A Personalvermittlung contract is usually two to four pages, and most of it is boilerplate. The paragraphs that actually determine what happens if the search goes sideways, whether you're locked into exclusivity, whether a failed hire costs you a refund or nothing at all, whether the agency can quietly poach the person they just placed for a competitor, are short, specific, and easy to skim past. Here is what to actually read before you sign.
The exclusivity clause: what it actually locks you into
Exclusivity means you've agreed to work with one agency only for a defined period or a specific role. This is common practice and often comes with a better rate, but the details matter enormously. Check the scope: does exclusivity cover this one role, or every open role for a period of time? Check the duration: is it bounded, or does it silently auto-renew? And check what happens if you break it, some contracts specify a penalty fee for running a parallel search during an exclusive period, even if the parallel search is your own internal team, not another agency.
The guarantee window: read what actually triggers it
A 3-6 month Garantiezeit is standard and sounds like real protection. Read the trigger conditions before assuming it covers what you think it covers. Common distinctions: a candidate who resigns voluntarily may be treated differently from one you terminate for performance, which may be treated differently again from a mutual separation. Some contracts only cover involuntary termination for cause, which excludes the far more common scenario of a hire that simply isn't working out and both sides agree to part ways. Also check the remedy: a free replacement search is not the same as a refund, and some contracts offer only the former, capped at one replacement attempt.
Fee trigger conditions: when the invoice actually becomes due
"Placement" sounds like a single, obvious event, but contracts define it differently. Some trigger the fee on signed offer letter, others on the candidate's actual first day, others on successfully passing a probation period. This matters practically: if a candidate has a long notice period and never actually starts, does the fee still apply because an offer was signed? If they start but leave in week two, does that count as a completed placement that only the guarantee clause can undo, or does it not count as a placement at all? Get the definition in writing, not assumed.
Non-solicit and poaching clauses: check both directions
Most contracts include a clause preventing you from hiring other candidates the agency has in its pipeline without paying a fee, reasonable, and worth understanding the scope of. Less commonly checked: whether the contract prevents the agency from re-approaching the person they just placed with you, on behalf of a different client, six months later. A one-way non-solicit that only protects the agency's interests is a signal worth negotiating before signing, particularly for scarce AI and engineering talent where a competitor calling your new hire six months in is a real, not hypothetical, risk.
Termination terms and what happens if the search stalls
- How does either side exit the contract if the search isn't producing candidates, and is there a defined timeline before that option exists?
- If the role gets cancelled or paused on your side mid-search, are you liable for any fee, and is there a kill fee for work already performed?
- Does the contract specify who owns candidate data and communications if the relationship ends, particularly relevant if you switch agencies mid-search.
- Is the fee percentage or flat amount locked for the contract term, or can it change if the role's seniority or scope shifts during the search?
The pre-signature checklist
- 1Read the exclusivity clause: scope, duration, auto-renewal, and penalty for running a parallel search.
- 2Read the guarantee window: what triggers it (resignation vs. termination vs. mutual separation), and what the remedy is (refund vs. replacement vs. both).
- 3Read the fee trigger: what event makes the invoice due, and how it interacts with the candidate's notice period.
- 4Read the non-solicit clause: does it protect only the agency, or you too, against the agency re-approaching your hire later.
- 5Read the termination clause: your exit options if the search stalls, and any liability if the role is cancelled mid-search.
- 6Confirm the fee base: gross base salary only, or base plus bonus and sign-on.
