All business relationships between Spotlight! GmbH (hereinafter referred to as the ‘Spotlight!’ or ‘Company’) and the Client (hereinafter referred to as the ‘Expert’) shall be governed exclusively by this term sheet.
1.1 The subject matter is the distribution / marketing of the following information for the purpose of procuring the services of the Expert via the website and other channels of Spotlight! GmbH for enquiry and booking purposes.
1.2 Against this background, the Expert grants Spotlight! GmbH a non-exclusive right of use, unrestricted in terms of territory, content and time to all materials provided by the Expert for advertising purposes now or in the future, in particular texts, photos, videos and presentations for publication and/or linking or integration on the website and other channels of Spotlight! GmbH (the ‘Release’) for the purpose of direct or indirect mediation of Expert’s services. The Release applies to all texts, images, videos, and any other materials that the Expert has provided to Spotlight! GmbH, regardless of whether they have already been published or are yet to be published on our website and other channels.
1.3 The Company acts in its own name and for its own account. Claims against the Company’s customer, whose company/brand is the subject of the Expert’s activity, do not arise from this agreement.
2.1 A listing on the website and other channels of Spotlight! GmbH does not constitute any brokerage and/or earnings guarantees or similar on the part of Spotlight! GmbH. Employees or agents of Spotlight! GmbH are not authorized to make such promises or guarantees.
2.2 The Expert is solely responsible for the content of their listing on the Spotlight! GmbH website and other channels, about the truthfulness and deceptive content as well as regarding data protection, company, name, trademark, copyright, competition, and personal rights issues. Spotlight! Spotlight! GmbH is not obliged to check and control the data supplied in this respect and may assume, without explicit indications to the contrary, that its use on the website and other channels in accordance with the provisions of this contract does not violate any applicable laws or the rights of third parties.
2.3 This includes compliance with the following laws and regulations and obliges the Expert, among other things, to label all created and provided content as advertising or advertisements in accordance with the applicable legal regulations:
2.4 Spotlight! GmbH is authorized, but not obliged, to suspend or completely discontinue the expert’s listing at any time in the event of justified suspicion of a violation of applicable laws or third-party rights.
2.5 Spotlight! GmbH reserves the right to adapt texts due to SEO optimizations. This does not change the context of the text.
2.6 The Expert and Company undertake to act professionally during the term of the contract and not to publish any inappropriate content. This includes content that could cause damage to the Company or the Expert.
3.1 The parties agree on a commission-based model. The Company shall pass on the Expert’s fee to its end customers with a surcharge, retaining a commission as defined in 3.2.
3.2 If a request for the Expert’s services is made via the Company’s network, existing contacts, or through the Company’s acquisition efforts (including advertising measures), the Expert shall receive ninety percent (90%) and the Company ten percent (10%) of the agreed fee.
3.3 The Company’s 10% commission is calculated based on the net fee (after applicable taxes have been deducted) and not on the gross fee.
3.4 After receipt of the fee, the Company shall issue a credit note and transfer the Expert’s fee within seven (7) days.
3.5 The Expert undertakes to provide the Company with a valid VAT identification number. Otherwise, the Expert must provide the Company with proof of small business status. Should the tax situation change, the Expert must inform the Company immediately.
4.1 Term: This agreement is effective from the date of signing/accepting the contract by both parties and shall remain in force for an indefinite period.
4.2 Termination: The first three months of the collaboration are considered the evaluation phase. During this period, both parties are entitled to terminate the contract by e-mail or post with a notice period of fourteen (14) days without giving reasons.
4.3 At the end of the evaluation phase, the contract may be terminated by either party with two (2) months’ written notice per e-mail or post.
4.4 After termination of the contract, the Company has thirty (30) days to remove all content of the Expert from the website and its channels. Spotlight! GmbH has
no influence on the continued visibility on the world wide web and cannot be held liable for this.
4.5 The right to extraordinary termination remains unaffected.
4.6 Ongoing customer agreements remain unaffected by a termination.
5.1 The Expert is liable for their own fault.
5.2 In the event that the Expert terminates their participation in a scheduled workshop or service for any reason, including but not limited to illness or unforeseen circumstances, the following fees shall apply, calculated as a percentage of our standard commission (10% of the total contract value):
The termination fees shall be invoiced to the Expert accordingly.
5.3 In the event that the Client terminates a scheduled workshop or service for any reason, including but not limited to illness or unforeseen circumstances, the following termination fees shall apply based on the notice period given:
More than 4 weeks before: No termination fee
Any termination fee paid by the Client will be passed on to the Trainer/Expert after deducting our 10% commission.
5.4 If claims are asserted against Spotlight! GmbH based on the data supplied by the Expert, or if official proceedings or investigations are initiated due to violations of applicable laws or third-party rights
, the Expert is obliged to indemnify Spotlight! GmbH in full (including compensation for necessary legal fees and internal expenses) and to offer all reasonable support in the defense against such claims and proceedings as well as in violations of the UWG, TMG and other laws. The indemnification continues in any case, even if the Expert is no longer listed with Spotlight! GmbH.
6.1 Each party undertakes to treat confidential information of the other party as strictly confidential and not to publish or disclose it unless this is necessary for the exercise of its rights or the fulfilment of its obligations under this contract.
6.2 The confidentiality obligations shall continue to apply even after termination of the contract. Each party shall return to the other party or delete all materials containing confidential information in its possession or under its control upon request or at the latest upon termination of the contract.
7.1 Should individual provisions of this agreement be void, contestable or ineffective, the effectiveness of the remaining provisions shall not be affected. Rather, the voidable provision shall be interpreted in such a way that it comes closest to the intended purpose. The same applies in the event of a loophole.
7.2 Handwritten amendments and additions to the contract are not valid. The contract is subject to German law (excluding the conflict of laws). The exclusive place of jurisdiction is Bonn.
7.3 This contract contains all agreements between the parties. There are no verbal collateral agreements.
7.4 Amendments and supplements must be made in writing. This can be done by e-mail. If the Expert’s e-mail address is changed, the Company must be informed immediately
in writing. The last e-mail address communicated in writing shall be deemed valid and deliveries to this e-mail address shall be deemed delivered as soon as they have been sent.
8.1 The Company guarantees compliance with the GDPR. For further information regarding data
processing and information on the rights of data subjects, please refer to the Company’s data protection information for business partners, which can be requested from the Company at any time.
8.2 You can request the correction, deletion and blocking of individual personal data from Spotlight! GmbH at any time.
8.3 You can also exercise your right to object at any time without giving reasons and amend or completely revoke your declaration of consent with effect for the future. You can send your cancellation by post or email at no cost to Spotlight! GmbH.