Contract of Employment
IMPORTANT NOTICE
THIS DOCUMENT COMPRISES YOUR CONTRACT OF EMPLOYMENT. IT CONTAINS NUMEROUS IMPORTANT PROVISIONS.
YOU SHOULD NOT SIGN THIS CONTRACT UNLESS YOU HAVE CAREFULLY READ IT FIRST. IF THERE ARE ANY POINTS UPON WHICH YOU ARE UNCLEAR YOU SHOULD EITHER REFER THOSE POINTS TO CRS GROUP HOLDINGS LTD OR SEEK INDEPENDENT ADVICE.
YOUR ATTENTION IS PARTICULARLY DRAWN TO THE PROVISIONS RELATING TO EMAIL AND COMPUTER USE.
YOU SHOULD ALSO NOTE THAT YOU MAY BE REQUIRED TO WORK FROM ANY OF OUR OFFICES.
CONTRACT OF EMPLOYMENT
We are CRS Group Holdings Ltd of First Floor, 6-7 Clock Park, Shripney Road, Bognor Regis, West Sussex, England, PO22 9NH and “we”, “us”, “our” and “ours” refers to CRS Group Holdings Ltd. CRS Group Holdings Ltd, for the purposes of this agreement, includes any subsidiary companies (as defined by s.1159 Companies Act 2006) or associated bodies corporate (as defined by s.256 Companies Act 2006) of CRS Group Holdings Ltd.
You are our employee and “you”, “your” and “yours” refers to you.
This contract of employment contains the terms and conditions of your employment with us, including specific details contained in the Schedule of your position and individual terms of engagement.
In consideration of the mutual obligations hereunder you and we hereby agree as follows:
- 1. Definitions
Additional Benefits means those set out in the Schedule Part 2 or such other additional benefits as you and we shall agree from time to time
Category S means a senior employee with autonomy and responsibilities over and above those of normal employees
Client means any party for whom we have either undertaken work or who has contacted us with a view to using our services including but not limited to clients, customers, candidates, contractors and temporary workers
The Commencement Date means the date set out in the Schedule Part 1
Confidential Information means without limitation information(save such information which at the time it is obtained is lawfully in the public domain or which is trivial or obvious)of any kind relating to our business or developed by us for the purposes of our business including (but not so the matters listed are exhaustive) that relating to method, letters, patent, trade marks, whether registered or unregistered, designs, utility models, copyrights, including design copyrights, trade marks, applications for any of the foregoing and the right to apply for them in any part of the world, intellectual property including discoveries, creations, inventions, or improvements upon or additions to an invention, trade secrets, method, applications, technology, know-how, computer programmes, techniques, configurations, electronic sites and systems, and including information of whatever nature in whatever form relating to us or a Client obtained from any source, other than the public domain, and information obtained as a result of being allowed access to any premises or Equipment of ours, moral rights, and any similar rights in any country
Contract Term means, subject to the termination provisions, the period set out in the Schedule Part 1
Data Protection Laws the EU Regulation 2016/679 (General Data Protection Regulation) and any data protection legislation applicable from time to time in the UK and use herein of ‘Personal Data’ has the respective meaning defined therein
Employment Position means that set out in the Schedule Part 1 or such other employment position as you and we shall agree or that we shall reasonably require you to undertake from time to time
Equipment means any equipment or tools or remote facilities of ours or used by us of any kind including but not limited to computers and facsimile equipment, hardware, software, and any other materials, discs or data media of any kind, cars, telecommunication and mobile telephones or other electronic devices that may be provided by us at any time for your use as authorised by us or used as a result of your employment including servers and other equipment used in connection with our operations
Expenses means those set out in the Schedule Part 1 or such other expenses as you and we shall agree from time to time
Holiday Entitlement means holiday entitlement in each Holiday Year as set out in the Schedule Part 1 or such other holiday entitlement as you and we shall agree from time to time. See clause 5(h) to 5(k)
Holiday Year means each calendar year commencing 1st January
Hours means such hours as are specified in the Schedule Part 1
Notice Period means that set out in the Schedule Part 1 or such other notice period you and we shall agree from time to time
Place of Work means that set out in the Schedule Part 1 or such other premises, whether on a temporary or permanent basis as we shall reasonably direct
Privacy Notice our privacy notice made pursuant to the Data Protection Laws from time to time
Probationary Period the period of time you are on probation as set out in the Schedule Part 1
Remuneration means the Wages and other benefits set out in the Schedule or such other remuneration as you and we shall agree from time to time
Schedule means the Schedule annexed hereto which sets out specific terms applicable to your employment
Social Media any social or professional networking sites including but not limited to LinkedIn, Twitter and Facebook which are or may be used to establish or maintain business contacts
Social Media Contacts any business contacts established or maintained via any Social Media in the course of your employment with us
Special Terms means the terms set out in the Schedule Part 1, if any
Statutory Pay means any payment for any period of leave, other than Holiday Entitlement, to which you have a statutory entitlement to be paid, including Statutory Sick Pay, Statutory Maternity Pay, Statutory Paternity Pay, Statutory Shared Parental Pay, Statutory Adoption Pay, Statutory Parental Bereavement Pay
Working Week means Monday to Friday inclusive excepting official UK Public Holidays
Working Day means any hours on each day of the Working Week as are agreed between the parties as constituting the working day or such other times as are reasonably specified by us as the Working Day from time to time.
our agreement to employ and pay wages
- We agree
(a) to employ you for the Contract Term in the Employment Position
(b) subject to clause 5 to pay you the Remuneration at the times determined by us, but at least once each calendar month, and in such manner as we shall in our sole discretion think fit
(c) to pay or provide the Additional Benefits and the Expenses if applicable in accordance with the provisions set out in the Schedule.
list of your general and specific obligations
- You agree
general obligations
(a) to work faithfully and diligently for us in the Employment Position for the Contract Term subject to the provisions of this agreement during the Hours on each Working Day and such additional hours as are required for the proper discharge of your duties; for the avoidance of doubt, you shall not be required to work in excess of 48 hours in any Working Week unless you agree in writing to do so
(b) during the relevant period under clause 3(a) to devote full time and attention to
(i) performing such tasks in accordance with instructions directions and restrictions given by us as are incidental to the Employment Position or as we may request from time to time, whether such tasks are required on a temporary or permanent basis and whether or not it involves a loss of status
(ii) promoting our best interests
(c) to dress and act at all times whilst performing your obligations under this agreement in a manner commensurate with employment in a professional office environment
(d) to abide by any of our rules and regulations and comply with our management instructions including those relating to Social Media use, or contained within Client contracts or service level agreements
(e) to comply with any legislative requirements relevant to your role and in any event not act in any manner other than good faith
probationary period
(f) you shall be on probation during the Probationary Period or such longer period as we may determine. You shall be informed in writing when you have successfully completed your probation and until you have received such confirmation your probationary period is deemed to and shall continue irrespective of whether the period of time specified in Schedule Part 1 as your Probationary Period has expired
(g) during your Probationary Period
(i) we may at our discretion terminate your contract by giving you the requisite notice as set out in the Schedule Part 1 or pay in lieu of notice
(ii) there will be an on-going review of your performance and successful completion of your probation will be dependent upon your satisfactory performance and conduct
(iii) if you are absent from work for any reason for a period which exceeds [one week] the Probationary Period may be extended by the period of your absence to allow adequate monitoring of your performance
performance review
(h) that we may at our discretion carry out reviews in relation to your job performance at any time; details of our review procedures are available on request and we reserve the right to initiate our disciplinary procedure in cases of poor performance
gifts
(i) not, without the prior written consent given by a director of ours, to accept any gift or matter or thing which is capable of being regarded as an inducement of any kind from a Client or potential Client of ours or with whom we have or may have a relationship and in the event that any gift or inducement is offered to you to report such offer to us immediately in writing. For the avoidance of doubt a Client or potential Client includes parties that have approached us for services and parties that receive or are capable of receiving any benefit, whether direct or indirect, from services we provide, and any Associate of any such parties, “Associate” having the meaning attributed to it by s.435 Insolvency Act 1986, and any person dealing with such parties or such Associate
(j) not to engage in any form of bribery or activity which may be perceived by us as bribery in your capacity as an employee or officer of ours. NOTE: If you are found to have engaged in any form of bribery this will result in disciplinary action for which the most likely result will be summary dismissal
restriction on services
(k) not to provide or offer to provide any service, whether for reward or otherwise, to any party whether during office hours or during your own time that is a service that is capable of being offered by us or included in our standard services and guidelines other than strictly in accordance with our standard services and guidelines and our authority provided from time to time, but so that nothing in this restriction shall prohibit you during your own time from providing services that in themselves do not conflict or compete with our services
non-disclosure of Confidential Information
(l) not during (except in the proper course of your duties to us) or after the period of this agreement to use or disclose to any party or otherwise make use of any Confidential Information except where you are required to do so by a Court Order. Nothing in this clause shall prevent you from making a protected disclosure as defined by the Public Interest Disclosure Act 1998
equipment and materials
(m) to take reasonable care of the Equipment and you shall not cause, nor knowingly allow others to cause, damage to the Equipment and where you are authorised to utilise Equipment outside your usual place of work you shall take all reasonable steps to ensure the security of such Equipment and in the event that you have failed to comply with this provision you shall pay the reasonable cost of any repair and/or replacement upon request and you further agree that we may deduct such cost from Remuneration due to you if you fail to make payment upon request
(n) immediately upon termination of this agreement or upon our earlier request to return to us any Equipment, notes, manuals or training materials or any other documents provided by us to you or procured by you or provided to you in any way as part of or as a result of your employment under this agreement and you acknowledge that should you fail to comply with this clause you shall be liable to us for any losses sustained as a result including, but not limited to, the costs of replacement and that we shall be entitled to withhold from any monies due to you an amount to account for either the losses including costs that we have sustained or are likely to sustain as a result of this breach or the value of the Equipment, whichever is the greater
personal contact details
(o) not, without the prior written consent given by a director of ours to disclose to any Client or potential Client your personal contact details, including but not limited to any home or business (other than our business) addresses or any telephone numbers or email addresses but nothing in this agreement prohibits you from purely social contact with a person referred to in this clause during or after your employment with us
limits on authority
(p) not, without the prior written consent given by a director of ours to
(i) authorise any variations to our terms of business
(ii) accept any terms of business proposed by any Client
(iii) agree to any discounts as to our charges
(iv) authorise any company expenditure
disclosure, information and discoveries and intellectual property
(q) to notify and disclose to us immediately with full details of
(i) any direct or indirect request by a Client, employee of ours or person formerly employed or engaged by us capable of inducing you or any other person employed or engaged by us to terminate your/his/her employment or engagement
(ii) any dispute with any Client or representative of any Client
(iii) any actual or anticipated breach of any employment contract which you have proper reason to believe may have been or may be committed by an employee of ours on the basis that the employment terms of such employee are the same as the terms herein including but not limited to a breach of any provision relating to competition, confidentiality or non-solicitation of staff or Clients
(iv) any unsolicited approach made towards you or made to your knowledge to any other employee of ours from a person engaged in the process of recruitment seeking to induce either you or any other person engaged by us to terminate his/her employment or engagement with us
(v) any design, invention, process or other intellectual property or work in which copyright or other intellectual property rights may subsist (whether registrable or not) (the “Rights”) which you may (whether alone or with any other person) originate during the course of your employment, it being agreed that the Rights are our property, and at our request and expense do all things necessary or desirable to substantiate the Rights as our property
(r) you shall not act in concert with any other employee(s) of ours or third parties in a way that may damage our interests. Examples of acts that may damage our interests include leaving to join a competitor, taking steps to establish a competing business or encouraging or colluding with other staff to leave our employment. NOTE: Any breach of this provision shall be a breach of your duties of trust and to act in good faith, as well as any applicable fiduciary duties and will result in disciplinary action for which the most likely result will be a summary dismissal. Nothing in this clause shall prevent you from taking part in legitimate Trade Union activities
(s) if you shall become aware that any other employee(s) of ours is planning to act in a manner which may damage our interests you should inform a director as soon as you are able to. Such information shall be given in good faith (without any malicious intent)
(t) you shall not seek to divert interests or business away from us either for your own profit or the profit of a third party.
warranties
- You warrant that
(a) you have not been convicted of any criminal offence (other than road traffic offences or convictions that you have disclosed to us) which may be relevant to our agreement to employ you and you do not have any charge pending nor have been questioned in respect of any ongoing investigations for such an offence (other than where you have disclosed this to us)
(b) the curriculum vitae and/or information provided by you to us is true and accurate in all respects
(c) you are legally entitled to work in the UK and can provide evidence confirming the same
(d) you will notify us immediately in the event that there is any change in circumstances affecting any of the warranties, provided at clause 4(a) (b) & (c) above.
further acknowledgements and agreements
- It is also acknowledged and agreed that
authority to deduct monies owing from payments
(a) you hereby authorise us to deduct from sums forming part of the Remuneration
(i) any sums due from you to us at the date of termination of this agreement
(ii) pro rata amounts in respect of days of absence taken in excess of Holiday Entitlement both during and at the date of termination of this agreement
(iii) sums due to us in respect of an overpayment of Remuneration made as a result of an error in computation or otherwise
(iv) sums due to us from you under any provision in this agreement
(v) an amount to account for any costs or losses sustained by us as a result of your breach of this agreement
our duty to provide work
(b) whilst we will endeavour to provide you with work we cannot guarantee that such work will be provided and we have no specific duty to provide work or any opportunity for you to improve, enhance or maintain your skills
sick pay, absence and statutory entitlements
(c) for the purposes of calculating your entitlement to statutory sick pay “qualifying days” are Working Days, and that any payment under the provisions herein will go towards discharging our liability to make payment applicable at the relevant time to you under the statutory sick pay scheme
(d) subject to the rules for Statutory Pay and accompanying leave and the provisions herein, during any period of absence
(i) due to sickness in respect of which statutory sick pay applies you shall only be entitled to statutory sick pay applicable
(ii) for any other reason in respect of which you are entitled to Statutory Pay, you shall be entitled to the Statutory Pay applicable
(iii) subject only to clauses 5(d)(i), 5(d)(ii) and 5(e) payment of Remuneration will be suspended unless otherwise agreed by us
(iv) any payments in addition to statutory entitlement are made at our sole discretion on a case by case basis, and may, if so specified, be conditional and/or repayable on demand
(e) if you are entitled to Additional Benefits we may in our sole discretion, subject to any applicable legal restrictions, suspend all or any part of the Additional Benefits during any period of absence for such period as we consider fit upon giving notice to you of such suspension.
(f) without prejudice to any other rights which may accrue to us by reason of the absence, we may make pro rata deductions from Remuneration in respect of each day of absence which is not permitted.
reporting and medical requirements
(g) in the event of your absence for any reason other than permitted absence, whether on account of sickness or injury or otherwise
(i) you (or if it is not possible due to the illness for you to inform us, someone on your behalf) must inform us of the reason for absence as soon as possible. In the event of absence from the beginning of the day this should be by no later than 10:00am on the working day on which the absence first occurs, and by no later than 10:00am on each subsequent working day until you return to work, unless the requirement to notify on each day is waived or varied by us, or a medical certificate is provided during the applicable period of the certificate. For the avoidance of doubt, such notification must be in person and text messages and emails will not be acceptable
(ii) if absence is due to sickness or injury
- if we request a medical certificate during the first seven calendar days of absence and in any event on the eighth calendar day of absence and on each seventh calendar day of absence thereafter you must produce such a certificate stating the reason for absence
- lasting seven or fewer calendar days you must complete our standard Self-Certification form immediately on returning to work
- that could reasonably be expected to affect your ability to fulfil your obligations under this agreement, we may arrange for you to undergo a medical examination. On our notice to you of the proposed examination you must advise us as soon as possible and no later than 7 days from our notice whether you accept or decline. In the event that you accept you agree to cooperate with the arrangements for the examination and permit a full examination to be undertaken as may be required, the report to be provided to us, and we shall arrange the examination and incur the related cost on that basis If you decline to undergo an examination or refuse to allow a full medical report as may be required to be provided to us, we may assess your absence on the basis of capability and performance. Any decision as to your continued employment will be made on the available information at the relevant time.
holidays
(h) you are entitled to take your Holiday Entitlement at times as agreed by us providing sufficient notice has been given by you to us (minimum notice being equal to twice the time requested for holiday) and for not more than 10 Working Days at any one time unless we otherwise agree in writing. Holiday Entitlement will be paid at your normal rate of pay
(i) if the period of your employment commences or terminates part way through the Holiday Year entitlement to holidays will be assessed on a pro rata basis
(j) Holiday Entitlement unused at the end of the Holiday Year may not be carried over into the next calendar year and you will not be entitled to be paid in lieu of Holiday Entitlement accrued during the relevant Holiday Year except where your employment is terminated part way through a Holiday Year or otherwise in accordance with the Working Time Regulations 1998. Holiday Entitlement paid in lieu on termination of employment shall be calculated on a pro rata basis with reference to the Holiday Year and your normal rate of pay and rounded up to the nearest hour. For the avoidance of doubt save as otherwise set out in this agreement, or where you have any entitlement to Statutory Pay, or as otherwise provided by law you shall have no entitlement to payment for periods in which work is not performed
(k) we may make pro rata deductions from Remuneration due to you in respect of days of absence taken in excess of Holiday Entitlement
data protection
(l) you shall at all times process Personal Data strictly in accordance with our Privacy Notice, our policies and rules and in compliance with the Data Protection Laws.
(m) you shall ensure that you take all precautions to prevent any unauthorised use or access to, loss or alteration of Personal Data and you shall immediately inform us if you become aware of an actual or potential data security breach
(n) you shall only use Personal Data for our legitimate business purposes and you shall not communicate Personal Data, by any means, to any other person (whether or not an employee) unless that communication is necessary for such purposes
(o) you shall return or delete, at our request, any Personal Data in your possession upon termination of your employment or at anytime upon our request.
- It is further acknowledged and agreed that
computer hardware and software, electronic files, email, facsimile, notes
(a) all Equipment and all electronic data, files, folders and records including email (“the Files”) of any kind stored on the Equipment, other than that belonging to you or any other employee, and any Social Media Contacts are our property (whether or not owned by us)
(b) you shall on commencement of your employment with us provide us with a list of any existing business contacts, whether on Social media or otherwise, with whom you believe at that time that you may conduct business as part of your employment with us and advise us throughout your employment of any persons that you add to your Social Media Contacts, advising us if any such person works for a Client
(c) in relation to Social Media
(i) you shall not make, maintain, accept or initiate contact with any Client via any Social Media without the prior written consent of a director of ours
(ii) you shall only use such Social Media for your work where permitted by us and in accordance with our policy and any breach of that may result in disciplinary action
(iii) you may not use our name or the name of any associated business of ours either directly or indirectly in any Social Media, or refer to your employment with us in any Social Media, save to the extent that we may first authorise in writing which authority may be withdrawn at any time and which shall, save for reference to our name in an employment history or resume, be automatically withdrawn upon termination hereof howsoever caused
(iv) as your use of our name within the context of Social Media is limited under this agreement, and your Social Media Contacts are our property, on termination of your employment or earlier request by us you shall
- provide us with a full list of your Social Media Contacts
- refrain from contact with any Social Media Contacts that are Clients in accordance with your obligations under Part 3 of Schedule 1
- delete any Social Media profile you have set up for the purposes of your employment with us, or transfer each profile to us and/or provide us with log in details as we request; for the avoidance of doubt this provision does not prohibit you from setting up any new profile in your name which does not refer to us
- delete any reference to and/or the contact details for any Social Media Contacts from any personal equipment or records of yours
- subparagraph d. of this clause shall not apply to Equipment of ours or which is to be returned to us pursuant to this agreement
(v) where you use Social Media for your work you shall ensure that you comply with the
requirements of the Data Protection Laws and that all Personal Data is processed in accordance with our Privacy Notice
(d) we may require you to give up possession of the Equipment and/or may access and monitor any of the Files at any time
(e) the database we use to record and retain details of our Clients is our property and is subject to our copyright
(f) we may monitor and keep records of any calls, emails or other communication made or received using our Equipment including the tape recording of such calls, for the purpose of ensuring that our standards of quality are met, or for training purposes, or in the event that we may suspect that you are acting in breach of this agreement or any of our policies or procedures
IMPORTANT WARNING: BREACH OF THE FOLLOWING PROVISIONS MAY LEAD TO SUMMARY DISMISSAL
(g) you will not
(i) damage, interfere with or alter any Equipment
(ii) delete or remove or do any act which may result in the deletion or removal (including altering settings on computers) of any Files from any computer other than as authorised by us or do any act which may be harmful to the operation of our systems
(iii) use the Equipment or any media provided by us to you for any purpose other than our legitimate business or for authorised personal use, and that, in particular, you will not use the Equipment to internally or externally prepare, send, receive, upload, download or otherwise communicate any information or material that
- is in our opinion offensive, abusive, defamatory, obscene, menacing or capable of being construed as harassment, or that is in breach of confidence, copyright, privacy or any other rights
- relates to job vacancies for any other purpose than the legitimate fulfilment of your duties in the Employment Position as set out in the Schedule
- is capable of being used by you or by any other party in any manner which may be contrary to our interests either during or following the Contract Term
- relates to or may be used for any purpose related to actual or potential commercial activity other than our legitimate business
(iv) install or allow to be installed on the Equipment any software, including computer games or applications, other than software specifically authorised by us in writing
(v) access the internet without our authority unless such access is a necessary part of your work and you will not use such access for any purpose other than our legitimate business
(vi) seek to obtain access to or disclose to any party (whether employed by us or otherwise) any personal data appearing in any of our Files or paper records save to the extent authorised by us in writing
(vii) delete, damage or destroy or do any act which may result in the deletion, damage or destruction of any of the Files without our written authority except that you may delete unsolicited emails in accordance with our guidelines from time to time
(viii) use any passwords or codes or access any data or retrieve any Files stored on the Equipment save for a purpose authorised by us
(ix) reproduce for use on more than one computer any software purchased and licensed by us for which we do not own the copyright without the written authority of the developer of that software
(x) duplicate any software purchased and licensed by us for which we do not own the copyright or any related documentation without the written authority of the developer of that software.
further terms
- It is also agreed that
termination
(a) we may terminate this agreement with immediate effect without written notice in the event of gross misconduct by you or a fundamental breach by you of any part of this agreement or any implied term
(b) either you or we may terminate this agreement by giving to the other written notice of not less than the Notice Period and that you expressly acknowledge and agree that in the event of such notice being given we may at our sole discretion
(i) make payment in lieu of notice, such payment to include, in the case that you are entitled to Additional Benefits, the sum attributable by HM Revenue & Customs as the value of the benefit concerned for the relevant period and/or
(ii) prohibit you from attending any of our premises or the premises of our suppliers or customers or clients (which may include placing you on garden leave) and/or
(iii) prohibit you from performing any or all of your duties to us unless specifically requested by us and/or
(iv) prohibit you from contacting any of our employees, Clients or suppliers and/or discussing with them the reasons for or any other matters relating to the termination of your employment and/or
(v) prohibit you from taking or require you to take any outstanding Holiday Entitlement, but so that if we prohibit you from taking leave to which you are entitled under any statute we shall make payment to you in accordance with any statutory requirement to do so, and/or
(vi) prohibit you from working for any other employer, third party or on your own account until the last date of this agreement and/or
(vii) terminate all or any part of the Additional Benefits for such part of the notice period as we deem appropriate but not so as to affect any entitlement which may have already accrued before any notice under clause 7(b)
(c) even though we may have prohibited you under clauses 7(b)(ii) and/or 7(b)(iii) there remains upon you a duty to remain available to perform any duties requested by us including disclosure of information
(d) we may, as part of our disciplinary process, suspend you by prohibiting you from attending work, with pay during any period of investigation relating to a disciplinary matter and during any period of suspension you should provide your current contact details to us and must not contact any employees, Clients or suppliers of ours
(e) even though this agreement may have been terminated, any clause intended to have effect following termination, shall survive and continue in effect
authority for the Court to amend and distinction of each clause
(f) if any covenant or restriction shall be found to be void but would be valid if some part thereof were modified or deleted such covenant or restriction shall apply with such modification or deletion as may be necessary to make it valid or effective
(g) each portion of this agreement is separate, distinct and severable as defined by paragraph and punctuation and if any portion shall be found to be void and incapable of modification or deletion pursuant to clause 7(f) such portion may be severed and the remaining provisions shall continue to be given full force and effect
(h) if any provision of this agreement contravenes any applicable employment law or other law, such law shall prevail, and the remaining provisions shall continue to be given full force and effect
agreement that the provisions herein are reasonable
(i) the terms and provisions of this agreement and the Schedule including this clause and the covenants, restrictions and matters set out are reasonable.
particulars of employment
- The particulars of employment (with the exception of those already set out in this agreement) are set out in the Schedule, and you acknowledge and agree.
(a) rules and regulations, disciplinary and grievance procedures, other than those contained within this agreement, are set out in a document entitled “<>”. A copy is available and can be viewed on request from our director. You will be notified of any changes to this document. For the avoidance of doubt, our rules and procedures are not contractual but are applicable to all employees who must familiarise themselves with its provisions. If you have a grievance regarding your employment you should in the first instance speak to your manager. If you are dissatisfied with any disciplinary decision taken relating to your employment, including dismissal, you must refer in the first instance to our rules regulations, grievance and disciplinary procedures for instructions on the appropriate person to contact and the appropriate procedure to be followed
(b) [there are no collective agreements which affect the terms and conditions of employment]
OR
[the following collective agreements are relevant to your terms and conditions of employment<>>]
(c) [the Employer offers a company pension scheme, full details of which can be obtained from our HR manager. The Employer reserves the right to modify or alter this scheme at its discretion, including altering the scheme to ensure that it meets any statutory requirements as a qualifying scheme under auto enrolment legislation]
OR
[if statutory criteria applies the employee will be automatically enrolled into a pension scheme as required by law] [provided that statutory criteria are met, an employee will be automatically enrolled into a pension scheme as required by law].
general terms
- It is also acknowledged and agreed that
(a) words importing one gender include all other genders and words importing the singular include the plural and vice versa
(b) any reference to a statutory provision shall be deemed to include a reference to any statutory modification or re-enactment of it
(c) the clause headings do not form part of this agreement and shall not be taken into account in its construction or interpretation
(d) any notice under this agreement shall be in writing and shall be sent by first class post to the addressee at the address overleaf (or any alternative address previously notified by the addressee in writing to the addressor) and shall be deemed to have been received on the postal day following the day of posting
(e) this is the sole and entire agreement between you and us and supersedes all prior discussions representations and agreements (more particularly any previous terms of employment) and may not be varied save expressly in writing by agreement of you and us and signed by a director of ours
(f) this agreement is governed by the law of England and Wales and shall be subject to the jurisdiction of the English Courts.
This document comprising the agreement and the Schedule hereto is signed as a deed as follows.
Please take the time to fill out these forms:
SCHEDULE - PART 2
ADDITIONAL BENEFITS
commission
- Subject to the provisions of this section commission will be paid at the same time as Remuneration and will be calculated in accordance with our Commission Plans from time to time. The Commission Plans may set targets to be achieved and fix criteria upon which you shall be entitled to commission and we have the right to amend any Commission Plans at our sole discretion.
- For the avoidance of doubt Commission Plans cannot be altered to apply retrospectively.
- Unless otherwise agreed commission will only be calculated by reference to work performed by you from the date of the application of the Commission Plan and duly invoiced.
- Payment of commission is solely based on monies received from our clients. However, such commission may at our sole discretion be paid in advance of receiving such monies from the client on the condition that if the monies upon which commission is calculated is not received from the client from whom it is due, any advance payment to you, or pro rata if only part payment is recovered from our client, will be due back to us and recoverable from you as a debt as an overpayment of Remuneration.
- In the event that we incur legal fees, costs or losses in respect of the placement to which the commission relates including the recovery of such monies, it is agreed that we may, at our discretion, deduct such amounts from monies on which the commission is calculated and adjust any commission payments accordingly. Any overpaid amounts will be due back to us and recoverable from you as a debt as an overpayment of Remuneration.
- You shall not be entitled to any payment in excess of wages unless such payment is in accordance with any Commission Plan or is one to which you may otherwise be entitled under this agreement.
- [No commission is payable in respect of placements commencing during the Employee’s notice period or after employment has ended, unless expressly agreed in writing by a director.
- Even though we may have received payment from a client, upon termination of your contract howsoever arising we may withhold for a period of retention payment of any commissions due in respect of the engagement of a candidate in whose respect we may be obliged to repay to that client all or part of monies otherwise due to us pursuant to an agreement or statutory obligation to repay fees to clients (“Rebate Period”). The period of retention shall be for the period ending with the earlier of
(a) the expiry of the Rebate Period
(b) 12 weeks from the date of termination of your contract.
- Any amounts withheld under clause 8 above, will be recalculated and if appropriate paid to you following the end of the Rebate Period.
- All commission payments are subject to
(a) your compliance with the terms and conditions of your employment
(b) your completion of any administration in respect of a placement and compliance with all legal requirements with the Conduct of Employment Agencies and Employment Businesses Regulations 2003.
- In the event of a breach of Clause 10 of this Part 2 of the Schedule or should you be dismissed for gross misconduct, we shall be under no obligation to make payments to you in respect of any outstanding commission].
SCHEDULE - PART 3
SPECIAL TERMS
introduction
The following terms have been formulated in order to protect our business interests in the light of your position with our organisation. You confirm that you have read and specifically understood the restrictions that apply as set out below.
non-solicitation
- You agree
(a) not during this agreement (except in the proper course of your duties to us) or for 6 months after the termination of this agreement for any reason directly or indirectly whatsoever to solicit attempt to solicit communicate and/or deal with in a manner liable to cause us a loss of business or income or otherwise be detrimental to our business in any way, either alone or with or through any third party, any Client with which you have had a working relationship or of which you have become aware is a Client, but so that following termination of this agreement this restriction shall only apply to parties who have been Clients within the last twelve months of this agreement
(b) not to endeavour during or within 12 months of termination of this contract, either alone or with or through any third party, to directly or indirectly induce or do any act capable of inducing any person being a member of our staff of more than administrative grade employed or engaged at the date of termination of this contract by us to terminate his employment or engagement with us
(c) not during this agreement (except in the proper course of your duties to us), or for 6 months after the termination of this agreement, for any reason directly or indirectly, whether on the employee’s own account or on behalf or in conjunction with any person, firm, partnership or other organisation whatsoever accept into employment or engagement or utilise the services of any person who was employed by or engaged with us within the preceding 12 month period.
non-competition
- You acknowledge that in working for us you will gain information concerning our working and marketing methods, contacts and other information (the Business Information) that we have developed relating to operations within specific industries within the United Kingdom, and that such information is our sole property. You agree that use of the Business Information by you or any other party may cause us loss and damage. Accordingly you will not, without our prior written consent, for a period of 6 months following termination of your contract of employment with us howsoever caused, either directly or indirectly act, be concerned with, or be engaged in any activity or business within [the United Kingdom] [or a xxxx mile radius of any of our offices in which you have worked] which shall be in competition with our business in the capacity specified. The capacity specified shall mean
(a) as a principal, agent, employee, or consultant either
(i) in a capacity similar to, or
(ii) providing work services similar to, the capacity in which you have been engaged under this Agreement, or
(b) any capacity which is capable of drawing upon the Business Information to which you have been privy.
SCHEDULE – PART 3
In the event that the provision set out in (a) in this provision shall be held to be unenforceable the Court may modify this agreement by removal of provision (a), but not so that provision (b) shall be affected by such modification.
You acknowledge that we are under no obligation to give our consent to any request you make, consent will be in our sole discretion, and a decision to refuse consent need not be reasonable. For the avoidance of doubt, this provision is not intended to place any restriction upon you in using the skills that you have gained whilst working with us save in the circumstances set out in this provision. You agree that damages will not be a sufficient remedy for any breach of this provision.
future employers
- You confirm that you will specifically draw the attention of any future employers to the restrictions contained within clauses 1 and 2 of these Special Terms.
fiduciary duties
- You acknowledge and agree that if you are a Category S employee we will have placed you in a position of responsibility and trust which allows you significant autonomy to operate on our behalf; accordingly you acknowledge and agree that
(a) you must act solely or exclusively in our best interests; and
(b) you have access to information that is only accessible by senior employees or directors of ours
(c) you owe fiduciary duties to us above and beyond the usual implied duties of trust and confidence
(d) you shall not act in any manner which breaches your fiduciary duties
(e) damages alone may not be sufficient remedy for any breach of your fiduciary duties and you may have to account to us for any loss and for any profit made by you as a result of such breach.
