These Terms of Business are between:-

 

Advanced Resource Managers (comprising Advanced Resource Managers IT Limited and Advanced Resource Managers Engineering Limited) of Langstone Technology Park, Langstone Road, Havant, Hampshire, PO9 1SA (the “Company”), and the person, firm or corporate body together with any subsidiary or associated company as defined by the Companies Act 1985 and any customer of the Client requiring the services of the Company ( the “Client”)

 

 

(1)  these Terms are deemed to cover the supply of services by Advanced Resource Managers IT Ltd and Advanced Resource Managers Engineering Ltd; and

 

(2)  where supplying Candidates for employment by the Client ARM acts as an employment agency; where supplying Candidates for temporary engagement by the Client ARM acts as an employment business; and

 

(3)  the Company operates in the IT, Engineering, Finance, Legal, Business and associated sectors of the Recruitment Industry, and offers training services to both Clients and Work-Seekers.

 

1.1 In these Terms of Business the following definitions apply:

 

Assignment means the period during which the Candidate is supplied to render services to the Client.

 

Candidate means the person introduced by the Company to the Client for an Engagement, including any officer or employee of the Limited Company where the individual supplied is a Limited Company Contractor.

 

Conduct Regulations means the Conduct of Employment Agencies and Employment Businesses Regulations 2003.

 

Engagement means the engagement, employment or use of the Candidate directly by the Client or any third party or through any other company on a permanent or temporary basis, whether under a contract of service or for services; an agency, license, franchise or partnership agreement; directly or through a limited company of which the Candidate is an officer or employee;

 

Introduction means (i) the Client’s interview of a Candidate in person, by video link or by telephone, following submission by the Company of details of such person; or (ii) the passing to the Client of a curriculum vitae or information which identifies the Candidate; and which leads to an Engagement of that Candidate within the timeframes set out in clause 11.

 

Limited Company Contractor means the Candidate, who may or may not have Opted-Out of the Conduct Regulations, whose services are supplied by the Company to the Client through a Limited Company which is contracted by the Company under a Contract for Services.

 

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 Candidate for services rendered to or on behalf of the Client.

 

Schedule means a document outlining the principal terms governing an Assignment.

 

2.1 Unless the context requires otherwise, references to the singular include the plural and reference to the masculine include the feminine and vice versa.

 

2.2 The headings contained in these Terms are for convenience only and do not affect their interpretation.

 

2.3 These Terms of Business are deemed to be accepted by the Client by virtue of a request for details of or Introduction to suitable Candidates by CV or in person.

 

2.4 In submitting a vacancy to the Company the Client agrees that the Company may advertise that vacancy with or without naming the Client as agreed at that time.

 

2.5 No variation or alteration of these Terms of Business shall be valid unless approved in writing by a Director of the Company.

 

2.6 These Terms contain the whole agreement between the parties and supersede and replace any prior written or oral agreements, representations or understandings between the parties, and in particular shall supersede any terms set out in any purchase order other communication issued by the Client to the Company.

 

2.7 Upon the Client’s request but at the Company’s sole discretion the Company may agree to vary these Terms, specifically but not limited to fees, payment terms and rebate terms. The Client acknowledges that any such variations are strictly subject to the Client’s close adherence to agreed payment terms and agrees that upon the Client’s failure to pay within the agreed timescales for payment the Company is entitled to disapply all variations and revert to standard Terms of Business.

 

3.1 The Client agrees to provide the Company with details regarding Health & Safety on Client’s site(s).

 

3.2 The Client warrants that it shall advise the Company immediately upon requesting its services and certainly no later than upon confirming any offers of Engagement whether it will be likely that the Candidate will, in the performance of the services, come in contact with persons under the age of eighteen (18) or any person who by reason of age, infirmity or who is otherwise in need of care or attention.

 

3.3 Although the Company will carry out ID checks pursuant to the Conduct Regulations, the client agrees to establish the Candidate’s eligibility to work in the UK prior to the Candidate’s commencement of services in accordance with requirements set out in the Immigration, Asylum & Nationality Act 2006 and any subsequent amendments thereof.

 

3.4 The Client shall satisfy itself as to the suitability of the Candidate and shall be responsible for obtaining work permits and other permits if required, for the arrangement of medical examinations and / or investigations into the medical history of any Candidate, and satisfying any medical and other requirements or qualifications required by law of the country in which the Candidate is engaged to work.

 

4.1 The Company 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 Company seeking a Candidate for the Client or from the Introduction to or Engagement of any Candidate by the Client or from the failure of the Company to introduce any Candidate. For the avoidance of doubt, the Company does not exclude liability for death or personal injury arising from its own negligence.

 

5.1 These Terms are governed by the law of England & Wales and are subject to the exclusive jurisdiction of the Courts of England and Wales.

 

 

6.1 The Client agrees:

 

6.1.1 To notify the Company immediately of any offer of Employment which it makes to the Candidate;

 

6.1.2 To notify the Company immediately that its offer of Employment to the Candidate has been accepted and to provide details of the Remuneration; and

 

6.1.3 To pay the Company’s fee within 14 days from the date of the invoice;

 

6.2 Except in the circumstances as set out in clauses 8.1 and 13 below, no fee is incurred by the Client until the Candidate commences the Engagement when the Company will render an invoice to the Client for its fees.

 

6.3 The Company reserves the right to charge interest on invoiced amounts unpaid for more than 7 days at the rate of 5% per annum above the base rate of NatWest bank from the due date until the date of payment.

 

6.4 The fee payable to the Company by the Client for the Introduction of a Candidate is based upon the Remuneration which the Candidate is entitled to earn during the first 12 months of his Engagement by the Client. Additionally, VAT at the current rate will be charged.

 

 

Gross Remuneration (£)		% Charge
0 10,000 15,000 20,000 25,000 30,000 35,000+	9,999 14,999 19,999 24,999 29,999 34,999	15 17.5 20 22.5 25 27.5 30

 

6.5 In the event that the Engagement is for a fixed term of less than 12 months, the fee in clause 6.4 will apply pro-rata. If the Engagements is extended beyond the initial term or if the Client re-engages the Candidate within 6 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. If the Client subsequently engages or re-engages the Candidate within the period of 6 calendar months from the date of termination of the Engagement or withdrawal of the offer, a full fee calculated in accordance with clause 6.4 above becomes payable.

 

7.1 In order to qualify for the following rebates, the Client must pay the Company’s fee within 14 days of the date of invoice and must notify the Company in writing of the termination of the Engagement within 7 days of its termination.

 

7.2 If the Engagement terminates before the expiry of 8 weeks (except where the Candidate is made redundant) the fee will be rebated in accordance with the following rebate:

 

 

Period of Employment	% of Credit
Up to 4 weeks Not exceeding 6 weeks Not exceeding 8 weeks	75 25 10

 

7.3 In circumstances where clause 6.5 applies the full fee stated in clause 6.4 is payable and there shall be no entitlement to a refund.

 

8.1 If, after an offer of Engagement has been made to the candidate, the Client decides for any reason to withdraw such offer, the Client shall be liable to pay the Company a minimum fee of 75% of the Introduction fees plus VAT.

 

9.1 Introductions of Candidates are confidential. The disclosure by the Client to a third party of any details regarding a Candidate introduced within 12 months of the Introduction or 6 months of the Engagement renders the Client liable to payment of the Company’s fee as set out in Clause 6.4 without entitlement to any refund.

 

9.2 An introduction fee calculated in accordance with Clause 6.4 will be charged in relation to any Candidate engaged as a consequence of or resulting from an introduction by or through the Company, whether direct or indirect, within 12 months from the date of the Company’s Introduction or 6 months from the date of Engagement, irrespective of whether the Candidate was previously known to the Client or not. A Candidate shall be considered to have been Introduced to the Client exclusively by the Company, unless prior to the commencement of the Assignment the Client notified the Company that it was already in contact with the Candidate and is able to substantiate its assertion to the Company’s reasonable satisfaction.

 

9.3 Where the amount of the actual Remuneration is not known the Company will charge a fee calculated in accordance with Clause 6.4 on the minimum level of remuneration applicable for the position in which the Candidate has been engaged with regard to any information supplied to the Company by the Client and / or comparable positions in the market generally for such positions.

 

9.4 In the event that any employee of the Company with whom the Client has had personal dealings accepts an Engagement with the Client within 3 months of leaving the Company’s employment, the Client shall be liable to pay an introduction fee to the Company in accordance with Clause 6.4

 

 

10.1 The Client agrees to pay the Company’s hourly charges as notified at the commencement of the Assignment and as may be varied from time to time during the Assignment. The charges are calculated according to the number of hours worked by the Candidate times the hourly rate as may from time to time be agreed with the Client, and will be confirmed in the relevant Schedule. Alternatively the charges may be set at a daily rate. The charges are comprised mainly of the Candidate’s remuneration (including, if applicable, Holiday Pay under the Working Time Regulations 1998) but also include the Company’s fees, any statutory contributions applicable and travel, accommodation or other expenses as may have been agreed with the Client or, if there is no such agreement, such expenses as are reasonable. VAT is payable on the entirety of these charges. Charges are payable within 14 days from the date of a monthly submitted invoice, or within 30 days from the date of a weekly submitted invoice;

 

10.2 The Company reserves the right to charge interest on invoiced amounts unpaid for more than 7 days at the rate of 5% per annum above the base rate from time to time of NatWest bank from the due date until the date of payment.

 

10.3 The Company remunerates Candidates by reference to the time sheets completed by the Candidate. Accordingly, each and every time sheet verified by an employee, officer or representative of the Client shall be conclusive evidence of the number of hours worked by the Candidate and shall be conclusive evidence of the Client’s satisfaction with the services rendered by the Candidate.

 

10.4 For the avoidance of doubt, Candidates will not be employees of the Client or the Company and the Client should not treat them like employees.

 

11.1 This clause applies to the direct Engagement by the Client of a Candidate introduced by the Company; the Introduction by the Client of a Candidate to any third party resulting in the Engagement of the Candidate by that or any other third party, and to the Candidate being supplied to the Client via another employment business in accordance with Regulation 10 of the Conduct Regulations.

 

11.2 In the circumstances described in clause 11.1 above, the Client may at its election either pay the Company an introduction fee in accordance with clause 11.3 below or commit to engage the Candidate as such for a further period in accordance with clause 11.4 below, except where the Candidate is an Opted-Out Limited Company Contractor, for whom timescales as per Clause 9.2 and an introduction fee as per Clause 11.3 shall apply. Where following written notice by the Company the Client fails to make such election within 7 days following service of the said notice, the right of such election shall pass irrevocably to the Company who may elect by written notice.

 

11.3 The introduction fee will be calculated in accordance with the Company’s scale of fees for permanent engagements as per clause 6.4 above. Where the Client fails to inform the Company of the remuneration, the introduction fee will be calculated by multiplying the last known hourly charge rate of the Company for the Candidate’s services by 400. No rebate of the introduction fee will be paid in the event of subsequent termination of the engagement. VAT is payable in addition to any fee due.

 

11.4 Alternatively, the Client may continue to use the services of the Candidate through the Company on these Terms for the period of 6 months.

 

12.1 Whilst reasonable effort is made by the Company to ensure Candidates have the appropriate standards of skill, integrity and reliability, the Company is not liable for any loss, expense, damage, delay or disruption arising from the provision of a Candidate, the failure to provide or replace any Candidate for all or part of the Assignment, the negligence, dishonesty, misconduct or lack of skill of the Candidate in the course of the Assignment. Nothing in this clause 12.1 shall exclude the Company’s liability for death or personal injury arising from its own negligence.

 

12.2 Candidates are engaged by the Company under contracts for services and are not employees of the Company. With the exception of Limited Company Contractors they are under the reasonable supervision, direction and control of the Client from the time they report to take up duties and for the duration of the Assignment and any subsequent contract extensions. The Client agrees to be responsible for all acts, errors or omissions of the Candidate, whether wilful or negligent.

 

12.3 If the Client reasonably considers that the services of the Candidate are unsatisfactory, the Client may terminate the Assignment either by instructing the Candidate to leave the Assignment immediately, or by directing the Company to remove the Candidate.

 

12.4 The Client will comply in all respects with the Health and Safety at Work Act 1974, the Working Time Regulations, the Data Protection Act 1998 and all other by-laws, codes of practice and legal requirements to which the Client is ordinarily subject in respect of its own staff. Where the Candidate is supplied through or incorporated under a limited company, the Candidate will decide how best to perform the Assignment and will be responsible for all acts, errors or omissions during and after the assignment.

 

 

13.1 For all Search and Selection requirements the fee will be 30% of the Remuneration on offer and will be payable by the Client in the following instalments: (1) one third of the fee upon the Company accepting the Client’s instructions; (2) one third of the fee upon the Company delivering to the Client a short-list of qualified candidates and (3) upon the applicant commencing the position the final instalment will be invoiced.

 

13.2 All invoices are payable within 14 days of invoice.

 

13.3 Where the precise Remuneration is not known in advance, the Remuneration will be estimated for the purposes of the first two instalments of the fee. The final instalment of the fee will be based on the actual Remuneration and any necessary adjustments will be made.

 

13.4 The Client’s decision not to proceed with the Search or appointment of the Applicant will not confer entitlement to refunds.

 

 

14.1 The Company is ISO9001:2008 registered and is obliged to inform its customers about its complaint procedures. Complaints should in first instance be addressed to the ARM Consultant. In the event that a complaint cannot be settled with the ARM consultant the Client should contact the Company’s Quality Manager, ARM, Langstone Technology Park, Langstone Road, Havant, PO9 1SA or email complaint@arm.co.uk.

 

AGREEMENT

 

15. AGREEMENT TO TERMS

15.1 Unless otherwise agreed in writing by a Director of the Company, this Agreement shall prevail over any other terms of business or purchase conditions put forward by the Client.