TERMS AND CONDITIONS

 

Standard Terms and Conditions of Business – The Jobhouse (Private) Limited

Introduction of Candidates to Clients for Direct Employment/Engagement

 

1. Definitions

1.1           In these Terms and Conditions –

“Client” means the person, firm or corporate body to whom the Employment Agency Introduces a Candidate;

“Candidate” means the person Introduced by Employment Agency to Client including, but not limited to, any officer or employee of the Candidate if the Candidate is a limited company, any member or employee of the Candidate if the Candidate is a partnership, and members of Employment Agency’s own staff;

“Employment Agency” means The Jobhouse (Private) Limited, of No. 40, Ward Place, Colombo 07, Sri Lanka bearing Company Registration Number PV00217626;

“Engagement” means the engagement, employment or use of the Candidate by Client or by any Third Party to whom or to which the Candidate was Introduced by Client (whether with or without Employment Agency’s knowledge or consent) on a permanent or temporary basis, whether under a contract of service or for services; and “Engages” and “Engaged” will be construed accordingly;

“Introduction” means –

the passing of a curriculum vitæ or information about the Candidate; or

the interview of a Candidate in person or by telephone

and the time of the Introduction will be taken to be the earlier of (a) and (b) above; and “Introduced” and “Introduces” will be construed accordingly;

“Remuneration” includes base salary or fees, guaranteed and/or anticipated bonus and commission earnings, allowances, inducement payments, shift allowances, the benefit of a company car and all other payments or emoluments payable to or receivable by the Candidate for work (or for services where applicable) to be rendered to or on behalf of Client;

“Terms” means these terms and conditions of business as further defined within clause 2;

“Third Party” means any company or person who is not Client.  For the avoidance of doubt, subsidiary and associated companies of Client are included (without limitation) within this definition; and

“Vacancy” means a specific role/s, work or position that Client requests Employment Agency to submit person for consideration for such role/s work or position.

2. These Terms

2.1           These Terms constitute the entire agreement between Employment Agency and Client in relation to the subject matter hereof and are deemed to be accepted by Client and to apply by virtue of (a) an Introduction to Client of a Candidate; or (b) the Engagement by Client of a Candidate; or (c) the passing of information about the Candidate by Client to any Third Party; or (d) Client’s interview or request to interview a Candidate; or (e) Client’s signature at the end of these Terms; or (f) any other written expressed acceptance of these Terms. For the avoidance of doubt, these Terms apply whether or not the Candidate is Engaged by Client for the same type of work and/or Vacancy as that for which the Introduction was originally effected.

2.2           These Terms supersede all previous agreements between the parties in relation to the subject matter hereof.

2.3           These Terms prevail over any other terms of business or purchase conditions put forward by Client save where expressly agreed otherwise by Employment Agency.

2.4           Client authorises Employment Agency to act on its behalf in seeking a person to meet Client’s requirements and, if Client so requests, shall advertise for such a person through such methods as are agreed with Client and at Client’s expense.

3. Obligations of Employment Agency

3.1           Employment Agency shall use reasonable endeavours to introduce at least one suitable person to meet the requirements of Client for each Vacancy.  Employment Agency cannot guarantee to find a suitable person for each Vacancy.  Without prejudice to clause 3.2 below, Employment Agency shall use reasonable endeavours to ascertain that the information provided by Employment Agency to Client in respect of the Candidate is accurate.

3.2           Employment Agency accepts no responsibility in respect of matters outside its knowledge and Client must satisfy itself as to the suitability of the Candidate.

4. Client Obligations

4.1           Client shall satisfy itself as to the suitability of the Candidate.  Client is responsible for obtaining work permits and/or such other permission to work as may be required, for the arrangement of medical examinations and/or investigations into the medical and/or psychological condition and/or history of any Candidate, for criminal records and/or background checks and for satisfying other requirements, qualifications or permission required by the law and regulations of the country in which the Candidate is engaged to work.

4.2           To enable Employment Agency to comply with its obligations under clause 3 Client undertakes to provide to Employment Agency details of the position which Client seeks to fill, including the type of work that the Candidate would be required to do; the location and hours of work; the experience, training, qualifications and any authorisation which Client considers necessary or which are required by law or any professional body for the Candidate to possess in order to work in the position; and any risks to health or safety known to Client and what steps Client has taken to prevent or control such risks.

4.3           Client agrees that it shall inform Employment Agency of any information it has that suggests it would be detrimental to the interests of either Client or the Candidate for the Candidate to work in the position which Client seeks to fill.

4.4           Client agrees to provide written notice to Employment Agency within 3 working days where it receives details of a Candidate from Employment Agency which it has already received from (a) another company; or (b) a person; or (c) the Candidate; or (d) any other source including (without limitation) from social media, job boards or advertisements placed by Client.  Client further agrees that if no such notice is given by Client to Employment Agency then in the event of an Engagement of the Candidate by Client, howsoever arising, Client agrees to pay Employment Agency a fee in accordance with clause 5.

4.5           Where Client does so notify Employment Agency in accordance with clause 4.5 above and whereupon Client provides evidence to Employment Agency that such receipt of details by Client is in direct relation to the Vacancy, Client will not be liable to pay Employment Agency a fee for that Candidate in respect of the Vacancy.  Client acknowledges and agrees that where Client is unable to evidence such or freely admits their possession of the Candidate’s details was not in relation to the Vacancy, Client agrees to pay Employment Agency’s fee in accordance with clause 5.

4.6           Client agrees to –

1. a)             notify Employment Agency as soon as possible (and in any event, no later than 7 days from the date of offer or from the date the Engagement takes effect; whichever is earlier) of any offer of an Engagement which it makes to the Candidate; and
2. b)             notify Employment Agency immediately when its offer of an Engagement to the Candidate has been accepted and to provide details of the Candidate’s Remuneration to Employment Agency; and
3. c)             pay Employment Agency’s fee within the period set out under clause 6.2.

4.7           Client shall not, and shall not seek to cause Employment Agency to, unlawfully discriminate in relation to the services provided by Employment Agency to Client in connection with these Terms and shall disclose any and all information requested by Employment Agency in the event a Candidate makes a complaint to Employment Agency.

4.8           Client warrants that it shall not, and shall procure that its employees and agents shall not, pass any information concerning a Candidate to any Third Party.  Client acknowledges that Introductions of Candidates are confidential and that in the event of failure to comply with this clause, Client agrees to indemnify Employment Agency from any and all liability in connection with Client’s breach of this clause 4.9.

 

5. Charges/Fees

5.1           Where Client discloses to a Third Party any details regarding a Candidate and that Third Party subsequently Engages the Candidate within 12 months from the date of the Introduction, Client agrees to pay Employment Agency’s fee as set out in clause 5.3.  There is no entitlement to any rebate or refund to Client or to the Third Party in relation to fees paid in accordance with this clause 5.1.

5.2           Client agrees to pay Employment Agency a fee, that shall be agreed upon by the parties prior to engagement, where it Engages, whether directly or indirectly, any Candidate within 12 months from the date of Employment Agency’s Introduction.

5.3           The fee will be calculated as a percentage of the Candidate’s Remuneration applicable during the first 12 months of the Engagement. Employment Agency will charge any applicable taxes on the fee where applicable.

5.4           Where the amount of the actual Remuneration is not known or disclosed, Employment Agency will charge a fee calculated in accordance with clause 5.3 on the maximum level of remuneration applicable –

1. a)             for the Vacancy; or
2. b)             for the type of position the Candidate had been originally submitted by Employment Agency to Client for; or
3. c)             for a comparable position in the general marketplace.

5.5            Where Client withdraws an offer of an Engagement made to the Candidate, Client agrees to pay Employment Agency a minimum fee of 5 % of the Remuneration for the services provided by Employment Agency prior to Client’s withdrawal. Client further agrees to indemnify and hold harmless Employment Agency from any all liability in connection with Client’s withdrawal of such an offer.

5.6           Charges incurred by Employment Agency at Client’s written request in respect of advertising or any other matters will be charged to Client in addition to the fee and such charges will be payable whether or not the Candidate is Engaged.

5.7           Client acknowledges that it has no right to set-off, withhold or deduct monies from sums due to Employment Agency under or in connection with these Terms.

6. Invoices

6.1           Except in the circumstances set out in clause 5.1, 5.5 and 5.6 no fee is incurred by Client until the Candidate commences the Engagement; whereupon Employment Agency will render an invoice to Client for its fees.

6.2           Employment Agency shall raise invoices in respect of the charges payable and Client agrees to pay the amount due on the day that the Candidate first reports to work.

6.3           All invoices will be deemed to be accepted in full by Client in accordance with the payment terms stated within clause 6.2 unless Client notifies Employment Agency, in writing within 5 days of receiving the invoice, stating the amount Client disputes and the reason Client disputes that amount. In the event Client does so notify Employment Agency that it wishes to dispute part of an invoice, Client agrees to pay the undisputed part of the invoice within the agreed payment terms and shall co-operate fully with Employment Agency in order to resolve the dispute as quickly as possible.

7. Replacement

7.1           The Employment Agency shall, in circumstances where the Candidate has left employment within the first month of being employed, endeavor to find a suitable replacement free of charge.

8. Liability and Indemnity

8.1           Employment Agency shall use reasonable endeavours to ensure Candidate has the required standard of skill, experience and necessary qualifications as stated in the Vacancy; nevertheless, Employment Agency is not liable for any loss, expense, damage or delay arising from and in connection with any failure on the part of Employment Agency or of Candidate to evidence such to Client nor for any negligence whether wilful or otherwise, dishonesty, fraud, acts or omissions, misconduct or lack of skill, experience or qualifications and/or any medical and/or psychological issues of the Candidate.

8.2           Employment Agency is not liable for any indirect or consequential losses or damage including but not limited to; loss of profits, revenue, goodwill, anticipated savings or for claims by third parties arising out of Employment Agency’s performance or failure to perform any of its obligations in these Terms.

8.3           Employment Agency shall not be liable for failure to perform its obligations under these Terms if such failure results by reason of any cause beyond its reasonable control.

8.4           Client will indemnify and keep indemnified Employment Agency against any costs (including legal costs), claims or liabilities incurred directly or indirectly by Employment Agency arising out of or in connection with these Terms including (without limitation) as a result of –

1. a)             any breach of these Terms by Client or by its employees or agents;
2. b)             any breach by Client or by Third Party, or any of its employees or agents, of any applicable statutory provisions; or
3. c)             any unauthorised disclosure of a Candidate details by Client or by Third Party, or any of its employees or agents.
4. Termination

9.1           These Terms may be terminated by either party by giving to the other immediate notice in the event that either Employment Agency or Client goes into liquidation, becomes bankrupt or enters into an arrangement with creditors or has a receiver or administrator appointed or where Employment Agency has reasonable grounds to believe Client will not pay Employment Agency’s invoice within the payment terms agreed within clause 6.2.

9.2           These Terms may be terminated by either party for convenience by serving 3 months notice in writing.

9.3           Without prejudice to any rights accrued prior to termination, the obligations within clauses 1, 4, 5, 6, 7, 8, 11, 12, 13, 14, 15 and 16 will remain in force beyond the cessation or other termination (howsoever arising) of these Terms.

10. Confidentiality

10.1         All information contained within these Terms will remain confidential and Client shall not divulge it to any Third Party save for its own employees and professional advisers and as may be required by law.

10.2         Client shall not without the prior written consent of Employment Agency provide any information in respect of a Candidate to any Third Party whether for employment purposes or otherwise.

13. General

13.1         Any failure by the Employment Agency to enforce at any particular time any one or more of these Terms will not be deemed a waiver of such rights or of the right to enforce these Terms subsequently.

13.2         Headings contained in these Terms are for reference purposes only and will not affect the intended meanings of the clauses to which they relate.

13.3         No provision of these Terms will be enforceable by any person who is not a party to it.

13.4         If any provision, clause or part-clause of these Terms is held to be invalid, void, illegal or otherwise unenforceable by any judicial body, the remaining provisions of these Terms will remain in full force and effect to the extent permitted by law.

13.5         Any reference to legislation, statute, act or regulation will include any revisions, re-enactments or amendments that may be made from time to time.

 

14. Notices

14.1         Any notice required to be given under these Terms (including the delivery of any information or invoice) will be delivered by hand, sent by facsimile, e-mail or post to the recipient at its fax number or address specified in these Terms (or as otherwise notified from time to time to the sender by the recipient for the purposes of these Terms).

14.2         Notices will be deemed to have been given and served –

5. a)             if delivered by hand, at the time of delivery if delivered before 5.00pm on a business day or in any other case at 10.00am on the next business day after the day of delivery; or
6. b)             if sent by facsimile or e-mail, at the time of despatch if despatched on a business day before 5.00 p.m. or in any other case at 10.00 a.m. on the next business day after the day of despatch, unless the transmission report indicates a faulty or incomplete transmission or, within the relevant business day, the recipient informs the sender that the facsimile or e-mail message was received in an incomplete or illegible form; or
7. c)             if sent by prepaid first class post, 48 hours from the time of posting.
8. Variation

15.1         No variation or alteration of these Terms will be valid unless approved in writing by Client and Employment Agency.

16. Applicable Law

16.1         These Terms shall be governed and constituted by the laws of the Democratic Socialist Republic of Sri Lanka.