Is this a reasonable cause on a contract ?

ahll

I saw this clause in a contract and wondered how likely it could be inforce ? It seems unreasonable to stop someone going back to a previous place after completing a job for 12 months direct or through another agency. For a start the agency my no longer become a preferred supply to the company etc

"Restriction

The Consultancy shall not and shall procure that the Consultancy Staff shall not for a period of 12 months following the termination of the Assignment supply the service of the Consultancy Staff directly, or through any other person, firm or company, to any Client for whom it has carried out the Assignment at any time during the previous 12 months "

There is also a clause below but what does it mean ?

Disclaimer
The Employment Business makes no representation not does it accept any responsibility for ensuring that the terms of this Agreement are an accurate reflection of the relationship between Client and the Consultancy. Furthermore the Employment Business accepts no liability to indemnify the Consultancy for any Losses incurred by the Consultancy whether by reason of tax or other statutory or contractual liability or any such liability to any third party arising from the Assignments.

jobbingmusician

ahll wrote: »

I saw this clause in a contract and wondered how likely it could be inforce ? It seems unreasonable to stop someone going back to a previous place after completing a job for 12 months direct or through another agency. For a start the agency my no longer become a preferred supply to the company etc

"Restriction

The Consultancy shall not and shall procure that the Consultancy Staff shall not for a period of 12 months following the termination of the Assignment supply the service of the Consultancy Staff directly, or through any other person, firm or company, to any Client for whom it has carried out the Assignment at any time during the previous 12 months "

There is also a clause below but what does it mean ?

Disclaimer
The Employment Business makes no representation not does it accept any responsibility for ensuring that the terms of this Agreement are an accurate reflection of the relationship between Client and the Consultancy. Furthermore the Employment Business accepts no liability to indemnify the Consultancy for any Losses incurred by the Consultancy whether by reason of tax or other statutory or contractual liability or any such liability to any third party arising from the Assignments.

The first clause appears to me to be total garbage. Are you sure you have typed it correctly? Shall not and shall? Really?

discat11

If you mean - can a contract restrict you to not supply services to any customer of the company for a period of 12 months after employment ceases? then it's a fairly standard contract term.

DandelionPatrol

jobbingmusician wrote: »

The first clause appears to me to be total garbage. Are you sure you have typed it correctly? Shall not and shall? Really?

Yes, really. I can read it. Your bit in red broke a unit of the sentence in half. I have highlighted the bit you need to get your head around.

The Consultancy shall not, and shall procure that the Consultancy Staff shall not, for a period of 12 months following the termination of the Assignment supply the service of the Consultancy Staff directly, or through any other person, firm or company, to any Client for whom it has carried out the Assignment at any time during the previous 12 months

agrinnall

DandelionPatrol wrote: »

Yes, really. I can read it. Your bit in red broke a unit of the sentence in half. I have highlighted the bit you need to get your head around.

But you've added two commas that weren't in what the OP wrote. If those commas are there then the clause just about makes sense (although poorly written) but if not then jobbingmusician is right that it's nonsense.

NewShadow

The Consultancy shall not, and shall procure that the Consultancy Staff shall not, for a period of 12 months following the termination of the Assignment supply the service of the Consultancy Staff directly, or through any other person, firm or company, to any Client for whom it has carried out the Assignment at any time during the previous 12 months

Just thinking abstractly about 6 degrees of separation (which are a lot fewer in specialist positions).

If I were to hire someone to develop me some code (or produce a study, or whatever), then sold that product, or a derivative, to a company for whom that individual had been contracted to work for in the last 12 months... who exactly is in breach?

The way the quote was written suggests, to me, it would be the consultancy firm - not the individual.

Please excuse comma butchery.

MataNui

This looks like an agency/contractor contract. If that is the case then both would be standard (although pretty badly written) clauses.

The intention of the first part is that you wont work DIRECTLY for a client the agency has placed you with within 12 months of that placement. Agencies get a fee for supplying contract staff. Its not unknown for clients to try to get you off the agencies books and save themselves some money. Its also pretty common for contractors to try to arrange extensions to contracts themselves on the basis they get a cut of the agency fee so getting a higher daily rate.

The second is just making clear you need your own professional indemnity insurance. There may be another clause relating to this that specifies an minimum insured amount. Typically in IT they will be looking for minimum one million insurance.

Both clauses are very common, very fair and nothing to worry about.

ahll

Sorry for the delay in replying.

Yes I can assure you that is what the contract says "The Consultancy shall not and shall procure that the Consultancy Staff .......

This is how it is written no comma's present.

Yes it is an Agency contract.

Slinky

ahll wrote: »

Sorry for the delay in replying.

Yes I can assure you that is what the contract says "The Consultancy shall not and shall procure that the Consultancy Staff .......

This is how it is written no comma's present.

Yes it is an Agency contract.

If you are working through a ltd company in theory you (the Consultant/Consultancy) could supply a substitute (your Consultancy Staff) to do the work. That's why the clause is written in that way. It translates as you, or any person you supply to do the work blah blah blah.

Normally I'd have expected to see all that blurb of you wont work for them for 12 months blah blah blah 'except on consideration of a fee due to the agency.'

Agencies will normally take a 'placement' fee if the person they supply goes on to work directly for the client.

ahll

Slinky wrote: »

If you are working through a ltd company in theory you (the Consultant/Consultancy) could supply a substitute (your Consultancy Staff) to do the work. That's why the clause is written in that way. It translates as you, or any person you supply to do the work blah blah blah.

Normally I'd have expected to see all that blurb of you wont work for them for 12 months blah blah blah 'except on consideration of a fee due to the agency.'

Agencies will normally take a 'placement' fee if the person they supply goes on to work directly for the client.

Actually that is a good point it doesn't say what will happen if you do go back and work for the client again..so doesn't that ,ran nothing will happen.

Are these placement fees high ? Obviously give a choice it's better to go direct.

Slinky

ahll wrote: »

Actually that is a good point it doesn't say what will happen if you do go back and work for the client again..so doesn't that ,ran nothing will happen.

Are these placement fees high ? Obviously give a choice it's better to go direct.

I worked for an agency in 1989 (!!), our placement fee then for a permanent job was up to 22.5%.