The Introduction of Permanent Employees
Between:
1. MEDTECHREC LTD , a company registered in England and Wales whose registered office is at 12 Richard Tress Way, London, E3 4SN (“Medtechrec”) and;
2. Your company (the“Client”)
Whereas:
The Client wishes to engage the Agency to provide the Client with Permanent staff.
The Client and Agency both agree that in respect of supplying permanent staff, Medtechrec is acting as an Employment Agency for the purposes of the Employment Agency and Employment Business Regulations 2003.
“Commencement Date” shall mean the date CV's are first requested
This Master Agreement will come into effect on the Commencement Date and will continue until terminated by either party upon 30 days prior written notice to the other party.
Schedules to this Agreement:-
Schedule 1 Terms Of Business Relating To The Introduction Of Permanent Staff
Schedule 2 Scale Of Fees
SCHEDULE 1 TERMS OF BUSINESS RELATING TO THE INTRODUCTION OF PERMANENT OR FIXED TERM STAFF
1. DEFINITIONS
1.1. In these Terms of Business (“Terms”) the following definitions apply:
“Applicant” means the person introduced by Medtechrec to the Client for an Engagement including
(i) any officer or employee of the Applicant if the Applicant is a limited company; and/or
(ii) any member or employee of the Applicant if the Applicant is a limited liability partnership; and/or
(iii) members of Medtechrec’s own staff;
“Engagement” means the engagement, employment or use of the Applicant by the Client, or any third party to whom or to which the Applicant was introduced by the Client (whether with or without the consent of Medtechrec), on a permanent or temporary basis,
“Introduction” means the passing to the Client of a curriculum vitæ which leads to an Engagement of that Applicant;
“Remuneration” includes base salary or fees payable to or receivable by the Applicant for services rendered to or on behalf of the Client.
1.2. Unless the context requires otherwise, references to the singular include the plural.
1.3. The headings contained in these Terms are for convenience only and do not affect their interpretation.
2. THE CONTRACT
2.1. These Terms constitute the contract between Medtechrec and the Client and are deemed to be accepted by the Client by virtue of an Introduction to, or the Engagement of, an Applicant or the passing of any information about the Applicant to any third party following an Introduction.
2.2. These Terms contain the entire agreement between the parties and unless otherwise agreed in writing by a director of Medtechrec, 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 shall be valid unless the details of such variation are agreed between a director of Medtechrec 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. These Terms will commence on the Commencement Date and shall continue for an initial period of twelve months, and will automatically renew for periods of twelve months unless either party gives the other not less than three months written notice to terminate.
3. NOTIFICATION AND FEES
3.1. The Client agrees:
(A) To notify Medtechrec immediately of any offer of an Engagement which it makes to the Applicant;
(B) To notify Medtechrec immediately that its offer of an Engagement to the Applicant has been accepted and to provide details of the Remuneration to Medtechrec; and
(C) To pay Medtechrec’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 Applicant commences the Engagement when Medtechrec will render an invoice to the Client for its fees.
3.3. Medtechrec reserves the right to charge interest on invoiced amounts unpaid for more than 30 days at the rate of 4% from the due date until the date of payment. For the avoidance of doubt, clause 3.3 shall not apply where Sharia Law is applicable.
3.4. The fee payable to Medtechrec by the Client for an Introduction resulting in an Engagement is the amount equal to a percentage (%) of the Remuneration applicable during the first 12 months of the Engagement. The fee will be in accordance with the accompanying Scale of Fees as set out in the Schedule 2 to these Terms. VAT will be charged on the fee if applicable.
3.5. In the event that the Engagement is for a fixed term, the fee in clause 3.4 will apply pro-rata. If the Client extends or re-engages the Applicant within 12 calendar months from the end date of such Engagement, the Client shall be liable to pay to Medtechrec the pro-rata fee for the full duration of the Engagement. Should the Client wish to engage the Candidate on a permanent basis at any point during the fixed term agreement and for a period of 12 months thereafter, the full permanent fee as detailed in clause 3.4 will apply. In such circumstances the Scale of Refund as detailed in Schedule 2 will not apply.
3.6. In the event that a written offer of employment made by the Client is accepted by the candidate and then subsequently withdrawn by the Client prior to its expiry date through no fault of the candidate or Medtechrec, the full fee calculated in accordance with clause
3.7 becomes payable to Medtechrec. For the avoidance of doubt should the offer be withdrawn due to poor bahaviour from the candidate, unsatisfactory references or right to work checks, the Client shall not be charged.
3.8. If the Client subsequently engages or re-engages the Applicant in any role within the period of 12 calendar months from the date of termination of the Engagement or withdrawal of an offer, a full fee calculated in accordance with clause 3.4 above becomes payable to Medtechrec.
3.9. All payments of amounts which are due in connection with this Agreement by the Client to Medtechrec shall be made without withholding or deduction for or in relation to taxes, unless such withholding, business tax or deduction is required by law. If such withholding or deduction is required to be made by law, the Client shall pay to Medtechrec such additional amounts as are required to ensure that the amount which is received by Medtechrec after the withholding or deduction, is equal to the amount which Medtechrec would have received in the absence of such withholding or deduction. The Client shall on demand, issue Medtechrec satisfactory certification of payment of such taxes.
3.10. Medtechrec will periodically notify the Client of any sum(s) paid in error to Medtechrec within 12 months of any such payment(s) being made and during such time, Medtechrec will provide a refund, upon written request of any such payment(s) to the Client. After 12 months, from the date of the first notification, Medtechrec will not provide any further notification and will not be liable for any refund and instead any sums will revert to Medtechrec.
3.11. The fee shall be invoiced and paid by the Client in British Pounds Sterling unless otherwise agreed in writing by an authorised Medtechrec representative.
4. REFUNDS
4.1. In order to qualify for the following refund, the Client must pay Medtechrec’s fee in full and without deduction within 30 days of the date of invoice and must notify Medtechrec in writing of the termination of the Engagement within 7 days of its termination.
4.2. If the Engagement terminates before the expiry of twelve weeks from the commencement of the Engagement (except where the Applicant is made redundant as defined in the Employment Rights Act 1996, or; where the job description materially changes from the job description/specification given prior to Engagement, or; where the Applicant is constructively dismissed) the fee will be refunded in accordance with the accompanying Scale of Refund set out in the schedule to these Terms.
4.3. In circumstances where clause 3.7 applies the full fee stated in clause 3.4 is payable and there shall be no entitlement to a refund.
5. CANCELLATION FEE
5.1. If, after an offer of Engagement has been made to Medtechrec and/or Applicant, verbally and the Client decides for any reason to withdraw it, the Client shall be liable to pay Medtechrec a minimum fee of £1,000.00 plus VAT if applicable. For the avoidance of doubt should the offer be withdrawn due to poor behavior from the candidate, unsatisfactory references or right to work checks, the Client shall not be charged.
6. INTRODUCTIONS
6.1. Introductions of Applicants are confidential. The disclosure by the Client to a third party of any details regarding an Applicant introduced by Medtechrec which results in an Engagement with that third party within 12 months of the Introduction renders the Client liable to payment of Medtechrec’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 Applicant engaged as a consequence of or resulting from an Introduction by or through Medtechrec, whether direct or indirect, within 12 months from the date of Medtechrec’s Introduction.
6.3. Where the amount of the actual Remuneration is not known Medtechrec will charge a fee calculated in accordance with clause 3.4 on the market rate of remuneration applicable for the position in which the Applicant has been engaged with regard to any information supplied to Medtechrec by the Client and/or comparable positions in the market generally for such positions.
6.4 In the event the Client engages the applicant directly (in breach of clause 3.1) in employment within a 12-month period of introduction, a fee of 50% of the candidate's first year remuneration will be charged to the client.
7. SUITABILITY AND REFERENCES
7.1. Medtechrec endeavours to ensure the suitability of any Applicant introduced to the Client by obtaining confirmation of the 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 Applicant is willing to work in the position which the Client seeks to fill.
7.2. At the same time as proposing an Applicant to the Client Medtechrec 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 Applicant is being proposed for a position which is the same as one in which the Applicant has worked within the previous five business days and such information has already been given to the Client.
7.3. Medtechrec endeavours to take all such steps as are reasonably practicable to ensure that the Client and Applicant are aware of any requirements imposed by law or any professional body to enable the Applicant to work in the position which the Client seeks to fill.
7.4. Medtechrec 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 Applicant for the 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 Applicant and the Client shall take up any references provided by the Applicant to it or Medtechrec before engaging such 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 Applicant, and satisfying any medical and other requirements, qualifications or permission required by law of the country in which the Applicant is engaged to work.
7.6. To enable Medtechrec to comply with its obligations under clauses 7.1, 7.2, 7.3 and 7.4 above the Client undertakes to provide to Medtechrec details of the position which the Client seeks to fill, including the type of work that the 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 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 Applicant 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 Applicant would be entitled to give and receive to terminate the employment with the Client.
8. CONFIDENTIALITY
8.1. The Client shall not without the prior written consent of a director of Medtechrec provide any information in respect of the Applicant to any third party whether for employment purposes or otherwise.
8.2. Medtechrec shall not without the consent of the Client provide information in respect to the Client or its business or undertaking to any third party (save as it is required to do pursuant to its obligations under the Conduct of Employment Agencies and Employment Businesses Regulations 2003).
9. SPECIAL SITUATIONS
9.1. Where the 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, Medtechrec will take all reasonably practicable steps to obtain and offer to provide copies of any relevant qualifications or authorisations of the Applicant, two references from persons not related to the 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 Applicant is suitable for the position. If Medtechrec 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.
10. LIABILITY
10.1. Medtechrec 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 Medtechrec seeking an Applicant for the Client or from the Introduction to or Engagement of any Applicant by the Client or from the failure of Medtechrec to introduce any Applicant. For the avoidance of doubt, Medtechrec does not exclude liability for death or personal injury arising from its own negligence.
11. PUBLICITY
11.1. There may be occasions when Medtechrec would like to make known that it acts or has acted for the Client in a particular market place. The Client hereby consents to Medtechrec publicising this by whatever means it deems appropriate. For the avoidance of doubt, Medtechrec will not disclose any confidential information about the Client’s business or any particular transaction to any third party without the Client’s prior written consent.
12. ASSIGNABILTY
12.1. Medtechrec shall be entitled to assign, transfer, mortgage and/or charge the Agreement or any of its rights and/or obligations under the Agreement to any member(s) of the group of companies of which Medtechrec is a member of without the consent of the Client. In this regard, the Client agrees that where Medtechrec wishes to transfer any of its obligations under this Agreement to any member(s) of the group of companies of which Medtechrec is a member of, the Client shall, at its own cost and in a timely manner, execute or procure the execution of any notation agreement effecting such transfer which the Client requires it to execute.
13. LAW
13.1. These Terms are governed by the law of England & Wales and are subject to the exclusive jurisdiction of the Courts of England & Wales
SCHEDULE 2 SCALE OF FEES
Fees relating to the placement of Permanent Staff: -
25% of the applicants 1st year base salary