General Terms and Conditions for Companies

I. Introduction, Purpose of myVeeta

1. Talent Solutions GmbH (hereinafter referred to as myVeeta) operates a web-based Talent Relationship Management (TRM) software (the “myVeeta system“) under the brand “myVeeta“. In addition, myVeeta offers various services, from consulting and project-based outsourcing of TRM activities to reselling and operating third-party products and solutions.
2. The main product of myVeeta, the myVeeta system, allows companies to build their own pool of talents (potential future employees), manage it, stay in touch with these talents, communicate with them and make them job offers if necessary.
3. The following General Terms and Conditions (GTCs) relate both to the provision of the myVeeta system and to the provision of additional services by myVeeta. They regulate the contractual relationship between myVeeta and each company with which a contractual relationship exists that is based on the following GTCs (hereinafter referred to as the myVeeta client or the client).
4. Details regarding the offered services can be found on the myVeeta website www.myveeta.com (hereinafter referred to as myVeeta website).
5. In case of differences, i.e. conflicting rules, between different language versions of this document, the rules of the German version take precedence and are binding for all parties.

II. Scope of Application, Applicability

1. myVeeta provides services, orders and commissions exclusively on the basis of the following GTCs. Regulations deviating from these terms and conditions can be made but must be in writing.
2. myVeeta is entitled to amend or supplement these GTCs at any time, provided that the amendments are reasonable for the commercial user, taking into account the interests of the myVeeta customers. Consent to the amendment of the GTCs is deemed to have been granted if the customer does not object to the amendment within four weeks after receipt of the amendment notification.
3. The GTCs of myVeeta shall apply exclusively to the contract between the client and myVeeta. Conflicting provisions, e.g. of the Client’s General Terms and Conditions, shall only apply if myVeeta expressly accepts such provisions in the document on which the contract is based (e.g. the written offer).

III. Contract Proposal, Signing, Termination

1. The offer for the services of myVeeta (the offer or myVeeta offer) is made to companies either
   
   1. directly on the myVeeta website,
   2. through product descriptions or
   3. submitted as part of an individual, written offer.
2. A company accepts the offer of myVeeta by either
   
   1. registering for myVeeta on a designated website,
   2. submitting a written order or declaration of acceptance,
   3. signing a corresponding written offer or
   4. doing a first act of performance.
3. myVeeta is entitled to refuse a contract without giving reasons.
4. Unless otherwise agreed upon conclusion of the contract, the contractual relationship may be terminated by the customer without stating reasons by the end of the running contract period with a notice period of 3 months. Thereafter, the contract is automatically renewed for another contract period.
5. The contractual relationship can be terminated by myVeeta at any time without stating reasons with a notice period of 30 days.
6. The right of both parties of contract termination without notice for good cause remains unaffected. Such a reason exists for myVeeta in particular – but not only – if the customer
   
   1. is more than 30 calendar days late with payment of myVeeta fees, or
   2. culpably breaches one of the obligations regulated in the contract or in these GTC.
7. Any provisions that go beyond these GTC are included in the underlying contractual document (e.g. signed offer).
8. Upon termination of the contract, all rights of the customer to use the myVeeta system expire.
9. In the event of termination of the contract, all fees already incurred or due must still be paid. Fees already paid will not be refunded.
10. The termination of the contract must be in writing to be effective. Alternatively, termination by the Client is also permitted via a mechanism provided for this purpose on the myVeeta website (e.g. a termination form).

IV. Scope of Services

1. The scope of the services offered as well as the corresponding fees and their method of payment are agreed in the respective offer, in connection with these GTCs.
2. The functionality and performance of myVeeta services is outlined in the respective myVeeta offer as well as any performance description existing for the respective product.
3. Customers only acquire the right to use the myVeeta services for a limited time, in accordance with the offer or service description. No further rights are transferred to the customer or user.
4. The use of all functions for sending messages between clients and talents (and other persons) is generally based on the fair-use principle.
   
   1. myVeeta reserves the right to limit the number and frequency of messages sent by a customer if the number of messages sent is far above average.
   2. The message channel over which messages are delivered (e.g. e-mail, SMS or WhatsApp) can be freely selected by myVeeta. This is done based on various parameters such as the preference of the sender and/or recipient, message consumption and credit of the customer, number of recipients, previous communications with recipients, etc. The customer has no claim to the delivery of his messages over a specific message channel.
   3. Unless otherwise agreed in the myVeeta offer and service description, all myVeeta products include an unlimited number of e-mails per customer and calendar month, as well as a quota of 500 sent mobile messages (i.e. messages via mobile channels, i.e. all channels except e-mail). Unused message quotas expire at the end of each calendar month.
   4. If the available quota of mobile messages is exceeded, myVeeta has the right to
      1) temporarily send messages of the customer over alternative channels (e.g. e-mail) as described in section IV.4.b, or
      2) inform the Client that the current message quota has been exceeded and charge the Client for all messages exceeding the quota according to the current rate (see offer or personal information).
   5. When sending and receiving messages – especially over mobile channels – myVeeta depends on the services of specialised subcontractors (e.g. messaging and gateway providers), which results in significant cost for myVeeta. myVeeta reserves the right to pass on all changes to these prices, even during running billing intervals, to customers, together with an explanation why these additional costs incur.

V. General Terms of Payment

1. Unless otherwise stated, all prices are in EUR excluding VAT.
2. The cost and billing intervals of a product are determined by the underlying offer.
3. myVeeta has the right to adjust the amount of all fees to the rising cost level, and thus increase them according to the Austrian Consumer Price Index (CPI). All price increases exceeding the CPI increase require the consent of the customer. The customer consents to a price increase implicitly if they do not object to it within 4 weeks after receipt of a respective notification.
4. The service fee for the use of myVeeta services must be paid in advance. myVeeta has the right to make the agreed services available only after payment of the agreed fees.
5. If a payment is overdue, myVeeta is entitled to charge interest at a rate of 5% p.a. above the base interest rate of the European Central Bank and to block the customer’s user account.
6. The customer shall only have the right to set-off or reduction if their counterclaims have been legally established or recognized in writing by myVeeta. The customer is only authorized to withhold payment if the respective claims are based on the same contractual relationship. Independently from this, In the event of a contract termination, fees already paid are not refunded.

VI. Relationship Between Talents, Customers (Companies) and myVeeta

1. The services offered by myVeeta essentially aim to support and simplify the communication and exchange between talents and the customer.
2. Talents share their job application and/or personal CV data with the customer over  myVeeta. This happens either
   
   1. when a talent registers in the customer’s myVeeta talent pool, or
   2. when a talent sends their job application to the customer over myVeeta.
3. In the case of such a registration or job application, the respective talent explicitly makes their transmitted data available to both myVeeta and the customer. In this process,
   
   1. the nature, purpose, scope and duration of the use of talent data by myVeeta (mostly storage and provision) is governed by the myVeeta Privacy Policy for Talents, while
   2. the nature, purpose, scope and duration of the use of talent data by the customer (mainly employee search and management of applicants) is governed by the customer’s relevant privacy policy.
4. Forwarding of personal talent data to customers by myVeeta shall in any case only take place upon explicit request by the respective talent.
5. A talent can revoke the permission for the storage and use of its data by the customer at any time via myVeeta. In this case, myVeeta takes appropriate measures to end the further use of the talent data by the customer. Examples of such measures are – depending on the customer’s use of myVeeta and/or implementation on customer side – individually or in combination
   
   1. revocation of the customer’s access to the respective data in the myVeeta system,
   2. sending a request for data deletion to the customer’s recruiting or HR system which might be connected to myVeeta (via a technical interface), or
   3. sending notification e-mails to responsible persons or other e-mail recipients named by the customer.
6. In this case, the customer is responsible for deleting any talent data remaining in their own systems.
7. If in the customer’s respective privacy policy, the use of talent data is not linked to the use of myVeeta, the customer is free to continue to use all talent data even after a termination of the contract with myVeeta.
   
   1. In this case, upon request, myVeeta provides the customer with a complete export of their talent data in a common format (e.g. zip, xlsx, xml), charging the resulting efforts on myVeeta side (usually 1-2 hours) to the customer.
   2. In this case, it is the customer’s sole responsibility to comply with all laws and legal obligations (e.g. the customer’s privacy policy), e.g. providing talents with information regarding their data, deleting talent data upon request etc.

VII. Warranty and Liability

1. myVeeta is only liable to customers for damages that are proven to be caused by myVeeta or one of its legal representatives or vicarious agents intentionally or through gross negligence.
2. myVeeta is only liable to talents for damages that are proven to be caused by myVeeta or one of its legal representatives or vicarious agents intentionally or through gross negligence.
3. The liability of myVeeta is in any case limited to the typical, foreseeable damage for such contracts. Any compensation or other claims against myVeeta are limited to the service fee that has been paid for the current payment interval. Any liability beyond this is excluded.
4. Liability for indirect damages, such as loss of profit, costs associated with a business interruption, loss of data or claims by third parties, for incidental damages or consequential damages is excluded.
5. myVeeta assumes no liability for content created by clients, their employees, talents or other third parties. This also applies to copyright, accuracy, legality, or suitability of the content provided.
6. myVeeta is not liable for any damages resulting from misuse of talent data by other parties (clients, their employees, talents, etc.).
7. myVeeta makes no warranties as to the results that may be obtained from the use of the services, nor to the accuracy, usefulness or content of any information distributed through myVeeta.
8. Claims for damages shall become time-barred in accordance with law, but not later than one year after the customer obtains knowledge of the respective damages.

VIII. Obligations of the Customer

1. The client is obliged to treat all confidential information provided by myVeeta (such as passwords) as confidential and is liable for any misuse resulting from unauthorised use for usage fees and damages.
2. The customer makes sure that the personal and company-related data provided to myVeeta is correct and complete. The customer will inform myVeeta immediately of any changes to the data provided and will reconfirm the accuracy of data provided to myVeeta upon request by myVeeta within 14 days. This data particularly includes the name and postal address of the customer as well as other information related to the generation of invoices and/or collection of fees.
3. The client acknowledges that in the interest of the security of myVeeta’s services, no fake identities may be registered, and will take all necessary actions to ensure that the information provided to myVeeta is correct. The customer is liable to myVeeta for damages caused by incorrect information.
4. The customer will only use myVeeta services for their intended purpose. In particular, the customer will
   
   1. refrain from any form of reverse engineering,
   2. not to attempt to unlawfully obtain other people’s user data,
   3. not intentionally compromise the security, performance and stability of the myVeeta system,
   4. refrain from any other actions that could affect the stability or security of the myVeeta system, and
   5. respect the copyrights of the content transmitted by the myVeeta system.
5. The use of the myVeeta system is not subject to any volume-dependent limitation but is based on the fair-use principle (whereby the price of products is, however, based on the volume of use). Excessive use of the myVeeta system will be brought to the customer’s attention by myVeeta, if applicable, and will lead to termination of the contract by myVeeta in the event of continued excessive use.
6. The customer will refrain from storing any of the following content in the myVeeta system:
   
   1. Content that promotes violence, racism or anti-semitism
   2. Fraudulent content
   3. Content that infringes the rights of third parties
7. In case of misuse of the myVeeta system (e.g. sending spam, inappropriate contacting of talents or other parties, contacting talents for an improper purpose) myVeeta has the right to immediately block the customer’s access to myVeeta and terminate the contract. The customer is liable to myVeeta and third parties for any damages that incurred.
8. The customer agrees to receive emails from myVeeta for provisioning the agreed services.

IX. Data Security

1. The protection of talent, customer and company data against unauthorised access is an important part of myVeeta’s activities. myVeeta therefore takes all state-of-the-art measures to protect data during storage and transmission. These include
   
   1. Fully encrypted data transmission, at the level of online banking and above
   2. Secure logins and passwords
   3. Exclusive use of ISO 27001 or equivalent certified hosting providers with proven experience and track record
   4. Definition of internal security standards, policies and best practices as well as corresponding training of all employees
2. myVeeta is committed to treating all talent and client data received and created during the term of the contract as confidential, and to use it exclusively to deliver the contractually agreed services, with the following exceptions:
   
   1. myVeeta uses third party services (e.g. web hosting, CV parsing, generation of PDF CVs) to provide the myVeeta services. The transfer of user data to such third parties is therefore necessary and is expressly permitted by the client. In such cases, myVeeta ensures that the data protection standards of such third parties are comparable to those of myVeeta and that the protection of all data can still be fully guaranteed.
   2. myVeeta collects anonymous usage data for the purpose of improving the service.
   3. myVeeta uses aggregated, fully anonymized talent data to support industry studies, analyses, evaluations, etc.
3. Specific myVeeta employees may have access to customer and talent data for the purpose of troubleshooting, improving myVeeta or processing support requests. All myVeeta employees are obliged to maintain absolute confidentiality.
4. myVeeta expressly points out to that protection of data transmitted through open networks (such as the internet) cannot be comprehensively guaranteed, according to the current state of technology. Various parties and participants on the Internet may be technically able to intervene network security and to control message traffic.
5. All talent and customer data stored at myVeeta is regularly backed up with due diligence. Recognized state-of-the-art backup solutions are selected as backup techniques.

X. Final Provisions

1. All agreements must be in writing to be effective. This shall also apply to any waiver of the written form requirement.
2. Should a provision of the contract or these General Terms and Conditions be or become void in whole or in part, the validity of the remaining provisions shall not be affected. The invalid provision shall be replaced by a provision that comes as close as possible to the purpose of this provision in a legally effective manner.
3. The sole place of jurisdiction for all disputes arising from this contract shall be the court having subject-matter jurisdiction in Vienna, Austria.
4. The contracts concluded by myVeeta based on these General Terms and Conditions, as well as any claims arising from them, shall be governed exclusively by Austrian law, excluding the conflict-of-law rules and the UN Convention on Contracts for the International Sale of Goods.