Terms & Conditions

KeenX Services

1. All assignments accepted by KeenX, a division of WeAreKeen B.V. (Corporate Identity number 70194300), hereinafter referred to as "Keen," shall be governed by the present Terms & Conditions. Unless Keen expressly accepts the Client's specific terms of business in writing, the present Terms & Conditions will supersede all other terms and conditions in the event of any conflict.

2. The arrangement of an interview or the interviewing of any Candidate introduced by Keen, whether affected by Keen directly or by the Client, shall be deemed to be acceptance of and agreement to Keen's Terms and Conditions by the Client. The provision of a CV or any information sufficient to identify the Candidate following a request by a Client shall also be deemed to be acceptance of these Terms and Conditions. Any provision of a Candidate's details is done on a strictly confidential basis and is conditional upon the Client agreeing not to disclose any information about the Candidate to any other person or organization without Keen's prior written consent.

3. The Client shall pay Keen's fees according to the following payment terms, or as otherwise stated in the agreement:

a) A Retainer Fee to be paid at the start of the assignment is payable immediately upon commencement of the assignment and is non-refundable.

b) A Closing Fee, which incorporates the Total Fee minus the Retainer if applicable, shall be due upon the signing of the employment contract (or of any other agreement covering collaboration between the Client and the Candidate) or on the date the Candidate enters the employment of the Client, whichever is earlier.

c) On-Target Earnings (OTE) shall be calculated as the sum of the Candidate’s base salary and target variable compensation, which includes but is not limited to commission, bonuses, stock options, and other equity-based or appreciation rights that the Candidate is eligible to earn upon achieving 100% of predefined performance targets. OTE does not guarantee actual earnings and is subject to performance, company policies, and applicable commission, incentive, or equity plan terms.

d) All fees are calculated, unless otherwise agreed between Keen and the Client, plus VAT or equivalent taxes.

4. If the Candidate introduced by Keen is not hired by the Client at first or if the Candidate rejects the employment (or collaboration) offered by the Client and is subsequently employed (or collaborates) with the Client within 18 months following the date of the first introduction, then the Client shall pay fees to Keen as stipulated in Clause 3 above.

5. If, for a given assignment, the Client decides to recruit (or collaborate) with more than one of the Candidates introduced by Keen instead of solely with the Candidate contractually agreed upon, the Client shall pay Keen fees as stipulated in Clause 3 above for each of the Candidates hired.

6. As per the present terms and conditions, the Client shall inform Keen of the hiring of any Candidate(s) within 15 days and shall specifically inform Keen of the terms and conditions of the employment contract agreed to by the Candidate(s) hired.

7. Assignments shall be undertaken for a maximum duration of 6 months. If at the end of this period, none of the Candidates presented by Keen have been hired by the Client, and if all amounts due have been paid by the Client, the assignment shall be considered canceled without any compensation to be made by Keen.

8. Keen places an advertising service at the Client's disposal for which any expenses incurred shall be paid by the Client. Cancellation of an advertisement will occur only if Keen receives written notice from the Client before the closing date communicated by Keen.

9. Moreover, if the Client or the Candidate cancels the contract within 1 month of the Candidate starting employment, Keen will use its best efforts to find a free replacement (except for additional advertising expenses mutually agreed upon beforehand by Keen and the Client) under the following express conditions:

a) All amounts due by the Client have been paid as per the present general terms and conditions.

b) The Client will have notified Keen in writing within seven days of termination that employment has been terminated.

c) The Client or one of its subsidiaries or another company of the group does not hire the Candidate within 12 months following the end of the contract.

d) The termination of the contract does not arise from either an economic layoff, redundancy, or from a modification of the position (or of the functions) exercised by the Candidate or from a restructuring by the Client.

e) The free replacement shall only be applicable for an identical role, salary, and job title.

10. The Client, as the Candidate’s legal employer, shall be responsible for fulfilling all required legal formalities as Keen is not legally authorized to do so. Specifically, the Client shall verify that the Candidate holds a valid work permit. Keen will, however, do everything within its power to guide the process as best as it can.

11. Keen shall use its best efforts to ensure the aptitude of the Candidates introduced to the Client and to maintain a high quality of service and integrity, but it does not guarantee, neither expressly nor implicitly, the aptitude of the Candidates introduced to the Client.

12. Keen is not liable to the Client for any damage, loss, expenses, disputes, or spending suffered or incurred by the Client in connection with the recruiting or hiring of Candidates by the Client. The Client shall indemnify Keen against any third-party claim in connection with the recruitment.

13. Fees, as set out in Clause 3, will also be payable if, within 12 months of acceptance of Keen’s Terms and Conditions, the Client engages, in any capacity, any person who, at the time of such engagement, was employed by Keen and had direct or indirect contact with the Client.

14. All fees due under the present terms and conditions shall be payable by the Client within 14 days of the invoice date. Upon the expiry of the payment term referred to in the preceding paragraph, the Client shall be in default without notice of default being required to have been served on them, and shall from that moment onwards be obliged to pay interest to Keen in the amount of 1.5% per month on the outstanding amount. Any judicial and extrajudicial costs incurred by Keen in respect of the recovery and collection of any overdue amounts payable by the Client shall be borne by the Client. In the event of non-payment of an overdue invoice, the total amount of all invoices due under this contract and any other contracts signed between the parties shall become immediately payable.

15. These Terms and Conditions and the assignment to which they apply shall be governed by Dutch law. The Dutch courts shall have exclusive jurisdiction to adjudicate any disputes arising from or relating to the assignment to which these Terms and Conditions apply, and any disputes related to these Terms and Conditions.

Last updated on 18.10.2024