General terms and conditions
- for job providers -
1. preamble
Die vorliegenden Allgemeinen Geschäftsbedingungen (“AGB“) gelten als grundlegende Vertragsbedingungen für Verträge zwischen Kunden (nachstehend auch als “Sie“ oder “Ihnen“ bezeichnet) und der Simpmatch GmbH, Kapuzinerstraße 9, 80337 München (Registergericht: Amtsgericht München; Registernummer: HRB 265076; vertreten durch die Geschäftsführer Richard Fischer und Steven Miller) (nachstehend als “Simpmatch”, “wir“ oder “uns“ bezeichnet). Der Kunde plant, die Simpmatch-Software beziehungsweise unsere Dienstleistungen für seine Personalbeschaffungszwecke zu nutzen. Die Inanspruchnahme unserer Dienste ist darauf ausgelegt, den Rekrutierungsprozess des Kunden zu vereinfachen und seine Zielerfüllung in der Personalbeschaffung zu erleichtern. Simpmatch schuldet hierbei nur ein Tätig werden, jedoch keinen Erfolg. Aufgrund der besseren Lesbarkeit wird im Text das generische Maskulinum verwendet. Gemeint sind jedoch immer alle Geschlechter.
2. scope
These GTC apply to all business relationships with our customers. Customers can only be entrepreneurs within the meaning of Section 14 (1) of the German Civil Code ("BGB") and legal entities under public law. The conclusion of a contract with consumers within the meaning of § 13 BGB is expressly excluded. Unless otherwise agreed, the GTC shall apply in the version valid at the time the contract is concluded. Our GTC shall apply exclusively. Deviating, conflicting or supplementary GTC of the customer shall only become part of the contract if and insofar as we have expressly agreed to their validity. Legally relevant declarations and notifications by the customer in relation to and in connection with a contract must be made in text form (Section 126b BGB), unless more specific statutory formal requirements or formal requirements agreed on the basis of these GTC apply.
3. conclusion of contract on our website
If the contract for the use of one of our digital Simpmatch platforms(https://www.driverhero.de/ /https://www.workerhero.com/) and/or other services is not concluded by means of individual communication, i.e. in person, by email, fax, post, telephone or similar, but online on our website, the contract is concluded as follows: Only when you order the services is a binding offer to conclude a corresponding contract. To place the order, you go through the order process on our website and enter the information requested there. Before sending the order, you have the opportunity to check all the order details again and correct them if necessary. You only submit a binding offer to conclude a contract when you send your order. We can accept your offer within five working days ("Monday to Friday") by sending an order confirmation by post, fax or e-mail; the time of receipt of our order confirmation by you is decisive for compliance with the deadline.§ 312i paragraph 1 sentence 1 numbers 1 to 3 and sentence 2 BGB are hereby waived.
4. services from Simpmatch
Simpmatch undertakes to provide the services set out in these GTC in connection with the contracts specifying them. The services owed by Simpmatch are therefore based in particular on the service plans selected by the customer ("TalentSolution" / "Application Push, Recruiting Campaign" / "Talent Service" / "Job Advertisements"), which are specifically defined in a separate service contract or in an order confirmation. The statutory provisions of §§ 611 ff. BGB (German Civil Code) shall apply in addition insofar as these GTC and the contracts incorporating them do not contain any provisions of their own.
4.1 Access to the Simpmatch software and data sets
The Customer selects one or more of the service plans offered by Simpmatch when entering into the Agreement and is granted access to the relevant areas of the Simpmatch Software. If the Customer has chosen a software solution, Simpmatch will give the Customer the opportunity to create a customer account and access the aforementioned areas within seven (7) working days of the conclusion of the agreement. During the term of the contract, the customer shall have access to his customer account at all times, except in exceptional circumstances such as maintenance work. If the Customer has chosen a plan without the use of the Simpmatch software, no customer account will be created for the Customer on a Simpmatch platform. The candidates generated for the Customer by Simpmatch (hereinafter also referred to as "Candidates") will be sent to the Customer in a comma separated values file ("CSV") at the end of each working week from the week following the conclusion of the contract to the e-mail address provided by the Customer.
4.2 Applicant profiles
Depending on the selected service plan, candidate profiles are generated for the customer in different formats. Each qualified candidate profile contains at least candidate data such as first and last name and verified data such as contact e-mail and contact telephone number. Applicants can also add further information to their profile. This includes the following possible details, among others: Address details, driving license (if required), tax identification number (yes/no), social security card (yes/no), work permit (yes/no), health insurance (yes/no), matriculation certificate (yes/no), health certificate (yes/no), police clearance certificate (yes/no), available working hours, work experience, professional qualifications. Furthermore, verified applicant profiles can be created on a Simpmatch platform. In any case, the aforementioned profiles contain the minimum applicant data listed in the previous paragraph and certain work documents (official proof of identity / driving license / work permit), which Simpmatch attempts to check for authenticity and provide the customer with an assessment. If the verification process results in a positive assessment of authenticity, the applicant profile is marked with a blue tick on the platform. Simpmatch cannot guarantee the authenticity of the working papers or the submission of an accurate assessment. There is also the option of hand-picked applicant profiles on the Simpmatch platforms. With these profiles, the information provided by the applicant is personally checked by a Simpmatch employee ("recruiting agent") in order to ensure the highest possible probability that the information is correct. In addition, the recruiting agent carries out a manual assessment of the candidates based on objective criteria specified by the client in the job description in order to pre-filter the most relevant applicants. Finally, the client has the option of downloading various required working papers from the Simpmatch software, provided they are provided by the candidate and Simpmatch has not already made an assessment of their authenticity.
4.3 Recruiting features
The Simpmatch software offers a variety of technical recruiting features and communication solutions for a targeted process. These include, in particular, the Recruiting Assistant and the matching algorithm for the upstream assignment of applicant profiles, the online editor for creating job advertisements, the Applicant Tracking System ("ATS") and the automated communication aid with applicants.
4.4 Talent Solution, Application Push, Job Ads & Talent Service
4.4.1 Talent Solution
A talent solution is a personal approach to promising candidates with the aim of attracting interested parties to the company. By providing a pool of applicants ("Simpmatch pool"), Simpmatch attempts to focus the customer's recruiting on suitable candidates for a vacant position. The Simpmatch pool is available for the duration of the contract. It contains job seekers from various occupational groups. These occupational groups are described in more detail on the websites of the Simpmatch sub-brands(https://www.driverhero.de/ / https://www.workerhero.com/). The Simpmatch pool only contains candidates for the cities/locations in which Simpmatch is active. Simpmatch offers the customer the opportunity to request qualified or verified candidates from the pool for a vacant position. By confirming this request, the candidate is given the opportunity to exchange both contact and profile information with the client. The employment contract can then be discussed remotely by telephone or video call or in person. The duration of the interview is agreed in advance between the client and the candidate. If one party terminates the application process before the job interview is actually conducted, either by not showing up or by canceling, the interview is still considered complete, provided that the available candidate data has been exchanged between the candidate and the client. Each Talent Solution plan contains a certain quota of applications or hires. This quota can be increased if necessary by adjusting the Talent Solution plan. This increase requires a request in text form via the Simpmatch software or to the Simpmatch Sales or Customer Success department.
4.4.2 Application Push / Recruiting Campaign
Simpmatch acts as an operational marketing expert for the client and creates a mix of measures to generate the highest possible number of new potential candidates for the client. Simpmatch automates, monitors and optimizes the processes using web analytics data, programmatic performance data, candidate personas and HR analytics to build a sustainable candidate pool for the client. Simpmatch also generates a performance report to sharpen the effectiveness of the target group selection and demonstrate this to the client. Cities/locations in which Simpmatch is not currently active can be developed through application push measures after consultation.
4.4.3 Job advertisements
Simpmatch offers the customer the opportunity to place individual job advertisements on the Simpmatch platforms in order to draw attention to vacancies within the Simpmatch pool. Access to the Simpmatch software is not granted. The customer must ensure that the placement of his job advertisement does not violate relevant legal provisions. We are permitted to block job advertisements if there are indications that they violate legal provisions, the rights of third parties or these GTC. The block must be lifted as soon as the suspicion of a violation has been dispelled. In the event of an incident within the meaning of the above paragraph, we will ask you to clear up the allegation, setting a reasonable deadline, and we will wait until the deadline has expired before blocking the job advertisement if this is possible in the individual case without jeopardizing our legitimate interests or if our legitimate interest in immediate blocking does not outweigh your legitimate interest in continuing to place the advertisement in the individual case.
4.4.4 Talent Service
Simpmatch creates and conducts a dedicated search for the client for a vacant position. A recruiting agent generates hand-picked profiles for the client so that the minimum number of actual applications from promising candidates (applicant guarantee) or hires (hiring guarantee) specified in a service contract or order confirmation can be achieved. In addition to a minimum number of applications and hires, a talent service plan also includes a quota for the number of free hires from the applications. The costs for hires that exceed this free quota of hires are regulated in the respective service contract / order confirmation. Simpmatch grants the customer a so-called trial period guarantee for each contract concluded within the framework of the Talent Service Plan. This means that if an employment relationship resulting from a Talent Service Plan does not last six (6) months from the conclusion of the contract, it will be counted towards the quota of free hires when booking a new Talent Service Plan.
4.5 Obligations of the customer to cooperate
The Customer will promote the provision of services by Simpmatch through appropriate cooperative actions. This includes, in particular, implementing Simpmatch's recommendations with a view to targeted cooperation. Furthermore, the Client has an obligation to cooperate with regard to a Talent Solution Plan in order to be entitled to fulfill the minimum number of applications. Consequently, the customer must send a sufficient number of requests to candidates on a Simpmatch platform in the course of a contract month. The sufficient number of inquiries results from thirty times the minimum number of applications. Without fulfillment of this obligation to cooperate, the fulfillment of which the customer must also prove in the event of a dispute, no claim arises from the applicant guarantee mentioned in section 4.4.1. Furthermore, the customer must notify us in text form within fourteen days of the end of the respective month within the framework of a Talent Solution Plan and after the end of the original term within the framework of an Application Push/Talent Service Plan if the minimum number specified in a contract has not been reached in order to be able to assert a claim under the Applicant Guarantee. The customer also has an obligation to cooperate with regard to the TalentService plan in order to be entitled to fulfillment of the minimum hiring requirements. The customer must invite at least 20% of the applications received to an interview during the term of the contract and conduct a thorough, open-ended interview. In addition, the customer must report the filling of the position by another provider or channel if this affects the recruitment guarantee. If this obligation to cooperate is not fulfilled, no claim shall arise from the recruitment guarantee referred to in section 4.4.4. Furthermore, no claim shall arise from the recruitment guarantee referred to in clause 4.4.4 if the reasons for the non-recruitment originate exclusively from the customer's sphere, such as decided recruitment freezes or comparable economic reasons on the part of the customer. Finally, with regard to the Talent Service Plan, the Customer has the obligation to notify Simpmatch in text form within fourteen days of the conclusion of the contract of any employment relationship resulting from an application from a Simpmatch platform. This obligation arises from the start date of the Talent Service Plan and ends six (6) months after the end of the service exchange. If this obligation is not complied with, the Client must make a payment of EUR 20,000 to Simpmatch. In addition, in order to be entitled to the Trial Period Guarantee, the Client must notify Simpmatch in text form within fourteen days of any termination of an employment relationship resulting from a Talent Service Plan.
4.6 Execution
Simpmatch is entitled to use services of third parties in the context of the provision of services. This authorization includes, among other things, the right to disclose any customer information relevant to the contractual relationship to a third party. The customer may only refuse consent if there are factual reasons for doing so.
5. terms of payment
In principle, the separate service agreement or the order confirmation contains the agreement between the parties on the remuneration to be paid by the Customer to Simpmatch. Unless otherwise stated in the separate service contract or order confirmation, the services are billed as follows: The subscription fees (Talent Solution/Talent Service) are generally payable as a one-time advance payment. At the customer's separate request, the subscription fee can also be paid in monthly or quarterly installments over the term of the contract. The budget (application push/job advertisements) is to be paid as a one-off advance payment. At the customer's separate request, the budget can also be paid in monthly or quarterly installments over the term of the contract, and any other additional services, such as recruiting support, as well as setup and training fees, must be paid as a one-time advance payment. Payment is due immediately after invoicing without deduction. All payments are invoiced in euros and are always processed via the online payment methods offered by Simpmatch. Upon expiry of the payment term, the customer is in default. From the moment of default, Simpmatch will charge reminder fees and default interest at the statutory rate. The customer bears all costs of any subsequent legal collection proceedings. In addition, we reserve the right to claim further damages caused by default. All amounts payable under a contract are exclusive of value added tax ("VAT"). However, if VAT is incurred, this shall be borne by the customer. All transfers, if any, shall be made by Electronic Funds Transfer to the following account:
Account holder: Simpmatch GmbH
Bank name: Commerzbank
IBAN: DE34 7004 0048 0857 8460 00
BIC: COBADEFFXXX.
All payments must be made quoting the Simpmatch invoice number. The customer is only entitled to set-off or retention rights insofar as his claim has been legally established or is undisputed.
6. term and termination of the agreement
In principle, the separate service contract or the order confirmation contains the parties' agreement on the term of the contractual relationship. contractual relationship. The following provisions on the term apply if the separate service contract or the order confirmation does not contain any deviating agreements: With regard to the Talent Solution Plan and the Talent Service Plan, their term is automatically extended by the original period after expiry, unless a contracting party terminates the contract in writing at least before the end of the last quarter of the original term. Telecommunications are excluded. With regard to the application push and job advertisements, the exchange of services shall end upon expiry of the term. Furthermore, the customer has the option of accessing his data in the Simpmatch software for a further four (4) weeks after termination of the current contractual relationship. Ordinary termination is excluded during the service period. The right of each party to extraordinary termination for good cause remains unaffected. The provisions contained in Articles 7, 10 and 11 of these GTC shall survive the expiry or termination of the Agreement for an indefinite period or for the period specified in the provisions.
7. copyrights and other ancillary copyrights
7.1 Transfer of ownership or rights of use, licenses or other rights
In the present contractual relationship no ownership or usage rights, licenses or other rights to the software of Simpmatch are transferred to the customer. All rights to the software used by the customer, to the brands, titles, trademarks and copyrights of Simpmatch as well as to other intellectual property rights remain with Simpmatch without restriction.
7.2 Copyright of the information published by Simpmatch
All work results and information published by Simpmatch are subject to Simpmatch's copyright. The only exceptions to this are work results and information published by Simpmatch that were created by the customer or a third party and taken over unchanged by Simpmatch for publication on the Internet.
7.3 Authors and owners of databases and related rights
Simpmatch is the producer and author of its databases within the meaning of Section 87a of the German Copyright Act ("UrhG") and Section 4 UrhG and the owner of all associated exclusive rights.
8. data use and data protection
8.1 Definitions
For the purposes of this Article 8, the terms "personal data", "controller", "processor", "data subject", "special categories of personal data", "personal data breach", "recipient" and "supervisory authority" shall have the same meaning as in the EU General Data Protection Regulation ("GDPR"). "Candidate Data" means all personal data disclosed to the Client about candidates in the context of our services.
8.2 Compliance with data protection laws
Simpmatch and the Customer undertake to comply with all applicable data protection laws or regulations in connection with the use of personal data, including and in particular those of the GDPR. For the purposes of the GDPR, the parties acknowledge that each of them separately and independently determines the purposes and means of processing personal data in connection with these GTC. The Parties shall not process such personal data as joint controllers. Each Party shall fulfill the obligations applicable to it as a controller under the GDPR and each shall be individually and separately responsible for its own compliance.
8.3 Obligations
Each party shall ensure in its area of responsibility:
- that it takes appropriate technical and organizational measures to protect against unauthorized or unlawful processing of personal data and against accidental loss or destruction of, or damage to, personal data, and
- to reasonably assist the other party in complying with requests to protect the rights of data subjects.
8.4 Use of applicant data
The customer shall collect and/or use the applicant data exclusively for its own recruitment purposes. In particular, the customer shall not use the applicant data for the recruitment of third parties. Customers who themselves qualify as personnel service providers are exempt from this provision. Their authorization to collect and/or use applicant data extends exclusively to the existing contractual relationship. If and to the extent that the customer passes on applicant data to third parties without authorization, it shall forfeit a contractual penalty. Subsequently, the customer must make a payment to Simpmatch in the amount of EUR 10,000. Simpmatch reserves the right to assert further claims. Furthermore, all claims arising from the unauthorized disclosure of data shall be borne by the customer.
8.5 Credentials
Customer agrees to assume full responsibility for all activities that occur under Customer's account name, under the account name of any authorized employee of Customer, or under any other login credentials of Customer. Customer agrees not to sell, transfer, assign or permit others to use its account except as permitted by these TOS. Customer agrees to notify Simpmatch immediately of any unauthorized use of any password or account assigned to Customer or any other breach of security or confidentiality. In such a case Simpmatch has the right, without limiting any other rights under these TOS, to delete the account.
9. cooperation in the media
9.1 Integration of the Customer's Logo on the Website
Customer authorizes Simpmatch to publish Customer's logo on the Simpmatch website and on the websites of Simpmatch's subordinate brands. This action is taken to alert potential applicants of the Customer's recruitment intentions.
9.2 Social media & job portals
The customer authorizes Simpmatch to use his company name and logo in social media posts as well as for advertisements, especially in job portals, according to its brand guidelines during the contract period. The use of images and text will generally be in agreement with the customer. In addition, the customer may support Simpmatch with social media posts to strengthen both brands together. These social media posts and the associated use of images and texts generally require prior coordination.
9.3 Testimonials
Customer and Simpmatch agree, upon mutual consent, to use testimonials to promote Simpmatch's services during and after the term of this Agreement.
10. confidentiality
10.1 Priority of a non-disclosure agreement ("NDA")
If the parties have concluded a mutual NDA, the provisions contained therein shall apply to the exchange of confidential information within the scope of the contractual relationship. However, if no such NDA exists, the following clauses shall govern the exchange of confidential information between the parties.
10.2 Confidential information
"Confidential Information" for the purposes of these GTC shall mean all technical and non-technical information disclosed by one party ("Discloser") to the other party ("Recipient"), regardless of the form in which this is done. The confidential nature of the information shall either be communicated to the Recipient at the time of disclosure by the Discloser or, in view of the nature or circumstances of its disclosure, it may reasonably be regarded as confidential.
10.3 Mutual obligations
To enable each party to access, use and, if necessary, track the other party's Confidential Information, the parties agree as follows: Each party, as the recipient of Confidential Information received in connection with the Contractual Relationship, agrees (i) to keep such Confidential Information confidential and (ii) not to use any Confidential Information of the other party for any purpose other than to fulfill its obligations under the Contractual Relationship, and further (iii) that it will only disclose Confidential Information of the other party to its employees or subcontractors who need to know such information in order to perform their obligations under this Contractual Relationship, and confirms that such persons have previously agreed to be bound by terms at least as restrictive as those of this Section (unless such persons have already agreed to such terms as employees in their contract of employment), and (iv) to treat all Confidential Information of the other party with the same degree of care as it gives to its own confidential information of a similar nature, but in no event with less than a reasonable degree of care.
10.4 Exceptions
The foregoing obligations shall not apply to the extent that the recipient can establish that the information (a) was generally known or accessible at the time of disclosure or subsequently became generally known or accessible through no fault of the recipient; or (b) was lawfully in the possession of the recipient at or after the time the discloser communicated it to the recipient without any obligation of confidentiality; or (c) was independently developed by the recipient without use of the discloser's confidential information, as evidenced by relevant records or (d) was disclosed by the Discloser to an uninvolved third party without an obligation of confidentiality; or (e) was covered by a written consent of the Discloser and could therefore be used; or (f) was disclosed and is based on a final court order or governmental directive to the extent that the final court order or governmental directive requires such disclosure.
10.5 Term of the confidentiality provisions
The obligations shall apply during the term of the contract and beyond for a period of three (3) years after termination of the contractual relationship.
11. guarantees / liability
11.1 Guarantees
Simpmatch makes no warranties, except for those expressly stated in these TOS in connection with a Service Agreement or Order Confirmation, or those warranties required of Simpmatch by law.
11.2 Liability
The liability of the parties is as follows: (a) Liability for slight negligence is expressly excluded, with the exception of liability in the case of the following clauses. (b) The parties shall be liable without limitation for injury to life, body or health of persons resulting from negligence or willful misconduct of a party, its legal representative or its vicarious agents in the handling of these GTC or a contract in connection with these GTC or both fulfillment of obligations under these GTC or a contract in connection with these GTC. (c) The parties shall be liable without limitation for the breach of obligations that are essential for these GTC and/or for a related contract ("cardinal obligations"). Cardinal obligations are obligations which are imposed on a party by the contract in accordance with its content and purpose or the fulfillment of which is essential for the proper execution of the contract and on the observance of which the other party regularly relies or may rely. However, liability is limited to compensation for foreseeable, typically occurring damage.
11.3 Duty to limit damage
Each contracting party is obliged to limit the damage it incurs in connection with the contractual relationship.
12. miscellaneous
If any provision of these GTC or any contract related to these GTC proves to be invalid or unenforceable, the validity and enforceability of the remaining provisions shall not be affected. In such a case, the parties shall endeavor to agree on a legally effective provision that best reflects the economic intention of the parties pursued by the invalid provision. These GTC, all contracts incorporating these GTC and the referenced appendices constitute the final and complete agreement between the parties. The parties have not agreed any further warranties. Amendments or changes to the contracts incorporating these GTC must be made in writing in order to be effective (§ 126 BGB). Telecommunications are excluded. Furthermore, no verbal collateral agreements are made. In the event of a merger, takeover or corporate reorganization, each party may transfer the agreements concluded between the parties to a legal successor who takes over all or a substantial part of the assets of the party concerned. If Simpmatch makes use of its right of transfer, the customer will be granted the right to terminate the contractual relationship by giving notice of termination, which will take effect at the time the right of transfer is exercised. In the event of a contradiction or conflict between the terms of these GTC and a contract incorporating them, the provisions of these GTC shall prevail (priority of application). These GTC and all contracts in which these GTC have been incorporated shall be governed by the laws of the Federal Republic of Germany to the exclusion of its conflict of laws provisions. The parties agree that the UN Convention on Contracts for the International Sale of Goods is expressly excluded. The parties hereby agree and submit to the exclusive jurisdiction of the courts in Munich for all disputes arising from these GTC or from contracts incorporating them. During the term of a contractual relationship and for one (1) year thereafter, each party undertakes not to move or hire personnel of the other party involved in the provision or supervision of the services, either for itself or for a third party, without consent.
Status January 2024, V1.7