Section 1 – Definitions
- The Consultant:
- The Client:
“The Employer” which term shall include a representative of a Client Company who shall be deemed to have the authority to accept these Terms and Conditions.
- The Candidate:
A person introduced by the Consultancy to the Client for Engagement.
- The provision of details of a Candidate by The Consultant to a Client either directly or indirectly, whether written or orally. Introductions are in the strictest confidence.
- If any Candidate’s details or any part of them are passed to any other person or Employer resulting in the Engagement of the Candidate then the full Fee as contained in this document will become payable by the client to whom The Consultant made the introduction.
- Employment shall mean the date from which remuneration commences or the contract date whichever is earlier.
The employment of a Candidate to work for the Client in any capacity whether temporary, permanent, employed or self-employed. The start date of the Engagement shall be determined by the date on which the Candidate commences employment or is contracted with the Client, which shall include any period of training irrespective of any licensing requirements of the Client Company, which is the responsibility of the Client Company.
Section 2 – Conditions
- If the Client Interviews and/or subsequently Engages a Candidate introduced to them by XL Recruitment, then it will be deemed that the Client Company have accepted these Terms and Conditions which shall in all cases constitute an Agreement between the Client and The Consultant.
- The Terms contained herein will prevail for a period of one year from the date of the First Introduction of each individual Candidate to the Client.
NO VARIATION OF TERMS WILL BE VALID UNLESS CONFIRMED IN WRITING OR VIA EMAIL BY XL RECRUITMENT.
The Client undertakes to inform The Consultant immediately a Candidate is made an offer of employment or Engaged and provide The Consultant with a copy of the offer of employment including details of the financial package. The Client will be liable to pay the agreed Fee for any Engagement or offer of employment made within one year of the Introduction of the Candidate by The Consultant.
- Referred Introductions:
If the Client or a member of the Client’s staff refers a Candidate to any other person within the same Company or another Company then it should notify the introducing Consultant immediately. If the referred Introduction results in the Engagement of the Candidate the Client shall immediately become liable to pay The Consultant’s Engagement Fee prevailing at the time of notification.
- XL Recruitment shall not be liable under any circumstances for any loss, damage or expense suffered or incurred by the Client arising from or in any way connected with The Consultant seeking a Candidate or the Engagement of any Candidate by the Client.
- The Client shall be liable for any costs and expense incurred by us in enforcing any of these Terms and Conditions or recovery of any monies due whether by proceedings or other means.
- The Consultant shall not be liable for any loss, damage or expense suffered or incurred by the Client arising from the introduction by The Consultant of a Candidate or from any act or omission on the part of any Candidate.
If a dispute should arise in relation to the amount of the Fee charged in relation to package, then the Client undertakes to provide The Consultant with all relevant documentation and/or correspondence relating to the Engagement of the Candidate, which evidences the financial and contractual conditions between them.
The Consultant will endeavour to make every reasonable effort to ensure the suitability of all Candidates introduced to the Client but cannot take up references either personal or employers past or present. It is the Client’s responsibility to satisfy itself as to the Candidate’s suitability, capability, integrity and medical history and to take up the necessary references. The Client must also ensure that the Candidate possesses the necessary qualifications and meets any necessary legal requirements to fulfil the Engagement. Where necessary, work permits must be obtained by the Client.
Section 3 – Fees
- All Fees are payable within 30 days of the date of the invoice. If payment is not received within this time, then The Consultant will be entitled to charge interest at the rate of 2% above Barclays Bank Plc base rate for the period, from the date of the invoice, until the date payment is received and time shall be deemed to be of the essence.
- No Fee is payable unless a Candidate is Engaged.
- Schedule E Appointments.
- The Fee charged for an Introduction of a Candidate to a Client by The Consultant resulting in The Engagement of the Candidate will be 20% of the total of the first year’s remuneration payable to the Candidate by the Client unless otherwise agreed as set out in, Section 2 Conditions, 1: Agreement, Para [ii].
- The total remuneration will be calculated to include all emoluments and benefits that form part of the gross taxable pay together with any advance commission payments agreed to paid for a period of 12 months or less whether guaranteed of not plus any other bonuses, allowances or cash payments for benefits.
- Schedule D and Schedule E Appointments.
For Candidates Engaged without salary and offered a financing or drawing agreement whether recoverable or non-recoverable against commission and/or override and/or bonuses to be earned, such gross monthly financing or draw will be annualised and 20% of the annualised amount or 20% of the previous 12 calendar months gross income will be payable whichever is the greater.
- Commission Only Positions.
As in [iii] above.
- Unless separately negotiated and agreed in writing, no refunds will be given.
Section 4 – GDPR
[i] Data Protection Laws means as applicable and binding on each party in the agreement:
a) in the United Kingdom: the GDPR – EU 2016/679, and/or any corresponding or equivalent national laws or regulations;
b) in member states of the European Union: the Data Protection Directive or the GDPR and all relevant member state laws or regulations giving effect to or corresponding with any of them.
[ii] Data Controller has the meaning given to that term (or to the term ‘controller’) in Data Protection Laws;
[iii] Data Processor has the meaning given to that term (or to the term ‘processor’) in Data Protection Laws
[iv] Data Subject has the meaning given to that term in Data Protection Laws;
[v] Data Subject Request means a request made by a Data Subject to exercise any rights of Data Subjects under Data Protection Laws;
[vi] GDPR means the General Data Protection Regulation (EU) 2016/679;
[vii] GDPR Date means from when the GDPR applies on 25 May 2018;
[viii] Personal Data has the meaning given to that term in Data Protection Laws;
[ix] “Shared Personal Data” means any Personal Data collected or received by one Party in respect of this Agreement (i) in respect of which the other Party is a controller (as defined in the applicable Data Protection Law); or (ii) where the Data Subject from whom the personal data is obtained has provided the Personal Data in the context of its relationship with (including employment by) the other Party
Each Party (both the “Disclosing Party” and the “Recipient”) shall comply with all applicable obligations imposed by, and all requirements under, the Data Protection Laws. Both parties warrant
- They have obtained or collected shared personal data lawfully, fairly, in a transparent manner and with a lawful basis whether based on the consent of the data subject or on the processing being necessary for the purposes of the legitimate interests for each party.
- The processing of any Shared Personal Data will be adequate, relevant and limited to what is necessary in relation to the purposes for which they are to be processed pursuant to this agreement.
- Will inform each other promptly and without delay if they become aware that any of the shared personal data is inaccurate or is no longer necessary for the purposes for which it is processed pursuant to this agreement.
- To have in place appropriate technical and organisational measures to protect against unauthorised or unlawful processing of the shared personal data and against its accidental loss, destruction or damage.
- To use appropriate measures to ensure the confidentiality, integrity, availability and resilience of systems and services, to ensure that availability of and access to the shared personal data can be restored in a timely manner after an incident, and regularly assess and evaluate the effectiveness of the technical and organisational measures adopted by each party.
- To assist the other party in responding to any request from a data subject and in ensuring compliance with obligations under the Data Protection Legislation with respect to security, personal breach notifications, impact assessments and consultations with supervisory authorities or regulators.
- To notify each other without undue delay, and in any event within 24 hours, on becoming aware of a data breach with respect to any of the shared personal data.