Terms & Conditions
ISWP'S TERMS
Client terms of business for the introduction of contractor or permanent or fixed contract staff or expert to be directly employed by the client or for provision of services to the client.
1) In these Terms of Business the following definitions apply:
Agency
ISWP ASSESSMENT SERVICES LTD Reg Office 1st Floor, 2 Woodberry Grove, Finchley, London, N120DR;
Contractor /Applicant
means the person introduced by the Agency to the Client for an Engagement including as a contractor or officer or employee of the Applicant if The Contractor / Applicant is a limited company and members of the Agency’s own staff;
Introduction
means (i) the Client’s interview of a Contractor / Applicant in person or by telephone, following the Client’s instruction to the Agency to search for a Contractor or a Contractor / Applicant; or (ii) the passing to the Client of a curriculum vitæ or other information which identifies the Contractor / Applicant; and which leads to an Engagement of that Contractor / Applicant;
1.1) Unless the context requires otherwise, references to the singular include the plural.
1.2) The headings contained in these Terms of Business are for convenience only and do not affect their interpretation
Client
means the person; firm or corporate body together with any subsidiary or associated Company as defined by the Companies Act 1985 to which the Contractor / Applicant is introduced;
“Engagement” means the engagement, employment or use of the Contractor / Applicant directly by the Client or any third party or indirectly through any other employment agency as a contractor on a permanent or temporary basis, whether under a contract of service or for services; under an agency, licence, franchise or partnership agreement; or any other engagement whether directly or through a limited company of which the Contractor / Applicant is an officer or employee;
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 Contractor/ Applicant for services rendered to or on behalf of the Client. Where the Client provides a company car, a notional amount of £5,000 (five thousand pounds sterling) will be added to the salary in order to calculate the Agency’s fee.
2) THE CONTRACT
2.1) These Terms of Business 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 a Contractor / Applicant or the passing of any information about the Contractor / Applicant to any third party following an Introduction.
2.2) These Terms of Business 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 of Business 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) NOTIFICATION AND FEES
3.1) The Client agrees:
a) to notify the Agency immediately of any offer of an Engagement which it makes to the Contractor / Applicant;
b) to notify the Agency immediately that its offer of an Engagement to the Contractor / Applicant has been accepted and to provide details of the Fees, Remuneration to the Agency; and
c) that in circumstances where the Client fails to notify the Agency of an engagement in accordance with (a) and (b) above, or if the Contractor / Applicant is found to be hired or engaged to provide a service within 12 months of Introduction, the fee payable to the Agency is increased to three times the fee stipulated in clause 3.4 in order to compensate the Agency for investigation costs and damages to the Agency.
d) to pay the Agency’s fee within 30 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 Contractor / 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 30 days at the rate of 8.5% per month for each month and each subsequent month the invoice remains not settled.
3.4) The fee payable to the Agency by the Client for an Introduction resulting in an Engagement is calculated in accordance with the following percentages of the Remuneration applicable during the first 12 months of the Engagement. VAT will be charged on the fee if applicable.
Expert Services i.e. assessment charged at 40% of invoice value
Remuneration of £0 - £24,999 charged at 25%
Remuneration of £25,000 and over, charged at 30%
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 Contractor / 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 the sooner.
3.6) If the Client or any subsidiary or associated company of the Client subsequently engages or re-engages the Contractor or 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.
4) REFUNDS
4.1) In order to qualify for the following refund, the Client must pay the Agency’s fee within 30 days of the date of invoice and must notify the Agency in writing of the termination of the Engagement within 7 days of its termination.
4.2) If the Engagement terminates before the expiry of 8 weeks from the commencement of the Engagement (except where the Contractor / Applicant is made redundant) the fee will be refunded in accordance with the following scale:
Within 2 weeks commencement 90% refund applies.
Within 2-4 weeks commencement 75% refund applies.
Within 4-6 weeks commencement 75% refund applies.
Within 6-8 weeks commencement25% refund applies.
4.3) In circumstances where clause 3.6 applies the full fee stated in clause 3.4 is payable and there shall be no entitlement to a refund.
5) CANCELLATION FEE
If, after an offer of Engagement has been made to the Contractor / 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 annual Remuneration or agreed fees for the work
6) INTRODUCTIONS
6.1) Introductions of Contractor / Applicants are confidential. The disclosure by the Client to a third party of any details regarding a Contractor / 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 with no entitlement to any refund.
6.2) An introduction fee calculated in accordance with clause 3.4 will be charged in relation to any Contractor / 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.
6.3) Where the amount of the actual Remuneration or fee 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 or assignment in which the Contractor / 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.
6.4) 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 or disengagement from the agency contract, the Client shall be liable to pay an introduction fee to the Agency in accordance with clause 3.4. For the avoidance of doubt, the Client will also be liable to pay an introduction fee to the Agency in accordance with clause 3.4 if the Agency is engaged to provide the Client with lists of potential Contractor / Applicants, and such engagement results in the Engagement of one or more Contractors / Applicants through another employment agency.
7) SUITABILITY AND REFERENCES
7.1) The Agency endeavours to ensure the suitability of any Contractor / Applicant introduced to the Client by obtaining confirmation of the contractor / Applicant’s identity; that the Applicant 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 that the Contractor / Applicant is willing to work in the position which the Client seeks to fill.
7.2) At the same time as proposing a Contractor or Applicant to the Client the Agency shall inform the Client of such matters in clause 7.1 as they have obtained confirmation of. Where such information is not given in paper form or by electronic means it shall be confirmed by such means by the end of the third business day (excluding Saturday, Sunday and any public or Bank holiday) following save where the Contractor/ Applicant is being proposed for a position which is the same as one in which the Contractor / Applicant has worked within the previous five business days and such information has already been given to the Client.
7.3) The Agency endeavours to take all such steps as are reasonably practicable to ensure that the Client and Contractor / Applicant are aware of any requirements imposed by law or any professional body to enable the Contractor / Applicant to work in the position which the Client seeks to fill.
7.4) The Agency endeavours to take all such steps as are reasonably practicable to ensure that it would not be detrimental to the interests of either the Client or the Contractor / Applicant for the Contractor / Applicant to work in the position which the Client seeks to fill.
7.5) Notwithstanding clauses 7.1, 7.2, 7.3 and 7.4 above the Client shall satisfy itself as to the suitability of the Contractor/ Applicant and the Client may request to see any references provided by the Contractor / Applicant to it or the Agency before engaging such Contractor / 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 Contractor / Applicant, and satisfying any medical and other requirements, qualifications or permission required by law of the country in which the Contractor / Applicant is engaged to work.
7.6) To enable the Agency to comply with its obligations under clauses 7.1, 7.2, 7.3 and 7.4 above the Client undertakes to provide to the Agency details of the position which the Client seeks to fill, including the type of work that the Contractor / Applicant 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 Contractor / Applicant 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 Contractor / Applicant to commence; the duration or likely duration of the work; the minimum fees, 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 Contractor / Applicant would be entitled to give and receive to terminate the employment or engagement with the Client.
8) INTRODUCTIONS
8.1) Where the Contractor / Applicant is required by law or any professional body to have any qualifications or authorisations to work in the position which the Client seeks to fill or the work involves caring for or attending one or more persons under the age of eighteen, or any person who by reason of age, infirmity or who is otherwise in need of care or attention, the Agency will take all reasonably practicable steps to obtain and offer to provide copies of any relevant qualifications or authorisations of the Contractor / Applicant, two references from person’s not related to the Contractor / Applicant who have agreed that the references they provide may be disclosed to the Client and has taken all reasonably practicable steps to confirm that the Contractor / Applicant is suitable for the position. If the Agency is unable to do any of the above it shall inform the Client of the steps it has taken to obtain this information in any event.
9) LIABILITY
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 Contractor or an Applicant for the Client or from the Introduction to or Engagement of any Contractor / Applicant by the Client or from the failure of the Agency to introduce any Contractor / Applicant. For the avoidance of doubt, the Agency does not exclude liability for death or personal injury arising from its own negligence.
10) LAW
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