CALCO SERVICES LIMITED
INTRODUCTION OF PERMANENT STAFF - CLIENT TERMS OF BUSINESS
1. DEFINITIONS
1.1. In these Terms of Business the following definitions apply:
"Applicant" means the person introduced by CALCO to the Client for an Engagement including any officer or employee of the Applicant if the Applicant is a limited company.
"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 Applicant is introduced;
"CALCO" means Calco Services Limited (Company number 2096554) of Lawrence House, 9 Woodside Green, London, SE25 5EY;
"Engagement" means the engagement, employment or use of the Applicant by the Client or any third party on a permanent or temporary basis, whether under a contract of service or for services, agency, licence, franchise or partnership agreement, or any other engagement, directly or through a limited company of which the Applicant is
an officer or for whom the Applicant works under a contract of service or for services;
"Introduction" means (i) the Client's interview of an Applicant in person or by telephone, following the Client's instruction to CALCO to search for an Applicant; or (ii) the passing to the Client of a curriculum vitæ or information which identifies the Applicant and which leads to an Engagement of that Applicant;
"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 Applicant for services rendered to or on behalf of the Client or any third party.
1.2. Unless the context requires otherwise, references to the singular include the plural.
1.3. The headings contained in these Terms of Business are for convenience only and do not affect their
interpretation.
2. THE CONTRACT
2.1. These Terms constitute the contract between CALCO 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. Pursuant to these Terms CALCO is acting as an Employment Agency in relation to the Client.
2.3. These Terms contain the entire agreement between the parties and unless otherwise agreed in writing by a director of CALCO, these Terms of Business prevail over any other terms of business or purchase conditions put forward by the Client.
2.4 No variation or alteration to these Terms shall be valid unless the details of such variation are agreed in writing between a director of CALCO and the Client.
3. NOTIFICATION AND FEES
3.1. The Client agrees:
a) To notify CALCO immediately of any offer of an Engagement which it makes to the Applicant;
b) To notify CALCO immediately that its offer of an Engagement to the Applicant has been accepted and to provide details of the Remuneration to CALCO;
c) To pay CALCO's fee within 14 days following receipt of an invoice or within 30 days following the commencement of the engagement, whichever is the earlier; and
d) To pay all expenses incurred in connection with an interview directly to the Applicant.
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, at which stage CALCO will render an invoice to the Client for its fees.
3.3 CALCO reserves the right to charge interest on invoiced amounts unpaid for more than 14 days at the rate of 4% per annum above the base rate from time to time of National Westminster Bank PLC from the due date until the date of payment.
3.4 The fee payable to CALCO by the Client for an Introduction resulting in an Engagement is the amount equal to 18% of the Remuneration applicable during the first 12 months of the Engagement or of the annualised equivalent if the Engagement is for less than 12 months. VAT will be charged on the fee.
3.5 If the Client subsequently engages or re-engages the Applicant within the period of 6 calendar months from the date of interview, 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 CALCO's fee in accordance with clause 3.1c and must notify CALCO in writing of the termination of the Engagement within 7 days of its termination.
4.2. If the Engagement is lawfully terminated by any party within the first 30 days of the Engagement a reduction of half the normal calculated fee is allowed. If lawful termination of Engagement takes place between 30 and 60 days, then a reduction of one quarter of the fee is allowed. Any reduction of the fee payable by the Client will only be allowable provided the Client notifies the Agent in writing within 7 days of any termination. No such reduction shall be allowed if termination is as a result of redundancy, pregnancy, death, injury or ill health or by reason of the applicant's race, sex or any disability.
4.3. In circumstances where clause 3.5 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 the Applicant, the Client decides for any reason to withdraw it, the Client shall be liable to pay CALCO a minimum fee of £1000.00 plus VAT.
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 CALCO which results in an Engagement with that third party within 6 months of the Introduction renders the Client liable to payment of CALCO'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 CALCO, whether direct or indirect, within 6 months from the date of CALCO's Introduction.
6.3. Where the amount of the actual Remuneration is not known CALCO will charge a fee calculated in accordance with clause 3.4 on the minimum level of remuneration applicable for the position in which the Applicant has been engaged with regard to any information supplied to CALCO by the Client or otherwise obtained by CALCO and/or comparable positions in the market generally for such positions.
7. SUITABILITY AND REFERENCES
7.1. CALCO 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 to work in the position which the Client seeks to fill.
7.2. At the same time as proposing an Applicant to the Client CALCO 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. CALCO 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. CALCO 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 CALCO 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 the law of the country in which the Applicant is engaged to work.
7.6. To enable CALCO to comply with its obligations under clauses 7.1, 7.2, 7.3 and 7.4 above the Client undertakes to provide to CALCO 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, and 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. SPECIAL SITUATIONS
8.1 Where the Client has notified CALCO in writing that 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 that the work involves working with, caring for or attending one or more persons under the age of eighteen, or any person who by reason of age, infirmity or otherwise is in need of care or attention, CALCO 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 will take all reasonably practicable steps to confirm that the Applicant is suitable for the position. If CALCO 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 CALCO 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 CALCO seeking an Applicant for the Client or from the Introduction to or Engagement of any Applicant by the Client or from the failure of CALCO to introduce any Applicant. For the avoidance of doubt, CALCO does not exclude liability for death or personal injury arising from its own negligence.
10. RIGHTS OF THIRD PARTIES
10.1 It is not intended by the parties hereto that any term of this agreement should benefit or be enforceable by any third party.
11. LAW
11.1 These Terms are governed by the law of England & Wales and are subject to the exclusive jurisdiction of the Courts of England & Wales.
INTRODUCTION OF PERMANENT STAFF - CLIENT TERMS OF BUSINESS
1. DEFINITIONS
1.1. In these Terms of Business the following definitions apply:
"Applicant" means the person introduced by CALCO to the Client for an Engagement including any officer or employee of the Applicant if the Applicant is a limited company.
"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 Applicant is introduced;
"CALCO" means Calco Services Limited (Company number 2096554) of Lawrence House, 9 Woodside Green, London, SE25 5EY;
"Engagement" means the engagement, employment or use of the Applicant by the Client or any third party on a permanent or temporary basis, whether under a contract of service or for services, agency, licence, franchise or partnership agreement, or any other engagement, directly or through a limited company of which the Applicant is
an officer or for whom the Applicant works under a contract of service or for services;
"Introduction" means (i) the Client's interview of an Applicant in person or by telephone, following the Client's instruction to CALCO to search for an Applicant; or (ii) the passing to the Client of a curriculum vitæ or information which identifies the Applicant and which leads to an Engagement of that Applicant;
"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 Applicant for services rendered to or on behalf of the Client or any third party.
1.2. Unless the context requires otherwise, references to the singular include the plural.
1.3. The headings contained in these Terms of Business are for convenience only and do not affect their
interpretation.
2. THE CONTRACT
2.1. These Terms constitute the contract between CALCO 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. Pursuant to these Terms CALCO is acting as an Employment Agency in relation to the Client.
2.3. These Terms contain the entire agreement between the parties and unless otherwise agreed in writing by a director of CALCO, these Terms of Business prevail over any other terms of business or purchase conditions put forward by the Client.
2.4 No variation or alteration to these Terms shall be valid unless the details of such variation are agreed in writing between a director of CALCO and the Client.
3. NOTIFICATION AND FEES
3.1. The Client agrees:
a) To notify CALCO immediately of any offer of an Engagement which it makes to the Applicant;
b) To notify CALCO immediately that its offer of an Engagement to the Applicant has been accepted and to provide details of the Remuneration to CALCO;
c) To pay CALCO's fee within 14 days following receipt of an invoice or within 30 days following the commencement of the engagement, whichever is the earlier; and
d) To pay all expenses incurred in connection with an interview directly to the Applicant.
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, at which stage CALCO will render an invoice to the Client for its fees.
3.3 CALCO reserves the right to charge interest on invoiced amounts unpaid for more than 14 days at the rate of 4% per annum above the base rate from time to time of National Westminster Bank PLC from the due date until the date of payment.
3.4 The fee payable to CALCO by the Client for an Introduction resulting in an Engagement is the amount equal to 18% of the Remuneration applicable during the first 12 months of the Engagement or of the annualised equivalent if the Engagement is for less than 12 months. VAT will be charged on the fee.
3.5 If the Client subsequently engages or re-engages the Applicant within the period of 6 calendar months from the date of interview, 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 CALCO's fee in accordance with clause 3.1c and must notify CALCO in writing of the termination of the Engagement within 7 days of its termination.
4.2. If the Engagement is lawfully terminated by any party within the first 30 days of the Engagement a reduction of half the normal calculated fee is allowed. If lawful termination of Engagement takes place between 30 and 60 days, then a reduction of one quarter of the fee is allowed. Any reduction of the fee payable by the Client will only be allowable provided the Client notifies the Agent in writing within 7 days of any termination. No such reduction shall be allowed if termination is as a result of redundancy, pregnancy, death, injury or ill health or by reason of the applicant's race, sex or any disability.
4.3. In circumstances where clause 3.5 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 the Applicant, the Client decides for any reason to withdraw it, the Client shall be liable to pay CALCO a minimum fee of £1000.00 plus VAT.
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 CALCO which results in an Engagement with that third party within 6 months of the Introduction renders the Client liable to payment of CALCO'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 CALCO, whether direct or indirect, within 6 months from the date of CALCO's Introduction.
6.3. Where the amount of the actual Remuneration is not known CALCO will charge a fee calculated in accordance with clause 3.4 on the minimum level of remuneration applicable for the position in which the Applicant has been engaged with regard to any information supplied to CALCO by the Client or otherwise obtained by CALCO and/or comparable positions in the market generally for such positions.
7. SUITABILITY AND REFERENCES
7.1. CALCO 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 to work in the position which the Client seeks to fill.
7.2. At the same time as proposing an Applicant to the Client CALCO 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. CALCO 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. CALCO 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 CALCO 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 the law of the country in which the Applicant is engaged to work.
7.6. To enable CALCO to comply with its obligations under clauses 7.1, 7.2, 7.3 and 7.4 above the Client undertakes to provide to CALCO 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, and 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. SPECIAL SITUATIONS
8.1 Where the Client has notified CALCO in writing that 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 that the work involves working with, caring for or attending one or more persons under the age of eighteen, or any person who by reason of age, infirmity or otherwise is in need of care or attention, CALCO 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 will take all reasonably practicable steps to confirm that the Applicant is suitable for the position. If CALCO 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 CALCO 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 CALCO seeking an Applicant for the Client or from the Introduction to or Engagement of any Applicant by the Client or from the failure of CALCO to introduce any Applicant. For the avoidance of doubt, CALCO does not exclude liability for death or personal injury arising from its own negligence.
10. RIGHTS OF THIRD PARTIES
10.1 It is not intended by the parties hereto that any term of this agreement should benefit or be enforceable by any third party.
11. LAW
11.1 These Terms are governed by the law of England & Wales and are subject to the exclusive jurisdiction of the Courts of England & Wales.
