Alumni Terms and Conditions of Business
1.0 DEFINITIONS
"Alumni Service" means the endeavour by Alumni to find potential candidates for Clients.
"Applicant Replacement Scheme" means the scheme under which Alumni will attempt to provide one replacement for an Applicant who ceases Employment within 8 weeks of the Start Date on the terms set out in clause 3 below.
"Start Date" means the earlier of the date on which the Applicant commences Employment and the date on which he/she commences training with Alumni.
"Client" means any company, firm or person (including its subsidiaries, holding companies/LLP's and associated companies/LLP's) for whom Alumni provides the Alumni Service.
"Applicant" means any person (or company or LLP) in any way selected or introduced or referred or found for a Client by Alumni.
"Employment" means employment of an Applicant (or an employee of Alumni) by a Client and includes any contract or contracts for services or self-employment and any contract with a company/LLP with which an Applicant is employed or to which he / she provides services in any such case whether on a full-time or part-time basis or fixed term or temporary basis and any partnership or other business type relationship (including for commission only).
"Recruitment Fee" means the fee payable to Alumni by the Client under clause 2.1.
"Relevant Period" means the period commencing on the date that the person becomes an Applicant and ending on the date which is twelve months after the later of:
i. the last communication (whether oral, written or electronic) between the Client and the Applicant in relation to the Client; and
ii. the continuation of any discussion between the Client and Alumni in relation to the Applicant.
2.0 RECRUITMENT FEE
2.1 The Client agrees that if any Applicant(s) accept(s) an offer of or commences Employment with the Client within the Relevant Period the Client will become liable to pay a Recruitment Fee to Alumni of £7,500 in relation to each such Applicant provided that if payment is made within 7 days of the Start Date then a discount of £1,000 will apply in relation to that placement.
2.2 Where payment is made by cheque, it is deemed paid when the cheque is received so long as it clears on 1st presentation failing which it shall be deemed paid when the cheque clears.
2.3 The Client shall not (and undertakes that its officers and employees shall not) directly or indirectly solicit the service or services of any employee of Alumni or its associated companies (or any person who at the relevant time had been an employee of Alumni or its associated companies during the preceding period of 12 months) (an "Alumni Employee") nor employ or engage such person(s) until a period of 12 months has elapsed from the Client ceasing to use the Alumni Service.
2.4 If Employment commences between the Client (or any person to whom the Client introduced the employee) and an Alumni Employee then the Client will be liable to pay to Alumni forthwith a fee in accordance with the following scale (in each case as defined by Alumni): non-senior employee £15,000; senior employee £20,000.
2.5 The Recruitment Fee is payable within seven days of the Start Date, failing which Alumni may charge the Client interest on the amount unpaid at the rate of 8% per annum, calculated on a daily basis from the Start Date and accruing until full payment is received. In addition, Alumni is entitled to recover from the Client any legal and administration costs incurred in collecting any amounts due.
2.6 The Client undertakes that it will inform Alumni in writing and by telephone immediately when an Applicant accepts an offer of and again when he/she starts Employment.
2.7 The Client undertakes that it will keep details of candidates and Applicants strictly private and confidential and agrees that the Recruitment Fee is also payable by the Client (in the amounts and on the dates set out in these terms and conditions) if the Client breaches this duty of confidentiality and/or directly or indirectly refers any Applicant to a third party and Employment subsequently commences between the Applicant and the third party within the Relevant Period.
3.0 APPLICANT REPLACEMENT SCHEME - PLEASE NOTE THAT THIS SCHEME CEASES TO APPLY IN RESPECT OF ANY APPLICANT IF THE RECRUITMENT FEE IN RESPECT OF THAT APPLICANT HAS NOT BEEN PAID IN FULL WITHIN 7 DAYS (INCLUSIVE) OF THE START DATE. THIS PROVISION MAY ONLY BE AMENDED WITH THE WRITTEN CONSENT OF A DIRECTOR OF ALUMNI.
3.1 If the Applicant leaves the Employment of the Client within eight weeks of the Start Date, save in the circumstances set out below (subject to the client having complied in full with its obligations under this agreement) then Alumni will attempt to provide one replacement Applicant to the Client's reasonable satisfaction (if so requested by the Client in writing within 90 days of the date upon which it became aware of the person leaving Employment (or if earlier upon the Applicant giving or being given notice of termination)) (the "Termination Date").
3.2 The above Applicant Replacement Scheme is provided by Alumni subject to the following conditions being adhered to by the Client in all respects.
3.2.1 The Recruitment Fee must have been paid strictly in accordance with clause 2 notwithstanding any other agreed credit terms.
3.2.2 The Applicant Replacement Scheme will not apply where the Client replaces the Applicant via other sources or ceases to require the role to be filled due to merger, acquisition, disposal, internal restructuring, recruitment freezes, material change in nature of role, financial difficulties or if it makes the Applicant redundant.
3.2.3 The Replacement Scheme will not apply unless the Client notifies Alumni in writing and by telephone of the departure or proposed departure of the Applicant as soon as practicable after the proposed departure becomes known to the Client and in any event (unless impossible) prior to the departure and unless the Client then co-operates in good faith with Alumni so that it has a fair opportunity to find a replacement.
4.0 GENERAL
4.1 The Client acknowledges that the sole duty of Alumni is to provide the Alumni Service and that there is no other duty of care or contractual liability to the Client whatsoever.
4.2 Alumni shall not be responsible for taking up references on Applicants nor for arranging medical examinations or other investigations .It is the responsibility of the Client to do so. Alumni is not responsible for the accuracy of the information contained on an Applicant's curriculum vitae or any other document presented or information, verbal or written, to the Client unless it knows that information to be untrue. Furthermore, Alumni does not provide advice on employment law or employment related or other issues. Any statement made by any employee of Alumni which could be considered advice is a statement of that person in his or her individual capacity and the Client should not rely on it and should seek its own legal and other advice pertaining to the Employment of the Applicant.
4.3 Alumni shall be under no liability for any loss or damage (save that this exclusion shall not seek to limit liability which would otherwise arise from causing injury or death) incurred by the Client arising from any act or omission of any Applicant in pursuing or breaching the duties of their Employment, or failing to commence Employment on agreed date, or in leaving such Employment thereafter.
4.4 These terms and conditions constitute the entire agreement between the parties and shall be binding unless any variation is agreed in writing between the authorised representatives of Alumni and the Client.
4.5 These terms and conditions supersede all previous agreements between the parties and are governed by and shall be construed in accordance with English Law and the Client agrees to the exclusive jurisdiction of the English Courts.
4.6 Any payments in excess of the Recruitment Fee will be received by Alumni on the basis that they are irrevocably paid by the Client as a further discretionary reward for good service and the Client accepts and agrees that such payment will only be reimbursed by Alumni in its absolute discretion.
4.7 If any voucher is issued to the Client and the terms conflict then unless otherwise agreed in writing these terms and conditions will prevail.
4.8 Time is of the essence, for the purpose of this agreement, in respect of all dates set out in these terms and conditions.
4.9 All sums set out above are stated on a "net of vat" basis which is also chargeable to the Client and which must also be paid by the dates referred to above.
3 April 2008
Interviewing our candidates constitutes acceptance of our terms and conditions
ANY VARIATION TO THE ABOVE TERMS AND CONDITIONS OF BUSINESS IS ONLY VALID IF THE AMENDMENT IS AUTHORISED WITH THE WRITTEN CONSENT OF A DIRECTOR OF ALUMNI PLC.