1.  These Terms and Conditions are between Savile Dagny LLC (“the Recruiter”) and the Employer (“the Client” which term shall include all subsidiary and associated companies, firms and associations) seeking to engage the referred Candidate (“the Applicant”).
    

2. These Terms and Conditions are deemed to be accepted by the Client by virtue of a request for an introduction, an interview (whether effected by the Recruiter or directly by the Client), whether in person or by telephone, or email, or by the signing of the Terms and Conditions, or by the engagement (which term includes employment or use, whether under a contract of service or for services, or under an agency, licensee, franchise or partnership agreement) of an Applicant introduced by the Recruiter. An ‘introduction’ shall mean an interview, the acceptance of a CV or Applicant's details, via the post, e-mail, facsimile, or oral communication. This applies whether or not the Client was aware of a candidate previously or the Client knew the candidate prior to introduction.  
    

3. All introductions and Applicant details are confidential and are supplied to the Client on the understanding that it will keep the information confidential and not disclose it to any third party without the Recruiter's prior written consent.
    

4.  Fees will be charged for any Applicant engaged by the Client on a contract, permanent or self-employed basis as a consequence of, or resulting from an introduction to the Client, even though the introduction is made indirectly.  This fee shall be payable if the Applicant is engaged for any position or subsequently re-applies for any other position within the Client company or is engaged by any associate company, firm or person or third party to whom the Client may introduce the Applicant.  All introductions are confidential.  The passing on of an introduction to another employer, recruitment agency, employment business, firm or company which results in an engagement renders the Client liable to pay the Recruiter’s fee as set out above.
    

5. Client agrees to notify the Recruiter as promptly as practicable when it issues an employment offer letter to an Applicant and again when the Applicant accepts an offer.  Client will provide Recruiter by fax or email copies of the offer letter and written acceptance. Recruiter understands and acknowledges that a job offer by Client is contingent upon a number of additional steps in the employment process including, but not limited to, background and reference checking which are performed by Client. The Fee will be considered fully earned when an offer has been extended and accepted, and Recruiter will issue an invoice at that time.  The Fee is payable in full by Client within thirty (30) days of the applicant’s offer letter acceptance. On any unpaid invoice, after it is due Client shall pay Savile Dagny, LLC reasonable costs of collection (including attorneys' fees and expenses).
    

6. The Recruiter endeavors to ensure the suitability of any Applicant introduced to the Client.  However, the Recruiter does not personally establish references and the Client must satisfy himself as to the suitability of any Applicant and shall be responsible for taking up any references (including confirmation of any professional or academic qualifications) provided by any Applicant and/or the Recruiter before engaging such Applicant.  The Client shall be responsible for obtaining work and other permits, for the arrangement of medical examinations and/or investigations into the medical history of any Applicant, and satisfy any medical and other requirements or qualifications required by law, save where it is required by law that the Agency obtains evidence of qualifications, references or permits.
    

7. The Recruiter shall not be liable under any circumstances for any loss, damage or expense suffered or incurred by the Client arising from or in any way connected with the Recruiter seeking an Applicant for the Client or the introduction by the Recruiter to the Client of any Applicant or the engagement of any Applicant by the Client.
    

8. The Recruiter shall not be liable for any loss injury damage costs expenses or delay howsoever caused (and whether direct, indirect or consequential) arising directly or indirectly from the introduction or supply of any Applicant and in particular without limitation to the foregoing the Agency shall not be liable for any such loss injury damages costs expenses or delay arising from or in any way connected with:
   (a)    failure of an Applicant to meet the Client's requirements;
   (b)    any act or omission of an Applicant
    

9. The liability of the Recruiter to the Client for any breach by the Recruiter of these terms and conditions or for any liability in negligence or otherwise shall not (save to the extent that such results in death or personal injury) exceed the Recruiter's commission relating to the introduction or supply of the relevant Applicant.
    

10. The Client shall indemnify the Recruiter against all and any claims and liabilities howsoever arising in respect of any loss injury damage costs expenses or delays suffered or incurred by an Applicant howsoever caused (whether arising out of the Client’s acts omissions or otherwise) and against all and any claims made by any third party (arising from the Client’s omissions or otherwise) and against all and any claims made by any third party arising directly or indirectly or in any way connected with the introduction or supply of an Applicant to the Client or the acts or omissions of any such Applicant.
     

11. The introduction fee is payable by the Client to the Recruiter within 30 days of acceptance of the offer by the referred Applicant. The introduction fee is calculated on the gross annual remuneration which term shall include total twelve (12) months’ base salary and fees, guaranteed and/or anticipated bonus and commission earnings. The Recruiter at its sole discretion may offer discounts from the normal rate applicable, but any such discount shall automatically be revoked if payment is not received within thirty days from the date of invoice, whereupon the full rate shall apply.
    
    Our fee charges are:
    Contingency 25% Total Compensation including Guaranteed / Anticipated Bonuses
    Temporary 30% Total Compensation including Guaranteed/Anticipated Bonuses
    Retained 27% Total Compensation including Guaranteed / Anticipated Bonuses
    
    For Retained Search Assignments all standard terms and conditions apply as stated, unless otherwise agreed individually with a client, with exception of the following: Assignment fees shall be calculated at the rate of 25% of the first year’s “Annual Gross Remuneration”. The fee is payable in three installments:    
    
    1/3rd of Total fee upon acceptance of Retained Search assignment. (Nonrefundable)   
    1/3rd of Total fee upon presentation of a short list of candidates. (Nonrefundable) 
    Remaining 1/3rd being due on offer, and acceptance of the referred Applicant.  A minimum fee of $10,000 is due and payable upon Recruiter's acceptance of a Retained Assignment.
     

12. If the Applicant voluntarily leaves or is terminated by the Client within 90 days from the date of employment or commencement of contract work, the fee will be refunded in full or credit will be granted towards fees for a suitable replacement applicant, provided that Client has paid our Fee in full in accordance with the net terms of this Agreement.
    This warranty does not apply if:
    •           The applicant is discharged by Client following a layoff, downsizing or reorganization of the position.
    •           The applicant is discharged following the Client’s involvement in a sale or merger.
     

13. On receiving a request for the introduction of an Applicant the Recruiter will endeavor to supply an Applicant to the Client from its Candidate Pool. The Recruiter however will not be responsible for the accuracy of any information supplied to the Client in respect of any Applicant save in respect of any legal obligation on the Recruiter to provide the Client with updated information where the same has been provided to or obtained by the Recruiter. The Client is responsible for assessing the suitability of any Applicant and for engaging that candidate and taking up any reference supplied.
     

14. No variation of these Terms and Conditions is valid or binding unless approved in writing by a director of the Recruiter.
     

15. These Terms and Conditions shall be governed for all purposes consistent with the laws of the State of New York. The Parties consent to and select state and federal courts in New York as the jurisdiction and venue to resolve any disputes arising from or related to this Agreement.  
     

16. These Terms and Conditions are valid from October 2016 and supersede and replace all previous Terms and Conditions of the Recruiter.
     

17. We hereby accept the Recruiter’s Terms and Conditions of business as detailed above.

Client……………………………………………………………………………………

Address……………………………………………………………………………………..

Signed………………………………………….Dated……………….

Print name……………………………………Position with Client………………