Application for Interim Accreditation

Transitional Leadership Terms and Conditions of Business

The following terms (the “Terms”) cover the relationship between GatenbySanderson Ltd (“GSL”) and the person (or limited company) seeking work through GSL (the “Candidate”). They are deemed to be accepted by the Candidate when the Candidate (or where the Candidate is a limited company, its nominated individual) commences work on an assignment.

The Candidate wishes to use GSL to help them find either permanent or temporary/ contract work and GSL specialises in providing permanent and temporary leadership services to its work-providing clients (“Clients”). The service provided by GSL to the Candidate is referred to in these terms as the “Services”.

The Terms are the basis of the contract under which GSL provides the Services and any variation to the Terms shall only be binding if expressly agreed in writing by a duly authorised officer of GSL. The Terms, any letter containing details of a specific assignment and the Candidate’s completed GSL application form jointly constitute the contract between the Candidate and GSL (the “Contract”).

The Conduct of Employment Agencies and Employment Businesses Regulations 2003 (the “Regulations”) govern the conduct of the recruitment industry. As such it establishes a framework of minimum standards which the Candidate and GSL must operate.

As a result, GSL is required to have agreed terms and conditions in place with any Candidate who wishes to use GSL to help them find either permanent or temporary/contract work. The Contract details the terms and conditions and includes the mandatory information GSL requires from candidates to register candidates and enable GSL to provide recruitment/ work finding services.

1 General Conduct

1.1 Legislation – GSL will comply with the provisions of all relevant legislation which governs GSL’s conduct when providing the Services including the relevant provisions of UK equal opportunities legislation.

1.2 GSL will work as both an Employment Business (contract and temporary recruitment) and/or an Employment Agency (permanent recruitment), unless otherwise stated. GSL will look for both contract, temporary and permanent positions.

1.3 Should the Candidate be offered a contract or temporary role then it will be under a contract ‘for’ services with associated terms and conditions.

1.4 The Candidate agrees to provide two recent professional references to GSL, from persons not related to the Candidate, and agrees that GSL may disclose or provide copies of these references to a 3rd party at any time.

1.5 Should GSL be successful in finding potential work for the Candidate, the Candidate agrees to give GSL confirmation and evidence of any training, qualifications or authorisation considered necessary, or required by law, to undertake the work and confirmation from the Candidate that they agree to undertake the work.

1.6 The Candidate has no entitlement to payment in respect of any periods not worked (or otherwise where the Services are not provided) whether due to sickness, injury or otherwise.

1.7 Where a contract is issued the Candidate agrees to provide GSL with correctly authorised timesheets or such other verification of completion of the consultancy services in such form and with such regularity as GSL may require.

1.8 Staff - Neither GSL nor the Candidate will during the period of the Contract or within 6 months of its termination or expiry solicit directly or indirectly any staff of the other who have been involved in providing or receiving Services or otherwise connected with the Contract without the prior written consent of the other. This will not restrict either party from employing staff who apply unsolicited in response to a general advertising or other general recruitment campaign.

1.9 Candidates - GSL will use all reasonable skill and care when providing Services. GSL relies on the good faith of candidates and accepts no responsibility for any false or inaccurate information provided or representation made by the Candidate. GSL will not be held responsible for the Candidate terminating employment prematurely. The clients acknowledge that the Candidate is not an employee of GSL and GSL will not be liable for any actions of the Candidate.

2 Confidentiality of Information

2.1 In accordance with the Employment Agencies Act 1973, confidentiality of information provided by both Candidate and GSL will be maintained. Accordingly the Candidate is reminded that information provided by the Candidate will be treated by GSL as confidential and will not be disclosed to anyone outside GSL without the Candidate’s permission.

3 Data protection

3.1 The definitions and interpretations in the Data

Protection Act 1998 (and any subsequent amendment or re-enactment that does not substantively change the original enactment) (“the Act”) shall apply to this clause.

Where necessary to enable GSL to deliver the Services, for such purposes GSL shall have the Candidate’s authority to process personal data on his behalf in accordance with this clause. When GSL do so, they will take appropriate technical and organisational measures designed to protect against unauthorised or unlawful processing of personal data and against accidental loss or destruction of, or damage to, personal data. In particular, GSL shall act only on the Candidate’s instructions and shall comply at all times with the Act. GSL will answer reasonable enquiries to enable the Candidate to monitor compliance with this clause.

4 Opting in

Incorporated candidates who wish to ‘opt in’ to the Regulations plus all other candidates seeking permanent employment must agree to all of the General Conduct clauses above and all the following terms, before GSL can offer them work-finding services of any kind:

4.1 The Candidate agrees that, where agreed, GSL may act on his behalf and enter into agreements with potential work providers to facilitate work finding services.

4.2 Where a contract is issued, where necessary, GSL will pay contractors/ temporary workers on receipt of both a valid timesheet or verification of completion of consultancy services and invoice GSL for the relevant period.

4.3 In the event that the Client to which the Candidate is assigned shall require the immediate termination of the Candidate’s services whether in breach of its agreement with GSL or otherwise, GSL shall be entitled at its discretion to terminate the Contract with immediate effect and without notice or payment in lieu of notice. In all other situations the notice period is 14 days.

4.4 Remuneration will be paid monthly within 14 days of satisfactory receipt of invoice.

4.5 In the event of any non-payment or offset of fees due to GSL by a Client in respect of temporary assignment work provided by the Candidate, GSL shall be entitled to withhold or offset an equivalent amount from any payment due to the Candidate by GSL.

4.6 Candidates also agree to present any of the following identification documents: passport, driving licence, birth certificate or any other document which provides evidence of the Candidate’s identity.

5 Opting out

Incorporated candidates who wish to ‘opt out’ as per Regulation 32 (9) may do so, as long as they are eligible under the terms of the Regulations. If you wish to opt out, none of the Regulations will apply however you must comply with the General Conduct clauses and the following clauses:

5.1 Both the Limited Company and any individual contractors of that Limited Company agree to opt out.

5.2 You must disclose full details of your Limited Company as all the information on the Certificate of Incorporation will be required: registered name, address and number.

5.3 You are not allowed to opt out if you will be working with those under 18 or ‘vulnerable’ as defined by the Regulations.

5.4 All changes must be notified to GSL in writing.

6 Complaints Procedure

GSL will look into any complaint carefully and promptly and will discuss the position with the Client. If any problems do arise, to the Client should contact Graham Goodwin, the Managing Director of GSL.

7 General

7.1 Waiver - no failure or delay by either party in exercising any of its rights under the Contract shall be deemed to be a waiver of that right, and no waiver by either party of any breach of the Contract by the other shall be considered as a waiver of any subsequent breach of the same or any other provision.

7.2 Severability - in the event that any provision of these Terms and Conditions shall be determined by a competent authority to be invalid, unlawful or unenforceable to any extent, such provision shall, to that extent be severed from the remaining provisions which shall continue to be valid to the fullest extent permitted by law.

7.3 Validity of Contract Provisions - if a Court or other competent body decides that any provision of these Terms and Conditions is void or otherwise ineffective but would be valid and effective if appropriately modified then such provision will apply with the modification necessary to make it valid and effective.

7.4 Applicable Law - The Contract will be governed by and interpreted in accordance with the laws of England, and both of us submit to the exclusive jurisdiction of the English Courts in connection with the resolution of any dispute arising from the Contract.

INTERPRETATION

The definitions in this clause apply in the following terms and conditions:

“Assignment”

Means the appointment, position or list of tasks and responsibilities for which the Client has requested that GSL find a Candidate to perform.

“Candidate”

Means any person (or limited company) seeking work through GSL who GSL has introduced to the Client.

“Client”

Means the person or entity to whom GSL supplies the Services.

“GSL”

Means GatenbySanderson Ltd.

“Regulations”

The Conduct of Employment Agencies and Employment Businesses Regulations 2003 govern the conduct of the recruitment industry. As such they establish a framework of minimum standards which work-seekers and hirers can expect. The Regulations may be viewed in full at: http://www.legislation.hmso.gov.uk/si/si2003/20033319.htm A print version is also available and is published by The Stationery Office Limited as The Conduct of Employment Agencies and Employment Businesses Regulations 2003, ISBN 011048374X. © Crown Copyright 2003.

“Employment Agency”

An agency offering introductions for permanent recruitment.

“Employment Business”

An agency offering contract/temporary recruitment.

“Related”

The father, mother, stepfather, stepmother, son, daughter, stepson, stepdaughter, grandmother, grandfather, grandson or granddaughter, or; the brother, sister, uncle, aunt, niece or nephew (full or half blood or by affinity) of that person or of that person’s spouse or former spouse, and includes, in relation to a person who is living with a another person as husband and wife, any person who would fall within these categories if the parties were married to each other.

“Opt-in”

Candidates wishing to look for work within the Regulations.

“Opt out”

Incorporated Candidates work-seekers wishing to look for work without the Regulations.

“Services”

Means the provision of contract, temporary and permanent work seeker(s) to the Client for the purpose of carrying out one or more Assignments.

“Terms”

Means the entire contents of this document.

“Engagement”

An engagement is deemed to have taken place following the appointment by the Client of a Candidate introduced by GSL (acting either as an Employment Business or Agency) to a position for whatever period of time.

“Introduction”

An introduction will be deemed to have been effected once the potential Candidate has given their express permission to GSL to send their Curriculum Vitae or details to the Client, or has asked GSL to represent their application to the Client either verbally or in writing, or once the Client and potential Candidate arrange to meet or make contact as a result of GSLs notification to either of the other’s requirements, be they current, potential or otherwise.