Terms & Conditions — Karim Belarbi

These General Terms and Conditions (GTC) apply to all contracts for IT consulting services between Karim Belarbi (hereinafter 'Contractor') and companies, legal entities under public law or special funds under public law (hereinafter 'Client'). These GTC apply exclusively in the B2B sector. Contracts with consumers within the meaning of § 13 BGB are excluded. Deviating or conflicting conditions of the Client will not be recognized unless the Contractor expressly agrees to their validity in writing.

Offers by the Contractor are non-binding unless expressly marked as binding. A contract is concluded as follows:

• —The Contractor submits a written offer to the Client.
• —The Client accepts the offer in writing (email is sufficient).
• —The Contractor confirms the order with an order confirmation — only then does the contract become effectively concluded.

Verbal side agreements have no validity and require written confirmation.

The scope of services to be provided is determined exclusively by the current written offer and the order confirmation. Service changes or extensions are only binding after written agreement (Change Request). The Contractor is entitled to have partial services performed by qualified third parties (subcontractors), provided this is communicated to the Client and no legitimate interests are opposed.

The remuneration is based on the agreed offer. All prices are in euros (€) net. Since the Contractor is a small business owner pursuant to § 19 UStG, no VAT is shown.

Payment structure:

• —50% of the agreed remuneration is due as a deposit upon order placement.
• —50% is due upon acceptance of the service.
• —Invoices are to be paid within 14 days of the invoice date without deduction.

In case of late payment, the Contractor is entitled to suspend further service provision until outstanding amounts are settled and to charge default interest in accordance with § 288 BGB.

All rights remain with the Contractor until full payment is made. The Contractor retains all copyrights to created works until full payment. Upon full payment of the agreed remuneration, the Contractor transfers to the Client the simple, non-exclusive right to use the work results for their own business purposes. Transfer to third parties or sublicensing requires express written consent from the Contractor. Third-party components (e.g. frameworks, libraries, stock images) are subject to their respective license terms and are not part of the transfer of rights.

The Contractor is liable without limitation for damages resulting from injury to life, body or health, as well as for intentional or grossly negligent breaches of duty. The Contractor's liability for slight negligence in the breach of essential contractual obligations (cardinal obligations) is limited to the typically foreseeable damage at the time of contract conclusion. Otherwise, the Contractor's liability — regardless of the legal basis — is excluded. The Contractor is not liable for the accuracy of content provided by the Client.

Both parties undertake not to disclose confidential information of the other party to third parties and to use it exclusively for the purposes of the contract. Confidential information includes in particular: business secrets, technical know-how, customer data, pricing information and project details. This obligation continues to apply after the end of the contract for a period of 2 years.

German law applies exclusively, excluding the UN Convention on Contracts for the International Sale of Goods (CISG). Place of jurisdiction for all disputes is Karlsruhe, insofar as the Client is a merchant, legal entity under public law or a special fund under public law. Should individual provisions of these GTC be invalid, this shall not affect the validity of the remaining provisions.