PREAMBLE

The Company and the Client agree to be bound by these Terms in all circumstances where the Company agrees to provide Services to the Client, and the Client agrees to acquire those Services from the Company.

DEFINITIONS

“the Client”                means the person, business or company to whom copies of CVs are made available and/or to whom advertising services are provided by the Company under these Terms.

“the Company”         means ID Talent Direct Ltd (trading as Talent Direct) located at 3.1.2 the Leathermarket, Weston Street, London, SE9 3ER.  Company Registration Number 06804397. (Registered office: 15 Fetter lane, London EC4A 1JP)

“Job Requirement”   means the requirement:

a)     submitted by the Client to the Company; and

b)     agreed to by the Company for the provision of certain Services from time to time.

“Candidate”              means the person to whom the details within a CV or Candidate record refer.

“Candidate Information” means the contact details, and other private information provided by the Candidate to the Company.

“CV”                           means the brief outline (curriculum vitae or résumé) of a Candidate’s education, training, skills and employment experience.

“Services”                 means the service of supplying copies of CVs and Candidate Information to the Client and any other services identified in the relevant Job Requirement to be provided to the Client by the Company.

“Service Fee”            means the service fee specified and agreed in the relevant Job Requirements(s) (exclusive of VAT) or such other service fee that is agreed by the Company and the Client in writing from time to time for Services.

“Special Conditions”            means the special conditions (if any) set out on the relevant Job Requirements.

“Terms”                     means these Client Terms and Conditions of Business.

GENERAL

1. These Terms (together with the terms of any applicable Job Requirement) are between the Company and the Client, and govern the obligations of both parties under any contract for the provision of the Services.

1. These Terms shall take immediate effect in substitution of all previous terms relating to the contents hereof, whether written, oral or implied between the Company and the Client.

1. These Terms are deemed to be accepted by the Client upon the application for or opening of an account with the Company for the purpose of providing Services.

1. No variation or alteration to these Terms shall be valid unless expressly agreed and confirmed in writing by a Director of the Company.

1. To the extent that there is any inconsistency or conflict between these Terms and the Application Forms (including any Special Conditions) then the Terms of such Application Forms will prevail to the extent of any inconsistency.

COMPANY’S OBLIGATIONS

1. The Company shall supply the Client with a shortlist of qualified CV’s within an agreed period of time for each Job Requirement received.

1. The Company will use its reasonable endeavours to supply the Services in accordance with these Terms.

1. The Company shall have the right to distribute a vacancy advertisement for the Job Requirement through channels selected by The Company, no reference of the Client will be disclosed on the external job board advertisement unless specifically requested by the Client.

CLIENT’S OBLIGATION

1. The Client shall in all respects comply with all statutes, byelaws, codes of practice and legal requirements to which the Client is ordinarily subject in respect of its receipt and processing of CVs and Candidate Information. The Client shall ensure that it is registered appropriately with the Data Protection Registrar and shall comply at all times, and in all respects, with the requirements of the Data Protection Act 1998.

1. The Client shall pay the fees of the Company as agreed between the Client and the Company from time to time. The Client agrees to settle invoices within the agreed terms.

1. From time to time the Company will provide the Client with a unique password giving access to the Services with the Company. The Client acknowledges that they are responsible for the security of their password(s) and undertake to advise the Company immediately if they become aware their password(s) has been compromised. 

COMPANY’S CHARGES

1. The Company shall render invoices to the Client at agreed intervals detailing the charges payable by the Client in respect of the Services plus Value Added Tax as required by law.

1. Invoices are payable by the Client when submitted save that the Company may in its sole discretion by prior written notice and subject to satisfactory trade references allow the Client an agreed period of credit,  as indicated on each invoice, from the date of such invoice in which to make payment. If the Company does not receive such payments within the required period, the Company reserves the right to suspend any Services and to charge interest on all overdue amounts at a rate of 4% above the prevailing base rate of Barclays Bank Plc, calculated on an annual basis with effect from the due date for payment of the invoice.  Services that have been suspended will only be re-activated on receipt of the full invoice amount plus the accrued interest, charged on a daily basis.

1. The Client shall pay the full amount of the invoice plus any interest payable in accordance with these Terms without any set-off or deduction. 

1. The Company shall give the Client at least 30 days’ notice in writing of any amendment to the fees charged for services with the Company.

1. Talent Direct credits purchased on an upfront basis are non-refundable and non-transferable.

MONTHLY CONTRACT

1. A client shall contract to purchase a minimum number of monthly contract credits in each month period for use in that month period

1. At any stage in a month a client may request more credits for that month, they will be charged at the same price per credit as in the existing agreement

1. Monthly contract credits unused at the end of each month will expire

1. Each monthly period is deemed to begin on the 1^st of that month

1. The contract will be subject to a 1 month notice period of termination by either party subject to a minimum contract period of 3 months, that  notice must be received in writing by Talent Direct  a minimum of a full month prior to the commencement of that month period

1. Changes to the minimum number of credits per month must be agreed in writing by both parties a full month prior to the commencement of that month period to which the change applies

1. Invoices for each month period will be raised at the beginning of the month period and will be subject to our standard terms

LIABILITY

1. Nothing in these Terms excludes or limits the liability of the Company for death or personal injury caused by the Company's negligence.

1. The Client shall satisfy itself as to the accuracy of information supplied by the Company, and shall take up such references as are deemed necessary for this purpose. The Company shall not be liable for any loss, damage or expense, whether direct or indirect (including but not limited to legal or other professional fees, loss of profit or other consequential loss or damage), arising out of inaccurate, ambiguous or the misinterpretation of CVs or other information.

1. The Client shall satisfy itself as to all matters concerning any statements or omissions in a CV or provided by a Candidate including as to the identity, suitability, standard of skill, integrity and reliability of Candidates whose CVs are provided by the Company, and shall take up such references as are deemed necessary for this purpose. No liability will be accepted by the Company for any loss or damage arising out of any misstatement or negligence, dishonesty, misconduct or lack of skill of Candidates.

1. The Company takes no responsibility and shall not be liable for any information or software sent by a Candidate to the Client which: contains a virus, cancelbot, trojan horse, worm or other harmful or disruptive component; which contains information, software or other material which is protected by copyright or other Intellectual Property rights (or any derivative works with respect thereto) or which contains information or material which is defamatory, obscene, offensive, in breach of confidence, threatening or otherwise contrary to any applicable law or regulation.

CANCELLATION OF ACCOUNT

1. Either party may cancel the contract for the supply of Services by giving the other party a full month notice prior to the commencement of the month period affected by the cancellation.

1. Despite the foregoing, if the Client breaches any provision of these Terms the Company may at any time terminate any contract for Services with the Client with immediate effect.