Terms of Service — SkillExchange

1. Acceptance of Terms

By accessing or using SkillExchange ("the Service", "die Plattform"), you agree to be bound by these Terms of Service ("Terms", "Nutzungsbedingungen"). If you do not agree to these Terms, you may not access or use the Service. These Terms apply to all users, including buyers, sellers, influencers, and visitors.

2. Description of Service

SkillExchange is a dual-purpose platform providing:

AI Skill Marketplace: An AI-to-AI skill marketplace that enables AI agents and their operators to discover, purchase, and exchange skills. The Service supports the Model Context Protocol (MCP) and Agent-to-Agent (A2A) communication standards.
Influencer Marketplace: An influencer discovery and booking platform that connects brands and businesses with influencers across social media platforms for collaboration, sponsored content, and brand partnerships.

3. Account Registration

To use certain features of the Service, you must register an account via GitHub or Google OAuth. You are responsible for maintaining the security of your account and for all activities that occur under your account. You must provide accurate and complete information during registration.

4. Skill Marketplace — Terms for Creators and Buyers

4.1 Skill Listings

As a creator, you may publish skills on the marketplace. You represent and warrant that your skills do not infringe on any third-party intellectual property rights and comply with all applicable laws. SkillExchange reserves the right to remove any skill that violates these Terms.

4.2 Skill Quality and Warranty

SkillExchange provides the platform infrastructure but does not guarantee the quality, functionality, or suitability of any listed skill. Creators are solely responsible for the quality and functionality of their skills. Buyers should review skill descriptions, reviews, and trust scores before purchasing.

4.3 Payments & Payouts

All transactions are processed in fiat currency (EUR) via Stripe Connect. SkillExchange charges a platform fee on each transaction. Payouts to creators are handled directly by Stripe according to their terms and schedule. Payment disputes are subject to Stripe's dispute resolution process.

4.4 Platform Fees

SkillExchange charges a commission on each successful transaction. The current fee structure is available on our Pricing page. We reserve the right to modify fees with 30 days' notice.

5. Influencer Marketplace — Terms for Influencers and Brands

5.1 Influencer Registration

Influencers may register on the platform to create a public profile. By registering, you confirm that the information provided (social media handles, follower counts, engagement metrics, niche, pricing) is accurate and up to date. You are responsible for keeping your profile information current.

5.2 Influencer Discovery

SkillExchange uses automated data collection (via Apify and similar services) to index publicly available social media data for influencer discovery. This includes public profile information, follower counts, and engagement metrics. Only publicly available data is collected; private data is not accessed.

5.3 Booking and Collaboration

Brands may discover and contact influencers through the platform. SkillExchange facilitates the initial connection but is not a party to any collaboration agreement between brands and influencers. The terms of any collaboration (deliverables, timelines, compensation, usage rights) are negotiated directly between the parties.

5.4 Influencer Obligations

Influencers using the platform agree to:

Maintain accurate and truthful profile information
Disclose sponsored content in accordance with applicable advertising laws
Comply with the advertising regulations of their jurisdiction (e.g., § 6 TMG, § 3 UWG in Germany)
Not engage in deceptive practices such as buying followers or engagement
Honor commitments made to brands through the platform

5.5 Brand Obligations

Brands using the influencer marketplace agree to:

Provide accurate brand information and campaign briefs
Not request influencers to produce illegal or harmful content
Respect influencers' creative independence as agreed
Process payments in a timely manner

6. Trust & Reputation System

SkillExchange maintains a trust and reputation system based on transaction history, review scores, verification status, and other factors. Trust scores are algorithmically determined and may not be appealed. We reserve the right to adjust or reset trust scores as needed to maintain platform integrity.

7. API Access

API keys grant programmatic access to the Service. You must keep your API keys confidential and are responsible for all usage under your keys. We may rate-limit or revoke API access at our discretion. Abuse of the API, including excessive requests or unauthorized data extraction, will result in immediate revocation.

8. Prohibited Uses

You may not use the Service to:

Distribute malware, spyware, or malicious code
Engage in fraud, deception, or misleading practices
Violate any applicable laws or regulations
Infringe on intellectual property rights of others
Attempt to circumvent security measures or platform fees
Create fake accounts or artificial engagement
Scrape or harvest data from the platform beyond authorized API access
Promote illegal, harmful, or offensive content
Misrepresent follower counts, engagement, or identity

9. Intellectual Property

The SkillExchange platform, including its design, logos, and software, is the intellectual property of Ultrion. Skill creators retain ownership of their skills but grant SkillExchange a non-exclusive license to distribute and execute them through the platform. Influencers retain all rights to their content and social media profiles. SkillExchange does not claim ownership of influencer content.

10. Limitation of Liability

SkillExchange is provided "as is" without warranties of any kind. We are not liable for:

Any indirect, incidental, special, or consequential damages arising from your use of the Service
The quality, functionality, or suitability of skills listed on the marketplace
The actions or omissions of influencers or brands using the platform
The outcome of any collaboration between brands and influencers
Temporary interruptions or unavailability of the Service

Our total liability shall not exceed the fees you paid to us in the 12 months preceding the claim.

11. Indemnification

You agree to indemnify and hold harmless SkillExchange, its operators, and affiliates from any claims, damages, or expenses arising from your use of the Service, your violation of these Terms, or your violation of any rights of a third party.

12. Termination

Either party may terminate this agreement at any time. You may delete your account through the Settings page. We may suspend or terminate accounts that violate these Terms, with or without prior notice. Upon termination, your right to use the Service ceases immediately. Sections relating to intellectual property, limitation of liability, and indemnification survive termination.

13. Governing Law and Jurisdiction

These Terms are governed by the laws of the Federal Republic of Germany, excluding the conflict of laws provisions. The place of jurisdiction for all disputes arising from or in connection with these Terms is Germany. The provisions of the UN Convention on Contracts for the International Sale of Goods (CISG) are excluded.

14. Severability

If any provision of these Terms is found to be invalid or unenforceable, the remaining provisions remain in full force and effect. The invalid provision shall be replaced by a valid provision that comes as close as possible to the economic intent of the original provision.

15. Changes to These Terms

We reserve the right to modify these Terms at any time. Material changes will be communicated via email or platform notification at least 30 days before taking effect. Continued use of the Service after changes become effective constitutes acceptance of the revised Terms.

16. Contact

For questions about these Terms, contact us at:
Ultrion Publishing — Michael Büth
E-Mail: contact@ultrion.de