1. INTRODUCTION & DEFINITIONS
This is an agreement (“Agreement”) between you and DarDan Ventures, an Illinois Corporation, the owner and operator of HiredMD.com (the “Site”) and the HiredMD.com physician recruitment service (the “Service”).
BY ACCESSING, USING, OR BROWSING THIS SITE IN ANY WAY, INCLUDING COMPLETING THE REGISTRATION PROCESS, YOU REPRESENT THAT (1) YOU HAVE READ, UNDERSTAND, AND AGREE TO BE BOUND BY THIS AGREEMENT; (2) YOU HAVE THE AUTHORITY TO ENTER INTO THE AGREEMENT ON BEHALF OF THE EMPLOYER YOU NAMED IN THE REGISTRATION.
In this document, “HiredMD.com,” “us,” “we,” and “our,” refer to DarDan Ventures, Inc., and/or our Site (HiredMD.com) or Service. “You” refers to the individual or legal entity used to register on the Site. The term “job seeker” or "job seekers" refers to Physician who has registered as a User seeking job opportunities on HiredMD.com. The term “Employer” or "Employers" refers to companies interested in using our Service to hire job seekers. “Auction(s)”, "Bids", "Bidding”, “Counterbidding" refers to the bidding and auction process offered through the Service. All auctions, bids, counterbids, and bidding are non-binding and do not create any contractual obligations to any user - Job seekers or Employers. "Content" refers to all photos, resumes, and information that you post using the Service and Site.
As an Employer or Job Seeker, you agree to keep all content gained from using the site confidential. And, you agree that (1) you will follow all privacy and data protection laws as it relates to any content gained from using the site; (2) you will not disclose the names or identities of any user; and (3) you will take appropriate measures to protect content you gained via the site and service. Additionally, you agree to not publicly disclose any content or job offer(s) of which you became aware of through our Site or Service.
NOTE THAT THIS AGREEMENT REQUIRES THE USE OF ARBITRATION ON AN INDIVIDUAL BASIS TO RESOLVE DISPUTES AND NOT JURY TRIALS OR CLASS ACTIONS. IN THE EVENT OF A DISPUTE, THIS AGREEMENT LIMITS THE REMEDIES AVAILABLE TO YOU.
DARDAN VENTURES RESERVES THE RIGHT TO ALTER THIS AGREEMENT AT ANY TIME. Upon making changes to this agreement, a new copy will be made available on the Site and we will send you an e-mail to the last e-mail address you provided to us. Any changes to the Agreement will be effective immediately. We may require you to provide consent to the updated Agreement. Your continued use of the site after notice of such changes implies your consent to the change(s) even if not expressly agreed to in the manner we require.
2. HIREDMD.COM DESCRIPTION OF SERVICE FOR JOB SEEKERS
HiredMD.com is a site and service that uses a non-binding auction and bidding process to connect job seekers and Employers. Job seeker use of HiredMD.com is free.
As an Employer, you have the opportunity to search for job seekers and bid on any job seekers. All bids, bidding, and auctions are non-binding. All bids, bidding, and auctions do not create a binding employment contract. A Placement Fee will be collected from you only after you have hired a job seeker via the site or service. YOU UNDERSTAND THAT YOU ARE RESPONSIBLE FOR CONDUCTING ANY BACKGROUND CHECKS, OR OTHER DUE DILIGENCE BEFORE MAKING AN OFFER OF EMPLOYMENT TO A JOB SEEKER.
In registering for an account on the Site, you agree to (1) provide true, accurate, current, and complete information about yourself as prompted by the Services’ registration form (“Registration Data”), and (2) maintain and promptly update the Registration Data to keep it true, accurate, current and complete. You are responsible for all activities that occur under your account. If you provide any Content that is untrue, inaccurate, not current, or incomplete, or HiredMD has reasonable grounds to suspect that such Content is untrue, inaccurate, not current or incomplete, HiredMD has the right to suspend or terminate your account and refuse any and all current or future use of the Site or Service. You agree not to create an account using a false identity or false information, or on behalf of someone other than yourself. You agree that you shall not have more than one account. You agree not to create an account or use the Site or Service if you have been previously removed by HiredMD, or if you have been previously banned from the Site or Service.
In order to use HiredMD as a job seeker you must register and create a profile. The use of the Site and the Service is free for job seekers. When registering with HiredMD, we may require you to provide us information such as your name, e-mail address, employment history, work experience and skill set. Furthermore, you agree to provide us with any other identifying documents that we may request. We may also allow you to use a third party service such as Github, LinkedIn,Twitteretc to register. We will review the information that you provide to us during the registration process and we may also review any other information about you that is publicly available. We reserve the right, in our sole discretion, to accept or reject your registration to use our Site and Service. If your registration is accepted, you will be allowed to use our Service.
In order to use HiredMD as an Employer you must also register. Registration is free. When registering we may ask you for additional information related to your company and the types of job seekers you are looking for. We may also allow you to use a third party service such as Angellistetc to register. We will review the information that you provided to us during the registration process and any other information that is publicly available. We reserve the right, in our sole discretion, to accept or reject your registration to use our Site and Service. If your registration is accepted, you will be allowed to bid on the services of job seekers that have posted their profiles on HiredMD.
4. YOUR RESPONSIBILITIES
You are responsible for your use of the Site and Service and for any use of the Site or Service made using your account. You agree not to access, copy, or otherwise use the Site or the Service, including our intellectual property and trademarks, except as authorized by this Agreement or as otherwise authorized in writing by HiredMD. Remember, when using HiredMD, we ask you to act reasonably and responsibly with others. Your continued access to our Site and use of our Service are contingent on your agreement to act in a proper manner.
When using our Site and Service:
You will not copy, distribute, or disclose any part of the Site or the Service in any medium, including, without limitation, by any automated or non-automated “scraping”;
You will not use any automated system, including without limitation “robots,” “spiders,” “offline readers,” etc., to access the Site or the Service in a manner that sends more request messages to HiredMD servers than a human can reasonably produce in the same period of time by using a conventional on-line web browser (except that HiredMD grants the operators of public search engines revocable permission to use spiders to copy materials from the publicly available searchable indices of the materials, not caches or archives of such materials);
You will not attempt to interfere with, compromise the system integrity or security, or decipher any transmissions to or from the servers running the Site or Service;
You will not take any action that we determine, in our sole discretion, imposes, or may impose, an unreasonable or disproportionately large load on our infrastructure;
You will not upload invalid data, viruses, worms or other software agents through the Service;
You will not collect or harvest any personally identifiable information, including account names, from the Service;
You will not access the Site or Service through any technology or means other than those provided or authorized by the Service (and access to the Site or Service through virtual private network or proxy is expressly forbidden);
You will not sell, transfer, or assign the Service, or your right to use the Service, to any third party, or offer the Service, or any Content obtained from the Site or Service, on a time-sharing or other commercial basis;
You agree to act within the bounds of common decency when using our Site;
You agree not to stalk, harass, bully or harm another individual;
You agree not to impersonate any person or entity, use a fictitious name, or misrepresent your affiliation with a person or entity;
You agree not to violate any requirements, procedures, policies, or regulations of networks connected to HiredMD;
You will not use our Site to post any false, misleading, unlawful, defamatory, obscene, invasive, threatening, harassing, inflammatory, fraudulent Content or post any information or content about a company or individual;
You agree not to cause, or aid in, the destruction, manipulation, removal, disabling, or impairment of any portion of our Site, including the de-indexing or de-caching of any portion of our Site from a thirty party’s website, such as by requesting its removal from a search engine;
You will not upload any Content to our Site that includes any third party intellectual property unless you have permission from the owner to use it in the specific manner that you used it;
HiredMD may terminate your account for violating one or more of your responsibilities, for violating applicable federal or state law, any other provision in this Agreement, or for any other lawful purpose or at our discretion, with or without notice.
5. AUCTION AND BIDDING PROCESS
JOB SEEKER'S ROLE
After a job seeker has registered and created a profile on HiredMD, he or she will be able to create a listing for an auction using software made available by us through the Service. Job seekers are solely responsible for running their own auctions. Employers will then have the opportunity to bid on the job seeker’s services. By creating a listing and using the auction and bidding process, the job seeker can see which Employers may be interested in hiring him or her. At the conclusion of the bidding process the job seeker may, but is not required to, contact any Employer that bids on his or her services. All bids by Employers through our Site and Service are non-binding. The job seeker must comply with this Agreement, and any other rules or instructions from HiredMD, when conducting an auction.
After an Employer’s registration has been accepted by us, the Employer will be able to browse the job seekers on our Site, communicate anonymously with these job seekers, and submit preliminary non-binding job offer bids in response to auctions conducted by job seekers. If an Employer hires a job seeker from our Site, the Employer will owe HiredMD a Placement Fee (as defined in Section 6 below).
Once an Employer has discovered a job seeker on our Site or Service, the Employer agrees to communicate exclusively with the job seeker through our Site and Service for the duration of the pre-auction, auction, and bidding process. The Employer and the job seeker may use other means of communication during the hiring process. The Employer agrees not to attempt to circumvent our Site and Service by independently attempting to communicate and hire the job seeker through alternative means after discovering the job seeker on our Site or Service.
HiredMD does not act as an auctioneer for the purposes of the bidding process. HiredMD merely provides job seekers a location and the software tools to enable them to find and connect with Employers. Job seekers and Employers are solely responsible for any issues arising from the use of the HiredMD auction software or their use of Service.
Any agreements created between an Employer and a job seeker are not binding on us. We are not liable for, or obligated to enforce, any agreements between an Employer and a job seeker. You will not consider HiredMD, nor will HiredMD be construed as, a party to such transactions, whether or not HiredMD receives some form of remuneration in connection with the transaction, and HiredMD will not be liable for any costs or damages arising out of or related to such a transaction.
No contractual obligations are created for either the job seeker or the Employer through the use of the Service. The job seeker is not obligated to accept the highest bidder or any bidder at all. Additionally, bids submitted by an Employer to a job seeker through the bidding process are not binding on the Employer. At the end of the bidding process the job seeker may choose which Employer, if any, he or she wishes to contact.
6. PAYMENTS AND REFUNDS
FOR JOB SEEKERS
HiredMD is free for job seekers. A job seeker is required to promptly notify HiredMD if the job seeker (a) accepts an offer of employment (an “Employment Offer”), whether for an indefinite or fixed term, (b) accepts an offer of employment as a contractor or consultant (a “Consulting Offer”), whether for an indefinite or fixed term (each, a “Consulting Engagement”).
If you are a job seeker who is using our Site and Service, you agree that (1) if you receive a Covered Offer, you shall promptly notify HiredMD of your Start Date and the key terms of such Covered Offer (and notify HiredMD promptly should that Start Date or offer terms change at any time), (2) you shall provide HiredMD with (a) a copy of a fully executed Covered Offer, or (b) execute a document between Employer, HiredMD, and job seeker that states material employment terms, including, among other things, Start Date and compensation promptly upon the Effective Dateand (3) you will promptly notify HiredMD after termination of your employment as an employee, consultant, or contractor (“Employment”) in the event that (a) an Employer terminates your Employment based on unsatisfactory performance within ninety (90) days of the date on which your Employment commenced, or (b) you voluntarily terminate your Employment within ninety (90) days of the date on which your Employment commenced. In the event that before the Start Date, either Employer or job seeker elect not to begin the employment relationship contemplated by the Covered Offer, job seeker shall promptly notify HiredMD and such job seeker shall not be eligible for any remuneration as outlined in the Covered Offer.
Once we have accepted the registration of an Employer, the Employer will be able to browse, bid, and contact (through the Service) job seekers listed on our Site and Service. If a job seeker identified through the use of our Service accepts a Covered Offer, the Employer will be charged a Placement Fee equal to 15% of the job seeker's first year base salary. However, we understand that other fee structures (like fixed fee or fee splits) may be required by your Organization. We are glad to work within these constraints. For purposes of this Agreement, “Placement Fee” shall refer to both Upfront Placement Fees and Monthly Placement Fees, and shall be collected, as set forth below:
In the case of an Employment engagement, the Employer may elect to pay one of the following two Placement Fee options: (a) the Employer may pay a Placement Fee equal to 15% of the job seeker’s first year base salary or as agreed (an “Upfront Placement Fee”), which amount shall be due and payable five (5) days after the Start Date (the “Upfront Placement Fee Option”); OR (b) in the event that DarDan Ventures in its sole discretion has approved the Employer to pay on a monthly basis, the Employer may pay a monthly Placement Fee equal to 1% of the Employee’s first year base salary or as agreed (a “Monthly Placement Fee”), with the first payment due on the Start Date and each subsequent payment due monthly thereafter for twenty-four (24) months until the earlier of (i) payment of twenty-four Monthly Placement Fee installments or (ii) termination of the job seeker for whom the Monthly Placement Fee Option was selected (the “Monthly Placement Fee Option”).
In the case of a Consulting Engagement, the Employer shall pay a Placement Fee equal to 15% of the compensation to be paid for the period of such Consulting Engagement (an “Upfront Placement Fee”), which amount shall be due and payable five (5) days after the Start Date, and if the Consulting Engagement is for an indefinite period and/or there is no fixed fee for the Engagement, 15% of the compensation paid in each month (a “Monthly Placement Fee”), commencing on the Start Date, for as long as the Consulting Engagement continues.
Employers are required to promptly notify DarDan Ventures once a job seeker has accepted a Covered Offer and notify DarDan Ventures of the Start Date for such job seeker (including prompt notification of any subsequent changes in such Start Date.) Employers shall provide DarDan Ventures with (1) a copy of a fully executed Covered Offer, or (2) execute a document between Employer, DarDan Ventures and job seeker that states material employment terms, including, among other things, Start Date and compensation promptly upon the Effective Date. In the event that before the Start Date, either Employer or job seeker elect not to begin the employment relationship contemplated by the Covered Offer, Employer shall promptly notify DarDan Ventures and the job seeker shall not be eligible for any job seeker Payment.
The Employer will owe DarDan Ventures a Placement Fee for any Covered Offer which is accepted by a job seeker, as defined above.
Notwithstanding the foregoing, in the event of a Placement Fee dispute, if an Employer can establish that the Employer had an Active Process (as defined below) with the job seeker before using our Site and Service (e.g., the job seeker had already begun the interview process with the Employer and such process had not been terminated, or the Employer had received the job seeker’s resume from an employment agency or headhunter and was under active consideration by the Employer), the Employer may be exempted from paying the Placement Fee. However, the final determination as to whether a Placement Fee is owed by the Employer for an accepted Covered Offer will be at the sole discretion of HiredMD. For the purposes hereof, “Active Process” shall mean continuous direct, back & forth communication, in an active recruiting or hiring context where a decision to put a candidate on hold or reject has not been made, within the three (3) months prior to using the Site or Service for a job seeker that exists in Employer’s applicant tracking system or that was submitted by a recruiting agency.
IF YOU ARE AN EMPLOYER WHO IS using our Site and Service, YOU agree to these Placement Fee provisions and you acknowledge that a portion of the Placement Fee will be paid by DarDan Ventures to the job seeker. If you do not agree with any of these provisions, please terminate your account immediately and cease using HiredMD. YOUR OBLIGATION TO PAY ANY Placement Fees SHALL SURVIVE ANY
TERMINATION OF THIS AGREEMENT.
If an Employer circumvents our Site and Service after discovering a job seeker through our Site or Service and subsequently hires that job seeker, the Employer will be billed a Placement Fee equal to 15% of the 1st year base salary of the job seeker and DarDan Ventures may, in its sole discretion, terminate the Employer’s account.
Employer agrees to pay the Placement Fees charged to Employer’s account in accordance with the fees, charges, and billing terms in effect at the time the Placement Fee is due and payable hereunder. A placement fee is payable for all DarDan Ventures candidates who accept a permanent position with you. An invoice will be issued on the same day as the candidate accepts the position, and full payment of invoices must be paid within 5 business days from the date of invoice.
CHANGES IN FEES AND BILLING METHODS
DarDan Ventures reserves the right at any time to change its fees and billing methods.
If (a) an Employer hires a Job Seeker from the Site or Service and terminates the Job Seeker's employment within 90 days of the start date based on performance, or (b) a Job Seeker voluntarily resigns his or her employment within ninety 90 days of the Start Date, or (c) the Job Seeker does not start employment because either the Employer or Job Seeker elects not to begin the employment relationship, DarDan Ventures will fully refund to the Employer the Upfront Placement Fee related to the terminating Job Seeker (if such Upfront Placement Fee was paid by Employer prior to the Termination Event). The refund is subject to the proviso that:
The original invoice was paid by the Client within 5 business days of invoice date.
If you have any questions about these Terms, the practices of this site, or your dealings with this site, please contact us at:
Last Updated May 9, 2014