Candidate Representation Agreement

This is the annotated, 'explained' version of the agreement Synergistech requires all candidates to accept. Here's (Synergistech's representation agreement, in Acrobat format) the signable version.

Synergistech Communications Inc (“Synergistech”), and __________________________ (“Candidate”) agree to all of the following terms and conditions. The examples in red are offered to clarify but not restrict the interpretation of the foregoing information.

  1. Introduction

Synergistech is a California-based recruiting firm serving the global Information Technology (IT) industry, and profits when employers (“Companies”) who have requested its assistance and/or with which it has established a formal recruiting agreement hire or otherwise engage the services of a candidate that Synergistech introduces. Synergistech is paid by these Companies, and willingly discloses its earnings to affected parties. Synergistech does not demand that Candidates refrain from seeking work directly or through other recruiters, nor does it expect exclusive relationships with the Companies it serves. Synergistech's success depends on trust, reliable performance, and efficiency, which in turn require clear, honest, prompt communication from all concerned. For example, if Joe Jobseeker chooses to work with Synergistech, he is free to work with any other recruiters as well as to apply for jobs independently. It is illegal (at least in California) for a recruiter to charge him for representation. In Synergistech's view, Joe's most important obligation as a candidate is to follow through in good faith with the recruiter who first introduces him to an opportunity he chooses to pursue. Synergistech expects competition, but Synergistech also expects (and rewards) fair-minded efforts from all parties to meet each other's needs.

  1. Authorization to Represent

Synergistech invests substantial time, money, and effort researching, negotiating, and marketing to Companies that might provide Candidate with contract or staff employment. Synergistech also devotes substantial resources to coaching, marketing, and otherwise assisting qualified Candidates to secure employment. For example, Synergistech routinely contacts hiring managers, candidates*, and others seeking to recruit on behalf of their employers, negotiates formal recruiting agreements with those employers, develops detailed job descriptions, and confirms that the job is funded and active. Synergistech assists qualified applicants by getting their questions answered, advising them how to improve their suitability for a given opportunity, coaching them on their interviewing skills, scheduling interviews, lobbying companies for a favorable decision, and notifying all applicants of the eventual outcome.
(* Currently employed candidates seeking other opportunities often introduce Synergistech to their management as they exit because they trust us to find them a worthy replacement.)

In consideration for Synergistech's investment, and upon Synergistech's disclosure to Candidate of the Company's identity, Candidate grants Synergistech the exclusive right to represent Candidate at said Company for a period of six (6) months. Prior to authorizing Synergistech to present Candidate's resume, Candidate may exclude any specific contacts and alternate sources from this provision by informing Synergistech in writing. For example, if Synergistech seeks Joe Jobseeker's permission to send his resume to Ivana Verkhorse, a hiring manager in the IT department at Expedient Enterprises, and Joe doesn't advise Synergistech in writing that he has contacts in this or any other group there before agreeing to proceed, Joe is not allowed to solicit or accept work throughout Expedient except through Synergistech for six (6) months. Alternatively, if before authorizing Synergistech to send his resume to Expedient's IT department, Joe tells Synergistech that he has a friend in Expedient's Tech Support department, and Ivana doesn't hire Joe, he is free to approach Expedient for a job in Tech Support.

Further, Candidate agrees to hold in confidence from potential candidates, hiring authorities, and Synergistech's competitors all 'identifying' information regarding opportunities to which it has been introduced by Synergistech during the prior six (6) months. For example, if Synergistech informs Joe Jobseeker about an opportunity in Ivana Verkhorse's group at Expedient, regardless of whether he lets Synergistech send his resume there he must treat the information he has received as Synergistech's intellectual property and do all in his power not to disclose it to those who might compete with Synergistech or its candidates. Specifically, Joe is not allowed to tell a colleague, friend, hiring manager (at any company), HR professional (again, at any company), or another recruiter the name of the company we've discussed, let alone the name of the group or hiring manager, for six (6) months. If Joe knows of a candidate likely to be both qualified for and interested in the employment opportunity, we encourage him (with Referral Incentives) to put that person directly in touch with us (without disclosing any information identifying the job or its contacts).

This obligation of confidentiality does not apply to information that is (i) already known to Candidate at the time it is disclosed to Candidate by Synergistech, (ii) publicly known through no wrongful act of Synergistech, (iii) rightfully received from a third party without restriction on disclosure and without breach of this agreement, or (iv) approved for release by written authorization of Synergistech. For example, if Joe Jobseeker learns from a trade press article, blog, or podcast about Expedient's plans to purchase the exclusive rights to the National Identity Card database and Synergistech subsequently introduces him to Ivana Verkhorse, the hiring manager for that project, he is not under any obligation to Synergistech to keep confidential the nature of the project or the identity of the company. He is, however, obligated to Synergistech to keep Ivana's name and contact information a secret from other hiring authorities, potential candidates, and those who could compete with Synergistech and its candidates.

If Candidate is solicited to perform any services, or asked to hire indirectly, subcontract, or refer another person to perform any services, for a Company during a period of six (6) months after Synergistech presents Candidate's resume, Candidate shall immediately notify Synergistech in writing and decline to assist Company until authorized by Synergistech. For example, if Synergistech sends Joe Jobseeker's resume to Expedient and, at any time during the subsequent six (6) months, Expedient's representative a) does not hire him but asks Joe for referrals to others he knows can perform certain work, b) encourages him to accept representation by another party, and/or c) offers him work on a subcontracted basis or on condition that he subcontract work to another party, Joe must decline to respond and then contact Synergistech immediately in writing to disclose the nature of the skills sought and who made the inquiry. Pending written approval from Synergistech, Joe must not assist Expedient in any way.

If Candidate is hired by a Company to which it has been introduced by Synergistech, and subsequently resigns a staff position or terminates contract employment, Candidate is immediately free to pursue employment or contractual association with Company, its vendors, or its competitors without restriction. Synergistech does not, has never, and never will seek to restrict anyone from engaging in a lawful profession, trade, or business. For example, whereas other agencies and recruiting firms include non-compete clauses in their agreements with candidates, Synergistech does not, never has, and never will. Such clauses are not only illegal and unenforceable, but also unfair. Synergistech does not fear competition and will never practice restraint of trade.

Synergistech commits to Companies with which it signs recruiting agreements not to solicit or recruit its current staff employees. Synergistech will inform affected Candidates that Synergistech is unable to represent them unless and until Candidate resigns from that job. Synergistech regrets the burden this places on some Candidates, but believes its conduct is both ethical and beneficial to most. For example, suppose you work for Expedient while Synergistech has a recruiting agreement in effect with Expedient. Regardless of Synergistech's success in placing anyone there or even its current or past association with your organization inside Expedient, Synergistech will not be able to assist you in your job search until you have formally resigned from Expedient.

  1. Mailing Lists

Synergistech distributes detailed information about employment opportunities to opt-in mailing lists that it both moderates and keeps private. Subscribers to Synergistech's mailing lists hereby 1) confirm that they are potential candidates for the opportunities described in Synergistech's postings and 2) agree that they will not use the information contained in Synergistech's employment listings to compete with Synergistech or its candidates. For example, you are expressly forbidden to subscribe to Synergistech's mailing lists if you are a recruiter, a human resources or staffing professional, affiliated with a business that competes with Synergistech or its candidates, or if you intend to make the contents of Synergistech's postings available to any of the above.

Subscribers to Synergistech's employment mailing lists further agree 3) to unsubscribe from all Synergistech's employment mailing lists if they join or otherwise become affiliated with a business that competes with Synergistech or its candidates, 4) not to share information contained in Synergistech's employment listings with other mailing lists without Synergistech's written permission, and 5) that permission to share information from Synergistech's employment listings, if granted, applies only to the unique employment listing discussed. Subscribers may forward Synergistech's employment listings to individual candidates they know to be qualified, but Synergistech also encourages subscribers to profit (using Referral Incentives) by sharing with it these candidates' names and contact information. For example, if you know of a qualified individual who might wish to apply for an opportunity you see described in an employment listing from Synergistech, tell us how to contact them. But please don't redirect the contents of a Synergistech employment listing to another group, mailing list, or similar forum without prior written permission from Synergistech.

  1. Referral Incentives

Synergistech will pay US $1,000 to anyone introducing a Candidate whom Synergistech subsequently places into a staff job, for whom Synergistech receives its negotiated placement fee, and who remains employed with Company for the duration of Synergistech's negotiated employment guarantee period. Synergistech will pay such referral fees only to one person, and only once for each Candidate introduced. For example, Joe Jobseeker is the first person to supply the name and current contact information for a candidate who subsequently accepts a staff (salaried/full-time/captive) job with one of Synergistech's clients. The candidate remains employed with the Company for the length of their guarantee period (usually 90 days, but sometimes 180 days), and the company pays Synergistech's invoice in full. Within a few days of the longer of those two periods (that is, the invoice being paid in full or the guarantee period ending) Synergistech cuts a check to Joe (after confirming his mailing address and taxpayer ID) for US $1,000. The next time Synergistech places the same candidate, Joe will not be owed another referral fee.

For contract positions, Synergistech will pay a one-time referral fee of ten (10) percent of Synergistech's profits (not to exceed US $1,000) to the person introducing the placed Candidate to Synergistech. Synergistech will pay such referral fees only to one person, and only once for each Candidate introduced. For example, Joe Jobseeker is the first person to supply the name and current contact information for a candidate who subsequently accepts a contract (1099- or W2-based hourly) assignment with one of Synergistech's clients. The company pays for the candidate's services. Within a few days of receiving a total of US $10,000 in commissions, Synergistech cuts a check to Joe (after confirming his mailing address and taxpayer ID) for US $1,000. If the project ends before Synergistech receives US $10,000 in commissions, Synergistech will promptly cut Joe a check for ten (10) percent of the total received. The next time Synergistech places the same candidate, Joe will not be owed another referral fee.

Synergistech also pays referral fees for introductions to hiring managers who hire one of its Candidates within two months of that introduction. The amount and timing of this payment will vary depending on negotiated terms, but will not exceed US $1,000 or ten (10) percent of Synergistech's profits on the placement. Synergistech will pay such referral fees only to one person, and only once for each hiring manager introduced. For example, Joe Jobseeker is the first person to supply the name and current contact information for a manager who subsequently hires (or is pivotal in having hired) one of Synergistech's candidates. Once Synergistech receives payment for a staff placement, or receives its entire due commission for a contract, Synergistech will cut Joe a check (after confirming his mailing address and taxpayer ID) for ten (10) percent of its profits or US $1,000, whichever is less. Even if the hiring manager hires more than one of Synergistech's candidates, Joe will not be owed another referral fee (unless he also refers the Candidate placed).

  1. Presentation

Synergistech agrees to send Candidate's resume to a Company immediately upon all the following criteria being met:

  1. Candidate signs this agreement without changes and faxes or emails it back to Synergistech
  2. Candidate supplies Synergistech with a current resume and at least two (2) reachable references.
  3. Candidate verbally indicates an understanding of the Company's requirements.
  4. Candidate and Synergistech discuss and agree to compensation terms for the opportunity (with the understanding that such agreement becomes non-binding if the job description changes materially).
  5. Synergistech confirms with Company the status of the opportunity.
  6. Synergistech tells Candidate the name of Company.
  7. Candidate discloses any existing Company contacts and alternate sources in writing, then authorizes Synergistech to proceed.

For example, Joe Jobseeker receives notification of a job for which he considers himself the perfect candidate. He applies via Synergistech's web site, and emails an up-to-date resume in Microsoft Word format. As a bonus, he includes a relevant writing sample and contact information for yet another reference (in addition to the two or more references he's already shared with Synergistech to gain access to our web-based job listings) because he knows this person has recent proof of his ability to walk on water at room temperature. Synergistech contacts Joe and we discuss the opportunity, typically including location, responsibilities, compensation, and intangible issues such as personality, culture, and history. Joe agrees to compensation terms based on the details discussed and subject to the basic facts remaining unchanged. Then, if Synergistech agrees that Joe is a good fit, and has not recently confirmed with the hiring manager that the opportunity remains funded and unfilled, Synergistech checks the position's status. Finally, Synergistech tells Joe the name of the Company and the hiring manager with which it is working. Only then does Joe make his decision about whether to let Synergistech represent him to that company, and inform Synergistech (in writing) about other contacts he has there.

  1. Governing Law and Jurisdiction

This contract is made and entered into under the laws of the state of California in the county of Napa. Synergistech and Contractor agree to adhere to fair business practices and to comply with all federal, state, and local laws and regulations.

Should any dispute arise over the terms, rights, or obligations covered by this Agreement, the parties agree that the dispute will be submitted to arbitration. The arbitration will comply with, and be governed by, the provisions of the California Arbitration Act, Section 1280 through 1294.2 of the California Code of Civil Procedure.

The parties will each appoint one person to hear and determine the dispute and, if they are unable to agree, then the two persons so chosen will select a third impartial arbitrator whose decisions will be final and conclusive on all parties. The cost of arbitration will be borne in such proportions as the arbitrators decide. The judgment of the arbitrators may be entered and enforced by any court having competent jurisdiction.

Witnessed and signed by the following authorized representatives:

Synergistech Communications Candidate
By: __________________________ By: _________________________________
Print Name: Andrew T. Davis Print Name: __________________________
Synergistech Communications, Inc Address: _____________________________
2471 Solano Avenue, #119, Napa, CA 94558 _____________________________________
Date: _________________________ Date: ________________________________