Terms and Conditions

BUSINESS LEADS – c/o clipr GmbH
(hereafter abbreviated to: clipr)

1. SCOPE
All deliveries, services, offers and declarations made by clipr are made exclusively on the basis of these general terms and conditions, irrespective of the type of legal transaction. The general terms and conditions of clipr form an integral part of each of their contracts, even if they have not
been referred to separately in the contract in question. Conflicting terms or conditions deviating from the general terms and conditions of clipr are not binding for clipr, unless they are expressly recognized by clipr and confirmed in writing.

2. REJECTION OF ORDERS
Clipr expressly reserves the right to refuse orders without having to give a reason for doing so.

3. INFORMATION, OFFERS, COST ESTIMATES AND PROMOTIONAL MATERIAL
All of clipr’s offers and cost estimates are non-binding and subject to change. The information contained in advertising statements, catalogues, brochures and the like, as well as all verbal information, are therefore only authoritative if they have been contractually acknowledged and confirmed in writing by clipr. Until then, the details and information referred to above expressly constitute no assurances or guarantees. They are always non-binding and not guaranteed to be accurate, meaning clipr assumes no liability in this regard.

4. CONTRACT DURATION
Contracts that have been concluded for an indefinite period may be terminated in writing by both clipr and its contractual partners, subject to a 14-day notice period respective to the last day of a calendar half-year, via registered letter to the last known address. That means that a cancellation by 30/6 or 31/12 is possible and must be declared at least 14 days in advance.

5. PRICES, BILLING AND PAYMENT MODALITIES
The remuneration for the deliveries and services of clipr is fundamentally based on the respective prices and terms of payment that are contractually agreed upon. All prices quoted by clipr are to be understood to be subject to the addition of value-added tax at the respective rate applicable by law, unless expressly agreed otherwise. clipr is entitled to adjust the prices in reaction to changing circumstances, in particular circumstances such as ongoing inflation and industry-standard cost increases. Billing takes
place directly after booking the service. Cancellation fees are 50% up to 60 days before the booked service, then 100% of the booked services after that. When booking the “Lead List” as part of the “Online Specialist Conferences” or “Online Specialist Seminars”, you will receive only the leads through clipr from the time of the booking confirmation.

All invoices from clipr are due for payment immediately after receipt without any deductions within a timescale of eight days. If the contractual partners default with a payment, clipr is entitled to
• postpone fulfillment of its own obligations until payment in arrears has been made, or
stop the on-going provision of services,
• to withdraw from the contract after setting a reasonable grace period,
• to invoice for the reminder fees to the amount of € 30.00 (in words: thirty euros) plus VAT, as well as default interest from the due date of five percentage points above the respective base interest rate pursuant, in addition to the legal and judicial debt collection costs,
• to also invoice for any dunning, collection and information costs, as well as the costs of an attorney in particular.

6. OBSERVED DATA, INFORMATION, DOCUMENTS AND OBJECTS
All clipr data, information, documents and objects of any kind that are provided by their contractual partners are carefully processed, saved and kept for the duration of the contractual relationship.

7. WARRANTY, PRODUCT LIABILITY AND DAMAGES
clipr shall accept liability for damages, notwithstanding the cause in law, only in cases in which damages have been brought about by gross negligence or premeditation on their part. Even in these cases, the liability of clipr is limited to the reason and the amount of damage that is
forseeable and to be expected as a result of the usual course of matter pertaining to the chosen course of action. It is agreed that the amount of typically foreseeable damage as part clipr’s activities shall not exceed € 1,000.00 (in words: One thousand Euros), so that in each case, the liability of clipr is limited to a maximum of € 1,000.00 (in words: One thousand
Euros). The liability of clipr is completely excluded in cases of slight negligence, whereby the existence of slight or gross negligence always has to be proven by the aggrieved party. clipr also assumes no liability for consequential damage, damaged or lost data, pure financial loss, lost profits, unrealised earnings, interest losses and recourse claims from third parties. Furthermore, all claims arising from the violation of ancillary contractual obligations, in particular advice and information obligations, including a fault at the conclusion of the contract, are expressly excluded. The same applies to claims arising from tort. In addition, clipr assumes
no liability for data loss on mass storage devices or other storage media, and for the failure of computer equipment operated by clipr, the server, Internet access and the like. clipr is not liable for the content, completeness or correctness of submitted or requested data, nor for data that
can be accessed via clipr. Clipr shall provide no guarantee that the services offered are always accessible and that all datawill remain completely stored or archived.

8. COMPLAINTS
Any defects of any kind in clipr’s services or delivered/provided products are to be reported in writing immediately, but arriving at clipr no later than within seven days, with the report containing exact details on the defect or defects. In this case, the contractual partners are obliged to maintain and retain a documentation of the defects and the defective product until
clipr provides written acknowledgement. This obligation expressly  constitutes an integral part of the complaint. In case of injury, the notice of defects shall be deemed to have been cancelledor not reimbursed.

9. FORCE MAJEURE
Events of force majeure affecting clipr or one of its subcontractors entitle clipr to suspend its deliveries and services for the duration of the hindrance plus a reasonable start-up period or, alternatively, to withdraw from the contract. If the delay lasts more than three months, the contracting parties concerned are entitled to withdraw from the part of the contract covered by
the delay within seven days. Further claims of the contracting parties are excluded. Force majeure events include, in particular, all effects of natural forces such as earthquakes, lightning, frost, storms, floods, war, riots, revolutions, state interference, seizures, transport disruptions, export, import and transit bans, international payment restrictions, raw material deficits and energy failures, other breakdowns such as explosions, fire, strikes, sabotage and all other events that could not be prevented by clipr or only prevented at disproportionate cost or using economically unreasonable means.

10. CONFIDENTIALITY COMMITMENT
clipr and its contractual partners mutually commit themselves to maintain absolute discretion and strictest confidentiality regarding all operational, professional and personal interests of each other, its customers, partners and employees that become known in the course of the ongoing business relationship. This obligation exists irrespective of the duration of the contractual relationship and remains valid even after termination without any time limit.

11. DATA PROTECTION
clipr will accept all orders and transmitted data into its data processing system and assume, subject to any contrary declaration by its contractual partners, that they each have a legitimate interest in the processing of their data. The contractual partners therefore expressly agree that clipr shall process all data in accordance with the respective purpose of the contract in
compliance with the provisions of the Data Protection Act, and thus grant their consent that, in particular, all personal data associated with the fulfillment of this contract shall be automatically stored and processed by clipr.

12. COPYRIGHTS
clipr expressly reserves all rights to the programs, data, documents, drafts, offers, projects andother developments it uses. These documents and data, even if they do not originate from clipr,may not be used by the contracting parties in ways beyond the scope of the contract. In particular, they may not be reproduced or made accessible to third parties. You are required to
immediately suspend clipr from any request at any time, to immediately destroy any copies made and to delete stored data.
The contractual partners are obliged to indemnify clipr against all claims made by third parties for copyright, ancillary copyrights, other industrial property rights or personal rights.
In a lawsuit brought against clipr, the company will announce the dispute to the contracting party concerned. If these partners do subsequently join the proceedings right away as partisans on clipr’s side, clipr is entitled to freely acknowledge the cause of action on its own discretion.
When it comes to the software not produced by clipr, the provisions of the copyright law and, if applicable, the provisions of the respective license agreement also apply.

13. PLACE OF FULFILLMENT AND JURISDICTION
Munich is agreed as the exclusive place of fulfillment for all deliveries, services and payments to be provided by clipr on the one hand and by its contractual partners on the other hand. For all disputes arising directly or indirectly from this contract, the jurisdiction of the competent court in Munich is accepted. However, clipr expressly reserves the right to prosecute its contractors at its own discretion via another court.

14. APPLICABLE LAW
With the exception of the reference standards on foreign law, all of clipr’s contractual relationships are subject to German law. The application of the rules of the UN Sales Convention is excluded in any case.

15. FINAL PROVISIONS
All legal transactions are concluded by clipr exclusively in writing. Deviating agreements to these general terms and conditions, contract amendments and side agreements of any kind are therefore only legally effective if they are made in writing and have been made in the
transcripts to this effect. This also applies to an agreement to depart from the written form requirement.
The contracting parties acknowledge the exclusive validity of the present general terms and conditions under exclusion of any own terms and conditions, which henceforth apply without any separate agreement for all future business relations. Until the contract has been completely fulfilled by both parties, the contractual partners shall be obliged to notify clipr in writing of any changes to their personal and business data, in particular
their delivery addresses. If the contractual partners fail to notify clipr of any relevant changes, all declarations by clipr shall be deemed to have been received by the contractual partners even if they have been sent to the last known address.
Should individual provisions of these general terms and conditions be or become wholly or partially invalid or unenforceable, this shall not affect the validity of the contracts and other conditions.