CONDITIONS OF SERVICE
Article 1: Definitions
The terms referred to hereafter in these Conditions of Service have the following meaning:
client
The party who makes use of the offers and services of Legal Work Force.
Legal Work Force
Legal Work Force B.V. located in
conditions
These Conditions of Service.
candidate (or candidates)
Any person or group of persons who is (are) brought into contact with the client, directly or indirectly, within the framework of an assignment, with or without the mediation of Legal Work Force.
presentation
The arrangement of an introductory meeting between one or more candidates in person and one or more representatives of the client in person; or the submission of the curriculum vitae of one or more candidates; or the verbal presentation of one or more candidates by Legal Work Force to the client.
all-in gross annual income
The gross annual salary to which the selected candidate is entitled in accordance with the contract referred to in article 4.4, including holiday pay, any additional remuneration, payments and bonuses (in the broadest sense of the word) and the total annual lease allowance for a company car (if applicable).
Article 2: Applicability of the Conditions
These conditions apply to the execution of one or more assignments by Legal Work Force. The conditions also apply to future assignments unless the parties agree otherwise.
Should there be any deviations from these conditions, such deviations must be agreed upon in writing. The articles of these conditions for which no written deviations have been agreed upon in the aforementioned manner, shall remain in full force and effect.
No other conditions (whether general or otherwise) or other arrangements shall apply between the parties other than those that are set out in article 3.1 and in these conditions.
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Article 3: Conclusion of a contract and premature termination thereof
Legal Work Force shall establish the substance of the assignment in consultation with the client. An assignment is formalised once the client has accepted Legal Work Force’s offer in this respect.
The client has the right to (prematurely) terminate the assignment, for reasons of his own, at any given time, or to discontinue the assignment. Legal Work Force, likewise, has the right to terminate the assignment, but only if the continuation of the assignment cannot, in all fairness, be expected of Legal Work Force. Article 5.6 shall apply in any of these eventualities.
Article 4: Working method
Once the assignment is formalised, Legal Work Force takes charge of the agreed work. In this regard, Legal Work Force drafts (in association with the client) the following documents: description of the job and the candidate’s ideal profile, plan of action and advertisement. With respect to each recruitment and selection assignment, Legal Work Force shall recruit and/or select one or more candidates for the client. Presentation of the candidates shall take place to the best of Legal Work Force’s insight and ability. The basic principle is that the information that the candidates offer about themselves, or which the candidates’ referees provide, is accurate. Legal Work Force cannot, however, guarantee the accuracy of the information obtained in this manner and does not accept any liability in this respect.
The client and Legal Work Force guarantee that they shall treat the information exchanged between themselves with care and discretion. Information concerning those candidates presented will be treated with the strictest confidentiality. Any referees relating to a candidate will only be contacted after consultation with Legal Work Force and with the express permission of the candidate in question.
The client contracts the assignment exclusively to Legal Work Force. The client will immediately refer candidates applying to the client, or whom the client considers interesting, to Legal Work Force for pre-selection. If the client reaches agreement with such a candidate, this is deemed to be an assignment successfully completed through the mediation of Legal Work Force to which these conditions apply. The client shall refrain from carrying out any actions that may hinder Legal Work Force in the performance of the assignment or thwart its activities.
Should the client reach agreement with the candidate, they shall draw up a contract of employment or any other contract of co-operation. The client shall furnish Legal Work Force with a copy of this signed contract and any other related conditions, regulations or agreements, within one week of signing the contract.
In the event that a candidate enters into an agreement with the client or a company affiliated with the client within two years after the introduction, this shall be deemed an assignment successfully completed through the mediation of Legal Work Force to which these conditions apply. The provisions of article 4.4 shall also apply in such a case.
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If the contract referred to in article 4.4 is terminated within six months after commencement of the contract, Legal Work Force shall execute the assignment over again for 50% of the agreed fee on condition that this assignment is intrinsically the same as the original assignment and provided the client has performed all his payment obligations vis-à-vis Legal Work Force.
Legal Work Force is obligated to provide support and advice regarding the choice of a candidate. The client, however, has sole responsibility for any decision with respect to concluding a contract with a candidate.
Legal Work Force will execute assignments it has accepted to the best of its knowledge and ability and in accordance with the interests of the client. Legal Work Force is only liable to the client for shortcomings in the performance of the assignment insofar as these are the result of gross negligence or intent on the part of Legal Work Force. If and insofar as Legal Work Force is subject to any liability, such liability is limited to the amount of the fee which Legal Work Force has invoiced to the client in relation to the assignment at such time. The client is bound to indemnify Legal Work Force against claims by third parties that ensue from actions or omissions by the client.
Article 5: Fee and costs
The fee is 27,5% of the all-in gross annual income per placed candidate with whom an agreement is reached, as referred to in articles 4.4 and 4.5. The fee shall never be less than 10.000,- per candidate.
In case of a position as candidate-civil law notary, solicitor or tax-specialist, the fee shall be paid in two instalments: 50% of the estimated fee when granting the assignment (first instalment) and 50% as soon as agreement has been reached as referred to in article 4.4 (second instalment). In case of other positions, the fee shall be paid in three instalments: one-third of the estimated fee when granting the assignment (first instalment), one-third of the estimated fee after presentation of one or more candidates (second instalment) and the remaining amount as soon as agreement has been reached as referred to in article 4.4 (third instalment).
Contrary to the preface, Legal Work Force is permitted concerning any client or assignment to charge the fee in two instalments, provided that this has been defined and agreed upon before formalising the assignment.
If, as a result of an assignment, agreement is reached with more than one candidate (as referred to in article 4.4 or 4.5) the full fee for the other candidate/candidates shall always be owed in one instalment as of the time agreement is reached with the relevant candidate/candidates. The amount of this fee is calculated in the same manner as mentioned in article 5.1.
Every assignment is supported by the placement of one or more advertisements. The related costs for placing and drawing up the advertisements will be charged to the client. The assignment will also be displayed on the JBB-website and the Legal Work Force web site. The related costs for placing and drawing up these announcements won’t be charged to the client.
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If Legal Work Force is not successful in presenting at least one candidate who substantially meets the pre-agreed profile and it informs the client of this in writing, the client will only owe the first instalment as referred to in article 5.2.
If an assignment is terminated on the basis of article 3.2 or is discontinued for some other reason, the client shall always owe the first instalment as referred to in article 5.2. If in such an event Legal Work Force can demonstrate that it has commenced search and selection activities, the client, not-being a client for the position of candidate-civil law notary, solicitor or tax-specialist, shall also owe the second instalment as referred to in article 5.2 under assignments in other categories. If an assignment is terminated or discontinued on the basis of article 3.2, but in the meantime one or more candidates has/have been presented, the client shall owe the entire (estimated) fee as set out in article 5.1.
The client shall ensure that the invoice relating to the first instalment is deposited in Legal Work Force’s bank account within fourteen days of the invoice date. With regard to invoices relating to advertisements, there is also a payment term of fourteen days. Other invoices must be paid within fourteen days of the invoice date. Complaints relating to invoices must be submitted to Legal Work Force in writing within fourteen days of the invoice date. After this term, the client is deemed to have accepted his payment obligations.
In the event of late payment, Legal Work Force is entitled to charge interest of 1% per month. If the client continues to default on payment after demand for payment, Legal Work Force is entitled to charge all collection costs, including all costs for legal assistance and the extra-judicial costs, to the client.
Turnover tax is owed over the agreed amounts.
Article 6: Applicable law
All dealings between Legal Work Force and the client are governed by Dutch law. The court of Amsterdam has jurisdiction.
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