EMPLOYMENT AGENCY TERMS AND CONDITIONS

BACKGROUND

These Terms and Conditions shall apply to the provision of Services by the Agency to the Client.

The Engagement or interviewing of a Candidate, by or on behalf of the Client, or the commencement of work or provision of services by a Candidate for the Client shall be deemed acceptance of these Terms and Conditions.

In the event of conflict between these Terms and Conditions and any other terms and conditions (of the Client or otherwise), the former shall prevail unless expressly otherwise agreed by the Agency in writing.

1. Definitions and Interpretation

1.1 In these Terms and Conditions, unless the context otherwise requires, the following expressions have the following meanings:

“Agency” means CloudScope LTD, a company registered in England and Wales under number 10262514, whose registered office is at 2 Civic Drive, Ipswich, IP1 2QA.

“Candidate” means any person introduced by the Agency to the Client for an Engagement. “Client” means any person, firm, or company, including any associates or subsidiaries, to whom a Candidate is introduced.

“Confidential Information” means any information concerning either Party and relating to its business methods, plans, systems, finances, or projects; its trade secrets; its products or services; or any other information which is expressly described as confidential. “Engagement” means any employment, engagement, or use by a Client of a Candidate, whether part-time or full-time, with or without a contract.

“Introduction” means an introduction will be deemed to have taken place where the Agency has provided a Client with any information concerning a Candidate, or where a Client interviews a Candidate following an instruction from a Client to locate a Candidate.

“Introduction Fee” means the fee payable by the Client to the Agency in accordance with these Terms and Conditions upon the introduction of a Candidate to a Client which results in the Engagement of a Candidate.

“Remuneration” means any salary, fees, bonuses, commission, allowances, or any other financial benefit payable to, or received by, a Candidate for services to a Client. If a physical company car is provided, it shall be calculated as a £6,000 benefit unless a P11D or similar can be provided to demonstrate a lower figure. If an OTE Bonus figure is provided, this figure shall be used when calculating remuneration. “Services” means the employment agency services provided by the Agency to the Client as set out in these Terms and Conditions.

2. The Contract

2.1 Any and all business entered into by the Agency is subject to these Terms and Conditions, and in the event of any conflict with any other Terms and Conditions, these terms shall prevail unless agreed otherwise in writing by a Director of the Agency.

2.2 The Engagement or interviewing of a Candidate, by or on behalf of the Client, or the commencement of work or provision of services by a Candidate for the Client shall be deemed acceptance of these Terms and Conditions.

2.3 These Terms and Conditions supersede all previous terms of business.

3. The Agency’s Obligations

3.1 The Agency shall use its best and reasonable endeavours to find suitable and willing Candidates to fill such vacancies as are notified to the Agency by the Client or to notify the Client if the Agency believes it is unable to assist with the Client’s requirements.

3.2 The Agency will endeavour to ensure that all Candidates introduced to the Client have the experience, qualifications, and authorisations required by the Client, by law, or by any professional body for the position(s) that the Client wishes to fill.

3.3 The Agency cannot guarantee to find a suitable Candidate for each vacancy and gives no warranties as to the suitability of any Candidate.

4. The Client’s Obligations

4.1 The Client must not seek to employ any member of the Agency’s staff. In the event that any member of staff accepts an Engagement with the Client, the Client must pay an Introduction Fee in accordance with Clause 5.1.

4.2 The Client warrants that it shall immediately, and in any event within three (3) working days of the Agency’s first provision of information relating to the Candidate’s identity, inform the Agency if the Client believes that it is aware of the identity of the Candidate other than via information supplied by the Agency.

4.3 The Client undertakes that if another employment agency provides the Client with a curriculum vitae or any other relevant information relating to a Candidate who has already been introduced by CloudScope within the last 12 months, the Client will reject the same and inform the other employment agency accordingly.

4.4 It shall be the sole responsibility of the Client to ensure that Candidates are suitable for the relevant vacancies and to obtain any references, permits, and medical examinations required.

4.5 The Client must notify the Agency immediately of the acceptance of any offer of Engagement that is made to a Candidate and provide details of the Candidate’s remuneration.

5. Permanent Placement Fees and Payment

5.1 CloudScope has agreed the following for this partnership: The Introduction Fee payable by the Client to the Agency upon the commencement of an Engagement by a Candidate shall be calculated as follows:

All Salary Levels – 25% of Annual Remuneration + VAT

5.2 If the Engagement of a Candidate is for a fixed term of less than 12 months, then the fee will be calculated pro rata as above.

5.3 The Client must pay the Agency’s fees within 30 days of receiving the invoice.

5.4 If the Agency’s fees are not paid on time, the fee will revert to CloudScope standard terms: 25% of Annual Remuneration plus interest (5.5).

5.5 The Agency reserves the right to charge interest at the rate of 5% above the Bank of England’s base rate per annum on any invoiced fees that remain unpaid from the due date to the date of payment.

5.6 For a placement period of less than four (4) weeks, the Agency will endeavour to find a suitable replacement Candidate on a four-week exclusive arrangement at no extra cost to the Client. If the Agency is unable to find a suitable replacement Candidate within this time, the Agency may refund the Introduction Fee in accordance with Clause 5.7.

5.7 Except where a Candidate has been made redundant, the Client may be entitled to a partial refund of the Introduction Fee where it was paid on time and where the Engagement is terminated within 12 weeks of the Candidate commencing the Engagement. The refund is calculated as follows:

1 – 4 Weeks’ Service – 75% refund

5 – 8 Weeks’ Service – 50% refund

9 – 12 Weeks’ Service – 25% refund

 

6. Introductions

6.1 Introductions of Candidates are confidential. If the Client discloses details regarding a Candidate to a third party, resulting in an Engagement within 12 months of the Introduction, the Client shall be liable to pay the Agency’s fee with no entitlement to a refund.

6.2 An Introduction Fee shall be payable if a Candidate introduced by the Agency is engaged, directly or indirectly, by the Client within 12 months from the date of the Introduction.

7. Contract Recruitment

7.1 Once an assignment is confirmed, the Agency will send the Client details specifying the start date, hourly or daily charge, duration, notice period, and any other relevant information.

7.2 A contract will be issued for each assignment once the details listed in Clause 7.1 have been confirmed.

7.3 If the Client hires the Agency’s contractor directly or through another agency within one year of the termination of an assignment, an Introduction Fee will be payable.

7.4 If the Client engages a contractor permanently during or within a quarantine period (eight weeks after assignment end or 14 weeks after the start), a Permanent Introduction Fee will apply as per Clause 5.1.

8. Liability

The Agency shall not be liable for any loss or damages, direct or indirect, including loss of profits, arising from the Introduction or Engagement of a Candidate.

9. Indemnity

The Client shall indemnify the Agency against any claims, costs, or losses arising from its use of the Services.

10. Law

These Terms are governed by the law of England & Wales and are subject to the exclusive jurisdiction of the Courts of England.