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USER AGREEMENT
PARTIES TO THIS AGREEMENT
The parties to this User Agreement.the “Agreement”) include you, the user of this web site, and Special Forces Recruiting, Inc. (hereinafter “Company”). This agreement applies to any website operated by Special Forces Recruiting, Inc., including, but not limited to, specialopeartionsrecruiting.com (hereinafter “web site”) and user. “User” or “you” is defined for the purpose of this Agreement as any individual or entity that accesses this web site for any reason. A “candidate” is an individual seeking employment through the use of this web site or the services of Company. The word "employer" refers to an individual or entity seeking to recruit or hire an individual for employment through the use of this web site or the services of Company.
TERMS AND CONDITIONS OF AGREEMENT ACCEPTED
Your access and use of the specialoperationsrecruiting.com constitutes your unconditional and irrevocable acceptance of all the terms, conditions and provisions contained within this Agreement. This agreement is not assignable nor can any term, condition or provision herein be modified. Further, user agrees to be bound by all procedures, rules, conditions, guidelines and policies set forth on this web site in the use of any services provided by this web site or Special Forces Recruiting, Inc. All such posted all procedures, rules, conditions, guidelines and policies are incorporated by reference into this Agreement.
Your use of the specialoperationsrecruiting.com website constitutes your acceptance of the terms, conditions and provisions or this agreement and your acknowledgement that you have read and understand this Agreement. If you do not agree with the following terms, conditions and provisions of this Agreement, you may not access, view, use or secure services from this web site or Special Forces Recruiting, Inc.
This Agreement does not alter any of the terms or conditions of any other written or online agreement you may have or will have with Special Forces Recruiting, Inc.
Special Forces Recruiting, Inc. reserves the right to change or modify any of the terms, conditions and provisions contained in this Agreement or in any policy, rule, practice or guideline referenced herein at any time and in its sole discretion. If the Agreement is changed, Special Forces Recruiting, Inc. will post the new terms or conditions on this web site. Any changes or modifications will be effective upon posting of the new Agreement on this web site as revised. Your access to and use of the web site following the posting of such changes or modifications will constitute your acceptance of the Agreement in its revised form.
LIMITED LICENSE
The Company grants each user a limited license to access and make personal, non-commercial use only of the web site. Any other copying, redistribution, retransmission, or publication of any downloaded material is strictly prohibited without the express written consent of the Company. Such grant does not include, without limitation: (a) resale or commercial use of the web site or content therein; (b) collection or use of any product or service listings or descriptions; (c) derivative uses of the web site and its contents; or (d) use of any data mining, robots, or similar data gathering and extraction methods. Except as noted above, you are not conveyed any right or license by implication, estoppel, or otherwise in or under any patent, trademark, copyright, or proprietary right of the Company or any third party.
You may not use, frame, or utilize framing techniques to enclose any Company trademark, logo or other proprietary information (including the images found at this web site, the content of any text or the layout/design of any page or form contained on a page) without the Company’s express written consent. Further, you may not use any meta tags or any other "hidden text" utilizing a Company name, trademark, or product name without the Company’s express written consent.
COPYRIGHT
All content, copyrighted and copyrightable materials on this web site, including, without limitation, the Company’s logo, design, text, graphics, pictures, and any other files, and the selection and arrangement thereof ("Materials") are all rights reserved Copyright © 2005 Special Forces Recruiting, Inc. or its licensors. Except as stated herein, none of the Materials may be copied, reproduced, distributed, republished, downloaded, displayed, posted, or transmitted in any form or by any means, including, but not limited to, electronic, mechanical, photocopying, recording, or otherwise, without the prior written permission of the Company or the respective copyright owner. Permission is granted to display, copy, distribute, and download one time the Materials on this Web Site for personal, non-commercial, and informational use only, provided that, you may not, without the written permission of the Company or the respective copyright owner, (a) copy, publish, or post any Materials on any computer network or broadcast or publications media, (b) modify the Materials, or (c) remove or alter any copyright and other proprietary notices contained in the Materials.
TRADEMARKS AND SERVICE MARKS
"Special Forces Recruiting, "Special Forces Recruiting, and all other Company marks and logos, and the Company products and services described in this web site, are either trademarks, service marks or registered trademarks of the Company or its licensors, and may not be copied, imitated, or used, in whole or in part, without the prior written permission of the Company or its licensors. Furthermore, all page headers, Company custom graphics, button icons, and scripts are either service marks, trademarks, and/or trade dress of the Company, and may not be copied, imitated, or used, in whole or in part, without the prior written permission of the Company. Company trademarks, service marks and trade dress may not be used in any manner that is likely to cause confusion among customers or in any manner that disparages or discredits the Company.
DESCRIPTIONS MAY BE CORRECTED
The Company attempts to be as accurate as possible. However, the Company does not warrant that information and service descriptions, or other content on this web site is accurate, complete, reliable, current, or error-free. Despite our efforts, it is possible due to computer or other error or cause that a job opportunity, candidate’s information, employer information or service offered on the web site may be inaccurate in its description. In the event the Company determines that information or a service contains an inaccurate description, the Company reserves the right to take any action it deems reasonable and necessary, in its sole discretion, to rectify the error. You agree to comply with any corrective action taken by the Company.
CANDIDATE AND EMPLOYER INFORMATION IS CONFIDENTIAL
The information you provide in your candidate or employer registration on this web site is confidential. Candidate’s name, address, e-mail address and phone number shall not be disclosed to any employer or third party without your prior consent, except to the extent necessary or appropriate to comply with applicable laws or in legal proceedings where such information is relevant. Employer’s registration information and all recruitment orders or job descriptions are confidential. Such employer information shall not be disclosed to any third party, except a candidate being recruited for employment by employer, except to the extent necessary or appropriate to comply with applicable laws or in legal proceedings where such information is relevant.
ACCURATE INFORMATION
As a user of this web site, you are responsible for your own communications and submissions, and are responsible for the consequences of their posting. Posting any incomplete, false or inaccurate biographical information or information which is not your own is strictly prohibited. Furthermore, you represent and warrant that you own or otherwise control all of the rights to the material that you post, that the material is accurate, that use of the material you supply does not violate this Agreement and will not cause injury to any person or entity, and that you will indemnify the Company for all claims resulting from material you supply.
DISCLAIMERS
(1) "AS IS" AND "AS AVAILABLE" BASIS.
THIS WEB SITE AND THE MATERIALS CONTAINED THEREIN ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, AS TO THE OPERATION OF THIS WEB SITE OR THE INFORMATION, CONTENT, MATERIALS, PRODUCTS OR SERVICES INCLUDED ON THIS WEB SITE. YOU EXPRESSLY AGREE THAT USE OF THIS WEB SITE, INCLUDING ALL CONTENT, DATA OR SOFTWARE DISTRIBUTED BY, DOWNLOADED OR ACCESSED FROM OR THROUGH THIS WEB SITE, IS AT YOUR SOLE RISK AND RESPONSIBILITY.
(2) WARRANTY DISCLAIMER.
THE COMPANY DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT AS TO THE INFORMATION, MATERIALS, CONTENT, SERVICES AND PRODUCTS ON THE WEB SITE. THE COMPANY DOES NOT REPRESENT OR WARRANT THAT MATERIALS IN THIS WEB SITE ARE ACCURATE, COMPLETE, RELIABLE, CURRENT, ERROR-FREE, SUBJECT TO CORRECTION OR THAT ANY SUCH MATERIALS AVAILABLE FOR DOWNLOAD FROM THE WEB SITE ARE FREE OF INFECTION OR VIRUSES, WORMS, TROJAN HORSES OR OTHER CODE THAT MANIFESTS CONTAMINATING OR DESTRUCTIVE PROPERTIES. THE COMPANY IS NOT RESPONSIBLE FOR TYPOGRAPHICAL ERRORS OR OMISSIONS RELATING TO PRICING, TEXT, OR PHOTOGRAPHY. WHILE THE COMPANY ATTEMPTS TO ENSURE YOUR ACCESS AND USE OF THE WEB SITE IS SAFE, THE COMPANY CANNOT AND DOES NOT REPRESENT OR WARRANT THAT THIS WEB SITE OR ITS SERVER(S) WILL BE ERROR-FREE, UNINTERRUPTED, FREE FROM UNAUTHORIZED ACCESS (INCLUDING THIRD PARTY HACKERS OR DENIAL OF SERVICE ATTACKS) OR OTHERWISE MEET CUSTOMER'S REQUIREMENTS.
THE COMPANY RESERVES THE RIGHT TO CHANGE ANY AND ALL CONTENT CONTAINED ON THIS WEB SITE AT ANY TIME WITHOUT NOTICE. REFERENCE TO ANY PRODUCTS, SERVICES, PROCESSES, OR OTHER INFORMATION, BY TRADE NAME, TRADEMARK, MANUFACTURER, SUPPLIER, OR OTHERWISE DOES NOT CONSTITUTE OR IMPLY ENDORSEMENT, SPONSORSHIP OR RECOMMENDATION THEREOF BY THE COMPANY.
(3) YOUR RESPONSIBILITY AND RISK
IT IS SOLELY YOUR RESPONSIBILITY TO EVALUATE THE ACCURACY, COMPLETENESS AND USEFULNESS OF ALL OPINIONS, ADVICE, SERVICES, MERCHANDISE AND OTHER INFORMATION PROVIDED ON OR THROUGH THE WEB SITE OR ON THE INTERNET GENERALLY. THE INTERNET CONTAINS UNEDITED MATERIALS SOME OF WHICH ARE SEXUALLY EXPLICIT OR MAY BE OFFENSIVE TO YOU. YOU ACCESS SUCH MATERIALS AT YOUR RISK. THE COMPANY HAS NO CONTROL OVER AND ACCEPTS NO RESPONSIBILITY WHATSOEVER FOR SUCH MATERIALS.
LIMITATION OF LIABILITY
IN NO EVENT SHALL THE COMPANY BE LIABLE FOR ANY DIRECT, SPECIAL, INDIRECT OR CONSEQUENTIAL DAMAGES, OR ANY OTHER DAMAGES OF ANY KIND, INCLUDING BUT NOT LIMITED TO LOSS OF USE, LOSS OF PROFITS, OR LOSS OF DATA, WHETHER IN AN ACTION IN CONTRACT, TORT (INCLUDING BUT NOT LIMITED TO NEGLIGENCE), OR OTHERWISE, ARISING OUT OF OR IN ANY WAY CONNECTED WITH (I) THE USE OR INABILITY TO USE THE WEB SITE OR THE CONTENT, MATERIALS, INFORMATION OR TRANSACTIONS PROVIDED ON OR THROUGH THE WEB SITE, OR (II) ANY CLAIM ATTRIBUTABLE TO ERRORS, OMISSIONS OR OTHER INACCURACIES IN THE WEB SITE OR THE CONTENT, MATERIALS, INFORMATION, PRODUCTS OR SERVICES ON OR AVAILABLE THROUGH THE WEB SITE, EVEN IF THE MHA GROUP OR ITS AUTHORIZED REPRESENTATIVES HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. Certain state laws do not allow limitations on implied warranties, or the exclusion or limitation of certain damages. If these laws apply, some or all of the above disclaimers, exclusions, or limitations, may not apply to you, and you may have additional rights to those contained herein. In such states, the Company's liability is limited to the greatest extent permitted by law.
INFORMATION SUBMITTED BY EMPLOYERS AND CANDIDATES
The Company does not guarantee or represent that communications posted by candidates or employers at this web site are truthful, accurate, or reliable. Any reliance on material posted by other users will be at your own risk. The Company does not screen information posted to this website by candidates or employers.
THIS WEB SITE IS NOT APPROVED, ENDORSED OR SPONSORED BY THE U.S. FEDERAL GOVERNMENT
This web site has not been approved, endorsed or sponsored by the United States Federal Government, Department of Homeland Defense, Department of Defense, any branch of the military services, or any agency thereof. The information and services offered by this web site are not being made by any agency of the United States Federal Government.
USE OF SITE
The web site is restricted to the use for lawful purposes by persons seeking employment opportunities and employers seeking candidates for employment.
DEFINITIONS
"User Agreement" is this Agreement between Special Forces Recruiting, Inc. and any party who uses this website or and Employer who hires a Candidate as an employee or contractor after Special Forces Recruiting, Inc. has identified the Candidate as a potential employee or contractor of Employer.
"SOR" or "Company" is Special Forces Recruiting, Inc., a Florida corporation.
"Employer" is defined as any individual or entity using this website to locate, recruit or hire an employee; or any individual or entity using this website to enter an "Employer Recruiting Order and Job Description; or any individual or entity using this website to induce Special Forces Recruiting, Inc. or its affiliate to locate or recruit an employee for hire by said individual or entity. Any organization seeking to employ a person through this website, or otherwise seeking to fill a vacant employment position or employ any person as a result of communications sent to directly to Special Forces Recruiting, Inc. ("SOR"), or seeks to employ any persons as a result of communications services or information received directly of indirectly from Special Forces Recruiting, Inc. is also included within the definition of "Employer' under Users Agreement. Any subsidiary of Employer, Employer's holding company, organizations affiliated directly or indirectly with Employer, or organization having the substantially the same or similar ownership as Employer are also deemed to be Employer under Users Agreement if any of such organizations hires Candidate within five years of Employer being advised as to the Candidate's identity by SOR. An Employer need not use this website to accept the terms and conditions of this Users Agreement if Employer hires a Candidate submitted to it by SOR. Acceptance of the identify of the proposed Candidate constitutes acceptance of this Users Agreement. "Candidate" includes any individual registered on this website as a candidate for employment; or an individual who uses this website to seek employment; or an individual who is submitted or presented to an Employer for an employment position by Special Forces Recruiting, Inc. or any of its affiliates. An individual located or identified by SOR whose identity is communicated in any way to Employer as a potential employee of Employer prior to such person commencing employment with Employer is also included as a "Candidate" under this Users Agreement.
"Website" is defined as www.specialoperationsrecruiting.com and any other website with registered ownership in the name of Special Forces Recruiting, Inc., a Florida corporation, any other website registered in the name of a corporation or organization affiliated directly or indirectly with any of the foregoing corporations by reason of a common owner or common management.
"Recruiting Services" Any Employer who seeks to locate or employ a Candidate through this website, or uses this website in any way to locate any person hired by Employer, or communicates from or through this website, or registers as an Employer on this website, or submits a job recruiting order through this website, sends SOR a recruiting order directly, or sends SOR a description of the type of person that Employer is seeking to hire, or locates and hires a person through this website, or who seeks to locate or employ a Candidate by other means of communication with SOR, including, but not limited to, direct person to person verbal communications, telephone phone communications, meetings, conferences, gatherings, conventions, fax, e-mail, text messaging, instant messaging service, video conferencing, U.S. postal mail, or any form of electronic communication, or receives any communication from SOR as to any person or Candidate who might be appropriate for employment by Employer, or receives information from SOR as to the identity of any person before hiring such person, is deemed to have received "Recruiting Services" from SOR. Any Employer that receives Recruiting Services or information of any type from SOR resulting in an individual 's identity, or a Candidate's identity, being communicated by SOR to Employer as a potential employee of Employer, and Employer thereafter hires such individual or Candidate within five years of being informed as to the individual's or Candidate's identity by SOR, then, Employer, agrees irrevocably and unconditionally to pay SOR a contingent fee as specified in Users Agreement in considerations of Recruiting Services or information provided Employer by SOR. Employer agrees that all communications with Candidate shall be through SOR until Candidate and Employer execute an employment agreement in the presence of SOR, except at the time of any Employer interview of the Candidate, or other meeting with the Candidate, when a representative of SOR shall be personally present for the meeting or interview to occur, Employer agrees to pay SOR the contingency fee provided below, or payable pursuant to an amendment to this User Agreement, if Employer hires a Candidate submitted to Employer by SOR or hires a Candidate as a result of either Candidate or Employer using this website.
"Sufficient Consideration" In consideration of the mutual obligations of SOR and Employer under the term and conditions of this Users Agreement, which consideration Employer and SOR agree to be sufficient consideration to enforce this agreement, Employer and SOR agree to the contingency fees specified in this Users Agreement.
"Candidate's Total Compensation" is defined as the sum total of any and all forms of compensation paid directly or indirectly to Candidate by Employer with regard to Candidate's first 365 days of employment; or paid with regard to Candidate's total employment period if Candidate is to be employed for less than 365 days by Employer. The definition of "Candidate's Total Compensation" includes, but not limited to, all funds, checks, drafts, bank wire transfers, cash equivalents, bonuses, currency, cash, personal property, real property, other property in any form, profit sharing, transportation expenses, household goods moving expenses, cash value of securities or stock options conveyed by Employer to Candidate; and Employer payments towards any employee benefit, such as health, dental disability, air ambulance, or life insurance premium payments, and any rent payments for Candidate's housing and Candidate's family housing while employed by Employer. "Candidate's Total Compensation" is also defined to include all compensation in any form to be paid directly or indirectly to the SOR Candidate hired by Employer. It includes the hired individual's salary, contractor compensation or fee not to exceed that payable for the first 365 days of services rendered Employer by Candidate; and any sign-up bonus, premium for working in a dangerous or high risk combat zone, relocation expense payment and any form of deferred compensation or money paid to third parties with respect to the transaction involving the hiring of the individual.
"Employment Contract" is defined as a contract of employment between a Candidate and an Employer, whether or not, it is written, verbal or implied from conduct of Candidate and Employer. Employer agrees to provide SOR a duplicate copy of any executed Employment Contract between Candidate and Employer, or between Candidate and any other person or organization affiliated with, or associated directly or indirectly with Employer, at the time of the contract's execution. EMPLOYER AGREES TO PAY A CONTINGENCY FEE IF EMPLOYER HIRES A CANDIDATED SUBMITTED TO EMPLOYER BY SPECIAL FORCES RECRUTING, INC.
In consideration of services or information provided Employer by SOR or the Website, which services or information are deemed sufficient consideration for this User Agreement.y SOR and Employer, SOR and Employer agree to this User Agreement.nd the following contingency fees with regard to any Candidate hired by Employer:
Contract Term - 361 Days or More - 25% of Candidate Compensation or $25,000 Minimum Fee
In the event that a Candidate and Employer enter into a written Employment Contract, or an implied-in-fact Employment Contract for the initial 361 days of the contract term, Employer agrees irrevocably and unconditionally to pay Special Forces Recruiting, Inc., or its assignee or successor, a contingency fee equal to twenty-five percent (25%) of the Candidate's Total Compensation ("CTC"), or $25,000.00, whichever amount is greater.
Contract Term - 270 Days to 360 Days - Fee 25% of Candidate Compensation or $25,000 Minimum Fee
In the event that a Candidate and Employer enter into a written Employment Contract, or an implied-in-fact Employment Contract with a contract term of 270 to 360 days, Employer agrees irrevocably and unconditionally to pay Special Forces Recruiting, Inc., or its assignee or successor, a contingency fee equal to twenty-five percent (25%) of the Candidate's Total Compensation ("CTC"), or $25,000.00, whichever amount is greater.
However, if the term of the Employment Contract ranges from 270 days to 360 days, but the contract includes an option, provision, or actual or implied amendment, allowing either party to extend the initial term of the employment agreement, then the Candidate's Total Compensation and contingency fee shall be computed based upon the maximum possible duration of the contract, which is the total of the initial contract term plus any possible extended term, not to exceed a total of 360 days for purposes of computing Candidate's Total Compensation.
If the term of the Employment Contract ranges from 270 days to 360 days and does not contain any option, provision or actual or implied amendment that could operate to extend the term of the contract beyond the initial term, then Employer agrees irrevocably and unconditionally to pay Special Forces Recruiting, Inc., or its assignee or successor, a contingency fee equal to twenty-five percent (25%) of the Candidate's Total Compensation for the term of the Employment Contract between Candidate and Employer, or $25,000.00, whichever amount is greater.
Contract Term -180 to 269 Days - Fee 25% of Candidate Compensation or $22,500 Minimum Fee
In the event that a Candidate and Employer enter into a written Employment Contract, or an implied-in-fact Employment Contract with a contract term of 180 to 269 days, Employer agrees irrevocably and unconditionally to pay Special Forces Recruiting, Inc., or its assignee or successor, a contingency fee equal to twenty-five percent (25%) of the Candidate's Total Compensation, or $22,500.00, whichever amount is greater.
However, If the term of the above Employment Contract is less than 269 days, but the contract includes an option or provision allowing either party to extend the initial term of the employment agreement, then the Candidate's Total Compensation and contingency fee shall be computed based upon the maximum possible duration of the contract, which is the total of the initial contract term plus any possible extended term, not to exceed 360 days for purposes of computing Candidate's Total Compensation.
If the term of the above Employment Contract is less than 269 days and does not contain any option, provision, or any actual or implied amendment, that could operate to extend the term of the contract, then Employer agrees irrevocably and unconditionally to pay Special Forces Recruiting, Inc., or its assignee or successor, a contingency fee equal to twenty-five percent (25%) of the Candidate's Total Compensation for the term of the Employment Contract between Candidate and Employer, or $22,500.00, whichever amount is greater
Contract Term - Less Than 180 days - Fee 25% of Candidate Compensation or $20,000 Minimum Fee
In the event that a Candidate and Employer enter into a written Employment Contract, or an implied-in-fact Employment Contract with a contract term of less than 180 days,, Employer agrees irrevocably and unconditionally to pay Special Forces Recruiting, Inc., or its assignee or successor, a contingency fee equal to twenty-five percent (25%) of the Candidate's Total Compensation, or $20,000.00, whichever amount is greater.
However, If the term of the above Employment Contract is less than 180 days, but the contract includes an option or provision allowing either party to extend the initial term of the employment agreement, then the Candidate's Total Compensation and contingency fee shall be computed based upon the maximum possible duration of the contract, which is the total of the initial contract term plus any possible extended term, not to exceed 360 days for purposes of computing Candidate's Total Compensation.
If the term of the above Employment Contract is less than 180 days and does not contain any option, provision, or any actual or implied amendment, that could operate to extend the term of the contract, then Employer agrees irrevocably and unconditionally to pay Special Forces Recruiting, Inc., or its assignee or successor, a contingency fee equal to twenty-five percent (25%) of the Candidate's Total Compensation for the term of the Employment Contract between Candidate and Employer, or $20,000.00, whichever amount is greater
RETAINER
Employer agrees to pay Special Forces Recruiting, Inc.("SFR") a retainer of $5,000.00 for each candidate to be recruited by SFR at the time Employer requests SFR search for a specific type of candidate or enters an online job recruiting order at any website affiliated with or operated by Special Forces Recruiting, Inc. This amount shall be non-refundable, but deducted from any contingency fee due with regard to the candidate for which the retainer was paid.
MISCELLANEOUS
This contingency fee is to be paid in U.S. dollars and delivered to Special Forces Recruiting, Inc. by bank wire transfer within seven (7) calendar days of Candidate's acceptance of an offer of employment from Employer and before the Candidate may commence employment. It shall be deemed a conclusive presumption of fact that Employer hired an individual pursuant to this contingency fee agreement if there is any evidence whatsoever tending to indicate or suggest that an individual was hired by Employer after being identified to Employer by Special Forces Recruiting, Inc., or its agents, employees, officers, directors, shareholders or its affiliated organizations or corporations as a potential employee. In consideration of services or information SOR provides to Employer, Employer irrevocably and unconditionally waives any defense, objection or avoidance of an SOR claim for a contingency fee due SOR pursuant to this agreement or Terms of Use where Employer's defense, avoidance, objection, refusal or failure to pay the Candidate's contingency fee to SOR is due to the fact that Employer had knowledge of the identity of the Candidate prior to SOR disclosing the identity of the Candidate to Employer as a person appropriate for employment by Employer, This includes, but is not limited to, Employer becoming aware of Candidate's identity as a result of any of the following: any conduct or communications of Candidate; any conduct or communications of Employer; any communication from the Candidate to Employer; any communication from Employer to Candidate; any and all conduct or communication from any party to Employer informing Employer of Candidate's identity; any conduct or communication by any recruiting firm or employment agency that resulted in Employer learning the identity of Candidate or receiving Candidate's resume; Employer's receipt of Candidate's resume or job registration or information about Candidate from any party, resume distribution service, military unit, military organization or military personnel and their family members; or communication from any governmental agency, any family member of Candidate; any family member of any employee of Candidate, any function, organization, entity, job fair, website, legal entity; or any receipt of any information by Employer about Candidate's identity from person, corporation, association, partnership or any party except SOR. This contingency fee is due and payable if the Candidate is hired by Employer, or any agent, officer, director, employee, shareholder, holding company, subsidiary or affiliate of Employer within five years of being identified to employer by SOR. Employer agrees to pay SOR contingency fees specified herein for each Candidate whose name is submitted or delivered to Employer by Special Forces Recruiting, Inc. and thereafter hired by Employer during the five year period following the date of the submission of the Candidate's name to Employer by SOR . Payment of the contingency fee to SOR by Employer shall be by bank wire transfer to any account designated by SOR within seven (7) calendar days after a Candidate's acceptance of Employer's offer and prior to Candidate commencing employment with Employer. Employer agrees that the recruiting fee of SOR shall be due and payable when the Candidate signs an Employment Contract with Employer, or Candidate commences employment in any way with Employer, whichever event occurs first in time. Any failure of Employer to make timely payment of the recruiting fee to SOR by bank wire transfer will result in weekly late fee payable by Employer to SOR equal to ten percent (10%) of the total recruiting fee due SOR for a hired Candidate payable by Employer to SOR for each seven day period following the initial ten day payment period until such time as the full amount payable to SOR for the Candidate's recruiting fee and all weekly late payment fees are fully paid and delivered to SOR. Employer agrees to pay all reasonable attorneys' fees and costs incurred by SOR in collecting the recruiting fee due SOR by Employer for presenting Candidate to Employer if the recruiting fee is paid by Employer and received by SOR via bank wire transfer within ten (10) calendar days of SOR's e-mailing an invoice to Employer as time is of the essence as to the payment of all recruiting fees to SOR by Employer pursuant to this agreement. If SOR recruits one hundred (100) or more Candidates for Employer during any 12 month period, then the recruiting fees may be reduced by a return of a portion of Employer's recruiting fee payments at the end of such 12 month period, provided both Employer and SOR have entered into a mutually agreed written amendment to this agreement or Terms of Use for reduced recruiting fees based upon the Employer hiring the agreed number of SOR Candidates during the 12 month period.
EMPLOYER AGREES TO PAY CANDIDATE'S AND SOR'S REASONABLE TRAVEL, MEALS AND HOTEL EXPENSE INCURRED IN RECRUITING, PRESNTING AND INTERVIEWING CANDIDATE AND NEGOTIATING THE EMPLOYMENT CONTRACT BETWEEN CANDIDATE AND EMPLOYER
In addition to the contingency fee described herein, Employer agrees to prepay and advance the estimated expenses to be incurred by a Candidate for reasonable travel, meals and hotel expenses incurred in the process of interviewing with employer and negotiating an employment agreement with Employer. Employer agrees to prepay and advance the estimated reasonable expenses to be incurred by SOR personnel for investigative services, legal services, secretarial expenses, travel, meals and hotel expenses incurred for the purpose of recruiting Candidate for employment with Employer, meeting with Employer regarding recruiting of a Candidate, and those reasonable expenses incurred in attending any interview of the Candidate or attending any meeting with the Candidate by Employer from the date Employer communicates any need for candidate for employment with Employer until the date that the Candidate commences employment with employer. The obligation of Employer to pay these expenses is not contingent upon Employer hiring the Candidate. To the extent that any reasonable expenses referenced in this paragraph are not prepaid or advanced by Employer to Candidate and/or SOR, the Employer agrees to pay such expenses within seven calendar days of receiving a written request for reimbursement of such expenses from SOR by bank wire transfer to an account designated by SOR. Any failure of Employer to make timely payment will result in weekly late fee payable by Employer to SOR equal to ten percent (10%) of the total amount due for such expenses for each seven (7) day period following the initial seven (7) day payment period until such time as the full amount invoiced by SOR for such expenses and all weekly late payment fees are fully paid and delivered to SOR. Employer agrees to pay reasonable attorneys' fees and costs incurred by SOR in collecting such amounts due if not received in a timely manner pursuant to the terms of this agreement as time is of the essence as to the payment of all fees and expenses referenced in this agreement.
COMPLETE AGREEMENT
This “User Agreement” constitutes the complete and entire agreement between Employer and Special Forces Recruiting, Inc. No prior written agreement, verbal communications, implied understandings, Employer policy or parole statements may be offered or introduced into evidence to alter the terms or intent of the parties to this written agreement. The mere access of this site by Employer or receipt of any service of information from Special Operations Recurring, Inc. by Employer constitutes a valid electronic signature and renders this agreement enforceable as if an original written document were signed. Employer unconditionally and irrevocably waives all claims and defenses of any type whatsoever to any action at law or in equity brought by Special Forces Recruiting, Inc. to the enforcement of this contingency fee agreement, except Employer’s defense that the identity of the individual hired was not provided to Employer by Special Forces Recruiting, Inc. prior to the date Employer actually hired the individual identified by Special Forces Recruiting, Inc. as a potential employee. Employer agrees to pay all attorneys' fees and costs incurred by Special Forces Recruiting, Inc. or its affiliate, in seeking to enforce this User Agreement.nd recover all sums due as a contingency fee pursuant to this agreement and interest on the unpaid balance of 1 ½% per month.
JURISDICTION
The parties agree that venue and jurisdiction of any action at law or equity based on this contract is West Palm Beach, Palm Beach County, Florida.
NO FEES ARE CHARGED CANDIDATES
Candidates are not charged any recruitment or employment fee if the candidate is hired by an employer through the services of Special Forces Recruiting, Inc.
COVENANT NOT TO ENTER INTO EMPLOYMENT WITH EMPLOYER ACTING IN BAD FAITH
In the event that Candidate accepts an offer for employment, or enters into a contractual relationship with an employer, after being presented as an employment candidate to employer by Company, Candidate agrees not to work for such employer, or employer’s affiliate, subsidiary or related organization for a period of three years after such acceptance in the event that the employer fails to pay Company its contingency fee within two weeks after employee has accepted an employment or contract for employment offer from employer or employer’s affiliate.
INDEMNIFICATION
By accessing this Web Site, you agree to indemnify, defend and hold harmless the Company, its officers, directors, employees, agents, licensors, suppliers and any third party information providers to the Web Site from and against all losses, expenses, damages and costs, including reasonable attorneys' fees, resulting from any violation of this Agreement by you.
THIRD PARTY RIGHTS
The provisions of the paragraphs entitled Third-Party Products and Services, Product and Service Descriptions and Pricing, Disclaimers, Limitation of Liability, and Indemnification are for the benefit of the Company and its officers, directors, employees, agents, licensors, suppliers, and any third party information providers to the Web Site. Each of these individuals or entities shall have the right to assert and enforce those provisions directly against you on its own behalf.
APPLICABLE LAW, VENUE & LIMITATION OF ACTIONS
These terms and conditions shall be governed by and construed in accordance with the laws of the State of Florida, applicable to agreements made and entirely to be performed within the State of Florida, without resort to its conflict of law provisions. You agree that any action at law or in equity arising out of or relating to these terms and conditions shall be filed only in state court in Palm Beach County, Florida or federal court located in Broward County, Florida, and you hereby irrevocably and unconditionally consent and submit to the exclusive jurisdiction of such courts over any suit, action or proceeding arising out of these terms and conditions. Any cause of action or claim you may have with respect to the web Site must be commenced within one (1) year after the claim or cause of action arises or such claim or cause of action is barred.
TERMINATION
Notwithstanding any of these terms and conditions, this Agreement may be terminated by either party without notice at any time for any reason, provided that you may no longer access or use the Web Site after this Agreement has been terminated. The provisions of the paragraphs entitled Covenant Not To Enter Into Employment With Employer Acting In Bad Faith, Copyright, Trademarks and Service Marks, Third Party Content, Submissions, Export Restrictions, Disclaimers, Limitation of Liability, Indemnification, Third Party Rights, Applicable Law, Venue and Limitation of Actions, Termination, Severability, Enforceability and Admissibility and Miscellaneous shall survive any termination of this Agreement.
SEVERABILITY
If any provision of this Agreement shall be deemed unlawful, void, or for any reason unenforceable, then that provision shall be deemed severable from these terms and conditions and shall not affect the validity and enforceability of any remaining provisions.
ENFORCEABILITY & ADMISSIBILITY
This electronic document and any other electronic documents, policies and guidelines incorporated herein will be: (a) deemed for all purposes to be a "writing" or "in writing," and to comply with all statutory, contractual, and other legal requirements for a writing; (b) legally enforceable as a signed writing as against the parties subject to the electronic documents; and (c) deemed an "original" when printed from electronic records established and maintained in the ordinary course of business. Electronic documents that are introduced as evidence in any judicial, arbitration, mediation or administrative proceeding will, if established and maintained in the ordinary course of business, be admissible to the same extent as business records in written form that are similarly established and maintained.
MISCELLANEOUS
The failure of the Company to insist upon or enforce strict performance of any provision of this Agreement shall not be construed as a waiver of any provision or right. Neither the course of conduct between the parties nor trade practice shall act to modify any provision of this Agreement. The Company may assign its rights and duties under this Agreement to any party at any time without notice to you.
This Agreement is Effective as of April 10, 2005
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