PARETO LAW LIMITED - TERMS AND CONDITIONS
1) These terms and conditions apply to all introductions of Interviewees and Candidates to the client (‘the Client’) by Pareto Law Limited (‘Pareto’), carrying on business as an employment agency.
2) In this agreement the following expressions shall, except where context requires otherwise, have the following respective meanings:
“Engagement”: employment or use whether under a contract of service or a contract for services, or retention by the Client in any personal or corporate capacity as an Employee, agent or independent contractor either on a short-term, permanent, part-time or self-employed basis whether in a sales position or otherwise. The expressions “employed” and “engaged” shall bear similar interpretation;
“Date of Engagement”: the first day of employment of the Candidate by the Client or the first day of the Candidate’s training with Pareto, whichever is earlier;
““Client”: the Client and any subsidiary holdings or associated companies (as defined in Section 1159 of The Companies Act 2006 and Sections 449/450 of The Corporation Tax Act 2010 respectively) for the time being of the Client;
“Candidate”: the Interviewee selected by the Client for employment with the Client;
“Interviewee”: any person presented by Pareto for interview with the Client;
“Employee”: any person employed under a contract of service;
"Hirer": the person who it is proposed will engage the Candidate;
"Prevailing Rate": fee chargeable as quoted within these Terms and Conditions;
Pareto and the Client shall each be known as a ‘Party’ and together as the ‘Parties’.
3) The Client agrees to provide Pareto with sufficient information to enable Pareto to assess and select a suitable Candidate(s) for the engagement, by doing this the Client agrees to provide:
a) the identity of the Hirer, and if applicable the nature of the Hirer's business;
b) the date on which the Hirer requires a Candidate to commence work and the duration, or likely duration of the work;
c) the position to be filled, including the type of work required to be done, the location and the hours required to be worked, by the Candidate;
d) any risks to health and safety relevant to the Engagement, and what steps have been taken by the Client to prevent or control such risks;
e) the experience, training, qualifications and any authorisation which the Hirer consider necessary, or which are required by law, or by any professional body, for the Candidate to possess.
f) any expenses payable by or to the Candidate;
g) the minimum rate of remuneration and any other benefits to be offered in respect of the relevant position, and the intervals at which they would be paid; and
h) where applicable, the length of notice which a successful Candidate would be required to give and entitled to receive, in order to end the Engagement.
4) All instructions are accepted only on the basis that Pareto is not an employer of any Interviewee or Candidate and carries on business as agent only for the purpose of effecting introductions between persons desiring to enter into contracts of service or contracts for service (‘Introductions’).
5) No Interviewee or Candidate is an employee of Pareto or is employed by Pareto under a contract of service or under a contract for services.
6) Pareto agrees to effect Introductions between the Client and Interviewees for such positions as the Client notifies Pareto.
7) Pareto agrees that following the Introduction and Engagement of a Candidate it shall provide 13 days of Modular Training to the Candidate. If a delegate is booked on a training course and subsequently postpones that course within 14 days of the course start date Pareto retains the right to refuse or reallocate further training dates at their own discretion. If the Client postpones a course within 14 days of the course start date, then any accommodation booked shall be non-transferable and the charges are non-refundable. Additional accommodation will need to be booked and paid for prior to the re-scheduled training start date.
8) The Client agrees that if the Client’s payment is at any time in arrears then Pareto’s obligations under clause 7 shall cease to exist until such time as any payment due from the Client to Pareto is paid together with any interest due to Pareto under Clause 11 (d)
9) The Client agrees that if the Candidate does not attend the training courses for any reason whatsoever it shall still be liable to pay Pareto’s fees at the Prevailing Rate. This may however invalidate clause 12 (d).
10) The Client agrees to engage the Candidate as an Employee in the Client’s company, trade, business or profession.
11) In consideration of Pareto’s obligations under clause 7 and the supply of the Candidate to the Client by Pareto leading to Engagement of the Candidate whether in a sales position or otherwise, the Client will pay Pareto’s fees at the Prevailing Rate and agrees that:-
a) all sums are due on the Date of Engagement and are payable as follows: Either
i) in full within 14 days of such date;
ii) in five monthly payments by Standing Order. The first payment shall be payable on the Date of Engagement and will equate to approximately one fifth of the Prevailing Rate (inclusive of VAT); Payments thereafter will comprise four further equal monthly payments of the balance due on the Prevailing Rate.
b) if the Standing Order form has not been received by Pareto by the Date of Engagement the total amount payable under the Standing Order arrangement shall become payable immediately.
c) all sums are subject to VAT.
d) Pareto shall be entitled to charge interest on any sums unpaid from the date when such sums fall due until actual payment at the rate of 4% above the base-lending rate.
e) if any sums due under the terms of this agreement remain unpaid for 14 days from the date due all other sums payable under these terms and conditions shall become payable immediately.
f) Pareto may, at the discretion of the directors, refuse the Client the option of paying via Standing Order on the grounds of creditworthiness.
a) If the Client terminates the contract of service of the Candidate other than on the grounds of redundancy before the expiry of the period of 3 months from the Date of Engagement it must give notice in writing to Pareto within 7 days of said termination.
b) If the Client gives notice as specified in clause 12(a) the contract of service between the Client and the Candidate and the provisions of these terms and conditions shall continue until expiry of the notice.
c) If the Client terminates the contract of service of the Candidate on the grounds of redundancy the whole of Pareto’s fees at the Prevailing Rate remains payable and any balance due from the Client to Pareto will become payable on the date when the 7 day notice expires.
d) If the Candidate or the Client terminates the contract of service before the end of the period of 3 months from the Date of Engagement, (‘the Period’), Pareto will not be liable for any loss, damage, costs or claims of the Client, howsoever arising. However, provided the Client is up to date with its payment obligations, Pareto will effect further Introductions and the Client may select another Candidate. There will be no additional fees payable for the replacement Candidate save for the accommodation fees which are non-refundable. Any additional costs will be incurred by the client.
e) No alternative is available if the client does not require a replacement candidate. Note: Any replacement will be conditional upon :-
1) The client informing Pareto Law as per clause 24.
2) No replacement will be provided if the client is not up to date with their payments. Those payments continue as per this contract.
13) The Candidate is not under any obligation, contractual or otherwise, to Pareto to render personal services to the Client and is not subject to the supervision, direction or control of Pareto as to the manner in which he or she renders services to the Client. The Candidate is to be under the direction, supervision and control of the Client from the Date of Engagement and the Client will engage the Candidate as an Employee under a contract of service and will treat the Candidate in the same manner as its other Employees. Without prejudice to the above the Client agrees:-
a) to be responsible for all acts, errors, mistakes or omissions whether wilful, negligent or otherwise of the Candidate.
b) to comply with all obligations, duties, restrictions and regulates (whether) statutory or otherwise and without prejudice to the generality of the foregoing (those relating to place, nature or system of work) from time to time in force in any way arising whether directly or indirectly from the services rendered by the Candidate.
c) to take out adequate insurance cover in respect of the Candidate
d) to be responsible for all reasonable costs, claims and expenses of the Candidate arising whether directly or indirectly from the services rendered by the Candidate.
14) Whilst every effort is made by Pareto to ensure that a Candidate possesses a reasonable standard of skill and expertise the Client is responsible for obtaining any reference concerning a Candidate’s skills, qualifications and general integrity and shall obtain any necessary work permits and satisfy itself about any medical requirements or other qualifications as are required by law. Pareto, its employees, servants and agents:
a) accept no responsibility and shall not be liable in any circumstances for any information or representations supplied or given to the Client based on the information, details or particulars supplied to Pareto by the Candidate.
b) accept no responsibility and give no warranties as to the capabilities, suitability, history, character, age, experience or otherwise of the Candidate.
c) shall not be liable for any loss, damage, expenses (including legal expenses) costs, claims or delay, howsoever caused, suffered or incurred by the Client, arising from the negligence, dishonesty, conduct, actions, lack of experience or skill or otherwise of the Candidate.
15) The Client accepts all responsibility for the Candidate in respect of all statutes, bye-laws and other legal requirements including any statutory re-enactment or modification thereof from time to time in force to which the Client is ordinarily subject in respect of the Client’s own Employees and servants.
16) The Client undertakes to pay the Candidate all wages, remuneration, commissions and other expenses as agreed between the Client and the Candidate and shall be responsible for all deduction and payment of all income tax, National Insurance contributions and all other statutory contributions as appropriate. The Client agrees to indemnify and keep indemnified Pareto against all claims, costs and expenses arising from the breach or non-observance of this clause by the Client.
17) The Client agrees to supervise the Candidates engaged by him sufficiently to meet the reasonable standards expected from the Candidate. If the Client decides to terminate the Engagement with the Candidate the Client may do so in accordance with the provisions of these Terms and Conditions and for the avoidance of doubt shall still be liable for all sums due under these terms and conditions.
18) Neither party shall (except with the prior written consent of the other) during the term of these terms and conditions, and for a period of one year thereafter, solicit the services of any staff of the other party whom have been engaged in the provision of services or the management of this agreement. This includes anyone engaged in any significant part thereof either as principal, agent, employee independent contractor or any other form of employment or engagement, other than by means of a national advertising campaign open to all-comers and not specifically targeted at such staff of the other party. A breach of this clause by either Party will render them liable to pay the other Party a liquidated damages fee in accordance with the following scale: non-senior employee £10,000 plus VAT, senior employees (Senior Account Manager and above) £15,000 plus VAT.
19) The Client agrees to indemnify and to keep Pareto fully indemnified against all costs, claims, demands, expenses and liabilities arising from the breach by the Client of these terms and conditions or arising out of or relating to the Engagement of the Candidate by the Client.
20) These terms and conditions represent the entire agreement between the Parties with respect to the matters contained herein and no other promises, terms, conditions or obligations, oral or written, express or implied other than those contained herein shall apply.
21) No oral promise, variation or amendment to these terms and conditions, or commitment relating to them shall be valid unless made expressly and in writing and signed by a director of Pareto and by or on behalf of the Client.
22) These terms and conditions override all previous contracts whether express or implied between the Parties.
23) Any delay on the part of Pareto in enforcing any term, condition, right or remedy in respect of these terms and conditions shall not be deemed to be a waiver of any right or remedy whatsoever of Pareto.
a) Any notice given under these terms and conditions shall be in writing and may be served:
ii) by registered or recorded delivery mail,
iii) by telex or facsimile transmission (the latter confirmed by telex or post)
iv) or by any other means agreed between the Parties
b) Each Party’s address for the service of notices shall be the address of its registered office or principal place of business, as appropriate, or such other address as that Party specifies by notice in writing to the other
c) A notice shall be deemed to have been served:
i) if it was served in person at the time of service
ii) if it was served by post, 48 hours after it was posted and
iii) if it was served by telex or facsimile transmission, at the time of the transmission
a) References to any Party in these terms and conditions shall where the context permits include its successors in title
b) In these terms and conditions
i) words expressed in any gender shall where the context so requires or permits include any gender
ii) words expressed in the singular shall where the context so requires or permits include the plural
c) In these terms and conditions where any Party is more than one person:
i) that Party’s obligations shall take effect as joint and several obligations
ii) anything in these terms and conditions which applies to that Party shall apply to all of these persons collectively and each of them separately
iii) the benefits contained in these terms and conditions in favour of that Party shall take effect as conferred in favour of all these persons collectively and each of them separately.
26) If required, the Client agrees to pay accommodation costs of £65 per night for up to 5 nights or £625 for 13 nights to include Bed and Breakfast only during any period of an in-house training course in Wilmslow, Cheshire. Any other travel or subsistence expenses are the responsibility of the Client or Candidate, to be agreed between themselves. Where training is delivered externally or on the Client's premises, the Client agrees to pay the expenses of the trainer of up to £150 per night hotel accommodation and 40p per mile. Accommodation is payable in advance.
27) These terms and conditions shall be governed by and construed in accordance with the law of England and Wales and the Parties submit to the exclusive jurisdiction of the Courts of England and Wales.