(The Agency) will only undertake business under the following terms and conditions. These terms are legally binding so please read them carefully.

General Terms and Conditions

Definitions:

Agency: means Marshall Harber Associates Limited of 1 Adam & Eve Mews, Kensington, London, W8 6UG

Client: means the person, firm or corporate body together with any subsidiary or associated company (as defined in the Companies Act 1985 and as amended) to whom the Candidate is Introduced.

Candidate: means the person that is registered with the Agency in the interest of seeking employment.

Engagement: means the engagement, employment or use of the Candidate following an Introduction to the Client on a permanent or temporary basis, whether under a contract of service or services; under an agency, licence, franchise or partnership agreement; or any other engagement.

Fee Structure: means the scale of charges the Agency uses to calculate the Introduction Fee based on the Clients geographical location, the type of Candidate required and whether the placement is a Permanent Placement or a Short Term Placement.

Introduction: means (i) the Client's interview of a Candidate in person or by telephone, following the Client's instruction to the Agency to search for a Candidate; or (ii) the passing to the Client of a curriculum vitae or any other information relating to the Candidate which leads to the Engagement of that Candidate by the Client.

Introduction Fee: means the fee that becomes due to the Agency from the Client based on the prevailing Fee Structure following the successful Engagement of a Candidate by the Client.

Service Guarantee: means the obligation of the Agency to replace any Candidate that leaves the employment of the Client within twelve (12) weeks of the agreed start date of employment as per the Candidates Engagement.

Permanent Placement: means the Engagement of any Candidate by a Client either on a part time or full time basis for an indefinite period of time.

Short Term Placement: means the Engagement of any Candidate by a Client for any period of time not exceeding three (3) calendar months with an agreed date of termination for the employment inside of this time limit. The Service Guarantee does not apply to Short Term Placements.

Overseas Placement: means the Engagement of a Candidate that is to be employed anywhere that is outside the borders of the United Kingdom & Northern Ireland.

The headings in these Terms and Conditions are for reference only and do not affect their interpretation.

These Terms and Conditions of Business are between Marshall Harber Associates Limited (the Agency) and the employer (the Client) and are deemed to be accepted by the Client if inter alia any of the following events occur:
a. The Client receives an Introduction of a Candidate from the Agency and/or contacts the Candidate and/or interviews the Candidate and/or thereafter Engages the Candidate
b. The Client introduces a Candidate or passes on an Introduction to another employer.

• The Agency acts as an Employment Agency for the Introduction of staff to be directly employed by the Client.
• The Client will provide the Agency with details of the position it offers, including the type of work, hours of work, duration of employment, salary, the requirements as to experience and qualifications, any authorisation required by law or any professional body and any risks known to health and safety. The Agency will endeavour to ensure the suitability of the Candidate Introduced to the Client based on these details provided, by obtaining confirmation of the Candidate’s identity, experience, training qualification which the Client considers necessary or which may be required by law or by any professional body.
• Clients undertake to provide notification to the Agency of any job offer made to the Candidate; this notification must be in writing and should include at least details of the Candidates full name, the proposed start date of employment and the gross annual salary agreed upon.
• All notifications provided to the Agency by the Client in accordance with clause 3 will be deemed by the Agency to be a successful Engagement of a Candidate and the Introduction Fee becomes due for services rendered to the Client by the Agency, provided that the Candidate has accepted the job offer.
• The Fee charged for the Introduction of any Candidate for a Permanent Placement is applicable to one Engagement only. For additional Candidates Introduced by the Agency and Engaged by the Client, a further Fee will be charged.
• Invoices will be sent one (1) working day before the Candidate's agreed start date for placements made in the United Kingdom.
• Invoices for Overseas Placements will be sent immediately, once notification of the Candidate's Engagement is received by the Agency.
• For Short Term Placements the Introduction Fee will be invoiced immediately upon receiving confirmation of the starting date of the Candidates Engagement and the Introduction Fee must be paid in full prior to the commencement of the Candidates employment. If the Candidate should leave employment before the agreed end date of the Short Term Placement, the full Introduction Fee is still payable and non refundable.
• The Client agrees to pay the Introduction Fee for placements made in the United Kingdom to the Agency within seven (7) days of date of invoice. This must be strictly adhered to for the Service Guarantee to apply.
• Introduction Fees for Overseas Placements must be settled prior to the Candidate leaving the United Kingdom or commencement of duties.
• All Introduction Fees quoted in the Fee Structure are exclusive of V.A.T.
• The Client undertakes to notify the Agency if any Candidate for a Short Term Placement remains permanently in the Clients employment and in such an event an additional full Introduction Fee for a Permanent Placement shall become due. Any Introduction Fees already paid for the Short Term Placement, will be deducted from the final invoice.
• In the event of a three day trial period being agreed upon, the Client will receive an invoice for a Short Term Placement should the trial not lead to a Permanent Placement. This optional three day trial period is available for Permanent Placements based in the United Kingdom only.
• The Client shall keep all Introductions of Candidates by the Agency and their details confidential. The Client undertakes not to disclose any Introductions or Candidate details to third parties. Any breach of this undertaking resulting in the Engagement of a Candidate by a third party renders the Client liable for full payment of the Agency's Introduction Fee and the provisions of the Service Guarantee in clauses 18, 19 and 20 shall not apply.
• The Agency's entitlement to the Fee shall not be affected if the Agency provides details on a Candidate to a Client and the Client subsequently receives details of the same Candidate from any third party, including another agency or the Candidate themselves.
• If a Candidate Introduced by the Agency rejects an offer of employment by the Client or the Client chooses not to Engage a Candidate that is Introduced to them, a full Introduction Fee will be payable if the Candidate is subsequently employed by the Client at any time.
• If prior to the commencement of employment of a Candidate the Client cancels the employment, 25% of the agreed Introduction Fee will be payable to the Agency as a cancellation fee.
• A Service Guarantee is available during the period of twelve (12) weeks from the date the Candidate commenced employment, but to qualify the Client must:
• notify the Agency within 48 hours, in writing, of the termination of the Candidate’s employment giving the reasons
• confirm that the basis on which the Candidate was Engaged has not altered in any way following commencement of employment
• have paid the Agency Introduction Fee in full without deduction, set-off or abatement within seven (7) days of the date of invoice
• not be in breach of these Terms & Conditions
  
  The Service Guarantee does not apply to Yacht Crew.
• The Service Guarantee entitles the Client to one (1) free replacement per Introduction paid. If a suitable free replacement Candidate cannot be found within a reasonable period of time, the Agency will make a refund or issue a credit note in accordance with the scale in clause 20.
• If the Client qualifies for a refund, the Agency will issue a refund or credit note in accordance with the following scale:

1. if the Candidate leaves in the first two weeks from the agreed start date, a 100% refund of the Introduction Fee is payable.
2. if the Engagement terminates during the 3rd to 8th week from the agreed start date, then a refund amounting to 16% of the Introduction Fee becomes payable for each complete week not worked.
3. if the Candidate leaves after 8 weeks, no refund is paid.

• If the Candidate leaves employment as a result of the Client's failure to comply with the agreed hours, salary and duties that were previously agreed between the Candidate and the Client and confirmed to the Agency, the full Introduction Fee will remain payable to the Agency and the Service Guarantee will not apply.
• The Agency acts as a means of Introduction only for the placement of Permanent and Temporary staff to be directly employed by the Client. The Agency endeavours to ensure the suitability of any Candidate Introduced to the Client. Notwithstanding this, the Client shall satisfy itself as to the suitability of the Candidate and the Client shall take up any references provided by the Candidate to it or the Agency before Engaging such Candidate. The final responsibility and final decision as to whether such a Candidate should be Engaged by the Client for a Permanent or Temporary position is that of the Client. The Client shall be responsible for obtaining work and other permits, if required, for the arrangement of medical examinations and/or investigations into the medical history of any Candidate, and satisfying any medical and other requirements or qualifications required by law of the country in which the Candidate is Engaged to work.
• The Agency shall not be liable under any circumstances for any loss, expense, damage, delay, costs or compensations (whether direct, indirect or consequential) which may be suffered or incurred by the Client arising from or in any way connected with the Introduction to or Engagement of any Candidate by the Client or from the failure of the Agency to Introduce any Candidate. No liability shall attach to the Agency either in contract or in tort for loss, injury or damage sustained as a result of the act or omission of a Candidate, however so arising, even if such act or omission is fraudulent or negligent. The Client acknowledges that it should consider taking out appropriate insurance in order to cover against any losses. For the avoidance of doubt, the Agency does not exclude liability for death or personal injury arising from its own negligence.
• We require Payment to terms. Payment must be made on time, in full and without any deduction, set off or counterclaim. In the event that an account is outstanding, we will refer the matter to our debt collection agents, Daniels Silverman Limited, which will incur a surcharge of 15% of the debt, plus VAT at the prevailing rate. You agree that you will be legally liable to pay us that surcharge and that payment of the same can be enforced against you in court. You also agree to pay interest at the relevant reference rate provided for under the Late Payment of Commercial Debts (Interest) Act 1998, which interest is payable both after and before any judgement of the court and continues to accrue.
• The Client will provide a contract of employment to the Candidate and is responsible for the Candidate's Tax and National Insurance contributions where applicable, obtaining work permits and satisfying any medical requirements or qualifications required by law in the country where the Candidate is due to be employed.
• Unless otherwise agreed in writing by a duly authorised representative of the Agency, these Terms and Conditions of Business shall prevail over any other terms of business or purchase conditions put forward by the Client.
• If a third party is acting on behalf of the Client in any capacity whatsoever including as a Personal Assistant, Secretary or Spouse, the Client will be required to provide written confirmation that the relevant third party has the authority to instruct the Agency on their behalf.
• The Client acknowledges that on entering into this agreement it had the opportunity of taking independent legal advice when deciding whether to enter into this agreement and to the effect of the terms of this agreement.
• If any Condition or part thereof is held by a court of competent jurisdiction to be invalid, such invalidity shall not affect the validity of the remaining Conditions or part thereof, which shall remain in full force and effect.
• Any delay in us enforcing or seeking to enforce any of our rights arising from the Conditions is not a waiver of such rights which remain fully enforceable by us at all times.

These Terms and Conditions shall be governed by and be construed in accordance with the laws of England and Wales and each party hereto agrees to submit to the jurisdiction of the English Courts.