Neue Schönhauser Straße 19 10178 Berlin – Deutschland- Im Folgenden als „Unternehmen“ oder „REP“ bezeichnet -

REP – Revenue Excellence Partners GmbH - General Terms and Conditions

Hereinafter referred to as the ‘Company’ or ‘REP’

Preliminary remark

Revenue Excellence Partners (REP) helps B2B companies to simplify and optimize their customer acquisition. With comprehensive consulting and brokerage services, REP offers customized solutions to improve sales processes, acquire new customers and promote sustainable growth. The aim of these agreements is to maximize the success of customers through professional advice and efficient brokerage of business contacts.

§ 1 Scope of application

These General Terms and Conditions apply to all contracts between Revenue Excellence Partners GmbH (hereinafter referred to as the ‘Company’) and its business partners (hereinafter referred to as the ‘Client’) for consulting and agency services.

§ 2 Subject matter of the contract

The company offers comprehensive consulting and agency services to optimise the acquisition of new customers for B2B companies. In addition to strategic consulting, the company also takes on operational activities, such as the provision of Sales Development Representatives (SDRs), who actively approach, qualify and arrange appointments with new customers on behalf of the client:

In consultation with the company, the agent deploys a number of sales managers to be determined in advance for each month. This number shall be determined by the parties depending on the number of new licence agreements the company is aiming to conclude, whereby the agent shall ensure that sufficient personnel resources are available even in the event of capacity increases. Under no circumstances does the deployment of sales managers constitute the hiring out of employees. The sales managers must follow the instructions of the agent alone; the company has no right to issue instructions to the agent's employees. However, when exercising his right to issue instructions, the agent will take into account the wishes of the company as far as possible and economically justifiable.

§ 3 Obligations of the company

The company undertakes to provide the customer with all information and documents required to carry out the consulting and brokerage services. In addition, the company will support the customer operationally by providing SDRs and other sales resources who are actively involved in the acquisition of new customers.

§ 4 Consultation of employees and auxiliary persons

The company is authorized to call in employees or external assistants to carry out its agency and consultancy activities. These employees and auxiliary persons will have the necessary skills to provide the agreed services in a professional manner. In special cases, the parties may agree on a special requirements profile for the persons deployed.

§ 5 Obligations of the customer

The customer undertakes:

§ 6 Remuneration and terms of payment

Compensation models: Payment for the company's consulting and brokerage services is made in accordance with the models set out in the individual offers. These offers define the specific payment terms and may include the following elements:

Payment terms:

Due date of payments: Payments for onboarding and basic fees are due within 21 days of invoicing. Commission-based payments are due in accordance with the conditions set out in the contract after the brokered services have been provided.

§ 7 Liability and warranty

The company is liable for damages caused by intentional or grossly negligent breaches of duty. The company shall only be liable for slight negligence in the event of a breach of material contractual obligations.

§ 8 Contract duration and termination

Contract term: The contract is initially concluded for a term of 6 months. If the contract is not terminated by one of the parties with a notice period of 6 weeks to the end of the contract, it is automatically extended by a further 6 months.

Terms of cancellation: Each party has the right to terminate the contract with a notice period of 6 weeks to the end of the respective contractual period. Unless otherwise agreed in individual contracts, these cancellation conditions shall continue to apply. Notice of cancellation must always be given in writing.

Extraordinary cancellation: The right to extraordinary cancellation for good cause remains unaffected.

§ 9 Confidentiality

Both parties undertake to treat all confidential information that becomes known in connection with this contract as confidential. This obligation shall remain in force for a period of 5 years after termination of the contractual relationship.

§ 10 Applicable law and place of jurisdiction

The law of the Federal Republic of Germany shall apply to all legal relationships between the company and the customer. The place of jurisdiction is Berlin.

§ 11 Final provisions

The law of the Federal Republic of Germany shall apply to all legal relationships between the company and the customer. The place of jurisdiction is Berlin.