Manpower Professional

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Annex 1 – General Conditions « Manpower Professional »

Manpower (Belgium) NV/SA – Version June 2019

  1. These general conditions apply for each agreement regarding recruitment and selection between Manpower and the client, excluding any other general conditions unless otherwise agreed in writing. The general conditions are deemed to be approved by the client if Manpower presents a candidate to the client. A candidate is deemed to be presented as soon as Manpower transfers its data to the client, irrespective by which means.
  2. Manpower will submit the candidate to a thorough screening pursuant to the standards and means as common in the sector. This does however not relieve the client from its investigation duty and obligation to independently form an opinion about the suitability of the candidate, prior to concluding an agreement with the candidate.
  3. The client undertakes to timely provide all information which might be of any importance for the assignment of Manpower, including, but not limited to, a full description of the outstanding vacancy and the desired competences. The client will treat the candidates in a correct and respectful way and will not take any actions which might harm the privacy of the candidate, be discriminatory or illegal in any other way.
  4. The presentation of a candidate is strictly confidential. Each client shall refrain from transferring data of the candidates to third parties (connected companies, clients, subcontractors…) or to present candidates to third parties. If the client does not comply with these obligations and the respective third party concludes a contract with the candidate on the basis thereof, then the client shall pay the full fee to Manpower to which Manpower would be entitled if the candidate would have concluded the agreement directly with the client.
  5. The total fee of Manpower will be due if the client would conclude an agreement with the candidate within 12 months following the presentation, irrespective of whether this (i) is an agreement for definite or indefinite duration (ii) is an employment agreement or services agreement as independent contractor (iii) the function for which the agreement has been concluded or (iv) is based on conditions precedent or conditions subsequent.
  6. Unless otherwise agreed in writing, the fee of Manpower for the recruitment and selection of a candidate shall amount up to:
  • 19,5% (annual salary package candidate ≤ €32.000) ;
  • 22% (annual salary package candidate >€32.000 and ≤ €41.000) ;
  • 23,5% (annual salary package candidate >€41.000 and ≤ €50.000) ;
  • 25% (annual salary package candidate > €50.000).

The fee will be calculated on the basis of the estimated salary package of the candidate during its first year of employment. In case of part-time employment, the annual salary package for the fulltime employment will be taken into account. The annual salary package of the candidate/employee includes the gross annual salary, premiums or commissions, holiday pay, year-end bonus, employers’ contributions for insurances, contribution for salary car (estimated at €6.000 per year), transport costs, meal vouchers and other benefits which will be granted to the candidate. If the candidate would work as independent contractor, then this package shall include all compensations, profits, benefits and other additional advantages to which the independent contractor would be entitled.

Additional costs, such as publication costs, compensation for assessments, accommodation costs and transport allowance for travelling abroad will be invoiced separately.

  1. The client undertakes to provide Manpower, within 5 business days following signature, a copy of the agreement which has been concluded with the candidate, so that Manpower can calculate the annual salary package. When failing to do so, Manpower will be entitled to invoice a lump sum indemnity equal to €15.000 (VAT excl.), notwithstanding the right to claim higher indemnities on the basis of the actual suffered damage. During this term, the client will also provide Manpower all useful information which is required for drafting the invoice, including a correct PO number (number of purchase order). If such information is not timely provided, this shall not refrain the client to fully pay the invoiced amount within the agreed payment terms. If a new invoice needs to be drafted because the client has not timely provided all necessary information to Manpower, then Manpower reserves its right to invoice additional administrative costs to the client.
  2. The invoices of Manpower are payable within 15 days following the invoice date at registered office of Manpower, net and without discount, unless otherwise agreed in writing. If payment has not been executed via wire transfer or by direct debit, the collection costs will be at the expense of the client. In case of late payment of the invoice, the invoiced amount will be increased as of right without prior formal notice with interests at an interest rate of 10% on annual basis. Furthermore, a lump sum penalty of 15% on the invoiced amount shall be due as of right, with a minimum amount of €125 and a maximum amount of €12.500. In case of late payment of an invoice, also all other invoices will be immediately due and payable as of right, regardless of whether these invoices have been expired and any payment modalities which have been agreed. Manpower will be entitled, as of right and without formal notice to set off any unpaid amounts (including interest due to late payment, collection and legal costs) against any payments to which the client would be entitled, irrespective of the reason thereof. In case of a lack of payment, Manpower will also be entitled to suspend all current assignments or to consider these as being dissolved, without any penalty being due towards the client. The client will indemnify Manpower against any negative consequences resulting therefrom.
  3. Any invoice of Manpower which has not been contested, with explanations of the reasons thereof, within 8 days following its receipt is deemed to be finally accepted.
  4. Manpower is not liable for indirect damages or if the candidate does not meet the expectations, unless in case of gross negligence or fraud by Manpower. The liability of Manpower, both contractual and extra-contractual, is in any event limited to direct damages and to the amount of the timely paid invoice by the client for the respective recruitment assignment, which shall in any event be limited to an amount of €100.000 per claim and/or insurance year. Manpower will furthermore not be liable if the agreement with the foreign candidate needs to be terminated due to a lack of valid residence and/or work permit. Manpower will finally not be liable for damage and losses caused by the candidates it has presented. The client will in this respect indemnify Manpower against any liability caused to third parties.
  5. If the employment agreement/services agreement with the candidate would be terminated by the candidate within 12 weeks following the start, Manpower shall, at its sole discretion, search, find and propose a new candidate free of charge for the relevant vacancy (one-off), or refund to the client a part of the success fee (1/2 of the total fee) pro rata the number of weeks worked. If Manpower would choose for this last option, then an amount will be refund equal to 8,32% of the success fee for each full week during which the candidate will not be employed during this warranty period (12 weeks). Manpower shall reserve its right to set-off unpaid amounts, interests and collection costs (including judicial and lawyer costs) as of right and without prior approval against the aforementioned amount. Holidays, illness and other assimilated days shall form an integral part of the warranty period.

This warranty shall not apply if the employment agreement/services agreement between the client and the candidate is terminated:

  1. By the client due to a reason which does not relate to the qualifications, skills or behavior of the candidate;
  2. By the candidate due to serious misconduct by the client;
  3. Due to non-completion of a condition precedent or condition subsequent;
  4. Due to the fact that the candidate no longer disposes of the necessary work and/or residence permit;
  5. By mutual consent between the client and candidate

The warranty will also not apply in case of contractual provisions (including general conditions) which have not been complied with by the client.

The client shall bear the burden of proof regarding the abovementioned cases of exclusion.

  1. If, due to a dispute, one or more provisions of these general conditions or commercial agreement would be declared invalid or non-enforceable by the competent courts, then these provisions shall remain binding within the legal boundaries and the judge will be entitled to, to the extent required, mitigate the scope of application. The other provisions shall remain fully applicable
  2. The Courts of Brussels shall be exclusively competent in case of any dispute regarding the commercial agreement (including these commercial conditions) between the client and Manpower and the execution thereof. The collaboration between the client and Manpower will be exclusively governed by the laws of Belgium.