General Terms & Conditions for Clients

  1. General

    1. Foodstarz Media UG (haftungsbeschränkt) (hereafter “Foodstarz”) is the operator of the website foodstarz.com (hereafter “website”), and offers its customers (hereafter “customer”) the option of commissioning Foodstarz with certain jobs (hereafter “jobs”), which are then managed by the company.

    2. The jobs will not be completed by Foodstarz, but will be given to chefs and other culinary professionals registered with Foodstarz (hereafter “Experts). Once completed, the results (hereafter “result”) will be made available for download or another form of electronic communication / file transfer to the customer from the website or as a service if the job requires a service to be performed by the Expert.

    3. Experts do provide information about their current state and location of employment or professional practice. Foodstarz does not verify these informations at the moment of registration. The customer must acknowledge that no explicit verification is executed by Foodstarz.

    4. The general terms and conditions for customers (hereafter “GTC”), are the underlying foundation of all services Foodstarz provides for customers.

    5. The conditions alluded to in order confirmations, and the GTC at hand, are of prime importance. Differing GTC for customers do not apply.

    6. Unless stated otherwise in its offer, offers made by Foodstarz are not legally binding. Foodstarz can only be held accountable for the finalization of the submitted jobs, if these are confirmed by Foodstarz in writing, or finalized by submitting a result.

  2. Registration

    1. In order to submit jobs to the website, the customer has to register using the customer’s form, which can be found on the website.

    2. The customer must guarantee that all requested data in the registration form are unmitigated, truthful and stated correctly, and must provide an up-to-date profile at any time. In order to fulfil this condition, the customer is always able to access his or her personal information on the website.

    3. A user name and a personalized password are assigned to the customer upon registration.

    4. A user profile and an account are created by Foodstarz during the registration process.

    5. The registration and the account are not transferable but additional membership accounts can be created and attributed to the customer’s account.

    6. Customers may only register once at Foodstarz.

    7. During the registration process the customer will provide details about the company he/she is working for and represents.

    8. The customer can either create a new company profile and provide all required company details or select an existing company.

    9. When creating a new company the customer will agree that his / her name will be displayed publicly on the website in association with the created company as well as the company details becoming publicly available on the website.

    10. Should a customer need to deduct input tax, he or she is obliged to state his or her VAT number.

  3. Submission of Jobs

    1. The customer is subject to article 8, and is legally authorized to submit jobs to the website at any time.

    2. The customer is required to provide detailed descriptions of the jobs, which need to be finalized, particularly regarding the desired results and the way of execution. The customer is furthermore required to select the best matching job type and provide the net fee.

    3. The customer is completely responsible for the contents of the jobs and the tasks at hand.

    4. The customer must ensure that the data offered as the completed job do not infringe with the rights of third parties, particularly copy-, trademark- or industrial property rights.

    5. The customer relieves Foodstarz of any third party claims against Foodstarz because of the violation of prominent terms.

    6. The customer acknowledges that the risk of data loss on the server of Foodstarz cannot be eliminated entirely. He or she is therefore stipulated to create a backup copy of the job data provided. Regardless of that eventuality, Foodstarz creates data backups recurrently, and tries to keep the loss of data to a minimum.

    7. Jobs which violate laws and rights of third parties when submitted, finalized, or of which results and providing of results has the potential to violate these rights, shall not be submitted. If Foodstarz detects an equivalent job on the website, the customer is given the opportunity to remove the infringement within one week. In case, the customer disregards or refuses to do so, the job will be removed from the website permanently.

  4. Processing a job

    1. In order for a job to be processed by an Expert, access to the job is granted by Foodstarz to the Experts.

    2. Experts who fit the targeting criteria provided in the job description are suggested to the customer after the job creation.

    3. Only experts who have been selected by the customer will receive the job description and the request to accept the job. The only exemption from this rule is if the customer has specifically selected that the job should be listed and be accessible by all registered experts on the website.

    4. If not logged in, the jobs can not be seen by anyone.

    5. The customer can hire any Expert to the job who has actively applied to the execution of the job and therefore commission the job to said Expert(s).

    6. If the instructions of the submitted jobs provided by the customer are not stated clearly, are incomplete or the like, the Expert has the option to contact the customer via the website and to clarify further actions.

    7. Foodstarz does not guarantee or provide any other warranty that a job will be acquired by an Expert. In particular, Foodstarz does not guarantee, or provide any other warranty that a submitted job will be assigned to an Expert by Foodstarz.

    8. If the job is not accepted by an Expert within the set timeframe of the customer, which is defined when submitting the job, the job is deleted from the website by Foodstarz, and reported to the customer. The customer is given the option, to resubmit the job to the website.

    9. Forwarding a job is reliant on the timely and complete delivery of the Expert who accepted the job. The result of a completed job is immediately provided to the customer by Foodstarz, through making it available for downloading on the website or another form of electronic communication (e.g. E-mail) or by an Expert executing a service for the customer.

    10. A due date or execution date can be assigned by the customer to an job he / she commissions to Foodstarz. The Experts are responsible to execute the job until that date (Due Date) or on that date (Execution Date). A fixed date of delivery, within the scope of a job, is not mandatory at any time, unless it is confirmed by Foodstarz in writing as a binding date of delivery to the customer.

    11. The customer is required to give the Expert a rating after receiving the result.

  5. Support & Managed Service

    1. At any time the customer can contact Foodstarz for support purposes. Based on the account level the customer has chosen Foodstarz will provide support and manages the customer’s account and activities on the website.

    2. The Customer agrees that Foodstarz is able to impersonate the customer’s account for support purposes and to execute tasks as managed service. The customer agrees that Foodstarz is allowed to impersonate the customer’s account and execute all functionality of the website in his name if the customer has asked Foodstarz to do so.

  6. Privacy

    1. The customer acknowledges that Foodstarz is only able to hold Experts accountable, within the scope of the GTC, to privacy terms to a certain extent. In particular, Experts cannot be charged with a contractual penalty.

    2. To ensure the protection of the customer’s privacy under certain circumstances, jobs can be made accessible only on the condition of a confidentiality agreement, which has to be submitted to the website in addition to the job.

  7. Property rights of results

    1. In the event, certain legally binding rights, particularly copy-, name- or industrial property rights, are created, due to the finalization of a job, unreserved rights are granted to the customer by Foodstarz, regarding the use of the result for any known and unknown purpose, the editing of the result and to avail oneself of it in edited form.

  8. Payment, costs, billing

    1. Experts are able to process the customer’s submitted jobs on the website. The payment of the amount of the net remuneration, offered as a reward by the customer, plus the Foodstarz commission plus any VAT costs (if applicable) is due after the job has been approved by the customer and after the customer has received a proper invoice by Foodstarz.

    2. The payment can be settled by credit card, PayPal or via invoicing.

    3. Foodstarz collects a provision based on the net remuneration, and transfers the net honorary to the Expert, in exchange for the result.

    4. Parties agree that only the net remuneration offered by the customer minus the commision for Foodstarz is visible to the Expert on the website.

    5. In some cases the Expert does not receive a net honorary but is rewarded by the participation on the job or by receiving and keeping products of the customer. In that case Foodstarz receives a commission for providing the customer with the required Experts.

    6. In some cases the Expert does not receive a net honorary but is rewarded by the participation on the job or by receiving and keeping products of the customer. In that case Foodstarz receives a commission for providing the customer with the required Experts.

    7. The commission is either based on the account type or individually negotiated between the customer and Foodstarz.

    8. A so called ‘Free Account’ is accounted with a commission of 50 % while an ‘Enterprise Account’ is accounted with an individual commission which is negotiated with the customer before he / she creates the first job.

    9. For support services and a so called Managed Service in which Foodstarz executes the whole job processing or part of the job processing for the customer a monthly fee (hereafter “Monthly Fee”) can be imposed if it was explicitly negotiated with the customer.

    10. The Monthly Fee is due on the 3rd day of every calendar month on which the service was paid for.

    11. The Monthly Fee an not be reimbursed.

    12. The customer will receive a separate invoice for the monthly fee.

    13. Foodstarz reserves the option to change commission rates. Foodstarz will inform the customers two weeks in advance before a new commision becomes valid.

    14. Any arising costs and expenses, caused by a transaction to a bank account outside of Germany, are paid by the customer.

  9. Claims for defects or acceptance

    1. After forwarding the result or after making the result in other form accessible, the customer inspects and approves of the result.

    2. The customer is obliged to immediately examine the results after submission, and to reprimand any deficiencies, incorrect deliveries or deviations in quantity in writing. Any concealed deficiencies have to be reprimanded immediately after their discovery.

    3. If the result is not accepted, even if the result matches the job description, the result will be classified as approved two week after forwarding or after making the result in other form accessible.

    4. The result fulfils the conditions of validity if it is used by the customer.

    5. The warranty period is scheduled for one year after delivery, as far as no other binding laws exist which call for a longer limitation.

    6. If reprimanded and reasoned in a timely manner, the claims of the customer are restricted to the removing of deficiencies or delivery of a flawless item by Foodstarz.

    7. The customer acknowledges that any rectifications are not conducted by Foodstarz, but are forwarded to the responsible Expert. In case, the Expert is not able to conduct the rectifications, the job will be resubmitted to the Foodstarz website.

    8. If the rectifications are not satisfactory, the customer can reduce the remuneration, or has the right to dissolve the contract. Claims for damages subject to article 10, are unaffected.

  10. Liability

    1. Foodstarz is only liable for damage compensation, if it can be made responsible. Claims for compensation — on whatever legal grounds — made by the aggrieved party, which arise from negligent behavior, are excluded. This is not the case if an obligation was violated, which is of great significance for the contract’s purpose and its implementation.

    2. Foodstarz is not liable for any damages which arise from a violation of obligations, defined by contract, which exceeds the Expert's awareness at the point, based on existing circumstances.

    3. Terminations have to be submitted in writing.

    4. Claims for compensation, according to product liability law, based on violation of life, body or health or because of acceptance of a warranty, plus claims for compensation which arises from negligent or intentional behavior by Foodstarz, are unaffected.

    5. Foodstarz is not liable for the constant availability of the website, and the provided services on that website.

    6. Foodstarz is also not liable, in the event that the jobs, their finalization, the results or the forwarding of the results violate any laws or rights of third parties. If Foodstarz is taken up on this by third parties, the customer is obliged to fully indemnify Foodstarz from these claims.

    7. Foodstarz is not liable for the fact that the results are of use for the purpose intended by the customer.

  11. Termination of contract

    1. This contract can be terminated within one month, at the end of each month.

    2. Termination without notice for a significant reason is unaffected.

    3. Terminations have to be submitted in writing.

    4. Jobs which have already been assigned to Experts at the point of termination, but are not yet finished, are not affected by the termination.

    5. Jobs which have not been assigned within the maximum time of two days after the point of termination will be deleted from the website.

  12. Data security

    1. All parties agree that Foodstarz has to forward personal information of the customer to the Experts, to guarantee an adequate processing of the jobs.

    2. The Foodstarz declaration of data security is available on the website.

  13. Offset agreement and withholding

    1. The claims of Foodstarz can only be offset by indisputable or legally binding claims. The customer can exercise a right of retention. The customer may at any time make use of judicial enforcement of his claims.

  14. Final clauses

    1. Changes and further amendments to that contract need to be made in writing (electronic Form (§ 126 a BGB) or in the form of text (§ 126 b BGB) are sufficient), in order to be valid. This also applies to the cancellation of the written form requirement.

    2. The business relationship plus any agreements concerning the jobs between Foodstarz and the customer are subject to the material German law, with the exception of the regulations of the international private law. The application of the regulations of the UN sales law (CISG) is excluded.

    3. The place of performance and the place of jurisdiction for any arguments in connection with the relationship of business and the agreements, which are based on the jobs, between Foodstart and the customer, are located in Cologne Germany. However, Foodstarz can take legal proceedings against the customers at their residence.

    4. In case particular regulations of this contract are entirely or partly invalid, void or impracticable, the validation of other regulations is not affected. The invalid, void or impracticable regulation is replaced by a regulation, which is similar to the economical intention of the contracting parties at the conclusion of contract. The above applies as a precedent for contractual loopholes.

General Terms & Conditions for Experts

  1. General

    1. The Foodstarz Media UG (haftungsbeschränkt) (hereafter “Foodstarz”) is the operator of the website foodstarz.com (hereafter “website”), and offers its customers (hereafter “customers”) the option of commissioning Foodstarz with certain jobs (hereafter “jobs”), which are then managed by the company.

    2. The jobs will not be completed by Foodstarz, but will be given to chefs and other culinary professionals registered with Foodstarz (hereafter “chefs”). Once completed, the results (hereafter “result”) will be made available for download or another form of electronic communication / file transfer to the customer from the website or as a service if the job requires a service to be performed by the chef.

    3. Experts do provide information about their current state and location of employment or professional practice. Foodstarz does not verify these informations at the moment of registration. The customer must acknowledge that no explicit verification is executed by Foodstarz.

    4. The general terms and conditions for Experts (hereafter “GTC”), are the underlying foundation for all legal relations between Foodstarz and the Experts.

    5. Experts are natural persons and do not act as consumers.

    6. Differing terms and conditions for Experts do not apply.

  2. Registration

    1. To be able to view and process jobs on the website the Expert has to register on the website via the registration form.

    2. The Expert must be at least 18 years of age (or of the legal age in his country to be allowed to work professionally) to create an account at Foodstarz and to participate in the commissioning of jobs.

    3. Foodstarz reserves the right to disable an account if the Expert provided incorrect data.

    4. To register successfully the Experts must state a specific expertise in a professional gastronomic field as well as additional information about his/hers professional career which are stored during the registration process and become publicly available on the website.

    5. The Expert agrees that his/her name as well as the professional data and all uploaded content become publicly available on the website.

    6. Foodstarz does not verify the expertise or other aspects of the professional career of registered Experts or any other personal data. Foodstarz is entitled to remove the Expert from the website or deny further access to the website if the Expert made false declarations.

    7. The Expert is to make sure that all data asked in the registration form is correct, complete and truthful. The Expert agrees to keep the data up to date. For this purpose, the Expert can display his or her personal data at any time on the website.

    8. Upon registering, the Expert receives a user name and a personal password.

    9. When the Expert registers, Foodstarz creates a user profile and a user account.

    10. The registration and the user account are not transferable.

    11. Experts are allowed to register only once at Foodstarz.

    12. As far as uploaded images or videos are are concerned, especially copy-, name or industrial property rights, the Expert grants Foodstarz a temporally and spatially unlimited, exclusive, transferable and sub-licensable right to process and use the images and videos for all known and unknown types of use.

    13. During registration, the Expert has to indicate whether he or she is considered as an entrepreneur and is thus obliged to pay value added tax (VAT). In this case, the Expert has to indicate their VAT identification number. The Expert has to notify Foodstarz immediately in case of a change to his or her status as an entrepreneur.

  3. The placing of orders and the processing of jobs

    1. Every Expert can see all jobs on the website for which the client has selected the Expert specifically and asked for application or which were made available generally and match the Expert’s expertise.

    2. Foodstarz offers every Expert to apply for visible jobs. The jobs will be assigned to an Expert by the client individually. An application is only the notice of intent by the Expert to take over a specific job but does not guarantee it.

    3. Once the job has been assigned to an Expert, the Expert receives information provided by the client as well as guidelines how completing the job. The Expert carries out the job according to the client’s expectations.

    4. The Expert transfers the finished result to Foodstarz by the deadline at the latest. The transfer takes place via upload on the website or by executing the assigned job on location if required in the job description.

    5. If the Expert realizes that the job cannot be fulfilled within the deadline, he or she can contact the client through the chat functionality on the website and clarify uncertainties or ask to extend the deadline.

    6. The Expert agrees that Foodstarz is able to impersonate the Experts account for support and managed services. The Expert agrees that Foodstarz is allowed to impersonate the Expert’s account and execute all functionality of the website in his name if the Expert has asked Foodstarz to do so.

    7. The implementation of jobs, the result or the provision of the result must not violate the law or third-party rights. Nevertheless, if Foodstarz deems this to be the case, the result will be initially removed from the website. The Expert will then be given the opportunity to eliminate the violation within one week. If the Expert fails to achieve this, the result will be permanently deleted.

    8. The Expert is aware of the fact that the loss of data on the Foodstarz server cannot be excluded entirely. The Expert is obliged to keep a backup copy of the uploaded results. Notwithstanding, Foodstarz performs data backups regularly and therefore seeks to keep an eventual loss of data as to a minimum.

  4. Confidentiality

    1. All information the Expert receives with the commissioning and processing of a job is, provided the information (i) is not public knowledge at the time placing the order, (ii) has become subsequently public knowledge without being the Expert’s fault, (iii) is unknown to the Expert at the time placing the order lawfully or (iv) has been introduced lawfully by third parties to the Expert (referred to as “information”), to be kept secret. In particular, all information received within commissioning including — but not restricted to — any data of the client as well as their guidelines, has to be kept in confidence.

    2. The Expert is liable for damages resulting from breach of this agreement, and thus undertakes to replace and restore any damage and/or loss caused against Foodstarz and/or any client resulting from such breach. The Expert also undertakes to indemnify Foodstarz and/or any client from any third party claim in as far as such claim can be attributed to any breach under this Confidentiality Agreement.

    3. Without a previous written agreement of Foodstarz, it is not allowed to reproduce or use such information. On request of Foodstarz, all information (including copies and records) has to be returned to Foodstarz or destroyed immediately and completely.

  5. Rights to results

    1. As far as rights for the Expert’s results are concerned, especially copy-, name or industrial property rights, the Expert grants the client a temporally and spatially unlimited, exclusive, transferable and sub-licensable right to process and use the result for all known and unknown types of use.

    2. In particular, Foodstarz is entitled to forward results to the client and to transfer all rights to that person.

    3. The right to reproduce, distribute, issue, perform, save, transfer and process the results in any way is particularly compromised.

    4. Foodstarz is free to decide whether the results will be utilised against payment or free of charge.

    5. The Expert abstains from being named when the results are published.

    6. The Expert further grants that he or she is being named as the creator of the results if the client explicitly asks for it.

    7. As far as the Expert’s entitlement in this section on designated rights and rights of review is concerned, especially in accordance with § 41 UrhG, he or she abstains from exercising them for the duration of five years after the creation the right of review. In case of review, Foodstarz remains a simple user right concerning the section of the text involved. The exclusion of the right of review due to other reasons remains unaffected.

    8. The Expert assures to grant all aforementioned rights to Foodstarz.

    9. Further the Expert assures that results or their transfers do not violate rights, especially copy-, name-, industrial property or third-party rights.

    10. The Expert releases Foodstarz from all claims that can be caused against Foodstarz due to violation against this section.

  6. Remuneration, user account and taxes

    1. When the Experts fulfils a job properly, Foodstarz pays the Expert the net remuneration that is indicated in the description of the task. When the Expert is considered as an entrepreneur obliged to pay value added tax, Foodstarz disburses legal added tax in addition.

    2. Foodstarz receives a commission from the client on top of the net remuneration. The level of commission is based on the individual contract between Foodstarz and the customer.

    3. Foodstarz will impose a service and handling fee, which is a lump sum of 4 % which is applied to the net remuneration and is based on fees and supplier agreements. These may include, without limitation, transaction fees, external sales agent commissions and average cancellation rates.

    4. Therefore, the job description that the client sets up does not include the respective net remuneration owed by the customer but the net remuneration owed by the customer minus the service and handling fee and net commission of Foodstarz.

    5. The actual pay out is triggered after the job has been completed by the client and the compensation was successfully paid by the client to Foodstarz.

    6. The Expert can select if his pay out will be executed through PayPal or through wire transfer. The due date for payment is 30 days starting at the moment the job has been completed by the client.

    7. If the client does not pay the owed compensation to Foodstarz, Foodstarz can and will postpone the payout to the Expert until the dispute with the client is settled. If the dispute can not be settled and the compensation by the client is never payed Foodstarz will not be able to compensate the Expert for his services as the job will never reach a completed state.

    8. Possible costs and fees involved for a bank transfer to an account outside Germany is to be paid by the Expert.

    9. Foodstarz creates and sends the Expert a credit note for every amount paid out and includes possible value added tax.

    10. Foodstarz is entitled to compensation and to withhold funds.

    11. Over the course of the business relations with Foodstarz, the Expert is responsible for fulfilling the social security and tax regulations in the Expert’s place of residence.

  7. Liability

    1. Foodstarz is only responsible for damages when they are at fault. Claims for damages — regardless of the legal cause — by the Expert for damages caused due to slight negligence are excluded. This does not apply when a duty has been breached which is of great importance for achieving the contractual purpose.

    2. The liability of Foodstarz for violating a contractual obligation is limited to the extent of damage which was typically foreseeable when the job was set up because of circumstances that were recognisable at the time.

    3. Foodstarz remains unaffected by claims for damages regarding the product liability law by reason of violation of life, body, health or because of a warranty promise, and claims for damages due to gross negligence or malicious conduct.

    4. Foodstarz does not assume liability for the continuous availability or functional capabilities of the website and for the services offered on the website.

    5. Foodstarz does not assume liability if jobs, their fulfilment, results or the transfer of resulting violate the law or third-party rights. The Expert is obliged to keep Foodstarz entirely free from liability in case Foodstarz is taken up on this by third parties.

  8. Termination of contract

    1. This contract can be terminated by both parties within one month to the end of the month.

    2. The termination without notice for exceptional reasons remains unaffected.

    3. Terminations have to be submitted in writing.

    4. Jobs which have already been assigned to Experts at the point of termination, but are not yet finished, are not affected by the termination.

    5. At termination of the contract, Foodstarz removes all access data but keeps the user profile as well as his or her personal data. Foodstarz also keeps all records regarding payment, transactions and accounting.

    6. If all personal data must also be deleted completely the Experts must state this in writing towards Foodstarz. Transactional data can not be deleted as Foodstarz is liable to keep all transactional records for at least 10 years.

  9. Exclusivity

    1. The Expert is not allowed to accept jobs, tasks or any other order from a client which was connected to him via Foodstarz during the duration of this contract as well as for six months after the termination of this contract.

  10. Compensation and withholding funds

    1. The Expert can only determine with undisputed or legal binding claims against claims of Foodstarz or assert a withholding right. The Expert remains legal assertion of his or her claims unaffected.

  11. Data protection

    1. Whilst the job is being worked on, all parties agree that Foodstarz has to transmit personal data of the Expert to the client.

    2. The data protection agreement of Foodstarz can be found on the website.

  12. Final clauses

    1. Changes and further amendments to that contract need to be made in writing (electronic form (§ 126 a BGB) or in the form of text (§ 126 b BGB) are sufficient), in order to be valid. This also applies to the cancellation of the written form requirement.

    2. The business relationship plus any agreements concerning the jobs between Foodstarz and the customer are subject to the material German law, with the exception of the regulations of the international private law. The application of the regulations of the UN sales law (CISG) is excluded.

    3. The place of performance and the place of jurisdiction for any arguments in connection with the relationship of business and the agreements, which are based on the jobs, between Foodstarz and the customer, are located in Hamburg. However, Foodstarz can take legal proceedings against the customers at their residence.

    4. In case particular regulations of this contract are entirely or partly invalid, void or impracticable, the validation of other regulations is not affected. The invalid, void or impracticable regulation is replaced by a regulation, which is similar to the economical intention of the contracting parties at the conclusion of contract. The above applies as a precedent for contractual loopholes