General Terms and Conditions of betterCoach.de GmbH

bettercoach.de GmbH (hereinafter "bc") provides companies and private individuals (hereinafter "Partner") with coaches, facilitators, moderators, trainers and change agents (hereinafter "Coach") according to their specifications. bc operates a platform (hereinafter "Coaching Management System") at www.bettercoach.de for this purpose.

The General Terms and Conditions (hereinafter referred to as "GTC") are documented as follows for:

Provided that there are any discrepancies between the German and English version of the GTC, the German version shall prevail.

I. Contracts with Partners

The GTC apply to the business relationship between bc and the Partner described in more detail below. General terms and conditions of the Partner do not apply.

  1. How is the contract concluded?
    1. If bc receives a request for a Coach from a Partner, bc decides at its own discretion whether bc would like to present one or more Coaches to the Partner. bc is not obliged to do so. bc uses its own Coach pool for the selection of Coaches.
    2. bc provides the Partner with a profile of the Coache(s) for presentation and information about the Coaching Management System. If the Partner wishes to engage one of the Coaches introduced, bc and the Partner will conclude a contract for Coaching with the Coach selected by the Partner (hereinafter "Partner Contract"). The Partner Contract is concluded when the Partner accepts the respective offer via the Coaching Management System via the button “Confirm offer”. The content, scope, period and costs for the Coaching result in particular from the Partner Contract. These GTC apply to the Partner Contract.
    3. The organizational coordination of the Coaching (coordination of appointments, coordination of an agenda etc.) takes place directly between the Partner and the Coach.
  2. What are the costs for the Partner?
    1. The Partner pays bc the remuneration resulting from the Partner Contract. This remuneration includes all costs incurred by the Partner for the Coaching; the Coach does not issue a separate invoice to the Partner. The remuneration also includes the necessary travel and accommodation expenses of the Coach. The following travel and accommodation costs are considered necessary:
      • Travel costs of the 2nd class of the train from the Coach's place of residence to the agreed place of Coaching
      • Economy class airfare (domestic airfare may not exceed the cost of rail travel (2nd class standard fare))
      • Driving your own car (the kilometers are calculated on the basis of Google maps at EUR 0.30/km)
      • Rental and fuel costs for rental car/car of a car sharing provider on presentation of proof, provided that the car corresponds to the Golf class at most
      • Taxi costs for journeys of up to 50 kilometers on the basis of Google maps
      • Costs for Bike Sharing against proof
      • Costs for local public transport on presentation of proof
      • Overnight stays in Germany, provided they do not exceed EUR 140,00 (gross; without breakfast)
      • Overnight stays abroad, provided that they do not significantly exceed the amount stated in the currently valid version of the ARVVwV (“Foreign overnight accommodation allowance“ column).
    2. If the Coach incurs expenses for material costs for the Coaching, bc will only be reimbursed by the Partner if this has been agreed in the Partner Contract.
    3. Unless otherwise agreed in the Partner Contract, the invoice is due for payment 30 days after the invoice date.
  3. What happens if the Partner cancels a Coaching?
    1. bc shall also fully charge Partners for hours that were agreed between the Coach and the Coachee (Individual Coaching) but were not attended by the Coachee, unless the affected hour was cancelled at least 48 hours before the start of the agreed hour. If the cancellation was made between 49 and 96 hours before the start of the agreed hour, bc shall charge the Partner 50% of the agreed fee.
    2. The Partner has the right to prove to bc that the damages incurred by bc as a result of the cancellation are lower than the aforementioned lump-sum damages; in this case the Partner's liability for damages amounts to the damages incurred. Conversely, bc also has the right to prove to the Partner that the damages incurred by bc as a result of the cancellation are higher than the aforementioned lump-sum damages.
    3. If the Partner cancels a team coaching, training, workshop or moderation with bc, this means the following for the fee owed by Partner to bc:
      • If the cancellation is made up to 31 days before the event, bc is not entitled to the fee agreed.
      • If the cancellation is made 30 to 23 days before the event, Partner must pay 50% of the fee owed to bc.
      • If the cancellation is made 22 to 15 days before the event, Partner must pay 75% of the fee owed to bc.
      • If the cancellation is made 14 or less than 14 days before the event, Partner must pay 100% of the fee owed to bc; in addition, the necessary travel and accommodation costs already incurred for the Coach will be reimbursed upon proof.
  4. What quality requirements does bc place on a Coach?

    bc attaches great importance to the satisfaction of its Partners. bc therefore regularly checks whether the information provided by the Coach in the profiles is correct. Coaches who have provided incorrect information in the profiles on the Coaching Management System will no longer consider bc for requests from Partners. Each Coach presented to the Partner by bc was obliged by bc to personally provide the Coaching to the Partner and to carry out the Coaching carefully and in accordance with the quality standards customary in the industry. You can find further details regarding our quality requirements for Coaches under II.4

  5. What is bc liable for?
    1. bc shall only be liable to the Partner for reasonably foreseeable damages typical for the contract from the Coaching Contract. bc shall in particular not be liable to the Partner for the fact that the Coach has any necessary professional permit.
    2. The above limitations of liability do not apply to damages from injury to life, body and health which are based on an intentional or negligent breach of duty by bc or one of the legal representatives or vicarious agents of bc. The above limitations of liability shall not apply remotely even if any other damage is based on intent or gross negligence.
    3. bc is not liable for the fact that a certain Coaching success occurs.
  6. Data protection is important to bc
    1. bc collects, processes and uses personal and company data of the Partner for the purpose of fulfilling and processing the contractual relationship.
    2. In addition, bc uses personal and company-related data of the Coach to inform the Partner about offers and services of bc. The Partner can object to this use of the data at any time by sending an e-mail to info@bettercoach.de.
    3. By using the Coaching Management System, the Partner agrees that bc may use the Partner's business name and logo as a reference as long as the Partner does not revoke this permission.
  7. Which law are the terms and conditions and the Partner Contract subject to?

    The GTC and the Partner Contract are subject to the law of the Federal Republic of Germany to the exclusion of the conflict of laws provisions of the Federal Republic of Germany.

  8. Which court is competent for disputes in connection with the Partner Contract?

    If the Partner is a merchant or has no general place of jurisdiction in Germany, the exclusive place of jurisdiction for all disputes in connection with the GTC and the Partner Contract is Berlin.

  9. What happens in the event of ineffective or incomplete contractual provisions?

    Should one or more regulations of the GTC or the Partner Contract be completely or partially ineffective or impracticable, this does not affect the effectiveness of the remaining regulations of the general terms and conditions or the Partner Contract. In this case, the ineffective or impracticable provision of the GTC or the Partner Contract shall be replaced by another provision which corresponds as far as possible to the desired objectives pursued by the contracting parties. This applies accordingly in the event of a contractual gap.

II. Contracts with Coaches

The GTC apply to the business relationship between bc and the Coach described in more detail below, unless special terms and conditions of bc apply to a Partner in individual cases. General terms and conditions of the Coach do not apply.

  1. How is the contract concluded?
    1. Partners use the services of bc to find a Coach who fulfils the requirements defined by the Partner. bc uses its own Coach pool for this purpose in order to propose various Coaches suitable from bc's point of view to the Partner at its own discretion. If the Partner decides to use one or more of the Coaches proposed by bc, bc and the Coach enter into a contract on the contents and general conditions of the Coaching (hereinafter 'Coaching Contract'). The Coaching Contract is concluded when the Coach accepts the respective order via the Coaching Management System via the button “Confirm enquiry”. The Coach is free to reject the respective order; there is no obligation for the Coach to conclude a Coaching Contract.
    2. bc will only propose a Coach to the Partners if the Coach has given bc his prior consent.
    3. The Coaching Contract includes in particular the content, scope, period and fee for the Coaching at the Partner. These GTC shall apply to the Coaching Contract.
    4. The organizational coordination of the Coaching (coordination of appointments, coordination of an agenda, arrival etc.) takes place directly between the Partner and the Coach.
  2. Principles of cooperation between bc and the Coach
    1. The Coach performs his services as an independent entrepreneur. The option of concluding an employment contract has deliberately not been used in application of the principle of contractual freedom. A circumvention of labor law protection regulations is not intended. Rather, the Coach claims full freedom of choice and entrepreneurial independence in providing his services to third parties.
    2. The Coach is obliged to provide the contractually agreed services. However, in carrying out his/her activity, he/she shall not be subject to any instructions by bc as to the manner in which his/her services are provided, the place of performance of the service or the time of performance.
    3. The Coach is entitled to work for other clients as well.
    4. The Coach will not be integrated into the work organization of bc. In particular, no office and/or work equipment will be made available to the Coach by bc.
    5. The Coach is not obliged to represent employees of bc.
    6. The Coach is not entitled to act as a representative of bc to Partners and other third parties. He/she is not entitled to conduct independent negotiations or to give declarations of intent with effect for or against bc. The Coach has no authority to represent bc in legal terms and to issue instructions to employees of bc.
  3. What information does bc need from the Coach?
    1. bc informs the Coach which information is required for the Coach's profile on the Coaching Management System. The Coach undertakes to make this information available to bc without delay in the requested form. bc does not pass on any other information about the Coach to the Partner unless it can be retrieved from publicly accessible sources.
    2. In addition, bc needs information on the training and further education of the Coach (cf. No. 4). This information is requested by bc in writing and in an admission interview.
  4. What quality requirements does bc place on a Coach?
    1. bc attaches great importance to the satisfaction of its Partners. The following quality requirements therefore exist:
      • Completed university studies.
      • Ensuring additional training as a coach of at least 180 hours, which corresponds to the standards of the International Coach Federation (ICF), the German Association for Coaching (dvct) or the German Federal Association for Coaching (DBVC).
      • Several years of professional experience (at least five years) in coaching and submission of corresponding references from established companies.
    2. bc therefore regularly checks whether the Coach's information on his qualifications is correct. Coaches who have made incorrect statements in the profiles will no longer be considered by bc for future assignments.
    3. The Coach undertakes to conduct coaching sessions in accordance with the 'Ethical Conduct in Coaching' guideline (available at: https://www.roundtable-coaching.eu/wp-content/uploads/2018/05/RTC-Ethik-2018-03-19-Compliance-Richtlinie.pdf).
    4. The Coach insures,
      • that he does not act according to the 'technology of L. Ron Hubbard' and does not use or otherwise disseminate it within the framework of contractual relationships with bc and the Partner,
      • he does not recommend the Partner's employees to participate in courses or seminars according to the 'Technology of L. Ron Hubbard',
      • that he rejects the 'technology of L. Ron Hubbard' and its contents and is not trained in it,
      • that he also rejects other sects.
  5. What fee does the Coach receive?
    1. The Coach shall receive from bc the fee agreed in the Coaching Contract. A guaranteed fixed remuneration (regardless of the performance of the coaching service) is not owed by bc. The Coach shall not be entitled to a fee if he/she is prevented from providing the services due to illness or other reasons. The coach shall not be entitled to paid vacation or holiday pay. The payment of income tax and any potential social security contributions shall be the sole responsibility of the Coach.
    2. In general, expenses incurred in the context of the coaching service, the Coach has to carry himself/herself. Notwithstanding the above, bc reimburses the Coach for proper proof expenses as follows. Required travel and accommodation costs of the Coach will be reimbursed to the Coach by bc against proof in addition to the agreed fee (cf. No. 5.1). The following travel and accommodation costs are deemed necessary, unless otherwise stated in the Coaching Contract:
      • Travel costs of the 2nd class of the train from the Coach's place of residence to the agreed place of Coaching
      • Economy class airfare (domestic airfare may not exceed the cost of rail travel (2nd class standard fare))
      • Driving your own car (the kilometers are calculated on the basis of Google maps at EUR 0.30/km)
      • Rental and fuel costs for rental car/car of a car sharing provider on presentation of proof, provided that the car corresponds to the Golf class at most
      • Taxi costs for journeys of up to 50 kilometers on the basis of Google maps
      • Costs for Bike Sharing against proof
      • Costs for local public transport on presentation of proof
      • Overnight stays in Germany, provided they do not exceed EUR 140,00 (gross; without breakfast)
      • Overnight stays abroad, provided that they do not significantly exceed the amount stated in the currently valid version of the ARVVwV (“Foreign overnight accommodation allowance“ column).
    3. If the Coach incurs expenses for material costs for the Coaching, the Coach will only be reimbursed by bc if this has been agreed in the Coaching Contract.
    4. If the Partner cancels an agreed hour of a Coaching with bc, the Coach shall receive the full agreed fee for the cancelled hour, unless the affected hour was cancelled by the Coachee via the Platform at least 48 hours before the beginning of the agreed hour. If the cancellation was made between 49 and 96 hours before the start of the agreed hours, the Coach will receive 50% of the agreed fee for the cancelled hour.
    5. If the Partner cancels a team coaching, training, workshop or moderation with bc, this means the following for the fee owed by bc to the Coach:
      • If the cancellation is made up to 31 days before the event, bc is not entitled to the fee agreed.
      • If the cancellation is made 30 to 23 days before the event, Partner must pay 50% of the fee owed to bc.
      • If the cancellation is made 22 to 15 days before the event, Partner must pay 75% of the fee owed to bc.
      • If the cancellation is made 14 or less than 14 days before the event, Partner must pay 100% of the fee owed to bc; in addition, the necessary travel and accommodation costs already incurred for the Coach will be reimbursed upon proof.
    6. By the 24th of each calendar month, the Coach must document the following and upload an invoice (to bc) in the Coaching Management System: the fee (No. 5.1), the necessary travel and accommodation costs (No. 5.2) and the agreed material costs (No. 5.3). The properly issued invoice becomes due for payment 14 days after bc has received the remuneration owed by the Partner. In general, the payment period with the partner is 30 days. bc is entitled to change from this billing procedure to the credit note procedure described in No. 5.7 at any time after notifying the Coach.
    7. As the recipient of the Coach's services, bc shall issue a credit note for the Coach once a month showing the amount that the Coach receives as remuneration for his services within the framework of the Coaching Contract. The credit will be made 14 days after bc has received the corresponding payment from the Partner by payment from bc to the Coach.
  6. What is bc liable for?

    bc shall only be liable for reasonably foreseeable damages typical for the contract from the Assignment Contract. This limitation of liability does not apply to damages from injury to life, body and health which are based on an intentional or negligent breach of duty by bc or one of the legal representatives or vicarious agents of bc. The limitation of liability shall not apply remotely even if any other damage is based on intent or gross negligence.

  7. Data protection is important to bc
    1. bc collects, processes and uses personal and company data of the Coach for the purpose of fulfilling and processing the Coaching Contract.
    2. In addition, bc uses personal and company-related data of the Coach to inform the Coach about offers and services of bc. The Coach may object to this use of the data at any time by sending an e-mail to info@bettercoach.de.
  8. What are the confidentiality requirements?
    1. The Parties agree not to disclose confidential information. This obligation shall continue for a period of five years after termination of the contract. 'Confidential Information' shall mean all information and documents of the other party which are marked as confidential or which are to be regarded as confidential under the circumstances, in particular information on operational procedures, business relationships and know-how. Confidential information also includes information which the Coach receives from the Partner or its employees and which is marked as confidential or is to be regarded as confidential under the circumstances.
    2. Such confidential information is exempt from this obligation of confidentiality,
      • which were demonstrably already known to the recipient when the contract between the Coach and bc or the Coaching Contract was concluded or which subsequently become known by third parties without breaching a confidentiality agreement, statutory regulations or official orders;
      • which are publicly known when the contract between the Coach and bc or the Coaching Contract is concluded or which are made publicly known thereafter, unless this is based on a breach of the respective contract;
      • which must be disclosed due to legal obligations or by order of a court or an authority. To the extent permissible and possible, the recipient obligated to disclose will notify the other party in advance and give it the opportunity to take action against the disclosure.
    3. The receiving party is obliged to use the Confidential Information exclusively for the purpose of the contract and to treat it as strictly confidential. The receiving party shall not disclose, transfer or make available to third parties any Confidential Information or parts thereof. The receiving party shall keep the Confidential Information and embodiments of Confidential Information in safe custody and treat them with the greatest possible care, but at least with the same care as its own business secrets.
    4. The receiving party shall return to the disclosing party or destroy any embodiment of the Confidential Information held by the receiving Party within 30 days of receipt of a written request to that effect by the disclosing party. At the latest upon termination of any Coaching, the Coach shall destroy all records and delete all files relating to such Coaching. At bc's request, the Coach shall confirm the destruction/deletion to bc in writing.
  9. What is the law governing the GTC and the Coaching Contract?

    The GTC and the Coaching Contract are subject to the law of the Federal Republic of Germany to the exclusion of the conflict of laws provisions of the Federal Republic of Germany.

  10. Which court has jurisdiction in disputes in connection with the GTC and the Coaching Contract?

    If the Coach is a merchant or has no general place of jurisdiction in Germany, the place of jurisdiction for all disputes in connection with the GTC and the Coaching Contract is Berlin.

  11. What happens in the event of ineffective or incomplete contractual provisions?

    Should one or more provisions of the GTC or the Coaching Contract be wholly or partially invalid or impracticable, this shall not affect the validity of the remaining provisions of the GTC or the Coaching Contract. In this case, the invalid or unenforceable provision of the GTC or the Coaching Contract shall be replaced by another provision which corresponds as far as possible to the desired objectives pursued by the contracting parties. This applies accordingly in the event of a contractual gap.

  12. What applies in case of Coaches, who are working for Coaching companies?
    1. If the Coach is working for a Coaching company, bc and the Coaching company conclude the Coaching Contract; the aforementioned GTC for the Coach shall apply accordingly for this Coaching Agreement.
    2. The Coaching company needs to sign a contract with the Coach, which includes the the obligations arising from the GTC for the Coaching company.

    Berlin, 26 March 2019