Our Terms and Conditions

These terms and conditions shall apply to and govern all contracts (or the provision by the Company of services to its clients). Unless previously accepted otherwise the

allocation of work by a Client to an individual, firm or Company whose services are provided by the Company will be deemed acceptance by that Client of these terms and conditions. No variation of these terms and conditions shall be effective unless agreed in writing and signed by a director of the Company.

1. The Company agrees to arrange for the supply of the services of a Contractor to the Client in consideration of the payment of the fees to the Company on the terms set out below.

In these terms and conditions, the following expressions shall have the following meanings: -

(a) "Contractor" shall mean the Contractor, Sub Contractor or employee of the Company and where the Contractor is a firm or a limited company shall include any director, officer, employee or representative thereof; and shall also mean a Temporary Agency Worker in accordance with definitions set out in the Protection of Employees (Temporary Agency Work) Act 2012 (hereafter the 2012 Act).

(b) The "Company" shall mean), Rowan Recruitment Ltd and/or any subsidiary of this company and/or any other company having a common share holding with this company

(c) The "Client" shall mean the person, firm or limited company who requests the Company to provide Contractors and shall also mean a hirer in accordance with definitions set out in the Protection of Employees (Temporary Agency Work) Act 2012 (hereafter the 2012 Act).

(d) The "Rate" shall mean the rates at which fees will be payable to the Company in respect of the provision of the Contractor's services.

2. The Company does not warrant the technical or professional competence of the Contractor. The Client shall satisfy itself as to the competence of the Contractor before allocating work to that Contractor.The Company shall not be liable to the Client in any manner whatsoever for any claim, loss, damage, or expense incurred by the Client or arising otherwise and in connection with any act, omission or neglect on the part of the Contractor in executing such work.

3. The Company is not responsible for the quality of the workmanship of the Contractor and it is agreed that responsibility for the quality of the work performed by the Contractor lies with the Client.

4. The Company is not responsible for supplying tools to the Contractor and has no responsibility for tools used by or supplied to the Contractor by the Client.

5. The Company shall not be liable under any circumstances for any loss, damage or expense suffered or incurred by any Client arising from or in any way connected with the supply by the Company to the Client of any Contractor or the use by the Client of the service of any Contractors supplied by the Company, any unsatisfactory work or service carried out by the Contractor or the failure by the Company to supply any Contractor for any part of any period requested by the Client or in any way connected with the Company seeking a Contractor for the Client or the introduced by the Company to the Client of any Contractor or the engagement of any Contractor by the Client.

6. Every Contractor supplied by the Company shall be subject to the exclusive direction and control of the Client and notwithstanding that the Company will pay such Contractor out of the fee paid by the Client to the Company, the Company shall not be or will not be deemed to be the employer of any such Contractor for any purpose whatsoever.

7. The Client shall ultimately be responsible for all acts and omissions of every Contractor supplied by the Company whether wilful negligent, reckless, or otherwise as though every such Contractor were on the payroll of the Client.

8.The Client will at all times discharge all statutory and common law duties which the Client may from time to time owe or to which the Client may from time to time be subject to in respect of the safety, health and protection from injury of the person and property of the Company, the Contractors or its staff including the provision of all safety equipment, and the Client will at all times indemnify the Company, it’s directors and officers and hold the Company, it’s directors and officers indemnified against all claims, loss, damage, costs or expenses incurred by the Company, its directors and officers or arising otherwise in connection with any breach of statutory or other duty or arising otherwise in connection with any statutory or other duty. In addition, the Client agrees to notify the Company of any health and safety issues that arise that may affect the Company or any Contractors supplied by the Company. The main contractor undertakes to ensure that all the subcontractors’ staff have the required PPE as per statutory requirements, best practice and in accordance with the main contractor’s own safety policies.

9.The Client shall not cause or permit the Contractor or in the case where the Contractor shall be a firm or company any of its servants or employees to use any motor vehicle for any business purpose in connection with work allocated to the

Contractor unless the Client has previously been satisfied that adequate third party insurance cover is in force in respect of such a user and the driver has a relevant valid current driving license. The Client will at all times keep the Company, its directors and officers indemnified against any liability (whether in respect of any insured risk or otherwise) incurred by the Company, its directors or officers or arising otherwise in connection with the use by the Contractor of any motor vehicle for any business purpose requested by the Client.

10. During the currency of every contract relating to the Contractor's services, the Contractor will be included within the insurance cover provided by the Client’s employers and public liability insurance policy maintained by the Client. The Client shall also maintain and keep in force adequate employers and public liability insurance cover for the Contractor during the provision of the services to the Client. The client shall notify the Company the name and contact details of its insurer and insurance broker at the commencement of the contract or on request from the Company.

11. The Company shall be solely responsible for the payment of all fees to the Contractor. The Company will submit invoices on a weekly basis for the fees (calculated at the rate) payable by the Client in respect of the Contractor's services. All accounts and invoices rendered by the Company must be settled within 14 days. Overdue accounts may attract interest charges of 0.5% per month or part thereof for the first 3 months overdue, 1% per month for the next 3 months overdue and 1.5% thereafter. All fees are quoted exclusive of Value Added Tax which, where applicable, will be charged at the rate applicable at the date of invoice.

12. The Client will verify and sign time sheets each week presented by any Contractor supplied by the Company. Signature of such time sheets constitutes acceptance that the hours stipulated in the timesheets have been satisfactorily completed by the Contractor and that payment is due to the Contractor. The receipt of such signed timesheets by the Company will constitute an irrevocable undertaking by the Client to pay to the Company fees for services provided for the hours indicated by the timesheets and irrevocable instruction to the Company to pay the fees due to the Contractor to them. Failure to sign the time sheets does not affect the Client's liability to pay for hours worked by the Contractor. The Company may at its absolute discretion accept an instruction from the Client revoking any acceptances expressed or implied by signed timesheets. In any such event acceptance or revocation by the Company shall be without prejudice to the Client's obligation to pay for work performed by a Contractor and the Client shall indemnify the Company for any costs, claims, demands, expenses or charges incurred by the Company in relation to such revocation.

13.The Client shall pay the Company, the fees in respect of the services and any expenses incurred or to be incurred by the Company in connection with any hotel, travel or any other matters in connection with any Contractors provided to the Client and will pay on demand any expenses incurred or to be incurred by the Company by reason of an increase in social security contributions or other statutory provision or registered agreement over and above those payable at the commencement date for each Contractor with the Client.

services within four hours and has notified the Company of the fact not later than six hours from the time that the Contractor first began to render services to or on behalf of the Client.

(b) In all other cases, the Company or the Client may terminate any contract relating to the provision of the Contractor's service by giving to the other not less than the minimum period of notice of 5 working days. Upon any such termination as aforesaid the Client shall be liable to the Company for the fees payable by the Client in respect of the Contractor's services up to the expiry of the termination period. The Company accepts no responsibility whatsoever for any amounts owing by the Contractor to the Client at any time.

(c) Notwithstanding Clause (b) above, the Company may terminate the provision of services forthwith by notice in writing if: -

i. The Client is in breach of its obligations under these conditions; or

ii. The Client becomes bankrupt or has a receiver, liquidator or examiner appointed over all or any part of its assets or enters into an arrangement or composition with its creditors or if a petition is presented, an order made or an effective resolution is passed for the winding up of the company or if a notice is issued convening a meeting for the purpose of passing any such resolution save for the purposes of reconstruction or amalgamation.

(d) If at any me the Client has received monies from any other person in respect of the services provided by the Company but has not paid these monies over to the Company in accordance with this agreement, the Client shall hold those monies on trust for the Company and the monies so held will be paid to the Company.

(e) In the event that the Client terminates the contract with the Contractor or brings about circumstances whereby dismissal may occur, the Client is liable for any payments owed in relation to Redundancy, Unfair Dismissals or Notice.

17. Where an invoice is outstanding for an excess of 90 days over the agreed credit terms or where an invoice is outstanding at the me the Client becomes bankrupt or an examiner, liquidator or receiver is appointed to the Client it is agreed that any debt outstanding to the Client by it's customer will be assigned to the Company to the extent required to discharge the full amount of the invoices outstanding in respect of work done for that customer. Any costs incurred by the Company in collecting money including legal fees will be paid for by the Client.

18. If the Contractor becomes engaged as an employee of or contracts his services to the Client directly or indirectly, whether for a definite or indefinite period or to any person to whom the Client directly or indirectly introduces the Contractor, within 12 months of terminating any contract with Rowan Recruitment the Contractor shall be deemed to have been provided to the Client and the Client shall be liable to pay to the Company an engagement fee equivalent to 250 times the Hourly Rate. In such cases the Company's terms and conditions (other than in respect of fees) regarding the placing of permanent staff shall apply. (Terms & Conditions on request).

19. The Client undertakes to indemnify at all times and to keep indemnified the Company against all liability suffered or incurred by the Company (including all costs) arising out of the supply of staff to the Client or in connection with any matter in this agreement including but not limited to the any of the provisions under the Employment (Miscellaneous Provisions) Act 2018, or any determination of the Workplace Relations Commission or Labor Court. The Client shall pay the sums awarded upon presentation of the determination from the statutory body accompanied by an invoice for same, with the usual terms in relation to the presentation of an invoice applying.

20. In the event of the Client issuing terms and conditions which conflict with the terms and conditions contained herein, it is agreed by the Client that the Company’s terms and conditions shall prevail.

21. The Client shall agree that for the purposes of calculating the fees to be paid to the Company for the services provided, the minimum amount of

hours to be charged in any working day shall be nine hours.

22. The Company may without consent of the Client assign the rights and/or benefits under this Agreement to any other company, person or entity.

23.Notices given pursuant to or in connection with this Agreement shall be in writing and serviced by hand or by registered post if to the Company at its registered office and if to the Client at is registered office or such other address as may be notified and if delivered by hand,

service will take place on delivery and if by post service will take place 48 hours after posting.

24. Where a payment is received the Company has the option to allocate the payment against the oldest invoice first.

25. It is the Client’s responsibility to provide full disclosure to the Company with regard to pay and working conditions of directly hired employees to ensure compliance with The Protection of Employees (Temporary Agency Work) Act 2012

26. It is agreed that the Company will not be treated as a subcontractor as normally understood in the construction industry or as defined by the Construction Industry Federation. It is agreed that the Company is an employment agency and the rules relating to subcontractors do not apply to the Company. This paragraph supersedes any correspondence or other document issued in respect of the contract.

27. Unless Disputes on invoices are notified in writing within 14 days of the issue of the invoice it is agreed that the dispute will be treated as invalid and the full amount of the invoice becomes due and payable.

28 The Company is committed to compliance with all statutory requirements, specifically the General Data Protection Regulation. We assert our position as Data Controllers in respect of the Contractor data collected by us and shared with our Clients. Data shared with the Client is for the purpose of the recruitment process including the provision of temporary and permanent staff alone and no authorisation is either imputed or inferred regarding the use of the Contractor personal data beyond that very narrow purpose. In that respect we recognise that our clients are also Data Controllers and we act as Independent Controllers. Both the Company and the Client warrant being compliant with GDPR and will keep the other indemnified against any liabilities in respect of any breach of personal data. Once the candidate is employed by the Client, the Agency ceases to have a Controller relationship with the Client in respect of each individual candidate now employee of the Client.

29. These terms and conditions shall be governed by and construed in accordance with the laws of Ireland and the Courts of Ireland shall have jurisdiction in relation to any claim, dispute or difference concerning this agreement and any matter arising there from. In the event the Company does not rely on such jurisdiction the Company reserves the right to bring an action before the Courts of the Client’s domicile.