Valoris Group

Valoris Group Limited

Terms and Conditions of Business for the Introduction of Permanent and Fixed-Term Candidates

Version 4.0


1. Definitions

  • "Agreement": These Terms and Conditions, forming the entire agreement between Valoris Group and the Client.
  • "Candidate": Any individual introduced by Valoris Group to the Client for potential engagement.
  • "Client": The person, firm, or company engaging Valoris Group’s services.
  • "Engagement": Any employment or work-related arrangement resulting from an introduction, whether direct or indirect.
  • "Introduction": The act of presenting a Candidate to the Client, including CVs, summaries, or any form of reference.
  • "Services": Recruitment services provided by Valoris Group, including vetting, introductions, and advisory support.
  • "Terms": These Terms and Conditions, including any updates or annexes issued by Valoris Group.


2. Engagement and Acceptance

2.1 Acceptance
The Client is deemed to have accepted these Terms by:

  • Requesting or instructing Valoris Group to commence work;
  • Interviewing or requesting further details on a Candidate;
  • Engaging a Candidate in any capacity.

2.2 Precedence
These Terms override any conflicting terms put forward by the Client unless expressly agreed in writing by Valoris Group.


3. Services

Valoris Group provides recruitment services as agreed with the Client. These services do not include payroll, HR, or legal employment responsibilities unless explicitly agreed in writing.


4. Compliance

Valoris Group complies with all relevant UK legislation, including the GDPR, Data Protection Act 2018, and Equality Act 2010.


5. Client Obligations

The Client agrees to:

  • Provide accurate and complete job specifications;
  • Conduct fair and lawful recruitment processes;
  • Undertake their own due diligence unless otherwise agreed in writing.

Failure to meet these obligations may result in suspension or termination of services.


6. Fees and Payment

  • Fees are 15% of the Candidate’s agreed first-year remuneration, payable within 7 days of the invoice date.
  • Fees become payable upon verbal or written acceptance of an offer by the Candidate, regardless of whether they commence employment—unless Valoris Group is proven to have caused the non-start.

6.1 Late Payment
Interest of 4% above the Bank of England base rate will be charged on overdue payments, calculated daily.

6.2 Non-Payment
Continued failure to pay may result in service suspension and legal recovery proceedings.


7. Purchase Orders

A PO number must be supplied prior to commencement. The absence of a PO number does not invalidate the Client’s obligation to pay.


8. Refunds and Replacements

If a Candidate leaves or their Engagement ends within 12 weeks:

  • A free replacement may be offered only if full payment was made within 7 calendar days of invoice.
  • Any refund, rebate, credit, or replacement is solely at Valoris Group’s discretion.
  • No refund will be granted where the Engagement ends due to Client-side factors (e.g., redundancy, restructuring, budget cuts).
  • Goodwill gestures do not establish precedent.


9. Data Handling

Both parties shall comply with all data protection laws and ensure secure processing of Candidate information.


10. Equal Opportunities

Both parties commit to promoting equality, diversity, and non-discrimination in all recruitment practices.


11. Non-Solicitation

The Client shall not, without prior written consent, engage any Valoris Group employee or Candidate within 12 months of their introduction.
A breach will result in a fee equal to 30% of the Candidate’s anticipated annual salary.


12. Limitation of Liability

Valoris Group’s total liability under this Agreement is limited to the amount of the fee paid. We accept no liability for indirect, special, or consequential loss.


13. Indemnity

The Client indemnifies Valoris Group against any claims, losses, or expenses arising from the Client’s breach of these Terms or the Candidate’s actions during their Engagement.


14. Dispute Resolution

Disputes shall first be resolved through good-faith negotiation, followed by mediation. If unresolved, they shall be settled in the courts of England and Wales.


15. Amendments and Governing Law

These Terms may only be amended in writing by Valoris Group. The Agreement is governed by the laws of England and Wales.


16. Intellectual Property

All intellectual property developed or provided by Valoris Group remains its exclusive property.


17. Post-Termination Confidentiality

Confidentiality obligations remain in effect indefinitely after the termination of this Agreement.


18. Formal Communication

All notices must be submitted in writing via email to the designated contact for each party.


19. Data Retention

Personal data will be retained only as necessary for recruitment purposes or as legally required, after which it will be securely destroyed.


20. Legal Adaptability

Both parties agree to amend practices as required to comply with any changes in applicable legislation.


21. Entire Agreement

This Agreement constitutes the entire understanding between the Client and Valoris Group. No other discussions or representations shall have effect unless recorded in writing and signed.


22. Record Keeping

Both parties agree to maintain accurate records related to Candidate activity and transactions.


23. Non-Circumvention

Clients must not refer or introduce Candidates to third parties without Valoris Group’s consent. Breaches result in a 30% fee of the Candidate’s first-year salary.


24. Introduction Validity

Introductions remain valid for 12 months. Any Engagement during that time incurs full fee liability.


25. Exclusivity

If agreed, the Client will not engage other agencies for the role(s) in question. Breaches will incur a penalty agreed in advance.


26. Re-Hires

If a Candidate is re-engaged within 12 months of leaving, the full original fee applies again.


27. Payment Obligation

Failure to provide a PO or follow internal processes does not relieve the Client of its payment obligation.


28. Client Feedback

Clients must respond to submissions in a reasonable timeframe. Excessive delays may result in disengagement and an admin fee.


29. Candidate Data Sharing

Candidate information may not be forwarded or shared without written consent. Breaches incur a 30% penalty fee.


30. Unpaid Invoices

Failure to pay on time may result in legal recovery action and additional costs.


31. Termination for Non-Payment

Valoris Group reserves the right to terminate this Agreement immediately if payment terms are not met.


32. Discretionary Remedies

Any remedies (e.g., discounts, replacements) are offered solely at Valoris Group’s discretion unless confirmed in writing.


33. Email Confirmation Override

No verbal or informal variation is binding. Only written changes confirmed by Valoris Group are valid.


 

Valoris Group Limited 

Terms of Business – Supply of Contractors (Contract / Temporary Assignments) 

Version 2.1 – Effective June 2025 
 

1. Definitions & Interpretation 

  • “Agreement”: These Terms, including any Assignment Details Sheet, which form the entire contract between Valoris Group and the Client.
  • “Contractor”: Any individual or company (PSC/Umbrella or PAYE) engaged via Valoris Group to carry out contract work for the Client.
  • “Assignment”: The period during which a Contractor provides services to the Client.
  • “Timesheet”: Weekly record of hours or days worked, submitted for Client approval.
  • “Engagement”: Any use of a Contractor’s services, including direct or indirect, through a third party or otherwise.
  • “Rate”: The specific hourly or daily charge rate, agreed individually per Contractor, and confirmed in the Assignment Details.

 

2. Formation and Priority 

These Terms are accepted when the Client: 

  • Requests or permits a Contractor to start;
  • Signs the Assignment Details;
  • Communicates with or interviews a Contractor.

These Terms override any conflicting terms unless agreed in writing by a Director of Valoris Group. 
 

3. Scope of Service 

  • Valoris Group contracts with the Contractor and manages timesheets, approvals, payroll, and invoicing.
  • The Contractor works under the Client’s supervision and direction throughout the Assignment.
  • Each Assignment is priced individually with the agreed rate confirmed in writing prior to commencement.

 

4. Contractor Status 

  • Contractors are not employees of the Client or Valoris Group.
  • The Client is responsible for day-to-day supervision, health and safety, and on-site conduct.
  • Valoris Group accepts no liability for acts or omissions of the Contractor.

 

5. Timesheets, Invoicing & Payment 

  • Contractors submit timesheets weekly.
  • Clients must approve timesheets by Tuesday 10:00 AM via email or signature.
  • Invoices are raised weekly in arrears based on approved timesheets.
  • Payment terms are either 14 or 30 days, confirmed in writing.
  • Consolidated monthly invoicing is available on request.
  • VAT is chargeable on all invoices.
  • Late payment incurs interest at 4% above the Bank of England base rate, calculated daily.

 

6. Compliance 

Valoris Group complies with: 

  • The Employment Agencies Act 1973
  • Agency Workers Regulations 2010 (AWR)
  • Working Time Regulations 1998
  • Data Protection Act 2018 & UK GDPR

The Client agrees to supply any information necessary to ensure compliance with AWR. 
 

7. Suitability & Assignment Management 

  • The Client is responsible for ensuring the Contractor is suitable for their environment.
  • If a Contractor proves unsuitable within the first 4 hours of the first day (if ≥7 hours/day), the Client must inform Valoris in writing within 48 hours, and no charge will be made for that day.
  • Assignments may be terminated by either party with 1 week’s notice, unless otherwise agreed in writing.
  • Immediate termination is permitted where safety, performance, or conduct is compromised.

 

8. Contractor Transfer / Conversion Fee 

  • If the Client engages the Contractor directly (or via another party) within 12 months of the Assignment ending, a 30% conversion fee applies.
  • Alternatively, an extended hire period may be agreed in lieu of a fee.
  • All conversions must be pre-agreed in writing with Valoris Group.

 

9. Liability & Indemnity 

  • The Client accepts all responsibility for the Contractor while on Assignment.
  • Valoris Group is not liable for loss, damage, claims, or negligence arising from Contractor performance.
  • The Client agrees to indemnify Valoris against any claims arising out of actions by the Contractor or breach of these Terms.

 

10. Data Protection & Confidentiality 

  • Each party will comply with data protection laws, including UK GDPR.
  • Candidate and Contractor information is confidential and may not be disclosed or forwarded without prior consent.
  • Any breaches must be reported immediately.

 

11. Record-Keeping 

  • Both parties will retain timesheet records, approvals, compliance checks, and correspondence for a minimum of 3 years.

 

12. Governing Law & Dispute Resolution 

  • These Terms are governed by the laws of England and Wales.
  • Disputes will be addressed through good faith negotiation, then mediation. If unresolved, matters will be handled in the courts of England and Wales.

 

13. General 

  • These Terms apply throughout any Assignment and for 12 months following the last use of Valoris services.
  • Notices may be issued by email or first-class post.
  • These Terms cannot be varied without written agreement by a Director of Valoris Group.
  • If any provision is held invalid, the rest shall remain in full force.

 
Valoris Group Limited
Nautica House, Bolton BL1 8SW
0333 004 0306 | [email protected] | www.valorisgroup.co.uk