Simon Pinnell Partnership Terms and Conditions

1. All and any business undertaken by Simon Pinnell Partnership Ltd (“SPPL”) is transacted subject to the terms and conditions hereinafter set out each of which shall be incorporated or implied in any agreement between SPPL and the client (“Client”). In the event of a conflict between these terms and conditions, the former shall prevail unless expressly agreed by SPPL in writing.

2. Fees: The total applicable assignment fee (“Total Assignment Fee”), set out below, is the total fee payable by the Client to SPPL for each applicant (“Applicant”) engaged by the Client and shall become payable on the day the Applicant commences employment (which term includes employment or use whether under a contract of service or for services). With a Retained Assignment, a retainer fee will be payable upon commencement of the assignment and is not refundable under any circumstances; shortlist fee, non-refundable, payable on presentation to the Client of a minimum of two Applicants who in the reasonable opinion of SPPL meets the mutually agreed specifications; completion fee upon commencement of the Applicant.

Value Added Tax: Were applicable, VAT will be charged at the ruling rate.

Retained Assignments

*Network, Search and Selection Assignment – 30%

All additional research costs will be agreed at the commencement of the assignment and charged to the Client as incurred.
Total Assignment Fees are payable in three stages:

1. The retainer fee, equivalent to one third of the total applicable assignment fee as detailed above, will be payable upon commencement of the assignment.

2. A shortlist fee, equivalent to one third of the total applicable assignment fee as detailed above, will be payable upon presentation of a shortlist of Applicants.

3. Completion fee, being the balance of the total applicable assignment fee as detailed above, will be payable upon the engagement of the Applicant. Such terms to include the engagement of an Applicant as an employee, consultant, partner or agent.

Contingency Assignments

*Network and Database Search – 30%

*All fees are expressed as a percentage of the first year’s gross annual remuneration including bonuses, commissions, profit share, ‘sign on’ fees, car allowance and any other financial emoluments that incentivised the Applicant to join the Client.

Total Assignment Fee for this type of assignment is subject to an engagement being made and will be payable in full, upon engagement of an Applicant. Such terms to include the engagement of an Applicant as an employee, consultant, partner or agent.

3. Payment Terms: Are strictly 14 days net. In the event of an engaged Applicant leaving within 8 weeks, a free replacement can only be provided if invoices have been paid according to these terms (see condition 13 overleaf)

4. Advertising and Interview Expenses: All prior-agreed advertising costs together with travel and interview will be charged to the Client as incurred.

5. The arrangement of an interview of an Applicant introduced by SPPL whether facilitated by SPPL or directly by the Client shall be deemed to be acceptance of an agreement to these terms and conditions by the Client, except that where SPPL is retained by the Client for a specific assignment (“Retained Assignment”) these terms and conditions shall apply upon the acceptance by SPPL of the Retained Assignment. The Total Assignment Fee will be charged whether or not the Client knew of the Applicant previously.

6. In the event that any Applicant is rejected by the Client or the Applicant rejects an offer of engagement and the Applicant is subsequently engaged by the Client within twelve months of the date the Client last interviewed the Applicant via SPPL, the Client shall pay the Total Assignment Fee to SPPL in accordance with Condition 2 overleaf.

7. The introduction of an Applicant is strictly confidential and is on condition that no information is disclosed to any other person, firm or occupation without SPPL’s written consent and in particular that the Client does not approach the Applicant’s current employer until the Client has made a written offer of engagement to the Applicant.

8. If the Client introduces or reintroduces an Applicant to another person, firm or corporation resulting in the engagement of the Applicant by that person firm or corporation within twelve months of the last introduction date, the Client shall pay the Total Assignment Fee in accordance with Condition 2 overleaf.

9. If the Retained Assignment is cancelled or deemed to be inactive beyond a period of 8 weeks, then in addition to the Retained Fee and Shortlist Fee (if submitted), the Client shall pay an additional cancellation fee of 10% of the stated remuneration, plus all the agreed advertising costs.

10. If SPPL provides an advertising service to the Client, all prior-agreed advertising costs, travel and interview expenses will be charged to the Client as incurred. An advertisement may only be cancelled on sufficient notice to enable SPPL to withdraw the advertisement. Advertising accounts shall be paid by the Client within fourteen days of the invoice date.

11. SPPL shall on behalf of the Client reimburse an Applicant his travelling and out-of-pocket expenses in connection with attending an interview with a Client and such costs shall be paid by the Client.

12. Total Assignment Fee as set out in Condition 2 will also be payable if:

* a) the Client or anybody associated with it engages within 12 months of the last introduction date in any capacity whether under a contract of service or a contract for services any person who at the time of such engagement or who within 13 weeks immediately prior thereto was employed by SPPL or anybody associated with it: or
* b) any such person as is referred to in a) is or becomes engaged by any other party within the 12 months of the last introduction date, where such engagement has resulted directly or indirectly from the Client passing information about such person to that other party.

13. In the event that and engagement terminates (whether by expiry of notice or otherwise) within 8 weeks of the date of commencement of work by the Applicant and provided:

* i. the Client notifies SPPL in writing if the termination or engagement within seven days of such termination; and
* ii. the Client or its subsidiary or associated company shall not engage the Applicant within twelve months from the date of such termination; and
* iii. the termination is not due to redundancy or reorganisation; and
* iv. all monies due from the Client have been paid in accordance with these terms and conditions (Condition 3) then SPPL shall endeavour to find a replacement at no extra cost to the Client except for agreed additional advertising costs. If SPPL does not find a replacement it shall refund the fee paid under Condition 2 overleaf, in the same proportions as the unworked period bears to 8 weeks (calculation being done to the nearest week).

14. The Client shall be responsible for taking up references (including the confirmation of any professional or academic qualifications), arranging all medical examinations, investigations of the Applicant and for obtaining any work or other permits and shall satisfy itself as the suitability of any Applicant prior to engagement.

15. SPPL shall endeavour to ensure the suitability of an Applicant and to maintain a high standard of service and integrity but make no warranty, express or implied, as to such suitability.

16. SPPL shall not be liable to the Client for any loss, liability, damage, costs, claims or expense suffered or incurred by the Client arising from or connected with the recruitment or engagement of any Applicant, howsoever arising.

17. Any circumstances allegedly giving cause for complaint about an Applicant or an invoice must be notified to SPPL and confirmed in writing as soon as the cause of the alleged complaint arises.

18. These terms and conditions shall be governed and construed in accordance with English Law and the parties submit to the exclusive jurisdiction of the English Courts.

Simon Pinnell Associates Limited Registration No. [6321324], Vat No 919 134 914, registered in the United Kingdom with a registered office at 4 Cellini Walk, Kings Hill, West Malling, Kent ME19 4BA.