HR Staffing MSA Template

HR STAFFING MASTER SERVICES AGREEMENT

Parties and Effective Date

This Master Services Agreement ("Agreement") is entered into between Client Name: with principal address and Staffing Agency Name: with principal address . Effective Date:

Recitals

WHEREAS, Client requires temporary, temporary-to-permanent and direct-hire staffing services and related workforce support; and WHEREAS, Staffing Agency represents that it provides sourcing, screening and placement services for contingent and permanent candidates under the terms set forth herein.

Definitions

"Candidate" means an individual supplied by Staffing Agency to perform Services for Client. "Services" means the placement, administration and support of Candidates as described in Scope of Services. "Placement" includes temporary assignment, contract placement, and direct hire.

Scope of Services

Primary Contacts

Position / Assignment Information

Anticipated Start Date for assignments: Estimated Weekly Hours: Minimum Billable Hours per day:

Rates, Fees and Invoicing

Hourly Bill Rate to Client: $ Vendor Pay Rate (if applicable): $

Replacement Guarantee (days): Conversion Fee if Candidate Hired Directly:

Candidate Screening and Onboarding Requirements

Staffing Agency shall conduct the following pre-placement screenings for each Candidate prior to placement. Check all required:

Background check    Drug test    Education verification    Employment verification

Employment Status and Tax Classification

Staffing Agency is responsible for payroll, tax withholding, workers' compensation and benefits for Candidates engaged as employees of the Agency. Client shall not treat Candidates as employees of Client unless and until written agreement for conversion is executed. Check classification applicable:

W-2 (Agency employee)    1099 / Independent contractor (if applicable and properly documented)

Staffing Agency represents it will maintain records and documentation to support the classification of each Candidate and shall indemnify Client for liabilities arising from Agency's failure to properly classify or remit payroll taxes.

Insurance and Liability

Each party's aggregate liability for direct damages shall be limited to the fees paid or payable under this Agreement during the twelve (12) months preceding the event giving rise to the claim. Neither party shall be liable for indirect, special, consequential or punitive damages.

Indemnification

Staffing Agency agrees to indemnify, defend and hold harmless Client and its officers, directors and employees from and against claims arising out of Staffing Agency's breach of this Agreement, negligent hiring, failure to pay wages or taxes, or misclassification of Candidates. Client agrees to indemnify Agency for claims arising from Client's gross negligence or willful misconduct.

Confidentiality and Data Protection

Each party shall protect confidential information and personal data in accordance with applicable law. Staffing Agency shall ensure Candidates sign appropriate consents authorizing background checks and data processing required by Client.

Non-Solicitation and Non-Hire

During the term of this Agreement and for a period of months following termination, Client agrees not to directly hire or solicit Candidates provided by Agency without payment of the agreed conversion fee.

Term and Termination

This Agreement shall commence on the Effective Date and shall continue for a period of months and thereafter automatically renew for successive periods until terminated. Either party may terminate this Agreement for convenience with days' prior written notice. Termination for cause may be immediate for material breach.

Dispute Resolution and Governing Law

The parties agree to negotiate in good faith to resolve disputes. If unresolved, disputes shall be resolved by binding arbitration in the governing jurisdiction selected below. Governing Law:

Compliance with Laws

Each party shall comply with all applicable labor, employment, health and safety, immigration and tax laws in the performance of this Agreement. Staffing Agency warrants that Candidates are eligible to work and that required documentation will be maintained.

Records, Audit and Cooperation

Agency shall maintain time records, payroll and screening documentation for Candidates for a period of at least months. Client may audit such records upon days' advance written notice.

Subcontracting and Assignment

Staffing Agency may not subcontract material obligations under this Agreement without prior written consent of Client. This Agreement is binding on successors and permitted assigns.

Representations, Warranties and Certifications

Staffing Agency represents and warrants that it has screened Candidates to the standards set forth herein and that all information provided to Client is true and accurate. Staffing Agency certifies that each Candidate has authorized background checks and employment verifications as required.

Staffing Agency certification: Staffing Agency confirms Candidates provided have signed authorizations and consents for background checks and data processing.

Candidate Information Template (for each Candidate)

Employment History - Employer 1

Dates Employed: From To

Employment History - Employer 2

Dates Employed: From To

Education

References (3 Professional)

Legal Disclosures and Applicant Certification

At-Will Employment: If a Candidate is hired by Client as an employee, such employment shall be at-will unless otherwise agreed in writing. Nothing in this Agreement creates an employment relationship between Client and Candidates supplied as Agency employees.

Equal Opportunity: Staffing Agency and Client agree to comply with applicable equal employment opportunity and anti-discrimination laws. Staffing Agency represents it does not discriminate in recruiting or placement.

Applicant Certification and Authorization: Staffing Agency certifies that Candidates have been informed and have provided written authorization for employment verification, background checks and any drug screening required by Client.

Miscellaneous

Entire Agreement: This Agreement constitutes the entire agreement between the parties with respect to the subject matter and supersedes prior understandings. Amendments must be in writing signed by authorized representatives of both parties.

Relationship of the Parties: The parties are independent contractors. Nothing in this Agreement creates a partnership, joint venture or employer-employee relationship between Client and Staffing Agency.

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