Terms of Use for Professionals

Blabu CZ (blabu.com)

as of 02 November 2020

1. Who we are


1.1 Blabu.com is a global online platform enabling professionals and experts from around the world (Professional) to manage their teaching, advisory or consulting business online (Platform). The Platform is an on-demand marketplace for any Professional to teach or consult with their students (Student) via instant or scheduled video conversations offered by the Professional on the Platform (Calls or, individually, Call). Calls are secured through the digital environment (user interface) incorporated in the Platform. The Platform is open to any Professional and any Professional’s Student without limitation, provided that minors may not use the Platform without the consent of their legal representatives (parents) and if they are under the age of 13, they may not make or participate in any Call without the presence of a parent. The Platform further may not be used in countries that are imposed an embargo or other international sanctions or by their nationals. 


1.2 The Platform as a marketplace enables (i) the Professionals to offer through the Platform their services via the Calls to their Students; and (ii) their Students to meet the Professionals through the Platform and use their services (by making the Calls). 


1.3 The Platform is operated by the Czech limited liability company BLABU CZ s.r.o., Id. No. 07899912, with its registered office at Roháčova 188/37, Žižkov, 130 00 Praha 3, Czech Republic, registered in the Commercial Register maintained by the Municipal Court in Prague under entry C 309549 (Provider). The Platform is available on the website www.blabu.com


2. Terms of Use 


2.1 Upon creating the account (PRO Account) and upon each subsequent use of the Platform, in particular upon making any Call with any Student, the Professional agrees (i) to be bound by these Terms of Use and (ii) confirms that he / she is an adult but if he / she is a minor, he / she confirms that he / she received from his / her legal representative (a parent) a consent to creating the PRO Account and accepting these Terms of Use (including the Code of Conduct and the Privacy Policy and / or any other terms referred to in these Terms of Use) and (iii) the Professional further confirms and agrees that, in case he / she is under the age of 13, he / she shall not make or participate in any Call without the presence of any his / her legal representative (parent); and (iv) he /she further confirms that he / she is not a national of or the Calls would not be made to or from any country which is imposed an embargo or other international sanctions. In case that the Professional does not agree to the Terms of Use or cannot confirm and agree to the points (ii) through (iv), he/she may not use the Platform.


2.2 The Provider may unilaterally amend the Terms of Use. The Professional shall be notified of any such amendment on the Platform. Any amendment to the Terms of Use (Amended Terms of Use) comes into effect upon its publication on the Platform. By each use of the Platform by the Professional (as specified above) following the publication of the Amended Terms of Use, the Professional agrees to be bound by and accepts such Amended Terms of Use. These Terms of Use for Professionals also govern the contracting between the Professional and the Student. The same rules for contracting are included in the Terms of Use for Students. 


2.3 Capitalized terms used in the Terms of Use shall have the following meaning: 


Amended Code of Conduct

shall have the meaning as defined in Section 5.1

Amended Price List

shall have the meaning as defined in Section 4.4

Amended Privacy Policy

shall have the meaning as defined in Section 8.4

Amended Terms of Use

shall have the meaning as defined in Section 2.2

Call / Calls

shall have the meaning as defined in Section 1.1

Code of Conduct

shall have the meaning as defined in Section 5.1

Fees

shall mean collectively the Monthly Fees, the Transaction Fees and the Third-party Fees 

Instant Call

shall have the meaning as defined in Section 3.5

Monthly Fee

shall have the meaning as defined in Section 4.1

Offer

shall have the meaning as defined in Section 3.5

Payment Gate

Shall have the meaning as defined in Section 4.2

Platform 

shall have the meaning as defined in Section 1.1

Price List

shall have the meaning as defined in Section 4.4

Privacy Policy

shall have the meaning as defined in Section 8.4

PRO Account

shall have the meaning as defined in Section 2.1

Professional

shall have the meaning as defined in Section 1.1

Provider

shall have the meaning as defined in Section 1.3

Scheduled Call

shall have the meaning as defined in Section 3.5

Services Agreement

shall have the meaning as defined in Section 3.6

Student

shall have the meaning as defined in Section 1.1

Terms of Use

means these Terms of Use for Professionals

Terms of Use for Students

means the terms and conditions of the Provider applicable to the Students upon their registration at the Platform

Third-party Fees

shall have the meaning as defined in Section 4.2

Transaction Fee

shall have the meaning as defined in Section 4.2

Video-Recordings

shall have the meaning as defined in Section 8.1

Wallet

shall have the meaning as defined in Section 4.8


3. Use of the Platform / PRO Account


3.1 The Professional accesses the Platform and makes the Calls through his/her PRO Account created on the Platform. The Professional agrees to fully and accurately provide the information requested when setting up the PRO Account, and to regularly update such information without undue delay of any change in any such information. 


3.2 The Professional represents that he/she is providing the services via the Platform fully, or in part, within his/her professional capacity as a commercial activity subject and pursuant to any required statutory approval or license, as an entrepreneur within the meaning of any jurisdiction applicable to the Professional. In particular, the Professional represents that he/she meets any and all statutory requirements (such as tax, regulatory or alike) of any applicable jurisdiction related to providing the services via the Platform in the capacity of entrepreneur. The Professional agrees and acknowledges that the Provider does not bear any responsibility for the same and is in no way liable for any Professional’s failure to observe such requirements.  


3.3 The Professional may decide at any time to request the deletion of his/her PRO Account. In such case, the PRO Account shall be deleted within 5 business days following the Professional’s request placed in the PRO Account settings. The deletion may be subject to Third-party Fees and subject to the Professional’s fulfilling any outstanding obligations hereunder. The Provider reserves the right to delete the PRO Account at any time in its sole and unlimited discretion, in particular, without limitation, if the Provider finds out that the Professional has breached these Terms of Use or the Code of Conduct.


3.4 Following logging in the PRO Account the Professional may interact with the Students on the Platform, in particular, make Calls. 


3.5 The Provider provides for a standardized form on the Platform by means of which the Professional shall place offers for the Calls addressed to the Students (Offer). When placing the Offer, the Professional shall indicate in the form the choice of available offered parametres of the Call, such as, in particular, price of the Call, time and date of the Call, the length of the Call and the topic of the Call, whereas “Scheduled Call” shall mean the Call scheduled to a certain time and date, and “Instant Call” shall mean the Call made instantly on the Platform at the time of the Student connecting with the Professional. 


3.6 By accepting the Offer for the Call by the Student, the service agreement for the relevant Call between the relevant Professional and the Student is concluded (Services Agreement). Based on the Services Agreement, the Professional agrees to make with the Student the Call having the agreed upon parameters indicated in the Offer and the Student agrees to participate in the Call and pay for the Call the fee indicated in the Offer. In case of an instant Call, the Services Agreement with respect to the relevant instant Call is concluded once the Student has started the Call by connecting with the Professional. The Professional shall issue the invoice for the Call with the Student if so requested by such Student and deliver the same to the Student within 7 days of such request.


3.7 For avoidance of doubt, the Provider is not a party to the Services Agreement; the role of the Provider is limited to operating the Platform as set forth herein (and so enabling making the Calls between the Professional and the Student). The Provider does not represent the Student in any way. Unless otherwise explicitly set forth in these Terms of Use, the Provider only represents Professionals in (i) enabling concluding Services Agreements between the Professionals and the Students via the Platform; and (ii) enabling the Calls. 


4. Fees and Payments


4.1 Access to and use of the Platform as such by the Professional is either free or subject to monthly fee payable by the Professional to the Provider depending on the pricing plan available at https://www.about.blabu.com/pricing selected by the Professional when setting up the PRO Account or anytime thereafter (Monthly Fee). 


4.2 The Provider may make available, via the Platform, a third-party integrated payment interface (Payment Gate). If the Professional chooses to use the Payment Gate, the Professional shall pay to the Provider a fee for using the Platform determined as a certain percentage pursuant to the Price List from the payments made by any Student to the Professional for the Calls via the Payment Gate (Transaction Fee). The Transaction Fee, despite its title, is a fee for using the Platform for Calls, not a fee for the payment services. The payment services are provided to the Professional by a third-party operator of the Payment Gate and will be subject to such third-party’s terms of services and may be subject to additional fees by such third-party (Third-party Fees), both as indicated at the Payment Gate. 


4.3 Professionals are free to set the price of the Call according to their discretion. The rates set by the Professionals make part of the Offer and are shown to the Student before the Student accepts the Offer (Sections 3.5 and 3.6). 


4.4 All Monthly Fees and the Transaction Fees are shown in the respective PRO Account or in the price lists available on the Platform or at https://www.about.blabu.com/pricing (collectively or individually, Price List). By each use of the Platform, the Professional agrees to be bound by the Price List and pay the relevant Fees. Any amendment to the Price List (Amended Price List) comes into effect upon its publication on the Platform. By each use of the Platform by the Professional following the publication of the Amended Price List, the Professional agrees to and accepts such Amended Price List. 


4.5 The Professional agrees and acknowledges that VAT and any other charges, taxes and levies may be applied to any Fees if so required under the laws of any applicable jurisdiction. 


4.6 In the event the Professional chooses to offer to the Students certain vouchers or free credits for the Calls with the same Professional which option may be available at the Platform, the Professional agrees to observe and be bound by the terms of such option provided for in the PRO Account or in these Terms of Use, as amended from time to time. 


4.7 The Provider may choose to inform - on a purely indicative, non-binding and information basis only - of conversion rates (USD / EUR / other currencies) on the Platform. (The conversion rate actually applied shall be such applied by the bank of the Professional.) 


4.8 If the Professional chooses to use the Payment Gate pursuant to Section 4.2, he/she shall create with the Payment Gate operator as part of setting up such Professional’s PRO Account, a virtual Professional’s wallet integrated in the Platform (Wallet). The Wallet shall serve for receiving by the Professional of Students’ payments for Calls and for paying any applicable Fees to the Provider. The payments for each Call using the Payment Gate shall be transferred to the Wallet provided, however, that they shall be first subject to the deduction of any applicable Transaction Fees and Third-party Fees. Any and all information or data provided by the Professional as part of setting up the Wallet (including his / her bank account or credit card details) are available to and stored by the Payment Gate operator. On the other hand, the Provider does not store and has no access to such information and data.


4.9 The Professional is free to withdraw the funds from the Wallet in accordance with the terms and conditions applied by the operator of the Payment Gate. The withdrawal may be subject to Third-party Fees. If the PRO Account is closed for any reason, any balance in the Wallet shall be returned, based on the Professional’s request, by the respective Payment Gate operator pursuant to such operator’s terms. The payout may be subject to Third-party Fees.


4.10 The payment for any Call, should the Professional elect to utilize the Payment Gate, is transferred to the Wallet following the acceptance of the Offer by the Student and subject to the terms and conditions set forth by the Payment Gate operator. The Provider does not collect any payments for Calls on behalf of the Professional, nor does the Provider act in any other way as an agent of the Professional. 


4.11 The sum of payments for Calls as well as the information on all charged Fees are at all times recorded and available to the Professional for his/her information in the PRO Account or the Wallet. 


4.12 The Provider does not provide any regulated payment services. The Provider does not operate the Wallet, does not receive any payment on behalf of the Professional nor does the Provider represent any Student in the processing of the payment for the Calls. 


5. Rules of Conduct


5.1 During any and all Calls and at all times when using the Platform in any manner, the Professional undertakes to comply with the rules specified in the code of conduct available on the Platform (Code of Conduct). By each use of the Platform, the Professional agrees to be bound by the Code of Conduct. Any amendment to the Code of Conduct (Amended Code of Conduct) comes into effect upon its publication on the Platform. By each use of the Platform by the Professional following the publication of the Amended Code of Conduct, the Professional agrees to and accepts such Amended Code of Conduct. 


5.2 In the event of any material breach of the Code of Conduct or any Amended Code of Conduct (consisting of behaviour such as, for instance, harassment or stalking) by the Professional, the Provider is entitled to immediately deactivate his/her PRO Account. No Call or any other service can take place after the PRO Account has been deactivated. 


5.3 The Professional is entitled to use the Platform solely for the purposes of the Calls in compliance with the Terms of Use, the Code of Conduct and any other terms or codes referred to in the Terms of Use. On the other hand, the Professional is prohibited to change, modify, reverse engineer, reproduce or otherwise interfere in any part of the Platform. The Provider reserves all rights with respect to any trademarks, logos, works subject to copyright, designs or any other works or subjects of intellectual property or industrial property appearing on the Platform. By providing access to the Platform, the Provider shall not provide any sort of license or a right of use of any such trademark, design, work subject to copyright, logo or any other aforementioned protected subject. 


5.4 The Professional may use the Platform only as described in the Terms of Use and solely for the purposes of making the Calls. The Professional is prohibited from using any contact details obtained via the Platform for any purpose other than the Calls (whereas the Calls are strictly focused on professional teaching or consulting) and from contacting any other Professional outside the Platform. In particular,without limitation, the Professional shall not, whether alone or jointly with any other person or entity, whether for its own benefit or such of any other person and whether directly or indirectly, solicit the services of any other Professional or the custom of any other Professional’s Student or entice or endeavour to entice away any other Professional’s Student and/or any other Professional and/or employ or enable to any third party the employment (or hiring on any basis other than employment) of any other Professional. 


5.5 The Professional is liable for all content featured or used by him/her during the Call. The Professional shall not use the Call or any part of the Platform for any illegal purpose. The Professional is responsible for ensuring that he/she does not violate the laws of any applicable jurisdiction, including but not limited to copyright, intellectual property, trademark, design, patent and related laws. The Professional shall not use during the Calls any content which may be subject to intellectual property rights of any third parties without first obtaining necessary license or consent by the holder of such intellectual property rights. 


5.6 Furthermore, the Professional agrees to keep confidential and not disclose to any person any information obtained from any Student during any Call and not use it for any purpose other than the relevant Call, unless otherwise explicitly agreed between the Professional and the Student. If the Provider reasonably determines that the Platform is used by the Professional for any illegal or fraudulent activity or that he/she is in breach of Sections 5.1 through 5.6, then the PRO Account of the relevant Professional may be immediately deactivated. 


6. Consumer Protection


6.1 The Provider is not party to any Services Agreement or any other contractual relationship between the Professional and the Students; therefore any consumer protection related claims of the Students in relation to the services provided by the Professional shall be dealt with solely and directly with the Professional.  


7. Defective Performance


7.1 The Professional is solely liable for the performance of the services vis-a-vis the Student. The Provider bears no liability for any defective performance of any Professional under any Services Agreement, nor does the Provider play any role in resolving any issues that have arisen therefrom.


7.2 In the event that a defective performance claim raised by the Student vis-à-vis the Professional relates to a defect in a Call which occurred fully due to a technical malfunction of the Platform, the Provider shall reimburse the Professional for following remedies provided by the relevant Professional to the Student: if the remedy consists of (i) the full refund of the rate of the Call or a substitute Call free of charge, the Provider shall pay the amount of the rate of the relevant Call to the Professional less the applicable Fees; or (ii) the discount on the rate of the relevant Call, the Provider shall pay to the Professional the discount on the rate of the Call less the applicable Fees. No other remedies shall be reimbursed to the Professional by the Provider.


8. Privacy, Intellectual Property and Data Protection


8.1 The Professional agrees that (i) any Calls, including his/her face, voice, talk, figure as well as the environment or space in which the Professional finds himself/herself during the Call and any other personal or private attributes present or visible in any way during the Calls, or any parts thereof, might be video-recorded in the Platform during such Calls (Video-Recordings); (ii) any such Video-Recordings or any parts thereof are archived at the Platform for a term of 30 days from the moment of their making; and that (iii) the Provider may use the Video-Recordings solely for the purposes of checking the compliance of the Calls with the Code of Conduct and these Terms of Use, unless other agreed otherwise with the Professional and the Student.


8.2 Upon creating the PRO Account, the Professional provides mainly the following information: name and surname, photograph, time-zone, nationality and the “about” text (if the Professional chooses to provide such “about” text during the registration). This information is available to Students for the purposes of Calls. The Provider may (but is not obliged to) make available to the Professionals also some statistics about previously made Calls. The Provider agrees that the Students have available statistics about the history of the Calls of the Professional and his/her ratings. 


8.3 The Professional hereby grants to the Provider his/her consent to show and disseminate on the Platform during the Calls his/her appearance and any and all content which is subject to authorship rights, copyright, any other intellectual or industrial property rights or personal rights of the Professional or any third party and which is featured during the Calls.


8.4 Handling personal data of the Professional is subject to privacy policy available on the Platform (Privacy Policy). By each use of the Platform, the Professional agrees to and accepts the Privacy Policy. Any amendments to the Privacy Policy (Amended Privacy Policy) come into effect upon its publication on the Platform. By each use of the Platform by the Professional following the publication of the Amended Privacy Policy, the Professional agrees to and accepts such Amended Privacy Policy. 


9. The Provider’s Role


9.1 The Provider is not a party to any Services Agreement relating to any Calls. The Provider is not responsible for the quality of the Calls, the compliance of the Professional or the Students with the applicable regulations and with the Services Agreement, the behaviour and the performance of the Professional or the Students during the Calls or any content of the Calls featured by the Professional or the Student. Any breach of any Services Agreement or any laws by the Professional vis-à-vis the Student is the sole responsibility of the Professional.


9.2 The Provider neither bears any responsibility for any damages or losses incurred by any Professional in relation to any Call. To the extent that the exclusion of liability is not permitted by the applicable laws, the Professional agrees that the overall liability for damage of the Provider vis-a-vis the Professional in relation to the use of the Platform by the Professional shall not exceed the amount of 100 USD.


9.3 The Provider bears no liability for any hacker or other potential attacks that affect the functionality of the Platform. The Professional explicitly agrees that the Provider is not liable to the Professional for temporary unavailability of the Platform due to Internet failures, outages, Platform upgrades or other similar situations. 


9.4 The Professional shall be liable for loss or damage incurred by the Provider as a consequence of any unlawful interference with the Platform and/or of any breach of the Terms of Use, and/or the Code of Conduct and/or any other terms referred to herein.


9.5 The Professional shall indemnify, defend and hold harmless the Provider from and against all damages, losses or claims arising out of or related to any use of the Platform and related to any breach of the Terms of Use, the Code of Conduct or the Privacy Policy. 


10. Applicable law 


10.1 The Terms of Use and any Services Agreement shall be governed by Czech laws. The Terms of Use make an integral part of any Services Agreement.


10.2 If any of the provisions of the Terms of Use is or becomes invalid or ineffective, the invalidity or ineffectiveness of any provision shall not affect the validity and effectiveness of the other provisions. The invalidity or ineffectiveness of a provision in relation to only a specific person or entity is without prejudice to the validity and effectiveness of such provisions in relation to other persons or entities.

 
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