TERMS OF BUSINESS

Inlign – Terms of Business for the Introduction of Permanent Staff to be Directly Employed by the Client

1. Definitions

1.1. In these Terms of Business the following definitions apply:-

“Applicant”-  means the person introduced by the Consultancy to the Client for an Engagement including any members of the Consultancy’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;

“Consultancy” - means Inlign of Antrobus House, 18 College Street, Petersfield, Hampshire, GU31 4AD;

“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 afore services; under an agency, licence, franchise or partnership agreement; or any other Engagement; 

“Introduction” - means (i) the Client’s interview of an Applicant in person or by telephone, following the Client’s instruction to the Consultancy to search for an Applicant; or (ii) the passing to the Client of a Curriculum Vitae or other information which identifies the Applicant; and which leads to an Engagement of the Applicant by the Client;

“Remuneration”- includes base salary or fees, guaranteed and/or anticipated bonus and commission earnings, allowances, inducement payments, the benefit of a company car and all other payments and taxable (and where applicable non-taxable) emoluments payable to or receivable by the Applicant for services rendered to or on behalf of the Client.

“Campaign” – This is the period during which the Consultancy will search for appropriate Applicants by whatever methods it deems appropriate and expeditious unless otherwise specifically instructed by the Client. 

1.2. Unless the contexts requires otherwise, references to the singular include the plural and references to the masculine include the feminine and visa 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 contain the entire agreement between the parties and unless otherwise agreed in writing by the principal of the Consultancy, these Terms of Business prevail over any other Terms of Business or purchase conditions put forward by the Client.

2.2. No variation or alterations of these Terms of Business shall be valid unless the details of such variation are agreed between the Agency and Client and are set in writing (not by email) and a copy of the varied terms is given to the client stating the date on or after which such varied terms shall apply.  

2.3. These Terms of Business shall be governed and construed in accordance with the laws of England and the parties hereby submit to exclusive jurisdiction of the Courts of England and Wales.

2.4. Complete acceptance of the Terms of Business are considered binding upon the Client.

3. Introduction 

3.1. The Client agrees to provide the Consultancy with sufficient information to enable the Consultancy to assess the suitability of each relevant Applicant for each Engagement.  In particular the Client agrees to provide the following information as a minimum:-

3.2. The identity of the Client it is proposed will engage the relevant Applicant must be identified in each Engagement to ascertain the business of any associated company of the Client.  

3.3. The date on which it is proposed the Engagement should commence, and duration or likely duration where applicable of the Engagement; details of the position to be filled, including the type of work the Applicant will undertake, the location where the Applicant will be required to undertake these duties and the hours the Applicant will be required to work.

3.4. Any risks to Health and Safety relevant to the Engagement, and what control mechanisms have been introduced by the Client to limit such risks.

3.5. The experience, training, qualifications and authorisation that are necessary or required by law or by any professional body for the relevant Applicant to undertake the position.

3.6. The minimum of rate of pay and other benefits to be offered in respect of the position and intervals in which they will be paid by the Client.

3.7. Confirmation of the notice period the successful Applicant will be expected to give and mutually receive to terminate the Engagement.  The Client agrees to provide all of the required information as set out in all clauses above under the heading Introduction in writing (not by email) in advance before the commencement of the Engagement. 

3.8. Contact with an associate of the Consultancy will only be allowed during the campaign.  After the campaign there shall be no contact between the Client and an associate of the Consultancy without the expressed written agreement by the Consultancy; in absence of which all future contact must be through the Consultancy directly. 

4. Employment / Remuneration 

4.1. The Consultancy shall make reasonable endeavours to ensure the suitability of the Applicant for the Engagement.  In addition the Client must satisfy itself as to the suitability of the Applicant for the relevant position.  In addition the Client will be responsible for confirming validity of any professional or academic qualifications and details of Work Permits or Medical History information as provided either by the Applicant or the Consultancy.  Failure to carry out such inspections will remain the responsibility of the Client and not the Consultancy.  

4.2. Whilst every effort is made to provide a reliable and professional service, no warranty or representation expressed or implied is given in respect of any candidate introduced or supplied.  It is the responsibility of the Client to satisfy himself as to the candidate’s suitability as detailed at 4.1.  The Consultancy shall not be liable for any loss, damage, cost or expense how so ever caused which the Client may suffer or for which the Client may become liable arising out of or in connection with any Applicants supplied or introduced to or Engaged by the Client or arising out of or in connection with any other services provided to the Client by the Consultancy.  

4.3. The Client agrees to notify the Consultancy in writing (not by email) of the acceptance by the relevant Applicant of Engagement with the detail of the Applicants gross remuneration package.

4.4. All Introduction fees and associated costs are payable within 14 days of the date of the invoice as rendered by the Consultancy to the Client.  The Consultancy reserve the right to charge interest at a rate of 2% per calendar month on all overdue invoices. 

4.5. The Introduction fee shall be based on a percentage of the Gross Remuneration payable to the relevant Applicant following the commencement of Engagement subject to a minimum fee of £2,000.00 plus VAT. 

4.6. “Gross Remuneration” for the purposes of the Agreement shall mean the Applicant’s first years equivalent annualised remuneration, including guaranteed payments, bonuses and car allowance.  “Gross Remuneration” is not subject to pro rata calculation.  Any car provided to the relevant Applicant will be assessed at market value with a minimum value of £2,000.00 which will be added to the salary in order to calculate the Agency’s fee.  

4.7. Where the Gross Remuneration is between £25,000.00 an £59,999.00 and Engagement fee of 25%. 

Where the Gross Remuneration is above £60,000.00 an Engagement fee of 30%

For the provision of a “Confidential Approach”, service fees can be provided in writing upon request. (please see definition “Campaign” above)

For the provision of an outsourced campaign / advertisement service fees can be provided in writing upon request. 

VAT will be charged in addition to the fee at the prevailing rate.  

4.8. If the relevant Applicant leaves the Client’s employment within 12 weeks of commencement for any reason other than through redundancy, constructive or unlawful dismissal, the Consultancy shall endeavour to find one suitable replacement at no extra cost to the Client excluding any other or alternative advertising costs and reasonable expenditure incurred in finding a replacement.  If the Agent is unable to find a suitable replacement the Client shall receive a credit against the fee paid as proportion of the Introduction fee. 

If the departure is less than 8 weeks following commencement 50%.

If the departure is 9 weeks or more but less than 12 weeks following commencement 25% of employment (if an Applicant is required to provide notice, the date of completion of notice is the departure date). 

4.9. No refund will be payable by the Consultancy to the Client if:-

The Client fails to notify the Agency of the departure within 7 days in writing (not by email).

The Client fails to pay to the Consultancy the Introduction fee in full within 14 days of the relevant invoice date.

4.10. Should the Client or any of its associated divisions or companies subsequently engage the Applicant again within 12 calendar months of their departure date a full Introduction fee will become payable regardless of any previous fee paid by the Client for the Applicant.  (Please see above definition for Engagement).

4.11. The Consultancy shall not be held liable to the Client for any actions relating to the Engagement of the Applicant how so ever caused or arising.

4.12. Should the Client consider a medical examination is required of the Applicant prior to Engagement then this shall be at the expense of the Client.  The Consultancy cannot accept responsibility for any medical condition which may prevent continued employment once the Applicant has been Engaged and terms of employment confirmed as detailed in the above paragraphs. 

5. Equal Opportunities

5.1. The Consultancy is committed to promoting equal employment opportunity for all employees, prospective employees and Applicant, regardless of ethnic origin, creed, sex, marital status or sexual orientation.  The Consultancy supports and adheres to the relevant guidelines issued by the Equal Opportunities Commission and Commissions for Racial Equality.  The Consultancy will not accept or comply with instructions from Clients which are in contravention of this policy.  

6. Liabilities

6.1. The Client shall indemnify and keep indemnified the Consultancy against any costs, claims or liabilities incurred directly or indirectly by the Consultancy arising out of any Engagement including but not restricted to:-

Any breach of this Agreement by the Client or; 

Any failure by the Consultancy to enforce at any particular time anyone or more of the terms of these Terms of Business shall not be deemed a waiver at any such rights or of the rights to subsequently enforce the terms of this Agreement;

The Consultancy 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 Consultancy 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 Consultancy to introduce any Applicant.  For the avoidance of doubt, the Consultancy does not exclude liability for death or personal injury arising from its own negligence.  

Regarding suitability of Candidates please refer to paragraph 4 above. 

7. Applicant/Client’s Satisfaction 

7.1. The Consultancy conducts periodic Client satisfaction audits and routine Applicant satisfaction audits.  These are to ensure that the service we are delivering is actually meeting the high quality standards that we set ourselves.  We actively encourage and welcome constructive criticism and suggestions as to how we can improve the quality and range of our services.  Additionally, should a Client be in any way dissatisfied with our service and bring the matter to our attention, we undertake to fully investigate the issue and endeavour to resolve it to the Client’s satisfaction. 

8. Applicant Interviews and Introduction

8.1. All Applicants are interviewed by the Consultancy prior to being presented to any Client.  In the unlikely event that it has not been possible to conduct a face to face interview with any given Candidate, the Client will be notified of this fact.  The Consultancy will not disclose details relating to any Applicant to a Client without first obtaining the Candidate’s expressed permission.

9. Introductions are Confidential, and details of Applicants shall not be passed on to other Employees

9.1. Should a Client pass on details of an Applicant introduced by the Consultancy to a third party, resulting in an Engagement, the liability for the Consultancy’s fee remains with the original Client to whom the Introduction was made.  Terms of remuneration are as detailed above at paragraph 4. 

We agree to these Terms of Business.

Signed…………………………………………. 

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Print Name

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Date……………………………………………