legal Advice

You acknowledge that TalentGrid has recommended that you obtain independent legal and financial advice before agreeing to this Agreement, or that you have had the opportunity to do so.

15.6 Acknowledgement of Independent Contractor Status

You acknowledge and agree that you have carefully read Section 2 (Nature of Relationship) and understand that you are an independent contractor, not an employee, and that you will not be entitled to employment benefits or protections under the Employment Relations Act 2000.

16. Contact Information

If you have any questions, concerns, or inquiries regarding this Contractor Agreement, please contact us:

We aim to respond to all contractor enquiries within 2 business days.

Related Documents

This Agreement should be read in conjunction with:

• Terms of Service
• Privacy Policy
• Cookie Policy
• Acceptable Use Policy