GENERAL TERMS AND CONDITIONS

GENERAL TERMS AND CONDITIONS (GTC) OF SIRIUZ AG

PART A: TERMS AND CONDITIONS FOR BUSINESS CUSTOMERS

  1. SCOPE OF APPLICATION

1.1 Siriuz AG (hereinafter “Siriuz”) provides the following services to business customers, in particular companies, organizations, employers, recruitment agencies, and public institutions (hereinafter “Customers”):

  • Management consulting, in particular in the field of international market entry as well as partner and investor search
  • International project support, including planning, implementation, and monitoring of projects
  • Personnel recruitment and job placement, including for refugees
  • Active sourcing and digital recruiting
  • Advertising

1.2 These General Terms and Conditions (hereinafter “GTC”) govern all services of Siriuz unless expressly agreed otherwise in:

  • an order form (Order Form)
  • a statement of work (Statement of Work, SOW)
  • a data processing agreement (Data Processing Agreement, DPA)

Hierarchy:

  • Order Form / SOW
  • DPA
  • these GTC and other related services

1.3 The GTC apply regardless of whether the services of Siriuz are provided:

  • via digital platforms or IT systems (e.g., recruiting or applicant management systems),
  • via mobile applications,
  • by telephone,
  • in writing,
  • in person, or
  • within the scope of individual projects and consulting mandates.

1.4 These GTC apply both to standardized services (e.g., job postings or access to candidate profiles) and to individually agreed services, in particular in the areas of consulting, international business development, and project support. Conflicting or deviating general terms and conditions of the Customer shall not apply unless Siriuz has expressly and in writing agreed to their validity.

1.5 Siriuz is entitled to engage third parties, worldwide subcontractors, as well as external platforms and third-party providers in order to provide its services. Special terms and conditions of these third parties shall take precedence only to the extent they have been expressly agreed. If special terms and conditions apply to individual services, they shall take precedence over these GTC in case of conflict.

1.6 Siriuz may change, update, or discontinue services at any time, provided that:

  • essential contractual primary obligations are not materially restricted without valid reason
  1. SCOPE OF SERVICES

2.1 Siriuz provides services in particular in the following areas:

2.1.1 Recruiting and Platform Services

  • Job postings: Business customers can create, manage, and publish job postings. Publication takes place via own platforms, partner networks, or other suitable channels.
  • Applicant management: Siriuz may provide systems for managing applications (including communication with candidates and process management):
    • Analysis of customer requirements
    • Creation of candidate profiles
    • Search and matching of suitable candidates
    • Validation through communication with candidates
    • Transmission of candidate profiles including assessment
    • Support of the application process up to contract conclusion
  • Candidate placement: Support in the search, pre-selection, and placement of candidates.
  • Company profiles: Creation and publication of company profiles.
  • Talent databases / matching: Access to candidate profiles as well as the use of matching technologies (including AI-based systems).
  • Programmatic job advertising:
    • Siriuz may publish job postings on a performance-based basis
    • Publication via own and external channels
    • Billing e.g., per click or campaign budget
    • Reporting of performance data
    • Selection of channels at the discretion of Siriuz
  • For international recruitment (e.g., Ukraine or other countries) the Customer is responsible for:
    • Work permits
    • Visas
    • Local legislation

2.1.2 Consulting and Project Services
Management consulting, in particular for international projects and in the areas of strategy and organization:

  • Tender and bid consulting (strategy, documentation, proposal development)
  • International business development, in particular:
    • Market entry
    • Partner and supplier search
    • Investor search
    • Network building
  • Project support and implementation, including:
    • Project management
    • Reporting
    • Operational support
  • Documentation and administration services, in particular:
    • Completion of tender documents
    • Creation of reports
    • Tender documentation
  • Logistics and implementation consulting
  • Focus regions: in particular Ukraine, as well as other international markets

2.1.3 Siriuz is entitled to:

  • use modern technologies, in particular AI-supported systems, for service delivery
  • determine the methods, technologies, and processes used for service delivery at its discretion
  • have services provided by third parties

2.2 LICENSE AND ACCESS RIGHTS

2.2.1 Siriuz grants the Customer a:

  • limited
  • non-exclusive
  • non-transferable
  • revocable

License to use the platform solely for internal business purposes.

2.2.2 The Customer may not:

  • resell, sublicense, or commercially exploit the platform
  • perform reverse engineering or attempt to extract the source code
  • use bots, scraping, or automated systems
  • compromise system integrity or security
  • use the platform for benchmarking purposes without consent

2.2.3 Siriuz is entitled to suspend or restrict access immediately if:

  • security risks exist
  • legal violations are suspected
  • payment obligations are not fulfilled

2.3 PRODUCT DEVELOPMENT

Siriuz reserves the right to:

  • continuously develop services
  • introduce new services
  • adapt or discontinue existing services

The business customer agrees that data (including, if applicable, personal data, to the extent permitted):

  • may be used for analysis
  • may be used for product development
  • may be used to improve services
  • may be used for AI-supported systems

2.4 TRIAL VERSIONS

Siriuz may offer new products or functions on a trial basis. These may be adapted or discontinued at any time.

2.5 SERVICES AND AVAILABILITY

2.5.1 Services are provided “as is” and “as available.”

2.5.2 Siriuz does not guarantee:

  • uninterrupted availability
  • error-free operation
  • specific availability values

2.5.3 Maintenance, updates, or system changes may lead to temporary interruptions.

2.5.4 Siriuz may change functions, algorithms, or functionalities at its discretion.

  1. CONCLUSION OF CONTRACT

A contract is concluded through:

  • Acceptance of an offer
  • Booking via platforms or systems
  • Written or electronic confirmation
  • Commencement of service provision
  1. USE OF SERVICES

4.1 JOB POSTINGS AND CONTENT
The business customer undertakes to:

  • publish only genuine and current job postings
  • not disseminate illegal or misleading content
  • comply with all legal provisions

Prohibited in particular are:

  • discriminatory content
  • misleading job offers
  • pyramid schemes or unscrupulous business models
  • content with illegal or offensive character

Siriuz is entitled to remove content at any time without prior notice.

4.2 PLATFORM AND USAGE RULES
Siriuz may operate platforms for job seekers and companies:

  • Use may be restricted or terminated
  • Profiles may be deleted or blocked
  • No entitlement to use

4.3 CUSTOMER OBLIGATIONS
The Customer undertakes to:

  • Provide correct and lawful data
  • Comply with all applicable laws (including labor and data protection law)
  • Obtain all necessary consents
  • Provide Siriuz with all information, documents, and data necessary for contract fulfillment completely, correctly, and in a timely manner
  • Provide feedback on candidate profiles or services within the agreed timeframe
  • Provide a competent contact person
  • Not hire candidates introduced by Siriuz without involving Siriuz. In case of violation, the full success fee becomes due.

Delays or additional efforts due to insufficient cooperation may be charged additionally.

The Customer is solely responsible for:

  • Hiring decisions
  • Labor law compliance
  • Immigration, permits, and local regulations

The Customer must not bypass Siriuz in the recruitment process. Violation leads to full obligation to pay the success fee.

4.4 INTERNATIONAL PROJECTS AND SERVICES
For international projects:

  • The business customer is responsible for:
    • Compliance with local laws
    • Permits
    • Tax and regulatory requirements
  • Siriuz assumes no liability for:
    • Political risks
    • Economic developments
    • Regulatory changes abroad
  1. THIRD-PARTY RIGHTS

The business customer ensures that all content:

  • is free of third-party rights
  • does not infringe intellectual property rights

The business customer indemnifies Siriuz against all third-party claims.

  1. DATA USAGE

Personal data (e.g., candidate profiles) may only be used for:

  • Recruitment purposes
  • Project-related collaboration

Any other use is prohibited.

  1. CONFIDENTIALITY

Both parties undertake to treat all information received in the course of cooperation confidentially.

This obligation continues beyond termination of the contractual relationship.

Candidate profiles and personal data may not be shared with third parties without consent.

  1. FEES AND PAYMENT TERMS

8.1 All services of Siriuz are chargeable unless expressly agreed otherwise. Fees may include:

  • Flat fees
  • Subscription fees
  • Success fees
  • Fees per candidate profile
  • Performance-based fees (e.g., click prices in programmatic advertising)

8.2 A success fee is due in particular if:

  • a contract is concluded
  • the customer hires a proposed candidate for another position
  • the hire occurs indirectly or delayed within 12 months after introduction
  • the customer shares candidate information with third parties and they hire

8.3 Unless otherwise agreed, invoices are payable within 30 days. Default interest: 5% p.a. In case of default, Siriuz may suspend services.

8.4 If a credit model is agreed, the credit must be paid in advance and expires without replacement after the agreed term.

8.5 Voluntary credits upon early termination of employment are granted solely:

  • without recognition of a legal obligation
  • subject to defined conditions (e.g., notice within deadline, unchanged requirements, full payment)

8.6 All prices are exclusive of VAT unless stated otherwise.

Siriuz may suspend services in case of non-payment.

  1. DATA PROTECTION

9.1 The parties acknowledge that:

  • they generally act as independent controllers
  • if Siriuz processes personal data on behalf of the customer, a data processing agreement (DPA) applies

9.2 Siriuz may process data for:

  • Service provision
  • Analysis
  • Product improvement
  • AI training (only in anonymized or legally permissible form)

9.3 International data transfers may occur, including outside the EU/EEA/Switzerland, using:

  • Standard contractual clauses (SCC) or equivalent safeguards

9.4 The customer guarantees:

  • lawful data collection
  • the existence of a valid legal basis for sharing personal data

9.5 Siriuz processes personal data in compliance with applicable data protection laws, in particular the Swiss Data Protection Act (DSG) and, if applicable, the GDPR (EU).

Siriuz and the customer generally act as independent controllers. Personal data is used exclusively for contract fulfillment, product development, and service improvement.

Siriuz may use data in anonymized form for analysis and business purposes.

The business customer is responsible for the legality of data sharing.

Data may only be used for the intended purpose.

Data processing agreements are concluded if personal data is processed on behalf.

  1. SECURITY

10.1 Siriuz implements appropriate technical and organizational measures (TOMs) according to industry standards.

10.2 Siriuz does not guarantee:

  • absolute security
  • prevention of all cyber incidents

10.3 The customer is responsible for:

  • Access controls
  • Security of access credentials
  • Internal IT security
  1. INTELLECTUAL PROPERTY

All rights remain with Siriuz, including:

  • Concepts
  • Content
  • Technologies
  • Software
  • Algorithms
  • AI models
  • Databases
  • Methods
  • Analyses
  • Tools
  • Documentation

No rights are transferred except for the limited license.

Use beyond the contractual purpose is prohibited.

  1. DISCLAIMER OF WARRANTY

Siriuz owes diligent performance but not a specific economic success.

Siriuz provides no guarantee for:

  • Awarding of tenders
  • Successful project implementation
  • Establishment of partnerships or investments
  • Economic results
  • Marketability
  • Suitability for a specific purpose
  • Success of applications, recruitment, or placement
  • Actual suitability of candidates and whether proposed candidates meet customer requirements
  • Availability of candidates
  • Successful staffing
  • Conclusion of employment contracts
  • Accuracy, completeness, or timeliness of information provided by candidates
  1. LIABILITY

13.1 Siriuz is liable only for damages caused intentionally or by gross negligence. Any liability for slight negligence is excluded, as far as legally permissible. Liability for indirect damages or lost profit is excluded. Siriuz is not liable for:

  • Customer decisions
  • Conclusion of contracts between customers and candidates
  • Behavior or performance of candidates
  • Third-party content or external sources
  • Lost profits
  • Economic results or losses
  • Data loss or system failures
  • Reputational damage
  • Indirect or consequential damages

Liability is limited to the higher of the following amounts:

  • The remuneration paid by the customer in the last 12 months
  • CHF 50,000

13.2 Separate liability applies to:

  • Data protection violations
  • Breaches of confidentiality

Maximum liability of CHF 50,000 applies unless mandatory law provides otherwise.

  1. INDEMNIFICATION

The customer shall indemnify Siriuz against claims of third parties arising from content, data, or abusive use.

Siriuz indemnifies the customer only for proven infringements of intellectual property rights through the platform.

  1. INTERNATIONAL RISKS

For international services, Siriuz assumes no liability for:

  • Political risks
  • Regulatory changes
  • Economic developments
  • Market conditions
  • Sanctions or export restrictions
  • Integration processes

The customer bears all risks related to international projects.

  1. FORCE MAJEURE

No party is liable for non-performance or delay of contractual obligations to the extent they are caused by events of force majeure. Force majeure includes, in particular, but not limited to:

  • War, terrorism, armed conflicts, or political unrest
  • Natural disasters such as earthquakes, floods, or storms
  • Pandemics, epidemics
  • Strikes, lockouts, or labor disputes
  • Governmental or official measures
  • Sanctions
  • Energy or raw material shortages
  • Cyberattacks, infrastructure failures, failures of communication or IT systems beyond the parties’ control

The affected party must immediately inform the other party of the event.

Performance and contractual obligations are suspended for the duration of the force majeure.

If an event lasts longer than 90 days, either party may terminate the contract without liability for damages.

  1. CONTRACT DURATION AND TERMINATION

Contracts are subject to individual agreement. The contract comes into effect upon conclusion and applies for the agreed duration.

Siriuz may:

  • block access immediately (security/legal reasons)
  • terminate in case of breach

No refunds unless expressly agreed.

Data may be deleted after contract end.

Termination is possible at any time unless otherwise agreed, but without refund of payments already made.

Remuneration already due or agreed remains fully payable. Services already rendered are to be remunerated.

Unused credits may expire depending on the agreement.

  1. DATA STORAGE

Siriuz may store data:

  • as legally required
  • for legitimate business purposes

Data may be deleted or anonymized after contract end.

  1. ASSIGNMENT

Siriuz may transfer this contract:

  • to affiliated companies
  • in the event of a merger or sale

Customer consent is not required.

  1. EXPORT CONTROL AND SANCTIONS

The customer must comply with:

  • Export laws
  • Sanctions regulations

The customer confirms compliance with all relevant international sanctions (in particular Switzerland, EU, UN) and indemnifies Siriuz from claims of third parties arising from a violation.

  1. ENTIRE AGREEMENT

This contract constitutes the entire agreement and supersedes all prior agreements.

  1. NOTICES

Legally relevant notices must be made:

  • in writing
  • by e-mail or registered letter
  1. AMENDMENT OF GTC

Siriuz is entitled to amend these GTC at any time with 30 days’ notice. Continued use constitutes consent. The currently valid version is decisive. Objection is possible within 30 days; otherwise, the amendments apply.

  1. APPLICABLE LAW AND JURISDICTION

Swiss law applies exclusively. Jurisdiction is the registered office of Siriuz AG, unless otherwise agreed.

Severability clause applies: invalid provisions do not affect the validity of the remaining provisions.

The English version is authoritative.

PART B: TERMS OF USE FOR JOB SEEKERS (PRIVATE INDIVIDUALS)

  1. SCOPE

1.1 These terms of use govern access to and use of the services of Siriuz AG (“Siriuz”) by natural persons (“Users”) seeking employment, career development, or professional opportunities.

1.2 Services may be provided via:

  • Web platforms
  • Mobile applications
  • APIs or integrations
  • Third-party platforms
  • Or other digital or non-digital channels

1.3 Siriuz may offer platforms for job seekers:

  • Creation of profiles and resumes
  • Application to jobs
  • Visibility for employers

1.4 These terms apply to all free and paid services unless otherwise agreed.

1.5 When using third-party platforms, additional terms of these third parties may apply.

  1. SERVICES

2.1 Siriuz offers job seekers, in particular:

  • Access to job offers
  • Creation and management of profiles and resumes
  • Job search and application functions
  • Matching and job recommendations
  • Visibility to employers and recruiters
  • Communication tools
  • Career advice
  • Targeted programs for international professionals and refugees

2.2 Siriuz may use automated systems, including AI, to:

  • Analyze user data
  • Generate recommendations
  • Evaluate and match candidates
  • Improve the platform

2.3 Siriuz provides no guarantee for:

  • Job placement
  • Interview invitations
  • Employment success
  • Accuracy of job postings

2.4 Siriuz may change or discontinue services at any time without liability.

  1. REGISTRATION AND ACCOUNT

3.1 Registration is required for certain services.

3.2 Users must:

  • Provide correct and complete information
  • Keep access credentials confidential
  • Update changes immediately

3.3 Users are responsible for all activities on their account.

3.4 Siriuz may:

  • Verify identities
  • Block or delete accounts
  • Refuse registration

in case of:

  • Suspicion of fraud
  • Violations of these terms
  • Legal requirements
  1. USE OF THE PLATFORM

4.1 Use is permitted only in accordance with applicable law.
4.2 Prohibited in particular are:

  • false or misleading information
  • identity misuse
  • illegal or discriminatory content
  • unauthorized data scraping
  • disruption of the platform
  • sharing of access credentials

4.3 Siriuz may, at its sole discretion:

  • remove content
  • restrict access
  • suspend or terminate accounts

4.4 There is no entitlement to permanent use.

  1. CONTENT AND DATA RIGHTS

5.1 Users retain ownership of their content.
5.2 Users grant Siriuz a license to use the content:

  • worldwide
  • non-exclusive
  • royalty-free
  • sublicensable

5.3 Users warrant the legality of their content.
5.4 Users indemnify Siriuz against claims of third parties.

  1. INTELLECTUAL PROPERTY
  • All rights remain with Siriuz
  • No use without consent
  • Only a limited license is granted
  1. DATA PROTECTION

7.1 Siriuz processes personal data in accordance with applicable law (compliance with DSG – Switzerland and GDPR – EU).
7.2 Siriuz may use anonymized data for analysis and platform improvement.

Purposes:

  • Service provision
  • Recruiting
  • Communication
  • Analysis
  • Security

7.3 Data may be shared with:

  • Employers
  • Partners
  • Service providers

including internationally, with appropriate safeguards.

7.4 User rights are ensured:

  • Access
  • Rectification
  • Deletion
  • Data portability
  • Objection

7.5 Users are responsible for their content and the legality of their data. False or illegal content may not be published.

Users may control the visibility of their profile and data sharing themselves.

  1. DISCLAIMER OF WARRANTY

The platform is provided “as is.”
No guarantee is given for availability, accuracy, or success.

  1. LIABILITY

Siriuz is liable only in cases of intent or gross negligence.
Siriuz assumes no liability for:

  • Job placement
  • Employer behavior
  • Feedback from employers
  • Availability of positions
  • Economic success
  • Contract conclusions
  • Data loss
  • Third-party content
  • External platforms
  • Indirect damages

Liability is limited to the amount of remuneration paid by the user.

  1. THIRD-PARTY SERVICES

No responsibility for third-party providers.

  1. FORCE MAJEURE

No liability for external events.

  1. CONTRACT DURATION AND TERMINATION

Contract duration according to the order. Termination possible at any time.
Credits expire upon termination, unless contractually agreed otherwise.
Full remuneration remains payable.
Users may delete their account at any time.
Siriuz may suspend or delete accounts in case of violations.

  1. AMENDMENT OF TERMS OF USE

Siriuz is entitled to amend these terms with 30 days’ notice at any time. Continued use constitutes consent. The current version is decisive.

  1. APPLICABLE LAW AND JURISDICTION

Swiss law applies. Jurisdiction is the registered office of Siriuz.
Severability clause applies: invalid provisions do not affect the validity of the remaining provisions.
The English version is authoritative.

  1. COMPLIANCE

Users must comply with all laws.
Abuse and circumvention of sanctions are prohibited.

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