Temporary Workers are engaged by Oakleaf Partnership Ltd (Employment Business), under a contract for services.
“Assignment” means the period during which Temporary Worker is engaged on a temporary basis to provide Services;
“AWR” means the Agency Workers Regulations 2010 (as amended);
“Temporary Worker” means the worker named in the Assignment Schedule who is supplied to Client by Employment Business to provide services.
(a) that the suitability of the work offered will be determined solely by Employment Business;
(b) that Employment Business will not incur any liability to Temporary Worker should it not be able to offer any suitable Assignments;
(c) that no contract will exist between Temporary Worker and Employment Business during periods when Temporary Worker is not working on an Assignment; and
(d)s/he is not obliged to accept any Assignment offered by Employment Business.
(a) s/he has the experience, training, qualifications and any authorisation which Client considers are necessary, or which are required by law or by any professional body for Temporary Worker to possess in order to perform the Services and will promptly provide evidence of such upon request from Employment Business;
(b) s/he has disclosed in full the details, duration (including any breaks or absences) of any temporary assignments previously undertaken by Temporary Worker for the benefit of Client;
(c) s/he is willing to undertake the work with Client;
(d) all information and statements provided, whether oral or written, by him/her in relation to the Assignment including (but not limited to) in respect of clause 4.3.1 and 4.3.2 and above are true and accurate;
(e) the Services will be performed with a high degree of professional skill and care;
(f) s/he is not prevented by any other agreement, arrangement, restriction (including, without limitation, a restriction in favour of any employment business, or client, or any other company) or any other reason, from carrying out their full obligations under this Agreement;
(g) s/he possesses valid and subsisting leave to enter, live, work and remain lawfully in the UK for the duration of the Assignment and is not (in relation to such leave) subject to any conditions which may preclude or have an adverse effect on the provision of the services;
(h) s/he does not possess any criminal convictions that may reasonably affect the decision of Employment Business or Client to offer any Assignment under this Agreement; and
(i) s/he has not relied on any representations by Employment Business or Client made prior this Agreement, other than as set out under this Agreement.
Oakleaf Partnership Ltd
a company incorporated in England and Wales under company number 5396257 and whose registered office is at is C/o Ward Goodman, 4 Cedar Park, Cobham Road, Ferndown Industrial Estate
Wimborne, Dorset, BH21 7SF (“the Employment Agency”);
Standard Terms of Business
Introduction of Candidates to Clients for Permanent Employment and Fixed Term Contracts
In these Terms,
“Client” means the person, firm or corporate body to whom the Employment Agency Introduces a Candidate;
“Candidate” means the person Introduced by the
Employment Agency to the Client for an Engagement including, but not limited to, any officer or employee of the Candidate if the Candidate is a limited company, any member or employee of the Candidate if the Candidate is a limited liability partnership, and members of the Employment Agency’s own staff;
“Conduct Regulations” means the Conduct of
Employment Agencies and Employment
Businesses Regulations 2003 (as amended);
“Data Controller” means -
“Data Protection Legislation” means all applicable laws and regulations, as amended or updated from time to time, in the United Kingdom relating to data protection, the processing of personal data and privacy, including without limitation,(a) the Data Protection Act 1998; (b) (with effect from 25 May 2018) the General Data Protection Regulation (EU) 2016/679; (c) the Privacy and Electronic Communications (EC Directive) Regulations 2003 (as may be amended by the proposed Regulation on Privacy and Electronic Communications); and (d) any legislation that replaces or converts into United Kingdom law the General Data Protection Regulation (EU) 2016/679, the proposed Regulation on Privacy and Electronic Communications or any other law relating to data protection, the processing of personal data and privacy resulting from the United Kingdom leaving the European Union;
“Employment Agency” means Oakleaf Partnership Limited (the supplier).
“Engagement” means the engagement, employment or use of the Candidate by the Client or by any Third Party to whom or to which the Candidate was Introduced by the Client (whether with or without the Employment Agency’s knowledge or consent) on a permanent or temporary basis, whether under a contract of service or for services; under an agency, license, franchise or partnership agreement; or through any other engagement directly or through a limited company of which the Candidate is an officer or employee or through a limited liability partnership of which the Candidate is a member or employee; or indirectly through another company and “Engages” and “Engaged” will be construed accordingly;
“Introduction” means -
(a) the interview of a Candidate in person or by telephone; or
(b) the passing of a curriculum vitæ or information about the Candidate.
The time of the Introduction shall be taken to be the earlier of (a) and (b) above; and “Introduced” and “Introduces” shall be construed accordingly;
“Personal Data” means as set out in, and will be interpreted in accordance with Data Protection Legislation;
“Personal Data Breach” means the accidental
or unlawful destruction, loss, alteration, unauthorised disclosure of, or access to, Personal Data transmitted, stored or otherwise Processed in connection with these Terms or which relates to any Candidate;
“Process” means as set out in, and will be
interpreted in accordance with Data Protection
Legislation and “Processed” and “Processing” will
be construed accordingly;
"Regulations” means the Conduct of Employment Agencies and Employment Businesses Regulations 2003; and references to a particular Regulation are references contained therein;
“Remuneration” includes base salary or fees, guaranteed and/or anticipated bonus and commission earnings, allowances, inducement payments, shift allowances, location weighting, the benefit of a company car and all other payments or emoluments payable to or receivable by the
Candidate for services rendered to or on behalf of the Client. Where the Client provides a company car, a notional amount of £5000 will be added to the salary in order to calculate the Employment Agency’s fee;
“Terms” means these Terms of Business as further defined with clause 2;
“Third Party” means any company or person who is not the Client. For the avoidance of doubt, subsidiary and associated companies of the Client (as defined by s. 1159 of the Companies Act 2006 and s.416 of the Income and Corporation Taxes Act 1988 respectively) are included in this definition.
“Vacancy” means a specific role/s, work or position that Client requests Employment Agency to submit person for consideration for such role/s work or position.
2.1 These Terms constitute the entire agreement between the Employment Agency and the Client in relation to the subject matter hereof and are deemed to be accepted by the Client and to apply by virtue of
(a) an Introduction to the Client of, or the Engagement by the Client of, a Candidate or
(b) the passing of information about the Candidate by the Client to any Third Party or
(c) the Client’s interview or request to interview a Candidate or
(d) the Client’s signature at the end of these Terms or
(e) any other written expressed acceptance of these Terms. For the avoidance of doubt, these Terms 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 affected.
2.2 The Terms supersede all previous agreements between the parties in relation to the subject matter hereof.
2.3 These Terms prevail over any other terms of business or purchase conditions put forward by the Client.
2.4 The Client authorises the Employment Agency to act on its behalf in seeking Candidates and, if the Client so requests, shall advertise for such Candidates through such methods as are agreed with the Client.
2.5 For the purposes of these terms, the Employment Agency acts as an employment agency as defined within the Regulations.
3.1 The Employment Agency shall use reasonable endeavours to introduce one or more suitable Candidates to meet the requirements of the Client for any particular vacancy. The Employment Agency cannot guarantee to find a suitable Candidate for each vacancy. Without prejudice to clause 3.2 below, the Employment Agency shall use reasonable endeavours to ascertain that the information provided by the Employment Agency to the Client in respect of the Candidate is accurate.
3.2 The Employment Agency accepts no responsibility in respect of matters outside its knowledge and the Client must satisfy itself as to the suitability of the Candidate.
4.1 The Client shall satisfy itself as to the suitability of the Candidate. 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 Candidate, and satisfying other requirements, qualifications or permission required by law of the country in which the Candidate is engaged to work.
4.2 To enable the Employment Agency to comply with its obligations under clause 3 the Client undertakes to provide to the Employment Agency 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.
4.3 The Client shall provide details of the date the Client requires the Candidate to commence work, 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.
4.4 The Client shall inform the Employment Agency of any information it has that suggests it would be detrimental to the interests of either the Client or the Candidate for the Candidate to work in the position which the Client seeks to fill.
4.5 The Client agrees to provide written notice to
Employment Agency within 3 working days where it receives details of a Candidate from Employment 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. The Client further agrees that if no such notice is given by Client to Employment Agency then in the event of an Engagement of the Candidate by Client, howsoever arising, Client agrees to pay Employment Agency a fee in accordance with clause 5.2.
4.6 Where Client does so notify Employment Agency in accordance with clause 4.5 above and whereupon the Client provides evidence to Employment Agency that such receipt of details by Client is in direct relation to the Vacancy, Client will not be liable to pay Employment Agency a fee for that Candidate in respect of the Vacancy. Client acknowledges and agrees that where Client is unable to evidence such or freely admits their possession of the Candidate’s details was not in relation to the Vacancy, Client agrees to pay Employment Agency’s fee in accordance with clause 5.2.
5.1 Introductions of Candidates are confidential. Where the Client discloses to a Third Party any details regarding a Candidate Introduced to the Client by the Employment Agency that Third Party subsequently Engages the Candidate within 12 months from the date of the Introduction, the Client shall pay the Employment Agency’s fee as set out in clause 5.3. and there shall be no entitlement to any rebate or refund to the Client or Third Party.
5.2 The Client shall pay the Employment Agency a fee calculated in accordance with clause 5.3 where it engages, whether directly or indirectly, any Candidate Introduced by or through the Employment Agency within 12 months from the date of the Employment Agency’s Introduction.
5.3 The fee shall be calculated as a percentage of the Candidate’s Remuneration applicable during the first 12 months of the Engagement (as set out in the table below). The Employment Agency will charge VAT on the fee where applicable.
Candidate’s Remuneration Percentage payable as the Fee
Up to £59,999 25%
£60,000 and above 30%
5.4 Where the amount of the actual Remuneration is not known or disclosed, the Employment Agency will charge a fee calculated in accordance with clause 5.3 on the maximum level of remuneration applicable for the position or type of position the Candidate had been originally submitted to the Client for and/or comparable position in the general marketplace.
5.5.1 Where the Engagement is for a fixed term of less than 12 months, the fee in clause 5.3 will apply pro-rata. Where the Engagement is extended beyond the initial fixed term the Client shall pay a further fee based on the Remuneration applicable for the period of Engagement following the initial fixed term period up to the termination of the second Engagement.
5.5.2 All fixed term roles (FTC’s) shall have a minimum term of 3 calendar months. If the role is for less than 3 months then either:
The Client must stipulate and sign terms according to which option (a or b) prior to the Employment Agency accepting the role and briefing candidates.
5.5.3 Temp to Perm
Where a candidate on a fixed term contract is taken on as permanent, the Employment Agency will charge a fee calculated as a percentage of the candidate’s permanent remuneration:
Up to £59,999 25%
£60,000 and above 30%
5.5.4 Part-time Appointment
Where the engagement is for a part-time appointment, the fee will be the higher of £3,500 or the fee set out in clause 5.3 applied on a pro-rata basis.
5.6 Should a candidate get re-employed by the client for a further contract term within 12 months from the end date of the last contract, a further fee per clause 5.3 would be applicable, pro-rata.
5.7 Charges incurred by the Employment Agency at the Client’s written request in respect of advertising or any other matters will be charged to the Client in addition to the fee and such charges will be payable whether or not the Candidate is Engaged.
6.1 Except in the circumstances set out in clause 5.1, no fee is incurred by the Client until the Candidate commences the Engagement; whereupon the Employment Agency will render an invoice to the Client for its fees.
6.2 The Employment Agency shall raise invoices in respect of the charges payable and the Client agrees to pay the amount due within 14 days of the date of the invoice.
6.3 All invoices will be deemed to be accepted in full by the Client in accordance with the payment terms stated within clause 6.2 unless the Client notifies the Employment Agency in writing within 5 days of the amount the Client disputes and the reason the Client disputes that amount. In the event the Client does so notify the Employment Agency 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 Employment Agency in order to resolve the dispute as quickly as possible.
6.4 The Employment Agency reserves the right to charge interest on invoiced amounts overdue at the statutory rate as prescribed pursuant to Section 6 of the Late Payment of Commercial Debts (Interest) Act 1998 (as may be calculated using the calculator on the website:www.payontime.co.uk) from the due date until the date payment is received in cleared funds and reserves the right to charge compensation and further recovery costs in accordance with the Late Payment of Commercial Debts Regulations 2013.
7.1 Where the Client qualifies for a rebate in accordance with clause 7.2, and the Engagement of the Candidate is terminated by the Client or the Candidate within the time periods specified below, the Client shall be entitled to a rebate of the introduction fee as follows,
Duration of Employment Percentage of Fee to be rebated:
0 to 6 weeks 75%
7 to 10 weeks 50%
11 to 12 weeks 25%
12 weeks onwards 0%
7.2 The following conditions must be met in order for the Client to qualify for a rebate,
(a) the Client must notify the Employment Agency that the Candidate’s Engagement has ended within 7 days of the Engagement ending or within 7 days of notice being given to end the Engagement; whichever is earlier together with a reason for the premature end of the employment;
(b) the Employment Agency’s invoice for the fee must have been paid within the payment terms in accordance with clause 6.2; or
(c) the Candidate’s engagement is not terminated by reason of redundancy or re-organisation or change in strategy of the Client; or
(d) the Candidate did not leave the Engagement because he/she reasonably believed that the nature of the actual work was substantially different from the information the Client provided prior to the Candidate’s acceptance of the Engagement; or
(e) the Candidate did not leave the Engagement as a result of discrimination or other acts against the Candidate; or
(f) the Candidate was not at any time in the 12 months prior to the start of the Engagement employed or hired (whether on a permanent or contract basis) by the Client.
7.3 Where the Client re-engages the Candidate either on an employment or indirect basis, any rebate paid to the Client under clause 7.1 in respect of that Candidate, shall be immediately repaid to the Employment Agency by the Client.
7.4 Where a candidate is employed on a fixed term contract, no rebate is payable.
8 Liability and Indemnity
8.1 The Employment 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 Employment Agency seeking a Candidate for the Client or from the Introduction or Engagement of any Candidate by the Client or from the failure of the Employment Agency to introduce any Candidate or from the Client’s disclosure to a Third Party of any details regarding a Candidate.
8.2 Notwithstanding clause 8.1 above, nothing in these Terms shall be deemed to exclude or restrict any liability of the Employment Agency to the Client for personal injury or death.
8.3 The Employment Agency shall not be liable for failure to perform its obligations under these Terms if such failure results by reason of any cause beyond its reasonable control.
8.4 The Client shall indemnify and keep indemnified the Employment Agency against any costs (including legal costs), claims or liabilities incurred directly or indirectly by the Employment Agency arising out of or in connection with these Terms including (without limitation) as a result of,
(a) any breach of these Terms by the Client or by its employees or agents; and/or
(b) any breach by the Client or Third Party, or any of its employees or agents, of any applicable statutory provisions (including, without limitation, any statutory provisions prohibiting or restricting discrimination or other inequality of opportunity, immigration legislation and the Regulations); and/or
(c) any unauthorised disclosure of a Candidate details by the Client or Third Party, or any of its employees or agents.
8.5 Save as required by law, the sole aggregate liability of Employment Business to Client arising in connection with these Terms will be limited to the value of this contract.
9.1 These Terms may be terminated by either party by giving to the other immediate notice in the event that either the Employment Agency or the Client goes into liquidation, becomes bankrupt or enters into an arrangement with creditors or has a receiver or administrator appointed or where the Employment Agency has reasonable grounds to believe the Client will not pay the Employment Agency’s invoice within the payment terms agreed within clause 6.2.
10.1 The Employment Agency is committed to equal opportunities and expects the Client to comply with all anti-discrimination legislation as regards the selection and treatment of Candidates.
11.1 All information contained within these Terms shall remain confidential and the Client shall not divulge it to any Third Party save for its own employees and professional advisers and as may be required by law.
11.2 The Client shall not without the prior written consent of the Employment Agency provide any information in respect of the Candidate to any Third Party whether for employment purposes of otherwise.
12 Data Protection
12.1 For the purposes of this clause 12 "Data
Subject" means as set out in, and will be interpreted in accordance with Data Protection Legislation. For the avoidance of doubt, Data Subject includes
12.2 The parties hereto acknowledge that Employment Agency is a Data Controller in respect of the Personal Data of Candidate and provides such Personal Data to Client in accordance with the Data Protection Legislation for the purposes anticipated by these Terms.
12.3. The parties hereto acknowledge that Client is a Data Controller but the parties hereto are not joint
Controllers (as defined within Data Protection
Legislation) save where a specific agreement is made to that effect between the parties hereto.
12.4. The parties hereto warrant to each other that any Personal Data relating to a Data Subject, whether provided by Client, Employment Agency or by Candidate, will be used, Processed and recorded by the receiving party in accordance with Data Protection Legislation.
12.5 The parties hereto will take appropriate technical and organisational measures to adequately protect all Personal Data against accidental loss, destruction or damage, alteration or disclosure.
Client will promptly (at its own expense) provide such information, assistance and cooperation and do such things as Employment Agency may request to -
prevent future breaches and will provide
Personal Data of Candidate for the agreed purpose that is introduction for a Vacancy pursuant to these Terms.
compliance with clause 12 upon request from Employment Agency.
Indemnified Employment Agency against any costs, claims or liabilities incurred directly or indirectly by Employment Agency arising out of or in connection with any failure to comply with clause 12.
13.1. Any failure by the Employment Business to enforce at any particular time any one or more of these Terms shall not be deemed a waiver of such rights or of the right to enforce these Terms subsequently.
13.2. Headings contained in these Terms are for reference purposes only and shall not affect the intended meanings of the clauses to which they relate.
13.3. No provision of these Terms shall be enforceable by any person who is not a party to it pursuant to the Contract (Rights of Third Parties) Act 1999.
13.4. If any provision, clause or part-clause of these Terms is held to be invalid, void, illegal or otherwise unenforceable by any judicial body, the remaining provisions of these Terms shall remain in full force and effect to the extent permitted by law.
13.5. Any reference to legislation, statute, act or regulation shall include any revisions, re-enactments or amendments that may be made from time to time.
14.1. Any notice required to be given under these Terms (including the delivery of any information or invoice) shall be delivered by hand, sent by e-mail or prepaid first class post to the recipient at its address or email address specified in these Terms (or as otherwise notified from time to time to the sender by the recipient for the purposes of these Terms).
14.2 Notices shall be deemed to have been given and served:
(a) if delivered by hand, at the time of delivery if delivered before 5.00pm on a business day or in any other case at 10.00am on the next business day after the day of delivery; or
(b) if sent by e-mail, and the time of sending if sent on a business day is before 5.00 p.m. or in any other case at 10.00 am on the next business day after the day of sending, unless the recipient informs the sender that the e-mail message was received in an incomplete or illegible form; or
(c) if sent by prepaid first-class post, 48 hours from the time of posting.
15.1. No variation or alteration of these Terms shall be valid unless approved in writing by the Client and the Employment Agency.
16 Applicable Law
16.1 These Terms shall be construed in accordance with English Law and the parties submit to the exclusive jurisdiction of the Courts of England and Wales.
For and on behalf of Client:
Employment Agency Signature: