Terms & Conditions
Smarthronline Terms and Conditions for Company Users v 1.1. 1st June 2020 Preamble
Smarthronline offers the possibility to connect candidates in Logistics with hiring companies via an online platform. The entire selection of candidates, any mutual communication, negotiations on conditions of a future agreement etc. is performed between you and the candidates. It is up to you, how successful you will be in occupying the vacancy thanks to Smarthronline and its functionalities. We shall certainly take care that Smarthronline works effectively, is attractive and good for you to work with it. We will be glad to assist you with using it.
1.1 The terms and definitions used in these Terms have the following meaning unless defined otherwise from relevant applicable law:
1.1.1 Agreement: any agreement concluded between the Parties, the content of which is providing the Services. The Registration does not constitute an Agreement for these purposes;
1.1.2 Basic Access: selected Services provided upon the Registration and detailed out in Article 4.2 of the Terms;
1.1.3 Cancellation: termination of the auto-renewal as agreed in Article 6.6 of the Terms;
1.1.4 Candidate: an individual interested in employment or other activity performed in similar legal arrangement, using Smarthronline upon electronic registration under respective Provider’s terms;
1.1.5 Company: a business operating individual or a legal entity who becomes a user of Smarthronline on the basis of the Registration;
1.1.6 Company Profile: a public part of Smarthronline administered by the Company from the non-public part, with the objective of representing the Company vis-à-vis the Candidates through the placement of suitable Content;
1.1.7 Content: information and various materials (photos, videos, presentations etc.) which are uploaded as data entries to Smarthronline and generally accessible on the Company Profile, visible in User Account or in communication vis-à-vis the Candidates and the Company;
1.1.8 Excluded User: independent human resources consultant, head hunter, recruitment agency or another subject the business activity of which is offering or mediating of work or another form of cooperation and/or direct recruitment of employees and/or employment of individuals for the purpose of further assignment of employees or external co-workers which is not signed up as the recruitment agency.
Fee: overall designation of any fee for the Services, i.e. in particular flat charges and other
remunerations which the User is obliged to pay to the Provider and which are indicated in the Pricelist
or upon special mutual agreement of both Parties;
1.1.10 Limitations: number of active Company´s Users in any given time, number of conversation made by Company in the purpose of contacting Candidates via Smarthronline for the actual length of the Subscription plan and number of published Job Offers in any given time. The Limitations for the Company during its Subscription is determined by the selected Subscription plan. The Limitations of each Subscription plan is reflected in the Pricelist on the Website;
1.1.11 Login Data: a unique login and an allocated password created during registration or changed later, as the case may be;
1.1.12 Offer: offer of the Company for a particular job vacancy or for another form of cooperation;
1.1.13 Parties: the Provider and the Company;
1.1.14 Placement: a moment when the Company and the Candidate have agreed on future cooperation, regardless of its form or specific conditions;
1.1.15 Pricelist: the Pricelist for Services maintained and administered by the Provider with the up to date version always being published on the Website;
1.1.16 Provider: Smarthr Insan Kaynakları ve Proje Yonetim Ltd. Sti., Tax No: 772 067 6187, with the registered office Alsancak Mahallesi, 1481 Sokak No:9/9, Konak, Izmir / Turkey maintained with the Municipal Court in Izmir;
1.1.17 Prohibited Content: has the meaning defined in Article 11.3 of the Terms;
1.1.18 Recruitment Agency: independent human resources consultants, head hunters, recruitment agencies, employment agencies or other entities the business activity of whom consists in offering mediation of work, direct recruitment of employees and/or employment of individuals for the purpose of further allocation of employees or other similar activities;
1.1.19 Registration: electronic registration of the Company into Smarthronline; for more details see Article 3 of the Terms;
1.1.20 Registered Company: any Company that has a Registration and is not a Subscribed Company;
1.1.21 Services: services provided by the Provider to the Company under these Terms which means, in particular, the possibility to use the functionalities of Smarthronline and to receive the relevant support;
1.1.22 Subscribed Company: any Company with an active Subscription, i.e. any Company that has entered into any agreement on Subscription that has not been terminated yet;
1.1.23 Subscription: a set of Services rendered to Companies in accordance with terms set out in Article 6 of the Terms;
1.1.24 Subscription Plans: specific Subscription alternatives as offered by the Provider in Smarthronline;
1.1.25 Smarthronline: movable intangible object – a computer programme, which means an information system as a copyrighted work performed by the Provider, for which the Provider has all relevant rights, available on the Website, consisting of a public and non-public part, where the non-public part is accessible after entering the Login Data, its main functionalities being described primarily in these Terms or the related documentation and/or on the Website;
1.1.26 Terms: these Smarthronline terms and conditions for users – company;
1.1.27 Third Party Service: service other than Service which directly supports Service and its administration (e.g., payment card data processing) under these Terms and which is provided by a subject other than the Provider under the conditions agreed by the Provider with such subject;
1.1.28 User: the Company and/or the Candidate;
1.1.29 User Account: non-public part of Smarthronline accessible to the User by entering the Login Data; for more details see Article 4 of the Terms;
1.1.30 Website: website www.smarthronline.net and any underlying or connected websites.
1.2 References to particular articles and provisions are references to the articles and provisions of these Terms unless provided otherwise. Unless explicitly stipulated otherwise, the terms, nouns, names etc. in the singular include the same in the plural and vice versa.
1.3 Headings are given solely for reasons of clarity and have no importance for use or interpretation of these Terms.
Introductory Provisions, Basic Description of Smarthronline
2.1 Smarthronline enables the search of particular Candidates and subsequent mutual communication and other interaction between the Company and the Candidate. Such use of Smarthronline by the Company may result in a particular Offer, regardless of its form. The Provider, however, never enters the relations between the Company and the Candidate, the Provider´s activity does not even help to conclude an agreement between the Company and the Candidate.
2.2 These Terms stipulate the rights and obligations of the Company and Smarthronline in connection with using the Services. Under these Terms the Company undertakes to act towards the Provider honestly, in good faith, conceal nothing from the Provider, refrain from acting against its interest or circumventing such interests.
2.3 The Parties deal with each other within the performance of their business activities.
2.4 The Services may be used to the extent to which they are available on Smarthronline. The specific extent and content of the Services agreed between the Parties beyond the framework of the Basic Access is always determined by an accepted offer contained especially on the Website. The Agreement between the Parties is thereby established, the subject of which are the relevant Services provided against payment.
3.1 Smarthronline may not be used without Registration. Any legally competent individual or duly established and existing legal entity with the exception of Excluded Users may register.
3.2 By confirming the application for the Registration, the Company declares that:
3.2.1 it is neither subject to insolvency proceeding nor is it in danger of such proceeding, has not gone into liquidation nor are there any other circumstances with the Company which might put in danger performance of the obligations under these Terms, damage the Provider or any User;
3.2.2 it is fully competent to make the Registration and fulfil all obligations arising therefrom (including fulfilment of obligations from any concluded Agreement, as the case may be);
3.2.3 it has all authorizations in compliance with the law of its home state needed to perform the activities in relation to which it intends to publish the Offers.
3.3 The Registration into Smarthronline is made electronically by filling in the data required in the registration form on the Website or through the Third Party Service, in particular through the social networks if enabled. Smarthronline strongly recommends the Users choose a safe password in compliance with generally accepted standards (especially according to the National Institute of Standards and Technology – https://www.nist.gov/) in order to avoid misuse of the Company Profile and its data. The Company shall be solely liable for a loss of the password not caused by the Provider.
3.5 By the Registration a contractual relationship between the Parties is established which shall be governed primarily by these Terms and other terms and conditions published on the Website.
3.6 A successfully finished Registration enables the Company Basic Access.
3.7 The Registration may be simply withdrawn free of charge in the form of a relevant order on the Website or through telephone communication with the Provider, as applicable.
3.8 By withdrawal of the Registration, the already established and unsettled obligations between the Parties shall not cease. Unless agreed otherwise, the Registration may not be withdrawn before the termination date of the last (still effective) Agreement.
3.9 Smarthronline is intended solely for end-users. Independent human resources consultants, head hunters, recruitment agencies, employment agencies or other entities the business activity of whom consists in offering mediation of work, direct recruitment of employees and/or employment of individuals for the purpose of further allocation of employees or other similar activities shall only use Smarthronline Services by signing up as a recruitment agency.
3.10 By signing up, the company is agreed to receive Smarthronline regarding product updates and marketing tips.
3.11 By signing up, the company is agreed to use company logos and company names by Smarthronline for social media posts, marketing activities and use in any area on the www.smarthronline.net website.
Access and Use of Smarthronline, User Account
4.1 On the basis of the Registration the Company obtains the right to access Smarthronline through the User Account.
4.2 The Registration, unless a Subscription of the Company has taken place, authorizes the Company solely to the Basic Access which involves in particular:
4.2.1 login and access to the User Account;
4.2.2 administration of the Company Profile – without its publication;
4.2.3 insight into the catalogue of the Candidate profiles in anonymised form;
4.2.4 or other functions enabled by the current version of Smarthronline, as the case may be especially with the full or limited trial.
4.3 The User Account represents the non-public part of Smarthronline. The User Account is accessible solely upon entering the Login Data. The Company obtains the Login Data during the Registration.
4.4 The Company is liable for keeping the Login Data confidential and is obliged to protect them from any loss, theft or misuse. The Company is not entitled to transmit the Login Data to any third party.
4.5 Should the Company find that the security of its Login Data has been endangered or infringed, it shall be obliged to change it without undue delay. At the same time, it shall notify the Provider of this fact.
4.6 The Provider shall invalidate the particular Login Data and provide the Company with new Login Data on the basis of the notification pursuant to Article 4.5 of the Terms or if requested by the Company.
4.7 Due to an urgent technical or security reason the Provider is entitled to change the Login Data even without the consent of the Company and without prior warning. The Provider shall announce to the Company the new Login Data in an appropriate form without undue delay.
4.8 The Company is obliged to ensure that all persons to whom access to Smarthronline will be enabled, comply with these Terms and shall be liable for any damage incurred as a result of such use.
4.9 The User Account includes in particular Smarthronline user settings, data and definitions of access rights of individual persons on behalf of the Company and settings of the Company Profile. Through the User Account, the Company may perform solely the activities which Smarthronline enables. The Company is obliged to use Smarthronline solely for the purpose for which it is intended and may not perform anything that might cause limitation or non-functionality of Smarthronline and/or any detriment to the Provider, to another User or to any third party. The scope of the right to use Smarthronline is further stipulated by Article 13 of the Terms.
4.10 The Company shall primarily not interfere in the Smarthronline technology in any way or misuse it in any way. In using Smarthronline the Company is obliged to comply with all valid and effective legal regulation of the home state of the Provider and the Company and the EU or other legal and other standards, if obligatory for the Company, as the case may be.
4.11 The Company is liable for the accuracy of the data and information provided during the Registration in the User Account or on the Company Profile and in the Offers.
4.12 In case of contacting of Candidates via Smarthronline by Recruitment Agency, Recruitment Agency must provide all relevant details about the Job Offer to Candidates – especially name of the hiring company.
Company Profile and its Content
5.1 Each Company creates and administers its own Company Profile through its User Account.
5.2 The purpose of the Company Profile is the Company´s own representation vis-a-vis the Candidates. For this purpose, the Company publishes on its Company Profile the Content which must not be the Prohibited Content. The Company is solely liable for the Content, except for the Content modified in compliance with Article 19.4 of the Terms. The Company may publish the Content only to the extent as enabled by Smarthronline.
5.3 Each Company is individually responsible for accuracy and verity of the data which it will publish in the Company Profile through Smarthronline, including their compliance with legal regulations and these Terms. By placing the Content in the Company Profile the right is established for the Provider to use it in order to fulfil the purpose of Smarthronline. This right is non-exclusive, territorially unlimited. It shall cease by the withdrawal of the Registration. More detailed conditions relating to the Content are stipulated by Article 11 of the Terms.
5.4 The Company acknowledges that the Company Profile is not publicly displayed on the Website at least until the moment of activation of the Subscription. Upon termination of the Subscription for any reason, the Company Profile shall be hidden.
6.1 The Subscription allows the Company to use primarily the following Services:
6.1.1 full access to the Candidate profiles;
6.1.2 database search functionalities seeking suitable Candidates based on selected parameters;
6.1.3 publishing of job Offers limited to the number of job Offers based on selected Subscription plan;
6.1.4 contact Candidates with preliminary Offer limited to the number of conversations based on selected Subscription plan;
6.1.5 publishing of Company profiles to Candidates;
6.1.6 or other functions enabled by the current version of Smarthronline, as the case may be.
6.2 On the basis of using selected Services in Subscription, a basic interaction between the Company and the Candidate can be initiated whether by Candidate’s reaction to the Offer or otherwise.
6.3 The Subscription is established upon the conclusion of an agreement between the Parties, only a Registered Company may enter into such Agreement (one Company can have only one active Subscription at a time). The Agreement is concluded by choosing from one of the Subscription Plans, especially via a dedicated function in Smarthronline. The Agreement shall not be concluded in case the Company fails to enter all obligatorily requested data. The Agreement on Subscription is an agreement on providing services, consisting primarily in publishing Offers through Smarthronline as an electronic medium, without a direct intermediary activity being performed by the Provider.
6.4 The Subscription is activated by completion of the checkout on the Website or by issuing the respective invoice. Its current amount is always specified in the valid Pricelist and on the Website unless mutually agreed by both Parties.
6.5 The Agreement on Subscription is always concluded for a fixed period based on the selected Subscription Plan unless agreed otherwise.
6.6 The Subscription shall be automatically extended for a fixed period according to the length of the originally agreed period (auto-renewal). The extension shall, however, never exceed the period of 12 months. This extension may be repeated without limit. The Subscription shall not be automatically extended in case the Company notifies the Provider by using relevant functionality on the Website no later than the last day before the expiration of the agreed (extended) duration period of the Personal Access. No refunds (partial or full) are accepted. The Subscription is cancelled on the renewal date, it is not cancelled on the date of cancelling the auto-renewal by the Company via Website.
6.7 Any Company with an active Subscription plan has the right to upgrade or downgrade a current Subscription Plan at any time by selecting a new Subscription Plan among the collection of Plans determined by the Provider. In such an event, the Company will be automatically charged with a Fee for the new Plan, the old Subscription Plan is terminated immediately, and the new Subscription plan is active from the day of the change for its full length which is selected by the Company. In case of downgrading the Subscription plan, the pro-rated credits for unused days of the old Subscription plan might be issued and set off with future invoices. For the avoidance of any doubts in case of any remaining credits after the cancellation of the auto-renewal by the Company, credits are non-refundable and by the cancellation of Subscription, plan Company agrees that all credits cease to exist.
6.8 All Fees for Subscription Plans are non-refundable, i.e. there are no refunds or credits for periods where the Company did not use the Services. If Company decided to upgrade to a more expensive Subscription Plan, the unused portion of any prepaid Fees shall be applied to the Fee of the more expensive Plan.
Payment Conditions of the Subscription
7.1 Unless provided otherwise on the Website, the Fee for the Subscription is paid in advance for the entire fixed period of the relevant Subscription plan, always by the first day of the fixed period, the following being applicable:
7.1.1 the first payment of the Fee for the Subscription shall be made online using the payment card in the payment gateway;
7.1.2 data on the payment card shall be automatically stored by the Third Party Services provider;
7.1.3 all next payments of the Subscription Fee shall be automatically deducted from the stored payment card no later than by the due date.
7.2 By concluding the Agreement on Subscription, the Company explicitly agrees with the procedure pursuant to Article 7.1.
7.3 The Company is obliged to maintain sufficient balance on the account to which the payment card used for payment of the Fee for the Subscription is linked. In case of expiration of the payment card or another reason for changing the payment card data, the Company shall be obliged to update immediately the payment card data in the User Account. Failure in this respect may result in termination of the Registration.
7.4 The Provider shall immediately issue an electronic invoice for each payment made which it shall deliver to the User Account and/or by email.
7.5 The Company acknowledges that payment services are the Third Party Services and are governed by separate terms and conditions for such a Third Party Service.
7.6 Under a separate agreement of the Parties the Provider may enable another form of payment of the Fee for the Subscription in another way, primarily in the form of payments on the basis of an invoice issued in advance with an agreed due date.
General Payment Conditions
8.1 The Fees are charged in Turkish Liras (TRY) for companies with their domicile in Turkey. Other Companies are charged with the Fees in euro (EUR). If the Fees are indicated only in EUR, they shall be converted for the invoicing purposes (payments) to TRY by the exchange rate as set down by the Provider. The Provider shall inform the Company about the actual exchange rate upon its request. The exchange rate may also be available directly in Smarthronline, especially in connection with any Services offered. In case of any discrepancy, the exchange rate according to the respective invoice shall prevail.
8.2 Each payment made to the benefit of the Provider shall be considered as settled by the date of its crediting to the Provider´s bank account.
8.3 Unless the method for the payment of the Fee is explicitly defined in these Terms or in specific terms and conditions, the Company shall make use of such payment methods that are currently enabled by Smarthronline – the Company is always informed about it on the Website.
8.4 Unless provided otherwise in these Terms, each Fee is due within the time limit of 15 days from the date of issue of the invoice.
8.5 The Fees are provided without VAT, other taxes or charges, unless explicitly provided otherwise. The Company acknowledges that should the relevant financial operation be subject to taxation or subject to compulsory charges, the charged Fee shall be increased by such tax or charge.
8.6 In case of Company´s default on settlement of any payment to the Provider, the Provider shall be entitled but not obliged to require payment of default interest on the amount due of 0.03 % daily.
8.7 In case of a Company with a domicile outside the EU the VAT shall be charged in the regime of the reverse charge, i.e. all Fees shall be charged without VAT, the Company is obliged to calculate, declare and pay VAT in the state of its domicile. The information of the reverse charge application shall be provided in the relevant statement (tax document).
8.8 The Provider is entitled to offset anytime any receivables against the Company regardless of their currency and legal relationship from which they arise, against any receivables of the Company against the Provider.
Prohibited Content and Protective Measures
9.1 The Company shall be liable for all Content that the Company will load to Smarthronline and that will thus be published. The publication also includes sharing of the Content (including specific verbal communications) in the form of communicating with the Candidates.
9.2 All Content published by the Company must be true and up-to-date, must not be in conflict with business ethics or legal regulations and these Terms. A breach of this obligation may give rise to the Company’s liability for damage or secondary liability for breaching law and/or these Terms.
9.3 The Company must not publish through Smarthronline, in particular, the following Content:
9.3.1 hateful, violent, vulgar or discrimination communications and conditions in the Offers due to race, ethnic origin, nationality or citizenship, sex, sexual orientation, age, health disability, religion or due to pregnancy, maternity or paternity and due to sexual identification;
9.3.2 obscene content or content of sexually explicit character and offers of sexual services;
the Company shall take into account that the Candidate need not be of legal age pursuant to the laws of his/her home country;
9.3.3 content showing violence, politically oriented content, untrue content and/or content of fraudulent character;
9.3.4 offer of work or activities prohibited by law and/or offer of such work or activity performance of which could lead to committing a crime;
9.3.5 advertising or any other form of promotion of services or products of third parties or the Company or activities that do not relate to the Job Offer and/or any other prohibited advertising (including promotion of alcoholic and tobacco products, prescription medications and drugs, financial products and consultancy or gambling);
9.3.6 any form of corruption conduct or any other unfair competitive conduct;
9.3.7 content that could infringe third party rights, in particular, intellectual property rights;
9.3.8 content that could cause any damage to or non-functionality of Smarthronline or HW of the Provider or any other Users;
9.3.9 (“Prohibited Content”). In case of any doubts, it shall be deemed that the Content is Prohibited Content.
9.4 The Company shall be obliged to inform the Provider of the Prohibited Content published by another User as soon as the Company learns of such Prohibited Content.
Changes, Updating and Availability of Smarthronline
10.1 The Company acknowledges that the Provider shall amend, improve and further develop Smarthronline. The Provider shall exert reasonable efforts to avoid significant worsening of the position of the Company with which any effective Agreement is concluded.
10.2 The Provider may change the technical solution of Smarthronline for operational or other reasons.
10.3 For the purposes of adjustments and further development of Smarthronline, the Provider shall be entitled to use any feedback from any Company, without the Company’s claim to the financial settlement.
10.4 The Provider may change the Web Internet address at any time. The Company shall be informed of such a change well in advance, if possible. A change of the Web Internet address with simultaneous redirection to a new address may be performed at any time without previous notification.
10.5 The Provider shall guarantee at least 95% Smarthronline availability in a calendar year. The Provider shall not be liable for any damage that might be caused by the non-functionality or unavailability of Smarthronline. Smarthronline functionality on various equipment may differ.
10.6 Unavailability means the period of Smarthronline non-functionality caused by the Provider, except for the events stated in Articles 10.7 and 17.5 of the Terms.
10.7 The Provider may perform Smarthronline outage to the necessary extent after prior notification, in particular, due to Smarthronline maintenance, updating or upgrade or in the event of disturbance by an unauthorized person, in particular in the event of an attack to Smarthronline or the Provider’s integrity. If it is possible, the Provider shall inform the Company in an appropriate manner of the dates and times of the planned outage in advance, as a rule at least 24 hours prior to the planned commencement of the maintenance.
10.8 The Provider undertakes that during Smarthronline operation the Provider shall resolve any potential technical problems, defects, failures, unavailability and/or non-functionality of Smarthronline. The Provider has established technical support – contact persons shall be stated on the Web.
Intellectual Property and Protection Thereof
11.1 The Provider is the exclusive operator or Smarthronline and owner or person authorized to exercise the rights connected to Smarthronline. All Smarthronline content including information, graphics, photographs, pictures, texts, buttons, business names, trademarks, logos and any other elements on the Web shall be protected by copyright and other legal regulations relating to intellectual property.
11.2 As a result of the registration, the Company’s free non-exclusive right shall be established to use Smarthronline (i.e. its current version) and protected content as it is described in the provisions of art. 11.1 of the Terms. Such use right has been granted without any territorial restrictions for remote access to Smarthronline via the Internet for the purposes for which Smarthronline is used, which is given in particular by its functionalities. The use right pursuant to these provisions shall terminate upon cancellation of the Registration or the relevant Agreement (regarding functionalities that are only accessible by the Company on the basis of such Agreement).
11.3 The Company shall not be entitled to copy or adjust Smarthronline in any manner whatsoever, except for the parameters that can be set up in the User Account, or connect Smarthronline with any other work, in particular with any other software. When using Smarthronline or when receiving any Service, the Company must not interfere with Smarthronline and the Provider’s technology in any manner whatsoever, in particular, it must not use system orders that could change Smarthronline function or setting or that would systematically and repeatedly use Smarthronline in any manner whatsoever or that could damage anybody; the Company must not in particular use any software solution affecting Smarthronline functionality or safety.
11.4 As a result of the Company registration, a free non-exclusive right shall be established to use
the databases contained in Smarthronline. Such right shall be granted without any territorial restrictions for remote access to Smarthronline via the Internet for the purposes for which Smarthronline is used, which is determined in particular by its functionalities, and shall terminate together with the expiration of the validity of the Registration or with the termination of the relevant Agreement. Said right shall not include the right to utilize the entire content of the databases contained in Smarthronline or any qualitatively or quantitatively significant parts of such databases, or the right to repeatedly and systematically utilize any insignificant parts of the content of the databases contained in Smarthronline exceeding the extent necessary to use Smarthronline properly, in a non-automated way, through the User Account in Smarthronline. The Company shall not be entitled to connect the databases or the contents thereof with any other databases, to make them available to any third parties or use them in any other manner that is not usual. The Company shall not be entitled to use any software tools (robots) when using Smarthronline.
11.5 The right to use Smarthronline or the databases contained therein, as stipulated in this Article 11 of the Terms, shall not belong to the Company from the moment when it will become an Excluded User. Where the Company was an Excluded User at the moment of the Registration, it did not acquire the above-mentioned right at all. Any use of Smarthronline by the Company without effective use right is in conflict with legal regulations. In such an event, the Company shall be obliged, in addition to other claims arising for the Provider from legal regulations or from these Terms, to pay a contractual penalty to the Provider in the amount of the Fee for Subscription for a period of 12 calendar months and shall be obliged to release twice the unjustified enrichment that the Company obtained by using Smarthronline. The contractual penalty and the unjustified enrichment shall be payable on the basis of the Provider’s request within the deadline stated in such a request; the payment of the contractual penalty shall be without prejudice to the Provider’s right to full compensation for damage.
11.6 When using Smarthronline, the Company shall be obliged to maintain the extent of the use right and the purpose thereof as set forth in this Article 11 of the Terms, as well as the valid and effective legal regulations, in particular those that regulate the intellectual property rights and copyright.
11.7 Unless the Parties agree otherwise, the Company shall not be entitled to allow any third parties to use Smarthronline. The Company may only allow a third party to use Smarthronline without the right to provide the right to use Smarthronline to any third parties, even partially.
11.8 No right to exercise property-related and/or author‘s personality-related rights to Smarthronline shall be assigned, provided or otherwise granted to the Company.
11.9 Company gives irrevocable consent with publishing open Job Offers of Candidates on third-party partners such as but not limited to job boards, job aggregators. Provider shall publish open Job Offers outside of the platform on the own job board on its Website.
Personal Data Processing
12.1 The Provider shall process personal data in compliance with all applicable legal regulations.
12.2 The Provider declares that it has taken such technical and organizational measures for personal data processing to avoid unauthorized or accidental access to personal data or a change, destruction or loss, unauthorized transmission, leak, any other unauthorized processing or any other misuse of personal data. The Provider undertakes to keep all data and media containing data at protected places and secured so that the possibility of access by an unauthorized person or any other unauthorized interference is minimized.
12.3 Further details, i.e.:
12.3.1 what personal data are processed by the Provider;
12.3.2 how the Provider disposes of personal data;
12.3.3 who is the administrator and who is the processor of personal data;
12.3.4 what are the subject’s rights in relation to personal data processed by the Provider;
Liability for Damage
13.1 The Provider shall not be liable for any damage caused by force majeure, such as natural disasters, acts of nature, war or terrorist events or any outages of Smarthronline or damages caused thereby.
13.2 The Provider shall not be liable for any Content uploaded via the User Account.
13.3 The Provider shall not be liable for Third Party Services, the quality, quantity or any consequences of such services or for any rights and obligations connected with such services, accessory rights or obligations, etc.
13.4 The Provider shall not be liable for the conduct of individual other Users or for their method of using Smarthronline, in particular such methods that are in conflict with legal regulations or these Terms, or for any damage and detriment thus incurred.
13.5 The Company shall indemnify the Provider, its affiliated persons, statutory body members, employees, partners and representatives for any losses, obligations to provide compensation for damage, penalties, costs and expenses, including reasonably incurred costs of legal protection, for any amounts agreed within the framework of settlement or an obligation recognized by a court or any other public authority to provide compensation for damage as a result of a third party’s claim in connection with breaching the Company’s obligations concerning the Content or other Company’s obligations.
Change of the Terms
14.1 These Terms stipulate legal relationships concluded during the routine course of business and concerning a large number of persons. The Provider shall be entitled to unilaterally change these Terms at any time, in particular in response to the relevant market development, changes or interpretation of legal regulations, changes of the judicature or in the event of changes in the Provider’s business activities.
14.2 Users shall be informed of any changes of the Terms in the form of a message in the User Account and/or by e-mail or by any other appropriate form no later than one month before such changes take effect; the changed version of the Terms shall be available on the Web before the changes take effect.
14.3 The Company shall be entitled to reject a change of the Terms by a notice, which it shall deliver to the Provider no later than one day prior to the date of effectiveness of the changed Terms. In such an event, the Company’s Registration can be cancelled as of the date of effectiveness of the new Terms. If the Registration is not cancelled and the Provider will allow that the Company continues in using Smarthronline, the relationship between the Parties shall be governed by the existing Terms, but only in relation to the already concluded Agreements. Any Agreements that will be concluded after the effective date of the changed Terms shall be governed by the changed Terms unless the Parties agree otherwise.
Governing Law and Dispute Resolution
15.1 The legal relationships established by the Registration and any Agreement and the relationships connected therewith, including liability for any damage, shall be governed by Turkish law and applicable laws of the European Union, with the exception of conflict of laws provisions. The contractual language is Turkish or English language depending on the language version in which the legal relationships are established.
15.2 Potential disputes shall be resolved by locally competent courts of Turkey with jurisdiction over the place of the Customer’s registered office.
Term and Termination of the Agreement
16.1 The Provider shall be entitled to cancel the Registration and/or to rescind any Agreement in the event of a significant or repeated breach of the Company’s obligations arising from legal regulations, these Terms or any other covenants between the Parties. The following situations shall be considered as a significant breach:
16.1.1 default in making any payment exceeding 15 calendar days;
16.1.2 publication of Prohibited Content; or
16.1.3 if the Company entered into liquidation, if insolvency proceedings were commenced in respect of the Company or if its assets are subject to execution.
16.2 Any Party may terminate any Agreement concluded for an indefinite period of time for any reason whatsoever or without giving a reason. The notice period shall be two months and shall commence at the moment of delivery of the termination notice to the other Party.
16.3 Termination of any Agreement shall be without prejudice to the duration of the Registration.
16.4 Termination of any Agreement shall be without prejudice to the Company’s obligation to pay the remuneration for the Services arising of such Agreement provided during the effectiveness of such Agreement.
16.5 The termination shall be without prejudice to any covenants that, given their nature, should survive the termination of the Agreement or cancellation of the Registration (such as covenants regarding confidentiality or covenants regarding claims arising from breached obligations if such breach occurred prior to the termination).
17.1 The Provider shall not provide through Smarthronline any employment arrangement services (intermediary activity) provided by the Provider. The Provider shall not seek candidates for the Company for job vacancies and shall not provide any consultancy or information activities in the field of employment opportunities. All activities aimed at filling a vacancy shall be performed by the Company itself at its own liability in interaction with the Candidate/s.
17.2 The Parties undertake to keep confidential any data that are not public obtained in connection with the Services provided.
17.3 The Company shall be obliged to keep up-to-date its data stated in the User Account and in the Company Profile, including invoicing data.
17.4 The Provider shall be entitled to perform, for serious reasons, any changes, adjustments or corrections of the data stated in the User Account or the Company Profile, including the Content contained therein, to restrict access to such data or entirely remove the same. An important reason shall be in particular breach of these Terms or legal regulations by the Company (especially publication of the Prohibited Content), correction of evident inaccuracies or errors in writing, information updating, ensuring security or protection of rights and rightful interests of the Provider or any other Users. If there is no risk arising from default, the Provider may at first call on the Company that it remedies the default itself within a reasonable period and thereafter to proceed after expiration of such period or if it is apparent that the Company will not remedy the default (for example if the Company expressly rejects such remedy).
17.5 The Provider shall also be entitled to serious reasons to temporarily restrict the Company’s access to certain Smarthronline functions or to the entire Smarthronline in events other than those mentioned above. In the event of a repeated or serious breach of these Terms, in particular, in the event of publication of the Prohibited Content or in the event of default in payment of any Fee or any portion thereof or breach of legal regulations, the Provider may restrict the Services provided for consideration or even cancel the Company Profile without prejudice to the Company’s obligation to pay the Fee agreed.
17.6 All acts performed in Smarthronline after entering the Company’s Login Data shall be attributable to and shall commit the Company (this shall be without prejudice to the provisions of Article 4.5 of the Terms). The Company declares that all acts in Smarthronline shall only be performed by the persons who are authorized to commit the Company to the relevant extent by their own acts.
18.1 The individual Services may be governed by separate special terms or conditions or by supplementary terms or conditions, which shall always prevail over these Terms. The current version of all terms and conditions shall be available on the Web.
18.2 Any Agreement (including acceptance of these Terms as a framework agreement) may also be concluded in the documentary form. Unless agreed otherwise, the provisions on a change to the Terms contained in Article 16 of the Terms shall also apply in relation to such concluded agreements (i.e. such performed changes shall also apply in relation to agreements concluded in the documentary form). The Parties may at any time agree on any individual conditions that would supersede in full or in part these Terms or any other terms or conditions concerning the Services.
18.3 The Company shall not be entitled to transfer any of its rights or liabilities concerning the Services to any third parties without the Provider’s prior written consent. The Provider shall be entitled to assign any Agreement covering the provision of any Services (including the whole Registration) or even only certain rights and obligations arising from such Agreement to any third parties, even without the Company’s consent. In the event of a transfer of the rights to Smarthronline to a third party, all Service Agreements shall also be assigned from the Provider to such third party, unless the Parties agree otherwise.
18.4 These Terms shall take force and effect from 1st of June 2020.
TERMS AND CONDITIONS FOR THE USE OF SMARTHRONLINE BY CANDIDATE
GENERAL TERMS AND CONDITIONS
T&Cs contain basic rights and obligations of Smarthr Insan Kaynaklari ve Proje Yonetim Ltd. Sti.,
Tax No: 772 067 6187, with its registered office at Alsancak Mahallesi, 1481 Sokak No:9/9, Konak, İzmir,
Turkey (the “Provider”) and you, as the natural person who has registered and seeks
employment or other activity performed in similar legal arrangement (the “Candidate”)
through www.smarthronline.net (and/or other websites, as applicable) (the
“Website”) and Provider’s platform located on this Website
The Provider operates Smarthronline through which it (i) offers the possibility to connect Candidates and any eligible person making Career Opportunities (as defined below) on Smarthronline in order to attract the Candidates (the “Company”) (Candidates and the Company together as the “Users”); and (ii) provides further related services to the Users in accordance with the Provider’s current offer of services on the Website, in particular the possibility to use the functionalities of Smarthronline (the “Services”).
These T&Cs govern the rights and obligations of you as the Candidate in relation to the use of our Services as the Provider, as well as other related legal relationships.
For the purposes of certain Sections of these T&Cs, the term “Company” shall also include any entity which shall agree with the Candidate on future cooperation, regardless of its form, based on any Offer as defined below (the “Placement”) instead of the entity registered on the Website, such as Company’s subsidiary.
HOW TO USE OUR SERVICES
In order to be able to use the Services, you shall first create your profile which shall contain the information regarding personal information, professional skills, qualification, work experience and further relevant information which might be useful for the Company (the “Candidate Profile”). The more precisely you fill in your details, the higher may be your chances, to become attractive to particular Company. But take into account that the Provider neither provides any consultancy or other similar services regarding job opportunities, neither does it guarantee that you shall find a suitable Career Opportunity or receive any Offer.
Your personal information will be not available to the Companies until the moment accepting of the Offer pursuant to these T&Cs.
Each Company may create its profile, i.e. a webpage promoting the Company’s unique culture, team and projects and/or containing further information regarding the Company (the “Company Profile”). The Companies propose career opportunities through Smarthronline (the “Career Opportunity”). The Company is entitled to change the specifications of the Career Opportunities and/or to cancel the Career Opportunities during the term of their publication on the Website.
You may list through the Career Opportunities, after you have registered (the “Signup”), as per the current form and extent of this functionality. If you like any of the Career Opportunities, you can express your interest online through Smarthronline by interacting with “I’m interested” (or similar) action available within the respective Career Opportunity, as per the current form and extent of this functionality.
After you have accepted a Career Opportunity from a particular Company, you can start a conversation within or outside Smarthronline messaging functionality. The Company may offer you a job, regardless of the form of cooperation (the “Offer”). You may find all of your Offers on Smarthronline and you are free to decide, whether you accept or refuse.
In case that you and the Company agree, upon accepting an Offer, on any agreement on cooperation, such agreement is concluded by and between you and the Company outside the scope of the Website, Smarthronline and the Services. The T&Cs of Services for Companies are governed by a separate document (the “Terms”).
The Provider shall not provide any employment arrangement services (intermediary activity) through Smarthronline. The Provider shall neither seek Candidates for the Company for job vacancies nor shall it provide any consultancy or information activities in the field of employment opportunities. All activities aimed at filling a vacancy shall be performed by the Users themselves, at their own liability in interaction with each other.
YOU AS THE CANDIDATE
By accessing Smarthronline, by Signup or creating the Candidate’s Profile or by any other use of Smarthronline, you become the user of Smarthronline, and therefore you shall get familiar with these T&Cs.
You as the Candidate shall:
be a natural person;
be at least 18 years old;
have full legal capacity.
By Signup or otherwise expressing your agreement to the T&Cs, you undertake to comply with these rules, including any and all rules and further terms and conditions referred to by these T&Cs. You are not authorized to use either the Website, Smarthronline or the Services if you do not agree with the T&Cs.
If you want to use the Services, you shall create the Candidate Profile, and you are authorized to change (at any time) the provided information. In addition, in order to maintain sufficient quality and completeness of information contained in the Candidate Profile, you agree that Smarthronline may from time to time access your Candidate Profile to improve its content, primarily, but not exclusively, spelling or formatting mistakes or adding relevant information available from other sources as provided by the Candidate to Smarthronline.
By signing up, the candidate is agreed to receive Smarthronline newsletter regarding product updates and marketing tips.
CANCELLATION OF THE SIGNUP
The Signup might be cancelled by the Provider.
Some User Content (certain categories, in particular, the information provided within the Users’ discussions and the inputs provided by the Users within the coding challenges and/or other tasks available on the Website) provided within Smarthronline by the respective Candidate may remain available through Smarthronline to other Users even after cancelling the Candidate Signup. The Provider is not obliged to remove or make in any other way unavailable such User Content pursuant to the previous sentence unless such obligation arises out of applicable laws.
Unless indicated otherwise in these T&Cs, any and all content uploaded by the Candidate to Smarthronline shall be understood as the Candidate Content. Each Candidate (and such Candidate exclusively) shall be responsible for the Content provided on Smarthronline by such Candidate.
The Candidate must not publish through Smarthronline, in particular, the following Content:
hateful, violent, vulgar or discrimination communications;
obscene content or content of sexually explicit character;
content showing violence, politically oriented content, untrue content and/or content of fraudulent character;
offer of activities prohibited by law;
advertising or any other form of promotion of services or products of third parties and/or any other prohibited advertising (including promotion of alcoholic and tobacco products, prescription medications and drugs, financial products and consultancy or gambling);
any form of corruption conduct or any other unfair competitive conduct;
content that could infringe third party rights, in particular, intellectual property rights;
content that could cause any damage to or non-functionality of Smarthronline or Provider’s HW or to any other User;
content that infringes these T&Cs;
(the “Prohibited Content”). In case of any doubts, it shall be deemed that the Content is a Prohibited Content.
The Provider has the right at any time (even without prior notification) to delete or make unavailable any Content, including any personal data, or to make any changes, adjustments or corrections thereto, for serious reasons. A serious reason shall be especially (i) breach of these T&Cs or legal regulations by the Candidate (especially publication of the Prohibited Content), correction of evident inaccuracies or errors in writing, information updating, ensuring security or protection of rights and rightful interests of the Provider or any other Users or and/or if (ii) the Provider for any other reason and at its sole discretion deems necessary or appropriate to delete or make unavailable particular Content.
The Provider reserves the right to take necessary legal actions against the Candidates that place Prohibited Content on Smarthronline. The Provider will take all necessary steps which might be reasonably required on the Provider in order to delete or make unavailable such Content.
PAYMENTS AND REMUNERATIONS
Unless specified otherwise herein, the Services are provided to you as the Candidate free of charge. You shall bear all your costs incurred in relation to the use of Services and/or access to and use of the Website (e.g. costs of communication services, such as the Internet).
YOUR RIGHTS AND OBLIGATIONS
While using the Services you shall provide accurate, complete, true and up-to-date information at any time. When communicating with other Users, you shall provide only true information, behave and act politely and respectfully.
While using the Services you shall comply with legal regulations and respect the Provider’s and third persons’ rights. You shall not, in particular:
use Smarthronline and the Services contrary to these T&Cs;
use Smarthronline and the Services in a way capable of causing any harm to the Provider, other Users and/or third persons;
change the content of the Website, Smarthronline and/or the system which realizes the transmission from the Website to third persons, or interfere in any other way with the Website, Smarthronline and/or the system which realizes the transmission from the Website to third persons, jeopardize or disturb their operation;
unlawfully gain personal data of other Users;
use the mechanisms, software or other actions that could adversely affect the operation of the Website. The Website can be used solely to the extent not interfering with the rights of other Users or the Provider and in compliance with the purpose of the Website.
You shall not “circumvent” and/or attempt to “circumvent” the Website and the Services, i.e. shall not directly or indirectly liaise (and/or attempt to liaise) with the Companies known to the Candidate as a result of using Smarthronline and/or the Services outside the scope of Smarthronline.
You hereby accept and understand that you are the only person responsible for the process pertaining to seeking the job opportunity through Smarthronline and you shall be responsible for any direct or indirect harm or damage incurred by the Companies or third persons (if applicable) due to the above.
You are liable for any direct or indirect harm or damage caused by your acts (or omissions) contrary to these T&Cs and/or legal regulations.
RIGHTS TO THE WEBSITE
The Provider is the owner of the Website and Smarthronline.
The Website and Smarthronline constitute a copyrighted work and the database. The Provider performs any and all economic rights relating to the Website and Smarthronline.
The content of the Website or Smarthronline shall not be stored, modified or spread unless the Provider grants a prior written consent to the above. Any economic rights relating to the Website or Smarthronline shall not be performed by any other third persons without the prior written approval of the Provider.
As a result of Signup, a free non-exclusive right shall be established to use:
Smarthronline (i.e. its current version). Such use right has been granted without any territorial restrictions for remote access to Smarthronline via the Internet for the purposes for which Smarthronline is used, which is given in particular by its functionalities. The use right pursuant to these provisions shall terminate upon cancellation of the Signup;
the databases contained in Smarthronline. Such right shall be granted without any territorial restrictions for remote access to Smarthronline via the Internet for the purposes for which Smarthronline is used, which is determined in particular by its functionalities, and shall terminate upon cancellation of the Signup. Said right shall not include the right to utilize the entire content of the databases contained in Smarthronline or any qualitatively or quantitatively significant parts of such databases, or the right to repeatedly and systematically utilize any insignificant parts of the content of the databases contained in Smarthronline exceeding the extent necessary to use Smarthronline properly, in a non-automated way, through Smarthronline. The Candidate shall not be entitled to connect the databases or the contents thereof with any other databases, to make them available to any third parties or use them in any other manner that is not usual. The Candidate shall not be entitled to use any software tools (robots) when using Smarthronline.
Personal Data Processing
The Provider shall process personal data in compliance with all applicable legal regulations. The Provider declares that it has taken such technical and organizational measures for personal data processing to avoid unauthorized or accidental access to personal data or a change, destruction or loss, unauthorized transmission, leak, any other unauthorized processing or any other misuse of personal data. The Provider undertakes to keep all data and media containing data at protected places and secured so that the possibility of access by an unauthorized person or any other unauthorized interference is minimized.
Further details, i.e.:
what personal data are processed by the Provider;
how the Provider disposes of with personal data;
who is the administrator and who is the processor of personal data;
what are the subject’s rights in relation to personal data processed by the Provider;
CONSEQUENCES OF INFRINGEMENT OF TERMS AND CONDITIONS
If you breach these T&Cs, the Provider is entitled to (subject to Provider’s sole discretion): (i) restrict your rights and/or the scope of Services provided to you; and/or (ii) cancel your Signup and prevent your access to the Website or Smarthronline and further use of the Services.
The Services are provided by the Provider “as they are” and the Provider does not provide any guarantees to the Candidate regarding the Services, Smarthronline and/or the Website. In particular, the Provider does not guarantee that:
the Website, Smarthronline and the Services will be available continuously twenty-four hours a day, seven days a week;
the Website, Smarthronline and the Services will be fully functional throughout all time of providing of the Services;
the Website, Smarthronline and the Services will be provided free of errors;
the Content will be backed up within the Website and will not be damaged, changed or deleted;
the Content does not violate the legal regulations and rights of Users and/or third persons.
The Provider shall not be liable for any direct or indirect harm or damage that may be caused to the Candidate in connection with the use of the Website or the Services. In particular, the Provider shall not be liable for any direct or indirect harm or damage caused:
by (i) non-functioning, (ii) unavailability or (iii) bad availability, functioning or speed of the Website, Smarthronline or the Services, (iv) by interruptions in operation and/or (v) failure in the Website, Smarthronline or the Services;
by downloading the User Content or other information published on Smarthronline;
by computer viruses;
by loss of the Content or other information of the Candidate;
by unauthorized access to the Content or other information of the Candidate;
by misuse of the Website, Smarthronline or the Services by the Users or third persons;
by non-delivery, non-storage or loss of any Content;
by terminating of operation of the Website, Smarthronline or Services.
The Provider shall not be responsible for the Content and other information available within Smarthronline that was provided and/or made available by the Users or third persons. The Provider shall not be responsible for any direct or indirect harm or damage incurred by the Candidate in connection with the access to the Content or further information pursuant to the previous sentence or in connection with the use of the above.
The Provider shall not be responsible to any extent for any part of the process pertaining to seeking the job opportunity through Smarthronline.
The Provider reserves the right to terminate at any time and without compensation the operation of the Website, Smarthronline and/or the providing of the Services.
The Provider reserves the right to restrict or terminate at any time the Candidate’s access to the Website or to Smarthronline.
The Provider reserves the right to modify at any time and in any way the Website, Smarthronline, the Services, their scope and conditions, without prior notification to you as the Candidate. You hereby take into account and agree that such modification can affect or completely exclude the functionality of particular Services. The Provider shall not indemnify you for any direct or indirect harm or damage arising out of the above.
The Provider reserves the right to unilaterally change or amend at any time the wording of these T&Cs. The Provider shall keep you informed of the changes to the T&Cs within the Website, Smarthronline or in any other appropriate form so that you are able to get familiar with the actual version of the T&Cs without unreasonable complications. The T&Cs shall become effective at the moment of their publication on the Website/on Smarthronline. The changes of the T&Cs become effective towards you only if you express your agreement to the amended T&Cs. Continuing to use Smarthronline and the Services by you, after the date specified by the Provider as the effective date of amendments to the T&Cs shall be considered to be the expression of the agreement to the amended version of the T&Cs. If you do not agree with the amendments of the T&Cs, you shall refrain from the use of Smarthronline and the Services after the date specified by the Provider as the effective date of amendments to the T&Cs.
Any and all legal relationships arising out of or in connection with the Website, Smarthronline and the Services and their use are governed by the laws of Turkey, regardless of where the access to and the use of Smarthronline takes place. All disputes arising out of or in connection with the Website, Smarthronline and the Services and their use shall be decided by the competent court of Turkey with jurisdiction over the place of the Provider’s registered office.
The consumer may also use the online platform for resolving the disputes, which is instituted by the European Commission on the address http://ec.europa.eu/consumers/odr/.
You as the Candidate take into account and agree that the rights and obligations pertaining to the Website, Smarthronline and the Services pursuant to these T&Cs can be assigned to third persons in compliance with applicable legal regulations. The succession or assignment of the rights and obligations of the Provider shall not have any effect on the validity and effectiveness of these T&Cs.
These T&Cs shall become effective on the 1st of June 2020.