User Agreement

• Platform, Hire by Stafflow — a computer program, the exclusive right to which belongs to the Licensor, designed to automate recruiting and hiring processes, including but not limited to: publishing and managing vacancies, working with a candidate database, interacting with Third-Party Services for personnel search, organizing interviews, preparing offers and analytics on the hiring pipeline. It is hosted on the Licensor's hardware and software complex and is accessed through a web browser at https://hire.stafflow.by/, as well as through an on-premise installation (where a corresponding license agreement exists). The Documentation is available at https://wiki.stafflow.by.
• Licensor — CatLogic LLC (UNP: 193743532), a resident of the High-Tech Park of the Republic of Belarus, the rights holder of the Platform and the Platform Administration.
• Licensee — a legal entity or sole proprietor that has entered into this Agreement (by acceptance) and obtained the right to use the Platform, including through a Partner Channel.
• User — any legally capable natural person who has been given access to the Platform within the Licensee's Account in one of the following roles: Chief Recruiter, Recruiter, Internal Client or External Client.
• Chief Recruiter (ManagerRecruiter) — a User with the highest level of rights within the Licensee's Account; the first user who registers the Account automatically receives this role. The Chief Recruiter has full access to all vacancies and candidates of the Account and manages Users (invitation, blocking/unblocking, changing roles, deletion), Account settings, the Plan and payment, integrations and reference data, as well as the individual access rights of Recruiters.
• Recruiter (Recruiter) — a User who works with vacancies and candidates (creating and managing them, interviews, offers, correspondence) within the vacancies in which they participate or which they have created, or to such other extent as the Chief Recruiter has granted. A Recruiter counts toward the limit of licensed seats under the chosen Plan on a par with the Chief Recruiter.
• Internal Client (Client) — a User representing an interested employee of the Licensee (for example, a hiring manager) in vacancies that are not tied to an external Client Company. The Internal Client mainly has view access to vacancies and candidates and the right to leave notes. An Internal Client does not count toward the limit of licensed seats.
• External Client (ExternalClient) — a User representing a Client Company for which the Licensee carries out recruiting. Access is limited to the vacancies of the relevant Client Company, with the right to view vacancies and candidates and to leave comments. An External Client does not count toward the limit of licensed seats.
• Client Company — a legal entity that orders recruiting services, for which the Licensee manages one or more vacancies in the Platform and whose representative is given access to the Platform in the External Client role.
• Candidate — any person whose details have been entered by the Licensee into the Platform's candidate database, including details obtained from Third-Party Services.
• Partner (Partner Channel) — a legal entity or sole proprietor authorized by the Licensor, under a separate partner agreement with the Licensor, to distribute the right to use the Platform, accept payments and/or provide related services to Licensees.
• SaaS version — the model of providing the Platform over the Internet on the Licensor's servers, without installation on the Licensee's infrastructure.
• On-Premise version — the model of deploying the Platform on the Licensee's own or leased infrastructure. It is provided solely under a separate license agreement with the Licensor; this Agreement does not apply to this model unless the relevant agreement states otherwise.
• Account — the Licensee's/User's account on the Platform, created at registration and identified by credentials.
• Active User — a User in the Chief Recruiter or Recruiter role who has been granted the right to log in and act in the Platform under the current Plan. The number of Active Users is limited by the Plan; Internal and External Clients are not included in this number.
• Plan — the set of Platform functionality provided and the amount of the license fee for it. The description of the current plans is available at https://hire.stafflow.by/pricing.
• Trial Period (demo access) — a period of 7 (seven) calendar days from activation during which the Platform is provided free of charge with full functionality; demo data remains the property of the Licensor.
• License Fee — the payment for the right to use the Platform under the chosen Plan.
• Personal Data — any information relating to a directly or indirectly identified natural person that is processed within the Platform.
• Third-Party Services — Internet resources with databases of resumes and vacancies (including hh.ru, rabota.by and similar), integration with which is provided by the Platform.
• Documentation — instructions and technical descriptions of the Platform available at https://wiki.stafflow.by.
• Billing Period — the paid period of time for which access to the Platform is provided.

2.1. The Licensor grants the Licensee the right to use the Platform under a simple (non-exclusive) license, without the right to sublicense, to the extent defined by the chosen Plan. The license is granted for the term of the relevant Billing Period (for the Trial Period — for its duration) and is valid without territorial limitation unless the agreement with the Partner states otherwise.

2.2. The Platform is intended to automate the Licensee's recruiting and hiring processes, including but not limited to: publishing and managing vacancies, working with a candidate database, integration with Third-Party Services, organizing interviews, preparing offers and analytics on the hiring pipeline.

2.3. This Agreement applies to the SaaS version of the Platform. For the On-Premise version a separate agreement is provided, the provisions of which take precedence over this Agreement as regards the terms of deployment, technical support, warranties and liability.

2.4. The right to use the Platform may be supplied through a Partner Channel. When supplied through a Partner Channel: (a) the license agreement (sublicense) is concluded between the Licensee and the Partner; (b) the Licensor remains the rights holder of the Platform and is responsible to the Licensee for its operability in accordance with the partner agreement; (c) the payment terms, invoices and acts are issued by the Partner. This Agreement (public offer) serves as the basis for the Licensor granting the Licensee the right to use the Platform directly only with respect to the Trial Period. When supply is through a Partner Channel, the right to use the Platform is granted to the Licensee under a sublicense agreement with the Partner, and this Agreement applies in a supplementary manner as the terms of use of the Platform — as regards the rules of conduct of Users, processing of personal data, intellectual property and other provisions not expressly governed by the agreement with the Partner.

2.5. Operability guarantees and service level (SLA):

The Licensor ensures availability of the Platform (SaaS version) of at least 99% of the time per month (excluding periods of scheduled maintenance and force majeure). Scheduled maintenance is, as a rule, carried out outside working hours (from 22:00 to 06:00 Belarus time).

The Licensor undertakes to:

• fix critical errors (complete unavailability of the Platform or loss of data) within 4 working hours from confirmation of the request;
• fix significant errors (unavailability of key functionality with no workaround) within 2 working days;
• fix other errors (limited impact on functionality) within 10 working days or include the fix in the nearest scheduled update;
• update the functionality of the Platform and notify the Licensee of changes affecting current functionality;
• back up data at least once a day;
• provide technical support on working days from 09:00 to 18:00 (Belarus time) by e-mail at support@stafflow.by and/or through a ticket system.

The Parties agree that the above error-fixing periods are indicative and apply under standard conditions. If, for objective reasons (the complexity of the error, the need for additional investigation, the involvement of third parties or the rework of functionality, dependence on external services, etc.), the error cannot be fixed within the stated periods, the Licensor may extend the period. In such cases the Licensor informs the Licensee of the expected time for the fix.

Liability for breach of the SLA is limited: if availability in the relevant calendar month falls below the guaranteed level, the Licensee may demand a proportional extension of the license term. No other forms of liability for breach of the SLA are provided.

The SLA periods stated above apply to the SaaS version. For the On-Premise version, the SLA parameters are determined by a separate agreement.

2.6. This Agreement is a public offer under Article 407 of the Civil Code of the Republic of Belarus. The Licensee confirms acceptance of the terms by registering on the Platform and/or by starting actual use of the Platform and/or by paying an issued invoice.

3.1. Creating an Account. To obtain access to the Platform, the User registers by providing accurate and up-to-date data. Registration confirms that the User has the legal capacity and capacity to act required to enter into this Agreement. A representative of a legal entity warrants that they have the authority to act on behalf of the organization.

3.2. Security of credentials. The User is responsible for the confidentiality of their login and password. Passing credentials to third parties is strictly prohibited. If unauthorized access is suspected, the User must immediately notify the Licensor at support@stafflow.by.

3.3. Requirements for information. The User warrants the accuracy of the data provided and undertakes to update it promptly. If there are grounds to believe that data is incorrect or misleading, the Licensor may suspend access until the circumstances are clarified.

3.4. Restrictions on use. The Platform is provided for the purposes of automating the Licensee's recruiting processes. It is prohibited to:

• use the Platform for purposes unrelated to the Licensee's recruiting activities;
• collect the personal data of other Users without their consent;
• take actions that disrupt the normal operation of the Platform (DDoS attacks, attempts to bypass security systems, automated scraping, etc.);
• decompile, reverse-engineer or modify the program code of the Platform.

4.1. Obligations of the Licensor

The Licensor undertakes to:

• provide the Licensee with access to the Platform in accordance with the chosen Plan and this Agreement;
• ensure the availability and operability of the Platform in accordance with the guarantees set out in clause 2.5;
• regularly update the functionality of the Platform and give notice of changes that materially affect the Licensee's current functionality;
• provide technical support in accordance with clause 2.5;
• back up the Licensee's data;
• not disclose the Licensee's data to third parties, except in the cases provided for by the Agreement and the legislation of the Republic of Belarus;
• comply with the requirements of the legislation of the Republic of Belarus on personal data protection;
• notify the Licensee of material changes to the Agreement no later than 10 calendar days before they take effect.

4.2. Obligations of the Licensee

The Licensee undertakes to:

• pay the license fee on time through the Partner Channel in accordance with the chosen Plan;
• use the Platform only in accordance with this Agreement and the legislation of the Republic of Belarus;
• not pass credentials to third parties;
• not decompile or modify the program code of the Platform;
• immediately notify the Licensor of any unauthorized access to the Platform;
• ensure compliance with the terms of this Agreement by all of its Users.

4.3. Rights and obligations of Users by role

The Chief Recruiter may manage Users and Account settings, has full access to all vacancies and candidates, and may perform any actions available to a Recruiter. The Chief Recruiter must ensure compliance with the terms of this Agreement by all Users of the Account and is responsible for assigning and supervising the access rights of Recruiters.

A Recruiter may create and manage vacancies, work with candidates within the rights granted, conduct interviews, prepare offers and correspond with candidates. A Recruiter must ensure the accuracy of the data entered on vacancies and candidates, comply with labor and employment legislation and avoid discrimination when describing vacancies.

An Internal Client may view vacancies and candidates within the access granted and leave notes. An Internal Client must use the information received solely for purposes related to recruiting for the Licensee.

An External Client may view the vacancies and candidates of the Client Company they represent and leave comments. An External Client must use the information received solely for purposes related to the Licensee's provision of recruiting services to the Client Company and may not disclose it to third parties.

4.4. Prohibited actions of Users

All Users are prohibited from:

• posting knowingly false information, fictitious vacancies or inaccurate data about candidates;
• impersonating another person or organization without lawful authority;
• sending spam or unauthorized commercial messages, or intrusive advertising of services;
• insults, threats, discriminatory statements or incitement of hatred;
• posting unlawful content (extremist materials, copyright infringement, etc.);
• uploading malware or viruses, or attempting to hack the Platform;
• automated collection of data (scraping) from the Platform without the Licensor's written consent.

5.1. The license fee is paid by the Licensee through the Partner Channel on the basis of the license (sublicense) agreement with the Partner. In that case the procedure, currency and terms of payment are determined by the agreement with the Partner; this section applies to such relations to the extent that it does not contradict that agreement. The Trial Period is provided without charge.

5.2. Payment is made in Belarusian rubles by non-cash bank transfer. Another payment currency may be provided for in the agreement with the Partner.

5.3. The date of payment is the date on which the funds are received in the Partner's bank account.

5.4. In case of late payment, the Licensor (through the Partner) may suspend access to the Platform until payment is received in full.

5.5. The Licensor may unilaterally change the plans and the amount of the license fee by publishing new prices at https://hire.stafflow.by/pricing. The changes take effect after the end of the current paid Billing Period. Periods that have already been paid are not revised.

6.1. Liability of the Licensor. The Licensor is responsible for the operability of the Platform within the guarantees set out in clause 2.5. In all other respects the Platform is provided “as is”. The Licensor is not liable for:

• indirect losses, lost profit, loss of data or other losses of the Licensee that are not connected with the Licensor's breach of its obligations under clause 2.5;
• the content of information posted by Users (vacancies, candidate data, messages);
• actions of third parties, including the Partner, except where the Partner acts as an agent of the Licensor;
• interruptions caused by actions (or inaction) of the Licensee itself or its Users, by force majeure, or by actions of third parties (communication providers, etc.);
• the accuracy of data obtained from Third-Party Services.

The Licensor's total liability under this Agreement for any calendar month may not exceed the amount of the license fee actually paid by the Licensee for that month for the right to use the Platform — to the Licensor or, where supplied through a Partner Channel, to the Partner.

6.2. Liability of the Licensee and Users. The Licensee is responsible for the actions of all its Users as for its own. A User is personally responsible for:

• the accuracy of the information posted;
• compliance with legal requirements when using the Platform;
• the safekeeping of their credentials;
• infringement of third-party rights when using the Platform.

If third-party claims, lawsuits or demands are brought against the Licensor as a result of violations by the Licensee/User, the Licensee must settle such claims and compensate the Licensor in full for all losses incurred.

6.3. Blocking and deleting Accounts. In case of a breach of the terms of the Agreement or of legislation, the Licensor may, without prior notice, block or delete the offender's Account. Fees paid are not refundable where blocking results from the Licensee's fault, unless legislation provides otherwise.

7.1. Collection and purposes of data processing. When registering and using the Platform, the Licensee and Users provide the personal data necessary for the Platform to function: full name, contact details, information on employment history, professional competencies and other data in accordance with the Platform's functionality. Personal data is processed on the basis of the consent of data subjects and the requirements of the legislation of the Republic of Belarus (Law of the Republic of Belarus “On Personal Data Protection” of May 7, 2021 No. 99-Z). With respect to personal data entered by the Licensee into the Platform database (data of Candidates and other persons engaged by the Licensee), the personal data operator is the Licensee, and the Licensor acts as the authorized person processing it on the Licensee's instruction, for the purposes, to the extent and on the terms determined by the Platform's functionality and this Agreement, subject to the confidentiality and protection measures set out in clause 7.4. With respect to Account data and other information collected by the Licensor directly as an operator, the provisions of this section apply in full.

7.2. Storage. All personal data is stored on servers located in the territory of the Republic of Belarus, in a protected network segment. The retention period is determined by the purposes of processing and the requirements of legislation.

7.3. Transfer of data to third parties. The Licensor does not transfer personal data to third parties without the consent of data subjects, except: (a) in cases expressly provided for by the Platform's functionality (disclosure of a Candidate's data to an External Client for the vacancy to which the application was submitted); (b) when engaging contractors to ensure the operation of the Platform (hosting, mailings, payment systems) — under confidentiality agreements; (c) to comply with legislation or court decisions.

7.4. Protection measures. The Licensor takes technical and organizational protection measures: data encryption, separation of access rights, regular security monitoring and audits, and backups.

7.5. Rights of data subjects. A User may request information about their personal data and demand its correction, deletion or restriction of processing. Most data can be edited independently in the Account settings. Consent is withdrawn by sending a request to support@stafflow.by. When consent is withdrawn, processing of the relevant personal data stops, except where it is carried out on another legal basis (performance of a contract, a legal requirement); in such cases the Licensor informs the data subject of the applicable basis. An Account is deleted or anonymized at the User's separate request or automatically on the grounds provided by section 8 of this Agreement.

7.6. Confidentiality of the Agreement. The Parties undertake to keep confidential the information that becomes known to them in the course of performing the Agreement. Confidential information is protected for 3 (three) years after termination of the Agreement.

8.1. The Licensee's data is stored on the Licensor's servers for the term of the contractual relationship and for 30 (thirty) calendar days after its termination (so that the Licensee can export its data).

8.2. After the Trial Period ends, if the Licensee has not moved to a paid Plan, the Licensor may delete the Account data after notifying the Licensee at least 3 (three) calendar days in advance.

8.3. Where supply is through a Partner Channel, the data retention terms of this section apply to the extent that they do not contradict the license agreement between the Licensee and the Partner.

8.4. For the On-Premise version, responsibility for data storage and backup lies with the Licensee; the Licensor is responsible only for data processed within SaaS components (where a hybrid model is used).

9.1. The Licensor authorizes the Partners listed at https://hire.stafflow.by/partners to distribute the right to use the Platform by concluding license (sublicense) agreements with Licensees. The Partner acts in its own name but within the terms set by the Licensor.

9.2. The rights granted to the Licensee through a Partner may not exceed the scope of rights defined by this Agreement. In case of a conflict between the terms of the agreement with the Partner and this Agreement as regards the scope of the license, the terms of this Agreement apply.

9.3. The Licensor is not liable for the Partner's obligations assumed beyond the limits set by the Licensor, nor for the quality of the Partner's additional services that are not part of the Platform.

9.4. For technical questions directly related to the functioning of the Platform, the Licensee may contact the Licensor directly at support@stafflow.by.

10.1. A separate agreement is provided for the On-Premise version of the Platform.

10.2. The On-Premise agreement must govern: the terms of deployment and installation; the requirements for the Licensee's infrastructure; the SLA parameters applicable to this supply model; the procedure for updating the software; the terms of technical support and warranty service; the parties' responsibility for data security on the Licensee's infrastructure; and rights to use the source code (if any).

10.3. This Agreement (public offer) is not, and cannot serve as, a basis for supplying the On-Premise version. Acceptance of this offer does not give the Licensee the right to demand supply of the On-Premise version.

10.4. Sections 12 (as regards intellectual property rights) and 13 (dispute resolution) of this Agreement apply to the On-Premise version, unless the On-Premise agreement provides otherwise.

11.1. The Licensor may unilaterally amend this Agreement. Amendments take effect upon publication on the Platform's website, unless stated otherwise. The Licensor notifies the Licensee of material changes at least 10 (ten) calendar days in advance (by e-mail or by a notification in the Platform interface).

11.2. Continued use of the Platform after the amendments take effect means that they are accepted. If the Licensee does not agree with the amendments, it may terminate the Agreement in accordance with clause 11.3.

11.3. Either Party may terminate the Agreement by giving the other Party 15 (fifteen) calendar days' notice. The Licensor may terminate the Agreement without notice and without refunding fees in the cases specified in clause 11.4.

11.4. The Licensor may, without prior notice, terminate access to the Platform in the following cases. On termination on the ground stated in the first item below (breach of the terms of the Agreement by the Licensee/User), the fees paid are not refundable. On termination on the other grounds stated in this clause, the Licensor refunds to the Licensee the part of the fee proportionate to the unused part of the paid Billing Period:

• a gross or systematic breach of the terms of the Agreement by the Licensee/User;
• termination or material change of the terms on which third-party services critical to the functioning of the Platform are provided;
• a change in legislation that makes provision of the Platform on the current terms impossible or unlawful;
• force majeure lasting more than 30 days.

11.5. The Platform's operating algorithms, source code, architecture and other technical documentation are the Licensor's trade secret. Upon termination of the Agreement, the Licensee must stop any use of the Platform.

12.1. The exclusive rights to the Platform, its components, source code, documentation, trademarks and other intellectual property objects belong to the Licensor and are protected by the legislation of the Republic of Belarus on intellectual property and by international law.

12.2. This Agreement grants only the right to use the Platform to the extent provided by the Plan. Ownership of the Platform is not transferred.

12.3. It is prohibited to copy or distribute the Platform, create derivative works based on it, or transfer rights to third parties (sublicensing) without the Licensor's written consent.

13.1. The Parties undertake to make every effort to resolve disputes through negotiation. A claim is sent in writing (including by e-mail with confirmation of receipt) and is considered within 30 (thirty) calendar days.

13.2. If a dispute cannot be resolved through negotiation, it shall be considered by the competent court at the place of registration of the Licensor (Minsk, Republic of Belarus) in accordance with the legislation of the Republic of Belarus.

13.3. The legislation of the Republic of Belarus applies to this Agreement. As regards the Licensor's activities as a High-Tech Park resident, the acts of the High-Tech Park also apply.

14.1. If any provision of the Agreement is held invalid, the remaining provisions remain in force.

14.2. This Agreement applies to all updates of the Platform, unless an update requires acceptance of a new agreement.

14.3. The Agreement is drawn up in Russian. In the event of a translation into another language, the Russian-language version prevails.

14.4. This Agreement is the current version of the user agreement of the Hire by Stafflow Platform and replaces any previously used versions (including drafts and preliminary versions), if any were applied.

Licensor

Limited Liability Company “CatLogic”

UNP

193743532

Status

Resident of the High-Tech Park of the Republic of Belarus

Address

Republic of Belarus, Minsk, 220073, Kharkovskaya St. 15, office 311

Phone

+375 29 148-44-44

E-mail (support)

support@stafflow.by

E-mail (general)

info@stafflow.by

Website

https://hirevision.by

Documentation

https://wiki.stafflow.by