Last updated: May 28, 2020
Welcome to the Terms of Service for CGP O2O.
Cornerstone Global Partners, Inc. and Shanghai Zhuoxing Human Resources Co., Ltd. (collectively the “CGP O2O”) provide you access to the CGP O2O.com, CGP O2O.cn and other CGP O2O sites (the “Site”) and the recruiting service (the Site and recruiting service collectively the “Service”).
This is an agreement (“Agreement”) between CGP O2O and you in order to help you at every stage of using our Site and Service.
BY ACCESSING OR USING THIS SITE IN ANY WAY, INCLUDING USING THE SERVICE, CLICKING ON THE “I ACCEPT” BUTTON, COMPLETING THE REGISTRATION PROCESS, AND/OR MERELY BROWSING THE SITE, YOU REPRESENT THAT: (1) YOU HAVE READ, UNDERSTAND, AND AGREE TO BE BOUND BY THE AGREEMENT; (2) YOU ARE OF LEGAL AGE TO FORM A BINDING CONTRACT WITH CGP O2O; (3) YOU HAVE THE AUTHORITY TO ENTER INTO THE AGREEMENT PERSONALLY OR ON BEHALF OF THE COMPANY YOU HAVE NAMED AS THE EMPLOYER, AND TO BIND THAT COMPANY TO THE AGREEMENT. IF YOU DO NOT AGREE TO BE BOUND BY THIS AGREEMENT, YOU MAY NOT ACCESS OR USE THIS SITE OR THE SERVICE.
Throughout this document, the words “CGP O2O,” “us,” “we,” and “our,” refer to our company, CGP O2O, our Site or our Service, as is appropriate in the context of the use of the words. The term “Employer” will refer to a company or individual, as applicable that is interested in hiring Potential Employees through the use of our Service. The term “You” refers to the individual, company or other legal entity, as applicable, identified as the user when you register on the Site, either as or on behalf of an Employer. The term “Potential Employee” will refer to the individual introduced to you by us through our Service who are seeking employment and/or contractor opportunities.
You agree to keep all information gained from using our Site confidential; you agree that (1) you will use any content submitted by Potential Employees in accordance with applicable privacy and data protection laws; (2) you will not disclose the names or identities of any Potential Employees outside of your recruiting or hiring department; AND (3) you will take appropriate physical, technical and administrative measures to protect content you obtain through use of the Site and/or Service.
Our Service may allow you to upload name, contacts, address and other information and may allow you to message or communicate in other ways with other users through our Service. Any information that you post, transmit or submit through our Site or Service will be referred to as “Content” throughout this Agreement.
THIS AGREEMENT REQUIRES THE USE OF ARBITRATION TO RESOLVE DISPUTES. Any dispute arising from or in connection with this Agreement shall be submitted to China International Economic and Trade Arbitration Commission （CIETAC） for arbitration which shall be conducted in accordance with the CIETAC's arbitration rules in effect at the time of applying for arbitration. The arbitral award is final and binding upon both parties.
PLEASE NOTE THAT THIS AGREEMENT IS SUBJECT TO CHANGE BY CGP O2O IN ITS SOLE DISCRETION AT ANY TIME. When changes are made, we will make a new copy of the Agreement available at the Site. We will also update the “Last Revised” date at the top of the Agreement. If we make any material changes, and you have registered to use the Service, we will also send an e-mail to you at the last e-mail address you provided to us pursuant to this Agreement. Unless otherwise specified in this Agreement, any changes to the Agreement will be effective immediately for new users of the Site or Service and will be effective thirty (30) days after posting notice of such changes on the Site for existing users, provided that any material changes shall be effective for users who have a registered account on the Site (“Registered Users”) upon the earlier of thirty (30) days after posting notice of such changes on the Site or thirty (30) days after dispatch of an e-mail notice of such changes to Registered Users. CGP O2O may require you to provide consent to the updated Agreement in a specified manner before further use of the Site or the Service is permitted. If you do not agree to any change(s) after receiving a notice of such change(s), you shall stop using the Site and/or the Service. Otherwise, your continued use of the Site and/or Service constitutes your acceptance of such change(s). YOU AGREE TO REGULARLY CHECK THE SITE TO VIEW THE THEN-CURRENT TERMS OF SERVICE.
CGP O2O Description of Service
As an Employer, you have the opportunity to find qualified passive and active talent and reduce the costs involved with hiring and retaining such talent. You may submit interview requests (“Requests”) for Potential Employees on our Service that you feel may be a fit for your company. However, these Requests are non-binding and do not create a binding employment contract. There is no representation that anyone listed would be interested in your opportunity. Each Potential Employee/ Candidate will have the opportunity to confidentially decide which Potential Employer would be of interest to them for an interview. A Success Fee (as defined in below) will only be collected from you in accordance with Section 6 after you have successfully hired a Potential Employee. YOU UNDERSTAND THAT ALTHOUGH CGP O2O DOES INTERVIEW AND SCREEN ALL POTENTIAL EMPLOYEES AND WILL PERFORM REFERENCE CHECKS AT YOUR REQUEST IT DOES NOT PRECLUDE YOUR NEED TO DO YOUR OWN NECESSARY BACKGROUND CHECKS TO COMPLY WITH YOUR OWN COMPANIES POLICIES.
In registering for an account on the Site, you agree to (1) provide true, accurate, current, and complete information or relevant materials if necessary about yourself or your legal entity as the Employer as prompted by the Service registration form (“Registration Data”), and (2) maintain and promptly update the Registration Data to keep it true, accurate, current and complete. You are responsible for all activities that occur under your account. If you provide any Content that is untrue, inaccurate, not current, or incomplete, or CGP O2O has reasonable grounds to suspect that such Content is untrue, inaccurate, not current or incomplete, CGP O2O has the right to suspend or terminate your account and refuse any and all current or future use of the Site and/or Service. You agree not to create an account using a false identity or information, or on behalf of someone other than yourself or other legal entity without a full authority. You agree that you shall not have more than one account. You agree not to create an account or use the Site or Service if you have been previously removed by CGP O2O, or if you have been previously banned from the Site or Service.
In order to use CGP O2O as an Employer, you must register. Registration is free. When you register, we may ask you for additional information related to your company and the types of Potential Employees you are looking for. We will review the information that you provided to us during the registration process and any other information that is publicly available. We reserve the right, in our sole discretion, to accept or reject your registration to use our Site and Service. If your registration is accepted, you will be allowed to engage with, and make Requests to, Potential Employees on CGP O2O.
After an Employer’s registration has been accepted by us, the Employer will be able to browse the Potential Employees on our Site, request interviews through the site (which will be managed by our offline recruitment consultants), request specific candidates not listed on the site and choose from pre-selected groups of in-demand talent. If an Employer hires a Potential Employee from our Site, the Employer will owe CGP O2O a Success Fee (as defined in below).
Once an Employer has discovered a Potential Employee on our Site or Service, the Employer agrees to communicate exclusively with the assigned offline recruitment consultant through the entire recruiting process.
CGP O2O provides an online marketplace to allow Employers to confidentially explore brilliant talents matching their important hiring needs. Once a company has discovered a Potential Employee and put forward an interview request , we then facilitate the entire offline recruiting process to insure a satisfactory outcome.
Any agreements created between an Employer and a Potential Employee are not binding on us. We are not liable for, or obligated to enforce, any agreements between an Employer and a Potential Employee. You will not consider CGP O2O, nor will CGP O2O be construed as, a party to such employment relationship, whether or not CGP O2O receives some form of remuneration in connection with the employment, and CGP O2O will not be liable for any costs or damages arising out of or related to such employment.
Unless otherwise provided in this Agreement and its revisions from time to time, no contractual obligations are created for the Employer through the use of the Service.
Once we have accepted the registration of an Employer, the Employer will be able to make Requests and contact (through the Service and assisted by our offline recruitment consultant) Potential Employees listed on our Site and Service. If a Potential Employee identified through use of our Service accepts an Offer within twelve (12) months of the date on which the Employer first viewed the Potential Employee on the Site, the Employer will be charged a Success Fee. For purposes of this Agreement, Success Fee shall be collected, as set forth below:
Success Fees = Potential Employee’s first year total gross on-target earning * Success Fee Rate
Service Level: Level 1
Service Scope: When offline recruitment consultants find ideal Potential Employees to match Employers’ open positions, then the Potential Employees will be marked as Level 1.
Success Fee Rate: Offline Fee Rate
Service Level: Level 2
When Employers find the Potential Employees through CV floating emails, save search emails or recommended list, and save the Potential Employees, then the Potential Employees will be marked as Level 2.
Success Fee Rate: Offline Fee Rate
Service Level: Level 3
When Employers find the Employee through Employee pool and save the Potential Employees into projects, then the Potential Employees will be marked as Level 3.
Success Fee Rate: 14% Reduced Fee Rate
The Potential Employees’ first year total gross on-target earning includes basic salary, signing bonus, guaranteed bonus, target bonus, discretionary bonus, housing/transport allowances, education allowance, shares and any cash equivalent allowances.
Tax (if any) is excluded from Success Fees and shall be borne by Employer.
Success Fee Provisions
Once you engage a Potential Employee through our service, you will be liable for CGP O2O’s full fee where a candidate is engaged within 365 days from the date of our last contact on behalf of you with the Potential Employee. In the event that you claim previous receipt of the candidate’s introduction from any other source previous to our service, you must notify in writing CGP O2O with proof of the previous introduction within 3 working days, or the ownership of said candidate will be deemed accepted by you as belonging to CGP O2O and fees payable upon the engagement of the candidate.
IF YOU ARE AN EMPLOYER who is using our Site and/or Service, you agree to the Success Fee provisions. If you do not agree with any of the provisions of this Agreement, please terminate your account immediately and cease using CGP O2O.
YOUR OBLIGATION TO PAY ANY SUCCESS FEES SHALL SURVIVE ANY TERMINATION OF THIS AGREEMENT.
If an Employer circumvents our Site and/or Service after discovering a Potential Employee through our Site or Service and subsequently hires that Potential Employee within twelve (12) months of the date on which the Employer first viewed the Potential Employee on the Site, the Employer shall pay a Success Fee equal to 25% of the 1st year base salary or prorated contractor compensation of the Potential Employee and CGP O2O may, in its sole discretion, terminate the Employer’s account.
Employer agrees to pay the Success Fees charged to Employer’s account in accordance with the fees, charges, and billing terms in effect at the time the Success Fee is due and payable hereunder. These will be paid in the relevant location where the Employer is located.
Changes in Fees and Billing Methods
CGP O2O reserves the right at any time to change its fees (including to begin charging for services that it is currently providing free of charge) and billing methods, either immediately upon posting on the Site or by email delivery to you.
You are responsible for your use of the Site and Service and for any use of the Site or Service made using your account. You agree not to access, copy, or otherwise use the Site or the Service, including our intellectual property and trademarks, except as authorized by this Agreement or as otherwise authorized in writing by CGP O2O. Remember when using CGP O2O we ask you to act reasonably and responsibly with others. Your continued access to our Site and use of our Service are contingent on your agreement to act in a proper manner. When using our Site and Service:
You will not copy, distribute or disclose any part of the Site or the Service in any medium, including without limitation by any automated or non-automated “scraping”;
You will not use any automated system, including without limitation “robots,” “spiders,” “offline readers,” etc., to access the Site or the Service in a manner that sends more request messages to CGP O2O servers than a human can reasonably produce in the same period of time by using a conventional on-line web browser.
You will not attempt to interfere with, compromise the system integrity or security, or decipher any transmissions to or from the servers running the Site or Service;
You will not take any action that we determine, in our sole discretion, imposes or may impose, an unreasonable or disproportionately large load on our infrastructure;
You will not upload invalid data, viruses, worms or other software agents through the Site and/or Service;
You will not access the Site or Service through any technology or means other than those provided or authorized by the Service (and access to the Site or Service through virtual private network or proxy is expressly forbidden);
You will not sell, transfer or assign the Service, or your right to use the Service, to any third party, or offer the Service, or any content obtained from the Site or Service, on a time-sharing or other commercial basis;
You agree not to impersonate any person or entity, use a fictitious name, or misrepresent your affiliation with a person or entity;
You agree not to violate any requirements, procedures, policies or regulations of networks connected to CGP O2O;
You agree not to interfere with or disrupt the Site or Service;
You agree not to hack, spam or phish us or other users;
You agree to provide truthful and accurate Content;
You agree to not violate any law or regulation, and you are responsible for such violations;
You will not use our Site to post any false, misleading, unlawful, defamatory, obscene, invasive, threatening, harassing, inflammatory or fraudulent Content;
You agree not to cause, or aid in, the destruction, manipulation, removal, disabling, or impairment of any portion of our Site, including the de-indexing or de-caching of any portion of our Site from a thirty party’s website, such as by requesting its removal from a search engine;
CGP O2O may terminate your account for violating one or more of your responsibilities with or without notice.
Limitations on Liability
Through CGP O2O’s Site and Service users of CGP O2O may be able to post content about third parties. CGP O2O is not liable to third parties for any content that has been posted or viewed on CGP O2O’s Site or Service. For your convenience, the following are some important details of this Agreement that affect your rights and remedies:
We are not liable for any contracts, contractual obligations or any other obligations that may arise by statute or operation of law, resulting from any employment or commercial relationship, whether attempted or formalized, between Potential Employees and Employers;
Your ability to use or interact with this Site is a privilege, not a right, and we reserve the right to take any action that we deem proper, without notice, to prevent any violation, enforce any provision, or rectify any alleged violations, of this Agreement or any applicable law at our sole discretion.
Intellectual Property Rights
The design of the Service along with CGP O2O created text, scripts, graphics, interactive features and the trademarks, service marks and logos contained therein (“Marks”), are owned by or licensed to CGP O2O, subject to copyright and other intellectual property rights under applicable laws and international conventions. CGP O2O reserves all rights in and to the Service and the Site. You agree to not engage in the use, copying, or distributing any content contained within the Site or through the Service unless we have given you express written permission to do so.
Licensing to CGP O2O
You hereby grant to CGP O2O and its owners, affiliates, representatives, licensees, licensors and assigns (the “CGP O2O Parties”) a non-exclusive, fully-paid, royalty-free, world-wide, universal, transferable license to: (1) display, publicly perform, distribute, store, broadcast, transmit and reproduce your logo(s), service marks, trademarks and trade names through the Site, the Service and/or any other medium currently invented or invented in the future; and (2) display, publicly perform, distribute, store, broadcast, transmit, reproduce, modify, prepare derivative works and otherwise use and reuse all or any part of the Content and anything we may make with the Content through the Site, the Service and/or any other medium currently invented or invented in the future.
Disclaimer of Warranties
THE SITE AND SERVICE ARE PROVIDED TO YOU AS IS, FOR YOUR INFORMATION ONLY. PARTIES EXPRESSLY DISCLAIM ALL WARRANTIES, REPRESENTATIONS, AND CONDITIONS OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES AND/OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. YOU AGREE THAT YOU ARE RELEASING US FROM ANY LIABILITY THAT WE MAY OTHERWISE HAVE TO YOU IN RELATION TO OR ARISING FROM THIS AGREEMENT, OUR SITE OR OUR SERVICE, FOR REASONS INCLUDING, BUT NOT LIMITED TO, FAILURE OF OUR SITE AND/OR SERVICE, OMISSION OR NEGLIGENCE.
THE CGP O2O PARTIES MAKE NO WARRANTY, REPRESENTATION OR CONDITION THAT: (1) THE SITE AND/OR SERVICE WILL MEET YOUR REQUIREMENTS; (2) YOUR USE OF THE SITE AND/OR SERVICE WILL BE UNINTERRUPTED, TIMELY, SECURE OR ERROR-FREE; (3) THE RESULTS THAT MAY BE OBTAINED FROM USE OF THE SITE AND/OR SERVICE WILL BE ACCURATE OR RELIABLE; OR (4) ANY ERRORS IN THE SITE AND/OR SERVICE WILL BE CORRECTED.
THE PROVISION OF OUR SERVICE TO YOU IS CONTINGENT ON YOUR AGREEMENT WITH THIS AND ALL OTHER SECTIONS OF THIS AGREEMENT. NOTHING IN THE PROVISIONS OF THIS SECTION SHALL BE CONSTRUED TO LIMIT THE GENERALITY OF THE FIRST PARAGRAPH OF THIS SECTION.
You agree to defend, indemnify and hold harmless the CGP O2O Parties from and against any and all claims, damages, obligations, losses, liabilities, costs or debt, and expenses (including but not limited to attorney’s fees) arising from:
your use of and access to the Site and/or Service;
your violation of any term of this Agreement;
your violation of any right of third party, including without limitation any copyright, logo, trademark, service mark, trade name, property, or privacy right;
any amounts awarded against or required to be paid by the CGP O2O Parties resulting from a finding by a court or tribunal of competent jurisdiction that the CGP O2O Parties are employers or related employers of any Potential Employee or contractor employed or retained by Employer; or
any claim that any of the Content caused damage to a third party. This defense and indemnification obligation will survive this Agreement and your use of the Site and/or Service.
You also agree that you have a duty to defend us against such claims. You agree that this indemnity extends to requiring you to pay for our reasonable attorneys’ fees, court costs, settlements and disbursements.
Choice of Law
This Agreement shall be governed by and interpreted in accordance with the laws of Mainland China without giving effect to any principles that provide for the application of the law of another jurisdiction.
We may suspend the Service or your account or any other provision of services to you, and we may terminate this Agreement, at our discretion without explanation and notice, though we will strive to provide a timely explanation in most cases. If you wish to terminate this Agreement, you may do so by notifying CGP O2O at any time and closing your account for the Service. Your notice should be sent in writing, in accordance with the Notice Section below. Termination of the Agreement may result in the immediate deletion of any or all of the Content. CGP O2O will not have any liability whatsoever to you for any suspension or termination, including for deletion of the Content. All provisions of this Agreement which by their nature should survive termination shall survive termination, including, without limitation, ownership provisions, success fee provisions, warranty disclaimers, indemnity and limitations of liability.
Where CGP O2O requires that you provide an e-mail address, you are responsible for providing CGP O2O with your most current e-mail address. In the event that the last e-mail address you provided to CGP O2O is not valid, or for any reason is not capable of delivering to you any notices required or permitted by this Agreement, CGP O2O’s dispatch of the e-mail containing such notice will nonetheless constitute effective notice.
The Agreement is the final, complete and exclusive agreement of the parties with respect to the subject matter hereof and supersedes and merges all prior discussions between the parties with respect to such subject matter.
The communications between you and CGP O2O use electronic means, whether you visit the Site or the Service or send CGP O2O e-mails, or whether CGP O2O posts notices on the Site or Service or communicates with you via e-mail. For contractual purposes, you (1) consent to receive communications from CGP O2O in an electronic form; and (2) agree that all terms, conditions, agreements, notices, disclosures, and other communications that CGP O2O provides to you electronically satisfy any legal requirement that such communications would satisfy if they were in writing. The foregoing does not affect your statutory rights.