Terms of Business

Version 1.1 · June 2026 · cairnity ltd · Company No. SC892394

These Terms of Business apply to all services provided by cairnity ltd ("Cairnity", Company No. SC892394, registered in Scotland) and are governed by the law of Scotland. They comprise the Permanent Placement Service and the Relief-by-Introduction Service.

1. Definitions

2. Scope and Application

  1. These Terms are deemed accepted by the Client upon the earlier of: written confirmation of engagement; interview or trial of any Candidate or Relief Worker introduced by Cairnity; or Engagement of any Candidate or Relief Worker introduced by Cairnity.
  2. These Terms supersede any previous terms issued by Cairnity and take precedence over any terms issued by the Client unless Cairnity expressly agrees otherwise in writing signed by a director.
  3. Cairnity operates as an employment agency in accordance with the Employment Agencies Act 1973 and the Conduct of Employment Agencies and Employment Businesses Regulations 2003.

3. Permanent Placement Service

3.1 Service

  1. Cairnity will use reasonable endeavours to introduce suitable Candidates for permanent positions notified by the Client. Cairnity cannot guarantee to find a suitable Candidate for every vacancy.
  2. The Client must satisfy itself that any Candidate has the necessary skills, experience, qualifications, and right to work in the United Kingdom before making an offer of employment.
  3. Cairnity shall use reasonable endeavours to verify information provided by Candidates but does not warrant its accuracy or completeness.

3.2 Fees

  1. The fee for each successful permanent placement is 20% of the Candidate's annualised Salary, calculated as at the Commencement Date.
  2. Where any element of the Salary is variable or uncertain at the Commencement Date, Cairnity will calculate the fee on a reasonable estimate of the likely total package, adjusted once the actual Salary is confirmed.
  3. The fee is payable regardless of whether the Engagement is subsequently terminated, unless a rebate applies under clause 3.4.
  4. All fees are exclusive of VAT, which will be added at the prevailing rate where Cairnity is registered for VAT.

3.3 Payment

  1. Cairnity will invoice the Client on the Commencement Date. Payment is due within 14 days of the invoice date; time is of the essence.
  2. Cairnity reserves the right to charge interest on overdue invoices at 8% per annum above the Bank of England base rate, and to claim reasonable debt recovery costs, in accordance with the Late Payment of Commercial Debts (Interest) Act 1998.

3.4 Rebate

  1. Cairnity offers a free replacement rebate where a Candidate's Engagement terminates within 20 weeks of the Commencement Date, subject to the conditions in clause 3.5.
  2. The rebate is calculated as follows: week 1 (days 1–7): 100%; weeks 2–20: reducing by 5 percentage points per completed week (by way of example: week 2 = 95%; week 10 = 55%; week 19 = 5%); after 20 complete weeks: no rebate entitlement.
  3. The rebate takes the form of a free replacement introduction. Where, in Cairnity's reasonable assessment, no suitable replacement is available and the client relationship remains active, Cairnity may at its sole discretion offer a partial cash refund in lieu, not exceeding the rebate percentage applicable at the date of termination applied to the fee paid.

3.5 Rebate Conditions

The rebate is only available where: the Client has paid Cairnity's invoice in full by the due date; the termination was not caused or materially contributed to by the Client (including redundancy, material change to the role, breach of contract, mistreatment, or failure to provide a safe working environment); the Client notifies Cairnity in writing within 7 days of the Candidate's last day; and the Client has complied with all obligations under these Terms.

3.6 Confidentiality of Introductions

  1. All introductions are strictly confidential. The Client shall not pass on the details of any Candidate to any third party without Cairnity's prior written consent. If it does so and an Engagement results within 12 months of the original Introduction, the full fee becomes payable.
  2. If the Client engages a Candidate within 12 months of the original Introduction, by any route, the full fee remains payable.

4. Relief-by-Introduction Service

4.1 Nature of the Service

  1. The Relief-by-Introduction Service is introduction-only. The Client directly employs or engages the Relief Worker and is solely responsible for all employment obligations, including payment of wages, deduction and remittance of income tax and National Insurance, compliance with the Working Time Regulations 1998, statutory holiday pay, and all applicable employment legislation.
  2. Cairnity does not employ, supply, or pay Relief Workers. Nothing in these Terms creates an employment, worker, or agency relationship between Cairnity and any Relief Worker.

4.2 Client Obligations

The Client agrees to: pay the Relief Worker directly at the rate agreed prior to commencement, for a minimum of 40 hours per week unless otherwise agreed; make all deductions for income tax and National Insurance and account to HMRC; provide clean, suitable single accommodation where the Relief Worker travels away from home; pay reasonable travelling expenses (return travel at cost, or 45 pence per mile by private vehicle) on completion of the stint; account for holiday pay as a statutory entitlement accrued from day one; account for any benefits in kind in accordance with HMRC requirements; comply with all applicable legislation; and notify Cairnity immediately if the Relief Worker accepts or is offered a permanent position.

4.3 Arrangement Fee

  1. The arrangement fee is £65 per week (pro rata for partial weeks) per Relief Worker introduced, payable for the duration of the Engagement with no maximum cap, invoiced weekly in arrears on 14-day terms.
  2. All arrangement fees are exclusive of VAT. Late payment attracts statutory interest as set out in clause 3.3.

4.4 Cancellation

Where the Client cancels a confirmed booking, a cancellation fee of £50 is payable. Where the Relief Worker fails to attend without notice, Cairnity will use reasonable endeavours to source an alternative introduction at no additional arrangement fee for the first week.

4.5 Conversion to Permanent Engagement

If the Client engages a Relief Worker in a permanent capacity during or within 12 months of the relief introduction, a permanent placement fee becomes payable under clause 3.2. Arrangement fees already paid in respect of that worker, where paid by their due dates, are credited against the permanent fee.

5. Limitation of Liability

Cairnity does not warrant that any Candidate or Relief Worker is suitable for the Client's requirements; the Client is solely responsible for satisfying itself as to suitability. Cairnity shall not be liable for any loss arising from the acts or omissions of any Candidate or Relief Worker. Cairnity's total liability in connection with any placement or introduction shall not exceed the fee paid in respect of it. Nothing in these Terms excludes liability for death or personal injury caused by negligence, fraud, or any other liability that cannot be excluded by law.

6. Data Protection

Cairnity processes personal data in accordance with the UK GDPR and the Data Protection Act 2018, as set out in its Privacy Notice. The Client agrees to handle personal data provided by Cairnity solely for the purpose of evaluating and making an Engagement, and to retain it no longer than necessary.

7. Conduct Regulations

Cairnity operates in accordance with the Conduct of Employment Agencies and Employment Businesses Regulations 2003 (as amended). Where any provision of these Terms is inconsistent with those Regulations, the Regulations prevail.

8. Variation, Law and Jurisdiction

Cairnity may vary these Terms from time to time; variations apply to engagements arising after notification. These Terms are governed by the law of Scotland, and any dispute is subject to the exclusive jurisdiction of the Scottish courts.