Section 1: Parties and Subject Matter
This Broker Agreement ("Agreement") is concluded between Vermio, Germany ("Vermio") and the natural or legal person registering as a recruiter on the platform ("Recruiter"). The Agreement governs the terms under which the Recruiter may use the Vermio platform to identify, qualify, and place candidates with Vermio's corporate clients.
Section 2: Definitions
"Successful placement" means the conclusion of an indefinite or fixed-term employment contract (minimum term: 6 months) between a candidate presented by the Recruiter and a Vermio corporate client, provided the candidate has successfully completed the agreed probationary period (minimum 30 days) and employment has not been terminated by either party before the probation period ends. "Confidential Information" includes all non-public information about companies, candidates, terms, projects, and internal processes. "Platform" means all digital services and systems of Vermio.
Section 3: Recruiter Obligations
The Recruiter commits to:
- Conducting all placement activities exclusively through the platform — no direct contact with corporate clients outside the platform without prior written approval by Vermio.
- Actively and professionally managing all positions with regular status updates (minimum every 7 days) to Vermio and corporate clients.
- Presenting only candidates who have explicitly consented to share their data (GDPR-compliant, Art. 6 Para. 1 lit. a GDPR).
- Accurate, complete, and current representation of candidate profiles — no falsification of CVs, qualifications, or references.
- Professional, non-discriminatory treatment of all parties in accordance with applicable employment law.
Section 4: Exclusivity and Position Management
Each activated position is assigned exclusively to a lead recruiter who assumes sole responsibility for management. Parallel management by multiple recruiters is only permitted with explicit written authorization by Vermio. Vermio reserves the right to revoke a position if management is inadequate (particularly inactivity over 14 days or repeated quality violations) and reassign it.
Section 5: Compensation and Payment Terms
Upon successful placement (Section 2), the Recruiter receives the commission specified in the position listing, minus applicable Vermio platform fees. Commission is due only upon written confirmation of successful placement by the corporate client. Payment is made within 14 business days of the due date by bank transfer to the Recruiter's account. All amounts are net plus applicable VAT where applicable. If employment ends before the probation period expires, the commission claim is forfeited entirely; amounts already paid must be refunded immediately.
Section 6: Non-Circumvention and Penalty
The Recruiter commits not to engage in direct business relationships or placements with corporate clients or candidates met through the Vermio platform for 24 months after termination of this Agreement, if conducted outside the platform. Breach of this non-circumvention clause entitles Vermio to claim a contractual penalty of 150% of lost commission (minimum EUR 5,000 per violation), without prejudice to further damages claims.
Section 7: Data Protection and GDPR Compliance
The Recruiter processes candidate and corporate client personal data exclusively within this Agreement and in accordance with the GDPR and applicable national data protection laws. The Recruiter must implement sufficient technical and organizational measures to protect this data. Candidate data may only be transmitted to corporate clients with documented candidate consent. Data breaches must be reported to Vermio immediately (no later than 24 hours).
Section 8: Confidentiality
The Recruiter commits to keeping all Confidential Information (Section 2) strictly confidential and not disclosing, publishing, or using it for personal purposes, either directly or indirectly. This obligation applies indefinitely, even after termination of this Agreement. Exceptions: information already publicly known or lawfully obtained from third parties.
Section 9: Liability
Vermio is liable only for damages arising from intentional or grossly negligent conduct. Liability for indirect damages, lost profits, or data loss is excluded to the fullest extent permitted by law. The Recruiter is liable to Vermio and affected third parties for all damages arising from breaches of this Agreement, particularly unauthorized data sharing, false candidate representations, or violations of the non-circumvention clause.
Section 10: Term and Termination
This Agreement becomes effective upon completion of registration and remains in force indefinitely. Either party may terminate with 30 days' notice to the end of a calendar month. The right to terminate for cause remains unaffected. Cause for termination by Vermio exists, in particular, for: (i) willful non-circumvention violation; (ii) documented data protection breach; (iii) false information in registration; (iv) repeated quality violations. Active placements must be completed or transferred to Vermio during the notice period in case of regular termination.
Section 11: Miscellaneous
This Agreement is governed exclusively by German law without the UN Convention on Contracts for the International Sale of Goods. Exclusive jurisdiction for all disputes is Munich if the Recruiter is a merchant, legal entity, or public authority. If any provision becomes invalid or unenforceable, the validity of remaining provisions is unaffected (Severability Clause). An enforceable provision most closely aligned with the economic purpose replaces any invalid provision. Modifications require written or text form (email). Vermio may amend this Agreement with 30 days' notice; the Recruiter is deemed to consent if not objecting within 14 days and continues using the platform.