(Effective as of [October] [23], [2025])
“Agency” means the recruitment and placement company issuing these Terms.
“Client” means the company or organization engaging the Agency for recruitment services.
“Candidate” means any individual sourced, introduced, or referred by the Agency.
“Hire” means any Candidate engaged by the Client, whether as an employee, contractor, consultant, or otherwise.
“Start Date” means the Hire’s first working day with the Client.
“Monthly Placement Fee” means the recurring service fee described in Section 4.
“Buyout Fee” means the one-time fee described in Section 8.
(a) The Agency provides sourcing, screening, and placement of qualified candidates for direct-hire or remote roles.
(b) The Agency is not the employer of record and does not handle payroll, tax withholding, or employee benefits.
(c) All placements are direct engagements between the Client and the Candidate.
(d) The Agency may offer advisory support (e.g., job descriptions, interview coordination, onboarding) but such services are non-binding and advisory only.
(a) Both Parties shall comply with applicable Philippine laws, including the Labor Code, the Data Privacy Act of 2012 (RA 10173), and relevant BIR invoicing regulations.
(b) The Client shall ensure its hiring practices comply with labor, anti-discrimination, and data protection standards.
(c) The Agency, being registered in the Philippines, shall fulfill all tax and regulatory obligations locally.
(a) The Client shall pay a non-refundable Engagement Fee of ₱10,000.00 per role or headcount to initiate recruitment.
(b) This fee is credited to the first monthly placement invoice if a Hire occurs within ninety (90) calendar days of payment.
(c) If no Hire occurs within this period, the fee remains non-refundable.
(a) For each successful Hire, the Client shall pay a recurring Monthly Placement Fee equivalent to twenty percent (20%) of the Hire’s gross monthly salary for every full or partial month the Hire remains employed.
(b) The first invoice is due thirty (30) days after the Start Date, and subsequent invoices recur automatically every 30 days.
(c) If the Hire’s salary changes, the Monthly Placement Fee automatically adjusts in the same billing month.
(d) The Monthly Placement Fee continues until a Buyout or valid Stop-Billing occurs.
(a) All fees quoted by the Agency are inclusive of applicable Philippine taxes.
(b) The Client shall pay the exact invoiced amount without adding or withholding any taxes.
(c) The Agency, being based and registered in the Philippines, is solely responsible for reporting and remitting applicable taxes.
(d) Invoices are issued monthly in PDF format and sent via email. Each invoice includes invoice number, candidate name, billing period, and due date.
(e) The payment term is Net 30 from the invoice date.
(f) Official Receipts will be issued in compliance with BIR rules upon confirmation of cleared payment.
(a) Past-due balances accrue 2% per month (0.066% per day) interest.
(b) If any invoice remains unpaid after forty-five (45) days, the Agency may suspend all services, including candidate referrals and replacements, until full payment is received.
(c) Unpaid accounts may be referred for collection, and the Client shall bear reasonable recovery costs and legal fees.
(a) The Agency provides a thirty (30) day replacement guarantee from the Start Date.
(b) If the Hire resigns or is terminated for just cause within this period, and the Client has paid all due fees, the Agency will provide one (1) free replacement for the same position.
(c) If no replacement is found within 30 days of notice, the Agency shall issue a credit note valid for six (6) months toward future placements.
(d) No cash refunds shall be made.
(a) At any time during the Hire’s active engagement, the Client may stop recurring monthly billing by paying a Buyout Fee equal to 20% × 12 × the Hire’s current gross monthly salary.
(b) The Buyout Fee must be paid in full within fifteen (15) calendar days from the Client’s written notice of intent to exercise the option.
(c) Upon payment, all future placement fees for that Hire are waived.
(d) The most recent gross monthly salary shall be used if a salary change occurred before the Buyout.
(a) Provide accurate job details, salary information, and feedback timelines.
(b) Notify the Agency within five (5) business days of any resignation, termination, or employment change.
(c) Conduct all employment-related obligations, including contracts, payroll, benefits, and compliance with labor laws.
(d) Maintain confidentiality of all candidate information and refrain from sharing profiles outside legitimate hiring purposes.
(a) The Client agrees that for as long as any Candidate introduced by the Agency remains employed or engaged, it shall not directly or indirectly hire, rehire, or refer the Candidate to any third party except through the Agency.
(b) If breached, the Client shall immediately pay the Agency a Buyout Fee equal to 20% × 12 × the Candidate’s current gross monthly salary.
(c) This clause applies to the Client and all its affiliates, partners, or related entities engaging the Candidate.
(a) Both Parties agree to protect all non-public and personal data obtained during the engagement.
(b) The Agency processes Candidate information in compliance with the Data Privacy Act of 2012 (RA 10173) and ensures lawful consent, secure storage, and restricted access.
(c) The Client consents to cloud-based and cross-border data storage for recruitment purposes, with appropriate security safeguards.
(d) Candidate data must be deleted or returned upon request or when no longer needed.
The Agency retains ownership of its proprietary templates, recruitment systems, assessments, and methodologies. The Client receives a limited, non-exclusive, non-transferable license to use deliverables only for internal hiring purposes.
(a) The Agency shall perform services with reasonable care and diligence.
(b) The Agency does not warrant or guarantee any Candidate’s performance, behavior, or retention.
(c) Services are provided “as is,” without implied warranties of fitness for a particular purpose.
(a) The Agency’s total liability under this engagement shall not exceed the total fees paid by the Client in the three (3) months immediately preceding the claim.
(b) Neither Party shall be liable for indirect, incidental, or consequential losses, including loss of profits, opportunities, or goodwill.
The Client shall indemnify and hold the Agency harmless from any claims, liabilities, or damages arising from the Client’s employment relationship with any Hire, including payroll, taxes, benefits, workplace disputes, or misuse of Candidate data.
Neither Party shall be liable for any delay or failure to perform obligations due to causes beyond reasonable control (e.g., natural disasters, power outages, epidemics, war, or government restrictions). Payments for services already rendered remain due.
(a) These Terms take effect upon acceptance or first use of Agency services.
(b) Either Party may terminate with thirty (30) days’ written notice delivered by email or other verifiable means.
(c) Termination does not cancel accrued fees or obligations.
(a) These Terms are governed by the laws of the Republic of the Philippines.
(b) Any dispute unresolved through negotiation shall be submitted to arbitration under the Philippine Dispute Resolution Center, Inc. (PDRCI) rules.
(c) The arbitral decision shall be final and binding upon both Parties.
All official notices shall be sent via email:
Notices are deemed received when successfully transmitted to the last provided address.
(a) The Agency may update these Terms with notice via website or email.
(b) In case of any conflict between these Terms and a signed Recruitment Services Agreement, the signed RSA shall prevail.
If any provision of these Terms is found invalid or unenforceable, the remaining provisions remain in full effect.
Neither Party may assign these Terms without the other’s written consent, except in connection with a merger, acquisition, or internal reorganization.
Both Parties shall comply with all applicable anti-bribery, anti-corruption, and fair competition laws. No unlawful payments, kickbacks, or inducements shall be offered or accepted.
Headings are provided for convenience only and do not affect interpretation.
These Terms are written and shall be construed in the English language, which shall prevail in any interpretation or dispute.
HeartWorks Careers | info@heartworkscareers.com
Philippines
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