TERMS and CONDITIONS

These terms and conditions constitute a Recruitment Service Agreement (“the Agreement”) between us, Social Enterprise Cluster s.a.l. (“Proabled”) and you, the “Client” who has registered and created an account on the Website (www.Proabled.com). By completing the registration process and proceeding to create an account with us, you declare that you have read, understood and agree to be bound by these Terms.

1. Purpose of Agreement

This Agreement is intended to connect the Client to skilled trainees, including people with disabilities (“Candidates”), ready for employment in a wide range of jobs that may match the Clients various requirements, in return of a very affordable recruitment service fees (“Recruitment Fee”) as described hereunder.

Proabled goal is to assist the Client in the hiring process, and provide Client access to suitable candidates via the website that was specifically dedicated for this task (“Proabled platform”).

2.1. The purpose of Proabled platform is to connect the Client with Candidates through a transparent and non-binding matching and interview request process.

2.2. The client will be searching and filtering Candidates' profiles based on the qualifications of the job and the recruitment requirements. The client warrants and undertakes that the information it provides when requesting an interview to a Position is true and accurate. The Client consents to make the information it provides about Positions available to Candidate through Proabled website platform.

2.3. The Client will be able to view the profiles of suitable Candidates except their name and contact information that are kept confidential and may make contact with or submit non-binding interview requests or other offers to potential Candidates through Proabled. Proabled will share the information submitted by the Client and coordinate with the Candidates to check their interest in the job. After the Candidate accepts the interview request, Proabled will share the name and the contact information with the Client. The Client undertakes to provide feedback to Proabled on each Candidate within a period not exceeding 10 days from the date of the interview or communication.

2.4. A Candidate may accept or decline an interview request or other offer or communication from the Client. The Client accepts that a Candidate is responsible for deciding whether to accept an interview request or any other offer or communication and Proabled has no control over the Candidate's decision and Proabled has no responsibility or liability for the Candidate's actions.

2.5. If a Candidate accepts an interview request or other offer, the Client may then initiate communication with the Candidate to arrange an interview or take other appropriate steps to employ or hire the Candidate. The Client accepts that whilst Proabled may have undertaken some checks on a Candidate, including comparing their profile to publicly available information, Proabled does not warrant that the information it holds on a Candidate is complete, true or accurate. The Client remains responsible for conducting all background, referencing and right to work checks before making any offers to the Candidate.

2.6. The Client shall notify Proabled of the selected candidate(s) to proceed with job placement. If the Client makes an offer of employment to a Candidate, the Client is responsible for agreeing and entering an employment contract and Proabled will not be a party to that contract. The Client accepts that all matters (except for the Fees) relating to the employment relationship shall be resolved between the Client and the Candidate.

2.7. The Client agrees and undertakes that in the event it makes an offer to a Candidate for a Position by reason of the use of Proabled services and platform then the Client will immediately notify Proabled and provide the key employment terms, including start date and all remuneration arrangements and that it will promptly respond to our reasonable requests for additional information in this regard.

3.1. In the event a Candidate is engaged through the use of Proabled platform and services, then the Client agrees to pay Proabled a Recruitment Fee equal to 30% (Thirty percent) of the first monthly basic salary of the Candidate as set out in the employment contract, excluding any bonuses, commissions, allowances etc.

3.2. Proabled shall be entitled to full recruitment fees if the Client opts to recruit a candidate presented by Proabled for the company itself or a subsidiary affiliate.

3.3. The Recruitment Fee shall become due in full when the Candidate signs a job offer or physically joins the Client, whichever comes first. The Client shall pay the Recruitment Fee within ten (10) business days from the due date.

3.4. In case the candidate decides to terminate the employment within the first 10 working days, the recruitment fee shall be cancelled on the Client. In case the company decides to terminate the employment agreement, the recruitment fees will stay due to Proabled.

3.5. After 10 working days, the recruitment fee will be due from the Client to Proabled regardless of the subsequent success or failure of the employment relationship.

3.6. As the costs of 2018 were covered by one of our generous funders, the recruitment services will be free of charge for 2018 in order to encourage impact recruitment.

Further to Clause - 2.6. above, all matters in connection with the employment relationship shall be strictly resolved between the Client (Employer) and the Candidate (Employee). Proabled does not guarantee a successful continuation of the employment relationship, and shall not be liable for the termination of the employment agreement. The Client shall inform Proabled within 3 working days from the employment termination date.

5.1. The Client agrees and undertakes that it will treat all the information provided through the Proabled platform as confidential and that it will only use such information for the purposes of the recruitment process relating to the particular Position for which the information was disclosed.

5.2. The Client warrants and undertakes that it shall not, other than through the Proabled platform, approach a Candidate or enter any agreement with a Candidate in relation to a Position offered through the Website.

5.3. The Client warrants and undertakes that it shall not, share details of a Candidate to another potential employer without receiving Proabled prior written consent. The parties agree that if the Client provides information to a third party in breach of this undertaking and warranty and the third party subsequently engages the Candidate, then the Client shall immediately make a payment to Proabled equivalent to the Recruitment Fee that would have been payable under clause 3.1. had the third party engaged the Candidate using the Proabled platform.

5.4. For the avoidance of doubt, no Recruitment Fee will be due if the Client is able to provide reasonable evidence that the Client and the Candidate were in current and ongoing negotiations with regard to a particular Position prior to making that Position available through the Proabled platform.

5.5. The Client agrees to cooperate and comply promptly with Proabled reasonable requests to provide information or take action to protect the integrity of the Proabled platform.

6.1. The client confirms that all info sent to Proabled are not intellectual property info and will be considered as public and shareable info without any constraints to use, display or distribute.

6.2. The Client agrees to indemnify Proabled against any claims that the posted content from the Client breaches a third party's intellectual property rights and acknowledges that Proabled has the right to disclose the Client’s identity to any third party who is claiming that the content posted by the Client constitutes a violation of their intellectual property rights, right to privacy or is unlawful in any way.

 6.3. The Client agrees and undertakes to take reasonable measures to protect any content that the Client downloads or prints from the platform against loss, misuse, unauthorized access, disclosure, alteration or destruction.

7.1.. This Agreement is made effective upon the registration of the Client on the Proabled platform. By completing the registration process and proceeding to create an account, this Agreement is deemed effective and duly concluded. Each party may terminate this Agreement by serving the other party a 30-day prior written notice by courier, fax or e-mail.

7.2. Proabled may terminate at any time without notice in the event that the Client is in breach of any of the terms of this Agreement.

7.3. On termination, the Client will be automatically withdrawn from any ongoing recruitment process. For the avoidance of doubt, the Client will continue to be bound by the terms of any contracts that it has entered directly with Candidates.

7.4. The Client’s obligations towards Proabled under clauses 3.5. and 6 shall survive any termination of this Agreement.

7.5. Neither party will be liable to the other for any termination of this Agreement in accordance with its terms. Termination will not, however, relieve either party of obligations incurred prior to the effective date of the termination.

7.6. After the termination of the contract, Proabled shall not be liable towards the Client in respect to any financial, intellectual property or any other legal or contractual obligations.

8.1. This Agreement represents the entire complete and exclusive agreement and understanding between the parties relating to its subject matter. The parties acknowledge that they have not relied on any representation, arrangement, understanding or agreement (whether written or oral) not expressly set out or referred to in this Agreement.

8.2. If any provision of this Agreement is found by a court or other competent authority to be void or unenforceable, that provision shall be deemed to be deleted from this Agreement and the remaining provisions of this agreement shall continue in full force and effect.

8.3. The Client may not assign, transfer, sub-contract, charge or deal in any other manner with this Agreement or its rights and obligations under it.

8.4. Nothing in this Agreement is to be construed as establishing or implying any partnership or joint venture between the parties nor as appointing any party to be an agent or employee of the other and neither party shall hold itself out as such.

8.5. A person who is not a party to this Agreement shall have no rights under it as a third party beneficiary.

8.6. Proabled reserves the right to change the terms and conditions from time to time. Proabled shall notify the Client of any changes to these terms by posting them on the Website or sending the Client an email notification.

8.7. This Agreement is governed by and shall be construed in accordance with the laws of Lebanon. All disputes in connection with this Agreement shall be decided by the Courts of Beirut.