Recruitment Terms of Service

Version: 1.0 | Effective Date: 14/6/2025

These Recruitment Terms of Service (the 'Terms') govern the provision of recruitment services ('Services') by Artisan Oga Ltd ('Company') to the client ('Client’). By engaging our Services, the Client agrees to be bound by these Terms

DEFINITIONS

For the purposes of this, the following shall have the meanings ascribed to them:

“Company” means Artisan Oga Ltd, a company incorporated and registered in Nigeria under RC number 1358778, with its registered offi ce at 78, Ogba Road, Off Oba Akran Ave., Ikeja, Lagos, Nigeria.

“Candidate” means any individual introduced by the Company to the Client for the purposes of consideration for employment or engagement by the Client.

“Client” means any person, fi rm, or corporate entity (including any of its associates or subsidiaries) to whom a Candidate is introduced by the Company for recruitment purposes.

“Services” means the recruitment services provided by the Company to the Client, including but not limited to candidate sourcing, screening, interviewing facilitation, and Candidate introduction as set forth under these Terms.

“Introduction” means the presentation or provision of Candidate details by the Company to the Client, either verbally, in writing, or electronically.

1. 1. SCOPE OF SERVICES
   1. Candidate Screening

      The Company shall assign a dedicated HR Offi cer to screen, evaluate, and select suitable Candidates from its internal database based on the Client’s specifi ed requirements. The shortlisted Candidates shall be submitted to the Client via the Company’s designated online platform for interview consideration.

   2. Additional Screening (Rework)

      In the event that the Client does not engage any Candidate from the initial shortlist, the Company shall, upon request, conduct one additional screening round to present up to two (2) further Candidates for consideration.

   3. Staff Replacement

      In the event that a Candidate engaged by the Client resigns, abandons post, or otherwise exits the Client’s organisation within three (3) to twelve (12) months from the date of employment, depending on the Client’s subscription tier, the Company shall provide a one-time replacement Candidate at no additional charge, subject to the replacement terms and exclusions outlined in these Terms.

2. 2. PAYMENT TERMS
   1. Fee Structure

      Seventy-Five Percent (75%) upfront payment is required to initiate candidate screening, with the balance of Twenty-Five Percent (25%) payable upon the candidate’s offi cial resumption with the Client.

   2. Specialized Roles and Additional Charges
      

      Certain specialized, executive-level, or technically complex staffi ng requests may attract additional fees due to the expanded scope of sourcing, vetting, or onboarding. Where applicable, such additional charges shall be clearly communicated and agreed upon in writing prior to the commencement of service

   3. Promotional Off ers and Discounts a. From time to time, the Company may off er promotional discounts or pricing incentives at its sole discretion. Such off ers shall be clearly communicated in writing and shall only apply to the specifi c recruitment request or engagement for which they are granted.
      b. All discounts or promotions are non-transferable, non-cumulative, and do not imply a permanent reduction in service fees. c. Where a promotional discount is applied, the Client shall comply with the specifi c payment timelines and other conditions attached to such off er. Failure to meet such conditions voids the discount, and the full standard fee shall become immediately payable.
   4. Taxes and Statutory Deductions All fees are stated exclusive of Value Added Tax (VAT) and any other applicable statutory taxes or levies. The Client shall bear all applicable taxes in accordance with Nigerian tax laws.
   5. Late Payment Consequences The Company reserves the right to suspend services, withhold candidate replacement rights, or terminate ongoing engagements in the event of non-payment. Repeated delays in payment may disqualify the Client from accessing future promotional pricing.
   6. Refund Entitlements a. If the Client does not receive any Candidate for interview within twenty-one (21) working days after making a deposit payment, a full refund of such payment shall be made. b. No refund shall be issued where the Client has interviewed a Candidate and declined to hire; instead, the Company will conduct further screening to provide more Candidates.
   7. Request Renewal And Modification Fees a. If the Client does not interview shortlisted Candidates within seven (7) days and the Candidates become unavailable, a request for a renewal fee of ₦15,000 per position shall apply. b. Changes to requests made after forty-eight (48) hours of payment shall incur a change-of-request fee of ₦10,000 per position.
   8. Refund Limitation Fees paid are non-refundable under any circumstances, including withdrawal from the recruitment process by the Client or rejection of all presented candidates after screening has commenced.
3. 3. SUITABILITY AND VERIFICATION OF CANDIDATES
   1. The Company provides candidates based on available information but does not conduct external background checks unless specifi ed. The Client must:
      1. Verify identity and credentials
      2. Conduct any necessary medicals or legal checks
   2. All information provided by the Company is supplied in good faith, relying solely on the information provided by the Candidate. The Company disclaims all liability for any inaccuracies or omissions in such information.
      
      a. Comply with all statutory and regulatory requirements relevant to the engagement of the Candidate.
   3. The Company shall not be liable for any loss, damage, expense, or costs (direct, indirect, or consequential) arising from:
      
      a. The introduction or engagement of any Candidate.
      b. Failure to introduce any Candidate.
      c. Any unauthorized disclosure by the Client of Candidate information.
4. 4. CONFIDENTIALITY AND NON-CIRCUMVENTION
   1. The Client agrees that all information relating to Candidates, including but not limited to CVs, qualifi cations, experience, identity, references, contact details, and salary expectations (“Confidential Information”), shall be treated as strictly confi dential and shall not be disclosed to any third party without the prior written consent of the Company.
   2. The Client shall use the Confidential Information solely for the purpose of assessing the suitability of the Candidate for the relevant role and shall take all reasonable precautions to prevent unauthorised disclosure or use of such information.
   3. The Client shall not, without the prior written consent of the Company, directly or indirectly approach, circumvent, bypass, engage, employ, or retain any Candidate introduced by the Company otherwise than through the Company, within 12 months of the later of:
      
      a. the initial introduction of the Candidate; or
      b. Failure to introduce any Candidate.
      b. The last communication between the Candidate and the Client.
   4. Where the Client refers a Candidate introduced by the Company to any third party, including an affi liate or group company, and that third party subsequently engages the Candidate, the Client shall be liable to pay the Company’s applicable introduction fee as if it had engaged the Candidate itself.
   5. Any breach of this clause shall entitle the Company to seek injunctive relief and recover from the Client all fees and damages incurred as a result of such circumvention.
   6. This Clause shall survive the termination or expiry of these Terms
5. 5. INDEMNITY AND RISK ALLOCATION
   1. The Client shall indemnify, defend, and hold harmless the Company and its offi cers, directors, employees, and agents from and against all claims, damages, liabilities, costs, and expenses (including legal fees) arising out of or in connection with:
      a. Any breach of these Terms by the Client or its personnel.
      b. Any breach of applicable laws, including discrimination, immigration, and employment legislation, by the Client or any third party engaged by the Client.
      c. Any unauthorized use or disclosure of Candidate information by the Client or any third party to whom such information was disclosed.
      d. Any act or omission by the Client relating to the employment or engagement of any Candidate introduced by the Company
   2. The Company disclaims any liability for losses resulting from the Client’s failure to properly supervise or secure premises during or after interviewThe Client acknowledges that it retains full responsibility for determining a Candidate’s suitability, and the Company shall not be liable for any Losses arising from the engagement, conduct, negligence, or performance of a Candidate.
   3. The Client shall ensure that its obligations under this Clause are observed by its directors, employees, agents, contractors, and subsidiaries.
6. 6. CANDIDATE SCREENING AND PRESENTATION
   1. The Company shall assign an HR Officer to screen and select suitable Candidates from its database in accordance with the Client’s requirements.
   2. The Company will present the shortlisted Candidates to the Client via the Company’s website or mobile application.
   3. Should the Client decline to hire any Candidate from the fi rst set presented, the Company shall conduct a second round of screening to present up to two additional Candidates for consideration.
7. 7. CANDIDATE REJECTION AND REWORK
   1. Candidates who leave the Client’s organisation after commencement of employment may be replaced by the Company without additional charge, subject to the Client’s subscription level and the following replacement periods:
      a. Silver Subscription: One (1) replacement within three (3) months of employment commencement
      b. Gold Subscription: Up to two (2) replacements within six (6) months
      c. Platinum Subscription: Up to three (3) replacements within twelve (12) months.
      
   2. No replacement shall be provided where the Client breaches contractual obligations with the Candidate, resulting in resignation.
   3. Replacement is not available if the Client terminates employment without following the disciplinary guidelines set out herein:
8. 8. STAFF REPLACEMENT
   1. Candidates who leave the Client’s organisation after commencement of employment may be replaced by the Company without additional charge, subject to the Client’s subscription level and the following replacement periods:
      a. Silver Subscription: One (1) replacement within three (3) months of employment commencement.
      b. Gold Subscription: Up to two (2) replacements within six (6) months.
      c. Platinum Subscription: Up to three (3) replacements within twelve (12) months.
   2. No replacement shall be provided where the Client breaches contractual obligations with the Candidate, resulting in resignation.
   3. Replacement is not available if the Client terminates employment without following the disciplinary guidelines set out herein:
      i. Notify the Company of any Candidate misconduct. ii. The Company shall issue formal query letters to the Candidate for the reported misconduct. iii. Termination and replacement eligibility arise after three valid off enses or immediately for serious misconduct such as theft, fi ghting, drug abuse, or property damage.
9. 9. DISCLAIMER OF LIABILITY
   1. The Company warrants that it will perform the Services with reasonable skill and care, but shall not be liable for any indirect, consequential, or special damage arising from the recruitment process.
   2. Clients remain responsible for security and supervision during interviews, and the Company disclaims liability for any losses resulting from Client failure in this regard.
10. 10. TERMINATION
    Either party may terminate this agreement upon written notice under the following conditions:
    1. By the Client: Termination is permitted for convenience with a 14-day notice; however, fees paid remain non-refundable.
    2. By the Company: May terminate if:
       a. The Client breaches key terms (e.g., non-payment). b. The Client acts unlawfully or unethically toward candidates.
    3. Upon termination, both parties agree to:
       a. Cease using each other's confi dential information. b. Fulfi ll outstanding obligations incurred prior to termination.
    4. Any rights or services accrued prior to termination remain enforceable.
    5. Where the Client re-engages the Company after termination, such re-engagement shall be treated as a new transaction and subject to a new fee structure, which may vary from any prior terms or promotional rates previously applied.
11. 11. FORCE MAJEURE
    1. The Company shall not be liable for failure or delay in performance resulting from causes beyond its reasonable control, including but not limited to natural disasters, government policies and actions, strikes, terrorism, or power failures.
12. 12. DISPUTE RESOLUTION
    1. The Parties shall first attempt to resolve any dispute, controversy, or claim arising out of or relating to this Agreement through good faith negotiations within ten (10) business days of receiving written notice of the dispute. If the Parties are unable to resolve the dispute through negotiation, the matter shall be referred to mediation conducted virtually or in-person, under the auspices of a mutually agreed international mediation institution (such as the International Chamber of Commerce Mediation Rules or the Lagos Multi-Door Courthouse), depending on the Parties’ locations and preference.
    2. If mediation does not resolve the dispute, it shall be finally settled by arbitration under the Rules of Arbitration of the International Chamber of Commerce (ICC), or any other mutually agreed arbitration body. The seat of arbitration shall be Lagos, Nigeria, unless the Parties agree otherwise in writing. The arbitration proceedings shall be conducted in English, and the arbitral award shall be fi nal and binding upon both Parties.
13. 13. GOVERNING LAW AND JURISDICTION
    1. This Agreement shall be governed by and construed in accordance with the laws of the Federal Republic of Nigeria, without regard to confl ict of law principles. Subject to the dispute resolution clause above, each Party irrevocably submits to the exclusive jurisdiction of the courts of Nigeria for the resolution of any disputes not resolved by arbitration.