Terms & Conditions

These Terms & Conditions (the "Terms") form a binding agreement between you (the "User", "you") and Merula (the "Platform", "we", "us"), an online marketplace operated from the Grand Duchy of Luxembourg that connects companies with students and young professionals for flexible, short-term and project-based work opportunities ("Services").

By creating an account, browsing, purchasing a Merula+ subscription, publishing a job, applying to a job, sending a message or otherwise using the Platform, you confirm that you have read, understood and accepted these Terms, together with our Privacy Policy and Cookies Policy. If you do not accept, you must not use the Platform.

1. Identity of the operator & contact

Merula is currently operated as an unincorporated undertaking based in the Grand Duchy of Luxembourg. Merula is not (yet) constituted as a commercial company (S.A., S.à r.l., etc.) and does not, at this stage, publish a company registration number. Merula operates lawfully as an individual/independent activity under Luxembourg law pending incorporation and will update these Terms accordingly once a legal entity is registered.

Contact for any legal or contractual matter: contact@merula.lu. Postal correspondence can be requested by email.

2. Nature of the Services — Merula is an intermediary

Merula provides an online technical intermediation service. Merula:

• does not employ Users;
• is not a party to the employment, service, mission or freelance contract that may be concluded between a company and a job seeker;
• does not act as a temporary work agency (entreprise de travail intérimaire) within the meaning of Luxembourg law;
• does not guarantee the accuracy, quality, legality, safety or availability of any job offer, profile, review, message or content published on the Platform.

Any legal relationship, payment, obligation or dispute arising out of a hire, mission or engagement is strictly between the company and the job seeker. They are solely responsible for complying with the Luxembourg Code du Travail, social security registration, applicable collective agreements, immigration and residence rules, tax obligations and any occupational health & safety rules.

3. Eligibility & account registration

• You must be at least 15 years old to register as a job seeker. Minors must obtain the prior authorisation of their legal representative and comply with Luxembourg rules on the work of minors.
• You must provide accurate, current and complete information and keep it up to date.
• You are responsible for the confidentiality of your credentials and for every action taken through your account.
• Company accounts must be legally established and may be required to submit their RCSL number, VAT number and supporting documents for verification before publishing jobs.
• Merula may refuse, suspend or delete any account at its discretion, in accordance with sections 12 and 13 below.

4. Verification of companies

Companies undergo a manual verification (RCSL number, VAT number, business description, occasionally supporting documents). A "Verified" badge is a purely informational indicator that Merula has performed a basic check at a given moment. It is not an audit, a certification, a solvency rating, an endorsement or a guarantee of the company's conduct, financial situation or compliance. Merula can revoke a badge at any time and without notice.

5. Job seeker responsibilities

• You are solely responsible for the accuracy of your CV, availability and any statement made in your profile or in your applications.
• You must physically attend and perform the missions you accept. Failure to appear ("no-show"), repeated cancellations, misrepresentation of qualifications or false identities may lead to immediate suspension.
• You are responsible for your own tax and social-security declarations arising from any income received.
• You confirm you hold the right to work in Luxembourg (or in the country of the mission) and will provide proof to the company upon request.

6. Company responsibilities

• You are solely responsible for the lawfulness of every job posting (working hours, minimum wage, night/weekend surcharges, discrimination rules, occupational safety, etc.).
• You must pay the agreed compensation on time and comply with all reporting and social-declaration obligations (CCSS, ADEM, taxes) applicable to the hire.
• You are responsible for verifying, at your own risk, the identity, right to work, qualifications and background of any candidate you engage.
• You must not use Merula to circumvent Luxembourg labour law, to hire undeclared workers, or to publish misleading offers.

7. Fraud & user-to-user liability

Merula is not responsible for fraud, misconduct, breach of contract, damage, injury or loss caused by one User to another. In particular, and to the fullest extent permitted by Luxembourg law:

• If a company commits fraud (e.g. non-payment, false offer, unsafe environment, harassment), the affected job seeker's sole recourse is against that company; Merula is not liable.
• If a job seeker commits fraud (e.g. no-show, misrepresentation, theft, damage), the affected company's sole recourse is against that job seeker; Merula is not liable.
• You expressly waive any claim against Merula relating to the acts, omissions or solvency of any other User, save where liability cannot be excluded under mandatory Luxembourg law.

You are encouraged to report any suspicious behaviour to contact@merula.lu so we can take moderation action.

8. Merula+ subscription

Merula+ is a paid recurring subscription providing additional features (unlimited applications for seekers, unlimited postings and priority visibility for companies, partner perks, exclusive events, digital member card, etc.).

• Pricing is displayed on the Merula+ pricing page and is inclusive of applicable VAT unless stated otherwise.
• Merula+ auto-renews at the end of each billing cycle (monthly or yearly) unless cancelled beforehand. Cancellation is available at any time from your account or via the Stripe customer portal.
• Upon cancellation, access is retained until the end of the current paid period, after which all Merula+ features are automatically removed and free-tier limits (e.g. 3 applications / 3 postings per month) apply again.
• A free trial, when offered, converts into a paid subscription at the end of the trial unless cancelled beforehand. Only one trial per User is available. Abuse of trial resets may lead to suspension.
• Merula may adjust Merula+ features and pricing with reasonable prior notice (typically at least 30 days for existing subscribers). Continued use after such changes constitutes acceptance.

Partner discounts, perks & events are non-guaranteed benefits. The list of partners, the percentage of any discount, the availability of any given event and the number of seats offered to Merula+ members are curated by Merula and can be changed, reduced, suspended or removed at any time, without notice and without any right to compensation or refund. Merula does not guarantee that partner offers will exist at any given moment, that a specific partner will remain part of the programme, or that any event will be proposed during a given period. If no partner or no event is available, Merula is under no obligation to source, propose or organise one. Attendance at any partner venue or event is entirely at your own risk and under your own responsibility; Merula acts only as an introducer and is not the organiser, host, employer or insurer of the perks, activities or events involved.

9. Payments & Stripe

All payments are processed by Stripe Payments Europe, Limited(Ireland) and, where applicable, its affiliates. By subscribing, you also accept Stripe's terms of service and privacy policy. Merula never stores your full card number, CVC or bank credentials.

• Card, SEPA and other payment methods are subject to Stripe's rules and to your bank's authorisation.
• Refunds are handled case by case and only where required by mandatory law (see section 10).
• Chargebacks made in bad faith may lead to immediate suspension and to a recovery claim for the disputed amount plus reasonable costs.
• Failure to pay (declined card, chargeback, disputed SEPA mandate) automatically ends Merula+ access and reactivates free-tier limits, without prejudice to any claim by Merula for unpaid amounts.

10. Right of withdrawal (EU consumers)

If you subscribe to Merula+ as a consumer within the EU, you benefit from a 14-day right of withdrawal from the day the subscription is concluded (Directive 2011/83/EU as transposed in Luxembourg).

When you tick the "I accept the Terms" box at checkout and start using Merula+ immediately, you expressly request the immediate performance of the service and acknowledge that you will lose the right of withdrawal once the service has been fully performed. Where partial performance has occurred, Merula may deduct an amount proportionate to the service already provided.

11. User content, reviews & messaging

• You retain ownership of the content you post (CVs, photos, descriptions, reviews). You grant Merula a worldwide, non-exclusive, royalty-free licence to host, display and reproduce that content for the sole purpose of operating and promoting the Platform.
• Reviews must be honest, factual and based on a real interaction. Defamatory, discriminatory, retaliatory, extorted or manifestly abusive reviews may be removed without notice.
• Merula may moderate, edit or delete content that violates these Terms, applicable law or basic decency.

12. Storage of chats & admin access (transparency)

For security, moderation, fraud prevention, evidence and legal-compliance purposes, all conversations exchanged through the Platform (including after a conversation is "closed") are stored on our infrastructure and may be reviewed by authorised Merula administrators. By using the messaging feature, you expressly consent to this storage and access.

Admins will only access chats where necessary, in particular: to investigate a report, to defend Merula in court, to comply with a lawful request from a competent authority, or to protect the safety of Users. Chats are retained for as long as necessary for those purposes (typically the account lifetime plus a statute-of-limitations buffer) and are then deleted or anonymised.

13. Suspension, banning & termination

Merula may, at its sole discretion and to the maximum extent permitted by Luxembourg law, suspend, restrict, shadow-ban or permanently delete any account, job posting, review or message, at any time, with or without prior notice, and without being obliged to state a reason, in particular where:

• we suspect fraud, illegal activity, undeclared work, discrimination, harassment or safety risk;
• a User repeatedly violates these Terms;
• the integrity, reputation or safety of the Platform, of other Users or of third parties is threatened.

Immediate suspension is possible as a protective measure. Suspension or deletion does not entitle the User to any refund of Merula+ fees paid for the current period, save where required by mandatory law. Merula reserves the right to seek damages for any breach.

14. Availability, force majeure & changes

The Platform is provided on an "as is" and "as available" basis. Merula does not guarantee uninterrupted, error-free or bug-free operation, nor does it guarantee that any given job will be filled or that any given candidate will be hired. Merula shall not be liable for any unavailability caused by maintenance, updates, third-party service outages (Stripe, Supabase, hosting providers), attacks, connectivity issues, or any event of force majeure within the meaning of Luxembourg law.

Merula may modify the Platform, its features or these Terms at any time. Material changes to the Terms will be communicated by email or in-app notice at least 15 days before they take effect. Continued use of the Platform after that date constitutes acceptance.

15. Intellectual property

The Platform, the "Merula" name, the bird mark, the "Find your Formula" slogan and all related graphics, code, databases and design elements are protected by copyright, trademark and database rights and remain the exclusive property of Merula (or its licensors). No right or licence is granted to Users except as strictly necessary to use the Services.

16. Limitation of liability

To the fullest extent permitted by Luxembourg law, Merula's aggregate liability towards a User over any 12-month period shall not exceed the amount actually paid by that User to Merula (typically, the Merula+ fees paid during that period). Merula shall in no event be liable for indirect, incidental, consequential, reputational, moral or economic losses, loss of profits, loss of chance, loss of data or missed hires. Nothing in these Terms limits liability for wilful misconduct, gross negligence, personal injury or death, or any other liability that cannot be excluded under mandatory Luxembourg law.

17. Data protection

Personal data is processed in accordance with our Privacy Policy, which forms an integral part of these Terms. Cookies and similar technologies are described in our Cookies Policy.

18. Complaints, mediation & ODR

Complaints must be sent by email to contact@merula.lu. Merula will respond within a reasonable delay (typically 30 days). Consumers may also use the EU Online Dispute Resolution platform at ec.europa.eu/consumers/odr or refer the matter to a qualified consumer mediator in Luxembourg.

19. Assignment

Merula may freely assign or transfer these Terms and its rights and obligations hereunder to any successor, affiliate or acquirer, in particular in the context of an incorporation, restructuring, merger or sale of the business. Users may not assign their rights without Merula's prior written consent.

20. Governing law & jurisdiction

These Terms are governed by the laws of the Grand Duchy of Luxembourg, to the exclusion of its conflict-of-laws rules. Any dispute arising out of or in connection with these Terms shall fall under the exclusive jurisdiction of the competent courts of Luxembourg City, without prejudice to the mandatory protective rules that apply to consumers domiciled in another EU Member State.

21. Severability & entire agreement

If any provision of these Terms is held invalid or unenforceable, the remaining provisions shall remain in full force and the invalid provision shall be reformed to the minimum extent necessary. These Terms, together with the Privacy Policy and the Cookies Policy, form the entire agreement between you and Merula regarding the Platform and supersede any prior communication.

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