DRAFT - NOT LEGAL ADVICE - requires lawyer review before launch. Version: 2026-10-17-draft. Placeholders in
[BRACKETS]and items marked[[OPEN]]are undecided.
Non-Circumvention Clause
This clause is part of the ConnectorIQ Client Agreement (Section 7 of the Client Agreement). The same text appears in both places. If the two ever differ, the Client Agreement controls.
1. Definitions
- "ConnectorIQ," "we," "us" means [LEGAL ENTITY].
- "Client," "you" means the business or person that has a ConnectorIQ client account, and its affiliates, owners, employees, and agents.
- "Developer" means any person whose profile ConnectorIQ shows to you.
- "Send" means each time ConnectorIQ shows you a Developer's profile, by any channel (in the platform, by email, or by link).
- "First Send" means the earliest Send of a given Developer to you.
- "Send Ledger" means ConnectorIQ's timestamped, append-only record of every Send. Entries are added and never edited or deleted.
- "Hire or engage" means to employ, contract with, or otherwise use the services of a Developer, paid or unpaid, full-time or part-time, directly or through any third party (for example another agency, a staffing company, a contractor, or an affiliate).
[[OPEN]]Lawyer to confirm scope of this definition.
2. The rule
If you hire or engage any Developer within 12 months after the First Send of that Developer, and you have not paid ConnectorIQ the placement fee for that Developer, you owe ConnectorIQ $1,800 USD per Developer.
This applies even if:
- you met or contacted the Developer outside the platform;
- the Developer contacted you first; or
- the hire or engagement starts after the 12-month period, as long as the agreement or first contact to hire happened inside it.
[[OPEN]]Lawyer to confirm this sentence.
3. Evidence
The Send Ledger is the evidence record of which Developers were shown to you and when. You agree that a Send Ledger entry is evidence that the Developer was shown to you on that date. [[OPEN]] Lawyer to advise how strongly this can be worded (for example "conclusive" versus "presumptive" evidence).
You may ask us for a copy of the Send Ledger entries that relate to your account.
4. Payment
We will send an invoice for any amount owed under this clause. Payment is due within [NUMBER] days of the invoice date. Paying the fee under this clause unlocks the Developer's contact details on the platform in the same way a normal hire does. It does not include the 30-day replacement guarantee unless we agree in writing. [[OPEN]] Confirm whether a circumvention payment should carry the replacement guarantee.
5. Other remedies
This clause does not limit any other right ConnectorIQ has under the Client Agreement or the law. [[OPEN]] Collection costs, interest on late payment, and attorney fees to be decided with counsel.
6. Survival
This clause continues to apply for 12 months after the last Send to you, even if your account is closed or the Client Agreement ends.