Terms of use

Terms of use and customer contract

of Flexhub IT Solutions GmbH, Stubenwald - Allee 21a, 64625 Bensheim, Germany

- hereinafter referred to as the "Company" -

§ 1 Conclusion of contract and subject matter

(1) Flexhub IT Solutions GmbH (hereinafter referred to as the "Company") operates an online platform on which providers of temporary staff and companies requiring temporary staff can post and book their offers and requirements for temporary staff (both are hereinafter referred to as the "Client").  The company procures temporary staff via the online platform.

(2) The customer contract is concluded when the client agrees to these terms and conditions of use and thereby submits an offer by clicking on the "Conclude for a fee" button. The company accepts this offer by sending a confirmation of conclusion by email to the client. The confirmation takes place after a positive credit check (Creditreform) by the company in the form of a final confirmation by e-mail and the sending of the administration access. Deviating terms and conditions of the client shall not apply, even if the company does not expressly object to them.

(3) The customer contract is based on participation in the brokerage service in accordance with the specifications set out in § 2 in conjunction with the Annex and the use of the online platform in accordance with the specifications set out in § 2 in conjunction with the Annex. The client may use the online platform and the services offered on it in accordance with the customer contract and these terms of use.

(4) The client must be an entrepreneur within the meaning of § 14 BGB. The offer and the services of the company are not aimed at consumers within the meaning of § 13 BGB.

§ 2 Scope of services

(1) The company provides the client with access to the online platform (XXX).

(2) The service comprises the presentation of temporary workers (hereinafter also referred to as "temporary workers") and their placement via an online platform. The placement takes place between the clients who employ temporary workers (hereinafter also referred to as "hirers") and the clients who offer temporary workers (hereinafter also referred to as "lenders").

(3) The Company is not a party to the temporary employment contract. The conclusion of a temporary employment contract does not take place between the parties to this contract, but exclusively between the parties to the temporary employment contract to be concluded separately.

(4) The company also provides intermediary services via the platform that are directly related to the hiring process and personnel management, such as the provision of personal protective equipment, tools, qualifications and occupational health examinations.

§ 3 Duty to co-operate

(1) The parties shall support each other in the provision of its contractual services by providing reasonable co-operation where necessary. This applies in particular to documents requested by the company as part of the initial connection ("KYC process").

(2) If the client provides information, he undertakes to provide all information completely and correctly. In particular, the client shall ensure and take care to ensure that all information on temporary workers is correct, especially with regard to the qualifications of the individual temporary worker. The client shall regularly check information on temporary workers and correct changes and/or errors without delay or notify the company of any need for correction.

(3) The client undertakes to comply with the labour law regulations for the temporary employment relationship arranged.

(4) The client undertakes to record the service provided in the time recording system provided by the platform in a timely manner.

(5) As part of its services, the company also provides payment processing, which is handled by the payment service provider "Lemonway". There is the option of participating in the "1 creditor model", for which clients must go through a separate KYC process in the role of "lender".

§ 4 Remuneration 

(1) The company shall receive remuneration for the brokerage and provision of the platform. The amount of the remuneration is set out in the list of prices and services attached to these Terms of Use.

(2) Remuneration is always due at the end of the month of performance. This is based on the hours recorded and worked, which are recorded in the platform provided by the company. The hours worked must be reported and recorded by the fifth day after the end of the service month at the latest. If the hours are not recorded by the deadline, the weekly number of hours in the respective employee leasing contract will be used as the basis for recording the hours. The hours can be corrected retrospectively, but only up to the end of the following calendar month. A credit note or recalculation will then be issued at the end of the following payroll cycle.

(3) The statutory provisions shall apply to default of payment and its consequences.

(4) Additional costs may be incurred for "up-sells". Up-sells are offers that extend the functional scope of the platform. These up-sells are concluded directly on the platform as part of additional contract extensions. Up-sells are clearly labelled as such and are only purchased after at least two confirmations. A corresponding authorisation must be assigned to the person initiating the up-sell via the administration interface. Any costs incurred are clearly displayed by the platform.

§ 5 Purchase of receivables and payment processing

(1) The company purchases the lender's claims against the borrower. The temporary employment agency assigns its claim against the hirer to the company. On the 5th of each month, all receivables from the temporary employment contracts are included in the assignment. As consideration for the claim, the company owes the value of the assigned claims less the remuneration agreed in accordance with § 4 of this contract. The consideration is due on the first bank working day after fulfilment of the assigned claim.

(2) If the assigned claim is not fulfilled on time or is not legally or actually enforceable, the claim for consideration against the company is cancelled and the claim is reassigned by the company to the lender.

(3) The parties shall use a payment service provider authorised in the European Union to process the payments of the assigned receivables and the remuneration agreed in accordance with § 4 of this contract.

§ 6 Contract term and cancellation

(1) The contract runs for a trial period of 45 days ("demo version"). The trial period can be extended once by 15 days. The extension is made upon request to the company by e-mail or online on the online platform. The client must cancel all bookings at the end of the trial period. At the end of the trial period, all current bookings of temporary workers end and will be terminated by the company if necessary.

(2) After expiry of the test period, the client may conclude a contract for the fee-based (§ 4 (2) et seq.)  version. The contract is concluded online on the platform. The contract initially runs for one year. The contract shall be extended by 12 months in each case if it is not cancelled in accordance with paragraph (4) of this § 5. If the discount conditions are not part of a negotiation, they shall no longer apply and the prices pursuant to Section 4 (3) shall apply.

(3) Each party is entitled to terminate this contract with a notice period of three months to the end of the month of the respective contract year.

(4) The right of both parties to terminate without notice for good cause shall remain unaffected. Good cause shall be deemed to exist if one of the parties breaches its obligations to co-operate in accordance with § 3 of this contract.

Good cause shall also be deemed to exist in particular if the collection of payments or payments by the client are not possible more than once.

(5) Any cancellation must be in writing. It shall become effective upon receipt by the party to whom the notice of termination is addressed. Receipt must be demonstrated and proven by the cancelling party.

(6) Termination of the contractual relationship shall result in the cancellation on the termination date of current rentals and all other services arranged through the company. Receivables remain valid. This paragraph applies to all types of contract cancellation between the client and the company.

§ 7 Liability

(1) The company is not liable for claims arising from the temporary employment relationship.

(2) In all other respects, the parties shall be liable in accordance with the statutory provisions.

§ 8 Data protection and data security

(1)  Personal data is processed in accordance with the provisions of the data processing agreement concluded between the parties. The company shall take all measures required by the applicable legal regulations in its area of responsibility with regard to personal data and undertakes to comply with the provisions of the General Data Protection Regulation (GDPR) and other relevant data protection laws.

(2) The company undertakes not to process personal data without authorisation. Personal data may therefore only be processed if consent has been given or if a legal regulation permits or prescribes the processing. The principles of the GDPR for the processing of personal data must be observed; they are set out in Art. 5 (1) GDPR and essentially include the following obligations:

Personal data must

1. processed in a lawful and fair manner and in a way that is comprehensible to the data subject ("lawfulness, fairness, transparency");
2. be collected for specified, explicit and legitimate purposes and must not be further processed in a manner incompatible with those purposes ("purpose limitation");
3. be adequate, relevant and limited to what is necessary for the purposes of the processing ("data minimisation");
4. be accurate and, where necessary, kept up to date; every reasonable step must be taken to ensure that personal data that are inaccurate, having regard to the purposes for which they are processed, are erased or rectified without delay ("accuracy");
5. are stored in a form which permits the identification of data subjects only for as long as is necessary for the purposes for which they are processed ("storage limitation");
6. processed in a manner that ensures appropriate security of the personal data, including protection against unauthorised or unlawful processing and against accidental loss, destruction or damage, using appropriate technical and organisational measures ("integrity and confidentiality").

§ 9 Confidentiality obligation

(1) The contracting parties undertake to treat as confidential all information made available to them within the scope of the contract, as well as information obtained on the occasion of the cooperation, concerning matters of the other party which are marked as confidential; which are designated as confidential in the case of oral communication; or which are recognisable as confidential from the point of view of an objective observer; as well as business and trade secrets, in particular, but not exclusively, information, data, ideas, concepts and business models. The contracting parties are prohibited from utilising, making accessible to third parties or otherwise using confidential information for any purpose other than that intended for the contractual fulfilment of tasks without the written consent of the other contracting party.

(2) Both parties undertake to impose the confidentiality obligation on all employees and/or third parties (freelancers, etc.) who have access to the aforementioned business transactions.

(3) The confidentiality obligation does not apply to information,

1. which were already known to the other party when the contract was concluded,
2. which had already been published at the time of disclosure by the disclosing party, without this resulting from a breach of confidentiality by the other party,
3. which the other party has expressly authorised in writing to be passed on,
4. which the other party has lawfully obtained from other sources without any confidentiality restrictions, provided that the disclosure and utilisation of this confidential information does not violate any contractual agreements, statutory provisions or official orders,
5. which the other party has developed itself without access to the customer's confidential information,
6. which must be disclosed due to statutory disclosure, information and/or publication obligations or official orders. As far as permissible, the party obliged to do so shall inform the other party of this as early as possible and support it as best as possible in taking action against the obligation to disclose.

(4) The obligation to maintain confidentiality shall continue for a period of five years after termination of the contract.

(5) The documents provided by the contracting parties shall be returned or destroyed by the contracting party to the other contracting party upon request during the execution of an order and immediately upon completion of the respective order without being requested to do so.

(6) The contracting party agrees and is informed that all order data relating to it will be stored within the scope of the contracting party's electronic data processing for the fulfilment of the purpose of the respective contract.

§ 10 Final provisions

(1) Should a provision of this contract be or become invalid, this shall not affect the validity of the remainder of the contract. The invalid provision shall be replaced by a provision that comes closest to the intention of the parties within the scope of what is legally possible. The same applies in the event of a loophole.

(2) The law of the Federal Republic of Germany shall apply. The exclusive place of jurisdiction is Darmstadt if the client is a merchant. However, the company is entitled to sue the client at its general place of jurisdiction or at the place of jurisdiction of a branch office.