General Terms and Conditions

(1) These General Terms and Conditions apply to all business relationships between Core Connection GmbH i.Gr. (limited liability) ("Core Connection") and its clients ("Client").

(2) The offer is directed exclusively at entrepreneurs within the meaning of § 14 of the German Civil Code (BGB).

(3) Deviating or conflicting terms of the Client shall not apply unless Core Connection expressly agrees to their validity in text form.

(1) Core Connection provides services in the area of:

• strategic advisory and structuring
• identification and pre-selection of opportunities
• access to network partners
• structuring and coordinating support

(2) Core Connection does not act as a provider, seller, broker or contractual party to transactions.

(3) Core Connection does not owe any specific economic outcome.

(1) Cooperation generally takes place in the following stages:

• preliminary review (Quick-Check)
• detailed review (Deep-Dive)
• additional modules where applicable
• referral to network partners where applicable

(2) Core Connection is entitled to reject or not pursue requests at any time without giving reasons.

(3) There is no entitlement to the execution or conclusion of any transaction.

(1) By submitting a Deep-Dive questionnaire, a legally binding agreement is concluded regarding the performance of a structured initial review.

(2) The Client undertakes to provide all information completely and truthfully.

(3) Core Connection is entitled to use the information provided in the course of the review and to forward it to suitable network partners.

(1) The Client is liable for any damages caused by intentionally or grossly negligently false or incomplete information.

(2) In such a case, a flat-rate compensation of EUR 500.00 plus statutory VAT is agreed.

(3) The assertion of any further damages remains unaffected.

(1) Core Connection is entitled to invoice actually incurred expenses if:

• reviews have already been carried out
• network partners have been involved
• the Client cancels or does not pursue the process further

(2) The Client expressly agrees to such invoicing.

(1) Core Connection establishes contacts with external partners.

(2) Contracts are concluded exclusively between the Client and the respective third-party provider.

(3) Core Connection assumes no liability for the performance, statements or actions of third parties.

(1) Remuneration is paid exclusively on the basis of individual agreements.

(2) Remuneration models may include in particular:

• commissions
• equity participations
• project-based fees

(3) The remuneration actually received (cash basis) shall always be decisive.

(4) Unless an express agreement has been made, customary industry remuneration shall be deemed agreed.

(1) The Client undertakes to use all contacts established by Core Connection and any information disclosed exclusively within the framework of the cooperation and not for independent economic use outside of it.

(2) Without the consent of Core Connection, the Client is prohibited from:

• entering into direct or indirect business relationships with introduced contacts
• using these contacts through third parties
• altering structures in order to circumvent remuneration claims

(3) This applies in particular also to:

• affiliated companies
• economically related persons
• alternative contractual or participation structures

(4) The protection applies to all transactions that have an economic connection to the relationship established by Core Connection.

(5) The obligation applies for the duration of the cooperation and for 24 months after its termination.

(6) This also applies to transactions that are delayed or structurally modified.

(1) In the event of a breach of §9, the Client undertakes to pay a contractual penalty.

(2) The contractual penalty is based on the economic value of the circumvented transaction and generally amounts to up to 30% of the economic benefit derived therefrom.

(3) In individual cases, the agreement of a different — in particular higher or lower — contractual penalty is expressly reserved.

(4) Notwithstanding the above, any claim to agreed or customary remuneration and further damages remains unaffected.

(5) The economic connection and the extent of the contacts and information mediated or initiated by Core Connection shall be decisive for the assessment.

(1) Core Connection does not provide:

• investment advice
• financial advice
• legal advice
• tax advice

(2) Clients are obliged to consult suitable specialist advisors where necessary.

(1) Core Connection is liable without limitation for intent and gross negligence.

(2) In the case of slight negligence, liability arises only for the breach of material contractual obligations and is limited to foreseeable damage.

(3) Liability for economic decisions, investments or lost profits is excluded.

(1) Both parties undertake to maintain confidentiality.

(2) Excluded is the disclosure to network partners within the scope of the review.

(1) German law applies.

(2) The place of jurisdiction — to the extent permissible — is Oberthulba.

(3) Should individual provisions be invalid, the remainder of the contract shall remain effective.