Terms & Conditions

These Terms and Conditions for the Supply of Temporary Workers apply between GraceBrook Care and any Client (as defined below). These terms are effective from 20th August 2022 and supersede all previous terms and conditions. All Temporary Workers (as defined below) are introduced and/or supplied by GraceBrook Care to the Client upon these terms.

1.1 The following definitions and rules of interpretation apply in this agreement.

AGENCY WORKERS REGULATIONS: means the Agency Workers Regulations 2010.

SEVERABILITY: If any of the provisions of these Terms shall be determined by any competent authority to be unenforceable to any extent, such provision shall, to that extent, be severed from the remaining Terms, which shall continue to be valid to the fullest extent permitted by applicable laws. GOVERNING LAW AND JURISDICTION: These Terms are governed by the law of England & Wales and are subject to the exclusive jurisdiction of the Courts of England & Wales.

COMPARABLE EMPLOYEE: means as defined in Regulation 4 of the Agency Workers Regulations being a person engaged in the economic activity, public or private, whether or not operating for profit, and whether or not carrying on such activity in conjunction with others, of

• (a) supplying individuals to work temporarily for and under the supervision and direction of Client ; or
• (b) paying for, or receiving or forwarding payment for, the services of individuals who are supplied to work temporarily for and under the supervision and direction of Clients.

Notwithstanding paragraph (b) of this definition a person is not a Temporary Work Agency if the person is engaged in the economic activity of paying for, or receiving or forwarding payments for, the services of individuals regardless of whether the individuals are supplied to work for Clients. For the purpose of this definition, a Client means a person engaged in economic activity, public or private, whether or not operating for profit, to whom individuals are supplied, to work temporarily for and under the supervision and direction of that person.

• (c) the experience, training, qualifications and any authorisation which the Client considers are necessary, or which are required by law, or by any professional body, for the Temporary Worker to possess in order to work in the position;
• (d) any expenses payable by or to the Worker; and
• (e) any information reasonably required by GraceBrook Care in order for GraceBrook Care to fulfil its obligations under the AWR 2010.

3.1 The Client shall not alter the location/venue at which the Temporary Worker provides services under an Assignment without the prior written consent of GraceBrook Care.

TIMESHEET: At the end of each week of an Assignment (or at the end of the Assignment where it is for a period of 1 week or less) the Client shall sign GraceBrook Care timesheet verifying the number of hours worked by the Agency Worker during that week. Failure to sign the timesheet does not absolve the Client of its obligation to pay the Charges in respect of the hours worked.

CHARGES : The Client agrees to pay the Charges as notified to and agreed with the Client. The Charges are calculated according to the number of hours worked by the Agency Worker.

(a)Hourly Rate
(b)Any other amount Agency worker is entitled to under Agency Worker Regulations
(c) Any other Fees Agreed with Client ( Travel,Hotel,Expenses)

(d)GraceBrook Care Commission, which is percentage on the Hourly Rate.
(e) For miss Payment GraceBrook Care reserved the right to vary charges. And shall give written notice to Client.

VAT: Value Added Tax Chargeable in UK.

PAYMENT OF AGENCY WORKER: GraceBrook Care assumes responsibility for paying the Agency Worker and where appropriate, for the deduction and payment of National Insurance Contributions and PAYE Income Tax applicable to the Agency Worker pursuant to sections 44-47 of the Income Tax (Earnings and Pensions) Act 2003.

AGENCY TO PAMERNENT: If, following the supply of a Temporary Worker by GraceBrook Care to the Client within the Relevant Period, the Client Engages the Temporary Worker, the Client will pay GraceBrook the Introduction Fee at the rate of 15% of the Temporary Worker’s new proposed annual salary.

4.2 The Introduction Fee will not be payable if the Client gives written notice to GraceBrook Care at least 4 weeks before the end of the Relevant Period that it intends to continue the hire of the Temporary Worker for a further period of 6 weeks (Extended Assignment)before it Engages the Temporary Worker other than through GraceBrook Care.

4.3 If after 14 weeks the Client wishes to Engage the Temporary Worker other than via the GraceBrook Care, without liability to pay a Transfer Fee the Client may, on giving one week’s or such notice as agreed between the parties written notice to GraceBrook Care, engage the Temporary Worker for the Extended Hire Period.

4.4 Where the Client decides (in accordance with Clause 4.2) to have the Temporary Worker supplied by GraceBrook Care for the Extended Assignment:

• (a) the Temporary Worker Fees payable by the Client during the Extended Assignment shall be those applicable immediately before GraceBrook Care received the Client’s notice of election;
• (b) at the end of the Extended Assignment, the Client may Engage the Temporary Worker without paying the Introduction Fee; and
• (c) if the Client chooses an Extended Assignment but engages the Temporary Worker before the end of the Extended Assignment, the Introduction Fee may be charged by GraceBrook Care.

SUITABILITY CHECKS AND INFORMATION: GraceBrook Care will be responsible to carry out all the Training and Checks in accordance the the Law and Regulations .By Professional body or authorization . in addition, where the Assignment involves working with, caring for or attending one or more Vulnerable Persons, GraceBrook Care will take all reasonably practicable to provide Client necessary Refrencess and copies of all documentations. the Agency Worker will be required to work with, care for or attend one or more Vulnerable Persons or engage in activity or otherwise be working in a position covered by the Safeguarding Vulnerable Groups Act 2006 or the Protecting Vulnerable Groups (Scotland) Act 2007 as applicable.

TERMINATION OF CONTRACT: Any of the Client, GraceBrook Care or the Agency Worker may terminate an Assignment at any time without prior notice and without liability (except in the case of termination by the Client, who shall be liable for any Charges due under clause 6 above).

CONFIDENTIALITY AND DATA PROTECTION: All information relating to an Agency Worker is confidential and subject to the Data Protection Laws and is provided solely for the purpose of providing work-finding services to Client. Such information must not be used for any other purpose nor divulged to any third party and the Client undertakes to abide by the provisions of the Data Protection Laws in receiving and processing the data at all times

• (a) GraceBrook Care undertakes to keep confidential all Relevant Terms and Conditions that the Client discloses to GraceBrook Care and not to use such information except for the purposes of compliance with the Agency Workers Regulations (including, for the avoidance of doubt and without limitation, when dealing with any request for information or complaint made by any Agency Worker or any AWR Claim).
• (b) Information relating to the Employment Business’ business which is capable of being confidential must be kept confidential and not divulged to any third party, except information which is in the public Domain.

INTERLLECTUAL PROPERTY: All copyright, trademarks, patents and other intellectual property rights deriving from the Assignment shall belong to the Client. Accordingly, GraceBrook Care shall use its reasonable endeavors to ensure that the Agency Worker shall execute all such documents and do all such acts in order to give effect to the Client’s rights pursuant to this clause.

LIABILITY: GraceBrook Care Liability in this contract is as follows

• (a) Whilst reasonable efforts are made by GraceBrook Care to give satisfaction to the Client by ensuring reasonable standards of skill, integrity and reliability from the Agency Worker and to provide the same in accordance with the Assignment details as provided by the Client no liability is accepted by GraceBrook Care for any loss, expense, damage or delay arising from any failure to provide any Agency Worker for all or part of the Assignment or from the negligence, dishonesty, misconduct or lack of skill of the Agency Worker or if the Agency Worker terminates the Assignment for any reason. For the avoidance of doubt, GraceBrook Care does not exclude liability for death or personal injury arising from its own negligence or for any other loss which it is not permitted to exclude under law
• (b) Agency Workers supplied by GraceBrook Care pursuant to these Terms are engaged under contracts for services. They are not the employees of GraceBrook Care but are deemed to be under the supervision and direction of the Client from the time they report to take up duties and for the individuals are supplied, to work temporarily for and under the supervision and direction of that person.

THIRD PARTY RIGHT : Unless it expressly states otherwise, this agreement does not give rise to any rights under the Contracts (Rights of Third Parties) Act 1999 to enforce any term of this agreement.

FORCE MAJEURE : GraceBrook Care shall not be in breach of this agreement nor liable for delay in performing, or failure to perform, any of its obligations under this agreement if such delay or failure result from events, circumstances or causes beyond its reasonable control .

• (c) The Client shall advise GraceBrook Care of any special health and safety matters about which GraceBrook Care is required to inform the Agency Worker and about any requirements imposed by law or by any professional body, which must be satisfied if the Agency Worker is to fill the Assignment.
• (d) The Client will also comply in all respects with all statutory provisions as are in force from time to time including, for the avoidance of doubt, but not limited to the Working Time Regulations, Health and Safety At Work etc. Act 1974, the Management of Health and Safety at Work Regulations 1999, by-laws, codes of practice and legal, requirements to which the Client is ordinarily subject in respect of the Client’s own staff (excluding the matters specifically mentioned in clause 7 above), including in particular the provision of adequate Employer’s and Public Liability Insurance cover for the Agency Worker during all Assignments.
• (e) The Client undertakes not to request the supply of an Agency Worker to perform the duties normally performed by a worker who is taking part in official industrial action or duties normally performed by a worker who has been transferred by the Client to perform the duties of a person on strike or taking official industrial action.
• (f) The Client shall indemnify and keep indemnified GraceBrook Care against any Losses incurred by the GraceBrook Care arising out of any Assignment or arising out of any non-compliance with, and/or as a result of any breach of, these Terms by the Client.
• (g) The Client shall inform GraceBrook Care in writing of any AWR Claim which comes to the notice of the Client as soon possible but no later than 7 calendar days from the day on which any such AWR Claim comes to the notice of the Client.
• (h) If the Agency Worker brings, or threatens to bring, any AWR Claim, the Client undertakes to take such action and give such information and assistance as GraceBrook Care may request, and within any timeframe requested by GraceBrook Care and at the Client’s own cost, to avoid, dispute, resist, mitigate, compromise or defend any such AWR Claim and to appeal against any judgment given in respect thereof.

NOTICE: All notices which are required to be given in accordance with these Terms shall be in writing and may be delivered personally or by first class prepaid post to the registered office of the party upon whom the notice is to be served or any other address that the party has notified the other party in writing, by email or facsimile transmission. Any such notice shall be deemed to have been served: if by hand when delivered, if by first class post 48 hours following posting and if by email or facsimile transmission, when that email or facsimile is sent.