Zen Locum (“Zen” “We” “Us”) is a division (and trading name) of Zen Educate Limited. Zen provides an online technology platform (the “Platform”) through which individuals including (but not limited to) pharmacists, optometrists, and other professionals (“Locum Professionals” “You”) can connect with pharmacies and opticians and other service providers (“Service Providers”) and where Service Providers can post open temporary positions (“Assignments”) for which Locum Professionals are required.
Service Providers can use the Platform to search for and evaluate Locum Professionals, and Locum Professionals can post individual profiles and search for and evaluate Service Provider Assignments. Service Providers may offer an Assignment to Locum Professionals via the Platform. The Locum Professionals are free to accept or reject the Assignment and can communicate their decision via the Platform. Zen accepts no liability for any inability to access or use the Platform caused by system downtime or by technical issues beyond Zen’s control. All access by Service Providers to the Platform (and to particular profiles) is monitored and logged.
When a Locum Professional indicates via the Platform their acceptance of an Assignment, the Locum Professional will be introduced to the Service Provider by Zen, or supplied to the Service Provider through one of Zen’s preferred umbrella companies ("the Umbrella").
Where the supply of a Locum Professional to a Service Provider is through an Umbrella, Zen will enter into a contract for services with the Umbrella and the Umbrella will employ the Locum Professional and be responsible for all employer’s obligations including paying the Locum Professional’s wages in respect of any Assignment obtained via the Platform. In such a case, Zen acts as an employment business and an assignment fee (the “Assignment Fee”) is payable to Zen by the Service Provider. Where Zen introduces a Locum Professional to a Service Provider (which includes any Locum Professionals whose details are on the Platform and accessed by or on behalf of the Service Provider) which engages the Locum Professional directly on either a fixed-term employment contract (or contract for services) of 12 months or less, Zen acts as an employment agency and a fee (the “Platform Fee”) of up to £25 plus VAT per day during which the Locum Professional is working on an assignment is payable to Zen by the Service Provider. Where a Service Provider seeks to avoid payment of the Platform Fee, an additional Introduction Fee (as calculated below) shall be payable and such Introduction Fee shall be increased by up to 100% at our discretion.
A Service Provider may identify a Locum Professional, introduced via the Platform (which includes any Locum Professionals whose details are on the Platform and accessed by or on behalf of the Service Provider), as a suitable candidate for a permanent position (greater than 12 months or indefinite duration). Where the Service Provider engages a Locum Professional on a permanent basis Zen acts as an employment agency and an introduction fee (the “Introduction Fee”) is payable to Zen by the Service Provider (in addition to any Assignment Fee or Platform Fee that may already have been incurred) in respect of the Locum Professional. Where a Service Provider seeks to avoid payment of the Introduction Fee, such fee shall be increased by up to 100% at our discretion.
An Introduction Fee is therefore payable to Zen by a Service Provider in so called “temp to perm” situations when a Locum Professional who has worked at such Service Provider on an Assignment is subsequently recruited by the Service Provider on a permanent basis within 14 weeks of the start of the Locum Professional’s first Assignment with the Service Provider or within 8 weeks of the end of any of their Assignments with the Service Provider, whichever date is the later.
These Terms of service are governed by the law of England & Wales and are subject to the exclusive jurisdiction of the Courts of England & Wales
Prior to publicising profiles of Locum Professionals on the Platform, and prior to supplying a Locum Professional for an Assignment, Zen will carry out the checks required for those working in pharmacies and opticians by the General Pharmaceutical Council and the General Optical Council (as applicable). Zen will communicate relevant information to the relevant Service provider prior to commencement of each relevant Assignment.
When posting an Assignment on the Platform, the Service Provider will provide details of:
the date on which the Service Provider requires the Locum Professional to commence work and the duration, or likely duration, of the work.
the position which the Service Provider seeks to fill, including the type of work the Locum Professional in that position would be required to do, the location at which, and the hours during which, the Locum Professional would be required to work, and any risk to health or safety known to the Service Provider and what steps the Service Provider has taken to prevent or control such risks;
the experience, training, qualifications and any authorisation which the Service Provider considers are necessary, or which are required by law, or by any professional body, for the Locum Professional to possess in order to work in the position; and
any expenses payable by or to the Locum Professional and any information reasonably required by Zen in order for Zen to fulfil its obligations under the Agency Workers Regulations 2010 (“AWR”).
The Assignment Fee shall be paid by the Service Provider in respect of each day of an Assignment and shall be sufficient to cover the Locum Professional’s pay and holiday pay, and include Zen’s daily margin (the Platform Fee), the Umbrella’s processing margin and employer's National Insurance contributions (where applicable). The Assignment Fee shall vary according to the urgency of the Assignment (and the level of experience of the Locum Professional). Assignments commencing with less than 48 hours’ notice will typically attract the highest Assignment Fee. Total (gross) fees will be confirmed in the booking confirmation to the Service Provider which will follow acceptance of an Assignment by a Locum Professional.
The Introduction Fee is determined solely by Zen and, unless increased pursuant to paragraph D or E, shall be equivalent up to 18% of the annual salary or fee that the Service Provider agrees to pay the Locum Professional for the Assignment plus VAT.
Should the Locum Professional leave a permanent position with the Service Provider within the first 10 weeks without having previously been engaged at the Service Provider on a temporary basis through Zen’s Platform, then the Service Provider is entitled to a rebate which is a percentage of Introduction Fee depending on period of employment/engagement. The rebate structure is outlined below:
Period of employment / engagement
Rebate (% of Introduction Fee)
Up to 2 weeks
Up to 4 weeks
Up to 6 weeks
Up to 8 weeks
A Service Provider may avoid liability for a “temp to perm” Introduction Fee by giving 14 days’ written notice to Zen that it intends to continue the Assignment of the Locum Professional (through Zen) (and subsequently does continue the Assignment) and pays the Assignment Fee for a further period of three months before it engages the Locum Professional other than through Zen.
If a Service Provider purports to pay an Introduction Fee (or opts instead to extend an Assignment by three months) on the basis that a Locum Professional is to be recruited on a permanent basis but in fact the Locum Professional is employed or engaged by the Service Provider for less than 12 months then the fee payable to Zen will be the Introduction Fee or the Assignment Fee that would have been payable had the Locum Professional been supplied by the Umbrella through Zen’s Platform for the entirety of their service with the Service Provider (less any Assignment Fee already received by Zen), whichever sum is the greater.
For the avoidance of doubt, all Assignment Fees, Platform Fees and Introduction Fees will have VAT added.
If the Service Provider does not settle payment by the due date, Zen will exercise its right under the Late Payment of Commercial Debts (Interest) Act 1988 to claim interest and compensation for any debt recovery costs that Zen may incur as a result of the Service Provider’s failure to pay within the agreed terms.
The Service Provider or Zen may terminate an Assignment without prior notice, but Zen strongly discourages the early termination of Assignments unless exceptional circumstances occur. Locum Professionals depend on predictable schedules and reliable income. Early termination of Assignments without sufficient warning or reason causes undue inconvenience and provides Locum Professionals with no income protection. Accordingly, Zen’s policy is to invoice one day’s Assignment Fee in respect of any confirmed Assignment cancelled less than 24 hours prior to the agreed commencement date to enable payment to the Locum Professional.
The Service Provider undertakes to supervise the Locum Professional sufficiently to ensure the Service Provider’s satisfaction with the Locum Professional’s standards of work. If the Service Provider reasonably considers that the services of the Locum Professional are unsatisfactory, the Service Provider may terminate the Assignment either by instructing the Locum Professional to leave the Assignment immediately, or by directing Zen to remove the Locum Professional. Zen may, in its absolute discretion, in such circumstances, reduce or cancel the charges for the time worked by that Locum Professional, provided that the Service Provider has notified Zen immediately that they have asked the Locum Professional to leave the Assignment or the Assignment terminates:
within 4 hours of the Locum Professional commencing the Assignment where the Assignment is for more than 7 hours; or
within 2 hours for Assignments of 7 hours or less;
During an Assignment, the Service Provider will confirm to Zen that the Locum Professional has indeed worked on the Assignment, and the days and hours in question, but, in any case, it shall be assumed that the Locum Professional has worked the hours indicated on the timesheets section of the Platform by the Locum Professional (and the Service Provider will be invoiced accordingly) unless the Service Provider notifies Zen that such work has not been carried out or indeed that no work has been carried out by the Locum Professional on the day in question. The Service Provider cannot refuse to pay for days when Locum Professionals have worked on Assignment.
Zen shall ensure all invoices in respect of all time worked on Assignment by all Locum Professionals are delivered to the Service Provider weekly and the Service Provider shall settle all invoices due to either Zen or the Locum Professional within 10 working days of issue.
Zen shall keep, and maintain for 6 years following each Assignment, details of all Assignments and the Locum Professionals working on them.
Whilst reasonable efforts are made by Zen to give satisfaction to the Service Provider by ensuring reasonable standards of skill, integrity and reliability from the Locum Professionals and to provide the same in accordance with the details as provided by the Service Provider, no liability is accepted by Zen for any loss, expense, damage or delay arising from any failure to provide any Locum Professional for all or part of the Assignment or from the negligence, dishonesty, misconduct or lack of skill of the Locum Professional or if the Locum Professional terminates the Assignment for any reason. For the avoidance of doubt, Zen does not exclude liability for death or personal injury arising from its own negligence or for any other loss which it is not permitted to exclude by law.
Locum Professionals supplied by Zen pursuant to these Terms of service are either self-employed (including working through their own personal service company) or employed by the Umbrella. They are not Zen’s employees but are deemed to be under the supervision, direction and control of the Service Provider from the time they report to take up duties and for the duration of the Assignment. The Service Provider agrees to be responsible for all acts, errors or omissions of the Locum Professional, whether wilful, negligent or otherwise as though the Locum Professional were on the payroll of the Service Provider.
The Service Provider will comply in all respects with all statutory provisions as are in force from time to time including, for the avoidance of doubt, but not limited to the Working Time Regulations, Health and Safety at Work etc. Act 1974, the Management of Health and Safety at Work Regulations 1999, by-laws, codes of practice and legal requirements to which the Service Provider is ordinarily subject in respect of the Service Provider’s own staff including in particular the provision of adequate Employer’s and Public Liability Insurance cover.
Zen and the Service Provider agree that they will keep confidential all confidential information and take reasonable steps to ensure that their officers, employees and agents do not disclose confidential information save in the proper performance of their obligations under these Terms of service.
Without prejudice to the generality of clause 18 above:
All information relating to a Locum Professional posted on the Platform or otherwise provided by Zen to the Service Provider is confidential and is provided solely for the purpose of providing work-finding services to the Service Provider and is subject to any data protection legislation from time to time in force in the UK including the Data Protection Act 1998 or the General Data Protection Regulation 2018 or any successor legislation. Such information must not be used for any other purpose nor divulged to any third party and the Service Provider undertakes to abide by the provisions of the current data protection legislation at all times in receiving and processing personal data.
Zen undertakes to keep confidential all relevant terms and conditions of employment that the Service Provider discloses to Zen and not to use such information except for the purposes of compliance with AWR.
The Service Provider undertakes not to request the supply of a Locum Professional to perform the duties normally performed by a worker who is taking part in official industrial action or duties normally performed by a worker who has been transferred by the Service Provider to perform the duties of a person on strike or taking official industrial action.
The Service Provider shall indemnify and keep indemnified Zen against any losses incurred by Zen arising out of any Assignment or arising out of any non-compliance with, and/or as a result of any breach of, these Terms by the Service Provider.
The Service Provider shall inform Zen in writing of any AWR claim involving a Locum Professional which comes to the notice of the Service Provider as soon as possible but no later than 7 calendar days from the day on which any such AWR claim comes to the notice of the Service Provider.
If the Locum Professional brings, or threatens to bring, any AWR claim, the Service Provider undertakes to take such action and give such information and assistance as Zen may request, and within any timeframe requested by Zen and at the Service Provider’s own cost, to avoid, dispute, resist, mitigate, compromise or defend any such AWR claim and to appeal against any judgment given in respect thereof.
Zen takes all complaints seriously and is committed to continuous improvement. If Service Providers have a complaint they should send this by email to email@example.com. Zen will normally respond within one business day. Zen will investigate any matter referred and take appropriate action where necessary. If the complaint is regarding the performance, behaviour or competence of a Locum Professional Zen will investigate the matter and take proportionate action ranging from verbal and written feedback to suspension or termination of the Locum Professional’s profile on the Platform and termination of an Assignment. Zen also reserves the right to restrict a Service Provider’s access to the Platform, for example in cases of non-payment.
These Terms of service, together with the Assignment details agreed via the Platform constitute the entire agreement between Zen and the Service Provider as regards the Assignment in question.
In accepting these Terms of service you agree to provide your services on Assignment to a Service Provider, either directly (through a contract for services (including through a personal service company) or employment contract agreed between you and the Service Provider) or supplied as an employee of the Umbrella. When you are supplied to a Service Provider through the Umbrella, the Umbrella will be your legal employer and responsible for paying you.
For the avoidance of doubt, these Terms of service do not constitute a contract of employment between Zen and you or between you and the Service Provider.
You acknowledge that, where a separate contract of employment between you and the Umbrella exists or will exist prior to commencement of your first Assignment. Zen will enter into a contract for services with the Umbrella in order to find you work assignments.
You acknowledge that the nature of temporary work means that there may be periods when no suitable work is available and you may not be permanently occupied.
Prior to acceptance of any Assignment Zen will — via the Platform, by email or by text message — provide you with the following information:
the identity of the Service Provider;
the date the Assignment is to commence and the duration or likely duration of the Assignment;
the position which the Service Provider seeks to fill, including the type of work you would be required to do in that position, the location at which, and the hours during which, you would be required to work;
the rate of pay and any expenses payable by or to you (subject to any deductions required by law or which you may agree with the Umbrella); all operations are UK-based including umbrella PAYE, Zen will only work with umbrella companies who pay no less than the national minimum wage inclusive of holiday pay.
details of the experience, training, qualifications and any authorisation which the Service Provider considers are necessary or which are required by law or a professional body for you to possess in order to work on the Assignment.
By accepting an Assignment, you accept 31. a, b, c and d above and you confirm that you meet the criteria in 31.e above.
If you are unable for any reason to attend work during the course of an Assignment, you should first inform Zen at least one hour before your normal start time to enable alternative arrangements to be made. If this is not possible, you should inform the Service Provider and Zen as soon as possible.
If, either before or during the course of an Assignment, you become aware of any reason why you may not be suitable for an Assignment, you shall notify Zen without delay.
You will be paid for your work on an Assignment based on the agreed rate of pay specified in the relevant Assignment posted on the Platform multiplied by the number of hours worked in the relevant period, and you agree to record on the timesheet section of the Platform the hours you work each day to enable the payments due to you to be calculated each week. When supplied through the Umbrella you will be paid by the Umbrella as agreed irrespective of payment being received by Zen from the Service Provider. The rate of pay is an all-inclusive rate, including holiday pay for example. Payment will be made on a weekly basis, for the work you completed in the previous week (one week in arrears). Where you engage directly with the Service Provider (including through a personal service company), it is the Service Provider's sole responsibility to pay you directly and any queries around payment timings should be discussed directly with the Service Provider.
Zen, the Service Provider or you may terminate an Assignment without prior notice.
You acknowledge that the continuation of an Assignment is subject to and dependent on the continuation of the agreement entered into between Zen and the Service Provider. If that agreement is terminated for any reason, the Assignment shall cease with immediate effect without liability to you, except for payment for work done up to the date of termination of the Assignment.
Unless exceptional circumstances apply, your failure to inform the Service Provider or Zen of any inability to attend work as required under clause 33 above will be treated as termination of the Assignment by you.
Zen will be entitled to terminate the Assignment if the work to which you were assigned is no longer available.
At the end of each Assignment or on request you agree to deliver up to the Service Provider or to Zen (as directed) all documents (including copies), ID cards, swipe cards, equipment, passwords, pass codes and other materials belonging to the Service Provider which are in your possession, including any data produced, maintained or stored on the Service Provider’s computer systems or other electronic equipment.
You consent to Zen and the Service Provider and any other intermediary involved in supplying your services to the Service Provider, (such as the Umbrella) holding and processing data relating to you for legal, personnel, administrative and management purposes and, in particular, to the processing of any "sensitive personal data" as defined in any data protection legislation from time to time in force in the UK including the Data Protection Act 1998 or the General Data Protection Regulation 2018 or any successor legislation, relating to them including, as appropriate:
information about your physical or mental health or condition to monitor sick leave and take decisions as to your fitness for work;
your racial or ethnic origin or religious or similar beliefs to monitor compliance with equal opportunities legislation;
information relating to any criminal proceedings in which you have been involved for insurance purposes and to comply with legal requirements and obligations to third parties.
You consent to Zen and the Umbrella making such information available to the Service Provider, to those who provide products or services to Zen (such as advisers), to regulatory authorities, governmental or quasi-governmental organisations and potential purchasers of Zen or any part of its business.
You consent to the transfer of such information outside the European Economic Area (EEA) for purposes connected with the subject matter of these Terms of service.Some of the personal information we collect about you will be held and processed in the US in order to perform our contract with you. There is an adequacy decision by the European Commission known as Privacy Shield in respect of the US. This means that the country is deemed to provide an adequate level of protection for your personal information.Should we need to transfer data outside of the EEA and the US, to ensure your personal information receives an adequate level of protection we will put in place appropriate security measures that ensure that your personal information is treated by any third parties in a way that is consistent with and which respects the EU and UK laws on data protection.
You confirm that:
the information supplied by you to Zen via the Platform is correct;
you have the experience, training, qualifications and any authorisation which the Service Provider considers are necessary or which are required by law or by any professional body for the Education Professional to possess in order to perform the Assignment;
you are not prevented by any other agreement, arrangement, restriction (including, without limitation, a restriction in favour of any employment agency, employment business, employer or former employer) or any other reason, from fulfilling your obligations under this agreement; and
you have valid and subsisting leave to enter, remain and work in the United Kingdom for the duration of any Assignment you may accept under these Terms of service and you are not (in relation to such leave) subject to any conditions which may preclude or have an adverse effect on the Assignment.
You agree to reimburse Zen and the Service Provider in connection with any loss or expenses (including legal and other professional fees and expenses) which Zen or the Service Provider may suffer, sustain, incur, pay or be put to arising from or in connection with:
any failure by you to comply with your obligations under this agreement;
any negligent or fraudulent act or omission by you;
the disclosure by you of any Confidential Information;
any employment-related claim brought by you in connection with the Assignment; or
the infringement by you of the Service Provider’s intellectual property rights.
Use of the Platform is at the discretion of Zen. Zen reserves the right to suspend or remove your profile from the Platform, and/or restrict your access to the Platform. Examples of reasons to restrict access to the Platform may include, but are not limited to, alleged provision of fraudulent qualifications or references, safeguarding concerns, or alleged unprofessional or incompetent behaviour.
Zen may communicate changes to these Terms of service by posting revised Terms of service on the Platform. Changes that may have an adverse impact on you will be communicated to you prior to posting on the Platform. Your continued use of the Platform denotes continued acceptance of its Terms of service.