1. Validity and subject matter
a. These general terms and conditions (hereinafter: the GTC) apply exclusively to entrepreneurs, legal entities under public law or special funds under public law.
b. We only accept conflicting terms and conditions of the client that differ from our terms and conditions if we expressly agree to their validity in writing.
c. These terms and conditions also apply to all future transactions with the client, in particular placement, consulting and service contracts in the context of personnel search, personnel selection and interim management.
d. Without a written agreement between client and contractor, which states otherwise, an appointment made by the client with an applicant presented by the contractor constitutes acceptance of these general terms and conditions.
2. Services and conclusion of contract
A brokerage, consulting or other service contract is concluded between us and the client, which is valid even if the order is placed exclusively orally.
3. Brokerage fee
a. Our claim to a placement fee arises - unless we have agreed otherwise in writing with the client - as soon as an employment relationship is established between the candidate proposed by us (hereinafter: the candidate) and the client. An employment relationship is understood to mean any employment relationship, but also any self-employed employment relationship, e.g. in the context of freelance work. The employment relationship is established when an employment or other service contract has been concluded between candidate and client, but no later than when the applicant takes up employment.
b. The brokerage fee is also incurred in the following cases:
When the client hires the candidate despite characteristics and qualifications that differ from the requirement profile.
If, in the case of economic equivalence, the candidate is hired for a position other than the one commissioned, the sole cause of our work being decisive for the establishment of this employment relationship.
If an employment relationship is established between the candidate and a third party, if there are particularly close personal or distinctive economic relationships between the third party and the client, in particular if the third party and the client are affiliated companies.
If the client passes on the applicant information to a third party and an employment relationship is established between this third party and the applicant.
The placement fee is 35% of the gross annual target salary agreed between client and candidate. In the case of a self-employed employment relationship, the agreed annual target remuneration excluding sales tax is decisive instead of the gross annual target salary. We charge a brokerage fee of at least EUR 18,000.00.
The gross annual target salary or annual target remuneration on which the agency fee is calculated is understood as the gross salary calculated over one year or the remuneration calculated for one year, including all additional benefits, including special payments and variable salary or compensation shares (e.g. 13th month salary, foreign allowances, vacation and/or Christmas pay, bonuses, profit sharing, bonuses, provision of a car, etc.). Performance-related salary or compensation shares are set at their expected or usual value at the conclusion of the employment relationship. Benefits in kind are calculated using their monetary advantage.
Our right to a placement fee remains regardless of whether the employment relationship is carried out, whether it ends before the start of work or how long it lasts.
We are entitled to a placement fee in full for a period of 12 months after we have presented a candidate to the client with the possibility of a specific contractual opportunity between client and candidate, e.g. by providing an applicant profile (hereinafter: the presentation) and an employment relationship of at least equal economic value has been established with the applicant. The client reserves the right to refute the causality of our activity for the employment relationship.
Costs incurred by applicants in connection with job interviews with the client are not included in the fee agreed between the parties and must be reimbursed by the client to the applicant at the request of the applicant.
4. Sales tax
Statutory sales tax must be paid to us by the client in addition to the agreed remuneration.
5. Co-cause/prior knowledge
Our fee claim exists as soon as our activity is partly responsible for the establishment of the employment relationship. Profiles of applicants who are already available or known to the client for the position to be filled (previous knowledge) preclude our work for the notified candidates, provided that the previous knowledge has been notified to us in text form no later than 5 working days after presentation of the applicant. Otherwise, a previous or simultaneous presentation of the same applicant by another personnel consultancy does not eliminate co-causation.
6. Information requirement to determine the fee claim
The client undertakes to inform us in text form of the conclusion of an employment contract with an applicant or — unless an employment contract has been concluded beforehand — the start of activity within 5 working days, providing all information necessary to determine our fee claim, in particular the start of the employment relationship, the amount of the gross annual target salary or annual target remuneration, including all additional benefits (see section 3.4.).
If the client does not comply with this obligation, we are entitled to base the calculation of our fee on an appropriate and standard market remuneration corresponding to the applicant's qualifications. In the event of a higher gross annual target salary or annual target remuneration agreed with the applicant, we are still entitled to charge the client the difference. The client is free to prove a lower gross annual target salary or an annual target remuneration.
The client must provide us with a copy of the employment contract upon request.
7. Liability limitation
a. Unless otherwise regulated below, claims for damages by the client are excluded. In particular, we are not liable for lost profit or other financial losses suffered by the client. Insofar as our liability is excluded or limited, this also applies to the personal liability of our employees, representatives and vicarious agents.
b. In the event of property and financial damage caused by negligence, we are only liable for the breach of a material contractual obligation, but the amount is limited to the foreseeable and typical damage for the contract.
c. We are fully liable insofar as the cause of damage is based on intent or gross negligence as well as in the event of injury to life, body and health and in the event of a breach of a warranty. We are also fully liable for liability under the Product Liability Act.
d. We can only guarantee an appropriate approach to employee search and selection. We are therefore not liable for the fact that an applicant does not meet all expectations placed on him by the client or does not achieve certain results.
8. Termination
The client has the right to cancel the search request at any time and without giving reasons. In this case, we are entitled to a fee of 85% of the total fee in accordance with these terms and conditions, against which partial payments already made will be offset. If we end the search request for good cause due to unreasonable continued cooperation, we are entitled to a fee of the same amount.
In addition, both parties may terminate the contract without notice for good cause. In particular, there is an important reason when
The client does not fulfill its contractual obligations to cooperate. Insolvency proceedings are opened against the assets of a party. The client violates the confidentiality provisions of these terms and conditions. Terminations must be made in writing.
9. Payment terms
Fees must be transferred without deduction to the bank account provided by us within 14 days of invoicing. If the customer is in default, we reserve the right to charge additional default interest of 5 percent above the base rate.
10. Confidentiality/communication
a. The parties mutually agree to keep all data and information known during cooperation with the client confidential and not to pass on or use it to third parties without the express and at any time revocable consent of the other party, unless the transfer serves to execute the contract or is due to legal and legal obligations or as part of the assertion of our fee claim. This obligation continues to apply even after the cooperation has ended and also applies to the employees of the parties.
b. In the event that there is no placement with a candidate, the client undertakes to return all documents provided to him and to destroy records or prepared documents, data, etc.
c. The client is not allowed to contact the applicant's current or former employers without the candidate's consent.
d. The client is informed that sending information and documents electronically (in particular by e-mail) involves risks. If the client does not agree to the communication or sending of data by e-mail, the client shall inform us of this in text form.
11. Data protection
The parties are each responsible for their respective activities under this contract and the handling of candidate data within the meaning of the GDPR. They will therefore process candidates' personal data in compliance with their obligations. In particular, the client will therefore not process candidate data provided to him by us for any purpose other than the execution of this contract or the possible establishment of the respective employment relationship.
12. Jurisdiction, Applicable Law, Contract Language The place of jurisdiction for all disputes is Frankfurt am Main. However, this jurisdiction clause only applies if the client is a merchant, a legal entity under public law or a special fund under public law.
This contract and the entire legal relationship are subject to the laws of the Federal Republic of Germany. The contract language is German.
13. Final provisions
Additional agreements must be made in writing.
Should individual provisions of these terms and conditions or the contract be invalid or unenforceable or become ineffective or unenforceable after conclusion of the contract, the validity of these terms and conditions or the remaining contract remains unaffected. The invalid or unenforceable provision shall be replaced by the effective and enforceable provision whose economic effect comes closest to the objective pursued by the contracting parties with the ineffective or unenforceable provision.