Terms of Service of CodersFirst

For Programmers

BC1 sp. z o.o. (dba CodersFirst), with its registered office in Warsaw (00-105) Twarda 18 street, registered on the Register of Entrepreneurs of the National Court Register maintained by the District Court for the capital city of Warsaw, 13thCommercial Division, under KRS No 0000641185, VAT  ID No PL 9512420632, Managing Directors: Paweł Majchrzak, (hereinafter referred to as "CodersFirst" or "us" ) operates an online job marketplace platform via https://www.codersfirst.com/ and other channels (the "Service" ). The Service connects companies ( "Company" or "Companies" ), and candidates ( "Programmer" or "Programmers" ) with each other trying to match the right person with the right job. Programmers are natural persons seeking new employment through the Service. Companies are natural persons or business entities searching for new employees through the Service.

 

  1. Scope

 

  1. Within the framework of the Programmers' own technical and operational possibilities CodersFirst allows the Programmers to participate in the Service. CodersFirst provides all services in connection with the Service for Programmers solely based on these Terms of Service (hereinafter referred to as "Programmers Terms of Service" or "Terms of Service").

  2. CodersFirst objects to the validity of any general terms and conditions of Programmers. General terms and conditions of Programmers become an integral part of the agreement between the Programmer and CodersFirst, only if CodersFirst explicitly consents to them in writing.

  3. CodersFirst can utilize the services of independent third parties for the Service ("Third Party Service" ) such as app stores and social networks. No third party services are provided by third parties upon the instruction of CodersFirst. Third party services are not provided by CodersFirst. CodersFist or the third party will identify these services in a suitable manner. Any issues in connection with third party services are not affected by these Terms of Service. CodersFirst shall not be responsible for third party services. Third party services are potentially subject to their providers' general terms and conditions.


 

    2. Programmer Eligible to Participate

 

  1. CodersFirst offers the Service only to Programmers looking for placement.

  2. With his/her account registration or participation in the Service, Programmers represents that he/she is of legal age and of legal capacity.

 

    3.Programmer Enrolment / Entry Into Force

 

  1. The participation in the Service requires that the Programmer enters a binding agreement with CodersFirst as defined below in Section 3.4 and the setup of a CodersFirst account ( "Account" ).

  2. Programmer must register to participate in the Service on CodersFirst’s website.

  3. Programmer must accurately complete the registration (and provide CodersFirst with future updates) and not use any aliases or other means to mask its true identity or contact information.

  4. By registering, Programmer submits a binding offer to enter into an agreement with CodersFirst according to the terms and conditions of these Terms of Service ( "Agreement"). Programmer needs to complete the technical evaluation.

  5. After CodersFirst reviews Programmer’s technical evaluation, CodersFirst will notify him/her or it of its acceptance or rejection to the Service, generally within three (3) business days of receipt of the application. CodersFirst may request additional information (see Sections 9.1 and 9.2). The Agreement enters into force upon CodersFirst’s acceptance of Programmer to the Service. CodersFirst is under no obligation to accept applications.

  6. CodersFirst is entitled but not obliged to verify the accuracy of the Programmer's information. This may be done by CodersFirst requesting documents to prove the identity such as a personal ID card or copy or work permit. CodersFirst is entitled to make the creation of an account subject to such verification.

  7. Prior to registering, the Programmer can print out the Terms of Service or save them to a permanent data storage device.

 

    4. Limits of Use / Prohibited Conduct

 

  1. CodersFirst provides the Service solely for use in accordance with these Terms of Service. Automated login is prohibited. Only the official clients and apps or websites provided by CodersFirst may be used to connect to the Service. The Programmer may not create, support, host, link or provide any other options, which can be used by other persons to utilize the Service.

  2. The Programmer is prohibited from transferring his/her Account to third parties without the prior written consent of CodersFirst.

  3. The Programmer is not entitled to use any means, mechanisms or software in connection with the Service, which can disturb functions of the Service. The Programmer may not undertake any action, which can result in an unreasonable or excess load of the technical capacities of CodersFirst. In particular, the Programmer is not permitted to block, overwrite or modify the contents generated by CodersFirst unless CodersFirst has permitted it specifically in writing.

  4. The Programmer will refrain from anything that could endanger the performance and availability of the Service.

  5. By using the Service, the Programmer will not violate any applicable legal provisions such as the criminal code or third party rights and the Programmer assures not to contribute or transmit any illegal or immoral contents to the Service. This includes specifically any contents (including member names, etc.),

    1. which are, false, inaccurate or misleading

    2. which are, insulting, racist, sexist, pornographic or obscene;

    3. which can damage the reputation of CodersFirst;

    4. suitable to violate copyrights, patents, brands or any other intellectual property rights, the rights on a person's own image and other personal rights or third party rights.

  6. The Programmer is not permitted to disseminate commercial advertising for third party products or programs, to send unsolicited mass emails and unsolicited advertising in the Service. The Programmer will honor the privacy of third parties. In addition, the Programmer is not permitted to disseminate in the Service unauthorized any third party work that is protected by copyrights or other rights. Moreover, the Programmer is not allowed to refer to offers with such content.

  7. Permission is granted to temporarily download one copy of the materials (information or software) on CodersFirst's web site for personal, non-commercial transitory viewing only. This is the grant of a license, not a transfer of title, and under this license you may not:

    1. modify or copy the materials;

    2. use the materials for any commercial purpose, or for any public display (commercial or non-commercial);

    3. attempt to decompile or reverse engineer any software contained on CodersFirst's web site;

    4. remove any copyright or other proprietary notations from the materials; or

    5. transfer the materials to another person or "mirror" the materials on any other server.

  8. This license shall automatically terminate if Programmer violate any of these restrictions and may be terminated by CodersFirst at any time. Upon terminating Programmer viewing of these materials or upon the termination of this license, Programmer must destroy any downloaded materials in Programmer’s possession whether in electronic or printed format.

  9. CodersFirst is entitled to stop such violations against this Section 4. In addition, CodersFirst is entitled to delete the breaching contents of the Programmer. The same applies to definite indications of a violation against these Terms of Service to contents, which are otherwise illegal. There is no entitlement to the recovery of breaching deleted content. Such claim is also voided if the restoration is not possible for technical reasons.

  10. Without the prior express written consent of CodersFirst, any blocked Programmer is prohibited from creating a new account. If this ban was circumvented, then CodersFirst has the right to block this Account permanently without prior announcement.

  11. The provisions of this Section 4 do not limit the termination right of CodersFirst — particularly the right to terminate effective immediately — in accordance with Section 12. In addition, they do not limit the right of CodersFirst to exercise the virtual domiciliary right.

 

    5. Functioning of the Service / CodersFirst’s responsibilities

 

  1. CodersFirst provides the Service to connect Programmers and Companies. The Service works as follows: Programmer sign-up to the Service and register creating his/her account as specified in the Terms of Service or the Programmer Terms of Service available and completes the technical evaluation. Companies also sign-up and provide a profile. After the technical evaluation CodersFirst is preparing Programmer’s blind technical profile (if he/she passed the technical evaluation) and introduce to companies who are looking for a programmer’s specific skillset. This can be done via email, messaging service or phone. Choosen by CodersFirst companies can decide to apply to the respective Programmer by sending an interview requests. These interview requests come with a first, non-binding offer proposal of what compensation package the company has in mind. Programmer can review the interview requests and are now able to learn more about Companies that have sent the requests. The Programmer can accept or reject the interview request. If rejected, the Company may (upon choice of the Programmer) re-contact the Programmer with a revised proposal. If accepted, CodersFirst connects Programmer and Company.

  2. The fee is payable if Company or Company’s subsidiary hires a Company for any position within six (6) months of Company’s most recent written communication relative to such Programmer.

  3. CodersFirst shall not be entitled to any fee for any Programmer who is otherwise known to Company, as follows:

    1. a Programmer who has been submitted to Company by any other party or website in the preceding one - hundred eighty (180) days;

    2. a Programmer who has applied to any position with Company in the preceding one - hundred eighty (180) days.

  4. If Programmer and Company had been introduced in the past twelve months before the Introduction directly or by a third party and Company does not inform CodersFirst about this within five business days in writing and substantive materials showing the introduction, the Programmer is considered to have been introduced by CodersFirst. Email or the Service are sufficient media in this matter. A Programmer is considered to be already introduced directly or by a third party when there is a written communication concerning the Programmer, with a clear identification of the Programmer and the Company and with a clear identification of the opportunity to hire the Programmer.

  5. CodersFirst undertakes reasonable efforts to match Programmer and Companies, however, CodersFirst does under no circumstances represent, assume a warranty or guarantee or undertake in any other way that Programmer or Company will find a match through CodersFirst and/or the Service.

 

    6. Disclaimer

  1. The materials on CodersFirst's web site are provided "as is". CodersFirst makes no warranties, expressed or implied, and hereby disclaims and negates all other warranties, including without limitation, implied warranties or conditions of merchantability, fitness for a particular purpose, or non-infringement of intellectual property or other violation of rights. Further, CodersFirst does not warrant or make any representations concerning the accuracy, likely results, or reliability of the use of the materials on its Internet web site or otherwise relating to such materials or on any sites linked to this site.

 

     7. Revisions and Errata

 

  1. The materials appearing on CodersFirst's web site could include technical, typographical, or photographic errors. CodersFirst does not warrant that any of the materials on its web site are accurate, complete, or current. CodersFirst may make changes to the materials contained on its web site at any time without notice. CodersFirst does not, however, make any commitment to update the materials.

 

     8. Links

  1. CodersFirst has not reviewed all of the sites linked to its Internet web site and is not responsible for the contents of any such linked site. The inclusion of any link does not imply endorsement by CodersFirst of the site. Use of any such linked web site is at the user's own risk.

 

     9. Obligations of Programmer

 

  1. Programmer shall submit the information about him/or herself as requested in the compulsory and voluntary fields of the sign-up form.

  2. CodersFirst may add compulsory or voluntary fields from time to time. The Programmer shall not transmit any personal data of third parties (i.e. data allowing identification of an individual) to CodersFirst, unless data protection laws allow for such transmission or Programmer has obtained consent from the concerned parties. CodersFirst may also request additional information from Programmer on a case by case basis.

  3. Unless otherwise provided in these Terms of Service, CodersFirst will usually communicate with the Programmer via email. The Programmer shall make sure that it receives all emails sent by CodersFist to the address submitted in the course of the application, or at a later date. The Programmer will in particular configure the spam filter accordingly and regularly check all incoming email under this address. CodersFirst may choose any other appropriate means of communication.

  4. The Programmer shall inform CodersFirst in writing within 5 business days if a Company gets in contact with the Programmer outside of the provided Service.

  5. The Programmer shall keep all access data (login, passwords etc.) for the Service ( "Access Data" ) strictly confidential. The Programmer shall promptly inform CodersFirst in case it learns or suspects that an unauthorized third person is in possession of the Access Data.

  6. In case CodersFist has reason to believe that an unauthorized third party is in possession of Access Data, CodersFirst may, without assuming any responsibility to do so, and always acting in its sole discretion, change the Access Data without prior notice or block the respective account. CodersFirst will promptly inform the Programmer and will, upon request, communicate the new Access Data to the Programmer without undue delay. The Programmer cannot claim to have its initial Access Data restored.

  7. In case a third party uses of Access Data, with the Programmer at fault, the Programmer’s Access Data, the Programmer is liable for all such actions, and for damages. In such event, all access through the Programmer’s Access Data shall be considered as an access by the Programmer.

  8. CodersFirst is not responsible for providing or assisting with the obtaining of any work or other permits and/or medicals and other country specific regulations and requirements that may be necessary to employ the Programmer.

 

    10. Placement / Payment

 

  1. The use of CodersFirst is free of costs for Programmers.

  2. CodersFirst  may contact Programmer to request status updates about ongoing negotiations with Company/Companies.

  3. Placement shall mean any form of employment, temporary employment, contracting or other use of Programmer by Company or an undertaking affiliated with Company in the sense of Sec. 15ff. of the German Stock Company Act.

  4. Programmer agrees that Companies are allowed to share all contract details with CodersFirst.

  5. CodersFirst may contact Programmer to request status updates regarding rehiring or similar by Company.

 

    11. Quality of the Service / Technical Deficiencies

 

  1. It is in the nature of the Service that it is continuously advanced and updated. By changing and advancing the Service, CodersFirst intends to provide Programmers a useful Service and pleasant Programmer experience. Therefore, CodersFirst grants the Programmer access to the Service in its available form or version. Changes and advancements can affect system requirements and compatibility requirements. The Programmer has no claim for maintaining or reconstruction of a specific condition of scope of services. Any of the Programmer's claims for deficiency, which refer to the technical usability of the Service itself, shall remain unaffected thereby. Due to the continuous advancement of the Service, CodersFirst reserves itself the right to offer new features and/or to remove them from the Service or to change them. The Programmer consents these continuous changes of the Service.

  2. Excluded from warranty are generally such errors, which occur through external influences such as operating errors by the Programmer, force majeure or any modifications, not carried out by CodersFirst or any other manipulations.

  3. CodersFirst does not assume any guarantees in a legal meaning as long as not expressly provided for in these Terms of Service.

 

    12. Limitation of Liability / Availability

 

  1. CodersFirst shall be liable under the terms of this Agreement only in accordance with the provisions set out in Sections 12.1.a to 12.1.d. Except in case of intent or gross negligence, any liability of CodersFirst shall be disclaimed. The same applies in case of slight negligence by agents or assistants in performance. However, the foregoing does not apply in the following cases:

    1. CodersFirst shall be unrestrictedly liable for losses caused intentionally or with gross negligence by CodersFirst, its legal representatives or senior executives and for losses caused intentionally by other assistants in performance; in respect of gross negligence of other assistants in performance CodersFirst’s liability shall be as set forth in the provisions for simple negligence in Section 12.1.d below.

    2. CodersFirst shall be unrestrictedly liable for death, personal injury or damage to health caused by the intent or negligence of CodersFirst, its legal representatives or assistants in performance.

    3. CodeersFirst shall be liable for losses caused by the negligent (including simple negligence) or intentional breach of its primary obligations by CodersFirst, its legal representatives or assistants in performance.

    4. Primary obligations are such basic duties, which form the essence of the Agreement, which were decisive for the conclusion of the Agreement and on the performance of which Programmer may rely.

  2. Subject to Clause 12.1 only and other than in case of intent CodersFirst does not accept any liability under or in relation to the Agreement or its subject matter whether such liability arises due to negligence, breach of contract, misrepresentation or for any other reason for any indirect damage and consequential damage, in particular, not for loss of profit, interruption in business and/or interruption of operations of Programmer or its customers, unless explicitly specified otherwise in these Terms of Service.

  3. CodersFirst undertakes to assure an availability of the Service of 99% (ninety nine percent) as a yearly average. Periods during which the Service is not available because of technical or other problems outside CodersFirst’s control (such as force majeure or third party fault) and periods during which routine maintenance works are carried out, are excluded from this. CodersFirst may restrict access to the Service if required for network security, maintenance of network integrity and the prevention of severe malfunction of the network, the software or stored data. The Programmer’s rights in case of intent or gross negligence remain unaffected.

 

     13. Intellectual Property / Indemnification

 

  1. CodersFirst or its respective licensor is the exclusive owner or exclusive owner of the rights of all contents of the Service. The content is protected by national and international law and particularly by copyright. The unauthorized dissemination, copying, deletion or any other violation of intellectual property rights and copyrights of CodersFirst are prosecuted under both civil and criminal law.

  2. All rights not expressly granted in these Terms of Service are reserved by CodersFirst. CodersFirst will retain all rights, title, and interests in and to the Service (except for any licensed content and third-party content included therein), including all data (such as any usage data and compilations thereof), information and software related thereto. The Programmer acknowledges that the software, information, content and data related to the Service (such as any usage data or compilations thereof) are protected for CodersFirst under copyright and similar rights and may contain trade secrets or other intellectual or industrial property owned or licensed by CodersFirst.

  3. Programmer warrants, that he has the right (i) to submit the information to the Service and (ii) can grant CodersFirst the right to use the information as described above.

  4. Programmer hereby agrees to indemnify, defend and hold harmless CodersFirst and their its subsidiaries, directors, officers, employees, owners and agents against any and all claims, actions, demands, liabilities, losses, damages, judgments, settlements, costs, and expenses (including reasonable attorneys' fees and costs) based on (i) any failure or breach of the Agreement and the Terms of Service, including any representation, warranty, covenant, restriction or obligation made by Programmer herein, (ii) any misuse by Programmer.

 

    14. Confidentiality

 

  1. Except as otherwise provided in these Terms of Service or with the consent of CodersFirst, the Programmer agrees that all information, including, without limitation, business information, information from the company profile e.g. salary information and information about tech stack concerning CodersFirst or any of CodersFirst’s other customers provided by or on behalf of any of them shall remain strictly confidential and secret and shall not be utilized, directly or indirectly, by Programmer for any purpose other than Programmer’s participation in the Service ( "Confidential Information" ).

  2. Programmer shall especially not use any information obtained from the Service to develop, enhance or operate a service that competes with the Service, or assist another party to do the same.

  3. After and during the term of the Agreement, neither party will use for any purpose or disclose to any third party, any Confidential Information of the other party. Any exception to this must be obtained in advance.

  4. The foregoing restriction does not apply to information that has been developed independently by the receiving party without access to the other party’s Confidential Information or has been rightfully received from a third party authorized to make such disclosure or has been approved for release in writing by the disclosing party or has become publicly known through no breach of this Section by the receiving party or is required to be disclosed by a competent legal or governmental authority, provided that the receiving party gives the disclosing party prompt written notice of such requirement prior to disclosure and assists in obtaining an order to protect the information from public disclosure.

 

    15. Term / Termination

 

  1. The Agreement shall commence on the date of CodersFirst’s approval of Programmer application and shall continue thereafter until terminated as provided herein.

  2. Each party has the right to terminate the agreement by giving an advance notice of five business days unless otherwise agreed in writing.

  3. Sections 10 and 14 shall survive any termination of the Agreement. Section 14 for five years.

  4. The parties remain free to terminate the Agreement for cause at any time.

  5. Every termination must be in written form, whereby the written form is maintained by email. Upon request, the reasons for extraordinary termination must be disclosed immediately in writing if the termination notice did not specify them already. Any standard termination notice does not require specification of the termination reasons.

 

     16. Data Protection

 

  1. CodersFirst processes and utilizes the Programmer's data collected during the performance of the Agreement and within the framework of the These Terms of Service, specifically to the extent necessary to fulfil the agreement properly, in accordance with all applicable European and German data protection provisions. The privacy policy of CodersFirst shall apply (retrievable under https://www.codersfirst.com/privacypolicy)

  2. The Programmer understands that the performance of the Agreement includes the making available of personal data to Companies CodersFirst cooperates with to mediate the Talent and try to match the right person with the right job subject to these Terms of Service and the Privacy Policy.

  3. The Programmer understands that CodersFirst may contact him/her Programer via phone, email or messaging service and suggest Companies which fit the Programmer’s profile.

 

    17. Changes to the Terms of Service

 

  1. Each login to the Service is subject to these Terms of Service.

  2. CodersFirst may make changes to these Terms of Service (including amendments) at any given time, for the future, if this should prove necessary (in particular to reflect changes in the Service or changes in the legal framework applicable to it, such as new legislation or case-law) and provided the Programmer is not disadvantaged contrary to good faith.

  3. The Programmer will be notified of changes to the Terms of Service in appropriate form. CodersFirst will notify the Programmer on the Service, or via email. Changes to the Terms of Service will always be highlighted upon first login after the changes or amendments have been made.

  4. The Programmer may dispute changes to the Agreement within a time period of six weeks following receipt of the notification of the changes and the possibility of taking notice thereof. It is recommended that the Programmer submits its opposition in writing (for example via email).

  5. The changes to the Terms of Service become binding in the event that the Programmer (i) does not dispute the changes within the above-mentioned time period or (ii) continues to use the Service after the above mentioned period.

  6. CodersFirst will inform the Programmer about the possibility of disputing the changes and the legal consequences, especially the legal consequences of a lack of opposition, when notifying the Programmer about the changes to the Terms of Service.

  7. If the Programmer disputes the changes in time, each party may terminate the Agreement with one month’s prior notice unless termination is possible at any time according to Section 12. Until termination, the Agreement in their former version will govern the Programmer’s relationship with CodersFirst. The Programmer does not have any other claims against CodersFirst.

 

    18. Governing Law / Jurisdiction

 

  1. This Agreement shall be governed by and construed in accordance with the laws of Germany. If Programmer is an EU resident, he shall not be deprived of the protection offered by the binding consumer protection law of his county of residence Programmer In the event, the Programmer takes legal action, suit must be filed before a German court.

 

     19. General Provisions

 

  1. The Agreement contains the entire agreement between CodersFirst and Programmer with respect to the subject matter hereof, and supersedes all prior and/or contemporaneous agreements or understandings, written or oral. Terms and conditions of the Programmer do not become part of the Agreement, unless CodersFirst has accepted them in writing.

  2. All or any of CodersFirst’s rights and obligations under the Agreement may be assigned to a subsequent owner or operator of the Service in a merger, acquisition or sale of all or substantially all of CodersFist’s assets. The Programmer must not assign or transfer the Agreement or any or all of its rights thereunder without the prior written consent of CodersFirst. This Agreement will be binding on and will inure to the benefit of the legal representatives, successors and valid assigns of the parties hereto.

  3. Except as set forth in the Section 17 above, the Agreement may not be modified without the prior written consent of both parties. Any changes, amendments or the abrogation of the Agreement (partly or entirely) require written form (letter, fax or email); the requirement of written form can only be waived in written form.

  4. Each party to this Agreement is an independent contractor in relation to the other party with respect to all matters arising under this Agreement. Nothing herein shall be deemed to establish a partnership, joint venture, association or employment relationship between the parties.

  5. CodersFirst’s failure to act with respect to a breach by the Programmer does not waive CodersFirst's right to act with respect to that breach or subsequent or similar breaches. No consent or waiver by CodersFirst under these Terms of Service shall be deemed effective unless delivered in writing and signed by a duly appointed representative of CodersFirst.

  6. Section headings used in these Terms of Service are for convenience only and shall not affect the interpretation of the Agreement.

  7. The English version of these Terms of Service is decisive.

  8. By submitting an application to join the Service, Programmer affirms and acknowledges that Programmer has read these Terms of Service in their entirety and agrees to be bound by all of its terms and conditions. If Programmer does not wish to be bound by these Terms of Service, Programmer should not register on the Service.