www.international-nanny.com May/19

TERMS AND CONDITIONS International Nanny Terms and Conditions are updated regularly. Please contact International Nanny at enquiries@international-nanny.com for an updated copy. 1. Definitions “Agency” means International Nanny Ltd (Company Registration 10499153) “Agency Fee” means the relevant fee payable to the Agency for the Services as set out in the terms and conditions. “Candidate” means a person introduced by the Agency to the Client as requested for the purposes of employment in respect of childcare on a temporary or a permanent basis, whether full or part time. “Client” means the client named on the Client Registration Form for whom the Agency has agreed to provide the Services in accordance with these Conditions. “Client Registration Form” means the form to which these Conditions are annexed.

“Conditions” means the terms and conditions of supply of Services as set out herein and any subsequent terms and conditions agreed in writing by the Agency and the Client. “Introduction” means the Clients interview of an applicant in person or by telephone or the passing by the Agency to the Client of a Curriculum Vitae or other information which identifies the Applicant and which leads to the employment of that Applicant by the Client. “Services” means the Introduction of an Applicant by the Agency to the Client in the accordance with this Agreement. 1.1 The headings in these Conditions are for convenience only and shall not affect their interpretation. 1.2 Any reference in these Conditions to any provision of a statute shall be construed as a reference to that provision as amended, reinacted or extended at the relevant time.

  1. Agreement

2.1 The agreement between the Agency and the Client for the provision of the Services, incorporating these Conditions, shall come into force when following receipt of the relevant details, the Agency sends a completed Client Registration Form to the Client via email (the Agreement). 2.2 By providing details and registering with the Agency either verbally or through written instruction, the Client acknowledges and accepts these Conditions. Any and all business undertaken by the Agency is transacted subject these Conditions. 2.3 These Conditions apply to the Agreement to the exclusion of all other terms and conditions and shall supersede any other documentation or communication between the Client and the Agency. 2.4 Any variation of this Agreement (including any special terms and conditions agreed between the parties) must be agreed in writing between the parties. 2.5 These Conditions shall apply to both permanent and temporary positions unless otherwise stated.

2.6 Right to Cancellation in accordance with the Consumer Contract Regulations

2.6.1 If, and only if, the Client is an individual consumer, then he / she may cancel this Agreement within 14 days (“cooling off period”) of entering into it. Accordingly, the Agency is under no obligation to commence provision of the Services until after the expiry of that cooling-off period.

2.6.2 If the Client requires the Agency to provide the Services sooner than 14 days after the Agreement has been made, he / she must instruct the Agency to do so in writing, acknowledging that he / she will lose his right to cancel upon such instruction.

  1. Supply of Services

3.1 The Agency shall use reasonable endeavours to introduce to the Client, Candidates which the Agency considers suitable to be employed by the Client to carry out work of such nature as notified by the Client. The Client shall specify in the Client Registration Form its exact requirements by providing full details of the type of work and period of employment for which the Candidate is required. 3.2 The Agency shall carry out its obligations with reasonable skill and care and to a reasonable standard and in accordance with recognised codes of practice and relevant statutory obligations. 3.3 The Agency accepts no liability for any loss, damage, expense or compensation suffered or incurred of any nature by the Client, arising directly or indirectly from any act or omission by any Candidate introduced to the Client by the Agency. The Agency shall not be held responsible for the conduct of a Candidate either before or during the Client’s employment of the Candidate. 3.4 The Agency will carry out suitable background checks on the Candidates. 3.5 Time for commencement shall not be of the essence of the Agreement and the Agency shall not be held liable for any loss, costs, damages, charges or expenses caused directly or indirectly by any delay in the Services. 3.6 Clients are offered the opportunity to trial a Candidate for up to 2 full days without incurring the Agency Fee (“Trial Period”). To the extent that the Client continues to engage the Candidate after the Trial Period, it shall be liable to pay the relevant Agency Fee in accordance with clause 7. The Client is responsible for paying the Candidate directly for the Trial Period at the hourly sum agreed between the Client and the Candidate.

  1. Responsibilities of the Client

4.1 The Client shall notify the Agency immediately should it choose to engage a Candidate who has been introduced to it by the Agency. As a result of such engagement, the Client agrees to pay the relevant Agency Fee to the Agency in accordance with clause 7. If a Client employs a member of staff who has been introduced by the Agency but does not inform the Agency within 7 days, the Agency Fee payable will be subject to a 20% surcharge. 4.2 The Client is responsible for the employment of the Candidate in accordance with all applicable employment legislation. The Client must provide a copy of the contract (any variations to that contract) to the Agency as soon as reasonably practicable and in any event within 10 days of the commencement of the placement or the variation (as the case may be). 4.3 The Client is responsible for paying all wages and expenses of the Candidate and for procuring any necessary work permits or other permits or certificates required to enable the Candidate to take up any position. It is also responsible for deducting the Candidate’s tax and national insurance contributions. 4.4 Any information provided by the Agency to the Client in respect of an Introduction is for the use only of the Client and shall be kept confidential by the Client and not passed on to any third party looking to employ that Applicant. The passing on of information to such third party which results in that third party employing the Applicant shall render the Client liable for payment to the agency of the Agency Fee under terms of this Agreement. 4.5 The Agency shall endeavour to obtain references from each Candidate but it is the responsibility of the Client to satisfy himself as to the suitability of any Candidate, to take up any references provided by the Candidate or the Agency and to make appropriate checks of childcare qualifications or driving qualifications.

  1. Candidate’s Rights & Obligations

5.1 The Candidate understands that the Agency is a referral and matching service only that provides its Clients with information respecting potential Candidates in exchange for a placement fee. 5.2 The Candidate agrees to release personal and contact information to the Agency that is complete, true and accurate. The Candidate will also provide full details of previous work history including contactable references on the agency’s request. 5.3 The Candidate agrees not to disclose the following information to prospective clients (parents) at the interview stage: full name, phone number, email address, postal address or any other forms of contact enabling the Client to contact the Candidate directly. 5.4 The Candidate’s Information will be released only to Clients by an Agency Consultant employed by International Nanny. Under no circumstance will the Agency release your personal or contact information to any third parties, or disclose it to prospective clients on our website, as per our Privacy Policy without your approval. There is no charge for the Candidate to join the agency. There is no contract or obligation to remain with the agency for any specific time frame and the Candidate can withdraw from the agency at any time for no charge or obligation. 5.5 The Agency and the Candidate acknowledge that there is no employee/employer relationship between them. 5.6 The Candidate cannot work for other clients using International Nanny’s name and reputation. 5.7 The Candidate must notify the Agency immediately should he/she be offered employment directly or indirectly through the Client or should the client contact the Candidate directly without Agency’s permission. 5.8 The Agency has the right to terminate the agreement with the Candidate at any time, for any reason, including but not limited to unprofessional conduct, misrepresentation of our image, and company name, lateness, no showing, drug or alcohol abuse, previous or current criminal record. 5.9 The Agency does not provide any representations or warranties to the Candidate regarding any Client. The Agency provides only an introduction service between the Candidate and prospective clients and will refer their name and portfolio to suitable clients. The Agency cannot guarantee a Candidate will be interviewed or hired by any prospective Clients, nor can the Agency warrant the length of employment the Child Care will have once hired. Any Candidate /Client interviews, police checks, DBS checks, First Aid and other training required will be the responsibility and expense of the Candidate.5.10 The Candidate must discuss and confirm the wages (for trial, temporary, permanent work) and all working conditions directly with the Client during their interview stage, and request from the Client to sign a Work Agreement prior to beginning any type of work – trial, temporary or permanent. The Agency cannot be held responsible for negotiating any wages, loss of wages , termination of employment, and changes in the working conditions that result or may result from working for the Client. 5.11 The candidate is under no legal obligation to work for a particular Client, and may request to be placed in another placement at their discretion. The Candidate hereby releases International Nanny and its officers, agents, employees, and affiliates from all claims, liabilities, injuries, demands, suits, actions, causes of actions of every kind arising out of or resulting from the action of The Agency or the release of any information by the Agency. 5.12 The above parties agree that the Agency shall not be liable to the Candidate, or to any other person, including, but not limited to the Candidate’s family or their successors, heirs and assigns, or any other person, for incidental or consequential losses , damages or expenses, directly or indirectly arising from any action or failure to act by a client. It is agreed that there is no representation, warranty, collateral agreement or condition affecting this agreement except as expressed in it. Furthermore, it is agreed that this written instrument embodies the entire agreement of the parties except as expressly set out in this instrument. The Candidate acknowledges having read, understood and agreed to the terms and conditions of this agreement which are set forth in this agreement. 5.13 The Candidate must be willing to sign a confidentiality agreement prior to starting the role.

  1. Agency’s Rights & Obligations

6.1 The Agency conducts its business as a matching service that matches and introduces suitable Candidates to work for the client with the purpose of effecting introductions between persons desiring to enter into contracts for services. 6.2 The Agency endeavours to establish the suitability of any Candidate for introduction to the Client by taking up a minimum of two references from each Candidate. However, all responsibility for ascertaining the suitability of a Candidate for the engagement remains with the Client. 6.3 The Agency holds no responsibility for the Client and Candidate’s employment contract, portfolio, and any matters associated with it are to be arranged between Client and Candidate. The Agency offers a contract of employment only as a sample guide for the Client and Candidate to use. 6.4 The Agency cannot be under any circumstances held responsible and excludes liability for any loss, damage, delay, inconvenience , problems, death, injuries or accidents incurred or suffered by the Client, the Clients family, servants, or the Client’s assets caused directly or indirectly during employment or introduction of the Candidate allegedly arising from the acts or character of the Candidate introduced by the Agency, or, to the extent permitted by law, in respect of services provided by the Agency, even if such act or omission is negligent or fraudulent or reveals any dishonesty. 6.5 The Agency does not offer any warranty for the Candidate’s suitability, personality, character, honesty, and reliability.

6.6 The Agency does not employ any of the Candidates directly or indirectly. Candidates are introduced to Clients and they will be always employed by the Client, unless the Candidate is self-employed (this only applies to maternity nurses, a standard nanny cannot be self employed). Candidates shall be under the supervision, direction and control of the Client. 6.7 The Agency reserves the right to change or add to the above Terms and Conditions without prior notification, however all changes will be posted on this website. It is your responsibility to check these Terms and Conditions in case there are any changes. Continuing to use the site and our services after a change has been made is your acceptance of the changes.

  1. Fees and Charges

7.1 The amount of the Agency Fee will be determined by 10% of the net annual salary for national placements and 20% of the net annual salary for international placements. Placements on an hourly basis are charged on a 20% per hour paid. A minimum charge of 250 GBP is applied .7.1.3 As soon as The Agency has advised The Employer of a prospective Applicant, the Employer cannot accept the same Applicant from another agency. If The Employer accepts and interviews the same Applicant from another agency within 12 months of being introduced by The Agency, The Employer will pay The Agency the related fee as per the Agency terms and conditions. 7.1.4 In the event that the Agency introduces an applicant to The Employer who has received The Applicant’s details through another agency without expressed permission from the applicant, the terms of The Agency will apply. 7.1.5 In the event The Employer receives details from The Agency of The Applicant who is already known by The Employer, The Agency terms will apply. 7.1.6 Payment Terms: Invoices sent upon confirmation of offer and payments to be received by us no more than 7 days from the date of invoice. Invoice payments received later than 7 days will not be eligible for refunds. Unpaid invoices will be subject to a 20 % surcharge administration fee prior to legal action. The Agency will exercise its statutory right to interest and compensation for debt recovery costs under the late payment legislation if we are not paid within the agreed payments terms. 7.1.7 If the Client has to delay the commencement of the Candidate’s employment (for example because of the birth of a baby later than expected or a Client transferring to another country), the full Agency Fee will be payable. 7.1.8 The Client shall be liable for and shall indemnify the Agency against all costs and expenses incurred by the Agency in respect of any steps, actions or proceedings made or brought against the Client by the Agency to obtain payment of outstanding Agency Fees and interest.

  1. Additional Fees

8.1 Where a temporary position subsequently becomes a permanent position (including by virtue of the fact that the placement is extended beyond 6 months), the Client shall be required to pay the relevant Agency Fee for the permanent position minus the Agency Fee originally paid for the temporary position. 8.2 If a Candidate employed by the Client on a temporary basis is re-employed by the Client within six calendar months of the termination of the original period of employment (whether such re-employment is on a temporary or permanent basis) then a further Agency Fee shall be payable by the Client to the Agency. Such fee shall be equal to the Agency Fee which would have been payable if the Agency had introduced the Candidate to the Client at the time of re-employment. 8.3 In the event that a Client does not hire a Candidate following the initial introduction by the Agency but subsequently approaches the Candidate directly (not through the Agency) offering employment then the Client shall be liable to pay the full Agency Fee in respect of such Candidate to the Agency. 8.4 For the purposes of attending interviews, the Client is responsible for a Candidate’s reasonable travelling expenses which are properly incurred and evidenced by appropriate receipts. The Client shall settle this directly with the Candidates.

  1. Replacements, Refunds and Cancellation Replacements

9.1 Subject to the terms of this clause 9, if the Candidate does not commence employment with the Client after accepting an offer of employment or if the Candidate leaves the employment of the Client within:- 9.1.1 8 weeks of commencing such employment; or 9.1.2 4 weeks in the case of Candidates employed for less than 25 hours per week then the Agency shall make further Introductions to the Client at no further charge for a replacement for the Candidate who has not taken up or who has left the Client’s employment (“Replacement”). 9.2 The Agency shall only be obliged to provide to the Client a maximum of 3 candidate profiles for the Replacement. Such profiles will be selected based on the information originally provided in the Client Registration Form. The Agency may take up to 3 weeks from the notification referred to in clause 9.3 to begin to provide profiles. The Agency accepts no liability and is not obliged to offer a Replacement or any refund to the extent that the Client finds the profiles unacceptable and does not want to engage any of the potential Candidates. 9.3 The provisions of this clause shall only apply if:- 9.3.1 The Client has notified the Agency in writing within seven days of the Candidate failing to take up the employment or leaving the Client’s employment; 9.3.2 The Client has paid the appropriate Agency Fee and any other fees due to the Agency in full in accordance with these Conditions; 9.4 The Agency may at its discretion refuse to provide a Replacement in the following circumstances:- 9.4.1 If the reason for the Candidate leaving employment was as a result of a change in the material terms of the contract of employment between the Client and the Candidate not agreed by the Candidate (including a change in the job description, location or working hours originally agreed between the Client and the Candidate); or 9.4.2 If the reason for the Candidate leaving employment was because the Client was physically or verbally aggressive towards the Candidate or physically or verbally aggressive towards an employee of the Agency; or

9.4.3 If there is a breach by the Client of the contract of employment between the Client and the Candidate or the Candidate was dismissed by the Client other than on just unreasonable grounds. 9.5 The Client shall only be eligible for one Replacement under these Conditions and shall no longer be eligible for a Replacement after the first Candidate has been replaced. Refunds 9.6 The Agency does not offer monetary refunds except in extenuating circumstances and at its sole discretion. Cancellations 9.7 If the Client cancels the placement of a Candidate less than 30 days prior to the agreed date for commencement of the Candidate’s employment, the full Agency Fee is payable and the Client is liable to pay the Candidate one week’s salary. 9.8 If the Client wishes to cancel the employment of a Candidate due to extenuating circumstances less than 30 days before the Candidate is due to start, the Client must notify the Agency. The Client shall be liable for paying any amounts due to the Candidate under any contract of employment and the Agency shall be entitled at its discretion to charge up to 30% of the Agency Fee in respect of the work incurred.

  1. Liability

10.1 Subject to clause 10.2, the Agency shall not be liable for any losses (direct or indirect) incurred by the Client except for those losses which can reasonably be foreseen would result from its failure to comply with this Agreement provided that any such liability of the Agency shall be limited to the Agency Fees paid to the Agency in respect of a placement. 10.2 This clause 10 does not exclude or limit in any way the Agency’s liability for: 10.2.1 death or personal injury caused by the negligence of the Agency; or 10.2.2 fraud or fraudulent misrepresentation; or 10.2.3 any other matter for which it would be illegal or unlawful for the Agency to exclude or attempt to exclude the Agency’s liability. 10.3 The Agency accepts no liability for any loss, damage, expense or compensation suffered or incurred of any nature by the Client, arising directly or indirectly from an act or omission by any Candidate introduced to the Client by the Agency.

  1. Termination

11.1 The Agreement shall continue until the Services have been provided as required in accordance with the Client Registration Form or any subsequent date as mutually agreed in writing by both parties. 11.2 Either party may terminate the Agreement by notice in writing to the other if: 11.2.1 the other party commits a material breach of these Conditions and, in the case of a breach capable of being remedied, fails to remedy it within a reasonable time of being given written notice from the other party to do so; or 11.2.2 the other party commits a material breach of these Conditions which cannot be remedied under any circumstances. 11.3 In the event of termination the Client must reimburse the Agency for any expenses incurred, as notified to the Client by the Agency, up to the date of termination and shall not be entitled to any refund of the Agency Fee already paid and any Agency Fee due at the date of termination and interest thereon and all other sums due to the Agency will immediately become payable in full. 11.4 Any rights to terminate the Agreement shall be without prejudice to any other accrued rights and liabilities of the parties arising in any way out of the Agreement as at the date of termination.

  1. Confidentiality

12.1 All information provided by either party to the other, including but not limited to any personal details relating to the Candidate or the Client, will be treated as strictly confidential and will not be disclosed by either party to any third parties, unless required by law or regulation, without prior written consent of the other or of the Candidate (as the case may be). 12.2 If the Client or a member of the Client’s staff or any associate of the Client passes on an introduction to any other person within twelve months of the Client’s introduction by the Agency to the Client resulting in the engagement of the Candidate, the Client shall be liable for payment of the full fee in accordance with the Agency’s fee for permanent placements.

  1. General

13.1 Neither party may assign transfer or in any way make over any of its rights or obligations to any third party without the written consent of the other party. 13.2 Any notice required or permitted to be given by either party to the other under these Conditions shall be in writing either by letter or email addressed to the other party at its registered office or principal place of business or such address as any a t the relevant time has been previously notified to the party giving the notice. 13.3 No failure or delay by either party in exercising any of its rights under this Agreement shall be deemed to be a waiver of that right and no waiver by either party of any breach of the Agreement by the other shall be considered as a waiver of any subsequent breach of the same or any other provision. 13.4 If any provision of these Conditions is held by any competent authority to be invalid or unenforceable in whole or in part the validity of the other provisions of these Conditions and the remainder of the provision in question shall not be affected. 13.5 It is not intended that any of the terms of this agreement will be enforceable by virtue of the Contracts (Rights of Third Parties) Act 1999 by any person not a party to this Agreement. 13.6 The Agency reserves the right to amend the Terms and Conditions at any time. Terms and conditions will automatically be updated at the start of a new tax year. Agreement of terms at the time of registering with The Agency will automatically apply to any updated of terms and conditions at the start of each new tax year.