General terms and conditions of "Jessica Nordhoff Coaching-Consulting-Training" 1. Subject matter of the contract 1.1 The following general terms and conditions apply for all legal transactions of "Jessica Nordhoff Coaching-Consulting-Training", hereinafter referred to as "Jessica Nordhoff Coaching-Consulting-Training", with its contractual partner, hereinafter referred to as the "Customer". 1.2 The object of the contract is the provision of seminar, consulting and continuing services for advanced training by consultants employed by "Jessica Nordhoff Coaching-Consulting-Training" with the customer. Belonging to the seminar services are the preparation of seminar rooms, creation of handouts, exercises and other services that may be necessary and expedient in achieving the objective of the seminar. 2. Legal status of the contract partner 1.1 "Jessica Nordhoff Coaching-Consulting-Training" act as an independent contractor for the Customer. 1.2 "Jessica Nordhoff Coaching-Consulting-Training" uses independent consultants for fulfillment of the contract. They are likewise active as contractors using their own company and a promotional appearance. 1.3 "Jessica Nordhoff Coaching-Consulting-Training" can also use its own workers or employees for fulfillment of the contract. 1.4 The contractual partners are not entitled to legally act in the name of the other contractual partner, to issue or accept explanations and/or establish obligations or responsibilities for the other contractual partner. 3. Contract execution 1.1 The customer shall make that data, information and equipment available to "Jessica Nordhoff Coaching-Consulting-Training", which is required for the successful and complete provision of services by "Jessica Nordhoff Coaching-Consulting-Training". 1.2 "Jessica Nordhoff Coaching-Consulting-Training" is authorized, in as far as substantial cause is present, to refuse execution of the seminars or other services. Substantial cause is present in particular if, according to the assessment of the consultant employed by "Jessica Nordhoff Coaching-Consulting-Training", the training setting or other conditions (e.g. the composition of the group to be taught) endanger successful execution of the seminars. 4. Quality standards The consultants of "Jessica Nordhoff Coaching-Consulting-Training" will conduct the services in a qualified educational and didactic manner. To the extent the seminar services must be provided in terms of software and hardware, "Jessica Nordhoff Coaching-Consulting-Training" shall ensure that the consultant employed is comprehensively familiar with the latest program adaptations, function add-ons, efficiency upgrades in the hardware and software. 5. Default regulation, withdrawal The Customer is authorized to withdraw from the order without cost up to 6 weeks before the start of the seminar. If a withdrawal takes place up to 14 days before the start of the seminar, the Customer must reimburse "Jessica Nordhoff Coaching-Consulting-Training" with 50% of the stipulated compensation. If a withdrawal takes place less than 14 days before the start of the seminar, the Customer must reimburse "Jessica Nordhoff Coaching-Consulting-Training" with the entire stipulated compensation. 6. Goods and services 1.1 The prices of "Jessica Nordhoff Coaching-Consulting-Training" are non-binding and subject to confirmation and the right to ensure a correct and timely delivery by the strategic partners employed by "Jessica Nordhoff Coaching-Consulting-Training" is understood. A contract only materializes with written order confirmation or the order offer of "Jessica Nordhoff Coaching-Consulting-Training", at the latest, however, through acceptance of the goods and services by the Customer. 1.2 The right to reasonable partial deliveries and their invoicing or to reasonable replacements and services of "Jessica Nordhoff Coaching-Consulting-Training" is expressly reserved. 1.3 The performance deadline will be agreed to according to the anticipated capacity of "Jessica Nordhoff Coaching-Consulting-Training" and is understood to be non-binding and the right to ensure a correct and timely delivery by the strategic partners employed by "Jessica Nordhoff Coaching-Consulting-Training" and unforeseen circumstances and obstacles, regardless of whether they impact "Jessica Nordhoff Coaching-Consulting-Training" or the strategic partner, in particular, acts of God, government measures, non-issuance of official permits, industrial disputes of any type, sabotage, material deliveries that are late through no fault of one's own. 7. Compensation, terms of payment 1.1 The Customer shall pay the compensation agreed to in the individual order to "Jessica Nordhoff Coaching-Consulting-Training" for the services stipulated. Value-added tax and other statutory duties in the country of delivery, as well as travel expenses, lodging expenses and other charges, will be invoiced to the Customer corresponding to the currently valid price list or corresponding to the individual order. 1.2 "Jessica Nordhoff Coaching-Consulting-Training" will bill the Customer for the stipulated compensation after the execution of the seminar. Payments are due and payable 14 days after invoicing strictly net. Checks will only be accepted as conditional payment. If the payment deadline is exceeded, "Jessica Nordhoff Coaching-Consulting-Training" is entitled to a claim to default interest in the amount of 2% above the "reference interest rate of the European Central Bank in accordance with the Discount Rate Transitory Act". The right to assert damages above and beyond remains unaffected. 1.3 "Jessica Nordhoff Coaching-Consulting-Training" is authorized to credit payments first to older debts of the Customer. If costs and interest have already accrued through default, "Jessica Nordhoff Coaching-Consulting-Training" is thus authorized to credit the payment first to the costs, then to the interest and lastly to the principal service. 1.4 A set-off or the assertion of a right of retention by "Jessica Nordhoff Coaching-Consulting-Training" if it is from unaccepted or unlawfully established counterclaims. 1.5 To the extent deviation occurs from the above-stated terms of payment without justifying cause, "Jessica Nordhoff Coaching-Consulting-Training" can alternatively require delivery reciprocal and simultaneous in return for cash, advance, or provision of a security. All open receivables become immediately due and payable, including those, for which "Jessica Nordhoff Coaching-Consulting-Training" has discounted a draft or for which payment in installments has been stipulated. 1.6 The payment condition granted exists in consideration of the credit limit assigned by "Jessica Nordhoff Coaching-Consulting-Training" for each individual order. If the currently specified credit limit is exceeded, "Jessica Nordhoff Coaching-Consulting-Training" reserves the right to demand the remaining order value as payment in advance. In the case of a subsequently occurring change of credit worthiness, "Jessica Nordhoff Coaching-Consulting-Training" is authorized to demand payment reciprocal and simultaneous with the delivery or corresponding provision of security and to withdraw from the contract for non-performance. 8. Liability 1.1 To the extent nothing else results from these provisions, more-inclusive claims of the Customer are barred – regardless of the legal grounds. "Jessica Nordhoff Coaching-Consulting-Training" is therefore not liable for damages, lost profit or other financial losses of the Customer. 1.2 This restriction of liability does not apply if the cause of the damage is based on a deliberate act or gross negligence.. 1.3 To the extent that "Jessica Nordhoff Coaching-Consulting-Training" negligently breaches a substantial contractual duty, the duty of replacement for damage to person and property of "Jessica Nordhoff Coaching-Consulting-Training" limited to the indemnification of their liability insurance. In each case, indemnification is limited to the damages foreseeable at the point in time of the conclusion of the contact. 1.4 To the extent that the liability of "Jessica Nordhoff Coaching-Consulting-Training" is limited or barred, the same applies for the personal liability of salaried employees, workers, employees, agents and auxiliary persons. 9. Non-disclosure, customer protection 1.1 The customer will use operational secrets, documents, experiences and knowledge of or about "Jessica Nordhoff Coaching-Consulting-Training" and its partners and customers only for achievement of the contractual services owed to his customers and handle such with strict confidentiality in regards to third parties. This obligation shall remain in existence after the termination of the contract. 1.2 The Customer must maintain the strictest silence relative to all information regarding "Jessica Nordhoff Coaching-Consulting-Training" that is not contained in the official advertising documents, statements, or media of "Jessica Nordhoff Coaching-Consulting-Training". 1.3 The Customer is obligated to properly preserve all documents and materials of "Jessica Nordhoff Coaching-Consulting-Training" made available to him, as well as data media, secured against access by third parties. 1.4 After execution of the contractual services or after completion of the individual order, the Customer will immediately return all documents, materials and information generated or delivered in the scope and in connection with the individual order, as well as copies thereof, to "Jessica Nordhoff Coaching-Consulting-Training", without request. In this respect, a right of retention does not exist. 1.5 After the conclusion of the contract, the Customer is obligated over a period of two years not to directly or indirectly transact any business with the consultants who were previously employed on behalf of "Jessica Nordhoff Coaching-Consulting-Training" and which the Customer became acquainted with through "Jessica Nordhoff Coaching-Consulting-Training". This customer protection clause also applies for all preparatory business measures. 1.6 This customer protection clause supplements any additional, already existing customer protection clauses between the parties. 1.7 For a breach of the previously-stated obligation from clause 1.5, liquidated damages in the amount of Euro 25,000.00 for each instance of breach (in words: twenty-five thousand) are payable to "Jessica Nordhoff Coaching-Consulting-Training". 1.8. The Customer grants "Jessica Nordhoff Coaching-Consulting-Training" the right of access to his books and accounts, for the purpose of customer protection by an attorney, certified public accountant or tax consultant in a case of justified suspicion. 10. Place of venue, place of performance 1.1 To the extent that the Customer is a merchant or has no place of venue in the Federal Republic of Germany, Bad Toelz is agreed to as the place of venue. 1.2 The place of performance is Bad Toelz. 11. Miscellaneous provisions 1.1 Subsidiary agreements to this contract have not been made. Modifications or supplements must be in written form in order to be effective. 1.2 The Customer is not authorized to assign his claims arising from the contract. 1.3 The laws of the Federal Republic of Germany shall apply. 1.4 The transaction of orders is conducted within "Jessica Nordhoff Coaching-Consulting-Training" with the assistance of automatic data processing. The Customer hereby grants "Jessica Nordhoff Coaching-Consulting-Training" his express consent for processing within the context of contractual relationships of required data that he has become acquainted with and which are necessary for transaction of the order.