Talent Acquisition Talent Search

TALENT ACQUISITION TALENT SEARCH

Client Name:     Agency Name:

RECITALS

WHEREAS, Client is seeking qualified candidates to fill the position(s) described in this Agreement and desires to engage Agency to conduct a targeted talent search on the terms set forth herein; and

WHEREAS, Agency represents that it has expertise and resources to identify, evaluate and present qualified candidates for the Client's review and that it will perform such services in a professional manner consistent with industry standards; and

WHEREAS, the parties desire to set forth the scope, compensation, confidentiality obligations, and other terms governing the engagement.

SCOPE OF WORK

Position Title:     Number of Openings:

PAYMENT TERMS

Retainer Amount:     Contingent Fee: % of first year total cash compensation

Late Fee for Overdue Amounts: % per month or the maximum permitted by law, whichever is less.

Expenses: Agency shall obtain prior written authorization for any third-party expense in excess of . Approved expenses will be invoiced and payable within the same terms as fees.

TERM AND TERMINATION

Engagement Start Date:

Expected End Date:

Termination: Either party may terminate this Agreement for cause upon written notice of material breach and failure to cure within days. For convenience, either party may terminate upon days' prior written notice; Client shall remain liable for fees earned and expenses incurred through the effective date of termination.

CANDIDATE SUBMISSIONS, OWNERSHIP AND GUARANTEES

Candidate Ownership: Candidates introduced by Agency during the term of this Agreement shall be deemed Agency candidates for a period of months following introduction. Client agrees not to engage such candidates through third parties during this period without Agency's written consent.

Replacement Guarantee: If a candidate placed by Agency terminates employment or is terminated for cause within days of start date, Agency will use commercially reasonable efforts to provide a replacement candidate at no additional contingent fee, provided Client has paid all outstanding invoices.

Background Checks and References: Client may require background checks, reference checks and verification of credentials; Agency will use reasonable efforts to obtain consent from candidates. Client is responsible for compliance with any legal requirements applicable to candidate screening.

CONFIDENTIALITY

Each party shall hold in confidence and not disclose to any third party any Confidential Information received from the other party, except as required by law or to the extent necessary to perform obligations under this Agreement. Confidential Information includes candidate resumes, compensation details, business plans, and other non-public information marked or reasonably understood to be confidential. Confidentiality obligations shall survive for three (3) years after termination of this Agreement.

INDEMNIFICATION; LIMITATION OF LIABILITY

Indemnification: Each party agrees to indemnify and hold harmless the other party from losses, claims or expenses resulting from its gross negligence or willful misconduct in connection with this Agreement. Limitation of Liability: Except for liability arising from a party's willful misconduct or breach of confidentiality, neither party shall be liable for indirect, consequential, punitive or special damages and aggregate direct liability shall not exceed the fees paid to Agency under this Agreement in the preceding six (6) months.

GOVERNING LAW; ENTIRE AGREEMENT

Governing Law: This Agreement shall be governed by and construed in accordance with the laws of the state specified by the Client at the time of execution. The parties submit to the exclusive jurisdiction of the courts located therein for disputes arising under this Agreement.

Entire Agreement: This Agreement, including any attachments or schedules, constitutes the entire understanding between the parties with respect to its subject matter and supersedes all prior proposals, representations and communications, whether written or oral. Any amendment must be in writing and signed by both parties.

MISCELLANEOUS PROVISIONS

Taxes: Unless otherwise agreed, all fees are exclusive of applicable taxes. Client shall be responsible for any sales, use, value added or similar taxes associated with the services, except taxes based on Agency's net income.

Assignment: Neither party may assign this Agreement without the prior written consent of the other, except that Agency may assign to an affiliate or successor in connection with a merger or sale of substantially all of its assets.

Sign Now