Terms and Conditions for Supply of Temporary Staff
1 DEFINITIONS 1.1 In these Terms of Business the following definitions apply:-
Assignment means the period during which the Temporary Worker is supplied to render services or carries out work for or on behalf of the Client, or agreed between the Client and Panache, commencing at the time the Temporary Worker first reports to the Client to take up duties (or, if earlier, the commencement by the Temporary Worker of such work or services) and ending upon the cessation by the Temporary Worker of all such work and services to the Client
Charges means the fee payable to Panache in accordance with clause 3.1
Client means the person, firm or corporate body together with any subsidiary or associated company as defined by the Companies Act 1985 who approaches Panache with a view to placing an order with Panache for the introduction or supply of a Temporary Worker / Care Worker
Panache means Panache Professional Solutions Limited of 3-5 North Street, Leatherhead, Surrey, KT22 7AX.
Engagement means the engagement, employment or use of the Temporary Worker directly by the Client or any third party or through any other employment business on a permanent or temporary basis, whether under contract of services or for services; an agency, licence, franchise or partnership arrangement; or any other engagement; directly or through a limited company of which the Temporary Worker is an officer or employee
Introduction means the Clients interview of a Temporary Worker in person or by telephone following the Clients instruction to Panache to search for a Temporary Worker or the passing to the Client of a Curriculum Vitae or other information which identifies the Temporary Worker and which leads to an engagement of that Temporary Worker by the Client
Introduction Fee means the fee payable in accordance with clause 7.2 below and Regulation 10 of the Conduct of Employment Agencies and Employment Business Regulations 2003
Remuneration includes base salary or fees, guarantee and/or anticipated bonus and commission earnings, allowances, inducement payments and all other payments and taxable (and where applicable, non-taxable) emoluments payable to or received by the Temporary Worker for services rendered to or on behalf of the Client or any third party
Temporary Worker means the individual who is introduced by Panache to render services to the Client
Transfer Fee means the fee payable in accordance with clause 7.1 below and Regulation 10 of the Conduct of Employment Agencies and Employment Business Regulations 2003
1.2 Unless the context otherwise requires references to the singular include the plural and references to the masculine include the feminine and vice versa.
1.3 Headings contained in these Terms are for convenience only and do not affect their interpretation.
2. THE CONTRACT
2.1 These Terms govern the supply of the Temporary Workers services by Panache to the Client and are deemed to be accepted by the Client by virtue of the Clients request for interview by or on behalf of the Client or the Engagement of the Temporary Worker or the passing of any information about the Temporary Worker to any third party following an Introduction.
2.2 These Terms contain the entire agreement between the parties unless otherwise agreed in writing by a director of Panache, these Terms prevail over any other Terms of Business or Purchase Conditions put forward by the Client or previous Terms of Business issued by Panache.
2.3 No variation or alteration to these Terms shall be valid unless details of such variation are agreed between Panache and the Client and are set out in writing and a copy of the varied terms is given to the Client stating the date on or after which such varied terms shall apply.
2.4 The complete or partial invalidity or unenforceable of any provision of these Terms for any purpose shall in no way affect the validity or enforceability of such a provision for any other purpose or the remaining provisions. Any such provision shall be deemed to be severed for that purpose subject to such consequential qualification as may be necessary for the purpose of such severance.
3.1 The Client agrees to pay the Charges being the hourly charges of Panache as shall be notified to and agreed with the Client. The hourly charges are calculated according to the number of hours worked by the Temporary Worker (to the nearest quarter hour) within a minimum four hour shift period. Charges are comprised mainly by the Temporary Workers Remuneration, any travel, accommodation or other expense as may have been agreed with the Client and include Panaches commission for introducing the Temporary Worker to the Client and for making payments to the Temporary Worker, and Employers National Insurance Contributions. VAT is payable on the commission element of all non-care work.
3.2 The Charges are invoiced to the Client on a weekly basis and are payable within 30 days of the date of the invoice. Panache reserves the right to charge interest on any overdue amounts at the rate of 4% above the base rate of Barclays Bank plc from due date until the date of payment.
3.3 There are no rebates payable in respect of the Charges of the employment business.
4. INFORMATION TO BE PROVIDED
4.1 In making an Introduction of a Temporary Worker to the Client, Panache shall inform the Client of the identity of the Temporary Worker, confirming that the Temporary Worker has the necessary or required experience, training, qualifications and any authorizations required by law or by a professional body to work in the Assignment; when the Temporary Worker will be employed by Panache under a contract of service or a contract for services; and that the Temporary Worker is willing to work in the Assignment.
4.2 Where such information is not given in paper form or by electronic means it shall be confirmed by such means by the end of the third business day excluding Saturday, Sunday, any Public or Bank Holiday following save where the Temporary Worker is introduced for an Assignment in the same position as one in which the Temporary Worker had previously been supplied within the previous five business days and such information has already been given to the Client unless the Client requests that the information be re-submitted.
5. TIME SHEET
5.1 At the end of each week of an Assignment (or at the end of the Assignment where it is for a period of one week or less or is completed before the end of a week) the Client shall sign the time sheets provided by Panache verifying the number of hours worked by the Temporary Worker during that week.
5.2 The Client agrees that signature of the time sheet by the Client indicates satisfaction with the services provided by the Temporary Worker and confirmation of the number of hours worked. If the Client is unable to sign the time sheet provided for authenticity by the Temporary Worker because the Client disputes the hours claimed the Client shall inform Panache as soon as reasonably practicable and shall cooperate fully in a timely fashion with Panache to enable Panache to establish what hours, if any, were worked by the Temporary Worker. Failure to sign the time sheet does not absolve the Clients obligation to pay the Charges in respect of the hours worked.
5.3 The Client shall not decline to sign a time sheet on the basis that he is dissatisfied with the work performed by the Temporary Worker. In the case of unsuitable work the Client shall apply the provisions of clause 10.1 below.
6. PAYMENT OF THE TEMPORARY WORKER
6.1 Panache assumes responsibility for paying the Temporary Worker and where appropriate, for the deduction and payment of National Insurance contributions and PAYE Income Tax applicable to the Temporary Worker pursuant to Sections 44-47 of the Income Tax (Earnings and Pensions) Act 2003.
7. TRANSFER AND INTRODUCTION FEES
7.1 Transfer Fees where a Temporary Worker has been supplied:
7.1.1 In the event of the Engagement by the Client of a Temporary Worker supplied by Panache on an Assignment either (1) directly or (2) pursuant to being supplied by another employment business, during the Assignment the Client shall be liable, subject to electing by giving seven days prior notice, to either:
(a) an extended period of hire of the Temporary Worker being 12 weeks during which the Client shall pay the Charges for each hour the Temporary Worker is so employed or supplied; or
(b) a Transfer Fee calculated as follows: 10% of the Remuneration applicable during the first 12 months of the Engagement or, if the actual amount of the Remuneration is not known, the Charges multiplied by 200. No refund of the Transfer Fee will be paid in the event that the Engagement subsequently terminates. VAT is payable in addition to any fee due. However, where the Client does not give such notice before the Temporary Worker is Engaged the parties agree that the Transfer Fee shall be due.
7.2 Introduction Fee where a Worker is introduced but not supplied:
7.2.1 In the event there is an Introduction of a Temporary Worker to the Client which does not result in the supply of that Temporary Worker by Panache to the Client, but which leads to an Engagement of the Temporary Worker by the Client either directly or pursuant to being introduced by another employment business within six months from the date of Introduction the Client shall be liable, subject to electing upon giving seven days notice to either:
(a) a period of hire of the Temporary Worker being 8 weeks during which the Client shall pay the hourly charges agreed pursuant to clause 3.1 above for each hour the Temporary Worker is so employed or supplied; or
(b) an Introduction Fee calculated as follows: 10% of the Remuneration applicable during the first 12 months of the Engagement or, if the actual amount of Remuneration is not known, the Charges multiplied by 200. No refund of the Introduction Fee shall be paid in the event that the Engagement subsequently terminates. VAT is payable in addition to any fee due. However, where the Client does not give such notice before the Temporary Worker is Engaged the parties agree that the Transfer Fee shall be due.
7.3 In the event that the Engagement of the Temporary Worker is for a fixed term of less than 12 months, the fee in clause 7.1.1(b) or 7.2.1(b), calculated as a percentage of the Remuneration, shall apply pro rata. If the Engagement is extended beyond the initial fixed term or if the Client re-engages the Temporary Worker within three months of the termination of the first Engagement the Client shall be liable to pay a further fee based on the additional Remuneration applicable to the period of Engagement following the initial fixed term up to the termination of the second Engagement or the first Engagement of its commencement, whichever is sooner.
7.4 Inability to supply during period of hire:
7.4.1 If the Client elects for a period of hire, as set out in clauses 7.1.1(a) or 7.2.1(a) but before the end of such period Engages the Temporary Worker supplied by Panache either directly or pursuant to being supplied by another employment business or the Temporary Worker chooses not to be supplied for the period of hire, the Transfer or Introduction Fee calculated in accordance with either clause 7.1(b) or clause 7.2(b) may be charged, reduced by such percentage to reflect the period of hire already undertaken by the Temporary Worker and paid for by the Client.
7.4.2 Where a period(s) of absence due to illness or injury prevents the Temporary Worker from being employed or supplied for four or more days, which shall be qualifying days for the purposes of Statutory Sick Pay (SSP), during the period of hire as set out above, the period of hire shall be extended by a period equivalent to the total period of absence. Where Panache pays the Temporary Worker SSP during the period of hire an equivalent amount shall be charged to and be payable by the Client in addition to the Charges agreed pursuant to clause 3.1.
7.5 Transfer Fee where there has been an Introduction to and
Engagement by a third party:
7.5.1 In the event that a Temporary Worker supplied to a Client is introduced by the Client to a third party which results in the Engagement of the Temporary Worker by the third party during the Assignment the Client shall be liable to pay a Transfer Fee calculated in accordance with clause 7.1.1(b).
7.6 Introduction Fee where there has been an Introduction but not supply resulting in Engagement by a third party:
7.6.1 In the event that there is an Introduction of a Temporary Worker to the Client which does not result in the supply of that Temporary Worker by Panache to the Client, but the Temporary Worker is introduced by the Client to a third party which results in the Engagement of the Temporary Worker by the third party within six months from the date of Introduction the Client shall be liable to an Introduction Fee calculated in accordance with clause 7.2.1(b).
8.1 Whilst every effort is made by Panache to give satisfaction to the Client by ensuring reasonable standards of skills, integrity and reliability from Temporary Workers and further to provide them in accordance with the Clients booking details, Panache is not liable for any loss, expenses, direct, indirect or consequential damage or delay arising directly or indirectly from any failure to provide any Temporary Worker for all or part of the period of booking (save that in the latter case the Client shall be entitled to a reduction or cancellation of the Charges payable under clause 3) or from the negligence, dishonesty, misconduct or lack of skill of the Temporary Worker. For the avoidance of doubt, the employment business does exclude liability for death or personal injury arising from its own negligence.
8.2 Temporary workers supplied by Panache are engaged under contracts for services. They are deemed to be under the supervision, direction and control of the Client from the time they report to take up duties and for the duration of the Assignment.
8.3 The Client agrees to be responsible for all acts, errors or omissions of the Temporary Worker, whether wilful negligence or otherwise as though the Temporary Worker was on the payroll of the Client.
8.4 The Client will also comply in all respects with all Statutes, including for the avoidance of doubt, the Health & Safety at Work Act, etc., byelaws, codes of practice and legal requirements to which the Client is ordinarily subject in respect of the Clients own staff (excluding the matters specifically mentioned in clause 6 above) including in particular the provision of adequate Employers and Public Liability Insurance cover for the Temporary Worker during all Assignment.
8.5 The Client shall advise Panache of any special health and safety matters about which Panache is required to inform the Temporary Worker and about any requirements imposed by law or by any professional body, which must be satisfied if the Temporary Worker is to fulfil the Assignment. The Client will assist Panache in complying with Panache's duties under the Working Time Regulations in supplying any relevant information about the Assignment requested by Panache and the Client will not do anything to cause Panache to be in breach of its obligations under these Regulations.
8.6 The Client undertakes that it knows of no reason why it would be detrimental to the interests of the Temporary Worker for the Temporary Worker to fill the Assignment.
8.7 The Client will indemnify and keep indemnified Panache against any loss, injury, expense or delay suffered or incurred by the Temporary Worker or Panache howsoever caused or any loss, injury, expense or delay suffered or incurred by anyone arising directly or indirectly in any way connected with the acts or omissions of the Temporary Worker or in any other way arising out of any Assignment.
9. SPECIAL SITUATION
9.1 Where the Temporary Worker is required by law or any professional body to have any qualification or authorisation to work on the Assignment or the Assignment involves caring for or attending one or more persons under the age of 18 or any person who by reason of age, infirmity or who is otherwise in need of care or attention, Panache will take all reasonable practicable steps to obtain and offer to provide to the Client:-
9.1.1 copies of any relevant qualifications or authorisations of the Temporary Worker, and
9.1.2 two references from persons not related to the Temporary Worker who have agreed that the references they provide may be disclosed to the Client and has taken all reasonable practicable steps to confirm that the Temporary Worker is suitable for the Assignment. If Panache is unable to do any of the above it will inform the Client of the steps it has taken to obtain this information in any event.
10.1 The Client undertakes to supervise the Temporary Worker sufficiently to ensure the Clients satisfaction with the Temporary Workers standard of workmanship. If the Client reasonably considers that the services of the Temporary Worker are unsatisfactory, the Client may terminate the Assignment either by instructing the Temporary Worker to leave the Assignment immediately, or by directing Panache to remove the Temporary Worker and will provide to Panache in writing full grounds for its dissatisfaction with the Temporary Worker. Panache may in such circumstances reduce or cancel the Charges for the time worked by the Temporary Worker, provided that the Assignment terminates:-
10.1.1 within four hours of the Temporary Worker commences the Assignment where the booking is for more than seven days; or
10.1.2 within two hours for a booking of seven hours or less; and also provided that the notification of the unsuitability of the Temporary Worker is confirmed in writing to Panache within 48 hours of the termination of the Assignment.
10.2 Any of the Client, Panache, or the Temporary Worker may terminate an Assignment on 2 days prior written notice and without liability.
10.3 The Client shall notify Panache immediately and without delay and in any event within 24 hours if the Temporary Worker fails to attend work or notifies the Client that the Temporary Worker is unable to attend work for any reason.
10.4 Panache shall notify the Client immediately if it receives or otherwise obtains the information which gives it reasonable grounds to believe that the Temporary Worker supplied to the Client is unsuitable for the Assignment and shall be entitled to terminate the Assignment forthwith by notice in writing without prior notice and without liability.
11.1 Panache reserves the right to review and to revise its Terms without notice.
12.1 These Terms are governed by the law of England and Wales and are subject to the exclusive jurisdiction of the Courts of England and Wales.