TERMS OF BUSINESS AND CONDITIONS FOR PERMANENT PLACEMENTS:
In these terms the following words and expressions shall have the following meanings:
- 1.1 ‘Recruitment Agency’, ‘GRROUPS.COM’, ‘GRROUPS’, ‘WWW.GRROUPS.COM’ means GRROUPS - Trade Mark of GLADWIN ANALYTICS PRIVATE LIMITED (OPC) with Registered CIN - U74900KA2015OPC078402.
- 1.2 ‘Candidate’ means any individual, whether employed or self employed, and/or a limited company through which an individual is offering services, or a supplier limited company, in respect of whom or which, or in respect of whose skills or services, information is provided to CLIENT by the GRROUPS.COM
- 1.3 ‘Client’ means any person, firm or corporate body who utilises the services of GRROUPS.COM.
- 1.4 ‘Engagement’ means the offer of employment to a Candidate in any capacity whatsoever on either a permanent or fixed term contract basis, verbally or in writing.
- 1.5 ‘Fee(s)’ or “Success Fee” means the fees due to GRROUPS.COM as set out in paragraph 3.
- 1.6 ‘Remuneration’ (or) Salary means the total remuneration or salary paid or agreed to be paid to a Candidate in respect of the first year of the Engagement which (so far as possible) shall include the total gross amount of the following: salary, guaranteed profit share or bonus, housing and living allowances, relocation expenses, one-off payments and or the full amount of the cash alternative.
- 1.7 ‘Introduction’ means the submission or show casing of a Candidate to CLIENT by EMAIL, on GRROUPS.COM’S TALENT MARKETPLACE, BY POST OR FAX. References to the singular or the plural and vice versa and a reference to any gender include references to all genders.
- 2.1. Once CLIENT has received this document any act by the CLIENT of accepting or requesting services from GRROUPS.COM or its full time and part time employees or authorized personnel or, using in any way information from GRROUPS.COM relating to a Candidate, is deemed to be and shall constitute your acceptance of these Terms of Business.
- 2.2. These terms shall be governed and construed in accordance with STATE LAW OF KARNATAKA, INDIA and the parties agree to submit to the exclusive jurisdiction of the KARNATAKA COURTS for all purposes in connection with these Terms and Conditions.
- 2.3. In the event of a conflict between these terms and conditions and any other agreement, the former shall prevail.
- 2.4. No variation or alteration of these Terms and Conditions shall be valid unless agreed in writing by an Authorised Signatory of GRROUPS.COM.
CLIENT agrees to pay a placement fee to GRROUPS.COM in the amount of 12% of the candidate’s estimated total first year’s remuneration for salaries up to 10,00,000 INR, 15% of the candidate’s estimated total first year’s compensation for salaries from 10,00,001 INR up to 20,00,000 INR, 18% of the candidate’s estimated total first year’s compensation for salaries from 20,0,001 INR up to 35,00,000 INR, 24% of the candidate’s estimated total first year’s compensation for salaries from 35,00,001 INR up to 50,00,000 INR. For all placements above 50,00,000 INR, CLIENT agrees to pay a placement fee to GRROUPS.COM in the amount of 30% of the candidate’s estimated total first year’s compensation, including estimated commissions and bonuses, and any signing bonus. CLIENT will be obligated to pay such fee whenever
- 3.1 A candidate referred to CLIENT by GRROUPS.COM is hired, directly or indirectly, for any position, as an employee, consultant, or independent contractor, by CLIENT, its affiliates, parents, or subsidiaries at anytime within 12 months from the date of introduction of the candidate to CLIENT by GRROUPS.COM,
- 3.2 A candidate referred to CLIENT by GRROUPS.COM is referred by CLIENT to another employer or recruiting firm and the candidate is hired, directly or indirectly, for any position, as an employee, consultant, or independent contractor, by such employer or through such recruiting firm at anytime within 12 months from the date of introduction of the candidate to CLIENT by GRROUPS.COM.
For the purpose of paragraphs 3.1 and 3.2 above and the rest of this agreement, the word “referred” means any manner or means of communication of a candidate’s identity.
In addition to any fees, CLIENT agrees to pay all reasonable CLIENT preapproved expenses incurred by GRROUPS.COM related to the performance of its services under this agreement for retained executive search and assessment.
CLIENT agrees to pay all placement fees and related expenses within 45 days after candidate’s date of hire or start date or receipt of invoice whichever comes first. Interest of 1% per month will be charged on unpaid fees more than 5 days past due. CLIENT agrees to reimburse GRROUPS.COM for all reasonable costs of collection, including attorney fees.
If a Candidate introduced by GRROUPS.COM is rejected by CLIENT at any stage or a Candidate rejects an offer made by CLIENT and is subsequently employed by CLIENT in any capacity whatsoever within 12 (twelve) months of rejection, including where a Candidate is re-introduced from another source, CLIENT shall be liable to pay the Fees.
- 5. RETAINER/ENGAGEMENT FEE:
GRROUPS.COM engages with its clients only on Retainer Model for all CXO (or) senior level searches including CEO, COO, CFO, CTO, CSO, CAO, CDS, CIO and so on. Upon signing this agreement, CLIENT will pay GRROUPS.COM a non-refundable retainer of 30% of placement fee. This retainer will be credited against any further fee that may become due under our agreement. No search may begin until the retainer/engagement fee is paid.
(*CEO means Chief Executive Officer, COO means Chief Operations Officer, Chief Finance Officer, CTO means Chief Technology Officer, CSO means Chief Strategy Officer, CAO means Chief Analytics Officer, CDS means Chief Data Scientist, CIO means Chief Information Officer and CMO means Chief Marketing Officer.)
Note that the above retainer/engagement fee provision is part of the basic agreement and is intended to cover all transactions between GRROUPS.COM and its CLIENT during the period of the agreement. And, it applies for all CXO level searches without requiring any separate letter agreement for each search.
In connection with GRROUPS.COM’s search for each CXO level executives, CLIENT will pay GRROUPS.COM a non-refundable retainer of 30% of placement fee. This retainer will be credited against any further fee that may become due in connection with this search under this agreement. CLIENT also agrees to reimburse GRROUPS.COM for preapproved expenses incurred in connection with CXO searches, for which we shall invoice you monthly. All other terms and provisions of this agreement shall remain in full force and effect.
If CLIENT hires multiple candidates referred by RECRUITING FIRM in a calendar year, the fee for all placements in the calendar year after the 10th placement shall be eligible for a 20% discount on the Invoice amount.
- 7. WAIVER OF FEE WHERE CANDIDATE IS ALREADY UNDER ACTIVE CLIENT CONSIDERATION
If GRROUPS.COM refers a candidate to CLIENT with whom CLIENT has already interviewed in the past 3 months or scheduled an interview in the past 30 days, and CLIENT so advises GRROUPS.COM within 5 business days following the referral, CLIENT will not owe GRROUPS.COM a fee in the event CLIENT hires the candidate. GRROUPS.COM always cross check with the candidates on all such instances and CLIENT shall provide GRROUPS.COM with documentation at GRROUPS.COM’s request sufficient to establish that the interview has been held or scheduled as claimed.
- 8.1 CLIENT shall notify GRROUPS.COM immediately after any offer of Engagement has been accepted (whether verbally or in writing) and shall provide written details of the candidates Remuneration to GRROUPS.COM. If this information is not provided within the 7 (seven) days of the acceptance of the offer of Engagement, GRROUPS.COM shall be entitled to make a reasonable estimate of the Candidates Remuneration based on the information supplied by the Candidate and such reasonable estimate shall be deemed to be the Candidates Remuneration for the purposes of these payment terms and conditions.
- 8.2 Fees will be calculated and invoiced at GRROUPS.COM’s sole option in either U.K. sterling, U.S.A. dollars, Singapore dollars or Indian Rupee; irrespective of the currency in which the Candidates Remuneration is expressed. The exchange rate used to calculate the Fees will be taken as of the invoice date. Fees are net of all bank and international money transfer charges if applicable and CLIENT will indemnify GRROUPS.COM for any exchange rate losses incurred by GRROUPS.COM as a result of late payment by the Client.
- 9.1 REPLACEMENT GUARANTEE: In the event the employment of a candidate referred to CLIENT under this agreement lasts less than 90 calendar days, and provided that all fees and expenses relating to such referral have been paid, GRROUPS.COM will attempt to refer a replacement candidate for the same position at no additional charge to CLIENT. GRROUPS.COM’S obligation under this agreement is limited to attempting to find a replacement candidate. No refund will be made if CLIENT hires a replacement from any source, or if CLIENT is no longer actively seeking to fill the position. This provision shall not apply if the candidate is laid off for lack of work, or resigns because CLIENT has significantly modified the candidate’s job duties or assigned him or her to another position.
- 9.2 NO CLIENT RECOUPMENT OF FEE FROM CANDIDATES: CLIENT agrees not to require any candidate to reimburse CLIENT for any fee or expense paid to GRROUPS.COM.
- 9.3 CONFIDENTIALITY OF REFERRALS: All candidate referrals made by GRROUPS.COM are made on a confidential basis and CLIENT shall hold GRROUPS.COM harmless from any liability resulting from CLIENT’S unauthorized disclosure or misuse of information regarding any candidates or their candidacy.
- 10. MISCELLANEOUS PROVISIONS
- 10.1 BACKGROUND CHECKS: GRROUPS.COM will conduct background checks on candidates as requested by CLIENT. Requests must be in writing and must specify the scope of the background check requested. All background checks will be conducted at CLIENT’S expense and an invoice will be raised at the end of the background checks for pre-approved fee.
- 10.2 CONFIDENTIALITY OF CLIENT INFORMATION: GRROUPS.COM agrees to maintain the confidentiality of any non-public proprietary client information that it may obtain in the course of performing services under this agreement and shall hold CLIENT harmless from any claim, loss, or liability resulting from GRROUPS.COM’S unauthorized disclosure of such information.
- 10.3 NO-HIRE AGREEMENT: GRROUPS.COM agrees that, during the term of this agreement, GRROUPS.COM will not recruit or solicit any employee of CLIENT to fill a position for another client of GRROUPS.COM. However, CLIENT’S employees can directly register and apply for opportunities on GRROUPS.COM’S TALENT MARKETPLACE.
CLIENT shall be liable to pay the Fees if CLIENT makes an offer of employment to any employee of GRROUPS.COM, which results in Engagement of that employee by CLIENT, provided that if the resulting fees are less than $20,000.00, CLIENT shall pay $20,000.00 to GRROUPS.COM instead of the Fees.
- 10.4 INDEPENDENT CONTRACTOR: The services provided by GRROUPS.COM under agreement are provided as an independent contractor. Nothing in this agreement shall be construed as creating the relationship of principal and agent, joint venture, or employer and employee, between GRROUPS.COM and CLIENT.
- 10.5 ASSIGNMENT: This agreement and all of its provisions are binding on and inure to the benefit of GRROUPS.COM and CLIENT and their respective successors and permitted assigns, but neither this agreement nor any of the rights, interests, or obligations hereunder may be assigned by either party without the prior written consent of the other.
- 10.6 NON-DISCRIMINATION: GRROUPS.COM does not discriminate in referrals, or consent to discrimination by its clients, against any candidate on the basis of age, race, colour, religion, disability, sex, national origin, or veteran status.
- 10.7 GOVERNING LAW: This agreement will be governed by and enforced in accordance with the laws of the state of KARNATAKA, INDIA. The parties agree that courts within the state of KARNATAKA shall have the exclusive jurisdiction over any litigation brought or arising out of this agreement.
- 10.8 COST OF ENFORCING AGREEMENT: In the event GRROUPS.COM institutes litigation to enforce its rights under this agreement and is the prevailing party in such litigation, GRROUPS.COM shall be entitled to costs of suit and reasonable attorney fees incurred by it in connection with such litigation.
- 10.9 PROXIMATE CAUSE: GRROUPS.COM’S fee is earned if a candidate referred by GRROUPS.COM accepts a position, as a result of GRROUPS.COM’S referral or otherwise, with CLIENT, or any related company, in any capacity, as employee, consultant, or independent contractor, within 12 months of the most recent activity on behalf of that candidate by GRROUPS.COM.
- 10.10 TERMINATION AND SURVIVAL OF CERTAIN PROVISIONS: This agreement may be terminated by either party upon 30 days written notice to the other party. However, CLIENT shall remain liable to GRROUPS.COM for all fees and expenses due under this agreement for any candidate referred to CLIENT, its affiliates, parents, or subsidiaries, prior to termination. All other provisions of this agreement that by their terms extend beyond the termination of this agreement shall survive such termination and remain in full force and effect.
- 11. LIMITATIONS ON LIABILITY
Through GRROUPS’s Site and Service users of GRROUPS may be able to post content about third parties. GRROUPS is not liable to third parties for any content that has been posted or viewed on GRROUPS’s Site or Service. For your convenience, the following are some important details of this Agreement that affect your rights and remedies:
- 11.1 Our Site includes areas where Prospective Employees or Employers may post content about an individual or company. We are not responsible for the posting of this content;
- 11.2 We are not liable for any contracts, contractual obligations or any other obligations that may arise by statute or operation of law, resulting from any employment or commercial relationship, whether attempted or formalized, between Prospective Employees and Employers;
- 11.3 We are not required to or under any obligation to review, screen, edit, monitor, or remove any content posted on our Site, although we reserve the absolute right to remove, screen, or edit any content at any time and for any reason without any notice to you or any party affected;
- 11.4 We take no responsibility and assume no liability for any user content that is posted, stored, uploaded, or transmitted via the Site or the Service, or for any loss or damages that may occur because of such user content including, but not limited to defamation, slander, libel, falsehoods, obscenity, or profanity;
- 11.5 We take no responsibility and assume no liability for any claim, action, petition, demand for arbitration or lawsuit alleging injury or damage resulting from any use of the Site or Service, whether arising in tort or contract, law or equity;
- 11.6 You agree not to hold any other user of GRROUPS liable for any negative or critical comments, except that you are not obligated to release any other user who submits content that violates any terms of this Agreement or other policies stated anywhere on our Site;
- 11.7 GRROUPS is not liable under any circumstances to any user for any user content submitted, posted or transmitted by any other user, even if that content violates this Agreement or other policies stated anywhere on our Site, and GRROUPS takes no action to remove that content or terminate that user’s account;
- 11.8 Your ability to use or interact with this Site is a privilege, not a right, and we reserve the right to take any action that we deem proper, without notice, to prevent any violation, enforce any provision, or rectify any alleged violations, of this Agreement or any applicable law at our sole discretion.
- 11.9 YOU UNDERSTAND AND AGREE THAT IN NO EVENT SHALL GRROUPS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, OR CONSEQUENTIAL DAMAGES ARISING OUT OF OR IN CONNECTION WITH THE SITE AND/OR SERVICE, INCLUDING WITHOUT LIMITATION, ANY DAMAGES RESULTING FROM LOSS OF USE, DATA, OR PROFITS, WHETHER OR NOT GRROUPS HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, OR FOR ANY DAMAGES FOR PERSONAL OR BODILY INJURY OR EMOTIONAL DISTRESS ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT, OR FROM ANY COMMUNICATIONS, INTERACTIONS OR MEETINGS WITH OTHER USERS OF THE SITE OR SERVICE, ON ANY THEORY OF LIABILITY, RESULTING FROM (1) THE USE OR INABILITY TO USE THE SITE AND/OR SERVICE; (2) STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON THE SITE AND/OR SERVICE; OR (3) ANY OTHER MATTER RELATED TO THE SITE AND/OR SERVICE, WHETHER BASED ON WARRANTY, COPYRIGHT, CONTRACT, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY OR ANY OTHER LEGAL THEORY.
- 11.10 UNDER NO CIRCUMSTANCES WILL GRROUPS BE LIABLE TO A PROSPECTIVE EMPLOYEE FOR MORE THAN THE GREATER OF (1) GRROUPS’s SHARE OF THE SUCCESS FEE PAID BY THE PROSPECTIVE EMPLOYEE’S EMPLOYER, OR (2) $100, AS A RESULT OF THE PROSPECTIVE EMPLOYEE’S USE OF THE SITE AND/OR SERVICE. IN NO EVENT WILL GRROUPS BE LIABLE TO AN EMPLOYER FOR MORE THAN GRROUPS’s SHARE OF THE SUCCESS FEES PAID BY THE EMPLOYER FOR THE TWELVE MONTH PERIOD PRECEDING THE DATE ON WHICH EMPLOYER FIRST ASSERTS A CLAIM ARISING OUT OF OR RELATED TO AN EMPLOYMENT OFFER OR CONTRACTOR OFFER MADE BY EMPLOYER TO A PROSPECTIVE EMPLOYEE.
- 12. DISCLAIMER: GRRUPS.COM does not guarantee the performance of any candidate or the accuracy of information provided regarding a candidate, and disclaims any responsibility for claim, loss, or liability as a result of a candidate’s acts or omissions. GRROUPS.COM urges CLIENT to conduct such investigations, as it deems necessary to verify candidate information or to obtain such other information, as it may deem relevant.