Contingent Search Employment Agreement

CONTINGENT SEARCH EMPLOYMENT AGREEMENT

Parties and Effective Date

Recitals

This Contingent Search Employment Agreement (the "Agreement") is entered into by and between the Client and the Search Firm identified above. The Search Firm will identify and present candidates for employment by the Client on a contingent basis. Fees are payable only upon the Client's execution of an employment agreement with a candidate presented by the Search Firm as set forth herein.

Definitions

"Candidate" means any individual whose candidacy is submitted by the Search Firm to the Client in writing. "Placement" means the Candidate's acceptance of an offer of employment by Client, or commencement of services, whichever occurs first. "Fee" means the contingent placement fee described in Section 5.

Scope of Engagement

The Search Firm will conduct a search for Candidates for the positions described below. The Search Firm will use commercially reasonable efforts to identify and present qualified Candidates and will coordinate interviews as requested by the Client.

Contingent Fee and Payment

The Client agrees to pay the Search Firm a contingent fee equal to of the Candidate's first year total cash compensation (base salary plus guaranteed bonuses), or a flat fee of , whichever is specified in the invoice.

Payment is due within calendar days of the Candidate's start date or of invoice date, whichever is earlier. Late payments shall bear interest at .

Guarantee / Replacement

The Search Firm guarantees each Placement for a period of days from the Candidate's start date. If the Candidate's employment is terminated for any reason (other than reduction in force or bona fide layoff) within the guarantee period, the Search Firm will use commercially reasonable efforts to present a replacement Candidate at no additional contingent fee or, at the Client's option, will credit a pro rata portion of the fee toward a future Placement. The replacement obligation is limited to one replacement per Placement.

Candidate Ownership and Submittals

Candidate ownership extends for from the date the Candidate is first submitted in writing to the Client. The Client will notify the Search Firm in writing when interviews occur or when an offer is extended. Candidates submitted by the Search Firm will not be considered "known" to the Client for purposes of this Agreement unless the Candidate was previously engaged by the Client in writing prior to the Search Firm's submission.

Invoicing and Billing

Confidentiality

Each party will treat all non-public information concerning the other party and Candidates as confidential and will not disclose such information to third parties except as required to effectuate the search, as required by law, or with the disclosing party's prior written consent. Confidential information includes Candidate resumes, compensation information, and hiring strategy.

Compliance; Candidate Screening and Authorization

The Search Firm represents and warrants that it will comply with all applicable laws in recruiting and presenting Candidates. The Client authorizes the Search Firm to contact Candidates' previous employers and references as necessary to verify employment history. The Client may require background and employment verifications; the Client is responsible for obtaining any legally required authorizations from Candidates prior to such checks.

Indemnification and Liability

Each party shall indemnify and hold the other harmless from claims arising from its breach of this Agreement, negligent acts, or willful misconduct. Except for indemnification for willful misconduct or gross negligence, neither party's aggregate liability under this Agreement shall exceed the fees paid to the Search Firm for the Placement giving rise to the claim.

Term and Termination

This Agreement shall commence on the Effective Date and continue until terminated by either party upon days written notice. Termination shall not affect the Search Firm's right to fees for Candidates submitted prior to termination in accordance with the Candidate ownership provisions herein.

Miscellaneous

This Agreement constitutes the entire understanding between the parties regarding the subject matter and supersedes all prior agreements. Amendments must be in writing and signed by both parties. This Agreement shall be governed by the laws of the state in which the Client's primary place of business is located, without regard to conflict of laws principles.

Applicant Information and Acknowledgments

The sections below capture candidate-provided information and acknowledgments when the Client elects to use Search Firm forms for candidate submission and authorization. Completion of these fields constitutes Candidate representation for the purpose of this Placement only.

Employment History (most recent)

Education

References

Legal Disclosures

At-Will Employment: Nothing in any Candidate communication provided by the Search Firm shall modify any Candidate's at-will employment status unless the Client executes a written employment agreement specifying otherwise.

Equal Opportunity: The Client and the Search Firm each represent and warrant that they do not discriminate on the basis of protected characteristics and will comply with applicable equal employment opportunity laws.

Signature

Sign Now