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General Terms and Conditions
§1 Subject matter of the agreement / Area of validity
(1) ExecutiveBase GmbH with registered seat in Frankfurt am Main (ExecutiveBase) operates an internet portal for executives as well as employers and personnel service providers respectively for positions in the management field with total annual salaries starting from 75,000 EUR. The portal can be accessed at the domain www.executivebase.com as well as other domains that are linked to this domain and/or forward the user to this domain.
The ExecutiveBase offer comprises the following:
• placing job advertisements and the associated employment market
• an Applicant Databank
• a Personnel Consultant Databank as well as
• a community function for ExecutiveBase members
(2) In order to use this offer, a user must register as a member at ExecutiveBase and thus become a contracting party in relation to ExecutiveBase. There are various types of memberships with different privileges assigned to each type as well as fees payable for using the ExecutiveBase platform. Members are distinguished into "applicants" on one hand and "company representatives" on the other. Each member is obligated to truthfully register either as a company representative or as an applicant. The contractual rights and duties of members correspond to this classification during registration.
(3) The member’s offer to enter into an agreement is brought about on completion of the registration process. The agreement is brought about when this offer is accepted by ExecutiveBase. Receipt of ExecutiveBase’s acceptance by the member is not a requirement for conclusion of the agreement. On receiving the offer, ExecutiveBase shall inform the registering party within a period of five working days if ExecutiveBase refuses to conclude the agreement by way of exception, especially for reasons pertaining to the person of the registering party, the origin of the contents transmitted by the registering party, infringement of statutory or government prohibitions by the registering party, if the contents are contrary to public policy or if the conclusion of the agreement were otherwise unreasonable for ExecutiveBase. The refusal does not require to be substantiated. Companies in the field of multi-level marketing, commission sales related to wellness/health products and network marketing are expressly precluded from using the "Corporate Membership Basic" offer.
(4) Membership rights cannot be assigned or transferred.
(5) The right to technical alterations within the framework of what is reasonable is reserved.
(6) In addition to these services ExecutiveBase’s offer also provides systematic search and direct approach to qualified candidates for executive positions (Executive Search) as well as other services in the field of personnel search and selection and applicant support regulated by separate individual agreements.
(7) These General Terms and Conditions of Business (abbreviated in German as AGB) apply to all legal relationships entered into by ExecutiveBase with registered applicants as well as with registered company representatives and other non-registered users regarding the use of its internet platform.
§ 2 Identification / Account
Each registered member of ExecutiveBase will be identified by an identification process (login) through the member’s personal account and a personal password and is obligated to handle this personal access data carefully and keep it confidential and to especially refrain from disclosing it to third parties. An account authorizes only the registered person to use the access.
§ 3 Job advertisements
(1) In order to publish a job advertisement the company representative must send a binding advertisement order via the online form.
(2) The company representative shall place the advertisement in the advertisement management system himself and thus determine the date on which the publication of the job advertisement should commence. A job advertisement is placed for a period of 42 days. The period for which an advertisement is placed shall however end no later than the expiry of the contractual term of the company representative’s account.
(3) The company representative shall be solely responsible for the contents of the job advertisement and above all, for the accuracy and legal permissibility of the contents. Moreover, he is obligated to release ExecutiveBase from claims asserted by third parties arising from executing the advertisement order.
(4) ExecutiveBase is a platform for positions in the management field with annual salaries starting from approx. 75,000 EUR (gross annual salary). To maintain the high quality standards of this platform, company representatives are obligated to publish only such job advertisements that fall within this minimum salary range and which do not include toll-paid telephone numbers or fax retrievals.
(5) ExecutiveBase reserves the right to refuse to publish a job advertisement on account of its content, its origin or technical form based on uniform, objectively justified principles and especially if the content infringes statutory provisions or government regulations or if it is otherwise unreasonable for ExecutiveBase. The company representative will be notified about the refusal immediately.
(6) Should the company representative wish to delete/deactivate a job advertisement prematurely, he shall be solely responsible for doing so via the advertisement management system provided to him.
(7) The employment market offers applicants the opportunity to search for job advertisements according to various criteria and forward these to their e-mail address.
§ 4 Applicant Databank
(1) ExecutiveBase operates an Applicant Databank in which the applicant can post an applicant profile and define the personal data that should be visible to company representatives.
(2) The respective applicant shall be solely responsible for the contents and the accuracy of the data posted by him.
§ 5 Personnel Consultant Databank
ExecutiveBase operates a directory – similar to a classified directory – for companies from the personnel consulting sector as well as related branches (Headhunter Databank), which is regularly maintained and kept current with the help of the companies listed in this databank, among others.
§ 6 Network
ExecutiveBase provides every registered member (applicant or company representative) the opportunity to search for other members, who have set up and released what is known as a networking profile, according to specific criteria and to contact these members for networking purposes.
§ 7 Improper databank access
(1) Improper use of the databanks is prohibited, especially the automatic retrieval of databank contents for use in own databanks.
(2) The Applicant Databank shall be used only for the purpose of initiating contracts of services or employment relationships. Passing on the data to third parties is prohibited.
§ 8 Remuneration
(1) Remuneration for the services to be rendered by ExecutiveBase shall be determined by the ExecutiveBase price list published at www.executivebase.com and valid at the time of concluding the agreement (registration).
(2) Prices for services that are not included in this price list shall be subject to an individual agreement between ExecutiveBase and the applicant or company representative respectively. ExecutiveBase shall inform the member if it becomes aware of any defects in the posted data. In this case ExecutiveBase may correspondingly edit this data for the member if requested by the member and separate remuneration is agreed upon with ExecutiveBase for this service.
§ 9 Payment, payment deadline, default
(1) Remuneration for the selected membership must be paid in advance in each case.
(2) ExecutiveBase shall prepare the invoice as soon as the agreement is concluded. The applicant or the company representative respectively shall receive the invoice immediately by e-mail as a PDF file and may also retrieve this invoice from the system and print it out.
(3) In the event of default in payment ExecutiveBase is authorized to discontinue further execution of orders that have already been placed or current orders and also block access to the system (login).
(4) The invoiced amount is payable immediately without any deduction. In the case of a company account, unrestricted access to the functions shall be enabled only on receipt of payment in the ExecutiveBase account if the remuneration is paid to the ExecutiveBase account by credit transfer.
(5) In cases of default in payment or deferral, default interest of 5% over the respective applicable base interest rate shall be invoiced.
§ 10 Guarantee / Liability
(1) ExecutiveBase guarantees the best-possible reproduction of job advertisements and/or contents of databanks according to the customary technical standard. According to the latest technology it is currently not possible to generate a program that is completely error-free.
(2) ExecutiveBase shall basically only be liable for intentional damage or damage caused by gross negligence on the part of ExecutiveBase, its statutory representatives or vicarious agents, as far as non-warranted characteristics or duties that are material to the agreement are concerned. This exclusion of liability shall not apply if ExecutiveBase is responsible for loss of life, personal injury or injury to health as a result of a negligent breach of duty by ExecutiveBase or an intentional or negligent breach of duty by one of ExecutiveBase’s statutory representatives or vicarious agents.
The exclusion of liability shall not apply if ExecutiveBase is statutorily liable under the German Product Liability Act (Produkthaftungsgesetz).
Any liability of ExecutiveBase under the above-mentioned proviso shall be restricted to the amount of the fee or value of the order respectively.
(3) In the event of defects in the service provided by ExecutiveBase, ExecutiveBase shall be authorized to make reasonable improvements to eliminate the defect. Should the defect be not merely insignificant, improvement shall basically consist of extension of the membership.
(4) ExecutiveBase shall basically not be liable for legal relationships between the members of ExecutiveBase, especially contracts of service / employment relationships.
§ 11 Term of the agreement
(1) The agreement with the member commences on conclusion of the agreement and ends on expiry of the membership term selected by the member. The membership of the type "Subscription" shall be extended automatically by one month each time until the member or ExecutiveBase terminates the subscription. The period of notice shall be 14 days at the end of the term of one month. Termination must be in the text form (e-mail, letter or fax). Except in the case of subscription, each member shall be notified in due time before the expiry of his membership about the possibility of extending his membership.
The membership of the type "Corporate Membership - Basic" is restricted to a period of one year. It can be extended free of charge at the request of the company representative. "Corporate Membership - Basic" is a free offer by ExecutiveBase GmbH without any obligation and can be restricted or completely revoked at any time without providing grounds.
(2) The member and also ExecutiveBase reserve the right to extraordinary termination for good cause at all times.
§ 12 Copyrights
(1) All the pages, images and text contained at www.executivebase.com are protected by copyright. All copyrights reserved. The only exception to what is stated above is any information that has been issued by company representatives.
(2) Systematic copying or production or compilations for further commercial use on the basis of databanks provided by ExecutiveBase is prohibited.
(3) ExecutiveBase is a registered trademark of ExecutiveBase GmbH, Frankfurt am Main.
§ 13 Miscellaneous
(1) The place of performance and place of jurisdiction is Frankfurt am Main. ExecutiveBase GmbH, Hanauer Landstr. 135-137, 60314 Frankfurt am Main, Germany. HRB 58281.
(2) ExecutiveBase reserves the right to amend these General Terms and Conditions of Business at any time. The amended Terms and Conditions of Business shall be deemed to be acknowledged by the user if he does not object to the amendment vis-à-vis ExecutiveBase within a period of one month of becoming aware of the amendment. In the event of such an objection, ExecutiveBase shall be authorized to terminate the agreement with a notice of one month.
(3) Collateral agreements, amendments and supplements require the written form to be effective. All declarations affecting the contractual relationship as well as the posted contents shall be made in German or in English.
(4) The law of the Federal Republic of Germany shall apply to all legal relationships between the parties to the agreement. The UN Convention relating to a uniform law on the international sale of goods shall not be applicable.
(5) Should one or more terms of these General Terms and Conditions of Business be ineffective in whole or in part, the validity of the remaining terms shall remain unaffected. The ineffective term shall be replaced with retrospective effect by a regulation that corresponds as closely as possible to the contents of the ineffective term and to the purpose of the desired regulation.
Frankfurt, June 14, 2004
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