General Terms and Conditions

General Terms and Conditions of Cegos Integrata GmbH for Public Seminars including Online Seminars

§ 1 General
All services in conjunction with our public seminars are subject to these “General Terms and Conditions for Public Seminars including Online Seminars” of Cegos Integrata GmbH.

Our terms and conditions shall apply exclusively; we do not acknowledge deviating terms and conditions of the client unless we have explicitly agreed to the applicability thereof in writing. Our terms and conditions shall also apply when we provide our services without reservation in full knowledge of the client´s adverse or deviating conditions.

§ 2 Registrations and Conclusion of the Contract
The presentation and solicitation of seminars in our catalogue does not constitute a binding offer for the conclusion of a contract but an invitation to you to book the seminars described in the catalogue.

The contract is binding when we confirm your order. You are bound by the order for a period of two (2) weeks after having placed the order whereby the date of receipt by us or the point in time at which the order was accepted by us per telephone shall be taken as proof. Where appropriate, your existing right to revoke your booking shall remain unaffected hereby.

Your registration is legally binding if you register via the Internet, per telephone, in writing, per fax or email (in text form) with our customer service.

You will receive a registration confirmation in writing per fax or email (in text form) whereby the contract is concluded. Since the number of participants in our seminars is limited, registrations are processed in the order in which they are received. Your data is stored electronically for internal purposes.

§ 3 Cancellations and Right of Revocation
Without prejudice to the right of withdrawal for long-distance or off-premises sales, you are entitled to withdraw from your registration up to twelve (12) working days prior to the start of the seminar free of charge (whereby the first day of the seminar is not counted). If you cancel your registration within only eleven (11) working days prior to the start of the seminar or do not attend the seminar, we will be obliged to charge you the full seminar fee. This shall, of course, not apply if a substitute participant is provided not less than 6 days
prior to the start of the seminar.

We reserve the right to cancel for organisational reasons (such as failure to achieve the minimum number of participants required for a particular seminar or the sudden absence of the trainer due to illness).

In the event of a cancellation on our part, we will attempt to rebook you for another date and/or another venue insofar as you agree to the suggested alternative. Otherwise we will reimburse any previously paid fees; further claims shall be excluded.

Please note our guarantee periods on the Internet (www-cegos-integrata.de). For these periods we can guarantee the execution of the seminar. They are marked accordingly in the Internet seminar descriptions.

In addition, a complete listing of guaranteed course dates which is updated regularly is available to you on the Internet.

§ 4 Right of Revocation for Consumers
Right of Revocation
As a consumer (thus a natural person who has placed an order for a purpose which is not in pursuance of either his or her commercial or independent professional activity), you are entitled to a right of revocation in accordance with the statutory provisions of German law.

The regulations concerning the right of revocation apply which are provided in detail in the following

Instruction on Revocation
You have the right to revoke this contract within fourteen (14) days without citing any reasons. The period of revocation is fourteen (14) days from the date of contract.

In order to exercise your right of revocation, you must inform us (Cegos Integrata GmbH, Zettachring 4, 70567 Stuttgart, Tel. 0711 62010-0, Fax 0711 62010-172, Email: training@cegos.de ) by means of a clear declaration (e.g. a letter dispatched by regular mail, telefax or email) of your decision to revoke this contract. You can electronically complete the sample cancellation form or another clear manner of statement on our website (www.cegos-integrata.de) and forward it to us. Should you make use of this possibility, we will immediately (e.g. per email) send a confirmation of the receipt of such cancellation.

To observe the revocation period, it is sufficient to dispatch the revocation prior to the deadline for revocation.

Consequences of Revocation
Should you revoke this contract, we will reimburse you for all payments which we have received from you, including the delivery costs (with the exception of additional costs which may result because you have chosen a manner of delivery which differs from the favourably priced standard delivery which we offer) without delay and at the latest within fourteen (14) days from the date on which the notice of revocation was received. We will use the same means of payment for this reimbursement which you used for the original transaction unless another form of payment is explicitly agreed with you; in no event will fees be charged for this reimbursement.

We point out that the right of revocation expires when we begin with the execution of the contract after you as the consumer

  1. have explicitly agreed that we should begin with the execution of the contract prior to expiration of the revocation period and
  2. have confirmed your knowledge of the fact that you lose the right of revocation at the point in time when the execution of the contract begins.

§ 5 Fees
The fees for attending our public seminars are due fourteen (14) days prior to the start of the seminar. A partial attendance does not entitle you to a reduction of the seminar fee. If you would like to book a greater number of seminar days within twelve (12) months, it is advisable to conclude a framework agreement.

§ 6 Stipulations Subject to Change

Our range of seminars is constantly updated. You will find all the latest information at www.cegos-integrata.de. We reserve the right to make necessary adaptations or changes with regard to content and methodology as long as they do not essentially alter the subject and the overall nature of the respective seminar.

§ 7 Nota Bene
With the publication of a new catalogue, all previous programmes on the same topics become invalid.

§ 8 Copyright
We reserve all rights, also those pertaining to the translation, the reprinting and the reproduction of training materials or parts thereof. It is not permitted in any way, whether in full or in part, to reproduce, process, copy, distribute or publish any part of the training materials, in particular by using electronic systems, without our written approval – not even for the purpose of course design.

Thus you do not acquire the right to publish the contents accessed. In particular, you may not reproduce, modify, distribute, reprint or permanently store the contents accessed, whether in full or in part, especially for the purpose of building up a database or in order to pass on such contents to third parties.

§ 9 Property and Trademark Rights
Software, including electronic learning media, is used in the seminars of Cegos Integrata GmbH which is protected by property and trademark rights. This software, including electronic learning media, may neither be copied nor processed in any other machine-readable form and may not be removed from the seminar room or be stored or used on EDP systems outside the Cegos Integrata organisation.

§ 10 Achievement/Learning Success
The instruction and exercises in our seminars are designed so that an attentive participant can achieve the seminar objectives. A specific training success cannot be guaranteed.

§ 11 Responsibilities of the Participants
In principle, data on media brought by participants may not be installed on our computers. Should Cegos Integrata suffer damage as a result of an infringement of this regulation, we reserve the right to claim damages.

§ 12 Liability
Participant´s claims for damage compensation shall only be valid to the full legal extent only in the case of intentional or gross negligence.

In the event of less than gross negligence, the liability on the part of Cegos Integrata shall be limited to damage of a foreseeable nature. The limitation of liability does not apply in the event of personal damage and in the case of liability according to the Product Liability Act as well as in the event of a breach of duty whose fulfilment is a prerequisite for enabling the proper fulfilment of the contract in the first place and for which compliance may be relied upon as a matter of course by the contractual parties (cardinal obligation).

Cegos Integrata reserves the right to contest the charge of contributory negligence.

All contractual and extra-contractual rights to compensation for damages and/or claims to compensation for futile expenses lapse within one year
except in cases of wrongful intent and personal injury.

Should the execution of the seminar involve considerable shortcomings, and if Cegos Integrata is responsible for such short comings, Cegos Integrata may, at its own discretion, repeat the seminar within a reasonable period without further costs to the customer or offer to reasonably reduce the agreed upon
remuneration. Prerequisite is a notification of the shortcomings by the customer which must be given immediately.

The right to extraordinary termination for good case remains unaffected.

Any further claims of the customer because of breach of duty are excluded. This exclusion shall not apply in the event of damage caused intentionally or by gross negligence or of death, bodily injury or damage to health.

Insofar as the damage compensation claims towards us are barred or limited, this is also applicable regarding the personal damage compensation of our employees, workers, staff members, representatives and vicarious agents.

§ 13 Miscellaneous
The contractual relationship and its implementation shall be subject solely to the law of the Federal Republic of Germany.

If the customer is a merchant, a legal entity under public law or public special assets or does not have a place of general jurisdiction in Germany, Stuttgart shall be the place of jurisdiction for any disputes arising from or in connection with the customer´s participation. This shall also apply if the participant has no place of general jurisdiction in his or her country, changes his or her residence or normal place of residence to a place outside the Federal Republic of Germany after the contract has been concluded or whose place of residence is not known at the date of the institution of legal proceedings.

As of March 2023

General Terms and Conditions of the Cegos Integrata GmbH for Blended and E-Learning, incl. Live Online Trainings

§ 1 General
These General Terms and Conditions of the Cegos Integrata GmbH (hereinafter Cegos Integrata or we) are valid for the use of e-learning and blended learning courses or live online trainings (hereinafter “courses”). All services in conjunction with the respective courses are subject to these “General Terms and Conditions for Blended and E-Learning Courses incl. Live Online Trainings”. Our terms and conditions shall apply exclusively; we do not acknowledge deviating terms and conditions of the customer unless we have explicitly agreed to the applicability thereof in writing. Our terms and conditions shall also apply when we provide our services without reservation in full knowledge of the customer´s adverse conditions or terms deviating from our own.

§ 2 Definition of Terms
E-learning refers to any digitally provided medium (web-based training, podcasts, videos, etc.) for the purpose of knowledge acquisition that can be accessed or used on electronic devices. Blended learning refers to any mixed form of at least 2 different learning formats. Live online training refers to any form of online training in real time.

§ 3 Registrations and Conclusion of the Contract
The presentation and solicitation of courses on our website or in our catalogue does not constitute a binding offer for the conclusion of a contract but an invitation to you to book the courses described in the catalogue.

The agreement becomes binding when we confirm your order. You are bound by the order for a period of two (2) weeks after having placed the order whereby the date of receipt by us or the point in time at which the order was accepted by us per telephone shall be taken as proof. Where appropriate, your existing right to revoke your booking shall remain unaffected hereby.

Your registration is legally binding if you register via the internet (www.cegos-integrata.de), per telephone, in writing, per fax or email (in text form) with our customer service. Furthermore offers can be requested and subsequently commissioned through our sales staff.

You will receive a registration confirmation in writing per fax or email (in text form) whereby the contract is concluded. Since the number of participants in our blended courses is limited, registrations are processed in the order in which they are received. Your data is stored electronically for internal purposes.

§ 4 Cancellations and Right of Revocation
Irrespective of the right of revocation for long-distance or off-premises sales whose existence in this context we have particularly indicated to you, you are entitled to withdraw from your registration up to twelve (12) working days prior to the start of the course free of charge (whereby the first day of the course is not counted). If you cancel your registration within only eleven (11) working days prior to the start of the course or do not attend the course, we will be obliged to charge you the full course fee. This shall, of course, not apply if a substitute participant is provided not later than six (6) days prior to the start of the course.

We reserve the right to cancel for organisational reasons (such as failure to achieve the minimum number of participants required for a particular course or the sudden absence of the trainer due to illness, changeover to other technologies). In the event of a cancellation on our part, we will attempt to rebook you for another date and/or another venue insofar as you agree to the suggested alternative. Otherwise we will reimburse any previously paid fees; further claims shall be excluded.

Please note our guarantee periods on the internet (www.cegos-integrata.de). For these dates we can guarantee the execution of the course. They are marked in the internet descriptions respectively. In addition, a complete listing of guaranteed course dates which is updated regularly is available to you on the internet.

§ 5 Right of Revocation
As a consumer (thus a natural person who has placed an order for a purpose which is not in pursuance of either his or her commercial or independent professional activity), you are entitled to a right of revocation in accordance with the statutory provisions of German law.

The regulations concerning the right of revocation apply which are provided in detail in the following instruction on revocation. You have the right to revoke this contract within fourteen (14) days without citing any reasons. The period of revocation is fourteen days from the date of contract.

In order to exercise your right of revocation, you must inform us (Cegos Integrata GmbH, Zettachring 4, 70567 Stuttgart, Tel. 0711 62010-0,
Fax 0711 62010-172, email: training@cegos.de) by means of a clear declaration (e.g. a letter dispatched by regular mail, telefax or email) of your decision to revoke this contract. You can electronically complete the sample cancellation form or another clear manner of statement on our website (www.cegos-integrata.de) and forward it to us. Should you make use of this possibility, we will immediately (e.g. per email) send a confirmation of the receipt of such cancellation.

To observe the revocation period, it is sufficient to dispatch the revocation prior to the deadline for revocation.

Consequences of Revocation
Should you revoke this contract, we will reimburse you for all payments which we have received from you, including the delivery costs (with the exception of additional costs which may result because you have chosen a manner of delivery which differs from the favourably priced standard delivery which we offer) without delay and at the latest within fourteen (14)
days from the date on which the notice of revocation was received. We will use the same means of payment for this reimbursement which you used for the original transaction unless another form of payment is explicitly agreed with you; in no event will fees be charged for this reimbursement.

We point out that the right of revocation expires when we begin with the execution of the contract after you as the consumer

  1. have explicitly agreed that we should begin with the execution of the contract prior to expiration of the revocation period and
  2. have confirmed your knowledge of the fact that you lose the right of revocation at the point in time when the execution of the contract begins and when the terms of the contract have been completely fulfilled by us.

§ 6 Fees
The fees are due fourteen (14) days prior to the start of the course. In the case of e-learning fees are due after receipt of the declaration of acceptance of our offer by you. A partial attendance of our courses does not entitle you to a reduction of the course fee. If you would like to book a greater number of blended or e-learning courses within twelve (12) months, it is advisable to conclude a framework agreement.

§ 7 Stipulations Subject to Change
Our offer is constantly being updated. You will find all the latest information at www.cegos-integrata.de . We reserve the right to make necessary adaptations
or changes with regard to our blended and e-learning courses as long as they do not essentially alter the subject and the overall nature of the respective booking.

§ 8 Copyright
We reserve all rights, also those pertaining to the translation, the reprinting and the reproduction of contents or course materials, media and parts thereof. It is not permitted in any way, whether in full or in part, to reproduce, change, distribute, reprint, publish or store contents or course materials or media in any form, even in part, in particular by electronic systems, without our written approval - not even for the purpose of course design.

Thus you do not acquire the right to publish the contents accessed. You are particularly not allowed to copy, change, distribute, or permanently store contents, whether in full or in part, for a period beyond the contract purpose, nor are you permitted to use them for the purpose of setting up a data base or to pass such contents on to third parties.

In the Cegos Integrata courses, software, including electronic learning media, is used which is protected by property and trademark rights. This software, including electronic learning media, may neither be copied nor processed in any other machine-readable form or be stored or used on EDP systems – unless this was expressly agreed in writing - outside the Cegos Integrata organisation.

§ 9 Provision of Course Documents / Media
Inasmuch customer materials, i.e. customer-provided design and/or content elements (e.g. texts, pictures, logos, e-learning material, tables, graphics – hereinafter referred to as ”customer material”) are to be included in courses or inasmuch as services of another use should be provided on the basis of such customer material, the customer must make the customer material available in good time, in digital form (unless otherwise agreed) and in the quality necessary for the provision of the specified service.

The necessary preparation of customer materials (e.g. because the material provided by the customer does not meet the necessary requirements) will be invoiced separately based on the time and effort expended. The customer alone is responsible for procuring and creating customer material. In particular, customer material may not violate applicable law (including criminal law, copy right as well as other rights of third parties).
No check is performed to see whether the customer material is suitable for the purposes of the customer. However, the customer will be made aware of the fact should it be clear that his reasoning is based on a false premise.

The customer exempts us from any liability and compensates any damages and costs ensuing from any recourse taken by third parties because of infringement of rights by the customer material provided by the customer.

Inasmuch as the customer material is protected, (for example, by copyright or the trade mark law), the customer grants the non-exclusive right to process the customer material and to perform any other necessary or useful activities with regard to such material within the framework of the agreements and for the duration of the contractual relation. Apart from that all rights remain with the customer.

§ 10 Delays or Non-Fulfilment of Cooperation and Provision Obligations, Cost Implications
Should the customer not fulfil his cooperation and/or provision obligations, Cegos Integrata can withhold the services due until the cooperation and/ or provision obligations are fulfilled. Such delays on the part of the customer will entail a corresponding delay in the previously agreed deadlines and/or agreed delivery and performance dates.

The customer is obliged to compensate for the damages resulting from the insufficient cooperation and/or the inadequate provision of necessary materials.

§ 11 Performance
Upon receipt of the registration confirmation and after payment of the fee, the customers receive after expiration of the revocation period for the duration of the agreed period of use the access authorization to view the contents of the digital media on a screen (PC, tablet, smartphone) and to use them within
the period of use.

The course offer is generally available 24 hours a day (hereinafter referred to as the “operating period”). Excepted from the operating periods are the times in which data backups are performed and system maintenance and program maintenance work or work on the system or database are performed. Cegos Integrata has the right, insofar as it is necessary in the interest of the users, to perform such work during the operating period. This may lead to disturbances when accessing data which Cegos Integrata will keep to a minimum.

§ 12 Obligations of the Customer
The customer may only use the course offer in an appropriate manner. The customer shall keep his user name and password for accessing the service offer of the company secret, shall not pass it on to others, shall not tolerate or allow that it be divulged to others and shall take all measures to preserve such secrecy and in case of any misuse or loss of this information or a corresponding suspicion to report this to the company.

We reserve the right on suspicion of misuse or significant breaches of contract to take the necessary steps and, in the case of a justified suspicion, to block your access to the contents – at least until the suspicion has been removed – and, if necessary, in the event of particularly serious infringements, to terminate the contract without advance notice. If you can dispel such suspicions, the block will be lifted.

§ 13 Access to Course Offer
Technical requirements for the use of the courses include a suitable internet browser and a current version of Adobe Acrobat Reader insofar as the respective text must be accessed in PDF format or other varying software depending on the offer.

The provision of access to the internet or to customer systems is not part of this agreement.

If the provision of the contractual services is hindered by conditions which are within the scope of responsibility of Cegos Integrata, you may make claim against us. Such services will then be improved or corrected immediately. If we do not provide the service even after the expiration of an appropriate time period and after justified claim, you may withdraw from the contract; in this case any payments which have already been made will be credited to your account.

§ 14 Rights of Use of the Rendered Services
Insofar as our services have been rendered and unless otherwise expressly agreed, the customer receives a non-exclusive, geographical and temporally unlimited right to use such contractual services and products for his own internal business purposes. The commercial use, particularly the sublicensing of contractual services to third parties, is only allowed to the customer if the parties have reached an agreement about this which includes an appropriate compensation for the costs incurred in favour of Cegos Integrata. Every concession of rights of use is made on the condition that a full payment for the respective remuneration has been made. The customer is not permitted to change and/or remove any references to Cegos Integrata as originator without the express written consent of Cegos Integrata. Cegos Integrata has the unrestricted right to use, distribute and exploit all knowledge, concepts, approaches, methods, know-how, procedures, etc. on which the work services are based.

§ 15 Acceptance of Work Performed
Insofar as our services have been rendered, the customer is obliged to inspect and approve such services within an appropriate time period, however, at the latest two weeks after the service has been provided. Cegos Integrata has the right to participate in the acceptance inspection.

All services are considered accepted if acceptance is not refused either orally or in writing within the agreed time period.

Cegos Integrata has the right to request the acceptance of partial services. The above provisions are also valid for such acceptance procedures.

§ 16 Liability
Claims for damage compensation by the customer or the participants shall be valid to the full legal extent only in the case of intentional or gross negligence.

In the event of less than gross negligence, the liability on the part of Cegos Integrata shall be limited to damage of a foreseeable nature. The limitation of liability does not apply in the event of personal damage and in the case of liability according to the Product Liability Act as well as in the event of a breach of duty whose fulfilment is a prerequisite for enabling the proper fulfilment of the contract in the first place and for which compliance may be relied upon as a matter of course by the contractual parties (cardinal obligation).

Cegos Integrata reserves the right to contest the charge of contributory negligence.

All contractual and extra-contractual rights to compensation for damages and/ or claims to compensation for futile expenses lapse within one year except in cases of wrongful intent and personal injury.

Should the execution of the course involve considerable shortcomings, and if Cegos Integrata is responsible for such shortcomings, Cegos Integrata may, at its own discretion, repeat the course within a reasonable period without further costs to the customer or offer to reasonably reduce the agreed upon remuneration. Prerequisite is a notification of the shortcomings by the customer which must be given immediately.

The right to extraordinary termination for good case remains unaffected.

Any further claims of the customer because of breach of duty are excluded. This exclusion shall not apply in the event of damage caused intentionally or by gross negligence or of death, bodily injury or damage to health.

Insofar as the damage compensation claims towards Cegos Integrata are barred or limited, this is also applicable regarding the personal damage compensation of our employees, workers, staff members, representatives and vicarious agents.

§ 17 Quality Agreement, Rectification
The performance specification in the contract (generally the specification sheet) is decisive for the quality of the object of the contract. Unless otherwise expressly agreed, Cegos Integrata is not obliged to ensure that the work services function with products of third parties.

In the event of defects, Cegos Integrata performs its warranty obligation at its own discretion by rectification or compensation delivery. The customer is obliged to install programme parts and corrections provided to him. The customer allows Cegos Integrata at least two attempts to rectify the situation. Should these attempts fail, the customer can reduce the price or withdraw from the contract, but not the latter if the defect is negligible.

§ 18 Liability for Defects, Limitation Period
The limitation period for any claims arising from defects is twelve (12) months, as of the point in time when the claim arises.

§ 19 Miscellaneous
The contractual relationship and its implementation shall be subject solely to the law of the Federal Republic of Germany.

If the customer is a merchant, a legal entity under public law or public special assets or does not have a place of general jurisdiction in Germany, Stuttgart shall be the place of jurisdiction for any disputes arising from or in connection with the customer´s participation. This shall also apply if the participant has no place of general jurisdiction in his or her country, changes his or her residence or normal place of residence to a place outside the Federal Republic of Germany after the contract has been concluded or whose place of residence is not known at the date of the institution of legal proceedings.

General Terms and Conditions of Cegos Integrata GmbH for the Conception and Execution of Inhouse Seminars (Inhouse-AGB)

§ 1 Subject Matter of the Agreement
1.1
Cegos Integrata GmbH (hereinafter Cegos Integrata) shall hold qualification services in the form of Inhouse seminars in which participants (e.g. employees) determined by the customer shall participate. These seminars shall be specified in detail in contracts, hereinafter called “agreement”, between the Cegos Integrata and the customer. Said agreements shall contain individual provisions.

1.2 Should the agreement or a general framework contract between the contractual parties regarding inhouse seminars contain different provisions, those contained in the respective agreement have priority over these general inhouse terms and conditions.

1.3 Otherwise these general terms and conditions shall apply exclusively; Cegos Integrata does not acknowledge adverse or terms and conditions of the customer which deviate from these unless Cegos Integrata has explicitly agreed to the applicability thereof in writing.

These terms and conditions shall also apply when Cegos Integrata provides these services without reservation in full knowledge of the customer´s adverse terms and conditions or of those terms and conditions which may deviate from ones specified in this agreement.

§ 2 Trainers, Seminar Materials
2.1
Cegos Integrata shall provide trainers possibly designated in the individual agreements for the seminars. Should, for reasons for which Cegos Integrata cannot be held responsible, a trainer not be able to hold a seminar on the date scheduled, Cegos Integrata shall be entitled to designate a suitable substitute trainer at its own discretion or, in consultation with the customer, to fix an alternative date.

2.2 Unless otherwise agreed, Cegos Integrata will provide the contractually agreed seminar materials at the latest at the beginning of the seminar.

The seminar materials are otherwise copyright.

Cegos Integrata reserves all rights, also those pertaining to the translation, the reprinting and the reproduction of contents and training materials or parts thereof. It is not permitted in any way, whether in full or in part, to reproduce, process, copy, distribute or publish any part of the contents or training materials and media, in particular by using electronic systems, without our written approval – not even for the purpose of course design.

The customer or the seminar participant thus does not acquire the right to publish the contents received or accessed. In particular, the customer or the seminar participant may not reproduce, modify, distribute, reprint or permanently store the contents received or accessed for purposes beyond those specified in the contract, whether in full or in part, especially for the purpose of building up a database or in order to pass on such contents to third parties.

The customer shall take steps to prevent the unauthorized copying or passing on of seminar materials to third parties by participants. Making additional copies of seminar materials for the purpose of conducting the seminar or for use in other training programmes by the customer requires the express previous agreement in writing of Cegos Integrata.

§ 3 Remuneration, Payment Date
3.1
Cegos Integrata shall receive for the execution of the seminars the remunerations stipulated in more detail in the contracts as well as the reimbursement of travel costs, expenses and outlays.

3.2 Unless otherwise agreed, all remunerations and reimbursements of costs, outlays and expenses plus the respective, valid VAT are due in full amount immediately on presentation of invoice. In the event of delayed payment, all outstanding payments in favour of Cegos Integrata shall be subject to interest of 8 % over and above the respective base rate. Cegos Integrata reserves the right to claim further damages as applicable.

§ 4 The Customer´s Responsibilities:
Preparation and Execution of Seminars

4.1 The customer shall designate an authorized contact who shall be responsible for giving and receiving the requisite information for preparing and holding seminars.

4.2 In the case that the seminars shall take place on the customer´s premises, he shall provide rooms with the required equipment including hard- and software for the execution of the seminar.

4.3 The customer shall ensure that participants are not disturbed while seminars are being held.

4.4 The customer shall, in good time, provide Cegos Integrata with all the information and documentation it requires in order to prepare and hold the seminar.

4.5 Should Cegos Integrata provide the customer with seminar equipment (e.g. hardware, projector, flipcharts, pin boards) outside its own training centres, the customer is obliged to take out the required liability insurance with an adequate insured sum and upon request to present the insurance policy to Cegos Integrata.

§ 5 Provision of Software
5.1
Unless otherwise agreed, the customer shall provide, free of charge, the system environment as well as the nec essary number of software licenses, both for the employees of the customer (seminar participants) as well as for the trainers and system support personnel of Cegos Integrata for the purpose of the preparation and execution of the training measures.

At the same time, the cust omer assures that he is en titled to issue the licenses on a temporary basis for usage according to the provisions of this contract. The customer guarantees that by issuing said licenses no protection rights of third parties are violated. The customer shall ensure that the scope of usage is not impaired during the duration of the contract
period.

Cegos Integrata undertakes to use the licenses placed at its disposal exclusively for the preparation of the training environment as well as for the training of the employees of the customer and, on conclusion of the seminar, to completely de-install the software on appointment. Cegos Integrata furthermore assures that no usage of the licenses shall be effected beyond that stipulated in the provisions of this contract.

5.2 Insofar as own information, documents or data of the customer (hereinafter data) are used in the course of the seminar, the customer guarantees that an own data security system is provided with which lost data can be restored in machinereadable form with an investment of work and cost which is reasonable.

§ 6 Liability
6.1
Claims for damage compensation by the customer or the participants shall be valid to the full legal extent only in the case o f intentional or gross negligence.

6.2 In the event of less than gross negligence, the liability on the part of Cegos Integrata shall be limited to damage of a foreseeable nature. The limitation of liability does not apply in the event of personal damage and in the case of liability according to the Product Liability Act as well as in the event of a breach of duty whose fulfilment is a prerequisite for enabling the proper fulfilment of the contract in the first place and for which compliance may be relied upon as a matter of course by the contractual parties (cardinal obligation).

6.3 Cegos Integrata reserves the right to contest the charge of contributory negligence.

6.4 All contractual and extra-contractual rights to compensation for damages and/or claims to compensation for futile expenses lapse within one year except in cases of wrongful intent and personal injury.

6.5 Should the execution of the seminar involve considerable shortcomings, and if Cegos Integrata is responsible for such shortcomings, Cegos Integrata may, at its own discretion, repeat the seminar within a reasonable period without further costs to the customer or offer to reasonably reduce the agreed upon remuneration. Prerequisite is a notification of the shortcomings by the customer which must be given immediately.

6.6 The right to extraordinary termination for good case remains unaffected.

6.7 Any further claims of the customer because of breach of duty are excluded. This exclusion shall not apply in the event of damage caused intentionally or by gross negligence or of death, bodily injury or damage to health.

6.8 Insofar as the damage compensation claims towards Cegos Integrata are barred or limited, this is also applicable regarding the personal damage compensation of our employees, workers, staff members, representatives and vicarious agents.

§ 7 Cancellation, Postponements
7.1
The customer shall be entitled to withdraw from the seminar agreement by making a written declaration to this effect.

Should the customer withdraw less than four (4) weeks before the planned start of the seminar, 20 % of the remuneration specified for the seminar in the individual agreement shall be charged.

Should the customer withdraw less than two (2) weeks before the planned start of the seminar, 50 % of the remuneration specified for the seminar in the individual agreement shall be charged.

Should the customer withdraw less than one (1) week before the planned start of the seminar, 100 % of the remuneration specified for the seminar in the individual agreement shall be charged.

7.2 The customer is obliged to pay such costs that have been incurred up to the time of his withdrawal to the extent these costs were to be expected according to the purpose of this agreement and the customer has been informed of the beginning of preparation activities. Any cost incurred due to his withdrawal will be documented and charged to the customer.

7.3 Requests received from the customer for seminar dates to be changed shall be taken into account if such requests are submitted to Cegos Integrata in writing four (4) weeks before the agreed seminar dates at the latest.

Should the customer request that the date of the seminar be changed less than four (4) weeks before the seminar was due to begin, Cegos Integrata shall charge to the customer an additional 10 % of the seminar remuneration specified in the individual agreement.

Should the customer request that the date of the seminar be changed less than two (2) weeks before the seminar was due to begin, Cegos Integrata shall charge to the customer an additional 25 % of the seminar remuneration specified in the individual agreement.

Should the customer request that the date of the seminar be changed less than one (1) week before the seminar was due to begin, Cegos Integrata shall charge to the customer an additional 50 % of the seminar remuneration specified in the individual agreement.

7.4 Cegos Integrata is entitled to terminate the agreement with the customer without previous notice if a petition for the opening of insolvency proceedings over the assets of the customer has been filed.

§ 8 Confidentiality, Fiduciary Duty
8.1
Cegos Integrata shall handle any information which may come into its possession in the course of carrying out this agreement and which relates to the industrial and business secrets of the customer with absolute confidentiality and shall only use such information for contractually agreed purposes. At the customer´s specific request, Cegos Integrata shall arrange for the professionals engaged by it to submit a written declaration to this effect to the customer.

8.2 The customer and Cegos Integrata shall enter into a relationship of mutual loyalty. In particular, both the customer and Cegos Integrata undertake not to employ or otherwise engage the services of employees – including freelance staff – or former employees of the other partner who have been involved in the performance of the ordered services within a period of twelve (12) months following the conclusion of this agreement.

8.3 The contractual partners shall mutually agree to adhere to the statutory data provisions and to commit their employees to doing likewise.

§ 9 Default in Acceptance, Force Majeure
9.1
Should the customer delay in the acceptance of a service which is due to be rendered by Cegos Integrata according to the provisions of this agreement, or should the customer fail or delay in carrying out the responsibilities placed on the customer by this agreement, Cegos Integrata shall be entitled to refuse performance of the service owed according to the provisions of this agreement but shall nonetheless retain the right to assert its right to remuneration deducting any expenses which it may have saved as a result of the non-performance.

9.2 Events which occur as a result of force majeure which interfere with the ability of Cegos Integrata to perform the services or prevent such service being provided at all shall entitle Cegos Integrata to postpone fulfilment of the services for as long as such events prevail plus an additional reasonable period of preparation. Force majeure shall be understood to include events such as strikes, lockouts and similar circumstances which impinge indirectly or directly on Cegos Integrata and which are beyond the control of Cegos Integrata.

§ 10 Final Provisions
10.1
Written Form
No verbal agreements subsidiary to this agreement have been made. Any additions or modifications to this agreement are only valid if made in writing. This stipulation requiring written form can itself only be waived in writing. 10.2 Applicable Law
The contractual relationship and its implementation shall be exclusively
subject to the law of the Federal Republic of Germany.

10.3 Legal Venue
The exclusive legal venue for all disputes arising from this agreement shall be Stuttgart.

Notwithstanding the foregoing, Cegos Integrata is entitled to bring suit against the customer at the customer’s seat.

As of March 2023