This document forms part of Acre’s Terms of Business for Recruitment Services provided in Europe.
These terms superseded our previous terms of business in January 2016. You can view a copy of those here.
For our UK terms, please click here. To discuss terms for North America, please contact email@example.com
Up to €39,999
€40,000 to €74,999
€75,000 and above
These fees are payable on the acceptance date of the successful Candidate.
Retained Assignment, payable in three equal instalments:
Retainer fee: 1/3rd payable on acceptance of terms of the search assignment by the Client
Shortlist fee: 1/3rd payable on presentation of a suitable shortlist
Completion fee: 1/3rd payable on the start date of the Engagement
Retainer and shortlist fees are non-refundable.
Fixed Term Placement (pro rata as per contract duration)
Length of Fixed Term and Placement Fee %
9 months plus
Up to €39,999
€40,000 to €74,999
€75,000 and above
These fees are payable on the acceptance date of the successful Candidate and are non-refundable.
Interim Assignment Fees
Our Assignment Fees shall be inclusive of; (i) the Contractor’s rate which shall include any applicable taxes, national insurance contributions, other statutory payments or benefits; and (ii) our margin calculated on the Contractor’s rate.
Our margin is 25%.
The fees are invoicable upon receipt by Acre of an approved timesheet and are non-refundable
Should an Interim Assignment become permanent, our Introduction Fee shall apply.
(a) 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 Company 80% of the anticipated fee.
(b) Where the Company has been retained, and the Client decides for any reason to cancel or postpone the vacancy, and if the Company by that time has already spent time in relation to the search, the Client shall pay the Company a cancellation fee of 80% of the total anticipated fee, less retainers already paid, to compensate for the search work performed. This payment becomes immediately due upon cancellation of assignment.
These fees will be priced on a case by case basis and will be payable in line with our Payment Terms.
For fees in relation to Acre Frameworks, please refer to the Acre Frameworks Terms and Conditions.
Candidate Ownership Period
Acre will be entitled to a fee for 12 months following the introduction of the candidate or the termination or expiration of an assignment whichever happens later in time.
An Introduction means the provision of information to you by us, whether in writing, orally or by referral, which identifies a permanent candidate or specialist consultant (collectively known as a Candidate) whether sent speculatively or following your request. An Introduction is confidential to you and the information should not be forwarded to a third party without our consent.
An Engagement means any Placement, Assignment, engagement, employment, retention or use of a Candidate’s services introduced by Acre, directly or indirectly by you or any third party to whom they have been introduced by you, on a permanent or temporary basis, for any period of time, including through any other agency or supplier.
Our definition of Annual Remuneration is the first year’s gross annual remuneration payable to or receivable by the Candidate for services rendered to the Client including basic salary, bonuses (short- and long-term incentive plans) and the provision of a car (valued at €10,000) or car allowance.
If you choose to make an Engagement other than through us within the twelve months following our Introduction or the termination of an Interim Assignment, then you agree to pay us a fee (Introduction Fee). You should get in touch to notify us of the Engagement. The Introduction Fee shall be 30% of the Candidate’s known or estimated Annual Remuneration for a permanent placement with you or in the case of a temporary assignment 25% of the Candidate’s anticipated annual charge rate (grossed up) plus VAT. If we cannot reasonably ascertain the Introduction Fee, then we shall levy a flat fee of €25,000 plus VAT.
Terms of Business for Recruitment Services
(1) The “Company”: Acre Resources Bv, a company incorporated in the Netherlands under CoC No. 77904109 whose registered office is at Strawinskylaan
4117, 1077ZX Amsterdam; and
(2) The “Client”: as defined at Clause 15 and outlined in “Assignment Schedule” if applicable.
1. THE AGREEMENT
1.1. In this Agreement:
o 1.1.1. unless the context otherwise requires, references to the singular include the plural and references to the masculine include the feminine and vice versa;
o 1.1.2. a reference to a statute or a provision of a statute is a reference to that statute or provision as amended or re-enacted at the relevant time.
1.2. This Agreement is a framework agreement, the terms of which shall apply to any Introduction made, Placement and each Interim Assignment Schedule agreed between the parties.
1.3. In this Agreement:
o 1.3.1. the headings contained in this Agreement are for convenience only and do not affect their interpretation;
o 1.3.2. all agreements on the part of any of the parties to this Agreement which comprise more than one person or entity shall be joint and several;
o 1.3.3. if any terms herein conflict with any terms in the schedules or the Overview of Key Terms, then the Overview of Key Terms and then the schedules shall take precedence, and the terms in the Interim Assignment Schedule shall prevail in the event of conflict between terms in the schedules.
o 1.3.4. Definitions are listed at Clause 15 and in the Overview of Key Terms.
2. THE CONTRACT
2.1. This Agreement comprises the Overview of Key Terms, this agreement and its schedules. This Agreement constitutes the entire agreement between the Company and the Client and shall prevail over any terms of business or purchase conditions (or similar) proposed by the Client. These terms and conditions supersede all previous terms of business issued by the Company.
2.2. These terms shall be deemed to be accepted by the Client by virtue of an Introduction to the Client and shall apply to each and any Engagement, Placement or Interim Assignment. For the avoidance of doubt, acceptance of these Terms can be demonstrated by an Introduction, an Engagement, a Placement, signature of the terms and/or a timesheet or Service Confirmation, by passing on of information about a Candidate to a third party or by conduct and these terms shall apply whether or not the Candidate is Engaged by the Client for the same type of work as that for which the Introduction was originally effected.
2.3. No variation or alteration to this Agreement shall be valid unless the details of such variation are agreed between a Director of the Company 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.
2.4. The Client undertakes to comply with all obligations, duties and regulations (whether statutory or otherwise) arising from, directly or indirectly connected with a Placement or Interim Assignment Services and shall assist the Company in complying likewise.
2.5. The Client is responsible for ensuring that its Candidates have the right to work and leave to remain in the country in which the services are physically undertaken. The Client is responsible for the arrangement of medical examinations and/or investigations into the medical history of a Candidate and any other requirements, qualifications or permissions required by any laws of the country in which the Candidate is Engaged to work whether in a Placement or on Interim Assignment Services.
2.6. In the event that a Candidate has been introduced to the Client by other agencies or identified by the Client in any other way then the Company may support its Introduction and right to claim a Permanent Fee, Assignment Fee or Introduction Fee by providing a Confirmation of Representation signed by the Candidate expressing his/her wishes to be represented by the Company. It is agreed by the parties that this document shall be used as the predominant evidence for identifying the correct party which made the Introduction leading to the relevant Engagement.
3. CLIENT ACKNOWLEDGEMENTS FOR PERMANENT, RETAINED AND FIXED TERM PLACEMENTS
3.1 The Company endeavours to ensure the suitability of any Candidate introduced to the Client: by obtaining confirmation of the Candidate’s identity, reviewing that the Candidate has the experience, training, qualifications and any authorisation which the Client considers necessary or which may be required by law or by any professional body and checking that the Candidate is willing to work in the position which the Client seeks to fill.
3.2 Notwithstanding Clause 3.1, the Client undertakes to satisfy itself as to the suitability of the Candidate and the Client shall take up any references provided by the Candidate to it or the Company before engaging such Candidate.
3.3 To enable the Company to comply with its obligations, the Client undertakes to provide to the Company: details of the position which the Client seeks to fill, including the type of work that the Candidate would be required to do, the location and hours of work, the experience, training, qualifications and any authorisation which the Client considers necessary or which are required by law or any professional body for the Candidate to possess in order to work in the position and any risks to health or safety known to the Client and what steps the Client has taken to prevent or control such risks. In addition, the Client shall provide: details of the date the Client requires the Candidate 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 notice that the Candidate would be entitled to give and receive to terminate the employment with the Client.
3.4 The Client agrees;
o 3.4.1. To notify the Company immediately of any offer of an Engagement which it makes to a Candidate.
o 3.4.2 To notify the Company immediately that its offer of an Engagement to a Candidate has been accepted and to provide details of the Remuneration to a Candidate.
4. CLIENT ACKNOWLEDGEMENTS FOR INTERIM ASSIGNMENTS
4.1. The Company shall seek to ensure that the Contractor is suitably skilled to deliver the Interim Assignment Services with reasonable skill and care and in this regard has made reasonable enquiries of the Candidate concerning suitability and technical competence. The Company does not test the Contractor’s technical skills and it is for the Client to satisfy itself as to the Contractor’s overall capacity to fulfil the Assignment when interviewing the Contractor and/or during the first week of the Assignment. The Company will accept no responsibility for information relating to the Contractor. The Contractor should be treated as having opted out of the Conduct Regulations unless the Client is notified otherwise.
4.2. Nothing in the Agreement shall serve to create any employer/employee relationship or principal/agent relationship between the Client and the Company; or the Contractor, the Candidate(s) and the Client.
5.1. The Fees are set out in the Overview of Key Terms attached. The Fees are payable within 21 days of date of issue.
5.2. The Company reserves the right to charge interest on invoiced amounts unpaid by the due date at the rate of 8% calculated on a daily basis until date of receipt of payment. If there is a statutory entitlement to charge interest at a higher rate than the contractual rate, then the Company reserves the right to levy interest at the higher statutory rate from the due date.
5.3. The Client agrees to pay the Fees plus applicable sales tax.
5.4. Without prejudice to the Company’s termination rights, in the event of late payment of any invoice it shall have the right to immediately suspend performance of this Agreement, including all Interim Assignments and prospective Placements until such time as the Client pays all invoices due to the Company together with providing such security, whether financial or otherwise, as the Company reasonably considers necessary to secure its position in respect of future Fees. The Company may assign to a third party the right to render invoices and receive payment.
5.5. All invoices will be deemed to be accepted in full by the Client in accordance with the payment terms stated unless the Client notifies the Company in writing within five days of receipt of any dispute and the reason for dispute. In the event the Client does so notify the Company that it wishes to dispute part of an invoice, the Client shall pay the undisputed part of the invoice within the agreed payment terms and shall co-operate fully with the Company in order to resolve the dispute as quickly as possible.
5.6. The Client will indemnify the Company from and against any and all loss, damage, cost or expenses (including legal expenses) which the Company may incur as a failure of the Client to pay the Company’s account on time or in taking steps to effect recovery of sums due from the Client.
5.7. In order to qualify for a fee rebate, the Client must notify the Company in writing of the termination of the Engagement within 7 days of its termination. The Client must have paid the Agency’s invoice within 21 days of issue to qualify for a refund. If the Engagement terminates before the expiry of 8 weeks from the commencement of the Engagement (except where the Candidate is made redundant, is terminated for no reasonable cause by the Client or is terminated for reasonable cause by the Candidate) the fee will be refunded in accordance with the Permanent Placement Rebate Period set out in the Overview of Key Terms.
6. DATA PROTECTION
The Client shall observe the provisions of all relevant data protection laws and regulations and consents to the Company processing relevant personal data connected to its employment business services, including receipt of relevant marketing, and exporting and/or processing personal data outside of the European Economic Area, which shall include storage of the personal data.
7. INTELLECTUAL PROPERTY RIGHTS
The parties agree that all Intellectual Property in all the documents produced by or on behalf of the Contractor in connection with or relating to an Interim Assignment and/or placement shall vest in and belong to the Client. The Company shall seek to procure, by contracting with the Contractor on the same terms as stated herein, that the Contractor irrevocably assigns to the Client all present and future rights with full title guarantee throughout the world, free from all encumbrance, save such rights as may be expressly owned or retained by the Contractor and set out in an Interim Assignment Schedule.
Both parties shall use reasonable endeavours to ensure that they shall at all times keep confidential (and take reasonable steps to procure that their Contractors, workers, suppliers, contractors, employees and agents shall keep confidential) and shall not at any time for any reason disclose, publish or permit to be disclosed to any person, or published, or otherwise make use of, or permit to be made use of, any Confidential Information.
9. INTRODUCTION AND OWNERSHIP
9.1 Should the Client, within the Candidate Ownership Period (12 months), wish to Engage the services of the Contractor and/or the Candidate(s) other than through the Company then it shall pay the appropriate Introduction Fee.
9.2 Should any associated company of the Client, an end client, any client of the Client or any other third party to whom the Client has introduced the Contractor and/or the Candidate(s), within the Candidate Ownership Period Engage the services of the Contractor and/or the Candidate(s) other than through the Company then the Client shall pay the appropriate Introduction Fee.
9.3 This Clause shall survive the termination of the Agreement for the respective Candidate Ownership Period.
10. LIABILITY AND INSURANCES
10.1 The Company 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 an Introduction of or Engagement of any Candidate by the Client or from failure of the Company to introduce any Candidate.
10.2. The Company’s total liability under this Agreement shall in all circumstances be limited to three (3) times the Fees levied under an Interim Assignment in respect of which the liability allegedly accrues.
10.3. The Company shall not be liable for any Losses arising out of any special, indirect, consequential damages or any loss of profit, business, revenue, goodwill or anticipated saving of the Client or any third party.
10.4. For the avoidance of doubt, the Company does not exclude liability under this Agreement for its own gross negligence or default, death or personal injury arising from its own negligence or for any other loss that it is not permitted to exclude by relevant law.
10.5. The Client shall indemnify and keep indemnified the Company against any costs, claims, damages, expenses or liabilities incurred by the Company arising out of any non-compliance with and/or as a result of any breach of this Agreement by the Client, including such liability for taxes and NICs the Company may incur under the Intermediaries Legislation or any other legislation enacted in the United Kingdom if the Client is reasonably believed to have exercised supervision, direction and/or control over a Candidate.
10.6. The Company confirms that it has the following insurances in place: Public Liability, Employers Liability and Professional Indemnity Insurance. The Company shall upon request provide the Client with evidence of cover.
All Notices which are required to be given in accordance with this Agreement shall be in writing and may be delivered personally or by first class prepaid post to the registered office of the party upon whom the Notice is to be served or any other address that the party has notified the other party in writing, by e-mail or facsimile transmission. Any such Notice shall be deemed to have been served: if by hand when delivered, if by first class post 48 hours following posting and if by e-mail or facsimile transmission, when that e-mail or facsimile is sent or 9 a.m. the following business day of the sender if sent out of business hours.
12.1. If any of the provisions of this Agreement shall be determined by any competent authority to be unenforceable to any extent, such provision shall, to that extent, be severed from the remaining provisions, which shall continue to be valid to the fullest extent permitted by applicable laws.
12.2. Except as expressly provided in this Agreement a person who is not a party to this Agreement shall have no rights to enforce any term of this Agreement.
12.3. The Company may at any time assign, transfer, charge, subcontract or deal in any other manner with any or all of its rights or obligations under this Agreement. The Client may do likewise with the Company’s consent, not to be unreasonably withheld.
12.4. Neither party shall be liable to the other or be deemed to be in breach of this Agreement by reason of any delay in relation to the Services, if the delay or failure is due to Force Majeure.
12.5. No failure or delay by either party in exercising any of its rights under this Agreement shall be deemed to be a waiver of that right, and no waiver by either party of a breach of any provision of this Agreement shall be deemed to be a waiver of any subsequent breach of the same or any other provision.
12.6. Clauses 6, 7,8,9,10 and 13 shall survive the termination of this Agreement.
13. BRIBERY AND CORRUPTION
13.1. The Client shall:
o 13.1.1. comply with all applicable laws, statutes, regulations, codes and guidance relating to anti-bribery and anti-corruption (Anti Bribery Laws) which shall include compliance with the Anti Bribery Laws of the United Kingdom and not do, or omit to do, any act that will cause the Company to be in breach of the Anti Bribery Laws;
o 13.1.2. not offer, give or agree to give to any Contractor, Candidate, employee or representative of the Company any gift or other consideration which could act or reasonably be perceived to act as an inducement or a reward for any act or failure to act connected to the performance of this Agreement; and
o 13.1.3. promptly report to the Company any request or demand for a facilitation payment, financial or other advantage of any kind received by it, the Contractor and/or the Candidate in connection with the performance of this Agreement or any other circumstances which mean they can no longer comply with the terms of this Clause.
14. LAW AND JURISDICTION
This Agreement is governed by the law of England & Wales and is subject to the exclusive jurisdiction of the Courts of England & Wales.
In the Agreement the following definitions apply, unless the context otherwise requires:
“Agreement” means, the agreement between the Company and the Client, incorporating the terms and conditions contained herein, its schedules, the Overview of Key Terms, and timesheets/Service Confirmations;
“AWR” means, the Agency Workers Regulations 2010;
“Candidate” means, the person(s) introduced to the Client;
“Client” means, person, firm or corporate body named as a party and to whom the Candidate is introduced by the Company and shall include any subsidiary, holding, associated or affiliated company of the Client;
“Confidential Information” means information in whatever form (including without limitation, in written, oral, visual or electronic form or on any magnetic or optical disk or memory stick and wherever located) in respect of the Company, the Client and its end clients, relating to their business methods, plans, systems, finances or projects, training and development and research or development projects, their trade secrets, the identity and business affairs of their customers and clients, potential customers and clients, the provision of products or services to which they attach confidentiality or in respect of which they hold an obligation to a third party which comes to either parties’ attention or possession and which is regarded or could reasonably be regarded as confidential, whether or not any such tangible information is marked ‘confidential;’
“Conduct Regulations” means, the Conduct of Employment Agencies and Employment Business Regulations 2003;
“Contractor” means, the person, firm or corporate body introduced to the Client by the Company to carry out an Interim Assignment and save where otherwise indicated, includes the Candidate(s) and any third party to whom the provision of the Assignment is sub-contracted with the prior approval of the Client;
“Documents” means, but is not limited to, inventions, discoveries, improvements, promotions, formulae, designs, models, prototypes, programs, sketches, drawings, manuals, Source Codes and plans;
“Engagement” means, any Placement, Assignment, engagement, employment, retention or use of a Candidate or the Contractor’s services directly or indirectly by the Client or by any third party to whom they have been introduced by the Client on a permanent or temporary basis which shall include under an employment contract, contract for services, agency, licence, franchise or partnership arrangement, or via any other supplier and “Engage”, “Engages” and “Engaged” shall be construed accordingly;
“Fees” means, the fees payable by the Client to the Company as set out in the Overview of Key Terms and an Interim Assignment Schedule;
“Force Majeure” means acts, events, omissions, or accidents beyond a party’s reasonable control, including strikes or other industrial disputes, failure of a utility service or transport network, act of God, war, riot, civil commotion, malicious damage, breakdown of equipment, fire, flood or storm;
“Intellectual Property” means, any intellectual property or other proprietary rights including but not limited to copyright, confidential information, patents, design rights and trademarks, any application or renewal for any of the foregoing, rights in goodwill, any right in respect of technical or commercial information including but not limited to rights in computer software, database rights, know how rights and any other forms of protection in each case whether registered or unregistered and equivalent rights which may now or in the future subsist in any part of the world;
“Interim Assignment Fees” means, the Fees as notified to the Client at the commencement of an Assignment and which may be varied by the Company from time to time during an Assignment. The fees include any travel, hotel or other disbursements as may have been pre-agreed with the Client and set out in an Interim Assignment Schedule or, if there is no such agreement, such expenses as are reasonable;
“Interim Assignment Services” means, all or any part of the work or services performed by the Contractor as set out in an Interim Assignment Schedule hereto or otherwise performed from time to time pursuant to this Agreement and shall include “Services” and “Assignment”.
“Intermediaries Legislation” means, the amendments to the Income Tax (Earnings and Pensions) Act 2003 and the Social Security (Categorisation of Earners) Regulations 1978 enacted in the Finance Bill 2014 and National Insurance Contributions Act 2014;
“Placement” means, the direct engagement of a Candidate by the Client following an Introduction, whether on a permanent basis or fixed term basis;
Precedent Interim Assignment Schedule
1. VERIFICATION OF THE INTERIM ASSIGNMENT SERVICES
1.1. Prior to the commencement of an Assignment the Company will send to the Client an Assignment Confirmation email setting out the following information:
o 1.1.1. the identity of the Contractor and Candidate supplied by the Company to carry out the Assignment;
o 1.1.2. the Fees;
o 1.1.3. any agreed expenses; and
o 1.1.4. the length of notice that the Client would be entitled to give and receive to terminate the Assignment (where applicable).
1.2. At the end of each standard hours period of the Assignment, as outlined in an Interim Assignment Schedule, (or at the end of the Assignment where the Assignment is for a period of less than 1 week or is completed or finished before the end of a week) the Client shall verify the execution of the Interim Assignment Services by approval of a timesheet via Acre’s ETZ platform.
1.3. Such verification shall constitute acceptance by the Client that the Interim Assignment Services have been provided satisfactorily and in accordance with this Agreement. Failure to sign a timesheet or Service Confirmation does not affect the Client’s obligation to pay the Fees in respect of time worked. In the event of a dispute the Client shall cooperate fully and in a timely fashion with the Company to enable the Company to establish what hours, if any, were worked by the Candidate.
1.4. The Company will require the Contractor to warrant under contract that appropriate taxes and social costs will be paid in respect of an Assignment. However, the Company takes no legal liability for the performance by the Contractor of its legal obligations.
1.5. The Client acknowledges that the Contractor will supply a Candidate to deliver the Interim Assignment Services and where the Candidate is unable to provide any part of the Interim Assignment Services for whatever reason the Contractor shall be entitled to replace the Candidate or sub-contract the performance of the Services provided that the Company and the Client are reasonably satisfied that the replacement Candidate has the required skills and qualifications.
1.6. The Client acknowledges that the Company does not supervise, direct or control the Contractor’s work activities on the Client’s site and it is for the Client to oversee the quality of the Contractor’s services, its satisfactory performance and to secure a safe, appropriate working environment. Where the Assignment Services are undertaken at the Client’s site, the Company will seek to procure under contract that the Contractor should comply with any reasonable requirements
relating to working hours, health and safety, and any other operational requirements in relation to the Client’s site as are made known to the Contractor.
1.7. The Client must take steps to ensure that the Candidate is treated as an independent contractor and should not be given employee style instructions or privileges or be treated as under the Client’s supervision, direction and/ or control.
2. INTERIM ASSIGNMENT FEES
2.1. The Interim Assignment Fees are issued as per the timesheet frequency detailed in the Interim Assignment schedule. The Company reserves the right to vary the Interim Assignment Fees agreed with the Client, by giving written notice to the Client, in order to comply with any additional liability imposed by statute or other legal requirements or entitlement including the AWR.
2.2. Interim Assignment Fees are set out in the relevant Interim Assignment Schedule. The Client must approve timesheets on the ETZ system. The Company relies on the fact that the Client has approved them when making payment to the Contractor. The Client shall assist the Company if it needs to verify the fees. The Client
shall retain one copy of each timesheet or Service Authorisation for its own records.
2.3 An authorised signatory of the Client must approve all expenses before they are incurred and provide confirmation of such approval via the ETZ system. The Client may reimburse the Company’s expenses directly. The Client shall retain copies of all expense receipts submitted.
2.4 Under no circumstances should the Client discuss with the Contractor the rates charged by the Company to the Client.
2.5 Should the AWR apply to an Interim Assignment, then if the Candidate is unable to complete an Assignment on health and safety grounds by reason of the Candidate’s pregnancy the Client will pay the Company the full Fees due to the Company in respect of the remainder of the Assignment unless and to the extent that the Company offers the Candidate suitable alternative work in accordance with the AWR, if applicable.
2.6 Should the AWR apply to an Interim Assignment, then the Client will comply with its obligations under Regulations 12 and 13, providing such accurate, current, information as the Company requires to comply with the AWR and/or to deal with any claim brought under it and notify the Company in writing of any claim under the AWR which comes to its notice as soon as possible.
3. TERMINATION OF AN INTERIM CONTRACTOR
3.1. Either party may terminate an Interim Assignment by giving to the other party in writing the period of notice specified in the relevant Interim Assignment Schedule.
3.2. Notwithstanding the provisions of sub-clause 3.1, the Client may terminate an Interim Assignment forthwith in writing if it provides satisfactory evidence of cause in writing to the Company where:
o 3.2.1. the Company and/or Contractor commits any breach of this Agreement and, in the case of a breach which is non-material and capable of remedy, fails to remedy it within 10 working days of receiving written notice giving full particulars of the breach and requiring the same to be remedied;
o 3.2.2. the Client reasonably believes that the Company and/or Contractor has seriously breached any conditions of confidentiality made known to it from time to time in respect of the Confidential Information;
o 3.2.3. the Contractor is suspected of any fraud, dishonesty or serious misconduct
3.3. The Company may terminate this Agreement forthwith by notice in writing and claim all monies due, including un-invoiced work performed under all Assignments including work in progress unsupported by signed timesheets or Service Confirmations if:
o 3.3.1. the Client is in wilful or persistent breach of its obligations under this Agreement and where the breach is capable of being remedied, fails to remedy the breach within 10 working days of receiving written notice from the Company to do so; or
o 3.3.2. the Client fails to pay any amount which is due to the Company in full and on the date that the payment falls due;
o 3.3.3. the Client is dissolved, ceases to conduct all or substantially all of its business, is or becomes unable to pay its debts as they fall due, goes into liquidation or a receiver, administrative receiver, or someone of similar office be appointed to the Client or any part of its assets or undertakings;
o 3.3.4. an order is made for the winding up of the Client, or where the Client passes a resolution for its winding up (other than for the purpose of a solvent company reorganisation or amalgamation where the resulting entity will assume all the obligations of the other party under this Agreement); or
o 3.3.5. where the Client is an individual, the Client is incapacitated, or as a result of illness or incapacity becomes incapable of managing his or her own affairs, or is the subject of a bankruptcy petition or order.
3.4. Should the Conduct Regulation apply to an Assignment then the Ownership period shall be as set out in the Conduct Regulations, not as defined as the Ownership Period in this Agreement. The Client may elect, by giving 28 written days’ notice, to an extended period of hire (Extended Period of Hire) of 52 weeks, rather than payment of an Introduction Fee. Should the Extended Period of Hire terminate prior to its expiry or the Candidate refuse or be unable to continue to perform the Services, then the Company reserves the right to charge an appropriate Introduction Fee as an alternative.
3.5. Whilst reasonable efforts are made by the Company to ensure an Interim Assignment will be delivered to a reasonable standard of skill and in accordance with an Interim Assignment Schedule, no liability is accepted by the Company for any loss, expense, damage, costs or delay (Losses) arising from the failure to provide a Contractor for completion of the Assignment whether by Contractor early termination or otherwise, or from the negligence, dishonesty, misconduct or lack of skill of the Contractor. The Contractor does not work under the supervision or control of the Company.
The signing of this Interim Assignment Schedule confirms acceptance of the Company’s CURRENT Terms of Business for Recruitment Services and Overview
of Key Terms.
Any variations to the Terms and Conditions of Business will be applied to a signed terms & conditions document where they are agreed. These may also be confirmed in writing by the Company via letter or email.
To discuss our Terms & Conditions or recieve a copy to sign, please get in touch with Harco Leertouwer, Managing Director, at firstname.lastname@example.org.