FOR THE INTRODUCTION OF PERMANENT OR FIXED-TERM STAFF
(TO BE DIRECTLY ENGAGED BY THE CLIENT)

1. THE PARTIES

This agreement is made between:

(1) Tarling Ltd, company number 14198446, of Resolute House, Stewart Street, Wolverhampton, England, WV2 4JW (“the Agency”);
(2) [Insert Client’s Name], company number [Insert], of [Insert Address] (“the Client”).

2. DEFINITIONS

“Candidate”: The person Introduced by the Agency to the Client for an Engagement.
“Client”: The party to whom the Candidate is Introduced.
“Engagement”: Any form of employment or use of the Candidate by the Client or a third party following an Introduction.
“Introduction”: The provision of a CV or interview (in-person or virtual), leading to an Engagement.
“Introduction Fee”: The fee payable to the Agency as outlined in Clause 4.
“Remuneration”: Includes base salary, guaranteed bonuses, allowances, car benefits, etc.
“Replacement Candidate”: A second Candidate introduced if the first leaves within 12 weeks.
“Cancellation Fee”: A fee payable if the Client retracts an offer after issuing it.
“Data Protection Laws”: GDPR, DPA 2018, and any future amendments.
“Vulnerable Person”: As defined by safeguarding regulations — e.g., minors, elderly, disabled persons.

3. THE CONTRACT

3.1 These Terms apply upon the Introduction or Engagement of a Candidate.
3.2 These Terms supersede all other terms proposed by the Client.
3.3 Variations must be agreed in writing by a director of the Agency.
3.4 The Agency acts as an employment agency under the Employment Agencies Act 1973.

4. NOTIFICATION & FEES

4.1 The Client agrees to:

Inform the Agency immediately when an offer is made.
Inform the Agency once the Candidate accepts.
Provide full Remuneration details.
Pay the Introduction Fee within 30 days of invoice.

4.2 The fee becomes payable if the Candidate is Engaged within 6 months of:

The Introduction;
A withdrawn offer; or
A rejected offer.

4.3 The Introduction Fee is 20% of the Candidate’s total first-year Remuneration.

4.4 If Remuneration is unknown, the Agency will estimate it using industry benchmarks.

4.5 For fixed-term contracts under 12 months, the fee applies pro-rata, subject to a minimum of £1,500. If extended or re-Engaged, an additional fee will apply.

4.6 Fees are payable without set-off, deduction, or withholding.

4.7 VAT will be charged at the applicable rate.

4.8 Interest of 8% above Bank of England base rate applies to overdue invoices under the Late Payment of Commercial Debts (Interest) Act 1998.

4.9 If an offer is withdrawn after issuance but before acceptance, a Cancellation Fee of 30% of the full fee (under £20k salary) or 50% (over £20k) applies.

5. REFUNDS & REPLACEMENTS

5.1 If a Candidate leaves or declines to start within 12 weeks, the Agency will either:

Provide 1 free replacement Candidate, or
Refund 50% of the Introduction Fee (Agency’s choice).

5.2 The refund/replacement is only applicable if:

The Client notifies the Agency within 7 days of the Candidate’s departure or no-show.
All payments were made on time.
The role and location remain unchanged.

5.3 No refund is available if the Candidate was made redundant.

5.4 If the Candidate is re-Engaged within 6 months, the refund must be repaid to the Agency.

6. INTRODUCTIONS TO THIRD PARTIES

If a Candidate is Introduced to the Client and then forwarded to a third party who hires them within 6 months, the Client is liable for the full Introduction Fee. No refund applies in these cases.

7. SUITABILITY & COMPLIANCE

7.1 The Agency shall take reasonable steps to ensure suitability by:

Confirming willingness to work.
Confirming legal requirements and qualifications.

7.2 The Client remains responsible for:

Checking references and right to work.
Performing medical checks or background screening.
Ensuring the Candidate meets regulatory or internal standards.

7.3 The Client must provide the Agency with:

Role description and required skills.
Location, hours, and start date.
Pay structure and notice periods.

7.4 Where the Candidate works with Vulnerable Persons, the Agency will additionally seek:

Proof of identity, qualifications, and two non-relative references.

8. INFORMATION TO BE PROVIDED

The Agency will confirm that it has complied with Clause 7 by the end of the third business day following an Introduction, unless the Candidate has recently worked in the same role for the Client.

9. INTELLECTUAL PROPERTY

The Client permits Tarling Ltd to use its logo or name in marketing materials for the sole purpose of identifying them as a client.

10. CONFIDENTIALITY & DATA PROTECTION

All Candidate information is confidential and subject to GDPR and Data Protection Laws. The Client agrees not to disclose Candidate data to third parties and must use it only for recruitment purposes.

11. LIABILITY

11.1 The Agency is not liable for any loss, damage, or expense arising from:

Candidate performance or misconduct
Candidate withdrawal
Failure to Introduce a suitable Candidate

11.2 The Client shall indemnify the Agency for any data breaches or contract violations on its part.

12. NOTICES

All notices must be in writing and may be delivered by:

Email
First class post
In person

Email notices are deemed received when sent. Posted notices take effect 48 hours after posting.

13. SEVERABILITY

If any clause is deemed unenforceable, the rest of the agreement remains in effect.

14. GOVERNING LAW

This agreement is governed by the laws of England & Wales and subject to the exclusive jurisdiction of the courts of England & Wales.