Standard Terms of Business for the Introduction of Permanent Staff

Last Updated: 09 March 2026

PARTIES

(1) Aleida Partners Limited, incorporated and registered in England and Wales with company number 16870447, whose registered office is at 71 to 75 Shelton Street, Covent Garden, London, WC2H 9JQ (AP).

(2) Any entity, firm, or corporate body instructing AP or receiving an Introduction (The Client).

1. INTERPRETATION AND DEFINITIONS

In these Terms of Business, the following definitions apply:

CANDIDATE means any person introduced by AP to the Client for an Engagement.

DATA PROTECTION LEGISLATION means all applicable laws and regulations relating to the processing of personal data, including the UK GDPR and the Data Protection Act 2018.

ENGAGEMENT means the engagement, employment, or use of the Candidate by the Client or by any third party to whom the Candidate has been introduced by the Client, whether directly or indirectly, and whether under a contract of employment, a contract for services, a consultancy agreement, an agency agreement, or otherwise. Engagement includes any arrangement where the Candidate provides services to or for the benefit of the Client through a personal service company, an umbrella company, a managed service provider, or any other intermediary.

INTRODUCTION means the provision by AP to the Client of a curriculum vitae or any other information which identifies the Candidate.

REMUNERATION means the total gross taxable earnings payable to the Candidate during the first twelve months of the Engagement, including base salary, guaranteed bonuses, sign on bonuses, commissions, allowances, guaranteed overtime, and the monetary value of any taxable benefits. Where the exact Remuneration is not disclosed, AP shall calculate the Introduction Fee based on the maximum market rate for the role.

2. EFFECT AND APPLICATION OF TERMS

2.1 AP acts as an employment agency as defined under the Conduct of Employment Agencies and Employment Businesses Regulations 2003, introducing Candidates to the Client for Engagement.

2.2 These Terms of Business constitute a legally binding agreement between AP and the Client. Acceptance of these terms is deemed to occur conclusively upon the Client instructing AP on a search mandate, receiving an Introduction or curriculum vitae of a Candidate, or interviewing a Candidate, whichever occurs first.

2.3 By engaging with AP, the Client acknowledges that they have read, understood, and agree to be bound by these terms. These terms supersede all previous discussions, correspondence, and arrangements. These terms shall prevail over any other terms of business or purchase conditions put forward by the Client.

2.4 No variation or alteration to this Agreement shall be valid unless agreed in writing and signed by a director of AP.

2.5 The individual instructing AP or receiving the Introduction warrants that they possess the full legal authority to bind the Client to these Terms of Business.

3. NOTIFICATION AND FEES

3.1 The Client shall notify AP immediately in writing upon making an offer of an Engagement to a Candidate and upon the acceptance of such an offer.

3.2 An Introduction Fee shall become payable by the Client to AP if the Client Engages a Candidate within 18 months of the most recent Introduction of that Candidate, or any subsequent correspondence or communication regarding that Candidate by AP.

3.3 The Introduction Fee is calculated as 25 percent of the Remuneration, subject to a minimum fee of 10,000 pounds, whichever is the greater sum.

3.4 All fees quoted are exclusive of Value Added Tax, which shall be applied to the invoice at the prevailing rate.

3.5 All fees are calculated and payable in Pounds Sterling. The Client shall be responsible for any bank transfer charges or foreign exchange fluctuations to ensure AP receives the exact invoiced amount.

3.6 AP shall raise an invoice for the Introduction Fee upon the Candidate accepting the offer of Engagement in writing. The Client shall pay all invoices in full within 14 days of the invoice date without deduction, set off, or counterclaim.

3.7 Late payments shall attract interest at the statutory rate prescribed under the Late Payment of Commercial Debts (Interest) Act 1998. AP reserves the right to suspend the provision of services and withhold further Introductions until all overdue sums are paid in full.

3.8 For any Engagement where the Candidate is subject to a notice period, garden leave, or a deferred start date exceeding 90 days, AP shall invoice the Introduction Fee in two equal instalments. The first instalment of 50 percent shall be invoiced upon the acceptance of the written offer, and the second instalment of 50 percent shall be invoiced on the actual commencement date of the Engagement.

3.9 For any Engagement that is a fixed term contract of less than twelve months, the Introduction Fee shall be calculated on a pro rata basis reflecting the duration of the fixed term. Should the Client subsequently extend the fixed term or Engage the Candidate on a permanent basis, a further Introduction Fee shall become payable based on the Remuneration for the extended period. The total aggregate Introduction Fee payable for any single Candidate shall be capped at the fee that would apply to a twelve month permanent Engagement. No further Introduction Fee will apply once the Candidate has been Engaged for a cumulative total of twelve months.

3.10 The Client shall, upon written request by AP, provide a redacted copy of the Candidate employment contract or formal offer letter strictly to verify the Remuneration. Should the Client fail to provide this within seven days, AP reserves the right to calculate the Introduction Fee based on the highest prevailing market rate for the role.

4. CANDIDATE REPRESENTATION AND ENGAGEMENT

4.1 Where the Client receives details of a Candidate from AP, the Client shall be deemed to have accepted the Introduction unless the Client notifies AP in writing within three working days that the Candidate has already been introduced by another agency for the same vacancy. Such notification must be accompanied by documentary evidence. Failing such notification, the Introduction Fee shall be payable upon any subsequent Engagement.

4.2 The Client shall not take any action intended to avoid the payment of the Introduction Fee. If the Candidate is Engaged in any capacity resulting in the Candidate providing services to or for the benefit of the Client within 18 months of the Introduction, the Introduction Fee shall be payable in full.

4.3 If a Candidate introduced by AP is Engaged by any holding company, subsidiary, associated company, or any entity connected directly or indirectly with the Client, the Introduction Fee shall remain payable as if the Engagement had been made by the Client directly.

4.4 If the Client withdraws an accepted offer of Engagement for any reason, the Introduction Fee shall remain payable in full.

4.5 If the Client Engages a Candidate within 12 months of the termination of an earlier Engagement, the Introduction Fee shall become payable again.

5. REPLACEMENT GUARANTEE

5.1 AP provides a replacement service strictly subject to the conditions set out in clause 5.2. If the Engagement terminates within the first 12 weeks, AP shall use commercially reasonable endeavours to find a suitable replacement Candidate for the same vacancy.

5.2 This guarantee shall only apply if the Client has paid the original invoice within the 14 day payment terms, the Client has notified AP in writing within 7 days of the termination, and the termination was not due to redundancy, corporate restructuring, or a material change in the job specification. No cash refunds shall be provided under any circumstances.

6. LIABILITY, CONFIDENTIALITY, AND INDEMNITY

6.1 AP shall use reasonable endeavours to introduce suitable Candidates and shall inform the Client if it becomes aware of any information indicating that a Candidate may be unsuitable within three months of an Introduction. The Client shall remain solely responsible for ascertaining the suitability of any Candidate, obtaining work permits, checking references, and arranging medical examinations.

6.2 Candidate details are strictly confidential and are provided solely for the purpose of evaluating the Candidate for a vacancy. The Client shall not disclose Candidate details to any third party. If the Client breaches this obligation and such disclosure results in an Engagement by a third party within 18 months, the Client shall be liable to pay the Introduction Fee.

6.3 The terms of this Agreement, including the fee structure and guarantee provisions, are strictly confidential and shall not be disclosed by the Client to any third party.

6.4 Nothing in this Agreement limits or excludes the liability of AP for death or personal injury caused by its negligence, or for fraud or fraudulent misrepresentation. Subject to this, the aggregate liability of AP to the Client under this Agreement shall be limited to the Introduction Fee paid. AP shall not be liable for any indirect or consequential losses.

6.5 The Client shall indemnify and hold AP harmless against all liabilities, costs, expenses, damages, and legal fees incurred by AP arising out of or in connection with any breach by the Client of this Agreement, including any breach of confidentiality or Data Protection Legislation.

7. GENERAL PROVISIONS

7.1 Any travel or accommodation expenses incurred by a Candidate for interviews shall be agreed in writing by the Client on a case by case basis prior to the interview taking place.

7.2 Both parties act as independent Data Controllers and shall comply with all applicable Data Protection Legislation.

7.3 Neither party may assign its rights under this Agreement without the prior written consent of the other party.

7.4 In the event of the Client entering into administration or liquidation, all outstanding invoices shall become immediately due and payable.

7.5 Any notice given under this Agreement shall be in writing and sent by email to the designated representative of the other party. Notices sent by email shall be deemed to have been received on the next working day.

7.6 A person who is not a party to this Agreement shall not have any rights under the Contracts (Rights of Third Parties) Act 1999 to enforce any term of this Agreement.

7.7 If any provision of this Agreement is found by any court or competent authority to be invalid, illegal, or unenforceable, that provision shall be deemed to be deleted, and the validity and enforceability of the other provisions of this Agreement shall not be affected. Clauses relating to Fees, Confidentiality, and Data Protection shall survive the termination of this Agreement.

7.8 This Agreement is governed by the laws of England and Wales. The parties irrevocably submit to the exclusive jurisdiction of the courts of England and Wales.

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