You (individually and collectively referred to herein as the Subscriber) agree to adhere to the following Terms of Use and Subscriber Agreement (the Agreement) while utilizing Find A Recruiter (individually and collectively referred to herein as the System):

This System (which shall include all information, products, services, software, databases, and web site available from Find A Recruiter or offered as part of or in conjunction with Find A Recruiter) is offered to the Subscriber, conditioned on Subscriber's acceptance without modification of the terms, conditions and notices contained herein. Subscriber's use of this System constitutes agreement to all such terms, conditions and notices.

Eligibility

Subscriptions to Find A Recruiter are limited to 3rd party recruiting firms who directly represent employers on a contingency or retained basis. Examples of 3rd party recruiting firms may include but are not necessarily limited to: headhunters, executive search firms, and staffing agencies.

Find A Recruiter reserves the right to determine, in its sole discretion, whether a firm meets the eligibility requirements for subscriptions.

Subscriptions

All subscription offers are made to eligible, qualified, Subscribers. By applying for a subscription, Subscribers agree to receive our mailing and marketing materials. As the expiration date of a Subscriber's subscription term approaches, the Subscriber may be invoiced for a new subscription term. If the invoice is paid, the subscription and its associated benefits will continue; otherwise, the subscription will become inactive on its expiration date. When subscription becomes inactive, all features, services, and benefits of the subscription cease. These may include but are not limited to: jobs entered in the System, distribution of jobs, web pages maintained by the System, resume forwarding services, domains or domain forwarding services, Find A Recruiter listings, ads, and email aliases or email forwarding services.

Satisfaction Policy

If Subscriber is not satisfied with the products and/or services provided by Find A Recruiter, promptly contact Subscription Services at 888.364.4667 and notify Find A Recruiter of such dissatisfaction. Find A Recruiter reserves the right to request any such dissatisfaction in writing. At such time, the parties agree to work in good faith to resolve any performance issues.

Advertisements

THE APPEARANCE OF EMPLOYMENT ADVERTISEMENTS OR RESUMES IN THE SYSTEM DOES NOT NECESSARILY INDICATE ANY ENDORSEMENT OF, OR AFFILIATION,OR RESUME OR ASSOCIATION WITH THE SYSTEM BY THE ENTITY WHOSE ADVERTISEMENT APPEARS. Find A Recruiter DOES NOT ENDORSE ANY ENTITY ADVERTISING ON THE SYSTEM.

No Unlawful or Prohibited Uses

The System may be used only for lawful purposes by Subscribers seeking to fill open, verifiable positions on behalf of their client companies and advertise their company and services. As a condition of use of this System, Subscriber warrants to Find A Recruiter and its affiliates that Subscriber will not use this System for any purpose that is unlawful or prohibited by these terms, conditions and notices.

Prohibited Uses of the System include, but are not necessarily limited to the following:

• Reselling Forbidden. The reselling of any part of the System or the services or benefits provided by the System is expressly forbidden. All usage of the system must be contracted directly via Find A Recruiter or one of our authorized affiliates. Reselling of the Find A Recruiter System or any of its components without prior, written permission from Find A Recruiter will result in an immediate cancellation, without refund, of any remaining portion of the subscription amount and may be subject to legal action.
• A Subscriber shall not place any employment advertisement or candidate profile in the System that is not directly represented by Subscriber's registered Office.
• A Subscriber shall not make available (via phone, fax, email, postal service, or electronically) the System or any information obtained thereof to any person not working in Subscribers registered Office.
• A Subscriber is permitted one set of contact information. (e.g. phone, fax, address, e-mail address, web domain, and phone extension). Contact information is automatically included in every employment advertisement Find A Recruiter places on each Subscriber's behalf. No additional contact information may be placed within the advertisement.
• A Subscriber shall not use or attempt to use any engine, software, tool, agent, or other device or mechanism (including browsers, spiders, robots, avatars, or intelligent agents) to navigate or search the System The only search engines or search agents allowed are those available to Subscribers from Find A Recruiter through the System or other generally available third party web browser (e.g. Netscape Navigator, Microsoft Explorer).
• A Subscriber shall not mass market or solicit via e-mail, fax, or telephone, or other means to job seekers identified through the candidate resources (including resume databases) or to other Subscribers.
• The sharing of passwords, login information, or user identification is forbidden. Violation of this prohibition will result in an immediate cancellation, without refund, of any remaining portion of the subscription amount. Each Subscriber must use the login information for his registered Office's subscription.
• Except as otherwise expressly provided, no Subscriber may modify, copy, distribute, transmit, display, perform, reproduce, publish, license, create derivative works from, transfer or sell any information, software, products or services obtained from or available as part of or in conjunction with this System.
• If Find A Recruiter, in its sole discretion, determines that a Subscriber has violated one or more of these terms and conditions of this Usage Agreement, such violation(s) may result in the immediate termination of that subscription without refund.

Subscriber Responsibilities

All Subscribers agree to the following:

• Each Subscriber shall be responsible for the accuracy, timeliness, and completeness of any employment advertisements or company profiles its users place in the System.
• Each Subscriber shall present in the System only genuine, verifiable employment advertisements from Subscriber's company or from verifiable companies with which Subscriber has a direct, explicit, agency relationship.
• A Subscriber shall not post duplicate positions, multiple positions within one ad, or copy (plagiarize) other employment advertisements or candidate profiles.
• A Subscriber shall remove employment advertisements and/or candidate profiles from the System within two business days from the time such advertisements or profiles become no longer viable or valid.
• A Subscriber shall be responsible for the actions and omissions of its users.

Content Searching and Distribution

The System may also provide members with access to one or more searchable databases including, for example: candidate profiles, jobs, and other members or employment professionals. The age and total number of records contained in those databases will vary over time.

Links to Third Party Sites

This System may contain hyperlinks to web sites operated by parties other than Find A Recruiter and its affiliates. Such hyperlinks are provided for reference only. Find A Recruiter and its affiliates do not control such web sites and are not responsible for their contents. Find A Recruiter and its affiliates’ inclusion of hyperlinks to such web sites does not imply any endorsement of the material on such web sites or any association with their operators.

Use of Information

Find A Recruiter and its affiliates may gather, process, and use information which Subscriber provides directly (e.g., name, physical address, e-mail address), as well as information regarding the manner in which Subscriber uses this System. Please review our Privacy Policy for more information.

Find A Recruiter reserves the right to control and regulate any and all information placed in or presented through the System. This right shall include, but not be limited to:

• The removal of any employment advertisements that remain in the System for more than sixty (60) days past membership expiration date.
• The removal of any employment advertisements, member profiles, resumes, or candidate profiles deemed not suitable by Find A Recruiter for publication on the System.

Definitions

• A User is defined as an individual who is an employee or agent of a Subscriber physically located in the Subscriber's registered Office, and who is authorized by the Subscriber to accesses and use Subscriber's subscription to the System.
• An Office is defined as a single physical location from which the System is routinely accessed and used by a Subscriber's User(s). There can be only one Office per subscription.
• A Subscriber is defined as the customer firm which has been qualified and approved by Find A Recruiter and whose subscription is both in good standing an unexpired. A Subscriber may have multiple Users, but only one registered Office.
• Duplicate employment advertisements are defined as:
  • posting the same job ad to multiple cities. There must be a distinct job for every employment ad a Subscriber posts.
  • Multiple jobs described within one advertisement.
• Copied jobs are defined as: recreating, cutting and pasting, or copying other employment advertisements from other members or other companies and then posting or representing them as Subscriber's own advertisements. This practice may also be referred to as job stealing, job hijacking, or plagiarism.

Copyright and Trademark Notices

All contents of this System are: Copyright © 1995-2007 Find A Recruiter, Inc. and/or its affiliates and/or its suppliers, 947 Essex Lane, Medina, OH 44256. USA All rights reserved.

Find A Recruiter and other names of the Find A Recruiter products and/or services referenced herein are trademarks or registered trademarks of Recruiters Online Network. Other product and company names mentioned herein may be the trademarks of their respective owners.

Modification of this Agreement

Find A Recruiter reserves the right to change the terms, conditions and notices under which this System is offered.

Liability Disclaimer

THE INFORMATION, SOFTWARE, PRODUCTS AND SERVICES PUBLISHED ON THIS WEB SITE MAY INCLUDE INACCURACIES OR TYPOGRAPHICAL ERRORS. CHANGES ARE PERIODICALLY ADDED TO THE INFORMATION HEREIN. Find A Recruiter AND/OR ITS RESPECTIVE SUPPLIERS MAY MAKE IMPROVEMENTS AND/OR CHANGES IN THIS SYSTEM AT ANY TIME.

FIND A RECRUITER AND/OR ITS RESPECTIVE SUPPLIERS MAKE NO REPRESENTATIONS ABOUT THE SUITABILITY OF THE INFORMATION, SOFTWARE, PRODUCTS AND SERVICES CONTAINED IN THIS SYSTEM FOR ANY PURPOSE. ALL SUCH INFORMATION, SOFTWARE, PRODUCTS AND SERVICES ARE PROVIDED AS IS WITHOUT WARRANTY OF ANY KIND. FIND A RECRUITER AND/OR ITS RESPECTIVE SUPPLIERS HEREBY DISCLAIM ALL WARRANTIES AND CONDITIONS WITH REGARD TO THIS INFORMATION, SOFTWARE, PRODUCTS AND SERVICES, INCLUDING ALL IMPLIED WARRANTIES AND CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, PRODUCT TITLE AND NON-INFRINGEMENT. IN NO EVENT SHALL FIND A RECRUITER AND/OR ITS SUPPLIERS BE LIABLE FOR ANY DIRECT, INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES ARISING OUT OF OR IN ANY WAY CONNECTED WITH THE USE OF THIS WEB SITE OR WITH THE DELAY OR INABILITY TO USE THIS WEB SITE, OR FOR ANY INFORMATION, SOFTWARE, PRODUCTS AND SERVICES OBTAINED THROUGH THIS WEB SITE, OR OTHERWISE ARISING OUT OF THE USE OF THIS WEB SITE, WHETHER BASED ON CONTRACT, TORT, STRICT LIABILITY OR OTHERWISE, EVEN IF Find A Recruiter OR ANY OF ITS SUPPLIERS HAS BEEN ADVISED OF THE POSSIBILITY OF DAMAGES. BECAUSE SOME STATES/JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, THE ABOVE LIMITATION MAY NOT APPLY TO YOU.

General

This Agreement is governed by the laws of the State of Texas, USA. Subscriber hereby consents to the exclusive jurisdiction and venue of courts in Plano, Texas, USA in all disputes arising out of or relating to the use of this System. Use of this System is unauthorized in any jurisdiction that does not give effect to all provisions of these terms and conditions, including without limitation this paragraph.

Subscriber agrees that no joint venture, partnership, employment or agency relationship exists between Subscriber and Find A Recruiter as a result of this agreement or use of this System.

Find A Recruiter performance of this Agreement is subject to existing laws and legal process, and nothing contained in this agreement is in derogation of Recruiters Online Network's right to comply with law enforcement requests or requirements relating to Subscriber's use of this System or information provided to or gathered by Find A Recruiter with respect to such use.

If any part of this Agreement is determined to be invalid or unenforceable pursuant to applicable law including, but not limited to, the warranty disclaimers and liability limitations set forth above, then the invalid or unenforceable provision will be deemed superseded by a valid, enforceable provision that most closely matches the intent of the original provision and the remainder of the Agreement shall continue in effect.

This Agreement constitutes the entire agreement between the Subscriber and Find A Recruiter with respect to this System and it supersedes all prior or contemporaneous communications and proposals, whether electronic, oral or written, between the Subscriber and Find A Recruiter with respect to this System. A printed version of this Agreement and of any notice given in electronic form shall be admissible in judicial or administrative proceedings based upon or relating to this Agreement to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form.

Fictitious names of companies, products, people, characters and/or data that may be used herein are not intended to represent any real individual, company, product or event.

Any rights not expressly granted herein are reserved.