Permanent Recruitment Terms

Definitions

• Agency: Unknown Potential Ltd, registered address: 124 City Road, London, EC1V 2NX, registered business number: 15927549.

• Candidate: Any individual introduced by the Agency to the Client for potential employment or engagement, whether on a permanent, temporary, contractual, or freelance basis.

• Client: [Insert Company Name], including its subsidiaries or associated entities as defined by Section 1159 of the Companies Act 2006, receiving services from the Agency. This also includes any third parties who may receive the Candidate’s details.

• Employment/Engagement: The direct or indirect employment or utilisation of the Candidate by the Client, regardless of whether it is through an employment contract, consultancy, or any other agreement.

• Introduction: The submission of a Candidate’s CV, arranging interviews, or any other form of introduction facilitated by the Agency to the Client.

• Introduction Fee: The fee due to the Agency upon the successful placement of a Candidate, as outlined in the fee schedule.

 

Invoice Terms

All invoices issued by the Agency must be paid in full within 14 days from the invoice date. Failure to make payment within the stipulated period may result in the following:

1. Late Fees and Interest: The Agency reserves the right to charge an administrative late fee of £15 for each overdue invoice.

2. Suspension of Services: The Agency reserves the right to suspend further services, candidate introductions, or ongoing engagements until full payment of all outstanding invoices is received.

3. Legal and Collection Costs: In the event of continued non-payment, the Client will be responsible for all collection costs, including but not limited to legal fees and any third-party collection agency charges.

4. Termination: Persistent non-payment or failure to settle invoices may lead to termination of the agreement at the sole discretion of the Agency, without prejudice to the Agency’s right to recover the outstanding amounts.

 

Compensation

Compensation refers to the total financial package offered to the Candidate by the Client in connection with their employment or engagement. This includes but is not limited to:

1. Base Salary: The fixed annual, monthly, or hourly wage offered to the Candidate as part of their core compensation for performing their duties.

2. Bonuses: Any performance-based or discretionary bonuses that may be awarded to the Candidate, including but not limited to annual bonuses, signing bonuses, retention bonuses, or other one-time payments.

3. Commissions: Payments made to the Candidate based on sales, business development activities, or other performance metrics as agreed between the Candidate and the Client.

4. Benefits: Additional financial or in-kind benefits offered to the Candidate, including but not limited to health insurance, life insurance, pension contributions, stock options, equity grants, profit-sharing, retirement plans, and other perks or allowances (e.g., car allowance, relocation allowance, housing stipend, or professional development).

5. Other Incentives: Any other forms of financial compensation, whether guaranteed or conditional, that may be offered to the Candidate, including deferred compensation, long-term incentive plans (LTIPs), or other financial rewards tied to the Candidate’s performance or tenure with the Client.

The total compensation package includes all monetary and non-monetary financial benefits or incentives provided to the Candidate as part of their employment or engagement.

Agreement Overview

• Agency Role: The Agency operates as a recruitment agency in compliance with relevant laws, including the Conduct of Employment Agencies and Employment Businesses Regulations 2003.

• Entire Agreement: This document constitutes the full and final agreement between the Agency and the Client. Any prior agreements, verbal or written, are superseded.

• Acceptance of Terms: The Client accepts these terms by requesting the introduction of a Candidate, interviewing a Candidate, or engaging a Candidate introduced by the Agency.

 

Recruitment Services Provided

• Candidate Identification: The Agency will take reasonable steps to source and present Candidates that meet the Client’s specifications. While efforts are made to verify the suitability of Candidates, final responsibility rests with the Client.

• Client Verification: The Client is responsible for confirming the Candidate’s credentials, references, and legal eligibility for the role.

 

Client Responsibilities

• Equal Opportunity Compliance: The Client must adhere to all anti-discrimination laws during the recruitment process.

• Engagement Notification: The Client must notify the Agency upon making an offer to a Candidate and confirm the agreed terms of engagement.

• Confidentiality: All Candidate information must be kept confidential and cannot be shared without prior consent from the Agency.

 

Payment and Fees

• Service Fee: The fee for the Agency’s services is 10% of the Candidate's total annual compensation. This fee applies regardless of the employment contract type.

• Invoice Payment: All invoices must be paid within 14 days. Late payments may incur statutory interest as outlined in the Late Payment of Commercial Debts (Interest) Act 1998.

 

Termination and Liability

• Notice Period: Either party may terminate this agreement by providing 30 days' written notice.

• Immediate Termination: This agreement may be terminated immediately in cases of insolvency or failure to comply with legal obligations.

• Surviving Clauses: Clauses relating to Confidentiality, Payment Terms, Invoice Payment, and Indemnity will remain in effect following termination.

 

Liability and Indemnity

• Liability Limitation: The liability of the Agency is limited to the total fees paid by the Client in connection with the specific recruitment.

 

Indemnity: The Client agrees to indemnify, defend, and hold harmless the Agency, its affiliates, directors, officers, employees, and agents from and against any claims, damages, losses, liabilities, costs, and expenses (including reasonable legal fees) arising out of or related to:

1. The Client's non-compliance with applicable laws or regulations;

2. Any breach of this agreement by the Client;

3. Any acts, omissions, or misconduct of any Candidate introduced by the Agency to the Client, including but not limited to any damage, loss, or liability caused to the Client or any third party as a result of the Candidate’s actions or omissions during their engagement or employment with the Client.

 

This indemnity applies regardless of whether the claim arises during or after the Candidate's introduction, engagement, or employment with the Client.
Confidentiality and Data Protection

• Confidential Information: Both parties agree to keep all business and Candidate information confidential, except as required by law.

• Data Protection: Both parties must comply with the Data Protection Act 2018 and GDPR regulations in handling personal data.

 

Publicity

• Promotion of Services: The Agency reserves the right to publicise its services to the Client unless the Client requests otherwise in writing.

• Confidentiality: No specific details regarding the Client’s business will be disclosed without written consent, except where required by law.

 

Governing Law

This agreement is governed by the laws of England and Wales, and disputes will be resolved in the courts of England and Wales.

 

Notice and Delivery

• Delivery Methods: Notices under this agreement must be delivered by hand, email, or first-class post.

• Timing: Notices are deemed received 48 hours after posting or immediately upon delivery by hand or email.

 

Fee Schedule

• Permanent Placement: Fees are based on a percentage of the Candidate’s annual salary, with a minimum fee of £1,500.

• Fixed-Term Placements: Fees for short-term engagements will be prorated.

 

Rebate Policy

In the event that a Candidate introduced by the Agency leaves the Client's employment or engagement within the first six (6) weeks, either voluntarily or as a result of termination by the Client, the following rebate structure applies:

1. Rebate Schedule:

   • 0–2 Weeks: 100% rebate of the placement fee.

   • 3–4 Weeks: 50% rebate of the placement fee.

   • 5–6 Weeks: 25% rebate of the placement fee.

   • After Six (6) Weeks: No rebate.

2. Conditions for Rebate Eligibility:

   • The Client must have paid the original placement fee in full within the payment terms.

   • The Client must notify the Agency in writing within seven (7) days of the Candidate's departure.

   • The rebate does not apply in cases of company-wide layoffs, restructuring, changes in job roles, or any other factors not related to the Candidate's performance or conduct.

3. Rebate Process:

   • Upon receiving a written request for a rebate, the Agency will process the rebate as a credit against any outstanding fees or provide a refund within 14 days if no fees are outstanding.

   • The Agency may, at its discretion, agree to find a replacement Candidate without additional charge.

4. Limitation of Liability:

   • The total rebate amount will not exceed the original placement fee.

   • The Agency shall not be liable for any additional costs or damages incurred by the Client as a result of the Candidate's departure.