EMPLOYMENT BUSINESS TEMPORARY WORKER TERMS AND CONDITIONS

1.         Definitions and Interpretation

1.1          In these Terms and Conditions, unless the context otherwise requires, the following expressions have the following meanings:

“Agreed Working Hours”	means the working hours applicable to a particular Assignment;
“Assignment”	means a project or period of work for which the Temporary Worker is supplied to a client;
“Client”	means any person, firm or company including any associates or subsidiaries to whom the Temporary Worker is introduced with a view to the Temporary Worker engaging the Temporary Worker on an Assignment;
“Employment Business”	means Abrams Healthcare LLP, trading as Abrams Healthcare, a Limited Liability Partnership Company registered in England under number OC437246, whose registered address is Enterprise House, David Lane, Basford, NG6 0JU   United Kingdom and whose main trading address is Same;
“Intellectual Property”	means all vested contingent and future intellectual property rights including but not limited to copyright, trade marks, service marks, design rights (whether registered or unregistered), patents, know-how, trade secrets, inventions, get-up, database rights and any applications for the protection or registration or these rights and all renewals and extensions thereof existing in any part of the world whether now known or in the future created;
“Moral Rights”	means all rights arising out of Chapter IV of the Copyright, Designs and Patents Act 1988;
“Representation Offer”	means shall be sent to the Temporary Worker as defined in Clause 3;
“Services”	means the temporary work finding and representation services provided by the Employment Business;
“Temporary Worker”	means an individual seeking temporary work assignments who wishes to use the Services of the Employment Business;
“Term”	means the term of the contract which shall be agreed between the Parties; and
“Timesheet”	means a timesheet supplied by the Employment Business for completion by the Temporary Worker and signing by the Client.

2.            The Contract

2.1          Any and all business entered into by the Employment Business with Temporary Workers is subject to these Terms and Conditions and the Representation Letter [and any additional terms set out in any Schedule attached to these Term and Conditions]. In the event of any conflict with any other terms and conditions, these Terms and Conditions and the Representation Letter [and any additional terms set out in any Schedule attached to these Term and Conditions] shall prevail unless otherwise agreed in writing by a Manager of the Employment Business.

2.2          The Employment Business and the Temporary Worker shall be deemed to have entered into a contract on these Terms and Conditions and the Representation Letter [and any additional terms set out in any Schedule attached to these Term and Conditions] (but no other or further terms) upon the Temporary Worker’s full and unconditional acceptance of the Representation Offer.

2.3          No contract between the Employment Business and the Temporary Worker additional to or other than that referred to in sub-Clause 2.2 above shall be deemed to exist (between Assignments or at any other time) save as may at any time be expressly agreed in writing by them.

2.4          Nothing in the contract between the Employment Business and the Temporary Worker shall create a contract of employment between the Employment Business and the Temporary Worker or between the Temporary Worker and the Client notwithstanding the deductions referred to in sub-Clause 5.1 below.

2.5       At the same time as an Assignment is offered to the Temporary Worker the Employment Business shall inform the Temporary Worker of the identity of the Hirer, and if applicable the nature of their business, the date the Assignment is to commence and the duration or likely duration of the Assignment, the type of work, location and hours during which the Temporary Worker would be required to work, the rate of remuneration that will be paid and any expenses payable by or to the Temporary Worker, any risks to health and safety known to the Client in relation to the Assignment and the steps the Client has taken to prevent or control such risks, and what experience, training, qualifications and any authorisation required by law or a professional body the Client considers necessary or which are required by law to work in the Assignment. 

3.            The Representation Offer

3.1          The Representation Offer shall contain details of the proposed relationship between the Employment Business and the Temporary Worker and shall have a copy of these Terms and Conditions attached thereto.

3.2          Details of the nature of work required by the Temporary Worker shall be contained within the Representation Offer.

3.3          The Representation Offer shall remain open for acceptance by the Temporary Worker for a period of 12 months. If the Temporary Worker fails to accept the Representation Offer within that time period the Representation Offer shall lapse and shall not be capable of acceptance.

4.            The Services

4.1          The Employment Business shall provide the Services as an employment business in accordance with the Employment Agencies Act 1973 and the Conduct of Employment Agencies and Businesses Regulations 2003.

4.2          The Employment Business shall represent the Temporary Worker in all matters relating to the finding of Assignments and all negotiations and agreements relevant thereto.

5.            Payment

5.1          All wages due to the Temporary Worker and the payment intervals thereof shall be calculated prior to the commencement of an Assignment. Such wages shall be based upon an hourly rate and subjected to deductions for PAYE, National Insurance contributions and any further deductions required by law.

5.2          Payment of wages to the Temporary Worker by the Employment Business shall be made upon the presentation by the Client to the Employment Business of a completed and signed Timesheet in accordance with Clause 8.

5.3          In the event that details on a Timesheet are contested by the Client, the Temporary Worker may be required to assist in the resolution of any dispute.  Failure to cooperate in such matters may result in a delay in the payment of wages to the Temporary Worker.

5.4          The Employment Business shall not withhold, delay or in any way alter the Temporary Worker’s wages as a result of any non-receipt or alteration of payments by the Client to the Employment Business.

6.            The Employment Business’s Obligations

6.1          The Employment Business shall provide the Services with reasonable skill and care, commensurate with best practice in the employment business sector and in accordance with any and all codes of practice and statutory requirements including but not limited to the Agency Workers Regulations 2010.

6.2          The Employment Business shall endeavour to find and secure suitable Assignments for the Temporary Worker.

6.3          The Employment Business cannot guarantee that there will be or that it will find or secure a suitable Assignment for the Temporary Worker and is under no obligation to find or secure a suitable Assignment.

6.4          The Employment Business shall use its reasonable endeavours to ensure that Clients deal with the Temporary Worker in a reasonable and professional manner; however, the Employment Business accepts no responsibility for the conduct of Clients.

7.            The Temporary Worker’s Obligations

7.1          Where specific experience, qualifications and authorisations are required by the Client, by law or by any professional body, the Temporary Worker shall provide up-to-date evidence of the same to the Employment Business prior to the start of an Assignment to which they apply. The Temporary Worker shall also grant permission to the Employment Business to supply any such evidence to the Client. The Employment Business may sign post towards training for compliance to suit roles. The Temporary worker is not obliged to accept.

7.2          The Temporary Worker is not obliged to accept any Assignment offered by the Employment Business.

7.3          The Temporary Worker shall use their best endeavours to perform to the best of their ability during Assignments, shall provide reasonable cooperation to the Client, and shall remain professional and courteous to the Client and to their fellow workers.

7.4          The Temporary Worker shall comply with the Agreed Working Hours subject to any variation agreed between the Temporary Worker and the Client. In the event that such working hours are to exceed 48 hours per week at any given time, the Employment Business must be notified of this by the Client.

7.5          The Temporary Worker shall in relation to the Assignment comply with all reasonable requests, instructions or orders given by the Employment Business and comply with all reasonable instructions given by the Client, and accept the direction, supervision and control of the Client.

7.6          The Temporary Worker shall throughout the Assignment fully comply with all such rules and regulations pertaining to health and safety as the Client makes the Temporary Worker fully aware of at the start of the Assignment.

7.7          The Temporary Worker shall throughout the Assignment fully comply with all such general workplace rules, policies and procedures (including those specifically related to the Assignment) as the Client makes the Temporary Worker fully aware of at the start of the Assignment. 

7.8          The Temporary Worker shall not engage in any conduct detrimental to the interests of the Employment Business and/or the Client including any conduct which could bring the Employment Business and/or the Client into disrepute and/or which results in the loss of custom or business by either the Employment Business or the Client.

7.9       If, either before or during the course of an Assignment, the Temporary Worker becomes aware of any reason why they may not be suitable for an Assignment, they shall notify the Employment Business without delay.

7.10     If any conflict of interest or any other circumstance which would be detrimental to the Client, the Employment Business or the Temporary Worker arises during the Assignment, the Temporary Worker must inform both the Employment Business and the Client.

8.            Timesheets

8.1       The Employment Business requires Timesheets to be completed by the Temporary Worker and signed by the Client in order to verify the number of hours worked by the Temporary Worker.

8.2       In the absence of any agreement to the contrary, Timesheets shall cover a period worked.

8.3       Timesheets shall be completed by the Temporary Worker on a weekly basis, any changes to be communicated to candidate. All Timesheets must be presented by the Temporary Worker to the Client for signing by the Client, and the Employment Business shall require the Client to sign them and return them to the Temporary Worker who shall thereupon submit the completed, signed Timesheets to the Employment Business.

8.4       If the Temporary Worker is required to produce any evidence relating to hours worked that is supplementary to a Timesheet, they must do so forthwith.

9.            Sickness, Absence and Leave

9.1       In the event that the Temporary Worker is absent from an Assignment due to injury or illness for a period of 4 days or more:

9.1.1    the Employment Business shall administer Statutory Sick Pay to the Temporary Worker; and – To Be Advised

9.1.2    the Assignment shall be extended by the total number of days covered by that period of absence.

9.2       The Temporary Worker shall be entitled to annual leave in accordance with the Working Time Regulations 1998, and, where relevant the Agency Workers Regulations 2010.

9.3       Annual leave shall be calculated pro rata in accordance with statutory minimums.

9.4       If there is any conflict between the provisions of this Clause 9 and the Agency Workers Regulations 2010, the Agency Workers Regulations 2010 shall prevail.

10.          Intellectual Property

10.1     Any and all Intellectual Property created by the Temporary Worker during the course of any Assignment shall be deemed to solely and exclusively vest in and be assigned to the Client. The Temporary Worker shall execute any and all necessary Intellectual Property assignments and any other documentation required either by law or by the Client in order to give effect to the provisions of this Clause 10.

10.2     The Temporary Worker shall unconditionally waive all Moral Rights in any work created by them.

11.          Liability

The Employment Business shall not be liable to the Temporary Worker for any loss of profit, business or revenue, loss of goodwill, loss of anticipated savings; or any indirect or consequential loss or damage.

12.          Indemnity

12.1     The Temporary Worker shall indemnify the Employment Business against any claim, loss, damage, proceedings, settlement, costs or expenses which may be paid to a third party caused by the Temporary Worker’s breach of their obligations under these Terms and Conditions or the Representation Letter [or any additional terms set out in any Schedule attached to these Term and Conditions].

12.2     The indemnity set out in sub-Clause 12.1 shall apply provided that in all cases the Employment Business shall:

12.2.1  Notify the Temporary Worker as soon as is reasonably possible of any claim, loss or damage.

12.2.2  Consult with the Temporary Worker as to the action to be taken in dealing with any such matters; and

12.2.3  Make no agreement with any third party for the payment of any sum without the prior agreement of the Temporary Worker, such agreement not to be unreasonably withheld.

12.3     TBA

13.          Termination

13.1     Subject to the remaining provisions of this Clause 13, the contract between the Employment Business and the Temporary Worker shall continue for the Term which shall be agreed between the Parties prior to the commencement of the Contract.

13.2     The Employment Business reserves the right to terminate the contract between the Employment Business and the Temporary Worker at any time and subject to its sole discretion and for any reason. [Such termination shall take effect following the completion of any Assignment taking place at the time] OR [Such termination shall take effect immediately, and the Temporary Worker shall be required to end any Assignment taking place at the time].

13.3     The Temporary Worker reserves the right to terminate the contract between the Employment Business and the Temporary Worker at any time upon giving at least 6 HOURS written notice. Such termination shall take effect following the completion of any Assignment taking place at the time or otherwise agreed prior to the Temporary Worker giving such notice.

13.4     Either Party has the right to terminate the contract between the Employment Business and the Temporary Worker immediately if the other:

13.4.1  has committed a material breach of the contract between the Employment Business and the Temporary Worker, unless such breach is capable of remedy, in which case the right to terminate will be exercisable if the other Party has failed to remedy the breach within 14 days after a written notice to do so; or

13.4.2  goes into bankruptcy or liquidation either voluntary or compulsory (save for the purposes of bona fide corporate reconstruction or amalgamation) or if a receiver is appointed in respect of the whole or any part of its assets.

13.5     Any and all obligations of the Parties which either expressly or by their nature continue beyond the termination, cancellation or expiration of the contract between the Employment Business and the Temporary Worker shall survive termination under this Clause 13.

14.          Force Majeure

Neither Party to the contract between the Employment Business and the Temporary Worker shall be liable for any failure or delay in performing any of their obligations thereunder where such failure or delay results from any event, cause or circumstance that is beyond the reasonable control of that Party. Such event, cause or circumstance includes, but is not limited to: power failure, Internet Service Provider failure, industrial action, civil unrest, fire, flood, storms, earthquakes, epidemic, pandemic or other natural physical disaster, acts of terrorism, acts of war, governmental action or any other similar or dissimilar event that is beyond the control of the Party in question.

15.          Notices

15.1     All notices under the contract between the Employment Business and the Temporary Worker shall be in writing and be deemed duly given if signed by, or on behalf of, a duly authorised officer of the Party giving the notice.

15.2     Notices shall be deemed to have been duly given:

15.2.1  when delivered, if delivered by courier or other messenger (including registered mail) during the normal business hours of the recipient; or

15.2.2  when sent, if transmitted by e-mail and a successful return receipt is generated; or

15.2.3  on the fifth business day following mailing, if mailed by national ordinary mail, postage prepaid.

15.3     All notices under this Agreement shall be addressed to the most recent address or e-mail address notified to the other Party.

16.          How We Use Your Personal Data (Data Protection)

16.1     All personal data that the Employment Business may use will be collected, processed, and held in accordance with the provisions of Data Protection Legislation and the Temporary Worker’s rights thereunder.

16.2     “Data Protection Legislation” means all applicable legislation in force from time to time in the United Kingdom applicable to data protection and privacy including, but not limited to, the UK GDPR; the Data Protection Act 2018 (and regulations made thereunder); and the Privacy and Electronic Communications Regulations 2003 as amended.

16.3     “personal data” means personal data as defined in the UK GDPR.

16.4     For complete details of the Employment Business’s collection, processing, storage, and retention of personal data including, but not limited to, the purpose(s) for which personal data is used, the legal basis or bases for using it, details of the Temporary Worker’s rights and how to exercise them, and personal data sharing (where applicable), please refer to the Employment Business’s Privacy Notice available from the Employments Business App.

17.          Severance

In the event that one or more of the provisions of the contract between the Employment Business and the Temporary Worker is found to be unlawful, invalid or otherwise unenforceable, that / those provisions shall be deemed severed from the remainder of the provisions of that contract and the remainder of provisions of that contract shall be valid and enforceable.

18.          No Waiver

The Parties agree that no failure by either Party to enforce the performance of any provision in the contract between them shall constitute a waiver of the right to subsequently enforce that provision or any other provision of that contract. Such failure shall not be deemed to be a waiver of any preceding or subsequent breach and shall not constitute a continuing waiver.

19.          Third Parties

No provision of the contract between the Employment Business and the Temporary Worker shall confer any benefit on or be enforceable by any person who is not a party to these Terms and Conditions under the Contract (Rights of Third Parties) Act 1999 including for the avoidance of doubt the Client.

20.          Law and Jurisdiction

20.1     The contract between the Employment Business and the Temporary Worker (including any non-contractual matters and obligations arising therefrom or associated therewith) shall be governed by, and construed in accordance with, the laws of England and Wales.

20.2     [Any dispute, controversy, proceedings or claim between the Parties relating to the contract between the Employment Business and the Temporary Worker (including any non-contractual matters and obligations arising therefrom or associated therewith) shall fall within the jurisdiction of the courts of England and Wales.]

[SCHEDULE