THIS EMPLOYMENT CONTRACT (the “Agreement”) dated

BETWEEN:

EMPLOYER :MaxLife Care Ltd Unit 5, Oldham Street, ST1 3EY, Stoke

EMPLOYEE

1. BACKGROUND:

1. The Employer is of the opinion that the Employee has the necessary qualifications, experience and abilities to assist and benefit the Employer in its business.
2. The Employer desires to employ the Employee and the Employee has agreed to accept and enter such employment upon the terms and conditions set out in this Agreement.

IN CONSIDERATION OF the matters described above and of the mutual benefits and obligations set forth in this Agreement, the receipt and sufficiency of which consideration is hereby acknowledged, the parties to this Agreement agree as follows:

1. PARTICULARS OF EMPLOYMENT

1. As required by the Employment Rights Act 1996, s. 1, the particulars of the Employee’s employment are set out in Schedule 1 of this Agreement.

1. COMMENCEMENT DATE AND TERM

2. The Employee will commence permanent full-time employment with the Employer on the  (the “Commencement Date”).
3. The Employee must successfully complete a probationary period of six months (the “Probationary Period”) beginning on the Commencement Date. At any time during the Probationary Period, as and where permitted by law, the Employer will have the right to terminate employment without any notice or compensation to the Employee other than wages owed for hours of work already completed.

1. JOB TITLE AND DESCRIPTION

4. The initial job title of the Employee will be the following: Care Support Worker
5. The Employee agrees to be employed on the terms and conditions set out in this Agreement. The Employee agrees to be subject to the general supervision of and act pursuant to the orders, advice and direction of the Employer.
6. The Employee will perform any and all duties as requested by the Employer that are reasonable and that are customarily performed by a person holding a similar position in the industry or business of the Employer.
7. The Employer may make changes to the job title or duties of the Employee where the changes would be considered reasonable for a similar position in the industry or business of the Employer. The Employee’s job title or duties may be changed by agreement and with the approval of both the Employee and the Employer or after a notice period required under law.
8. The Employee agrees to abide by the Employer’s rules, regulations, policies and practices, including those concerning work schedules, annual leave and sick leave, as they may from time to time be adopted or modified.
9. The Employee warrants that the Employee is legally allowed to work in the country of England.

1. EMPLOYEE REMUNERATION

10. Remuneration paid to the Employee for the services rendered by the Employee as required by this Agreement (the “Remuneration”) will include a wage at the rate of £10.90 per hour.
11. This Remuneration will be payable every week while this Agreement is in force. The Employer is entitled to deduct from the Employee’s Remuneration, or from any other remuneration in whatever form, any applicable deductions and remittances as required by law.
12. The Employee understands and agrees that any additional remuneration paid to the Employee in the form of bonuses or other similar incentive remuneration will rest in the sole discretion of the Employer and that the Employee will not earn or accrue any right to incentive remuneration by reason of the Employee’s employment.
13. The Employer will reimburse the Employee for all reasonable expenses, in accordance with the Employer’s lawful policies as in effect from time to time, including but not limited to, any travel and entertainment expenses incurred by the Employee in connection with the business of the Employer. Expenses will be paid within a reasonable time after submission of acceptable supporting documentation.

1. PENSION

14. The Employee will be automatically enrolled in the following pension scheme: Group Personal Pension.
15. Details of the pension scheme are set out in the Employee Handbook, which will be provided or made available to the Employee.

1. PLACE OF WORK

16. The Employee’s primary place of work will be at the following location:
    • Unit 5, Oldham Street.
17. The Employee will also be required to work at the following place or places:
    • The Employee may be required to work at other locations from time to time and to undertake reasonable travel in the execution of their duties to meet operational and organisational requirements.
18. The Employer will inform the Employee in advance of the Employee being required to work at other locations.

1. TIME OF WORK

19. The Employee’s normal hours of work, including breaks, (“Normal Hours of Work”) are as follows: 37.5/week
20. However, the Employee will, on receiving reasonable notice from the Employer, work additional hours and/or hours outside of the Employee’s Normal Hours of Work as deemed necessary by the Employer to meet the business needs of the Employer, and as permitted by law.

1. EMPLOYEE BENEFITS

21. The Employee will be entitled to only those additional benefits that are currently available as described in the lawful provisions of the Employer’s employment booklets, manuals, and policy documents or as required by law.
22. Employer discretionary benefits are subject to change, without compensation, upon the Employer providing the Employee with 60 days’ written notice of that change and providing that any change to those benefits is taken generally with respect to other employees and does not single out the Employee.

1. HOLIDAYS

23. The holiday year will commence on the 1st day of January and run for one year (the “Holiday Year”).
24. During each Holiday Year, the Employee is entitled to the following paid leave, such entitlement accruing on a pro rata basis:
    • The Employee will be entitled to 25 days leave on commencement of employment, excluding Bank Holidays, during each holiday year. The Employee’s annual leave entitlement will increase with service, from the continuous service date as stated in paragraph 1, in accordance with the Company’s annual leave policy. Please see the Annual Leave Policy & procedure for the calculation of holiday entitlement.
      If for any reason the Employee does not take all of their holiday entitlement in any holiday year that holiday is lost unless the Employee has been prevented from taking it in the relevant holiday year by one of the following: a period of sickness absence or statutory maternity leave, paternity, adoption, parental or shared parental leave as stated in the relevant policy. In this case annual leave will continue to accrue to a maximum of four weeks per year less any leave already taken during that.

Bank and Public Holidays to be excluded from and in addition to the Employee’s stated paid annual leave.

25. The times and dates for any holidays will be determined by mutual agreement between the Employer and the Employee.
26. Upon termination of employment, the Employer will pay compensation to the Employee for any accrued but unused holiday days.

1. SICKNESS AND DISABILITY

27. If the Employee is unable to perform the Employee’s duties as a result of illness or injury, the Employee will inform the Employer via The employee’s immediate supervisor of the reason for the Employee’s absence no later than no later than 2 Hours before the scheduled start time on the first day of absence. on the day of the absence or as soon as is reasonably possible. If the absence extends beyond 7 days, the Employee will obtain and provide the Employer with a certificate or note from the Employee’s doctor corroborating such illness or injury.
28. During such absence the Employer will pay the Employee the Employee’s full pay as contractual sick pay, provided that the Employer will pay a maximum of £0.00 (pounds) to the Employee as contractual sick pay in any 12-month period, the period commencing on the first day for which the Employee is paid contractual sick pay.
29. Any statutory sick pay will be calculated on the basis of the Employee’s usual work days, being The Employee’s normal hours of work will be 37.5 per week, exclusive of meal breaks. The Company may also require the Employee to work at night and during the weekends and public holidays on a rota.

1. DISCIPLINARY PROCEDURE

30. The Employer’s disciplinary procedure, as amended from time-to-time, applies to the Employee. The Employer’s disciplinary procedure is set out in Employee Manual and will be provided to the Employee or made available to the Employee on request.
31. This Agreement and the Employer’s disciplinary procedure will be read and interpreted so as to avoid conflict, as far as reasonably possible, between this Agreement and the Employer’s disciplinary procedure. If there is a true conflict between this Agreement and the Employer’s disciplinary procedure, this Agreement will prevail.

1. GRIEVANCE PROCEDURE

32. The Employer’s grievance procedure, as amended from time-to-time, applies to the Employee. The Employer’s grievance procedure is set out in Employee Manual and will be provided to the Employee or made available to the Employee on request.

1. DUTY TO DEVOTE FULL TIME

33. The Employee agrees to devote full-time efforts, as an employee of the Employer, to the employment duties and obligations as described in this Agreement.

1. CONFLICT OF INTEREST

34. During the term of the Employee’s active employment with the Employer, it is understood and agreed that any business opportunity relating to or similar to the Employer’s actual or reasonably anticipated business opportunities (with the exception of personal investments in less than 5% of the equity of a business, investments in established family businesses, real estate, or investments in stocks and bonds traded on public stock exchanges) coming to the attention of the Employee, is an opportunity belonging to the Employer. Therefore, the Employee will advise the Employer of the opportunity and cannot pursue the opportunity, directly or indirectly, without the written consent of the Employer.
35. During the term of the Employee’s active employment with the Employer, the Employee will not, directly or indirectly, engage or participate in any other business activities that the Employer, in its reasonable discretion, determines to be in conflict with the best interests of the Employer without the written consent of the Employer.

1. CONFIDENTIAL INFORMATION

36. The Employee acknowledges that, in any position the Employee may hold, in and as a result of the Employee’s employment by the Employer, the Employee will, or may, be making use of, acquiring or adding to information which is confidential to the Employer (the “Confidential Information”) and the Confidential Information is the exclusive property of the Employer.
37. The Confidential Information will include all data and information relating to the business and management of the Employer, including but not limited to, proprietary and trade secret technology and accounting records to which access is obtained by the Employee, including Work Product, Computer Software, Other Proprietary Data, Business Operations, Marketing and Development Operations, and Customer Information.
38. The Confidential Information will also include any information that has been disclosed by a third party to the Employer and is governed by the Data Protection Actor by a non-disclosure agreement entered into between that third party and the Employer.
39. The Confidential Information will not include information that:
    
    
    1. Is generally known in the industry of the Employer;
    2. Is now or subsequently becomes generally available to the public through no wrongful act of the Employee;
    3. Was rightfully in the possession of the Employee prior to the disclosure to the Employee by the Employer;
    4. Is independently created by the Employee without direct or indirect use of the Confidential Information; or
    5. The Employee rightfully obtains from a third party who has the right to transfer or disclose it.
40. The Confidential Information will also not include anything developed or produced by the Employee during the Employee’s term of employment with the Employer, including but not limited to, any intellectual property, process, design, development, creation, research, invention, know-how, trade name, trade-mark or copyright that:
    
    
    1. Was developed without the use of equipment, supplies, facility or Confidential Information of the Employer;
    2. Was developed entirely on the Employee’s own time;
    3. Does not result from any work performed by the Employee for the Employer; and
    4. Does not relate to any actual or reasonably anticipated business opportunity of the Employer.

1. DUTIES AND OBLIGATIONS CONCERNING CONFIDENTIAL INFORMATION

41. The Employee agrees that a material term of the Employee’s contract with the Employer is to keep all Confidential Information absolutely confidential and protect its release from the public. The Employee agrees not to divulge, reveal, report or use, for any purpose, any of the Confidential Information which the Employee has obtained or which was disclosed to the Employee by the Employer as a result of the Employee’s employment by the Employer. The Employee agrees that if there is any question as to such disclosure then the Employee will seek out senior management of the Employer prior to making any disclosure of the Employer’s information that may be covered by this Agreement.
42. The Employee agrees and acknowledges that the Confidential Information is of a proprietary and confidential nature and that any disclosure of the Confidential Information to a third party in breach of this Agreement cannot be reasonably or adequately compensated for in money damages, would cause irreparable injury to the Employer, would gravely affect the effective and successful conduct of the Employer’s business and goodwill, and would be a material breach of this Agreement.
43. The obligations to ensure and protect the confidentiality of the Confidential Information imposed on the Employee in this Agreement and any obligations to provide notice under this Agreement will survive the expiration or termination, as the case may be, of this Agreement and will continue indefinitely from the date of such expiration or termination.
44. The Employee may disclose any of the Confidential Information:
    
    
    1. To a third party where the Employer has consented in writing to such disclosure; or
    2. To the extent required by law or by the request or requirement of any judicial, legislative, administrative or other governmental body after providing reasonable prior notice to the Employer.
45. If the Employee loses or makes unauthorised disclosure of any of the Confidential Information, the Employee will immediately notify the Employer and take all reasonable steps necessary to retrieve the lost or improperly disclosed Confidential Information.

1. OWNERSHIP AND TITLE TO CONFIDENTIAL INFORMATION

46. The Employee acknowledges and agrees that all rights, title and interest in any Confidential Information will remain the exclusive property of the Employer. Accordingly, the Employee specifically agrees and acknowledges that the Employee will have no interest in the Confidential Information, including, without limitation, no interest in know-how, copyright, trade-marks or trade names, notwithstanding the fact that the Employee may have created or contributed to the creation of the Confidential Information.
47. The Employee waives any moral rights that the Employee may have with respect to the Confidential Information.
48. The Employee agrees to immediately disclose to the Employer all Confidential Information developed in whole or in part by the Employee during the Employee’s term of employment with the Employer and to assign to the Employer any right, title or interest the Employee may have in the Confidential Information. The Employee agrees to execute any instruments and to do all other things reasonably requested by the Employer, both during and after the Employee’s employment with the Employer, in order to vest more fully in the Employer all ownership rights in those items transferred by the Employee to the Employer.

1. RETURN OF CONFIDENTIAL INFORMATION

49. The Employee agrees that, upon request of the Employer or upon termination or expiration, as the case may be, of this employment, the Employee will turn over to the Employer all Confidential Information belonging to the Employer, including but not limited to, all documents, plans, specifications, discs or other computer media, as well as any duplicates or backups made of that Confidential Information in whatever form or media, in the possession or control of the Employee that:
    
    
    1. May contain or be derived from ideas, concepts, creations, or trade secrets and other proprietary and Confidential Information as defined in this Agreement; or
    2. Is connected with or derived from the Employee’s employment with the Employer.

1. CONTRACT BINDING AUTHORITY

50. Notwithstanding any other term or condition expressed or implied in this Agreement to the contrary, the Employee will not have the authority to enter into any contracts or commitments for or on the behalf of the Employer without first obtaining the express written consent of the Employer.

1. TERMINATION DUE TO DISCONTINUANCE OF BUSINESS

51. Notwithstanding any other term or condition expressed or implied in this Agreement, in the event that the Employer will discontinue operating its business at the location where the Employee is employed, then, at the Employer’s sole option, and as permitted by law, this Agreement will terminate as of the last day of the month in which the Employer ceases operations at such location with the same force and effect as if such last day of the month were originally set as the Termination Date of this Agreement.

1. TERMINATION OF EMPLOYMENT

52. Where there is just cause for termination, the Employer may terminate the Employee’s employment without notice, as permitted by law.
53. The Employee and the Employer agree that reasonable and sufficient notice of termination of employment by the Employer is the greater of four weeks or any minimum notice required by law.
54. If the Employee wishes to terminate this employment with the Employer, the Employee will provide the Employer with the greater of four weeks and the minimum required by law.  As an alternative, if the Employee co-operates with the training and development of a replacement, then sufficient notice is given if it is sufficient notice to allow the Employer to find and train the replacement.
55. The Termination Date specified by either the Employee or the Employer may expire on any day of the month and upon the Termination Date the Employer will forthwith pay to the Employee any outstanding portion of the remuneration including any accrued annual leave and banked time, if any, calculated to the Termination Date.
56. Once notice has been given by either party for any reason, the Employee and the Employer agree to execute their duties and obligations under this Agreement diligently and in good faith through to the end of the notice period. The Employer may not make any changes to remuneration or any other term or condition of this Agreement between the time termination notice is given through to the end of the notice period.

1. REMEDIES

57. In the event of a breach or threatened breach by the Employee of any of the provisions of this Agreement, the Employee agrees that the Employer is entitled to a permanent injunction, in addition to and not in limitation of any other rights and remedies available to the Employer at law or in equity, in order to prevent or restrain any such breach by the Employee or by the Employee’s partners, agents, representatives, servants, employees, and/or any and all persons directly or indirectly acting for or with the Employee.

1. SEVERABILITY

58. The Employer and the Employee acknowledge that this Agreement is reasonable, valid and enforceable. However, if any term, covenant, condition or provision of this Agreement is held by a court of competent jurisdiction to be invalid, void or unenforceable, it is the parties’ intent that such provision be changed in scope by the court only to the extent deemed necessary by that court to render the provision reasonable and enforceable and the remainder of the provisions of this Agreement will in no way be affected, impaired or invalidated as a result.

1. NOTICES

59. Any notices, deliveries, requests, demands or other communications required here will be deemed to be completed when hand-delivered, delivered by agent, or seven days after being placed in the post, postage prepaid, to the parties at the following addresses or as the parties may later designate in writing:

1. MODIFICATION OF AGREEMENT

60. Any amendment or modification of this Agreement or additional obligation assumed by either party in connection with this Agreement will only be binding if evidenced in writing signed by each party or an authorised representative of each party.

1. ADDITIONAL TERMS

61. Life Assurance
    The Employee will be entitled to life assurance, subject to acceptance by the insurance company
62. Criminal Records Certificate and DBS
    
    On the basis that you will have access to patients, you understand that you are required to obtain an Enhanced Disclosure from the Disclosure and Barring Service (formerly the Criminal Records Bureau). At a later date we will need you to apply for your DBS Online, in the meantime we require you to submit a Criminal Records Certificate from all countries where you have lived since the age of 18.
    
    By accepting the offer of employment, the Employee confirms that they do not have any unspent criminal convictions, cautions, reprimands or warnings, nor are they the subject of any criminal investigation. On the basis that the Employee will have access to patients, they understand that they are required to obtain an Enhanced Disclosure from the Disclosure and Barring Service (formerly the Criminal Records Bureau). They will need to apply for this online.
    
    This condition is only deemed to have been met once the Company has received the Enhanced Disclosure and the Company is satisfied that the disclosure does not disclose any adverse information. The DBS will only send the Employee an outcome of your disclosure and will not provide the Company with a copy. Therefore, on receipt of their disclosure the Employee must arrange, within 7 days, for the company to see this original disclosure.
    
    The cost of this check will be borne by the Company. However, if an employee leaves for whatever reason, save redundancy, within twelve months from their date of commencement, the total cost will be recovered from the employee’s final salary payment.
63. Health Checks
    
    By accepting the offer of employment, the Employee confirms that they are not aware of any health reasons why they cannot carry out this role, nor is the Company exposing the Employee to risk as a result of their current state of health by requiring them to carry out this role.
    
    Further to the acceptance of this offer, the Employee is required to complete an online Pre-placement Health Questionnaire.
    
    In the event that Occupational Health does not provide the necessary health clearance, the Employee may be required to comply with other tests or procedures prior to this condition of employment being satisfied.
    
    It is recommended by the Department of Health and NHS that nurses and healthcare workers who have never worked in a healthcare setting and those who have lived overseas for more than 5 years are screened for Tuberculosis (TB).
    
    It is a continuing condition of the Employee’s employment that in the event that the Company requires the Employee to undergo further health clearance checks relating to checks for TB disease/immunity, hepatitis B immunisation, with post-immunisation of testing of response; and testing for hepatitis C and HIV, the Employee will agree to such checks being carried out.
    
    In addition to the above clause, it is a continuing condition of the Employee’s employment that if the Employee is required to undergo an additional health clearance for being non-infectious for HIV (antibody negative), hepatitis B (surface antigen negative or, if positive, e-antigen negative with a viral load of 10 or less) and hepatitis C (antibody negative or, if positive, negative for hepatitis C RNA), they will agree to such checks being carried out.
    
    If an employee chooses to decline any vaccines offered to them, for example Hepatitis B, they do it in full knowledge that they are aware of the risk from vaccine preventable infections that may be acquired during the course of the job role having had the potential benefits of vaccinations explained to them.
    
    The Employee will, whenever requested by the Company, submit to an examination by a Medical Practitioner selected and paid for by the Company. The Employee authorises such Medical Practitioner to disclose and discuss with the Company any matters which in their opinion might hinder or prevent the Employee from properly performing their duties at any time.
    
    The Employee must, for certain roles, be willing and able to apply MVA / Breakaway techniques throughout their employment
64. Evidence of Registration/Qualifications
    
    By accepting the offer of employment, the Employee confirms that they are not the subject of any fitness to practice investigation, nor is their practice restricted by any health or social care licensing or regulatory body, and qualifications and registration are current and appropriate for them to perform this role. We will require sight of the relevant documentation
65. References
    
    The Employee is required to provide details of at least two people who can be contacted to provide a reference. One of these must be their current or most recent employer. It is a requirement that references cover the last three years of employment/education history. It is only once the Company is in receipt of
    satisfactory references from these referees that this condition of the Company’s offer of employment is deemed to have been satisfied.
66. Professional Conduct
    
    The Employee is to conduct themselves in a professional manner at all times. The Employee is expected to comply with all current policies and procedures. It is the Employee’s responsibility to regularly review the policies, procedures and the Employee Handbook to ensure they are compliant with the current versions. The Employee shall comply with the company’s Anti Bribery policy at all times.

1. GOVERNING LAW

67. This Agreement will be construed in accordance with and governed by the laws of the country of England.

1. DEFINITIONS

68. For the purpose of this Agreement the following definitions will apply:
    
    
    1. “Overtime Hours” means the total hours worked in a day or week in excess of the maximum allowed, as defined by local statute, for a work day or a work week.
    2. “Work Product” means work product information, including but not limited to, work product resulting from or related to work or projects performed or to be performed for the Employer or for clients of the Employer, of any type or form in any stage of actual or anticipated research and development.
    3. “Computer Software” means computer software resulting from or related to work or projects performed or to be performed for the Employer or for clients of the Employer, of any type or form in any stage of actual or anticipated research and development, including but not limited to, programs and program modules, routines and subroutines, processes, algorithms, design concepts, design specifications (design notes, annotations, documentation, flowcharts, coding sheets, and the like), source code, object code and load modules, programming, program patches and system designs.
    4. “Other Proprietary Data” means information relating to the Employer’s proprietary rights prior to any public disclosure of such information, including but not limited to, the nature of the proprietary rights, production data, technical and engineering data, test data and test results, the status and details of research and development of products and services, and information regarding acquiring, protecting, enforcing and licensing proprietary rights (including patents, copyrights and trade secrets).
    5. “Business Operations” means operational information, including but not limited to, internal personnel and financial information, vendor names and other vendor information (including vendor characteristics, services and agreements), purchasing and internal cost information, internal services and operational manuals, and the manner and methods of conducting the Employer’s business.
    6. “Marketing and Development Operations” means marketing and development information, including but not limited to, marketing and development plans, price and cost data, price and fee amounts, pricing and billing policies, quoting procedures, marketing techniques and methods of obtaining business, forecasts and forecast assumptions and volumes, and future plans and potential strategies of the Employer which have been or are being considered.
    7. “Customer Information” means customer information, including but not limited to, names of customers and their representatives, contracts and their contents and parties, customer services, data provided by customers and the type, quantity and specifications of products and services purchased, leased, licensed or received by customers of the Employer.
    8. “Termination Date” means the date specified in this Agreement or in a subsequent notice by either the Employee or the Employer to be the last day of employment under this Agreement. The parties acknowledge that various provisions of this Agreement will survive the Termination Date.

1. GENERAL PROVISIONS

1. Time is of the essence in this Agreement.
2. Headings are inserted for the convenience of the parties only and are not to be considered when interpreting this Agreement. Words in the singular mean and include the plural and vice versa. Words in the masculine mean and include the feminine and vice versa.
3. No failure or delay by either party to this Agreement in exercising any power, right or privilege provided in this Agreement will operate as a waiver, nor will any single or partial exercise of such rights, powers or privileges preclude any further exercise of them or the exercise of any other right, power or privilege provided in this Agreement.
4. This Agreement will inure to the benefit of and be binding upon the respective heirs, executors, administrators, successors and assigns, as the case may be, of the Employer and the Employee.
5. This Agreement may be executed in counterparts. Facsimile signatures are binding and are considered to be original signatures.
6. If, at the time of execution of this Agreement, there is a pre-existing employment agreement still in effect between the parties to this Agreement, then in consideration of and as a condition of the parties entering into this Agreement and other valuable consideration, the receipt and sufficiency of which consideration is acknowledged, this Agreement will supersede any and all pre-existing employment agreements between the Employer and the Employee. Any duties, obligations and liabilities still in effect from any pre-existing employment agreement are void and no longer enforceable after execution of this Agreement.
7. This Agreement constitutes the entire agreement between the parties and there are no further items or provisions, either oral or written. The parties to this Agreement stipulate that neither of them has made any representations with respect to the subject matter of this Agreement except such representations as are specifically set forth in this Agreement.