RP Recruitment Group LTD Standard Terms of Business

Terms of Business for the Introduction of Permanent

And Fixed Term Contract Applicants

 

 

In this Agreement

 

“RP Group”               means RP Recruitment Group Ltd or any division established by RP Recruitment Group Ltd to provide recruitment services to Clients;

 

“Client”                      means the person, Company, Partnership or legal body to whom RP Group introduces an Applicant;

 

“Applicant”               means the person Introduced by RP Group to the Client;

 

“Engagement”         means the engagement, employment or use of the Applicant by the Client or any third party on a permanent or temporary basis, under a contract of, or, for services, agency, licence or otherwise (for the avoidance of doubt including those occasions where the Applicant’s services are provided through a limited company of which the Applicant is an officer or employee.

 

“Introduction”         means where the Client interviews an Applicant in person or via telephone or other means, or RP Group’s passing to the Client of the Applicant’s CV/details leads to an engagement of that Applicant;

 

“Regulations”          means the Conduct of Employment Agencies and Employment Businesses Regulations 2003;

 

 

“Remuneration”      includes basic salary, guaranteed or anticipated bonus, inducement payment. Where a company car is provided by the Client, a notional amount of £7,500 will be added to the salary in order to calculate the fee payable;

 

“Third Party”            means any person or Company who is not the direct Client. This includes any associated or subsidiary companies of the client

 

  1. These Terms constitute a contract between RP Group and the Client and are deemed to be accepted by the Client by its request to interview an Applicant via RP Group, or the Engagement by the Client of an Applicant via RP Group, or the passing of information about the Applicant via RP Group by the Client to any Third Party.

 

For the avoidance of doubt, these Terms shall apply whether the Applicant is engaged by the Client in any capacity whatsoever.

 

    1. These Terms supersede all previous agreements between the parties.
    2. Any variation to these terms must be confirmed by RP Group to the client in writing or email to be valid.

 

  1. Obligations of RP Group

RP Group shall use reasonable endeavours to provide suitable Applicants to meet the Clients requirements for any particular vacancy but does not guarantee to find a suitable Applicant for any vacancy.  Without prejudice to clause 3.2 below, RP Group shall use reasonable endeavours to ascertain that the information provided by RP Group to the Client in respect of each Applicant is accurate but cannot be held responsible should this not be the case and it is held that the Client must satisfy itself as to the suitability of the Applicant (3.1).

 

  1. Client Obligations
    1. The Client shall satisfy itself as to the suitability of the Applicant.  The Client is responsible for obtaining suitable references from previous employers, work permits and any other permissions that may be required to work, the arrangement of medical examinations and investigations as required for any Applicant, and for satisfying any other requirements, qualifications or permissions required by law of the country in which the Applicant is engaged to work.
    2. To enable RP Group to comply with its obligations under clause 2 the Client undertakes to provide RP Group with full details of the position, including the type of work the Applicant may be required to carry out; the location; hours of work; the experience, training, qualifications the Applicant should possess in order to be successful in the position; and any risks to health or safety and what steps have been taken to prevent or control such risks.
    3. The Client shall provide details of the expected remuneration level along with any other benefits that would be offered and the length of notice that the Candidate would be entitled to give, and receive, to terminate their employment.
    4. The Client shall inform RP Group within 1 working day if it receives details of an Applicant from RP Group which it has already received from another agency or any other source for the same vacancy. If no such notification is given then the Client agrees RP Group is entitled to charge a fee in accordance with clause 5.2. if that Applicant is engaged
    5. The Client agrees to notify RP Group as soon as possible of any offer of Engagement which it makes to the Applicant whether accepted or not and provide RP Group with full details of the Remuneration package offered.

 

  1. Fees & Charges
    1. The Client will pay RP Group a fee calculated in accordance with clause 4.4 where it Engages, whether directly or indirectly, any Applicant Introduced by RP Group within 12 months from the date of RP Group’s Introduction.
    2. All fee’s must be paid within 10 days of invoice date, unless otherwise agreed with RP Group in writing or email.
    3. Introductions of Applicants details are strictly confidential.  Where the Client discloses to a Third Party any details regarding a Candidate Introduced by RP Group and that Third Party subsequently engages the Applicant within 12 months from the date of the Introduction, the Client shall pay RP Group’s fee as set out in clause 4.4. There shall be no entitlement to any rebate or refund to the Client or Third Party.
    4. The fee payable will be calculated as a percentage of the Applicant’s first years Remuneration package (as set out in the table below).  VAT will be charged on the fee where applicable. Late payment will attract an interest charge of base rate plus 5% per month.

 

Remuneration package                                  Fees

All remuneration                                             25%

 

    1. Where the amount of the Remuneration is unknown RP Group will charge a fee calculated in accordance with 4.4 based on the maximum level of remuneration applicable for the type of position the Applicant had been originally submitted to the Client for compared with similar positions in the general marketplace.
    2. Where the Engagement is for a fixed term of less than 12 months, the fee in clause 4.4 will be pro-rata’d; a minimum contract term is 3 months. If the Engagement is extended beyond the initial term or the Client re-Engages the Applicant within 12 months from the date of termination of the first Engagement, the Client shall pay a further fee based on the Remuneration applicable for the period of Engagement following the initial fixed term period up to the termination of the second Engagement or until the Applicant has been engaged for a total of one year, the minimum extension being 3 months.
    3. Charges incurred by RP Group at the Client’s request in respect of advertising or any other services will be charged to the Client in addition to the fee and such charges will be due within 14 days of invoice date whether or not the Applicant is engaged.
    4. If the client has negotiated ‘special terms’ which have been agreed by RP Group, and the Client subsequently breaks these terms in any way whatsoever then the full fee, calculated with reference to 4.4, becomes due and not the rate or terms as negotiated under any ‘special terms’. Payment conditions will remain the same (4.2).
    5. Retained Assignments:

Upon RP Group entering into a retained assignment or advertised selection assignment with the Client then fees will be charged on the following basis: -

 

  • 1/3 of the agreed fee based on the agreed notional remuneration package on retention plus advertising costs if applicable
  • 1/3 of the agreed fee on shortlist presentation to the Client
  • Balance of the agreed fee on the engagement of any Applicant by the Client.

 

The final invoice will be based on the actual salary package accepted by the Applicant multiplied by the agreed fee rate less monies already paid.

Additional expenses such as travelling, accommodation, psychometric assessment etc. incurred by either the Consultancy or the Applicant shall be paid within 10 days of the invoice date.

In the event that the Client cancels such an assignment for any reason whatsoever, or there is a delay in the process for a period in excess of 3 months, then the Client shall pay the Consultancy the full fee based on the notional salary package agreed at the commencement of the assignment within 10 days.

    1. Fixed Term Contract Fees:

In the event that the Client employs an Applicant on a fixed term contract then the fees charged shall be a percentage of the permanent fee and are due within 10 days of the invoice date. The calculations foe fees will be as follows:

 

  • Up to 13 weeks - 40% of the permanent fee
  • 13 to 26 weeks - 60%  
  • 27 to 39 weeks - 80% 
  • 40 weeks plus - 100% 

 

If the contract is further extended then further fees are due as per the above table.

The Client agrees that when employing an Applicant on a fixed term contract or an extension to that contract there will be a minimum charge of 13 weeks.

In the event that following a fixed term contract the Client offers the Applicant a permanent role then a further fee is payable based on the permanent fee schedule less fees already paid. No rebate applies in this instance as the suitability of the Applicant will deemed to be accepted.

 

  1. Invoices
    1. Except in the circumstances set out in clause 4.3, no fee is due by the Client until an Applicant commences the Engagement.
    2. RP Group will invoice the Client on the Applicants start date with the Client and the Client agrees to pay the amount due within 10 days of the date of the invoice.
    3. Any invoice queries must be raised to RP Group immediately (within 5 days) detailing the nature of the query. In the event no such notification is received the invoice shall be classed as accepted and payment is due in line with clause 5.2.
    4. RP Group reserves the right to charge interest on invoiced amounts overdue at the rate of 5% per month on the balance outstanding.

 

  1. Rebates
    1. RP Group reserves the right to refill an Engagement that is terminated for any reason whatsoever within the first 70 days and will be given 14 days to present the Client with further Applicants for the role. Any difference in the Remuneration package will be either credited back to the Client or re-invoiced with the higher amount depending on the outcome.
    2. Rebates to Clients will be made on the following basis in accordance with 6.3 if the Engagement of the Candidate is terminated by the Client or the Candidate within the time periods specified below.

 

Rebate                                                              Percentage of Fee to be rebated

Up to 14 days                                                100%

15 to 28 days                                                 75%

29 to 42 days                                                 50%

34 to 56 days                                                 25%

Over 57 days                                                  0%

 

    1. The following conditions must be met in order for the Client to qualify for a rebate or refill.
      1. RP Group’s invoice for the fee must have been paid within the payment terms in accordance with clause 5.2;
      2. The Client must notify RP Group that the Applicant’s Engagement ended within 5 days of the Engagement ending or within 5 days of notice being given to end the Engagement; whichever is earlier;
      3. The Applicant’s engagement is not terminated by reason of redundancy, re-organisation or change in strategy of the Client;
      4. The Applicant did not leave the Engagement because they believed that the nature of the work was substantially different from the information the Client provided prior to the Applicant’s acceptance of the Engagement;
      5. The Applicant did not leave the Engagement as a result of discrimination or other acts against the Applicant;
    2. If the Client re-engages the Candidate either on an employment or indirect basis, any rebate paid to the Client under clause 6.2 in respect of that Candidate, shall be immediately repaid to RP Group by the Client.

 

  1. Liability and Indemnity
    1. RP Group shall not be liable under any circumstances for any loss, expense, damage, delay, costs or compensation (whether direct or otherwise) which may be suffered or incurred by the Client arising from or connected with RP Group searching for an Applicant for the Client, or any introduction by RP Group to the Client, or RP Group’s failure to introduce an Applicant to the Client. For the avoidance of doubt, this does not include RP Group’s liability for death or personal injury arising from RP Group’s negligence.
    2. The Client shall indemnify and keep indemnified RP Group against any costs (including legal costs), claims or liabilities incurred directly or indirectly by RP Group arising out of or in connection with these Terms including (without limitation) as a result of:
      1. any breach of these Terms by the Client or by its employees or agents; and/or
      2. any breach by the Client or Third Party, or any of its employees or agents, of any applicable statutory provisions (including, without limitation, any statutory provisions prohibiting or restricting discrimination or other inequality of opportunity, immigration legislation and the Regulations); and/or
      3. any unauthorised disclosure of an Applicants details by the Client or Third Party, or any of its employees or agents.

 

  1. Termination

These Terms may be terminated by either party giving to the other immediate notice in the event that either RP Group or the Client goes into liquidation, becomes bankrupt, enters into an arrangement with creditors, has a receiver or administrator appointed or where RP Group has reasonable grounds to believe the Client will not pay RP Group’s invoice within the payment terms in clause 5.2.

 

  1. Equal Opportunities

RP Group is committed to equal opportunities and expects the Client to comply with all anti-discrimination legislation with regard to the process of selecting and treatment of Candidates.

 

  1. Data Protection and Confidentiality
    1. All information contained within these Terms is confidential and the Client will not divulge it to any Third Party other than its own employees and professional advisers and as may be required by law.
    2. The Client agrees to comply with the Data Protection Act 1988 (“the Act”) and will not cause or seek to cause RP Group to breach the Act in connection with these Terms and will provide any and all information requested by RP Group in a timely manner to assist RP Group to respond to a Data Subject access request (as defined with the Act).

 

Data Protection Legislation means all applicable data protection legislation for the time being in force in the UK or any part of it including the Data Protection Act 1998, the General Data Protection Regulation (Regulation 2016-678) (‘GDPR’) and national legislation implementing or supporting it in the UK).

 

Each party shall:

At all times during the term of this agreement comply with the Data Protection Legislation; and

To the extent applicable under the Data Protection Legislation, obtain and maintain all appropriate registrations required in order to allow that party to perform its obligations under this agreement.

 

The terms ‘personal data’, ‘personal data breach’, ‘process’ and ‘processor’ shall have the meanings given in the GDPR. The Client shall, be responsible for providing to RP Group a description of the personal data required to be processed under this agreement and any further details required pursuant to ensuring compliance with the Data Protection Legislation. In relation to all personal data provided or made available to the Client by or on behalf of RP Group, the parties agree that RP Group:

 

      1. acts only as a processor;
      2. shall only process such personal data in accordance with this Agreement and the Clients instructions issued from time to time (which the client shall ensure are compliant with the Data Protection Legislation).
      3.  shall implement and operate, and shall procure that any permitted sub-processor implements and      operates,  appropriate  technical  and organizational  measures  to  ensure   a   level  of security appropriate to the risks that are presented by any processing of such personal data, in particular protection from accidental loss or unlawful  destruction, loss, alteration, unauthorised disclosure of, or access to, personal data transmitted, stored or otherwise processed by RP Group pursuant to this Agreement; and
      4. Shall not, without the prior written consent of the Client, transfer any such personal data to a country or territory outside the European Economic Area unless adequate contractual or other assurances have first been put in place such as will enable each party to comply with the requirements of the Data Protection Legislation.
      5. take reasonable steps to ensure the reliability of any of its staff who will have access to the personal   data and ensure that anyone who accesses it shall respect and maintain all due confidentiality;
      6. as soon as reasonably practicable upon becoming aware, notify the Client of any actual or alleged incident of unauthorised or accidental disclosure of or access to any Personal Data by any of its staff, sub-processors or any other identified or unidentified third party ("Security Breach");
      7. as soon as reasonably practicable following, and in any event within ninety (90) days of, termination or expiry of this Agreement or completion of the Services, the Supplier will delete or return to the Client (at the Client's direction) all Personal Data (including copies thereof) processed pursuant to this Agreement;
      8. provide such assistance as the Client reasonably requests (taking into account the nature of processing and the information available to the Supplier) to the Client in relation to the Client's obligations under the Data Protection Legislation with respect to:
  2. responding to requests from any data subject seeking to exercise its rights under Chapter III of the GDPR where the Client is unable to respond to a request itself;
  3. data protection impact assessments (as such term is defined in the GDPR);
  4. notifications to the supervisory authority under the Data Protection Legislation and/or communications to data subjects by the Client in response to any personal  data  breach; and
  5. the Clients compliance with its obligations under the GDPR with respect to the security of processing,

The Client grants a general authorization to RP Group to appoint, if necessary, third party data centre operators and outsourced support providers, as sub-processors to support the performance of the service.

RP Group shall in accordance with the Data Protection Legislation, make available to the client such information in RP Group’s possession or control as the Client may reasonably request with a view to demonstrating RP Group’s compliance with the obligations of data processors under the Data Protection Legislation in relation to its processing of personal data.

 

  1. General
    1. Any failure by RP Group to enforce any one or more of these Terms at a particular time shall not be deemed a waiver of such rights or of the right to enforce these Terms subsequently.   
    2. Headings contained in these Terms are for reference purposes only and shall not affect the intended meanings of the clauses to which they relate.
    3. No provision of these Terms shall be enforceable by any person who is not a party to it pursuant to the Contract  (Rights of Third Parties) Act 1999.
    4. If any provision, clause or part-clause of these Terms is held to be invalid, void, illegal or otherwise unenforceable by any judicial body, the remaining provisions of these Terms shall remain in full force and effect to the extent permitted by law.
    5. Any reference to legislation, statute, act or regulation shall include any revisions, re-enactments or amendments that may be made from time to time.

 

  1. Notices
    1. Any notice required to be given under these Terms (including the delivery of any information or invoice) shall be delivered by hand, e-mail or prepaid first-class post to the recipient at its address specified in these Terms (or as otherwise notified from time to time to the sender by the recipient for the purposes of these Terms).
    2. Notices shall be deemed to have been given and served:
      1. if delivered by hand, at the time of delivery if delivered before 5.00pm on a business day or in any other case at 10.00am on the next business day after the day of delivery; or 
      2. if sent by e-mail, at the time of despatch if despatched on a business day before 5.00 p.m. or in any other case at 10.00 a.m. on the next business day after the day of despatch, unless the transmission report indicates a faulty or incomplete transmission or, within the relevant business day, the recipient informs the sender that the e-mail message was received in an incomplete or illegible form; or
      3. if sent by prepaid first-class post, 48 hours from the time of posting.

 

  1. Variation

No variation or alteration of these Terms shall be valid unless approved in writing by RP Group.

  1. Applicable Law

These Terms are subject to English Law and the exclusive jurisdiction of the Courts of England and Wales.

 

 

 

SIGNED…………………………………..                      SIGNED……………………………………….

(for RP GROUP)                                               (For Client)

 

 

 

PRINT NAME……………………………                     PRINT NAME…………………………………

 

DATE…………………………………….                        DATE………………………………………….                             

The Client accepts that these terms do not necessarily need to be signed by the parties to this agreement to be legally enforceable due to Note 1 of these Terms of Business.