General Terms and Conditions (GTC) of Tanja Splieth | pionetic.

§1 General
§1 General 1.1 Unless otherwise agreed in writing in individual cases, the following General Terms and Conditions of pionetic., owner: Tanja Splieth, Am Pionierhafen 1, 24837 Schleswig (hereinafter ‘pionetic.’) for all business relationships between pionetic. and its business customers (hereinafter ‘customer’), in particular for personnel placement and for all other services offered.
1.2 Deviating conditions of the customer are not recognised, unless pionetic. expressly agrees to their validity in writing.

§2 Placement
2.1 pionetic. supports the customer in the search for suitable personnel according to the customer's predefined requirements profile or job description.
2.2 pionetic. takes all necessary measures to find a suitable candidate, in particular placing advertisements and conducting interviews. The scope and implementation of the measures are at the discretion of pionetic.
2.3 pionetic. is not obliged to investigate certificates or other information provided by candidates.
2.4 If the parties agree that pionetic. places paid job ads in selected media, the customer bears the costs. pionetic. designs the ads and places them after the customer has approved the cost estimate.
2.5 In addition, pionetic. offers consulting services, in particular on issues related to the immigration of foreign skilled workers (third countries) to Germany. These consultations include assistance in dealing with official requirements as well as the interpretation and application of the relevant regulations. The consulting services are provided as 1:1 consultations or workshops.

§3 Agency fee
3.1 The agency fee is 30% of the gross annual salary of the candidate placed, including all payments such as holiday and Christmas bonuses, royalties, commissions and other special payments.
3.2 For the placement of executives with an annual salary of more than €100,000, the placement fee is 32% of the gross annual salary of the placed candidate.
3.3 The placement fee is paid in three instalments: The first third is due when the order is placed and the placement activities begin. This payment is non-refundable, as it serves to commission and start the work. The second third is due when the candidate profiles are presented by pionetic. This payment is also non-refundable, as it is made to fulfil this partial service. The last third is only due in the event of a successful placement, if an employment contract is concluded between the customer and a candidate proposed by pionetic.

• The first third is due when the order is placed and the placement activities begin. This payment is non-refundable, as it serves to commission and start the work.
• The second third is due when the candidate profiles are presented by pionetic. This payment is also non-refundable, as it is made to fulfil this partial service.
• The last third This is only due in the event of a successful placement, when an employment contract is concluded between the customer and a candidate proposed by pionetic. This partial payment is non-refundable.

3.4 If a service or employment contract is concluded between the candidate presented by pionetic. and the customer after the candidate profile has been submitted, this is deemed to have been initiated by pionetic. and the placement fee is due.
3.5 The placement is considered to have been made if the contract between the customer and the candidate is concluded within 12 months of the candidate being proposed by pionetic.
3.6 If an employment contract is concluded under different terms than offered or if it is concluded with a different candidate proposed by pionetic, this shall not affect pionetic's fee claim.
3.7 If a third party concludes a contract with a candidate on the basis of documents and information that the customer has received from pionetic and passed on in violation of §6 of these terms and conditions, the customer shall also owe the agency fee.
3.8 Auslagen der Kandidaten für Vorstellungsgespräche beim Kunden sind dem Kandidaten direkt vom Kunden zu erstatten.                                             3.9 Alle Preise verstehen sich zuzüglich der gesetzlichen Mehrwertsteuer.

§4 Consulting Services and Workshops
4.1 pionetic. offers consulting services in the form of 1:1 counselling and workshops for companies. These services include
-1:1 consultations for company representatives on issues related to the immigration of foreign skilled workers, either remotely or on-site.
Team training/workshops to educate HR departments and other relevant teams, to support companies in hiring skilled workers from abroad. 4.2 The fees for one-on-one counselling and workshops are based on fixed prices, which are specified in writing in the respective offer or contract.
4.3 All prices are subject to the statutory rate of VAT.
4.4 A refund of fees already paid is excluded if the respective service has been provided by pionetic.

§5 Liability
5.1 pionetic. has unlimited liability in the event of intent and gross negligence.
5.2 In all other cases, pionetic. is only liable in the event of a breach of material contractual obligations (cardinal obligations) and limited to compensation for foreseeable and typical damage
5.3 pionetic. does not guarantee that the candidate will take up employment with the company or continue in employment during the probationary period. Liability for damages arising from injury to life, limb or health remains unaffected.
5.4 Should an applicant take action against pionetic. due to a violation of the AGG by the customer, the customer shall indemnify pionetic. against all claims, including legal costs.
5.5 pionetic does not guarantee that the immigration and recruitment of a foreign candidate will be successfully completed. The responsibility for the final decisions lies with the authorities. Similarly, pionetic does not accept any liability for changes in entry, immigration or regulatory requirements that occur after the consultation and affect the company's hiring decision or the candidate's entry.

§6 Pre-application
6.1 If a candidate presented by pionetic. has already applied to the client at an earlier date or at the same time, the client is obliged to inform pionetic. of this within 3 working days.
6.2 If the client does not inform pionetic. within this period, the client shall be liable for any damage caused by pionetic.'s further work for this candidate.

§7 Duties of the customer
7.1 The customer is obliged to report the conclusion of an employment contract with a candidate proposed by pionetic. in writing to pionetic. within 5 days of signing the contract (copy of the employment contract) and to provide all relevant remuneration components mentioned in §3 for the calculation of the placement fee.

§8 Data protection and confidentiality
8.1 Both parties undertake to treat as strictly confidential all trade and business secrets and confidential information received in the course of their cooperation and not to disclose them to third parties. This obligation shall continue to apply even after the business relationship has ended.
8.2 pionetic collects, stores and processes personal data of the customer and the candidates exclusively in the context of the contractual performance and for the implementation of pre-contractual measures, which take place at the request of the data subject, as well as for the fulfilment of the legitimate interests of the company according to Art. 6 para. 1 lit. f GDPR.
8.3 The personal data of candidates will also be used, with prior consent, for the purpose of sending unsolicited profiles to potential customers in order to find suitable positions and establish new customer relationships. This data processing is carried out on the basis of legitimate interests in accordance with Art. 6 para. 1 lit. f DSGVO.
8.4 For the use of personal data of candidates and customers for advertising and marketing purposes, such as sending newsletters and marketing e-mails, pionetic. first obtains the express consent of the data subjects in accordance with Art. 6 para. 1 lit. a DSGVO. This consent can be withdrawn at any time without stating reasons, e.g. by sending an email to hello@pionetic.io or by clicking on the unsubscribe link in a newsletter.
8.5 Persons whose data is used for unsolicited or advertising purposes have the right to object to the processing of their personal data for these purposes at any time in accordance with Art. 21 GDPR. This applies in particular to processing for the purpose of direct advertising.
8.6 The customer is obliged to use all personal data provided by pionetic. exclusively for the execution of this contract and to comply with data protection regulations.

§9 Payment
9.1 Payment is due upon receipt of the invoice without deduction within 8 days. In the event of late payment, the customer shall be in default without the need for a reminder.
9.2 Applicants and other persons presented at job interviews are not entitled to accept fees or monetary payments to which pionetic. is entitled as a result of the order processing.

§10 Termination of the placement contract
10.1 A contract for personnel placement can be terminated at any time by either party without notice.
10.2 If an employment relationship is established between the customer and a candidate proposed by pionetic. after the contract has been terminated, pionetic.'s fee claim remains unaffected.
10.3 Costs incurred up to the point of termination, in particular for agreed and provided services, are to be reimbursed by the customer.
10.4 If the customer cancels a consultancy contract, pionetic. is exempt from any liability for changes in entry or immigration regulations that occur after the cancellation.

§11 Warranty
11.1 pionetic. does not guarantee that the candidate placed will meet the expectations set by the customer or achieve specific work results.
11.2 Should the candidate leave the customer's company during the probationary period, pionetic. will endeavour to find an adequate replacement without acknowledging any legal obligation. For this new placement, pionetic. will charge 50% of the original fee. A refund of the original fee is excluded.

§12 Framework contracts
12.1 Framework contracts have a maximum term of 12 months and can be terminated with a notice period of 3 months to the end of the term. If the framework contract is not terminated, it will automatically be extended by a further 12 months.
12.2 Individual contracts end automatically with the successful placement of a candidate or the execution of a workshop or lecture.

§13 Final Clauses
13.1 The law of the Federal Republic of Germany applies, excluding the UN Sales Convention.
13.2 No verbal ancillary agreements exist. Amendments and supplements to the contract must be made in writing.
13.3 Should any individual provisions of these General Terms and Conditions be invalid or unenforceable, the validity of the remaining provisions shall remain unaffected.

§14 Place of Jurisdiction
14.1 The place of performance and place of jurisdiction is Schleswig. German law shall apply.

Date: 20.01.2025