Mission Terms and Conditions

1. Platform

Carewell SA (“Carewell”) operates and makes available the platform accessible via the Carewell application (“Platform”), on which Carewell connects workers (each a “Worker”) with hospitals and other establishments in the healthcare sector (each such establishment a “Hirer”) in order to offer Workers registered on the Platform missions carried out exclusively in Switzerland with Hirers registered on the Platform.

Carewell holds an authorization issued by the Canton of Vaud for the provision of temporary staffing services (staff leasing) and recruitment services for missions carried out exclusively in Switzerland.

Hirers provide the details of the missions (each a “Mission”) on the Platform. Workers express their interest in a Mission either directly via the Platform or at the direct request of Carewell or the Hirer. The Hirer confirms, for each Mission, the engagement of the Worker for the Mission in question. Following this confirmation, a Mission Contract is concluded in accordance with the provisions of Section 2 below.

Use of the Platform is subject to the Platform’s general terms and conditions (“Platform Terms”). Use of the Platform is free of charge for Workers.

2. Missions

These terms (“Mission Terms”) act as a framework agreement and govern an indefinite number of missions that the Worker will carry out over a certain period with one or more Hirers.

The Mission Terms take effect upon the conclusion by Carewell and the Worker of a supplementary contract (“Mission Contract”) relating to a Mission that the Worker agrees to carry out for a Hirer. These Mission Terms oblige neither Carewell to offer a Mission nor the Worker to accept a Mission offered by Carewell. Each new Mission is the subject of a new Mission Contract, which constitutes a new employment contract governed by these Mission Terms and by the content of the relevant Mission Contract.

Before accepting each Mission Contract, the Worker undertakes to proactively disclose any other employment or activity during the duration of the Mission. During the Mission, the Worker undertakes not to accept any other employment or activity, except with the explicit written consent of Carewell.

Each Mission Contract contains the following information:

• The type of work to be performed during the Mission.
• The place of work of the Mission.
• The start of the Mission.
• Whether the Mission is of fixed or indefinite duration, and the duration of the Mission, as applicable.
• The salary for the Mission and any additional expenses.

The Mission Contract is deemed concluded upon its acceptance by the Worker and the Hirer. The Mission Contract, completed with the information relating to the Mission in question, is then made available to the Worker for signature. The Worker undertakes to send Carewell a copy of the Mission Contract signed with the Hirer before the start of the Mission.

In the event of cancellation by the Worker before the start of the Mission, Carewell reserves the right (i) to restrict or suspend the Worker’s account, and/or (ii) to display this cancellation on the Worker’s profile visible to Hirers.

While performing a Mission, the Worker undertakes to comply with the Hirer’s internal regulations (where applicable), to follow the Hirer’s instructions for the performance of the Mission, and to apply the safety instructions provided to him or her by the Hirer.

3. CLA

As a general rule, the Worker is subject to the Staff Leasing Collective Labour Agreement (“CLA”).

Where the Hirer is subject to a CLA that has been declared generally binding, the Worker is subject to the provisions of that agreement concerning salary and working hours, as defined in Art. 48a of the Employment Services Ordinance (AVV). Any applicability of a CLA is specified in the Mission Contract.

4. Work permit and withholding tax

By accepting a Mission on the Platform, the Worker confirms that he or she holds a Swiss passport or a valid work permit at the time the Mission Contract is concluded and, if the Mission is of fixed duration, for the entire duration of the Mission (“Work Permit”). The Worker undertakes to immediately notify Carewell by email at hr@carewell.ch of any change relating to the Work Permit.

When registering in accordance with the Platform Terms, the Worker informs Carewell whether he or she is subject to withholding tax in Switzerland. The Worker undertakes to immediately notify Carewell by email at hr@carewell.ch of any change relating to any withholding tax liability.

5. Remuneration

5.1 Salary, time recording, and deductions

The salary applicable to a Mission is governed by the Mission Contract. Where applicable, Carewell guarantees that the minimum salaries within the meaning of the CLA applicable to a particular Mission are complied with.

The Worker is required to report to Carewell the hours worked in the context of a Mission on a weekly basis, using one of the communication methods made available on the Platform. If a Mission lasts less than one week, the hours are reported at the end of the Mission. If the Worker fails to record his or her hours in accordance with this provision, the hours reported by the Hirer shall be deemed authoritative.

In the event of a discrepancy between the hours reported by the Worker and by the Hirer, the hours initially scheduled for the Mission shall prevail, unless they have been modified on the Platform and validated by the Hirer and the Worker, in which case those hours shall prevail.

Carewell remains free to arbitrate any disagreement relating to hours and to make corrections to the reported hours where there are reasonable doubts as to their accuracy, in particular on the basis of the information provided by the Hirer. The salary is paid within 30 days of the end of the Mission to the bank account provided by the Worker to Carewell via the Platform or another communication method made available. If a Mission lasts more than 30 days, the salary is paid no later than the 5th business day of the following month for the work performed under that Mission during the previous month.

Before the salary is paid, Carewell provides the Worker with a salary statement showing the services performed by the Worker, the applicable social security deductions, and the amount to be paid to the Worker.

The salary is paid net, i.e. after deduction of the legally applicable employee contributions. Carewell reviews, at the latest at the end of the calendar year, whether the deductions were necessary for the Worker concerned and, where applicable, refunds any excess contributions deducted to the Worker within 3 months.

5.2 Expenses

The reimbursement of expenses incurred in the context of a Mission is governed by the Mission Contract. Unless otherwise provided in the Mission Contract or in any applicable CLA, expenses must be approved in advance by Carewell.

5.3 Bonus

Any bonus payment is made at Carewell’s sole discretion, and previous bonus payments, if any, do not give rise to any entitlement to future bonus payments.

6. Probationary period

In the case of a fixed-term Mission, the probationary period corresponds to the first two thirds of the Mission, up to a maximum of 3 months. In the case of a Mission of indefinite duration, the probationary period is 3 months.

7. Working hours

Where applicable, the provisions of the CLA in force apply to the elements relating to working hours for the Mission in question. These elements are:

• Working time (duration, rest, breaks, etc.)
• Overtime and excess hours
• Rest periods
• Holidays
• Public holidays
• Days of absence (wedding, funeral, moving house, etc.)

With regard to holidays, the Worker may take his or her holidays while the employment relationship lasts, i.e. during a Mission. In the case of highly irregular Missions and/or Missions of relatively short duration (up to a maximum of 3 months), the holiday entitlement is compensated in the form of a supplement expressed as a percentage (e.g. 8.33% for 20 days of annual holiday, 10.64% for 25 days of annual holiday) of the gross salary. This holiday supplement is paid together with the salary and is shown separately as such on the salary statement. Upon request, Carewell may hold the holiday supplement in a separate account, and the Worker may withdraw this amount at his or her own discretion.

8. Termination

8.1 Closing the account on the Platform

Provided that no Mission is in progress, the Worker may close his or her account on the Platform at any time, in accordance with the Platform Terms. If a Mission is in progress, the Worker may only close his or her account once the Mission has ended.

8.2 Termination of a Mission

During the probationary period within the meaning of Section 6, the Mission Contract may be terminated with a notice period of 2 working days.

In the case of a fixed-term Mission, the Mission Contract ends automatically on the agreed end date. The Mission Contract may also be terminated by either party in accordance with the notice periods applicable to Missions of indefinite duration.

In the case of a Mission of indefinite duration, the Mission Contract may be terminated by either party subject to the following notice periods, in accordance with Art. 11 of the Staff Leasing CLA:

Uninterrupted Employment Period	Notice period
1 to 3 months	2 working days
4 to 6 months	7 calendar days
From the 7th month	Unless otherwise provided in the Mission Contract, one month, effective on the same day of the following month

The notion of uninterrupted employment period (“Uninterrupted Employment Period”) is defined as the total number of weeks worked across the various Missions for the same Hirer and in the same role. Where there is an interruption of at least 3 weeks between the various Missions, in the case of an Uninterrupted Employment Period, the total period of service starts to run anew at the end of the interruption. Interruptions due to illness or accident are excepted.

Where applicable, the Mission Contract ends automatically and without notice at the end of the relevant month if or when the Worker reaches the statutory retirement age (AVS/OASI) or is granted a full disability pension (AI/DI).

Where there are sufficient grounds, Carewell explicitly reserves the right to terminate the Mission Contract at any time with immediate effect, in accordance with Art. 337 of the Swiss Code of Obligations. In such a case, Carewell reserves the right to block or restrict access to the Worker’s account on the Platform.

9. Social benefits

9.1 Accident

Workers are insured against occupational accidents for the duration of their Mission. The insurance begins on the first day of the Mission as contractually agreed and ends on the last day of the Mission. Non-occupational accidents are covered in accordance with the provisions of SUVA. The Worker’s salary is covered at 80% from the 3rd day following the accident. During these three days, Carewell pays at least 4/5 of the salary.

To the extent that SUVA refuses or reduces its benefits for non-occupational accidents in cases of extraordinary hazards or hazardous ventures within the meaning of Art. 49 and 50 of the Ordinance on Accident Insurance (OLAA), Carewell is released from its obligation to pay the salary under Art. 324a and 324b CO, as applicable.

9.2 Illness

In the event of illness occurring during a Mission, Workers are entitled to daily allowances, in accordance with Art. 28 and 29 of the Staff Leasing CLA.

9.3 Military service, civilian service or civil protection service

After expiry of the probationary period, Workers are entitled to loss-of-earnings compensation (“APG”) during their compulsory Swiss military service, civil protection service or civilian service, in accordance with Art. 16 of the Staff Leasing CLA in force. Where applicable, the notion of Uninterrupted Employment Period is relevant.

9.4 Maternity

Female Workers are entitled to APG in accordance with Art. 17 of the Staff Leasing CLA in force. Where applicable, the notion of Uninterrupted Employment Period is relevant.

10. Confidentiality

In the context of these Mission Terms or the Mission Contracts, the Worker may be provided with confidential information (“Confidential Information”). Confidential Information includes, without limitation, all information relating to Missions and Mission Contracts, as well as any information obtained in the course of a Mission with a Hirer that is marked as confidential or that could reasonably be considered as such, regardless of the form of such information.

Information that is publicly available or accessible, or information lawfully received without restriction, is not considered confidential.

The Worker undertakes to protect all Confidential Information that becomes accessible or known to him or her on the basis of these Mission Terms and/or a Mission Contract. This confidentiality obligation remains in force even after the end of the relationship between the Worker and Carewell or the relevant Hirer, as the case may be.

11. Liability

The Worker is liable for damage caused intentionally or negligently to Carewell or the Hirer.

Any use of the Worker’s private vehicle, whether to travel to the place of the Mission or, where applicable, in the performance of his or her duties, is under the sole responsibility of the Worker. The Worker undertakes, in particular, to hold all necessary insurance.

12. Worker data

Carewell collects the data necessary for personnel administration in the context of the Missions. The Worker agrees that Carewell may transfer this data within and outside the country (i) for Carewell’s HR management purposes, (ii) to external service providers for the processing of salary payments, and (iii) to Hirers for the performance of the Missions.

13. Miscellaneous

Entire agreement: These Mission Terms, together with the Mission Contract where applicable, constitute the entire agreement and supersede all prior agreements between the Worker and Carewell relating to the subject matter of these Mission Terms.

Amendments to the Mission Terms: Carewell may amend these Mission Terms from time to time. Carewell will notify Workers via the Platform at least 14 days before such amendments apply to Workers.

No assignment: Unless otherwise agreed, the Worker may not assign his or her rights, obligations or claims under these Mission Terms.

Severability: If any provision of these Mission Terms (in whole or in part) is found to be illegal, invalid or unenforceable, the remaining provisions shall remain fully applicable mutatis mutandis.

Governing law: Swiss substantive law.

Jurisdiction: Competent court in accordance with Art. 34 of the Swiss Civil Procedure Code (CPC) or Art. 115 of the Federal Act on Private International Law (PILA), as applicable.