General Contractual Conditions for Customer
1. Scope and Purpose
1.1. One of the tasks of Karlsruhe Institute of Technology (KIT), a corporation under public law and a university (hereinafter referred to as "KIT") is to provide support in cooperation with the business community and other employers of students in the implementation of internships as well as of the
graduates of KIT (hereinafter referred to as "Users") in their transition to professional life.
For this purpose, KIT has set up the Career Service Portal (hereinafter referred to as the "Portal") and offers various products and offers various products in connection with the public task described above. The Customer shall support KIT in the performance of its tasks by concluding a contract in accordance with these Terms and Conditions. Customer doing so pursues publicly effective communicative goals. The aim of the contracts is to inform the Users about the Customer in its capacity as an employer, including vacancies, and to vacancies and to give users a first impression of the customer as an employer. At the same time, the customer should be given the opportunity to contact students and graduates as an attractive employer.
1.2. Users of the portal are KIT students registered on the portal.
1.3. Subject to the provisions set forth herein and subject to the conclusion of a separate contract for the respective product, the Customers shall have the opportunity to place advertisements on the Portal as potential employers for positions within the scope of the Job Exchange products and as potential scholarship providers, advertisements for scholarships, and as potential award winners. Furthermore, advertisements and services from the area of online advertising can be placed for events organized by the customers themselves. These advertisements and services of the customers are visible for users.
The portal has an application database (hereinafter referred to as "application portal"). Here users have the opportunity to create their own profile to present their professional skills and qualifications, including a curriculum vitae and to activate this on the application portal for customers.
The application portal offers customers the opportunity to search the search for potential employees in an application database based on specific criteria.
The portal also has the option for customers to place poster and banner advertisements for students on campus and to book flyer distribution and information booths.
1.4. KIT reserves the right to remove products from the offer or to add new offers on the Internet platform.
2. Conclusion of Contract
2.1. The present contractual agreements shall apply between KIT and the Customer.
2.2. In order to give the Customer access to the Portal, a basic contract must be concluded between KIT and the Customer
and the Customer must conclude a basic contract. This is done by registration of the customer's registration on the portal and acceptance of these "Career-Service-Portal - General Terms and Conditions for Customers" (hereinafter referred to as "GTC") in the version valid at the time of registration and activation by KIT. After registration the potential customer is checked by KIT and activated by KIT at its own discretion.
KIT reserves the right not to activate potential customers without giving reasons.
The legal relationship between KIT and the Customer shall be governed exclusively by the General Terms and Conditions of
in the version valid at the time of registration; deviating or supplementary terms and conditions of the deviating or supplementary terms and conditions of the Customer, in particular the General Terms and Conditions, shall apply only if expressly accepted by KIT in writing at the time of activation.
In this respect, it shall not be sufficient if the Customer refers to its General Terms and Conditions during registration or in separate written correspondence to his or her General Terms and Conditions and KIT accepts the registration without express reference to the registration without explicit reference to the deviating or supplementary terms and conditions of the customer's deviating or supplementary terms and conditions. Any provision of services shall not be deemed to be an implied acceptance.
2.3. The Customer may purchase the products described in Section 5 from KIT on the Portal. This requires a product contract. The product contract is concluded by the Customers order of a specific product via a digital order form of the Portal and a written order confirmation by e-mail by KIT. The legal relationship between KIT and the Customer with respect to this Product Contract shall be governed exclusively by the current price list - as displayed on the Portal -, the relevant service descriptions, and the General Terms and Conditions in the version valid at the time of the order; deviating or supplementary terms and conditions of the Customer, in particular General Terms and Conditions, shall apply only if expressly acknowledged in writing by KIT in the order confirmation. In this respect, it shall not be sufficient if the Customer refers to its General Terms and Conditions in the order or in separate correspondence and KIT confirms or performs the order confirmation without express reference to the Customer's deviating or supplementary terms and conditions. The provision of a service shall not be deemed to be an implied acceptance.
2.4. By successfully concluding a product contract, the customer also accepts the following with regard to the the current version of the GTCS at the time of this order, also with regard to the basic contract.
3. Customers characteristics and earmarking
3.1. The Customer affirms that he/she is an entrepreneur within the meaning of § 14 of the German Civil Code (BGB) or a legal person under public law or a special fund under public law.
3.2. Should the customer lose the aforementioned property during the term of the contract, he/she undertakes to the KIT in writing without undue delay and to delete his/her account in the Portal without undue in the Portal without undue delay.
3.3. The Customer assures that he/she will use the present Portal exclusively for the purposes specified in clause 1. in particular he/she will use the portal as a business enterprise or other employer, potential employer, search for potential employees for his/her own company.
4.1. For the products of KIT, the Customer shall provide consideration of the same value in the form of monetary benefits.
4.2. The Customer shall pay any applicable taxes - such as foreign withholding tax, use tax, taxes, such as foreign withholding tax, property tax, excise tax, service tax or similar taxes, customs duties and other duties. If KIT is required to pay any such taxes, Customer shall pay such taxes and all related costs, expenses, interest and penalties to KIT.
4.3. The Customer shall provide KIT with all data and information (e.g., information on the information (e.g. company certificates) required for proper invoicing.
4.4. The amount of the remuneration shall be based on the product prices shown in the portal in accordance with the price list plus statutory value added tax. KIT shall send the Customer an invoice for this amount Customer an invoice showing the legally owed value added tax.
4.5. The provisions of §§ 14, 14a UStG shall be observed. The Customer shall provide KIT with his/her VAT no. or VAT no. Customer shall provide KIT with his/her VAT ID number or entrepreneurial certificate, if required for invoicing after the conclusion of this Agreement.
4.6. After conclusion of the contract by automated dispatch of the order confirmation and invoicing by KIT, the amount plus VAT due by law shall be due.
4.7. Publication of the advertisement or activation of the booked product by KIT shall be made within three working days after receipt of the payment for the respective product by KIT.
4.8. If KIT fails to provide one or more services as owed, the Customer may assert rights only with respect to such services, while the rest of the contract remains unaffected.
5.1. After conclusion of the basic contract, its registration and activation by KIT, the Customer shall have the following rights the Customer has the possibility to order products offered on the Portal pursuant to clause 2 against payment of a the product prices shown in the Portal according to the price list plus the legally owed VAT according to clause 4.
KIT offers the following products on the Portal:
- Advertisements of the customers for the job exchange (service description job exchange in the Career-Service-
- Advertisements of the customers for scholarships and prizes (Service description job exchange Career-
- Application database (service description job exchange Career-Service-Portal)
- Campus advertising (description of services Campus advertising)
- Job shadowing (service description job shadowing)
- Online advertising (service description online advertising in the Career-Service-Portal)
5.2. The details of each product are set forth in the respective Statement of Work.
5.3. Insofar as a stand / advertising space is part of the product, the following shall apply:
The Customers duty to ensure traffic safety with regard to the stand / advertising space shall be incumbent upon him/her. The Customer shall immediately comply with the instructions of the KIT security personnel. In particular, the Customer shall ensure that the stand/advertising space is adequately secured against access by unauthorized third parties, that equipment is operationally safe and that other working and operating materials are properly used and stored, and that the stand/advertising space itself is set up and secured in such a way that it does not pose any risk to KIT or third parties, in particular to students and visitors. KIT shall not take any safety precautions that go beyond KIT's usual duty to ensure safety, in particular against theft or damage to property. Insofar as the stand / advertising space is set up within the premises of KIT, the premises will be secured against access by third parties after the end of the set-up and dismantling periods in accordance with the measures customary at KIT. KIT shall not provide individual security for individual stands. KIT shall not take any security measures that go beyond the usual duty to ensure safety, in particular against theft or damage to property.
5.4. The Customer shall immediately comply with the instructions of KIT's order and security personnel. During the measures, the Customer shall not block the fire protection zones and escape routes. The house and fire protection regulations of KIT must be complied with. Smoking is prohibited in all buildings; the use of smoke machines is prohibited.
6. regulations on posted contents of the customers / inadmissible contents, prohibited activities / removal of inadmissible contents.
6.1. The customer guarantees that he/she holds all rights necessary for the placement of his/her own content. The Customer shall be solely responsible for his/her content and the legal admissibility of the text and image materials provided. Within the scope of this Agreement, he/she shall indemnify KIT against all claims of third parties that may arise due to the Customers violation of legal provisions in this respect, insofar as KIT is not responsible for the violation intentionally or through gross negligence. Furthermore, KIT shall be indemnified against the costs of necessary legal defense. The Customer is obliged to support KIT in good faith with information and documents in its legal defense against third parties.
6.2. The Customer guarantees that all content posted by him/her on the Portal or transmitted to KIT for posting is free of third party rights. The Customer shall compensate KIT for any damage caused by a violation of this provision. By placing an order, the Customer confirms that he/she holds all rights of use, copyrights and other rights to the documents and data etc. provided by him/her and that he/she can freely dispose of them.
6.3. The Customer grants KIT all rights of use and exploitation for advertising in print and online media of all kinds that are necessary for KIT to fulfill its obligations under the respective Product Contract. In particular, the Customer grants KIT non-exclusive, spatially and temporally unrestricted, transferable, sublicensable and royalty-free rights to use the logo and other works provided and authorizes KIT to use them on the Internet, and grants all necessary copyright usage and other rights, in particular the right to reproduce, distribute, transmit, broadcast, make publicly available, extract from a database and retrieve, in terms of time and content, to the extent necessary for the performance of the Product Agreement. The granting of the above-mentioned rights shall be unlimited in terms of location. This right also extends to software providers, insofar as KIT uses them to fulfill its contractual obligations, and thus also the right to store the contents on their servers. The Customer shall bear sole responsibility for the content and legal admissibility of the text and image materials provided. KIT and, if applicable, the software providers do not assume any responsibility for checking the contents for completeness, correctness, legality, up-to-dateness, quality and suitability for a specific purpose. Insofar as third parties assert rights against KIT with respect to the Content, the Customer shall indemnify KIT against any claims, insofar as KIT is not responsible for the infringement intentionally or through gross negligence.
6.4. The Customer is aware that content published on the Internet is searched by search engines or other third parties and that these search engines may archive the published content. If an advertisement is archived by a search engine, KIT shall not be responsible for it and claims for deletion of the archived data shall be addressed by the Customer* to the search engine provider or the third party.
6.5. KIT shall not assume any responsibility for the Customer's information posted on the Portal (e.g. logo, advertisement text) beyond the obligations expressly agreed herein and, in particular, shall not be obliged to store such information after the expiry of the respective product contract or to return it to the Customer.
6.6. In particular, KIT shall be entitled to monitor electronic data traffic on a routine basis and to keep the log files obtained therefrom in accordance with the statutory storage regulations applicable to KIT in accordance with its own customary diligence.
6.7. If the Customer is requested to cease and desist on the basis of certain information or representations in connection with information or representations made by him/her of the content published on the Portal (in particular advertisements or information), or if he/she has already issued a cease-and-desist declaration with respect to certain information or representations, or if a corresponding injunction, judgment or other court decision or official order has been served, the Customer shall be obliged to inform KIT thereof in writing without delay.
The Customer shall indemnify KIT against all related claims of third parties and shall compensate KIT for any damage suffered by KIT, unless KIT culpably fails to avert the damage within the meaning of these GTC.
6.8. Prohibited Content / Prohibited Activities:
Inadmissible content is content that violates laws, official or court orders or specifications, third-party rights, morality, or the regulations set forth in the Product Agreement.
a. In particular, the following actions of the customer are prohibited:
- the posting, distribution, offer and advertising of pornographic content, services and / or products that violate youth protection laws, data protection laws and / or other rights and / or are fraudulent;
- the use of content that insults or defames other participants or third parties;
- the use, provision and distribution of content, services and / or products that are protected by law or encumbered with the rights of third parties (e.g. copyright) without being expressly authorized to do so.
b. Furthermore, irrespective of any infringement of the law, the following activities are prohibited by the customer when disseminating or posting his/her own content, for example on platforms, and when communicating with other participants (e.g. by sending personal messages):
- the distribution of viruses, Trojans and other harmful files;
- the sending of junk or spam mails as well as chain letters;
- the dissemination of lewd, offensive, sexually oriented, obscene or defamatory content or communication of such as well as content or communication that is / is likely to promote or support racism, fanaticism, hatred, physical violence or illegal acts (in each case explicitly or implicitly);
- harassing other participants, e.g. by contacting them personally several times without or contrary to the reaction of the other participant, as well as promoting or supporting such harassment;
- requesting other participants to disclose passwords or personal data for commercial or illegal purposes;
- the distribution and/or public reproduction of content available on the platform, unless this is expressly permitted by the respective author(s).
c. Also prohibited is any action that is likely to impair the smooth operation of platforms, in particular to place an excessive load on the systems of KIT or the software provider engaged by KIT, if any.
d. In the event of a suspicion of illegal or punishable acts, KIT, but also the software provider, shall be entitled and, if necessary, also obliged to review all activities and, if necessary, to initiate appropriate legal steps. This may also include forwarding a case to the public prosecutor's office.
e. The customer undertakes to ensure that any participants called in by him/her do not carry out any actions on the portal that violate a) to c).
f. Furthermore, the following contents are excluded in any case:
- Contents which violate the reputation and dignity of KIT or the public administration and the state,
- contents with party-political content, in particular election advertisements,
- advertisements for participation in illegal structure distributions (§ 16 UWG) or for conclusion of a membership in a club or other association/society,
- content unrelated to the subject matter, such as lotteries, events not related to a career or purely promotional activities
6.9. KIT and, if applicable, software providers called in by KIT reserve the right to remove or not to publish/use content, in particular advertising material, of the Customer(s) if the content to be published violates laws, official or court orders or specifications, third-party rights, morality or the provisions laid down in the Product Agreement ("Inadmissible Content"). This shall also apply if the information published or to be published by the Customer contains links that lead directly or indirectly to pages with inadmissible content. The Customer's obligation to pay shall remain unaffected. KIT shall inform the Customer about the removal or non-publication. The Customer shall be at liberty to place an advertisement for the remaining term that complies with the requirements. The right to extraordinary termination of the product contract remains unaffected.
The obligations of KIT to remove such inadmissible content shall be governed exclusively by the statutory provisions. However, KIT shall delete unlawful content at the Customer's request if the Customer is unable to do so himself/herself. If claims are asserted against KIT due to illegal content or other violations of the law for which the Customer is responsible, the Customer shall indemnify KIT upon first demand insofar as KIT is not responsible for the violation intentionally or through gross negligence. Furthermore, KIT shall be indemnified against the costs of necessary legal defense. The Customer is obliged to support KIT in good faith by providing information and documents for legal defense against third parties.
6.10. The provisions of the General Equal Treatment Act must be complied with.
6.11. Compliance with notification and approval obligations as well as compliance with relevant statutory provisions with regard to the measures performed by the Customer* shall be the sole responsibility of the Customer* (e.g. Youth Protection Act, registration with GEMA). KIT shall have the right to verify compliance
7. use of the portal
7.1. The Customer acknowledges that a 100% availability of software solutions and platforms cannot be realized technically. In particular, maintenance, security or capacity issues as well as events beyond the control of the Software Provider or KIT (such as disruption of public communication networks, power failures), but also hardware and software failures, in particular also of the software and hardware and the IT infrastructure of the Customer may lead to short-term disruptions and to the temporary discontinuation of services. This contract only grants a right to use the services within the scope of the described technical and operational possibilities.
7.2. The Customer is aware that the data for the operation of the portal is transmitted via public channels, in particular the Internet. The Customer acknowledges that the transmission is not 100% secure.
7.3. KIT shall operate the Portal and the related technical equipment to the best of its knowledge and belief in accordance with its customary care and on the basis of the state of the art in science and technology known to it. KIT does not warrant that a specific result will be achieved. In particular, KIT does not guarantee that a certain number of interested parties will apply for specific Products or that a certain number of Users will be registered in the application database.
7.4. KIT shall ensure that the services to be provided by KIT are implemented in accordance with the usual technical standards.
7.5. Exclusion of competition is not granted.
7.6. The Customer undertakes to provide KIT in due time, by the agreed means, with all documents and information necessary and expedient for the achievement of the objectives described in the Contract. If these requirements are not met in due time, any deadlines for KIT to perform its services shall be extended accordingly. The term of the product shall not be extended by delayed provision of required documents and information. He/she will remove job advertisements or information that is no longer current.
7.7. KIT shall be entitled to use vicarious agents to fulfill its obligations under the Product Contract.
7.8. The Customer shall configure its infrastructure, in particular its technical facilities, in accordance with the respective state of the art in such a way that it is neither the target nor the starting point of disruptions that are likely to impair the Internet service offered by KIT or, in general, smooth and error-free network operation.
7.9. The Customer shall exercise the greatest possible care when using IDs, passwords, user names or other security devices provided in connection with KIT's services and shall take all measures to ensure confidential and secure handling of the data and to prevent their disclosure to third parties. The customer shall be responsible for the use of his/her passwords or user names by third parties and shall be held liable accordingly if he/she cannot sustainably demonstrate that access to such data did not result from his/her culpable action or omission. The Customer shall immediately inform KIT of any possible or already known unauthorized use of his/her access data.
7.10. If personal data are processed on the Customer's side, the Customer shall ensure by means of suitable agreements with participants called in by it or organizational measures that these comply with the relevant data protection regulations in the respective applicable version, in particular those of Regulation [EU] 2016/679 (General Data Protection Regulation, DS-GVO) and the BDSG or the LDSG.
8. provisions on advertisements by the customer
8.1. Advertisements by the Customer pursuant to Clause 5 shall be placed in the Portal by the Customer in accordance with the provisions of Clauses 6 and 7 via the Customer's account. The term of the advertisements depends on the booked product and the term stated therein. KIT is entitled, but not obliged, to take the advertisement offline after the expiry of this period.
8.2. The Customer undertakes to clearly include in the advertisement the type, job description and requirement description of the activities advertised in the advertisements. In particular, he/she shall make it clear what type of activity is involved (either dependent employment or internship). Advertisements for self-employed activities are not permitted. The information must be correct and not misleading or misleadingly worded.
8.3. The job advertisement may only be linked to the customer's website. This website must comply with the minimum legal requirements and, in particular, must have an imprint that complies with the legal principles and the principles developed by case law.
8.4. KIT shall be entitled to assess at its own discretion whether there is a violation of these requirements in Sections 6 and 7. In the event of a violation, it shall be entitled to remove or not to publish the relevant job offer with the consequences of Clause 6.9.
9. application data
9.1. The data of users who register on the portal are strictly confidential and may be only be used by the customer in accordance with the relevant data protection regulations as applicable version, in particular those of Regulation [EU] 2016/679 (Data Protection Basic Regulation, DS-GVO) as well as the BDSG or the LDSG. The Customer undertakes to comply with all provisions of data protection law. In particular the customer shall ensure the implementation of the information obligations vis-à-vis the data subjects, the implementation of the rights of the data subjects as well as the compliance with the data protection regulations on data transfer outside the area of application of the European Union.
9.2. The use of the application database by the Customer may only be used for the above-mentioned purposes set out in Sections 1 and 3 above and in the job exchange service description for the application database. KIT reserves the right to block the Customer's account in the event of any violation and to
and to block the Customer's access to application data.
9.3. The contact to the users is to be established exclusively via the designated function. The Customer shall not make any copies of the personal data provided by the Users in the Portal without their prior consent.
9.4. The establishment of contact between the Users and the Customer is technically supported by the portal, the success of this contact - especially the accessibility of the users via this instrument - is however, the success of this contact - in particular the accessibility of the Users via this instrument - is not the subject of the performance obligations of KIT.
A possible subsequent application procedure is not subject of this contract, but is reserved solely for the parties concerned, i.e. the Customer and the Users.
9.5. KIT also reserves the right to prevent the Customer from contacting specific candidates via the Portal at the request of these Users.
9.6. KIT does not guarantee a certain number of User profiles or feedback from interested Users.
9.7. KIT is not liable for the correctness and completeness of the data and information uploaded by the Users. KIT does not verify the identity or correctness of the information provided by the information provided by the users. The entry is made exclusively by the respective user respective user and under his/her own responsibility.
9.8. Downloads of files that the users themselves post on the portal are made at the customer's risk of the Customer. KIT shall not be liable for any damages caused by downloading, installation, storage or use of KIT through downloading, installation, storage or use of documents, software or contents of our website. Although KIT uses up-to-date virus scanning programs, KIT shall not be liable for any damage or malfunction caused by malicious software,
computer viruses, computer worms, etc.
9.9. Access to the application database is exclusively reserved for the Customers own use. The customer undertakes to keep confidential both the access data to the application database and all the information stored there, in particular personal data of the users stored there confidential, to use them exclusively for the purpose stated in the respective product contract and to protect them from access by third parties. Any disclosure of information stored on the portal to third parties is excluded.
9.10. If a User deletes or changes his/her profile or data or parts thereof, in particular his/her curriculum vitae, these will be automatically deleted from the application database for reasons of data protection.
9.11. The application database must not be used to search for users using search criteria that violate the AGG.
Within the scope of the basic and product contract, there is neither a transfer of ownership or rights of use, nor the granting of licenses or other rights to the software of the Portal from KIT to the Customer. KIT reserves all rights to the software used, to marks, titles, trademarks and trademarks, copyrights and other industrial rights. These remain unrestrictedly with KIT.
11.1. The liability of the Contracting Parties shall be limited to damage to property and financial loss caused by intent and gross negligence.
11.2. Notwithstanding Clause 11.1, the contracting parties shall be liable in the event of a breach of material contractual obligations for
contractual obligations for intent and negligence. Material contractual obligations are those obligations that protect the legal positions of the contracting parties that are legal positions of the contractual partners, which are to be granted to them according to the content and purpose of the contract.
Furthermore, essential contractual obligations are those whose fulfillment makes the proper execution of the contract at all possible and on whose
contract and on the observance of which the contractual partner could regularly rely.
11.3. Notwithstanding Section 11.2, in the event of a breach of material contractual obligations in the case of simple negligence, liability shall be limited to foreseeable, direct and contract-typical damages.
11.4. The exclusions and limitations of liability shall not apply to claims under the German Product Product Liability Act, for fraudulent conduct, from liability for guaranteed characteristics and from the characteristics and for injury to life, limb or health.
11.5. A contractual penalty or liquidated damages shall be excluded and shall not be the subject of this contract.
11.6. Insofar as liability is excluded or limited in accordance with the above provisions, this shall also apply to the liability of the legal this shall also apply to the liability of the legal representative and the vicarious agents of the contractual partners.
11.7. Insofar as a stand / advertising space is part of the product, the following shall apply: The Customer shall be responsible for the safety of his/her stand/advertising space in his/her internal relationship with KIT.
its advertising space. If a claim is made against KIT for damages resulting from a breach of the Customer's the Customer shall indemnify and hold KIT harmless from and against all claims of third parties and all KIT from all claims of third parties and all costs incurred by KIT. This shall not apply if the claim is based on intentional or grossly negligent conduct of KIT.
12.1. Unless expressly provided otherwise in these GTCs, the Customer and KIT shall not disclose any information to third parties.
Customer and KIT shall not exchange any information to be treated as confidential within the scope of the exchange any confidential information.
12.2. KIT and the Customer shall keep confidential all information received from the other party within the scope of the Product Agreement and marked as confidential by the other partner within the scope of the Product Contract confidential to third parties. Verbal information shall be treated as confidential only if it is designated as confidential at the time it is communicated and subsequently summarized in writing, marked as confidential, and forwarded to the other party to the contract within 30 days of the communication. The confidentiality obligation shall remain in effect until
three (3) years after termination of the respective product contract, unless otherwise provided for in these GTC.
12.3. Information in the form of personal data of the Users (e.g. information of the from the profiles and the CVs) shall be deemed confidential information within the meaning of the underlying confidential information within the meaning of the underlying contract and shall be kept confidential by the
be treated as strictly confidential by the customer for an unlimited period of time, to be used exclusively for the purpose specified in the purpose stated in the contract and not to be passed on to third parties.
12.4. The above confidentiality obligation shall not apply if and to the extent that the relevant
~ is generally known or
~ becomes generally known through no fault of the partner(s)~ concerned, or
~ has been or is obtained by a third party without any obligation of confidentiality or
~ are already in the possession of the partner(s) concerned, or
~ have been or will be developed independently by the receiving partner(s), irrespective of the communication.
Insofar as information must be released due to law or official/judicial order, this release does not constitute a breach of the confidentiality obligation.
In all other respects, the above-mentioned clauses remain unaffected.
13. Term and Termination
13.1. Basic contract:
The Basic Contract shall enter into force upon conclusion of the contract and shall terminate automatically if the Portal is not used by the Customer for a period of 15 months. It can be terminated at any time by giving 14 days' notice to the end of the month. An ordinary termination by the customer is equal if the customer deletes his/her account. The right to extraordinary termination remains unaffected.
13.2. Product contract:
a. The term of the Product Contract shall come into effect upon conclusion of the Product Contract and shall end after the term specified in the respective product. Termination of the Basic Agreement shall not affect the term of the Product Agreement and all rights and obligations related thereto.
b. In the event of good cause, KIT and Customer have the right to terminate the Product Contract without notice. An important reason entitling to termination without notice exists in particular if compliance with the deadlines proves to be impracticable due to unforeseeable and/or unavoidable events, in particular cases of force majeure, official requirements or statutory prohibitions.
c. In the event of termination, KIT shall not perform any further contractual services as of the date of termination.
d. If one of the contracting parties is responsible for termination without notice, it shall be obliged to return the services received from the other party to the contract, whereby the consideration provided by the other party to the consideration granted by him/her shall be credited at its fair market value. If the
party liable for restitution because of the nature of the services received or for other reasons, he/she shall compensate the market value of the services received. The contractual partner entitled to terminate the contract without notice shall be entitled to claim further damages.
14. Transfer of rights and obligations
Rights and obligations arising from this contract may - subject to other provisions in the contract - only be transferred to third parties with the prior written consent of the other party be transferred or assigned for exercise to third parties.
15. Good Conduct
15.1. KIT and the Customer shall comply with German laws and legal provisions, in particular the relevant anti-corruption regulations. Furthermore, they undertake to behave responsibly and ethically towards employees, society and employees, society and the environment. Any additional regulations of a
party in connection with ethics and corruption prevention shall require the express consent of the other contracting party must be expressly included in the contract in writing.
15.2. As a public corporation, KIT is committed to absolute integrity and neutrality. The Customer therefore undertakes to refrain from any and all acts or omissions during the initiation and contract, to refrain from anything that could call this integrity and neutrality into question, in particular, he/she shall refrain from any appearance of possible influence in the performance of its administrative activities. He/she will
ensure, in particular with regard to university autonomy, that no undue influence is exerted on academic or influence on academic or scientific matters of KIT.
15.3. The contracting parties are required to take into account the interests of the other contracting party that are worthy of protection, in particular the interests of the other contracting party in particular his or her reputation. The aforementioned obligations shall continue to apply after the termination of this agreement.
15.4. The contractual partners shall inform each other immediately of all circumstances that could be of significance for the implementation of this contract.
16. Disclosure of the Grant
The Customer is aware that KIT, as a public corporation, is subject to the requirements of the Joint Order of the Ministries on the Sponsorship of Activities of the State by Services of Private (AnO Sponsoring) must be complied with. Against this background, the Customer declares that he/she agrees that KIT may, with regard to product contracts to be concluded, specify the type and amount of the type and amount of the grant, the purpose of use, and the customer to the state government and the MWK and that the ministries concerned publish this data in the report of the state government on received insofar as the AnO Sponsoring is relevant in the specific case.
The Customer declares in the course of the order process whether he/she will provide KIT with personal data within the meaning of the Data Protection Act of the State of Baden-Württemberg and/or the Basic Data Protection Regulation and declares his/her consent to the publication in the aforementioned sense by confirming the associated declaration of consent. The customer may refuse this consent. In this case, the grant will be published in anonymized form.
17. Data protection
The relevant regulations under data protection law as amended from time to time, in particular the of Regulation [EU] 2016/679 (General Data Protection Regulation, DS-GVO) as well as the BDSG or the LDSG, must be complied with by the partners. The exchange of personal data between the partners shall be limited to the data provided for in the contract and personal data of the of employees of the partners, insofar as their processing is necessary for the execution of the contract.
18. Final provisions
18.1. All previous agreements between the contracting parties on the subject matter of the contract shall be replaced by this contract; there shall be no verbal collateral agreements.
18.2. Rights and obligations arising from the contract may only be transferred to third parties or exercised by the other party with the prior written consent of the other party.
18.3. The contracting parties shall attempt to settle any differences of opinion amicably. In all other respects, the place of jurisdiction shall be Karlsruhe, Germany, and German law shall apply excluding the UN Convention on Contracts for the International Sale of Goods.
18.4. Should individual provisions of this contract be or become invalid in whole or in part, this shall not affect the validity of the remainder of this contract. The contracting parties undertake to replace the invalid or unenforceable provision retroactively with a valid or enforceable provision that comes as close as possible to the economic intent and purpose of the provision. The same shall apply in the event of a loophole.
18.5. The service descriptions associated with the respective product contract concluded concretize the above-mentioned products. They shall be deemed to be an essential part of the agreement. In the event of case of inconsistencies between these GTC and the provisions stated in the service
which cannot be eliminated by interpretation, the contractual provision shall apply first,then the contractual provision in the service description.