FRGS Employee Terms and Conditions

Last Modified: April 5, 2022

Unless otherwise defined hereunder, all capitalized terms used herein shall have the meanings ascribed to them in the Standard Terms and Conditions or Order Form.

FRG may Refer Contractors who are, or if selected by Client for an Assignment, may become W-2 employees of FRG’s wholly owned subsidiary, Frank Recruitment Group Service Inc. (“FRGS”) strictly for employment and payrolling purposes (the “FRGS Employee”). If Client selects an FRGS Employee for an Assignment, the Parties shall complete and execute an FRGS Employee Assignment Schedule. By signing an FRGS Employee Assignment Schedule, Client hereby accepts these FRGS Employee Terms and Conditions and the FRGS Employee Expense Policy, linked hereto and incorporated herein by this reference.

FRGS will enter into written employment agreements with each FRGS Employee; confirm FRGS Employee’s ability to work in the United States; offer each eligible FRGS Employee medical and other benefits, including without limitation, paid and unpaid sick leave and paid and unpaid parental leave, as required by applicable law; pay each FRGS Employee in compliance with applicable law; withhold and transmit payroll taxes to the appropriate government authorities; provide workers’ compensation and other employment related insurance as required by applicable law; make unemployment contributions on behalf of each FRGS Employee; and handle unemployment and workers’ compensation claims involving an FRGS Employee.

Client hereby consents to, and agrees that, FRG shall auto-approve all timesheets submitted by a FRGS Employee unless Client notifies FRG of a Dispute within five (5) business days of the submission of such timesheet and such auto-approval is binding on Client for all purposes.

Client’s obligation to indemnify under the Standard Terms and Conditions shall apply equally to FRGS, if applicable, except to the extent that the Claim arises from any act or omission of FRGS.

Notwithstanding anything to the contrary herein, and to the fullest extent permitted by law, FRG, on behalf of FRGS, hereby disclaims all warranties and representations with respect to the Time and Materials Services including, without limitation, any warranty of merchantability, fitness for a particular purpose, timeliness, completeness or the achievement of any particular deliverable, result, functionality or capability.

Except to the extent directly attributable to FRGS’s gross negligence, wilful misconduct or fraud, FRGS does not accept or have any liability for any loss, expense, damage, judgment, cost or delay arising from a Background Report or the acts, omissions, negligence, dishonesty, misconduct or incapability of a Contractor or if a Contractor fails, for any reason, to provide Time and Materials Services for the entire duration of the Assignment Schedule.

Notwithstanding anything to the contrary herein, and to the fullest extent permitted by law, (a) FRGS’s total liability, in the aggregate, shall be limited to the amounts actually paid by Client to FRG hereunder during the six (6) month period immediately prior to the occurrence of the set of facts and circumstances first giving rise to the claim(s) on which such liability is based and (b) under no circumstances shall FRGS be liable to Client or Client’s Customer for any indirect, punitive, special, exemplary or consequential damages, even if FRGS knew or should have known, or has been advised of the possibility of such damages or if such damages were foreseeable.