Last updated: 29.01.2019
These Terms and Conditions (“GTC”) of Incresco GmbH, Hagenholzstrasse 86, Zurich, which operates the Key Lessons Learned website (hereinafter “KLL”) govern the legal relationship between (a) KLL, and (b) each User (including Mentors and Learners, all as defined below). These GTC apply to the exclusion of all other terms and conditions, except as may be expressly agreed by KKL in writing. By using the Platform, the User accepts these GTC, or if not, the User must not use the Platform. These GTC can be accessed at any time at https://www.keylessonslearned.com/terms-and-conditions. KLL reserves the right to change these GTC at any time. Any changes to these GTC must be notified to the Users in an appropriate manner. If a User continues to use the Platform after notification of the changes, he or she shall be deemed to have accepted the changes.
“Administrative Charge” means 20.1% of the Fee.
“Payment Processing Fee” means 2.9% of the Fee.
“Fee” means the amount payable to the Mentor for Mentoring Services after deduction of the Administrative Charge and the Payment Processing Fee.
“Learner” means any person registered on the Platform who wishes to obtain Mentoring Services.
“List of Mentors” means the list of Mentors who have chosen to set their Profile to “public” on the Website and which is visible to all Mentors and Learners.
“Mentor” means any mentor, coach or other experienced professional who has established a Profile as such on the Platform.
“Mentoring Services” means the one-on-one mentoring, coaching or similar advisory services in the relevant field provided to a Learner by a Mentor.
“Profile” means the summary information completed by the Mentor or Learner in his or her profile section of the Platform.
“User” means any person or legal entity accessing the Platform (including Learners, Mentors and any third party).
2. Services of KLL
The services of KLL are limited to:
a. Operation of the Platform;
b. Publication of information related to KLL’s activities;
c. Publication of Mentor Profiles;
d. Publication of Learner Profiles;
e. Provision of administration tools to enable Mentors and Learners to arrange for Mentoring Services to be provided and paid for.
KLL acts exclusively as an intermediary between Mentors and Learners. Any contract for Mentoring Services is separately concluded exclusively between the Mentor and the Learner and KLL is never a contracting party with either the Mentor or the Learner regarding Mentoring Services.
Users establish their own Profiles on the Platform, either as a Mentor, a Learner or both a Mentor and a Learner.
Each Mentor and Learner undertakes not to make false or misleading statements and is fully responsible for what they choose to publish on their Profile. KLL does not accept any liability for information provided by any Mentor or Learner. KLL may decline to publish or delete such information or part or all of a Profile at any time without having to provide a reason and without any liability.
A Mentor’s profile can be “public” or “non-public”. By default, Mentor profiles are “public”. To set his or her profile to “non-public”, the Mentor must contact KLL. When the Profile is set to “public”, it is included in the Platform’s List of Mentors and is visible to Learners and other Mentors (but not to anyone else except KLL). When the Profile is set to “non-public”, it is not included in the List of Mentors and the Profile can therefore only be accessed by KLL and not any Learners (except an individual Learner to whom KLL has identified a potential match with such Mentor as provided in Clause 4 below) or other Mentors. In this case, only KLL can match the Mentor with a Learner and the Mentor will not receive any unsolicited requests for Mentoring Services from Learners.
A Learner Profile only becomes visible to Mentors to whom the Learner sends a request for Mentoring Services, or to whom KLL forwards the Profile to explore a potential match, and is not visible to anyone else other than KLL.
A User may also be both a Mentor and a Learner simultaneously, in which case the User must pay the appropriate Subscription Fee (after the one month free trial period). In such a case, only one Profile is permitted and the User’s Profile will have both a Learner Profile part and a Mentor Profile part. The visibility for each part is as described above for the Learner Profile and the Mentor Profile respectively.
KLL reserves the right to delete multiple Profiles which it reasonably believes are attributable to the same Learner or Mentor, without giving advance notice.
A Learner has access to the List of Mentors and may contact a Mentor directly through the Platform. Alternatively, the Learner may request KLL to identify a potential Mentor. KLL will then attempt to identify a match between a potential Mentor and a potential Learner, either from the List of Mentors, or from the non-public Profiles only visible to KLL. If KLL identifies a potential Mentor, it will approach the potential Mentor to check whether he or she would be willing to provide the Mentoring Services. If the Mentor is interested, the Mentor receives the contact details of the potential Learner. The Mentor then makes contact directly with the potential Learner.
4. Mentors and Mentoring Services
The Mentor is free to accept or decline any request for Mentoring Services and the Mentor and Learner will freely negotiate the terms on which such Mentoring Services will be provided (except for the Fee, which must be the same as published on the Mentor’s Profile).
The Mentor and the Learner will have each other’s contact data and they together agree on a first meeting. After this first meeting, they will decide together if they wish to continue the Mentoring Services and on what basis (e.g. a few hours per week, month or year).
All Mentors at KLL undertake to provide their Mentoring Services in a professional and timely manner.
Either the Mentor or the Learner may terminate the Mentoring Services at any time. To recommence Mentoring Services, the Learner must re-apply and the Mentor may accept or decline the Learner’s application.
A Mentor may provide Mentoring Services to more than one Learner at any time.
A Learner may also receive Mentoring Services from more than one Mentor at any time.
A Learner and a Mentor who made first contact through the Platform must register all their [paid] mentoring sessions on the Platform. For the period of 36 months after making first contact through the Platform, the Learner and Mentor will not make arrangements for additional paid mentoring sessions without registering such sessions on the Platform. All mentoring sessions will be paid for on the Platform whether or not the mentoring sessions take place online or offline. If the Learner fails to register any mentoring session on the Platform, KLL may immediately terminate the Learner’s access to the Platform without advance notice.
5. Mentoring Fees; Administrative Charges
Mentors decide the hourly rates for the Mentoring Services at their entire discretion and publish such rates on their Profile. The Mentor must charge the same rate to all Learners. If meeting in person, the Mentor may also decide to charge for his/her travel time to the meeting place. This needs to be clarified and agreed upon in advance with the Learner.
Once the Learner and the Mentor together agree on a date, time and planned duration for a mentoring session and before that mentoring session takes place, the Learner enters the date, start time and planned duration of that session in the “Mentoring Sessions” section of the Platform. The Mentor then reviews the information and can accept or reject the mentoring session. If the Mentor accepts the mentoring session, the Platform then calculates the cost for the Learner of that mentoring session (based on the Mentor’s hourly rate, the Administrative Charge, and the Payment Processing Fee), charges this cost to the Learner, and transfers the Fee to the Mentor’s nominated account.
The Mentor is self-employed and solely responsible for the fulfillment of his or her social security or similar mandatory obligations and any income tax. KLL may require the Mentor to deliver a certificate of the compensation fund evidencing such self-employed status, failing which KLL will be entitled to deduct social insurance charges from the Mentor’s remuneration.
Any User can register as a Learner on KLL after acceptance of these GTC. Such registration shall be valid for a free-trial period of one month, after which the Learner must pay the relevant subscription fee (“Subscription Fee”) to continue to use the Platform.
Mentors and Learners are able to review each other. The reviews consist of a star rating (1 to 5 stars) and a short feedback text. The reviews are saved in each user’s Profile and are visible together with the rest of the data of the Profile. As a condition of their participation in such a review system, each Mentor and Learner agrees to treat the other party with respect and Learners must endeavor to be fair and objective when providing reviews.
The author of the review is responsible for the content and KLL has no liability for any reviews. KLL is entitled to disclose the identity of the author to the authorities and any competent court.
The role a User has on the Platform is determined by the membership subscription that the User has. A User can only have one active subscription on the Platform at any time. If the User wants to have both the Mentor and the Learner membership, the User must register for the Mentor+Learner subscription.
The current list of Subscription costs is available here: https://www.keylessonslearned.com/all-subscriptions/. Unless explicitly stated otherwise, the rates are inclusive of VAT and other taxes and expenses. Any payment of Subscription Fees is valid for only one User.
In order to switch subscriptions, the User must contact KLL and ask for his or her subscription to be switched.
If the User switches between the two paid subscriptions (Learner and Mentor+Learner), the existing payments for the old subscription will be prorated to the new one.
If the User switches from any of the two paid subscriptions (Learner and Mentor+Learner) to the free Mentor subscription, there is no crediting of any already completed payments for the paid subscription. If the User later decides to switch back from the free Mentor subscription to one of the paid subscriptions, the charges and billing schedule will be set up anew.
If the User switches from the free Mentor subscription to any of the two paid subscriptions (Learner and Mentor+Learner), the User may be charged an upfront gap payment for the time remaining until the next billing cycle.
Cancelling a subscription
An active subscription can be cancelled at any time. From the moment it is cancelled, the subscription will have the ‘pending cancellation’ state, meaning that the User can still use it until the end of the current billing period (or until the end of the trial period, if the subscription was cancelled during the trial period).
Once a subscription which is ‘pending cancellation’ reaches the end of the trial period or of the billing cycle, the subscription will be automatically permanently cancelled and the User will not be able to use the Platform anymore as either a Learner or a Mentor. The User will still have access to his or her account and will be able to resubscribe to that subscription. If the User resubscribes, there will be no trial period for any of the paid subscriptions.
While a subscription is in the ‘pending cancellation’ state, the User can resubscribe to it any time. Any payments made before cancelling will be considered for the subscription. While the User has a subscription in the ‘pending cancellation’ state, the User cannot get a new subscription of a different kind.
If the User has several cancelled subscriptions, the User can only resubscribe to the last subscription that he/she cancelled.
Prorating free trials
If the User has an active paid subscription and is still within the trial period, the User can choose to switch to the other paid subscription and the trial period will continue for its remaining duration.
If the User has a paid subscription in the ‘pending cancellation’ state and is still within the trial period, the User can resubscribe to that subscription and the trial period will continue for its remaining duration.
If the User cancels a paid subscription during the trial period and does not resubscribe by the end of the trial period, the subscription will be permanently cancelled. If the User resubscribes to that same subscription afterwards, the User will not be granted a trial period again.
The Mentor and Learner each undertake to keep all topics discussed during mentoring/coaching sessions confidential, unless otherwise agreed upon by both the Mentor and Learner.
9. User Declarations
The User declares that he or she: (a) is 18 years or older and resides in Switzerland; (b) is entitled to enter into a contract; (c) has provided accurate and complete information which is not misleading; (d) will maintain User information up-to-date at all times.
10. Data Protection
KLL undertakes to process personal data of Users, in particular registration data, carefully and in accordance with the Swiss Data Protection Act. KLL processes the data according to the data protection policy of KLL. The data protection policy of KLL is an integral part of these GTC and is available at the following link: https://www.keylessonslearned.com/privacy-policy.
11. Proper use
Users are responsible for the legal and contractual use of the Platform and must always comply with applicable laws, in particular criminal law, the Federal Act on Data Protection including implementing provisions, intangible property rights and any applicable foreign law during use. Each User is responsible for the confidential safeguarding of his or her login data and for all activities that are processed via his or her User account, and will prevent unauthorized third party access. All entries made via a User account are attributable to the respective User. The User is fully liable for misuse of his or her User account. Each User undertakes not to publish any illegal, offensive, discriminatory or pornographic content or content which violates another individual’s personal integrity or the principles of good faith and public order.
No User will cause damage to KLL’s IT systems or those of its providers or third parties including by introduction or dissemination of computer viruses. No User will seek to gain access to another User’s information in an unauthorized manner or to modify or manipulate the content provided by another User.
12. Intellectual property rights
The software developed by KLL as well as the entire content of the Platform including graphical elements, source code, design, browsing structure, databases, images, trademarks and logos (except for User data) is protected by copyright or other applicable intellectual property rights and is the property of either KLL or third parties. It may not be copied, edited, distributed or otherwise modified without the express written consent of KLL or the relevant third party.
13. Limitation of Liability
The following limitations of liability apply to the extent permitted by law.
The Profiles, reviews, publications and other content made available on the Platform by Mentors, Learners or other Users do not originate from KLL. KLL does not control the content and therefore does not accept any liability for the accuracy, legality, quality or suitability for specific purposes of such content. Content provided by KLL is intended exclusively for general information purposes and KLL does not provide any guarantee regarding its accuracy or completeness.
The contract concerning any Mentoring Services exists between the Mentor and the Learner. KLL acts exclusively as an intermediary between Mentors and Learners and does not guarantee the competency, effectiveness or success of any services provided by a Mentor. KLL does not guarantee a minimum number of mentoring requests that a Mentor will receive or the nature or quality of such mentoring requests. KLL does not guarantee that the Learner will pay for the Mentoring Services.
If the Learner is not satisfied, with any matter relating to the Mentoring Services, any claims must be made by the Learner directly to the Mentor and vice versa, and KLL shall have no liability for such claims.
Although KLL tries to maintain the operation of the Platform 24 hours a day, KLL shall not be liable for the temporary unavailability of the Platform, the failure of any functionality on the Platform, or the non-delivery of requests or other communications.
KLL reserves the right to amend, suspend or terminate all or part of its services at any time. KLL shall inform the User of this promptly. KLL shall have no liability as a result of such amendment, suspension or termination, except, in the case of suspension for more than 30 days or termination, to refund the proportionate unused part of any Subscription Fee paid in respect of any period.
The transmission of data over the Internet is not completely secure. Although the Platform is SSL-encrypted to protect the transmitted content, KLL cannot guarantee the security of the data. Any transmission of data is therefore at the User’s own risk.
In any case, any liability of KLL is limited to unlawful intent or gross negligence. Liability for indirect or consequential damages (including loss of revenue and loss of data) is excluded.
14. Severability clause
Should any provision of these GTC be or become invalid or void, this shall not affect the remaining provisions of these GTC. Invalid or void provisions shall be replaced by such which are valid and come closest to the economic purpose of the invalid or void provision. The same procedure is to be followed if a contractual gap arises or if a provision proves to be impracticable.
The relationship between KLL and any User shall be governed by substantive Swiss law excluding the conflict of law rules. The courts of Zurich, Switzerland, shall have exclusive jurisdiction to judge any dispute.
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