Headhunter Contract Template UK | Executive Search Agreement
Headhunters and executive search consultants face a critical risk when placing senior candidates without a watertight agreement in place: disputed fees, poaching clauses ignored by clients, and no legal recourse when a placed candidate leaves within months. A professionally drafted headhunter contract template establishes your fee structure, replacement guarantees, and exclusivity terms before the search begins. Under the Late Payment of Commercial Debts Act 1998, recruiters are entitled to statutory interest on overdue invoices, but only when a valid commercial contract exists. The Conduct of Employment Agencies and Employment Businesses Regulations 2003 also imposes obligations on how recruitment terms must be communicated to clients. Protect your retained fees, rebate periods, and off-limits agreements with a legally compliant executive search contract tailored to UK law. Generate yours now in minutes.
Generate your Recruiter Terms of Business free →Key clauses in a Recruiter Terms of Business
Retainer and Fee Structure
This clause defines whether the engagement operates on a retained, contingency, or hybrid fee basis, specifying the percentage of the candidate's total remuneration package or fixed fee amount due at each milestone. Under the Conduct of Employment Agencies and Employment Businesses Regulations 2003, recruitment businesses must agree terms of business with clients in writing before supplying services, making a clearly documented fee structure essential for enforceability.
Guarantee and Rebate Period
This clause sets out the conditions under which the headhunter will conduct a replacement search or issue a partial fee rebate if the placed candidate leaves or is dismissed within a defined period, typically 8 to 26 weeks. Without this clause, disputes over refunds are governed purely by common law principles of unjust enrichment, leaving both parties exposed to costly litigation in the UK civil courts.
Off-Limits and Non-Solicitation
This clause restricts the headhunter from approaching employees within the client's organisation for a defined period after the assignment concludes, protecting the client's workforce from being targeted. To be enforceable under English contract law, the restriction must be reasonable in duration and scope, and UK courts will void overly broad non-solicitation provisions as an unlawful restraint of trade under the principles established in Tillman v Egon Zehnder Ltd [2019] UKSC 32.
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Generate free →Frequently asked questions
Is a headhunter contract legally required in the UK?
While there is no statute that mandates a written contract for every executive search engagement, the Conduct of Employment Agencies and Employment Businesses Regulations 2003 requires recruitment businesses to agree written terms with clients before providing services. Without a signed agreement, headhunters have extremely limited legal recourse to recover fees if a client refuses to pay after a successful placement.
Can I charge VAT on my executive search fees?
Yes, if your recruitment business is VAT-registered with HMRC, you must charge VAT at the standard rate of 20% on all executive search and headhunting fees invoiced to UK clients. Your contract should state whether quoted fees are exclusive or inclusive of VAT to avoid disputes, and your invoices must meet the requirements set out in the VAT Act 1994 and HMRC's VAT Notice 700.
What happens if a client poaches my candidate directly to avoid paying my fee?
If your headhunter contract includes a valid fee protection clause, you can pursue the client for the agreed placement fee as a debt in the UK civil courts, typically through the County Court or, for larger sums, the High Court. Courts will uphold such clauses provided the contract was properly executed and the fee was clearly defined, as demonstrated under general principles of breach of contract in English law.
The information on this page is for general informational purposes only and does not constitute legal advice. Contracto generates AI-assisted contract templates — they are not a substitute for advice from a qualified solicitor. For high-value or complex engagements, always seek independent legal review.