Terms of Service

1.Acceptance & Definitions

1.1 Acceptance

By creating an account, accessing, or using the Platform you confirm that you have read, understood, and accept these Terms and our Privacy Policy. If you accept these Terms on behalf of an organization, you represent that you are authorized to bind that organization, and “you” refers to that organization.

1.2 Definitions

For the purposes of these Terms:

• User: Any individual or entity that registers on or uses the Platform.
• Company (Buyer): An organization User that subscribes to the Platform to source, contract, and pay for project work. Companies are the buyers in the marketplace.
• Consulting Firm: An organization User that offers the services of its consultants through the Platform. Consulting Firms participate without a subscription fee (see §4.6).
• Independent Consultant (Consultant): A self-employed professional User that offers their services through the Platform. Consultants participate without a subscription fee (see §4.6).
• Manager: An operational User acting on behalf of a Company or Consulting Firm (e.g., creating projects, placing bids, reviewing deliverables) within the permissions granted to their role.
• Employee: A restricted User added to a Company who may participate only in projects to which they are assigned.
• Seller (Supply Side): A Consulting Firm or Independent Consultant providing services through the Platform.
• Engagement: A project, contract, or assignment agreed between a Buyer and a Seller through the Platform.
• Contract: The platform-generated agreement (with milestones, budget, and scope) recording an Engagement between a Buyer and a Seller.
• Deliverable: Work product submitted by a Seller against a Contract milestone.
• Tokens: The Platform’s internal unit of account used to denominate, budget, and settle work under Contracts, as described in §5.
• Escrow: The mechanism by which Tokens allocated to a Contract are locked at contract start and released to the Seller on milestone approval, as described in §6.
• IndexScore®: An objective score (range 200–800) computed by egtos to represent a Seller’s demonstrated reliability and quality, as described in §8.
• Marcus: The Platform’s AI agent that assists with scoping, managing, and mediating Engagements, as described in §9.
• Subscription: A Company’s paid plan granting access to the Platform’s hiring features, as described in §4.
• Fees: Any amounts charged by egtos as set out in these Terms, the pricing pages, or in-product disclosures (including token purchase, distribution, and redemption fees).

Defined terms are capitalized throughout. Headings are for convenience only and do not affect interpretation.

2.The Service & egtos’s Role

2.1 What the Platform is

egtos operates a two-sided hiring marketplace that connects Companies (buyers) with Consulting Firms and Independent Consultants (sellers) for project-based work. The Platform provides tools to discover sellers, scope and create projects, agree Contracts with milestones, hold and release payment in Escrow, compute and display IndexScore®, and assist and mediate through the Marcus AI agent.

2.2 egtos is an intermediary, not a party to Engagements

egtos provides the marketplace and the supporting tooling. Engagements are entered into directly between the Buyer and the Seller. egtos is not a party to any Engagement or Contract between Users, is not the employer, agent, or partner of any User, and does not supply, perform, supervise, or guarantee the underlying professional services. Each Buyer and Seller is solely responsible for the lawfulness, quality, timeliness, and outcome of the work, and for compliance with all laws applicable to their relationship (including labor, immigration, social-security, professional-licensing, and tax laws).

2.3 egtos operates the Escrow but is not a bank

egtos operates an Escrow mechanism to hold Tokens allocated to a Contract and to release them according to the Platform rules and milestone approvals (see §6). egtos is not a bank, payment institution, e-money issuer, deposit-taker, or fiduciary, and the Escrow is not a bank account. Tokens held in Escrow do not earn interest, are not insured deposits, and are held and released solely in accordance with these Terms. Cash payments are processed by our third-party payment processor (see §6.5).

2.4 No professional advice

The Platform, including Marcus, IndexScore®, and any analytics, templates, or suggestions, is provided as an operational tool only. It does not constitute legal, financial, tax, accounting, employment, or other professional advice. You are responsible for obtaining your own professional advice.

2.5 Availability and changes to the service

We may add, modify, suspend, or discontinue any feature of the Platform at any time. We aim to provide reasonable notice of material changes that adversely affect paying Users.

3.Eligibility, Accounts & Roles

3.1 Eligibility

To use the Platform, you must: (a) be at least 18 years old; (b) have the legal capacity to enter into binding contracts; (c) if acting for an organization, have authority to bind that organization to these Terms; and (d) not be barred from using the Platform under any applicable law or sanctions program.

3.2 Accurate information

You agree to provide accurate, current, and complete information during registration and to keep it up to date. We may require identity, business, or eligibility verification and may suspend access pending verification.

3.3 Account security

You are responsible for safeguarding your login credentials and for all activity under your account. Notify us promptly at contact@egtos.ch of any unauthorized use. We are not liable for losses arising from your failure to keep credentials secure.

3.4 Roles

Access and permissions depend on your role (Company, Consulting Firm, Consultant, Manager, Employee, or Admin). Each role has distinct capabilities and restrictions within the Platform; you may only use features made available to your role. Your profile must accurately reflect your role and authority.

4.Subscriptions & Billing (Companies)

4.1 Who subscribes

Only Companies pay a Subscription to access hiring features. Consulting Firms and Independent Consultants participate without a Subscription fee (see §4.6).

4.2 Plans

We offer a free Starter tier and paid tiers (e.g., Executive, Corporate, Global) with differing seat counts, included Tokens, extra-seat pricing, and access scope, as set out on our pricing pages and in-product. The pricing pages and in-product disclosures form part of these Terms.

• Starter (free): Preview and setup only. Starter does not permit hiring, contracting, or releasing Escrow. It is provided for evaluation and account configuration.
• Paid tiers: Grant hiring access and include a seat allocation and a Token allocation per term.

4.3 Billing cadence — you choose monthly or annual

At checkout you choose your billing cadence:

• Monthly: You pay the displayed monthly price each month, subject to a 12-month minimum commitment (see §4.5).
• Annual: You commit for an annual term (12-month minimum) billed on the annual cadence, and may qualify for multi-year commitment discounts (e.g., 5% / 10% / 20% / 30% for longer commitments) as shown at checkout.

The on-screen checkout discloses the exact amount and cadence you will be charged. The amount and cadence shown at checkout govern.

4.4 Seats, Tokens & forfeiture

Seats and included Tokens are allocated per plan and term. Additional seats may be purchased at the per-seat price shown for your tier. Unused seats and unused plan-included Token allocations are forfeited at the end of the term — they do not roll over and are not converted to cash. Token purchase, distribution, and redemption are governed by §5.

4.5 Minimum commitment, cancellation & early-termination fee

All paid Subscriptions carry a 12-month minimum commitment. Downgrades are not available mid-commitment and take effect only at renewal. Cancellation rules:

• 12-month commitment: You may cancel, but the committed term is honored (charges continue or remain due through the end of the committed term).
• 15 / 18 / 24 / 36-month commitments: Early termination is subject to an early-termination fee (ETF) of 50% of the remaining committed amount.

We do not apply automatic annual price-uplift clauses to your committed term.

4.6 Sellers participate free

Consulting Firms and Independent Consultants may register and use seller features without a Subscription fee. Sellers monetize through completed work and are subject only to the applicable Token redemption fee on cash-out (see §5.4). “Free” refers to the absence of a subscription fee and does not waive redemption or other transaction fees.

4.7 No free trial

We do not offer a free trial. The evaluation environment is demo.egtos.ch, which uses non-production sample data that is reset periodically and creates no rights or obligations.

4.8 Taxes

Stated prices are exclusive of applicable taxes (e.g., VAT) unless stated otherwise. You are responsible for taxes arising from your purchases and Engagements other than taxes on egtos’s net income.

5.Tokens

5.1 Nature of Tokens

Tokens are an internal unit of account used to denominate, budget, and settle work under Contracts. Tokens are not legal tender, securities, e-money, or a cryptocurrency for investment, and have no independent cash value. Tokens have value only within the Platform and only realize cash value through redemption in accordance with §5.4. Tokens are non-transferable except as expressly enabled by Platform features, and confer no ownership interest in egtos.

5.2 Purchasing Tokens

Companies may purchase Tokens at the prices published on our pricing pages (base price per Token, with volume pricing at higher quantities, as disclosed). A purchase fee of 5% applies to Token purchases. Token purchases are final except as required by applicable law.

5.3 Distribution of Tokens

Tokens may be allocated internally within a Company (e.g., to departments or projects). A distribution fee of 2.5% applies to internal Token distributions, as disclosed in-product.

5.4 Redemption (cash-out) & redemption fees

Eligible Users may redeem Tokens for cash via the Platform’s redemption process, subject to a redemption fee deducted on cash-out:

• Consultant: 15%
• Company: 20%
• Consulting Firm: 25%

Redemption is the only mechanism by which Tokens convert to cash value, and is subject to verification, applicable minimums, and payment-processor terms. Redemption may be delayed or withheld where required for fraud prevention, sanctions screening, dispute resolution, or legal compliance.

5.5 Taxes on Tokens and earnings

You are solely responsible for determining and paying any taxes, levies, or social contributions arising from your purchase, receipt, distribution, redemption, or use of Tokens and from your Engagements. egtos does not provide tax advice and does not act as your withholding agent except where legally required.

6.Escrow & Payments

6.1 Lock on contract start

When a Contract is created and started, the Tokens budgeted for that Contract are locked in Escrow. Locked Tokens are reserved for that Contract and are not available for other use while locked.

6.2 Release on milestone approval

Escrowed Tokens are released to the Seller upon approval of the corresponding milestone/deliverable by the Buyer (or as otherwise provided by the Platform rules, including dispute outcomes under §10). Until release, Tokens remain held in Escrow.

6.3 Blockchain-backed Escrow and on-chain disclosure

The Escrow is blockchain-backed. Certain escrow and transaction records are written to a public blockchain (currently the Polygon network). You acknowledge that information recorded on a public blockchain is, by design, public, permanent, and immutable, and cannot be altered or deleted by egtos or by you. While we do not publish personal data on-chain as part of normal operation, on-chain records (such as escrow state, amounts, timestamps, and pseudonymous identifiers) are outside egtos’s control once written. See the Privacy Policy for how this interacts with your data-protection rights.

6.4 egtos’s role and limits in Escrow

egtos holds and releases Tokens in Escrow strictly according to these Terms, the Contract milestones, Buyer approvals, and any dispute outcome under §10. As stated in §2.3, egtos is not a bank and the Escrow is not a deposit account. Escrowed Tokens earn no interest. egtos is not responsible for delays or failures attributable to blockchain networks, payment processors, or events beyond its reasonable control. Where Escrow cannot be released due to a dispute, the funds are handled per §10.

6.5 Payment processing

Cash payments (subscriptions, Token purchases, and redemption pay-outs) are processed by our third-party payment processor (currently Stripe). Your use of payment features is subject to the processor’s terms. egtos does not store full payment-card numbers. egtos is not responsible for non-payment, chargebacks, or settlement timing controlled by the processor or banking systems.

7.Engagements, Contracts & Deliverables

7.1 Engagements are between Buyer and Seller

Each Engagement is a direct relationship between the Buyer and the Seller. egtos provides the tooling (project scoping, bidding, Contract generation, milestones, deliverable submission, messaging, Escrow) but is not a party to the Engagement (see §2.2).

7.2 Platform-provided Contracts and milestones

The Platform generates a Contract recording the agreed scope, milestones, and Token budget. By starting a Contract, both parties agree to its terms as recorded on the Platform and to settle the Engagement through the Platform’s milestone and Escrow mechanics. Parties may have additional off-platform agreements, provided they do not conflict with these Terms; in case of conflict regarding payment and Escrow, the Platform mechanics govern.

7.3 Deliverables and acceptance

Sellers submit Deliverables against Contract milestones; Buyers review and approve or reject in accordance with the Platform’s workflow. Approval triggers release of the corresponding Escrowed Tokens (§6.2). Ownership of, and rights in, Deliverables are governed by §12 and any additional agreement between the parties.

7.4 Compliance

Each party is responsible for ensuring that an Engagement complies with all applicable labor, immigration, tax, professional-conduct, and other laws, and that any personnel made available are authorized to perform the work.

8.IndexScore®

8.1 What IndexScore® is

IndexScore® is an objective score on a 200–800 scale computed by egtos to represent a Seller’s demonstrated reliability and quality on the Platform. It is portable in that it travels with the Seller’s profile across the Platform.

8.2 How it is computed (high level)

IndexScore® is derived from factors such as work history, deliverable quality, peer and counterparty reviews, and verified credentials. The exact weighting and methodology are determined by egtos and may change as the methodology evolves.

8.3 “As is”; not a guarantee

IndexScore® is provided “as is” as an informational signal. It is not a guarantee, warranty, or representation of any Seller’s future performance, suitability, solvency, or conduct, and must not be relied on as the sole basis for any hiring or contracting decision. Each Buyer remains responsible for its own due diligence.

8.4 Automated processing of personal data

Because IndexScore® is computed from data about individuals, its calculation involves profiling and automated processing of personal data within the meaning of the FADP and the GDPR. Your rights in relation to this processing, including transparency and the right to request human review where applicable, are described in the Privacy Policy (see also §9.4 and §18).

9.Marcus / AI Assistance & Mediation

9.1 What Marcus does

Marcus is an AI agent integrated into the Platform that can: (a) help you scope and create a project; (b) help manage an ongoing Engagement; and (c) mediate concerns between parties before any formal dispute. To do so, Marcus may read and process Contract terms, Deliverables, messages, and related Engagement data.

9.2 Mediation proposals are non-binding and voted on

In mediation, Marcus may propose a resolution that both parties vote on. Marcus’s proposals are non-binding suggestions. A proposal takes effect only if accepted by the required parties. New evidence may supersede an active proposal and re-open the vote. If the parties do not reach agreement (deadlock or mutual non-response), the matter is escalated to a formal dispute reviewed by a human egtos administrator (see §10).

9.3 Not advice; no guarantee

Marcus output is generated by automated systems and may be incomplete or incorrect. It does not constitute legal, financial, or other professional advice, and egtos does not guarantee any particular outcome from using Marcus. You remain responsible for your decisions.

9.4 Automated decision-making transparency

Marcus’s assistance and mediation involve AI processing and elements of automated decision-making. Consistent with FADP and GDPR (including GDPR Article 22 where applicable), you are entitled to transparency about this processing and to request human review of outcomes that produce legal or similarly significant effects. egtos maintains human oversight of formal disputes (§10). Details are set out in the Privacy Policy (§18).

10.Dispute Resolution

10.1 Marcus-first mediation

If a concern arises in an Engagement, the parties must first use the Platform’s Marcus-first mediation process (§9). During an active concern, affected Escrowed Tokens may be locked (placed in a disputed state) and normal release suspended until the concern is resolved.

10.2 Escalation to a formal dispute

If mediation does not resolve the concern, the matter escalates to a formal dispute reviewed by a human egtos administrator, who may direct the disposition of Escrowed Tokens (e.g., release to Seller, return to Buyer, split, or hold) according to the Platform rules and the merits presented. Administrator decisions on Escrow disposition are operational determinations about Platform-held Tokens and do not adjudicate the parties’ underlying legal rights.

10.3 Disputes with egtos; governing law and forum

For any dispute between you and egtos relating to the Platform or these Terms, the parties will first attempt resolution in good faith. These Terms are governed by the laws of Switzerland, without regard to conflict-of-laws rules. The courts of Basel, Switzerland have exclusive jurisdiction, subject to any mandatory consumer-protection rules that grant you a different forum. Nothing in this section limits a party’s recourse to courts where required by mandatory law.

11.Acceptable Use & Prohibited Conduct

You must not, and must not permit others to:

• misrepresent your identity, skills, capacity, credentials, IndexScore®, or authorization;
• post or transmit false, misleading, defamatory, infringing, or unlawful content;
• circumvent Platform Fees, Escrow, or the marketplace by moving an Engagement introduced on the Platform off-platform to avoid Fees, without our prior written consent;
• manipulate IndexScore®, reviews, bids, milestones, or Escrow, or engage in fraud, money laundering, sanctions evasion, or financing of illegal activity;
• upload malware, scrape, reverse-engineer, overload, or attempt to gain unauthorized access to the Platform or other Users’ data;
• use the Platform for spam, unrelated marketing, or competitive-intelligence harvesting; or
• use the Platform in violation of applicable law or these Terms.

We may investigate, remove content, and suspend or terminate accounts for suspected violations (see §17).

12.Intellectual Property & User-Content License

12.1 egtos IP

The Platform, including its software, design, IndexScore® methodology and mark, Marcus, text, graphics, and trademarks, is owned by egtos or its licensors and is protected by intellectual-property laws. Except for the limited rights expressly granted here, no rights are transferred to you. Use of the egtos name, logo, or marks requires our prior written permission.

12.2 Your content

You retain all rights to content you submit to the Platform (“User Content”). You grant egtos a worldwide, non-exclusive, royalty-free license to host, store, reproduce, process, and display User Content solely to operate, provide, secure, and improve the Platform (including computing IndexScore® and powering Marcus). This license ends when the relevant User Content is deleted, except for (a) residual backups retained for a limited period and (b) records we must retain by law or that are immutably recorded on-chain (§6.3).

12.3 Deliverables

Ownership of, and rights in, Deliverables are governed by the Contract and any additional agreement between the Buyer and the Seller, not by egtos. egtos claims no ownership of Deliverables.

13.Confidentiality

13.1 Confidential information

Any non-public business, technical, financial, or project-related information disclosed through the Platform must be treated as confidential unless expressly stated otherwise or already public through no fault of the recipient.

13.2 Obligations

Users must not disclose another User’s confidential information to third parties without consent, except where required by law or necessary for dispute resolution through the Platform. egtos does not routinely monitor Engagement communications except where required by law, for security, or for dispute resolution.

13.3 Survival

Confidentiality obligations survive termination of these Terms and the relevant Engagement.

14.Disclaimers & Warranties

14.1 “As is”

The Platform is provided “as is” and “as available” without warranties of any kind, whether express, implied, or statutory, including any implied warranties of merchantability, fitness for a particular purpose, accuracy, or non-infringement, to the maximum extent permitted by law.

14.2 No employment relationship; no outcome guarantee

egtos does not employ Users and does not guarantee the availability, quality, legality, or outcome of any Engagement, Deliverable, IndexScore®, or Marcus output. Each User is solely responsible for verifying the credentials, skills, and suitability of any counterparty before engaging them.

14.3 Third-party and blockchain dependencies

egtos does not warrant the uninterrupted operation, security, or finality of third-party services it relies on (including payment processors and blockchain networks) and is not responsible for their acts, omissions, or downtime.

Nothing in this section excludes liability that cannot be excluded under mandatory Swiss law.

15.Limitation of Liability

To the maximum extent permitted by applicable law:

• egtos is not liable for any indirect, incidental, special, consequential, or punitive damages, or for lost profits, lost revenue, lost data, or loss of goodwill, arising out of or relating to the Platform or these Terms;
• egtos is not liable for the acts, omissions, or Engagements of Users, including non-payment, non-performance, or the quality or legality of any Deliverable; and
• egtos’s total aggregate liability to any User for all claims relating to the Platform or these Terms in any 12-month period shall not exceed the total Fees paid by that User to egtos in the 12 months preceding the event giving rise to the claim.

These limitations do not apply to liability for death or personal injury caused by negligence, for fraud or willful misconduct, or to any other liability that cannot be limited under mandatory Swiss law.

16.Indemnification

You agree to indemnify, defend, and hold harmless egtos and its officers, directors, employees, and agents from and against any claims, damages, liabilities, costs, and expenses (including reasonable legal fees) arising out of or related to: (a) your use of the Platform; (b) your Engagements, Contracts, Deliverables, or User Content; (c) your violation of these Terms or applicable law; or (d) your infringement of any third-party right. egtos will notify you of any such claim and may participate in its defense.

17.Term & Termination

17.1 By you

You may stop using the Platform and request closure of your account at any time. Closure does not relieve you of accrued obligations, including committed Subscription amounts and any ETF under §4.5, and does not reverse completed transactions or on-chain records.

17.2 By egtos

We may suspend or terminate your access, with or without notice, if you breach these Terms, create risk or legal exposure, or engage in conduct detrimental to the Platform or other Users. Where practicable and lawful, we will provide notice and an opportunity to cure.

17.3 Effect of termination

On termination, your right to use the Platform ends. We will handle any Tokens in Escrow according to §6 and §10, and outstanding redemptions according to §5.4, subject to verification and legal compliance. Provisions that by their nature should survive — including §2.2–§2.4 (role/limits), §5.5 (taxes), §6.3 (on-chain immutability), §12 (IP), §13 (confidentiality), §14–§16 (disclaimers, liability, indemnity), §10.3 (governing law/forum), and §18 (data protection) — survive termination.

18.Data Protection

egtos processes personal data in accordance with the FADP and, where applicable, the GDPR. Our processing — including the profiling involved in IndexScore® (§8.4), the AI processing and automated decision-making involved in Marcus (§9.4), and the use of sub-processors (e.g., Stripe for payments, blockchain infrastructure for Escrow, Swiss/EU hosting, and cookieless analytics) — is described in our Privacy Policy, which forms part of these Terms. Note that information written to a public blockchain (§6.3) is immutable and may limit certain erasure or rectification rights with respect to those on-chain records.

19.Changes to These Terms

We may update these Terms from time to time. Any changes will be posted on the Platform with a revised Effective Date. For material changes, we will provide reasonable notice (e.g., by email or in-product notice). Your continued use of the Platform after the revised Effective Date constitutes acceptance of the updated Terms. If you do not agree to a change, you must stop using the Platform.

20.Governing Law & Jurisdiction

These Terms, and any dispute or claim arising out of or in connection with them or the Platform, are governed by and construed in accordance with the laws of Switzerland, without regard to its conflict-of-laws provisions. The courts of Basel, Switzerland have exclusive jurisdiction, subject to any mandatory rights of consumers to bring proceedings in, or be sued only in, the courts of their place of domicile. The parties may agree in writing to resolve a specific dispute by arbitration under applicable Swiss arbitration rules.

21.Contact

For questions about these Terms, contact: