TERMS OF BUSINESS FOR THE SUPPLY OF TEMPORARY STAFF SERVICES
1. DEFINITIONS
1.1. In these Terms of Business the following definitions apply:-
“Assignment” means the period during which the Temporary Worker is supplied to render services to the Client;
“Client” means the person, firm or corporate body together with any subsidiary or associated company as defined by the Companies Act 1985 to whom the Temporary Worker is supplied;
“The Employment Business” means polkadotfrog Limited of 1 St Mary’s Court, Main Street, Hardwick, Cambridge, CB23 7QS
“Engagement” means any employment or use of the Temporary Worker on a permanent or temporary basis, whether under a contract of service or for services; an agency, license, franchise or partnership arrangement; or any other engagement; directly or through a limited company of which he is an officer or employee
“Temporary Worker” means the individual whose services are supplied by the Employment Business to the Client.
“Transfer Fee” means the fee payable in accordance with clause 8.1 (b) below and Regulation 10 of the Conduct of Employment Agencies and Employment Business Regulations 2003.
“Introduction fee” means the fee payable in accordance with clause 8.2 (b) below and Regulation 10 of the Conduct of Employment Agencies and Employment Business Regulations 2003.
“Introduction” means (i) the Client’s interview of a Temporary Worker in person or by telephone, following the Client’s instruction to the Employment Business to search for a Temporary Worker; or (ii) the passing to the Client of a curriculum vitae or other information which identifies the Temporary Worker; and which leads to an Engagement of that Temporary Worker by the Client.
“Remuneration” means base annual salary.
1.2. Unless the context otherwise requires, references to the singular include the plural and references to the masculine include the feminine and vice versa.
1.3. The headings contained in these Terms are for convenience only and do not affect their interpretation.
2. THE CONTRACT
2.1. These Terms constitute the contract between the Employment Business and the Client for the supply of the Temporary Worker’s services by the Employment Business to the Client and are deemed to be accepted by the Client by virtue of its request for, interview with or Engagement of the Temporary Worker or the passing of any information about the Temporary Worker to any third party following an Introduction.
2.2. No variation or alteration to these Terms shall be valid unless approved by a director of the Employment Business in writing.
2.3. These Terms contain the entire agreement between the parties and unless otherwise agreed in writing by a director of the Employment Business, these Terms prevail over any terms of business or purchase conditions put forward by the Client.
3. ADVERTISING
By signing these Terms, you, the Client, agree to the Agency advertising any vacancies within their corporate advertisements unless and until you expressly withdraw that consent.
4. CHARGES
4.1. The Client agrees to pay the hourly charges of the Employment Business as notified at the commencement of the Assignment and as may be varied from time to time during the Assignment. The charges are calculated according to the number of hours worked by the Temporary Worker (to the nearest quarter hour). The charges are comprised mainly of the Temporary Worker’s remuneration but also include the Employment Business’ commission, employer’s national insurance contributions and any travel, hotel or other expenses as may have been agreed with the Client or, if there is no such agreement, such expenses as are reasonable. VAT is payable on the entirety of these charges.
4.2. The charges are invoiced to the Client on a weekly basis and are payable within 7 days. The Company reserves the right to charge interest on any overdue amounts at the rate of 2% per annum above the base rate from time to time of Bank of England from the due date until the date of payment.
4.3. There are no rebates payable in respect of the charges of the Employment Business.
5. INFORMATION TO BE PROVIDED
5.1. When making an Introduction of a Temporary Worker the Employment Business will inform the Client of the identity of the Temporary Worker, that the Temporary Worker has the necessary or required experience, training and qualifications.
5.2. Information will not need to be provided where the Temporary Worker is being introduced for an Assignment in the same position as the one that the Temporary Worker had previously been supplied to the Client and such information as in clause 5.1.
6. TIME SHEETS
6.1. At the end of each week of an Assignment (or at the end of the Assignment where it is for a period of one week or less or is completed before the end of a week) the Client shall sign the Employment Business’ time sheet verifying the number of hours worked by the Temporary Worker during that week.
6.2. Signature of the time sheet by the Client indicates satisfaction with the services provided by the Temporary Worker and confirmation of the number of hours worked. Failure to sign the time sheet does not absolve the Client’s obligation to pay the charges in respect of the hours worked.
6.3. If the Client disputes the hours claimed, the Client shall inform the Employment Business as soon as is reasonably practicable and shall cooperate fully and in a timely fashion with the Employment Business to enable the Employment Business to establish what hours, if any, were worked by the Temporary Worker.
7. REMUNERATION
7.1. The Employment Business assumes responsibility for payment of the Temporary Worker’s and where appropriate, for the deduction and payment of National Insurance Contributions and PAYE Income Tax applicable to the Temporary Worker pursuant to sections 44-47 of the Income Tax (Earnings and Pensions) Act 2003..
8. INTRODUCTION FEES
8.1. In the event of the Engagement by the Client of a Temporary Worker supplied by the Employment Business either (i) directly of (ii) pursuant to being supplied by another employment business, within either:
• The duration of the Assignment; or
• 14 weeks from the start of the first Assignment (the first Assignment being each new assignment where there has been a break of more than 42 days (6 weeks) since the end of the previous Assignment); or
• 8 weeks from the day after the last day the Temporary Worker worked on the Assignment
The Client shall be liable, subject to electing upon giving 7 days notice to either:
(a) an extended period of hire calculated in proportion to the number of weeks the Temporary Worker has been supplied to the Client prior to the notice date in accordance with the accompanying schedule of extended hire periods set out below, during which the Client shall pay the charges agreed pursuant to clause 4.1 above for each hour the Temporary Worker is so employed or supplied.
(b) A Transfer Fee calculated as follows:
Remuneration
Up to £14,999 14%
£15,000 - £24,999 17%
£ 25,000 and above 20%
Where the actual amount of Remuneration is not known, the hourly charges agreed pursuant to clause 4.1 multiplied by 200 times the hourly charge less any discount applicable calculated in accordance with the accompanying schedule of Transfer Fee discounts. No refund of the Transfer Fee will be paid In the event that the Engagement subsequently terminates. VAT is payable in addition to any fee due.
Schedules
SCHEDULE OF EXTENDED HIRE PERIODS
Number of weeks the Temporary Worker has been supplied to the Client in the week prior to the notice period 0-6 weeks 7-12 weeks 13-18 weeks 19-26 weeks 27 plus weeks
Extended hire period (in weeks) 26 weeks 20 weeks 14 weeks 8 weeks 4 weeks
DISCOUNTED TRANSFER FEE
Number of weeks the Temporary Worker has been supplied to the Client in the week prior to the notice 0-6 weeks 7-12 weeks 13-18 weeks 19-26 weeks 27 plus weeks
Discount applicable to the Transfer fee (as set out in clause 7.1 (b)) 0% 10% 15% 20% 25%
8.2. In the event that there is an Introduction of a Temporary Worker to a Client which does not result in the supply of that Temporary Worker by the Employment Business to the Client, but which leads to an Engagement by the Client of the Temporary Worker either directly or pursuant to being supplied by another employment business within 6 months the Client shall be liable, subject to electing upon 7 days notice, to either:
(a) A period of hire of the Temporary Worker being 26 weeks during which the Employment Business shall be entitled to the charges agreed pursuant to clause 4.1 above for each hour the Temporary Worker is so employed or Supplied; or
(b) A Transfer Fee calculated in accordance with clause 8.1(b);
(c) If the actual amount of the remuneration is not known, the hourly charge referred to in clause 4.1 multiplied by 200 times the hourly charge. No refund of the Introduction Fee will be paid in the event that the Engagement subsequently terminates.
8.3. In the event that the Temporary Worker is introduced by the Client to a third party which results in the Engagement of the Temporary Worker by the third party within the Relevant Period the Client shall be liable to pay a Transfer Fee as shown in 8.2 (b). Where the Remuneration is not known, the hourly charges referred to in clause 4.1 multiplied by 200 times the hourly charge shall apply. No refund of the introduction fee will be paid in the event that the Engagement subsequently terminates.
8.4. VAT is payable in addition to any fee due.
9. LIABILITY
9.1. Whilst every effort is made by the Employment Business to give satisfaction to the Client by ensuring reasonable standards of skills, integrity and reliability from Temporary Workers and further to provide them in accordance with the Client’s booking details, the Employment Business is not liable for any loss, expense, damage or delay arising from any failure to provide any Temporary Worker for all or part of the period of booking or from the negligence, dishonesty, misconduct or lack of skill of the Temporary Worker. For the avoidance of doubt, the Employment Business does not exclude liability for death or personal injury arising from its own negligence.
9.2. Temporary Workers supplied by the Employment Business are engaged under contracts for services. They are not the employees of the Employment Business but are deemed to be under the supervision, direction and control of the Client from the time they report to take up duties and for the duration of the Assignment. The Client agrees to be responsible for all acts, errors or omissions of the Temporary Worker, whether wilful, negligent or otherwise as though he was on the payroll of the Client. The Client will also comply in all respects with all statutes including, for the avoidance of doubt, the Working Time Regulations, Health and Safety At Work Act etc, by-laws, codes of practice and legal requirements to which the Client is ordinarily subject in respect of the Client’s own staff (excluding the matters specifically mentioned in Clause 7 above), including in particular the provision of adequate Employer’s and Public Liability Insurance cover for the Temporary Worker during all Assignments.
9.3. The Client shall advise the Employment Business of any special health and safety matters about which the Employment Business is required to inform the Temporary Worker. The Client will assist the Employment Business in complying with the Employment Business’ duties under the Working Time Regulations by supplying any relevant information about the Assignment requested by the Employment Business and the Client will not do anything to cause the Employment Business to be in breach of its obligations under these Regulations. Where the Client requires or may require the services of a Temporary Worker for more than 48 hours in any week, the Client must notify the Employment Business of this requirement before the commencement of that week.
9.4. The Client undertakes that it knows of know reason why it would be detrimental to the interests of the Temporary Worker for the Temporary Worker to fill the Assignment.
9.5. The Client shall indemnify and keep indemnified the Employment Business against any costs, claims or liabilities incurred by the Employment Business arising out of any Assignment or arising out of any non-compliance with clause 9.2 and 9.3 and/or as a result of any breach of these Terms by the Client.
10. TERMINATION
10.1 The Client undertakes to supervise the Temporary Worker sufficiently to ensure the Client’s satisfaction with the Temporary Worker’s standards of workmanship. If the Client reasonably considers that the services of the Temporary Worker are unsatisfactory, the Client may terminate the Assignment either by instructing the Temporary Worker to leave the Assignment immediately, or by directing the Employment Business to remove the Temporary Worker. The Employment Business may in such circumstances reduce or cancel the charges for the time worked by that Temporary Worker, provided that the Assignment terminates: -
a) within four hours of the Temporary Worker commencing the Assignment where the booking is for more than seven hours; or
b) within two hours for bookings of seven hours or less;
and also provided that notification of the unsuitability of the Temporary Worker is confirmed in writing to the Employment Business within 48 hours of the termination of the Assignment.
10.2 Any of the Client, the Employment Business or the Temporary Worker may terminate an Assignment at any time without prior notice and without liability.
10.3 The Client shall notify the Employment Business immediately and without delay and in any event within 2 hours if the Temporary Worker fails to attend work or notifies the Client that he is unable to attend work for any reason.
11. LAW
11.1 These Terms are governed by the law of England & Wales and are subject to the exclusive jurisdiction of the Courts of England & Wales.
Agreed by ……………………………………………………………………. Signature…………………………………………….
(Name Printed)
For and on behalf of …………………………………………………… Position………………………………………………..
Date……………………………………………….
.............................................................................................................................................................................................................................
TERMS OF BUSINESS FOR THE INTRODUCTION OF PERMANENT STAFF
1. DEFINITIONS
1.1. In these Terms of Business the following definitions apply:
“Applicant” means the person introduced by the Agency to the Client for an Engagement including any members of the Agency’s own staff;
“Client” means the person, firm or corporate body together with any subsidiary or associated Company as defined by the Companies Act 1985 to whom the Applicant is introduced;
“Agency” means polkadotfrog Limited of 1 St Mary’s Court, Main Street,
Hardwick, Cambridge, CB23 7QS;
“Engagement” means the engagement, employment or use of the Applicant by the Client or any third party on a permanent or temporary basis, whether under a contract of service or for services; under an agency, licence, franchise or partnership agreement; or any other engagement; directly or through a limited company of which he is an officer or employee
“Introduction” means (i) the Client’s interview of an Applicant in person or by telephone, following the Client’s instruction to the Agency to search for an Applicant; or (ii) the passing to the Client of a curriculum vitæ or other information which identifies the Applicant; and which leads to an Engagement of that Applicant by the Client;
“Remuneration” means base annual salary.
1.2. Unless the context requires otherwise, references to the singular include the plural and references to the masculine include the feminine and vice versa.
1.3. The headings contained in these Terms of Business are for convenience only and do not affect their interpretation.
2. THE CONTRACT
2.1. These Terms of Business are deemed to be accepted by the Client by virtue of an Introduction to, or the Engagement of an Applicant or the passing of any information about the Applicant to any third party following an Introduction..
2.2. These terms constitute the entire agreement between the parties and unless otherwise agreed in writing by a director of the Agency, these Terms of Business shall prevail over any other terms of business or purchase conditions put forward by the Client.
2.3. No variation or alteration of these Terms of Business shall be valid unless approved in writing by the directors of the Agency. These Terms of Business prevail over any other terms of business or purchase conditions put forward by the Client.
3. ADVERTISING
3.1. By signing these Terms, you, the Client, agree to the Agency advertising any vacancies within their corporate advertisements unless and until you expressly withdraw that consent.
4. NOTIFICATION AND FEES
4.1. The Client agrees:
a) to notify the Agency immediately of any offer of an Engagement which it makes to the Applicant;
b) to notify the Agency immediately that its offer of an Engagement to the Applicant has been accepted and to provide details of the Remuneration to the Agency; and
c) to pay the Agency’s fee within 14 days of the date of invoice.
4.2. Except in the circumstances set out in clause 5.1 below, no fee is incurred by the Client until the Applicant commences the Engagement when the Agency will render an invoice to the Client for its fees.
4.3. The Agency reserves the right to charge interest on invoiced amounts unpaid for more than 14 days at the rate of 2% per annum above the base rate from time to time of Bank of England from the due date until the date of actual payment.
4.4. The fee payable to the Agency by the Client for an Introduction resulting in an Engagement is listed below as a percentage of the Remuneration applicable during the first 12 months of the Engagement. VAT will be charged on the fee if applicable.
Remuneration
Up to £14,999 14%
£15,000 - £24,999 17%
£25,000 and above 20%
4.5. In the event that the Engagement is for a fixed term of less than 12 months, the fee in clause 4.4 will apply pro-rata (subject to a minimum fee of £500). If the Engagement is extended beyond the initial fixed term or if the Client re-engages the Applicant within 3 months of the termination of the first Engagement the Client shall be liable to pay a further fee based on the additional Remuneration applicable for the period of Engagement following the initial fixed term up to the termination of the second Engagement or the first anniversary of its commencement, whichever is the sooner.
4.6. If the Client subsequently engages or re-engages the Applicant within the period of six calendar months from the date of termination of the Engagement or withdrawal of the offer, a full fee calculated in accordance with 4.4 above becomes payable.
5. REFUNDS
5.1. In order to qualify for the following refund, the Client must pay the Agency’s fee within 14 days of the date of invoice and must notify the Agency in writing of the termination of the Engagement within 7 days of its termination.
5.2. If the Engagement terminates before the expiry of 12 weeks from the commencement of the Engagement (except where the Applicant is made redundant) the fee will be refunded in accordance with the Scale of Refund as listed below:
Up to 4 weeks 75%
4 - 8 weeks 50%
8 – 12 weeks 25%
5.3. In the circumstances that clause 4.6 applies the full fee stated in 4.4 is payable and there shall be no entitlement to a refund.
5.4. There will be no refund where the Applicant leaves during or after the 13th week of the Engagement.
5.5. Should the Client or any subsidiary or associated Agency of the Client subsequently engage or re-engage the Applicant within the period of 6 calendar months from the date of termination of the Engagement or withdrawal of the offer, a full fee calculated in accordance with clause 4.4 above becomes payable, with no entitlement to the refund.
6. CANCELLATION FEE
6.1. If, after an offer of Engagement has been made to the Applicant, the Client decides for any reason to withdraw it, the Client shall be liable to pay the Agency a minimum fee of 5% of the annual Remuneration.
7. INTRODUCTIONS
7.1. Introductions of Applicants are confidential. The disclosure by the Client to a third party of any details regarding an Applicant introduced by the Agency which results in an Engagement with that third party within 6 months of the Introduction renders the Client liable to payment of the Agency’s fee as set out in clause 4.4 with no entitlement to any refund.
7.2. An introduction fee calculated in accordance with clause 4.4 will be charged in relation to any Applicant engaged as a consequence of or resulting from an introduction by or through the Agency, whether direct or indirect, within 6 months from the date of the Agency’s Introduction.
7.3. Where the amount of the actual Remuneration charge is not known the Agency will charge a fee calculated in accordance with clause 4.4 on the minimum level of remuneration applicable for the position in which the Applicant has been engaged with regard to any information supplied to the Agency by the Client and/or comparable positions in the market generally for such positions.
7.4. In the event that any employee of the Agency with whom the Client has had personal dealings accepts an Engagement with the Client within 6 months of leaving the Agency’s employment, the Client shall be liable to pay an introduction fee to the Agency in accordance with clause 4.4.
8. SUITABILITY AND REFERENCES
8.1. The Agency endeavours to ensure the suitability of any Applicant introduced to the Client by confirmation of the Applicant’s identity; that the Applicant has the experience, training, qualifications which the Client considers necessary; and that the Applicant is willing to work in the position which the Client seeks to fill.
8.2. The Agency endeavours to take all such steps as are reasonably practicable to ensure that it would not be detrimental to the interests of either the Client or the Applicant for the Applicant to work in the position which the Client seeks to fill.
8.3. Notwithstanding clauses 8.1 and 8.2 the Client shall satisfy itself as to the suitability of the Applicant and the Client shall take up any references provided by the Applicant to it or the Agency before engaging such Applicant. The Client is responsible for obtaining work and other permits if required, for the arrangement of medical examinations and/or investigations into the medical history of any Applicant, and satisfying any medical and other requirements or qualifications required by law of the country in which the Applicant is engaged to work.
8.4. To enable the Agency to comply with its obligations under clauses 8.1 and 8.2 above, the Client undertakes to provide to the Agency details of the position which the Client seeks to fill, including the type of work that the Applicant would be required to do; the location and hours of work; the experience, qualifications and experience and any risks to health or safety known to the Client. In addition the Client shall provide details of the date the Client requires the Applicant to commence, the duration or likely duration of the work; the minimum rate of remuneration, expenses and any other benefits that would be offered; the intervals of payment of remuneration and the length of the notice that the Applicant would be entitled to give and receive to terminate the employment with the Client.
9. LIABILITY
9.1. The Agency shall not be liable under any circumstances for any loss, expense, damage, delay, costs or compensation (whether direct, indirect or consequential) which may be suffered or incurred by the Client arising from or in any way connected with the Agency seeking an Applicant for the Client or from the Introduction to or Engagement of any Applicant by the Client or from the failure of the Agency to introduce any Applicant. For the avoidance of doubt, the Agency does not exclude liability for death or personal injury arising from its own negligence.
10. LAW
10.1. These Terms are governed by the law of England & Wales and are subject to the exclusive jurisdiction of the Courts of England & Wales.
Agreed by ……………………………………………………………………. Signature…………………………………………….
(Name Printed)
For and on behalf of …………………………………………………… Position………………………………………………..
Date……………………………………………….