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General Terms and Conditions talents – SKILLARY GmbH

Preamble

SKILLARY GmbH, Herzogparkstr. 3, 81679 Munich (hereinafter referred to as "SKILLARY") operates an online brokerage platform (hereinafter referred to as "Platform") under the URL [www.skillary.io] for architects, engineers and persons involved in planning and construction. On this platform, companies can place offers to find suitable candidates (hereinafter referred to as "user") from SKILLARY's talent pool for their assignment. Users can create their own profiles to contact companies. The following terms and conditions regulate the contractual relationship between SKILLARY and the user.

General and scope

1.1 These General Terms and Conditions (hereinafter referred to as "GTC") apply to the use of the platform. GTC and deviating regulations of the users or third parties do not apply unless SKILLARY has expressly confirmed this in writing. Individual agreements always have priority.

 

1.2 By using the platform, the user acknowledges these GTC.

 

1.3 The business relations between SKILLARY and the user are subject to the law of the Federal Republic of Germany as well as in the case of consumers with residence outside Germany additionally to the mandatory consumer law regulations of the respective country. The validity of UN sales law is excluded.

 

1.4 The contract language is German.

 

1.5 Place of performance is the registered office of SKILLARY.

 

1.6 The place of jurisdiction is the registered office of SKILLARY if the user has no registered office in Germany or if the parties are merchants. However, SKILLARY is also entitled to sue the user at his general place of jurisdiction. Any exclusive place of jurisdiction remains unaffected.

 

1.7 Duty to inform according to consumer dispute resolution law (§ 36 VSBG): SKILLARY is neither willing nor obliged to participate in further dispute resolution proceedings before a consumer arbitration board.

 

2. Use of the platform as a guest

Visiting the platform as a guest is also possible without registration. An active use of the offers and usage possibilities of the platform is, however, only possible after a registration according to clause 3 of these GTC.

 

3. Use of the platform as a registered member

3.1 The active use of the platform is only possible after prior free registration as a registered user. SKILLARY reserves the right to discontinue the possibility of use of the registered users in whole or in part with a notice period of four weeks.

 

3.2 Registration takes place by opening a user account, whereby each user must accept these GTC. Upon completion of the registration process, a contract on the use of the website (hereinafter referred to as "user contract") is concluded between SKILLARY and the respective user. Until the registration process has been completed, the user can correct his entries directly in the corresponding entry fields using the usual keyboard and mouse functions. Following registration, the user will receive an e-mail with a confirmation link to the e-mail address provided. Only when the e-mail address has been verified by clicking on the confirmation link is it possible to log in on the platform as a registered user. SKILLARY confirms the conclusion of the user contract to the user by e-mail. With this e-mail the user also receives these GTC. There is no entitlement to the conclusion of a user contract.

 

3.3 Registration is only permitted for natural persons with unlimited legal capacity. The user assures that he is of legal age at the time of registration and fulfils the aforementioned requirements. Minors may not register with SKILLARY. Each user may have only one user account. SKILLARY reserves the right to delete multiple accounts and to exclude the user from using the platform as a registered user. A transfer of the access is not possible.

 

3.4 A valid e-mail address is required for registration on the platform. Furthermore, the master data required in the registration form must be completed. The data requested by SKILLARY during registration must be complete and correct. If the e-mail address or other data changes subsequently, the user is obliged to correct the information immediately. The user must also assign an individual user name and password when registering. After registration, the user can enter further data in his profile and edit his profile. The provision of this data is voluntary and not necessary for the use of the platform. The information is published on the profile and can only be viewed by all registered users for data protection reasons.

 

3.5 The user assures that all data provided by him are true and complete. The user is obliged to keep the data true and complete for the entire duration of the contract.

 

3.6 Communication between SKILLARY and the user takes place via the e-mail address provided by the user. Users must keep their password secret.

 

3.7 Every user is obliged to inform SKILLARY immediately if there are indications that his account has been misused. Each user is basically liable for all activities that are carried out using his account and indemnifies SKILLARY from any claims for damages by third parties, unless the user is not responsible for the abuse.

 

3.8 SKILLARY reserves the right to delete accounts that have not been fully activated or accounts that have been inactive for a period of more than 12 months after prior notification by e-mail.

 

3.9 SKILLARY does not check the data and information provided by the user. SKILLARY is therefore not liable for the correctness and/or completeness of the information. SKILLARY will immediately examine complaints and if necessary take appropriate measures.

 

4. Services of SKILLARY

4.1 The platform offers the user an online service which serves the presentation and contacting of companies.

 

4.2 The use of the platform is free of charge for the user in the basic functions.

 

4.3 By using the platform, the user is granted the simple, non-transferable right to use the contractually agreed functions.

 

4.4 SKILLARY does not guarantee that contractual relationships (e.g. employment or service contracts) between companies and users will be established or fulfilled. SKILLARY merely provides the platform with which suitable users ("talents") for the corresponding order specifications of companies are matched ("matching").

 

4.5 SKILLARY does not act as a representative, messenger, other agent or broker for companies or users within the scope of operating the platform. Contracts between users and companies are concluded exclusively outside the platform directly between companies and users and without the participation of SKILLARY.

 

4.6 SKILLARY is not obliged to provide services in accordance with these GTC and/or the contract if the services become impossible for SKILLARY or its vicarious agents due to cases of force majeure (e.g. strike, natural disasters, war) or similar comparable unforeseeable events that lie outside SKILLARY's area of responsibility. Changes to SKILLARY's performance obligations are permissible if they become necessary as a result of mandatory legal or official requirements or if they serve the user's interests without any disadvantage resulting from the changes (e.g. through improvements to technical processes).

 

4.7 SKILLARY reserves all property rights and rights of use to the present and future design of the platform including all technology and software contained in the platform, integrated or part of the platform as well as the services to be provided by SKILLARY and content provided.

 

5. Term of the user contract, termination

5.1 The registration as a registered user is unlimited. A registered user can terminate his user contract at any time without giving reasons via a link in the settings. To protect the user accounts from unauthorized deletion, the password must be entered.

 

5.2 SKILLARY reserves the right to discontinue the platform altogether. The user will be informed of this at least 3 months in advance by e-mail.

 

5.3 The right of extraordinary termination for important reasons for SKILLARY and the users remains unaffected. An important reason exists in particular if the user violates obligations from these GTC, laws, rights of third parties or data protection guidelines, and SKILLARY cannot be expected to continue the contractual relationship until the agreed termination date or until the expiry of a period of notice, taking into account all circumstances of the individual case and after weighing the interests of both parties. Termination for good cause is only possible within a reasonable period of time after becoming aware of the violation.

 

6. Obligations of the users, release from liability

6.1 The contents provided by the users on the platform are not checked by SKILLARY in general. Should SKILLARY become aware, however, that a user has violated these GTC and/or legal regulations with his contribution, the illegal contents will be removed immediately or access to them will be blocked.

 

6.2 In no case do contents represent the opinion of SKILLARY and SKILLARY does not adopt them as its own.

 

6.3 Each user undertakes not to use the platform's offer to publish content or to transmit messages with the following content:

  • immoral, pornographic, racist or in any way objectionable content,

  • non-objective or intentionally incorrect content,

  • content, that violates the rights of third parties, in particular copyright, trademark and/or personal rights,

  • content, that otherwise violates applicable law or constitutes a criminal offense,

  • content that contains a virus or other computer programs that could damage software or hardware or interfere with the use of computers,

  • surveys or chain letters or hidden advertising, or

  • content intended to collect and/or use personal information of other users, especially for business purposes.

 

6.4 If SKILLARY becomes aware of a violation of the above provisions, SKILLARY reserves the right to change or delete the offer. Should third parties assert claims for damages against SKILLARY due to such an infringement, the responsible user shall indemnify SKILLARY from such claims.

 

7. Blocking of users

7.1 SKILLARY may take the following measures if there are concrete indications that a user violates legal regulations, rights of third parties or these GTC, or if SKILLARY has any other legitimate interest, in particular for the protection of other users:

  • Warnings of users,

  • temporary, partial or definitive blocking.

 

7.2 SKILLARY may definitively exclude a user from the active use of the platform (final blocking) even if the user has provided false data and/or contact data when registering, in particular a false or invalid e-mail address, if he significantly damages or harasses other users or if there is another important reason. An important reason exists in particular if the platform is used contrary to the terms of the contract, e.g. by persons who impersonate companies or users in order to collect data for their own economic purposes.

 

7.3 As soon as a user has been temporarily or permanently blocked, he may no longer use the platform with other user accesses and may not re-register.

 

7.4 The user has a claim to the re-granting of the access authorization and the access possibility after he has proven that he has ceased the use contrary to contract and prevented a future use contrary to contract.

 

8. Granting of rights by the user

8.1 The user grants SKILLARY the free and unlimited, irrevocable, non-exclusive right to publish on the profile and provide the contractually agreed services, all information and data provided in connection with the creation of the profile and the provision of the contract, including any company and business data, to use word and picture marks, pictures and photos and other marks and ancillary copyrights of the user, as well as the further information provided by the user (in whole or in part), in particular to duplicate, process, transmit, present, make publicly accessible and make available to other users the data and information.

 

8.2 The user alone is responsible for ensuring that he has all rights with regard to the content published by him and that no rights of third parties, e.g. copyrights or personal rights, are infringed. The user confirms that he has the necessary rights to publish this information for the duration of the usage contract.

 

9. Rights of use

9.1 The user is expressly prohibited from using, modifying and/or editing the platform beyond the granting of rights pursuant to clause 4.3 of this GTC. The user is not entitled to rent, sell, license, assign or otherwise transfer the rights granted to him under these GTC. The determination and disclosure of the source code of the platform is prohibited and will be prosecuted under civil and/or criminal law. The user is obligated to compensate SKILLARY for any resulting damage or loss in the event of a violation of this clause 9.1.

 

9.2 The information provided by other users or companies may be protected by copyright and/or trademark law. Any duplication, processing, distribution or exploitation outside the legally permissible limits is prohibited.

 

10. Responsibility for content, liability

10.1 SKILLARY assumes no responsibility that the information and documents made available on the platform are complete, correct and up to date. This also applies to all links to other websites contained on the platform.

 

10.2 SKILLARY is not liable for legal violations committed by users via the platform. Information, pictures etc. published on user profiles represent exclusively the opinion of the respective user. SKILLARY is not liable for contents on user profiles and does not adopt them as its own.

 

10.3 If entitled persons (e.g. owners of trademarks or copyrights) detect an infringement by content on the platform, these alleged infringements can be reported to SKILLARY by e-mail to [n]. For the deletion of contents of third parties by SKILLARY, a concrete notification of the presumed infringement, proof of ownership and proof of power of representation in the case of a notification by a representative is necessary.

 

10.4 SKILLARY may refer the users of the platform to third party content and applications (hereinafter referred to as "third party content") by means of links. Such third party content is clearly identified by a corresponding notice. If and to the extent that the conclusion of a contract is offered in connection with these third-party contents, this is concluded exclusively with the respective third-party provider. SKILLARY is not responsible for third party content.

 

10.5 Outside of liability for material defects and defects of title, SKILLARY shall only be liable without limitation if the cause of damage is based on intent or gross negligence. SKILLARY is also liable for the slightly negligent violation of essential obligations (obligations whose violation endangers the achievement of the purpose of the contract) as well as for the violation of cardinal obligations (obligations whose fulfillment makes the proper execution of the contract possible in the first place and on whose fulfillment the user regularly relies), but only for the foreseeable, contract-typical damage. In particular, SKILLARY shall only be liable for the loss of data to the extent of the expenditure incurred if the user has regularly performed a data backup adequate to the application and thereby ensured that lost data can be restored with justifiable expenditure. SKILLARY is not liable for the slightly negligent violation of other obligations than the above.

 

10.6 SKILLARY's liability for indirect damages, in particular lost profits and consequential damages, is excluded and limited to typically foreseeable damages.

 

10.7 The above exclusion of liability does not apply to any liability under the German Product Liability Law (Produkthaftungsgesetz), in the event of injury to life, limb or health and in the case of data protection claims.

 

10.8 If SKILLARY's liability is excluded or limited, this shall also apply to the personal liability of employees, representatives and vicarious agents.

 

11. Changes to the platform

SKILLARY enables the user to use the platform in the respective concrete design according to the state of the art. SKILLARY has the right to make changes (e.g. for further developments) to the platform at any time. The user has no claim to the production or maintenance of a certain design or a certain design of the company profile placed on the platform.

 

12. Indemnity

12.1 If a claim is made against the user or SKILLARY by third parties, including state authorities and institutions, due to violations of rights based on the fact that the other party to the contract has violated the obligations specified in these GTC or in the contract, the infringing party shall immediately indemnify the claimed party against these claims, including the necessary legal costs. The infringing party shall support the claimed party in the legal defence and clarification of the facts of the case.

 

12.2 The claimed party is obliged to immediately inform the other party in writing of the nature, reason and amount of the asserted claims, not to make any concessions or acknowledgements or comparable declarations and to enable the other party to conduct all judicial and extrajudicial negotiations about the claims at its own expense. This shall not apply if the party claimed is a necessary litigant.

 

12.3 A claim for indemnification under this clause 12 shall lapse if the party to be indemnified suffers a loss of rights due to the fact that it does not fulfil its obligations under clause 12.1 and/or clause 12.2, unless the party obliged to indemnify is not responsible for this breach of duty.

 

13. System integrity and failure of the platform

13.1 Users may not use any mechanisms, software or other scripts in connection with the use of the platform that may interfere with the functioning of the platform.

 

13.2 Users may not take any measures that could result in an unreasonable or excessive load on the infrastructure.

 

13.3 Users may not block, overwrite or modify any content generated by SKILLARY or interfere with the platform functionality in any other way.

 

13.4 SKILLARY may restrict access to its own services if the security of the network operation, the maintenance of the network integrity, in particular the avoidance of serious disturbances of the network, the software or stored data require this.

 

14. Data protection, privacy

14.1 SKILLARY collects, processes and uses personal data in accordance with the statutory provisions and the privacy policy.

 

14.2 The processing of personal data of the user is necessary for the execution of the contract. The legal basis for this data processing is therefore Article 6 (1) (b) GDPR.

 

14.3 The parties mutually undertake to keep secret all confidential information in connection with the contract during the term of the contract.

 

14.4 SKILLARY is entitled to pass on confidential information of the user to other users and/or service providers for the fulfilment of the contract.

 

15. Amendment of these general terms and conditions

SKILLARY reserves the right to change and/or amend these GTC at any time and without stating reasons. The user will be informed about changes of GTC by sending the version with the changed terms and conditions by e-mail. The user can object to these changes within a period of four weeks after receipt of the new version by sending a statement by e-mail or in writing. If the user does not object to the changes or does not do so in due time, the changes shall become effective. If the user objects to the changes, the GTC in the version valid up to that point shall continue to apply. In this case SKILLARY is entitled to terminate the user relationship with a notice period of four weeks to the end of the month. SKILLARY will inform the user of the consequences of an amendment to these GTC and the rights resulting therefrom in the e-mail with which the amendments are sent.

 

16. Severability Clause

If a provision of this contract is invalid, the remaining provisions shall remain unaffected. The ineffective provision shall be deemed replaced by a provision that comes as close as possible to the meaning and purpose of the ineffective provision in a legally effective manner. The same applies to any regulatory gaps.