The use by the client of any CV (or the details therein) provided by Stanation T/A H-Seventeen, or the employment or engagement (or any offer as such) in any capacity, of any candidate introduced by Stanation T/A H-Seventeen will constitute acceptance by the client of the Terms and Conditions.
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 Agency as defined by the Companies Act 1985 to whom the Applicant is introduced
“Agency” means Stanation T/A H-Seventeen
“Engagement” means the engagement, employment or use of the Applicant by the Client on a permanent or temporary basis, whether under a contract of service or for services; under an agency, license, franchise or partnership agreement; or any other engagement; directly or through a limited company of which the Applicant is an officer or employee
“Introduction” means 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 the passing to the Client of a curriculum vitae or other information which identifies the Applicant and which leads to an engagement of that 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 Agency 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. Where a company car is provided by the Client, a notional amount of £6000 will be added to the salary in order to calculate the Agency’s fee
1.2 In these terms references to the singular include the plural and references to the masculine include the feminine and vice versa.
1.3 Headings contained in these Terms are for convenience only and do not affect their interpretation.
2.1 These Terms constitute the contract between the Agency and the Client and 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 contain the entire agreement between the parties and unless otherwise agreed in writing by a director of the Agency, these Terms of Business prevail over any other terms of business or purchase conditions put forward by the Client.
2.3 No variation or alteration to these Terms shall be valid unless the details of such variation are agreed between the Agency and the Client and are set out in writing and a copy of the varied terms is given to the Client stating the date on or after which such varied terms shall apply.
3.1 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.
3.2 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.
3.3 The Agency reserves the right to charge interest on invoiced amounts unpaid for more than 7 days at the rate of 4% per annum above the base rate from time to time of Barclays Bank plc from the due date until the date of actual payment.
3.4 The fee payable to the Agency by the Client for an introduction resulting in an Engagement is calculated in accordance with the Fee Structure listed in clause 11 on the Remuneration applicable during the first 12 months of the Engagement. VAT will be charged on the fee if applicable.
3.5 In the event that the Engagement is for a fixed term of less than 12 months, the fee in clause 3.4 will apply pro-rata. If the Engagement is extended beyond the initial fixed term or if the Client re-engages the Applicant within 12 calendar months from the date of 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 sooner.
3.6 If the Client subsequently engages or re-engages the Applicant within the period of 12 calendar months from the date of termination of the Engagement or withdrawal of the offer, a full fee calculated in accordance with clause 3.4 above becomes payable.
5.1 If, after any 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 10% of the Remuneration.
5.2 If Interviews are arranged with applicants for the client but there is no placement, a fee of 5% of annual renumeration will be charged to cover the agencies costs.
6.1 Client agrees to provide written notice to the agency within 3 working days where it receives details of a Candidate from the agency which it has already received from (a) another company; or (b) a person; or (c) the Candidate; or (d) any other source including (without limitation) from social media, job boards or advertisements placed by Client. Client further agrees that if no such notice is given by Client to the agency then in the event of an Engagement of the Candidate by Client, howsoever arising, Client agrees to pay the agency fee.
6.2 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 12 months of the introduction renders the Client liable to payment of the Agency’s fee as set out in clause 3.4 above with no entitlement to any refund.
6.3 An introduction fee calculated in accordance with clause 3.4 above 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 12 months from the date of the Agency’s introduction.
6.4 Where the amount of the actual Remuneration is not known the Agency will charge a fee calculated in accordance with clause 3.4 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.
6.5 In the event that any employee of the Agency with whom the Client has had personal dealings accepts an engagement with the client within 12 months of leaving the Agency’s employment, the Client shall be liable to pay an introduction fee to the Agency in accordance with clause 3.4.
7.1 If a Candidate or a third party provides details (whether in the form of academic or professional qualifications, professional background, experience or the like) relating to the Candidate, the agency provides no warranty or representation as to the accuracy of such information and will not be liable to the Client for any loss (including direct loss, indirect or consequential loss, loss of profit, loss of anticipated revenue, loss of reputation or regulatory fines) or damage, nor shall the agency bear any responsibility for any Client legal costs and expenses associated with such matters, whether arising directly or indirectly, as a result of such inaccurate or misleading information and the Client acknowledges that it is their sole responsibility and obligation undertake its own investigations to verify any information provided in respect of that Candidate and ensure that the same is accurate and correct.
7.2 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 permits and/or such other permission to work as may be required, for the arrangement of medical examinations and/or investigations into the medical history of any Applicant, and satisfying any medical and other requirements, qualifications or permission required by law of the country in which the Applicant is engaged to work.
7.3 In order for the agency to find suitable Individuals, the Client shall provide the information set out in 8.1. Upon receipt of that information, the agency shall carry out background checks on the areas and to the extent set out in 8.2.
7.4 The Client acknowledges that the agency ability to check the information required in 8.2 is subject to the Client having provided the information in 8.1.
7.5 It is the agency policy to carry out all the checks in 8.2 prior to the Introduction. However, if the Client requests an interview or engagement of an Individual prior to receiving such information from the agency, it shall be the sole responsibility of the Client to ensure suitability, and the agency shall be in no way liable or responsible for any incomplete or inaccurate information in the areas set out in 8.2.
The Client shall provide the agency with the following information about the role to determine suitability:
• Full legal name of Client (if it is a subsidiary or affiliate of the party signing this agreement);
• Job title
• Job description
• Location of work
• Hours of work
• Any relevant health and safety considerations
• Desired skill set (qualifications, training and experience)
The agency shall carry out checks on the Individual regarding the following:
• Suitability of the Individual in respect of the job description by checking the Individual’s CV
• That the Individual is willing to work on the role described in 8.1 through telephone and / or face-2-face interview
• Candidate happy to be submitted and represented by the agency to the client
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.
10.1 These Terms are governed by the law of England & Wales and are subject to the exclusive jurisdiction of the Courts of England & Wales.
The fees payable to the Agency by the Client are as follows:
17% of the annual remuneration unless agreed otherwise
Placement Fees are exclusive of any Value Added Tax which shall be charged by the agency at the prevailing rate.