Additional Services: services offered by the Agency to the Candidate, and on the Candidate’s request, in addition to the Work Finding Services. Additional Services include (and are limited to): CV writing support; access to an online CV clinic; candidate screening; mentoring; and no more than one hour of free employment law and business set up advice .
Agency: Recruit for Spouses Ltd, a company incorporated in England and Wales under company registration number 07687397, and whose registered office is at Hartham Park, Corsham, Wiltshire, SN13 0RP. The Agency is an Employment Agency (as defined in the EEA).
Business Day: a day (other than a Saturday, Sunday or public holiday) when banks in London are open for business.
Candidate: a person who is registered with the Agency and to whom the Work Finding Services are provided by the Agency.
Client: any person, firm or company who approaches the Agency with a view to Engaging or otherwise employing a Candidate, or any person, firm or company to whom a Candidate is Introduced by the Agency.
Conditions: the terms and conditions set out in this document as amended from time to time in accordance with clause 11.2.
Conduct Regulations 2003: Conduct of Employment Agencies and Employment Business Regulations 2003 (SI 2003/3319).
Confidential Information: All confidential information (however recorded or preserved) disclosed by a party or its employees, officers, representatives, advisers or subcontractors involved in the provision Work Finding Services, who need to know the confidential information in question (Representatives) to the other party and that party’s Representatives in connection with this Contract, which is either labelled as such or else which should reasonably be considered as confidential because of its nature and the manner of its disclosure, including, but not limited to:
(a) the terms of this Contract;
(b) the business, affairs, customers, clients, suppliers, or plans, intentions, or market opportunities of the disclosing party; and
(c) the operations, processes, product information, know-how, designs, trade secrets or software of the disclosing party.
Contract: this contract between the Agency and the Candidate for the provision of the Recruitment Services in accordance with these Conditions.
Data Capture Form: the form which is initially completed by the Candidate (either via the Agency’s website or otherwise) providing their basic contact details, work experience, education history and preferred job interests.
Demand: any action, award, claim or other legal recourse, complaint, cost, debt, demand, expense, fine, liability, loss, outgoing, penalty or proceeding.
EEA: Employment Agencies Act 1973.
Engage(s) (or Engagement or Engaged): the employment, hire or other use, directly or indirectly and whether under a contract of service or contract for services or otherwise, and/or whether on a permanent, temporary or other basis, of a Candidate by or on behalf of the Client, and ‘Re-engages’ is to be interpreted accordingly.
Force Majeure Event: an event or circumstance beyond a party’s reasonable control.
Introduce (or Introduction): the provision to the Client of a curriculum vitae or any other details, whether written or oral, of a Candidate, whether or not the Client had knowledge of that Candidate before the Introduction.
Party (or Parties): The Agency and the Candidate, and Party will mean either one of them.
Personal Data: the personal data (as defined in the Data Protection Act 1998) provided by either party to the other or processed (as defined in the DPA) by either party in connection with the Contract.
Work Finding Services: the services (whether by the provision of information or otherwise) provided by the Agency to the Candidate to find that person employment. For the purposes of this Contract, ‘employment’ is as defined by section 13(1) of the EEA.
(a) Clause and paragraph headings shall not affect the interpretation of this Contract.
(b) A person includes a natural person, corporate or unincorporated body (whether or not having separate legal personality).
(c) A reference to a company shall include any company, corporation or other body corporate, wherever and however incorporated or established.
(d) A reference to any party shall include that party’s personal representatives, successors and permitted assigns.
(e) Unless the context otherwise requires, words in the singular shall include the plural and vice versa.
(f) Unless the context otherwise requires, a reference to one gender shall include a reference to the other genders.
(g) A reference to a statute or statutory provision is a reference to such statute or provision as amended or re-enacted. A reference to a statute or statutory provision includes any subordinate legislation made under that statute or statutory provision, as amended or re-enacted.
(h) Any phrase introduced by the terms including, include, in particular or any similar expression shall be construed as illustrative and shall not limit the sense of the words preceding those terms.
(i) A reference to writing or written includes emails.
2. THE CONTRACT
2.1 The Contract constitutes the entire agreement between the Parties. By agreeing to the Contract, by signing or otherwise, both parties are automatically agreeing to the provisions of the entire contract. The Candidate acknowledges that it has not relied on any statement, promise, representation, assurance or warranty made or given by or on behalf of the Agency which is not set out in the Contract.
2.2 For the avoidance of doubt, this Contract constitutes a contract for services and not a contract of employment between the Agency and the Candidate or the Candidate and the Client.
2.3 For the purposes of the Conduct Regulations 2003, the Agency acts as an Employment Agency in relation to the Candidate.
3. WORK FINDING SERVICES
3.1 The Agency shall provide the Work Finding Services to the Candidate in consideration of the payment by the Candidate to the Agency of the sum of one (1) pound sterling, the receipt and sufficiency of which is acknowledged by each party.
3.3 The Agency does not represent, warrant or undertake that:
3.3.1 each vacancy which the Agency Introduces the Candidate to a Client for, will be suitable for the Candidate;
3.2 The Agency shall use reasonable endeavours to:
3.2.1 Introduce a Candidate to a Client that has advertised a vacancy of which the Candidate has expressed an interest in applying for; and
3.2.2 seek existing employment opportunities with Clients which are related to a job interest that the Candidate has indicated in their Data Capture Form and provide notice of such opportunities via the Agency’s communication channels.
3.3.2 each employment opportunity which the Agency notifies the Candidate of, will be suitable for the Candidate;
3.3.3 a Client shall consider, review or accept a Candidate’s application for each vacancy; or
3.3.4 an Introduction shall lead to an Engagement of the Candidate by the Client.
3.4 The Agency shall not Introduce a Candidate to a Client for a vacancy unless it has obtained confirmation that the Candidate is willing to work within that vacancy.
3.5 Where a Client’s vacancy or employment opportunity is one of which the Agency is entitled to charge fees by virtue of Regulation 26(1) of the Conduct Regulations 2003 the Agency shall not be authorised to:
3.5.1 enter into contracts with Clients on behalf of the Candidate; and
3.5.2 receive money on behalf of the Candidate.
3.6 The Candidate acknowledges that no vacancy advertised or employment opportunity identified is being offered by the Agency.
3.7 If the Agency’s performance of any of its obligations in respect of the Work Finding Services is prevented or delayed by any act or omission by the Candidate or failure by the Candidate to perform any relevant obligation (Candidate Default):
3.7.1 the Agency shall without limiting its other rights or remedies have the right to suspend performance of the Work Finding Services and the Additional Services until the Candidate remedies the Candidate Default, and to rely on the Candidate Default to relieve it from the performance of any of its obligations to the extent the Candidate Default prevents or delays the Agency’s performance of any of its obligations;
3.7.2 the Agency shall not be liable for any costs or losses sustained or incurred by the Candidate arising directly or indirectly from the Agency’s failure or delay to perform any of its obligations as set out in this clause 3; and
3.7.3 the Candidate shall reimburse the Agency on written demand for any costs or losses sustained or incurred by the Agency arising directly or indirectly from the Candidate Default.
4. CANDIDATE OBLIGATIONS
4.1 The Candidate acknowledges and agrees that by requesting the Agency to carry out an act on its behalf, the Candidate authorises the Agency to act on the Candidate’s behalf for that purpose.
4.2 The Candidate shall co-operate with the Agency in all matters relating to the Work Finding Services and the Additional Services.
4.3 Upon registering with the Agency, the Candidate shall immediately:
4.3.1 fully and accurately complete a candidate screening form and promptly return this to the Agency;
4.3.2 fully and accurately complete a Data Capture Form and promptly return this to the Agency;
4.3.3 provide proof of their identity (through a passport, driving licence or birth certificate); and
4.3.4 provide proof of their right to work in the United Kingdom.
4.4 Upon the Agency’s request, the Candidate shall provide information relating to their experience, training, qualifications and authorisations (through certificates or registrations with professional bodies) which are required by the Client and/or the Agency.
4.5 The Candidate acknowledges and agrees that:
4.5.1 prior to being Introduced to a Client for a vacancy, the Candidate must provide confirmation that they are willing to work within that vacancy; and
4.5.2 upon request, the Candidate shall participate fully in any vetting and screening processes as required by a Client for a particular vacancy.
5. FEES AND PAYMENT
5.1 A £50.00 one-off fee shall be applied to the Candidate if they request to use our mentoring programme. The fee shall become due immediately upon request by the Candidate to use our mentoring services. The Supplier shall invoice the Candidate.
5.2 The Candidate shall pay each invoice submitted by the Agency:
5.2.1 within 30 days of the date of the invoice; and
5.2.2 in full and in cleared funds to a bank account nominated in writing by the Agency, and
5.2.3 time for payment shall be of the essence of the Contract.
5.3 All amounts stated are inclusive of VAT, however are exclusive of any other applicable taxes, which will if applicable be charged in addition at the rate in force at the time the Candidate is required to make payment.
5.4 If the Candidate does not make a payment by the date stated in an invoice or as otherwise provided for in this Contract, then, without limiting its other rights and remedies, the Agency shall be entitled:
5.4.1 to charge interest on the outstanding amount at the rate of 4% a year above the base lending rate of the Bank of England plc, accruing daily;
5.4.2 not to perform any further Work Finding Services or Additional Services (or any part of the same).
5.5 In the event that the Agency is required to take action to enforce payment as a result of non-payment of fees or any other charges, the Agency shall charge any reasonable expenses it has incurred associated with such collection including, but without limitation, legal costs, court fees and collection agency fees.
5.5 The Agency reserves the right to increase the fee at clause 5.1 or to introduce further charges for its other Additional Services at any time. Any changes will be notified to Candidate’s via the Agency’s chosen communications channel.
6.1 Each Party (Receiving Party) shall keep the Confidential Information of the other Party (Supplying Party) confidential and secret, whether disclosed to or received by the Receiving Party. The Receiving Party shall only use the Confidential Information of the Supplying Party for the purpose and for performing the Receiving Party’s obligations under this Contract. The Receiving Party shall inform its officers, employees and agents of the Receiving Party’s obligations under the provisions of this clause 6.2, and ensure that the Receiving Party’s officers, employees and agents meet those obligations.
6.2 The obligations of clause 6.2 shall not apply to any information which:
6.1.1 was known to or in the possession of the Receiving Party before it was provided to the Receiving Party by the Supplying Party.
6.1.2 is, or becomes, publicly available through no fault of the Receiving Party;
6.1.3 is provided to the Receiving Party without restriction on disclosure by a third party who did not breach any confidentiality obligations by making such a disclosure;
6.1.4 was developed by the Receiving Party, or on its behalf by a third party who had no direct access to, or use or knowledge of the Confidential Information supplied by the Supplying Party; or
6.1.5 is required to be disclosed by order of a court of competent jurisdiction.
6.3 The obligations in this Clause 6 will survive termination of this Contract.
7. DATA PROTECTION
7.1 The Candidate consents to the Agency holding and processing data relating to them for legal, personnel, administrative and management purposes and in particular to the processing of any “sensitive personal data” as defined in the Data Protection Act 1998 relating to them including, as appropriate:
7.1.1 information about their physical or mental health or condition to and take decisions as to their fitness for work;
7.1.2 their racial or ethnic origin or religious or similar beliefs to monitor compliance with equal opportunities legislation; and
7.1.3 information relating to any criminal proceedings in which they have been involved for insurance purposes and to comply with legal requirements and obligations to third parties.
7.2 The Candidate consents to the Agency making such information available to a Client, those who provide products or services to the Agency (such as advisers), regulatory authorities, governmental or quasi-governmental organisations and potential purchasers of the Agency or any part of its business.
8. WARRANTIES AND INDEMNITIES
8.1 The Candidate warrants that:
8.1.1 the information supplied to the Agency either in a registration form, Data Capture Form, candidate screening form, curriculum vitae or any other application documents is correct;
8.1.2 the Candidate has the experience, training, qualifications and any authorisation which the Client considers are necessary or which are required by law or by any professional body for the Candidate to possess in order to work within a vacancy;
8.1.3 the Candidate is not prevented by any other agreement, arrangement, restriction (including, without limitation, a restriction in favour of any employment agency, employment business or client) or any other reason, from fulfilling the Candidate’s obligations under this Contract; and
8.1.4 the Candidate has valid and subsisting leave to enter and remain in the United Kingdom is not (in relation to such leave) subject to any conditions which may preclude or have an adverse effect on their ability to work within a vacancy with a Client.
8.2 The Candidate shall indemnify and keep indemnified the Agency and any Client against all Demands (including legal and other professional fees and expenses) which the Agency or the Client may suffer, sustain, incur, pay or be put to arising from or in connection with:
8.2.1 any failure by the Candidate to comply with its obligations under this Contract;
8.2.2 any loss, injury, damage, expense or delay suffered or incurred by anyone arising directly or indirectly from or in any way connected with the acts and omissions of the Candidate, whether wilful, negligent, fraudulent, dishonest, reckless or otherwise that arises directly or indirectly out of or in any way connected with arising out of or in any way connected with the Introduction, Engagement or use of a Candidate by a Client, the withdrawal by the Candidate of its acceptance of a vacancy, any information supplied by the Candidate to the Agency or the Candidate’s breach of this Contract;
8.2.3 the disclosure by the Candidate of any Confidential Information; or
8.2.4 any employment-related claim brought by the Candidate in connection with a vacancy which the Candidate has filled as a result of the Work Finding Services provided by the Agency.
9.1 Either may terminate the Contract at any time by providing written notice to the other party.
9.2 Without prejudice to any rights that have accrued under this Contract or any of its rights or remedies, the Agency may terminate this Contract with immediate effect by giving notice to the Candidate if:
9.2.1 the Candidate fails to pay any amount due under this Contract on the due date for payment and remains in default not less than 14 days after being notified to make that payment.
9.2.2 the Candidate commits a material breach of any term of this Contract (other than failure to pay any amounts due under this Contract) and (if that breach is remediable) fails to remedy that breach within a period of 14 days after being notified to do so.
9.3 On termination of the Contract for any reason:
9.3.1 the Client shall retain financial responsibility (in accordance with the Contract) and shall immediately pay to the Agency all of the Agency’s outstanding unpaid invoices and interest and, in respect of the Work-Finding Services supplied but for which no invoice has yet been submitted, the Agency shall submit an invoice, which shall be payable by the Candidate immediately on receipt; and
9.3.2 clauses which expressly or by implication have effect after termination shall continue in full force and effect.
10. TRANSFER OF AGREEMENT AND VARIATIONS
10.1 The Agency may at any time assign, transfer, mortgage, charge, subcontract or deal in any other manner with all or any of its rights under the Contract and may subcontract or delegate in any manner any or all of its obligations under the Contract to any third party.
10.2 Variations to this Contract will have effect when notified to the Candidate in writing by the Agency’s authorised representatives.
11.1 Any notice or other communication required to be given to a party under or in connection with this contract shall be in writing and shall be delivered by hand or sent by pre-paid first-class post or other next-working-day delivery service, at its registered office (if a company) or (in any other case) its principal place of business, or sent by fax to the other party’s main fax number.
11.2 Any notice or communication shall be deemed to have been received, if delivered by hand, on signature of a delivery receipt, or if sent by fax, at 9.00 am on the next Business Day after transmission, or otherwise at 9.00 am on the second Business Day after posting.
11.3 This Clause 11 does not apply to the service of any proceedings or other documents in any legal action or, where applicable, any arbitration or other method of dispute resolution. For the purposes of this clause, writing shall not include e-mail.
12.1 Governing law and Jurisdiction:
12.1.1 This Contract and any dispute or claim arising out of or in connection with it or its subject matter or formation (including non-contractual disputes or claims) shall be governed by and interpreted in accordance with, the laws of England and Wales.
12.1.2 Each party irrevocably agrees that the courts of England and Wales shall have exclusive jurisdiction to settle any dispute or claim arising out of or in connection with this Contract or its subject matter or formation (including non-contractual disputes or claims).
12.2.1 This Contract shall not constitute or imply any partnership, joint venture, agency, fiduciary relationship or other relationship between the parties other than the contractual relationship expressly provided in this Contract.
12.3 Third party rights:
12.3.1 This Contract is not enforceable by any third party under the Contracts (Rights of Third Parties) Act 1999.
12.4.1 To the extent that any clause is intended to have effect following termination of this Contract, such clause shall survive and continue in effect notwithstanding termination.
12.4.2 Termination of this Contract, for any reason, will not affect the accrued rights and obligations of the parties as at the date of termination, including the right to recover damages against the other or remit payment for sums incurred prior to the date of termination.
12.5.1 The unenforceability of any part of this Contract shall not affect the enforceability of any other part.
12.6.1 A waiver of any right under the Contract or law is only effective if it is in writing and shall not be deemed to be a waiver of any subsequent breach or default. No failure or delay by a party in exercising any right or remedy under the Contract or by law shall constitute a waiver of that or any other right or remedy, nor prevent or restrict its further exercise of that or any other right or remedy. No single or partial exercise of such right or remedy shall prevent or restrict the further exercise of that or any other right or remedy.