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More Details On HotJobs-Monster: Three Year Non Compete For Yahoo; Talks Started Oct 2008

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Some more sale details of Yahoo’s jobs service HotJobs to Monster, announced earlier today, have come out in an SEC filing. The companies have already announced a three-year “commercial traffic agreement,” under which Yahoo (NSDQ: YHOO) will feature Monster job content on its home page, and has a performance based annual payments component to it too.

Other details:
—Yahoo has agreed, subject to certain exceptions, that it will not compete with Monster for three years following the closing in “online recruitment services and employment solutions which provide job listings, resume database access and employer recruitment branding to corporate recruiters, human resources departments and staffing agencies and career tools, information and resources to job seekers.”
—Both have agreed not to solicit certain employees of the other for two years following the closing…each party has also agreed to indemnify the other for breaches of representations, warranties and covenants up to a maximum amount of $33.75 million.
—Interestingly, the first talks between Monster and HotJobs started in October 2008, according to the filing, and an NDA was signed on Oct 16. So that means the asset sale process started way before Carol Bartz joined as CEO. The talks between the two went exclusive on Aug 7 last year, the filing says.

Ancillary agreements include
—(i) a license agreement, pursuant to which Yahoo will grant to Monster a license of certain patents and trade secrets for use by Monster, and Monster will agree to grant back to Yahoo a license of the technology, trade secrets and patents assigned to Monster
—(ii) a transition services agreement to ensure Monster’s ability to operate the HotJobs business for a period of six months following the closing (as such time period may be extended in Monster’s discretion by up to three additional months) and
—(iii) a commercial traffic agreement, pursuant to which Yahoo has agreed to place hyperlinks on Yahoo’s homepages in the United States and Canada and certain other Yahoo properties designed to direct user traffic to Monster.com and Monster.ca.

Feb 4, 2010 12:49 AM ET

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Posted In: Jobs & Layoffs, Money, M&A & Venture Capital, Mergers & Acquisitions, Companies, Yahoo, hotjobs, monster

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