Terms

Permanent Staff Recruitment Fees & Terms of Business

1. The “Company” means Sovereign Recruitment Solutions Ltd with a registered address at 2 Crest House, 2 Wraysbury Drive, West Drayton, and a registered company number 07888037.

2. The “Client” means The person or company who accepts a quotation of The Company for the supply services, or whose request for The Company to supply such services to the client is accepted by The Company.

3. “Services” means the introduction by the Company of an Applicant to the Client as specified in accordance with these Conditions.

4. The “Applicant” is the person introduced by the Company to the Client and includes any person employed by the Company.

5. “Conditions” means these terms of business as agreed in writing between The Client and The Company (as amended from time to time) and shall represent the contract between The Client and The Company.

6. “Data Protection Legislation” means the UK GDPR, as defined by section 2 of the Data Protection, Privacy, and Electronic Communications (Amendment etc.) (EU Exit) Regulations 2019.

7. “Engagement” means the permanent employment of the Applicant by the Client. “Engage” and “Engaged” shall have equivalent meanings.

8. “Remuneration” means the base salary the Applicant is entitled to earn during the first twelve (12) months of his/her Engagement, and shall exclude all other payments, guarantees and other taxable emoluments.

9. These Conditions are final and can only be altered with written consent of a director of the Company and a director of the Client.

2. Acceptance
2.1. If an Applicant is employed by the Client, or an Affiliate of the Client, the Client will be liable for the full fee as laid out in these Conditions.

3. Fees Payable and Payment Terms
3.1. The Client agrees to notify the Company verbally, on the same working day as the appointment if an Applicant accepts and offer for Engagement by the Client.

3.2. The Fee payable to the Company will be based upon the scale of fees listed herein and unless disputed in good faith, shall become due and payable within thirty (30) days of the date of invoice from the Company.

3.3. If The Client does not pay fees within the thirty (30) day period as agreed by acceptance of these Conditions the Company will not be bound to offer any rebate or re-run of services as laid out in this document.

3.4. The fee payable to the Company by the Client for an introduction resulting in an Engagement is a percentage of first years gross Remuneration.

4. Rebate
4.1. If the Applicant leaves the Engagement or the Client terminates the Applicant’s Engagement within the first four (4) weeks of Engagement, the Company will offer a full rebate of fees payable (provided agreed payment terms were met) or find a replacement for the Applicant free of charge (at the Client’s sole election). In case of redundancy, there will be no refund.

4.2. After the first four weeks a sliding scale of rebate will apply.

Weeks in which Applicant leaves the Engagement	% of introduction fee refunded
Up to 4 weeks	100%
Up to 8 weeks	75%
Up to 12 weeks	50%
Over 12 weeks	NIL

4.3. Rebates can only be given provided the Client has written to the Company to inform the Company of an Applicant’s termination within five (5) working days of the Applicant leaving or being dismissed, and that the original fee has been paid within a thirty (30) day period.

5. Working Terms of Business
5.1. The Client is responsible for ensuring that the Applicant is legally permitted to work in the country in which the Applicant is to be employed.

5.2. The Client is responsible for ensuring that the Applicant satisfies the medical requirement for the role to which they are Engaged.

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 the Company which results in an Engagement with that third party within six (6) months of the introduction renders the Client liable to payment of the Company’s fee as set out in clause 3.4 with no entitlement to any refund.

6.2. In the event that any employee of the Company with whom the Client has had dealings in relation to the Services accepts an Engagement with the Client within six (6) months of leaving the Company’s service, the Client shall be liable to pay an introduction fee to the Company in accordance with clause 3.4

7. Confidentiality
7.1. Each party agrees to treat as secret and confidential and not at any time for any reason to disclose or permit to be disclosed to any person or make use of or permit to be made use of (other than to its Affiliates and in discharging its duties hereunder) any information of a sensitive or commercial nature relating to the other party or in relation to the Applicant (“Confidential information”) that is disclosed in connection with these Conditions.

“Confidential Information” does not include information or materials that: (a) is or becomes generally available to the public other than as a result of a disclosure in violation of the provisions of these Conditions; (b) was demonstrably known to the a party previously with no obligation to keep it in confidence; (c) is after the date of disclosure acquired by the receiving party in good faith from an independent third party who is not subject to any obligations of confidentiality in respect to such information which is known to the receiving party; or (d) is disclosed by the receiving party with the disclosing party’s prior written approval.

7.2. Notwithstanding the foregoing, the receiving party may disclose Confidential Information: (i) to the extent required by applicable law, regulation, order or similar requirements; (ii) to the extent required or requested by any governmental or other regulatory authority, or required by a court or other authority of competent jurisdiction; and/or (iii) in connection with any proceedings, arbitration or investigation to which the receiving party or its Affiliates are subject; provided that the receiving party, where legally permitted, shall provide prompt notice of any such requirement to the disclosing party so that the disclosing party will have the opportunity to obtain a protective order; provided, further, that if such protective order is not obtained, the receiving party (a) may furnish that portion (and only that portion) of the Confidential Information which, in the opinion of its counsel, is required to be disclosed, (b) will take account of the reasonable requests of the disclosing party in relation to the context and manner of the disclosure, and (c) will make known that the information disclosed is Confidential Information and needs to be accorded confidential treatment. In any event, the receiving party shall not oppose action by the disclosing party to obtain an appropriate protective order or other reliable assurance that any Confidential Information so disclosed will be accorded confidential treatment.

7.3. The obligations of the parties under this clause shall survive the expiry or the termination of these Conditions.

7.4. The Company shall not refer to the Customer or its Affiliates in any written or oral promotional materials (including, but not limited to presentations, websites, promotional brochures, industry client registers, press releases, client presentations in order to satisfy obligations set out in any code of conduct or other voluntary rules or operating procedure protocols), and the terms of these Conditions shall be kept strictly confidential. The obligations of this clause shall survive termination of these Conditions.

8. Company Duties and Obligations
8.1. The Company shall use all reasonable endeavours to:

8.2. Perform the Services in accordance with best industry standards;

8.3. Ensure that in accordance with, and subject to, application legislation it has the necessary skill, experience, and expertise to provide the Services pursuant to these Conditions;

8.4. Only use suitably skilled and qualified personnel in the execution of the Services;

8.5. Comply with the Client’s reasonable instructions in a timely manner.

8.6. The Company warrants and represents that it has complied with, and shall continue to comply with Data Protection Legislation, applicable laws and regulations in respect of the Services to be provided to the Client under these Conditions.

9. Liability
9.1. The Company shall not be liable to the Client for any loss or damage incurred by the Client or the Applicant whether caused by the Client or the Applicant or the Services received under any circumstances. For the avoidance of doubt, the foregoing shall not exclude liability for death or personal injury arising from the Company’s own negligence or liability for fraudulent or negligent misstatement or breach of Data Protection Legislation.

10. Governing Law and Jurisdiction
10.1 The contract shall be governed by and construed according to English Law and will be subject to the exclusive jurisdiction of the English courts.

11. Execution
11.1. These Conditions shall be valid, binding and enforceable against a Party only when executed by an authorized individual on behalf of the Party by means of (i) a DocuSign® or other electronic signature, (ii) an original, manual signature, or (iii) a faxed, scanned or photocopied manual signature. Each DocuSign® or other electronic, faxed, scanned or photocopied manual signature shall for all purposes have the same validity, legal effect and admissibility in evidence as an original manual signature and the Parties hereby waive any objection to the contrary. These Conditions may be executed in any number of counterparts and by the different Parties hereto on separate counterparts each of which when executed and delivered shall constitute an original and all such counterparts together constituting but one and the same instrument.

11.2. These Conditions are executed by both parties or their duly authorised representatives and is delivered on the date stated at the beginning of it.