AGB
General Terms and Conditions
§ 1 General Provisions
(1) Global Minds Aktiengesellschaft, Am Zirkus 2, 10117 Berlin, HRB 127956, Frankfurt am Main Local Court (hereinafter "GMA" or "Platform Operator"), represented by its Management Board, offers merchants as defined by the German Commercial Code and legal entities under public law (hereinafter "Users") the opportunity, within the framework of a service agreement, to use a company training and information center on the online platform operated by us (hereinafter: "Business Campus") in accordance with the provisions of these Terms of Use for the duration of the service agreement.
(2) These Terms of Use contain the complete terms and conditions applicable between GMA and the User for the services offered by GMA within the framework of this service agreement. Deviations from these Terms of Use shall only apply if confirmed in writing by GMA. By accepting the application pursuant to Section 3, the User acknowledges these Terms of Use as legally binding.
(3) GMA will notify the User of any changes to these Terms of Use in writing via email. If the user does not object to such changes within three weeks of receiving the notification, the changes are deemed accepted. The user will be notified separately of their right to object and the legal consequences of remaining silent in the event of changes to the Terms of Use.
Section 2 Services of the Platform Operator
(1) The Business Campus is a platform for companies that establish a digital training and information center for their employees, and also a platform for providers of training services and experts. The Business Campus has an integrated, automated messaging system to simplify communication between companies and employees, the ability to upload videos, texts, and graphics, as well as extensive functionalities for managing and monitoring employee training and providing information to employees.
(2) The services of the platform operator include, among other things:
(a) providing access to the Business Campus after user approval in accordance with Section 3;
(b) enabling users to upload videos, texts, documents, graphics, and interactive learning progress checks, as well as to stream them (Section 4);
(c) Creation of information and communication opportunities among users, companies, employees, and service providers/customers;
(d) Consulting and support services for users by separate agreement with GMA.
(3) The platform operator is obligated to ensure an average annual availability of the business campus for the agreed services of 98.5%. This includes necessary maintenance work.
Section 3 Admission and Access to the Business Campus
(1) Use of the Business Campus requires admission by GMA. There is no entitlement to admission or use of the Business Campus.
(2) In the application for admission, the user must provide their company or personal data, billing information, and a contact person, and indicate whether they wish to use the Business Campus for the further education and information of their employees and/or to offer training and further education programs. The application for admission is accepted by confirmation of admission via email. Upon admission, a paid service agreement for an indefinite period is concluded between GMA and the respective user in accordance with these terms of use. The fee payable by the user is based on the current pricing conditions, which can be viewed on the Business Campus.
(3) Unless otherwise agreed, the applicable licenses/fees are billed monthly in advance and are due immediately upon invoicing without deduction, but plus value added tax at the applicable tax rate. The user agrees to the storage of billing data for evidentiary purposes and/or within the scope of statutory retention obligations.
(4) Using the company login provided in the registration confirmation, the user has the option of granting employees within their company their own access authorization and configuring it according to their wishes to enable them to work optimally on the Business Campus.
(5) The user warrants that the information they provide to GMA and other users, particularly in connection with their application for registration pursuant to paragraph 2, is true and complete. They undertake to notify GMA immediately of any future changes to the information provided. The same applies to all information provided by the user when setting up employee logins.
(6) GMA is entitled to revoke a user's registration or block their access to the Business Campus if there is sufficient suspicion that they have violated these terms of use. The user can avert these measures by dispelling the suspicion at their own expense by providing suitable evidence.
(7) All logins are individualized and may only be used by the respective authorized user. The user is obligated to keep their login and password confidential and to protect them from unauthorized access by third parties. The user is also responsible for maintaining the confidentiality of employee logins and will instruct their employees accordingly. In case of suspected misuse by a third party, the user will inform GMA immediately. As soon as GMA becomes aware of the unauthorized use, GMA will block the unauthorized user's access. GMA reserves the right to change a user's login and password; in such a case, GMA will inform the user immediately by email.
Section 4 Conclusion of Contracts on the Business Campus
(1) The services/products presented on the website Businesscampus.digital do not constitute a legally binding offer, but rather a non-binding catalog of the services and content offered. If you wish to order/use one of the offered services, you submit an offer to us to conclude a corresponding contract (invitatio ad offerendum). You are bound by your offer for a period of five business days at our registered office. Within this period, we may declare acceptance of your offer.
Our offer is subject to availability. Should the ordered service be unavailable for reasons that were unforeseeable for us at the time of conclusion of the contract, and should we be unable to obtain delivery from a supplier/service provider through no fault of our own, we have the right to withdraw from the contract. In this case, we will inform you immediately that the service is not possible and promptly refund any payment already made.
(2) Companies have the option of uploading further education and information content to a customized system within a further education and information center for their employees, thereby creating their own digital academy.
(2) Providers of training courses, coaching content, and training programs have the option of submitting binding offers to companies based on individual criteria. A content provider's offers are binding and irrevocable declarations for the conclusion of the contract advertised by the provider. Unless otherwise agreed between a company and a provider, a provider is bound by their offer for a further 30 days after posting it on the platform. Section 156 of the German Civil Code (BGB) is expressly excluded.
(3) A business is free to choose whether and which of the received offers it wishes to accept. Unless the business and training provider agree otherwise, a contract is concluded when a business accepts a training provider's offer by submitting an individual or framework contract order.
(4) Actions taken using a user's login are generally attributable to the user. Users are responsible for all declarations of intent they submit on the platform. They are liable for declarations made by third parties under the user's account to the foreseeable extent, in accordance with the principles of a contract with protective effect for third parties.
(5) For all transactions on the Business Campus, only the system time applicable on the platform of the respective Business Campus applies.
(6) GMA reserves the right to change or expand the content and structure of the platform as well as the associated user interfaces, provided that this does not, or does not significantly, impair the fulfillment of the purpose of the contract concluded with the user. GMA will inform the Business Campus users of the changes accordingly by email.
Section 5 User Obligations
(1) Services and offers may not be made available if
(a) the information is so incomplete that the subject matter and price cannot be determined;
(b) the offering or provision of further education and its provision by training providers would violate statutory regulations, official orders, or accepted ethical standards under the applicable legal system for the intended contract. In particular, no content may be offered whose offering or sale infringes the rights of third parties; the same applies to pornographic or harmful articles for minors, weapons, drugs, propaganda material of anti-constitutional organizations and parties, live animals, etc. GMA is entitled to remove such further education or information offers from the Business Campus immediately.
(2) Services or content that may only be offered upon presentation of legally required proof, such as proof under the Distance Learning Act, may only be offered and requested on the Business Campus if the proof has been included in the description of the services or content and the service is only provided upon presentation of the legally required proof.
(3) By granting access pursuant to Section 3, the user warrants to GMA and all other users that the data protection requirements are met with regard to the data transmitted by the user and indemnifies GMA against any claims, including those of a public law nature. In particular, the user must inform the persons acting on their behalf on the platform (especially employees) about the necessary data processing by GMA in accordance with GMA's privacy policy at [https://businesscampus.digital/datenschutz/] and obtain the necessary consent of these persons before their personal data is entered into the platform, whether through the setup of employee logins or otherwise.
Section 6 Processing of Contracts Concluded on the Business Campus
(1) The processing of service contracts concluded on the Business Campus is the sole responsibility of the respective users. GMA assumes no guarantee for the fulfillment of contracts concluded on the platform between users for further education or information services, nor any liability for material or legal defects of the services traded. GMA has no obligation to ensure the fulfillment of contracts concluded between users.
(2) GMA cannot guarantee the true identity and authorization of users. In case of doubt, both contracting parties are obliged to ascertain the true identity and authorization of the other contracting party in an appropriate manner.
Section 7 Liability of the Platform Operator
(1) GMA is liable without limitation for intent and gross negligence, but for slight negligence only in the event of a breach of essential contractual obligations. Essential contractual obligations include: access to the individual services, such as the setup of employee accounts and the ability to upload content to the user's own training system. Liability for a breach of such an essential contractual obligation is limited to the typical contractual damage that GMA could reasonably have foreseen at the time of conclusion of the contract based on the circumstances known at that time.
(2) GMA assumes no liability for disruptions within the network that are not caused by GMA.
(3) GMA shall only be liable for data loss in accordance with the preceding paragraphs if such loss could not have been avoided by the user taking appropriate data backup measures.
(4) Liability does not extend to impairments of the contractual use of the services provided by GMA on the business campus that are caused by improper or faulty use by the user.
(5) The aforementioned limitations of liability also apply mutatis mutandis to the benefit of GMA's vicarious agents.
(6) Insofar as the Business Campus provides a means of redirection to third-party databases, websites, services, etc., eg, through the posting of links or hyperlinks, GMA is not liable for the accessibility, availability, or security of these databases or services, nor for their content. In particular, GMA is not liable for their legality, accuracy, completeness, timeliness, etc.
§ 8 Third-Party Content
(1) Users are prohibited from posting content (eg, via links or frames) on the Business Campus that violates legal regulations, official orders, or accepted ethical standards. Furthermore, they are prohibited from posting content that infringes the rights, in particular copyrights or trademark rights, of third parties.
(2) GMA does not, under any circumstances, adopt third-party content as its own. The user guarantees to the platform operator and the other users of the platform that the services and content offered by the user do not infringe any copyrights, trademarks, patents, other intellectual property rights, or trade secrets.
(3) GMA reserves the right to block third-party content if it is punishable under applicable laws or is recognizably intended to prepare for criminal acts.
(4) The user shall indemnify GMA against all claims asserted by third parties against GMA due to the infringement of their rights or legal violations resulting from offers and/or content posted by the user, provided the user is responsible for these claims. The user shall also bear the costs of GMA's legal defense in this regard, including all court and attorney fees.
Section 9 Other Obligations of the User
(1) The user is obliged to:
(a) establish and maintain the necessary data backup measures throughout the entire term of the contract. This essentially refers to the careful and conscientious handling of logins and passwords;
(b) promptly notify GMA of any technical changes occurring within their sphere of responsibility if these changes are likely to impair the provision of services or the security of GMA's Business Campus;
(c) cooperate in the investigation of attacks by third parties on the Business Campus, insofar as such cooperation by the user is necessary;
(d) To conduct business on the business campus exclusively within the scope of commercial business operations for business purposes
(2) The user undertakes to refrain from all actions that endanger or disrupt the functioning of the Business Campus and not to access data to which they are not authorized. Furthermore, they must ensure that their information transmitted and data uploaded via the Business Campus are free of viruses, worms, or Trojan horses. The user undertakes to compensate GMA for all damages arising from their culpable failure to comply with these obligations and, further, to indemnify GMA against all third-party claims, including legal fees and court costs, asserted against GMA due to the user's failure to comply with these obligations.
Section 10 Data Processing and Compliance with Confidentiality by A; Protection of Secrets
(1) GMA's servers are secured in accordance with the state of the art, in particular by firewalls; however, the user is aware that there is a risk for all participants that transmitted data may be intercepted during transmission. This applies not only to the exchange of information via email leaving the system, but also to the integrated messaging system and all other data transfers. Therefore, the confidentiality of data transmitted within the scope of using the Business Campus cannot be guaranteed.
(2) The user consents to GMA storing information and non-personal data about the progress and content of the continuing education and information offerings, as well as the behavior of entrepreneurs, providers of training and educational programs, and employees during the setup and operation of a digital continuing education and information center, in anonymized form, and to using this anonymized data exclusively for marketing purposes, eg, for creating statistics and presentations.
(3) GMA is entitled to process and store the non-personal data received from the user in connection with the business relationship during the term of this agreement. Specifically, the user consents to GMA:
(a) storing and processing the company and billing information provided by the user in the application for admission, as well as any corresponding updates communicated by the user;
(b) stores the data entered by the user into the Business Campus in connection with the company presentation he/she wishes to make available to other registered and unregistered users in the public and closed areas of the Business Campus;
(c) stores non-personal data about the content of transactions and forwards it to other users and – if the user concerned so requests by selecting a public transaction – makes it available for retrieval in the public area of the Business Campus for other registered and unregistered users.
(4) GMA will otherwise treat all data relating to the user that is marked as confidential by the user as confidential and will only use it in accordance with these Terms of Use. GMA reserves the right to deviate from this if GMA is required to disclose user data due to legal or official orders.
(5) With regard to personal data, please refer to GMA's Privacy Policy at [https://businesscampus.digital/datenschutz/].
(6) GMA may only obtain, use, or disclose the user's trade secrets within the meaning of Section 2 No. 1 of the German Trade Secrets Act (GeschGehG) in accordance with the provisions of Sections 3, 4, and 5 of the German Trade Secrets Act (GeschGehG) within the scope of application of Section 1 of the German Trade Secrets Act (GeschGehG).
Section 11 Payment Services
If GMA integrates payment service functions in such a way that they constitute a payment initiation service within the meaning of Section 1 Paragraph 1 Sentence 2 No. 7, Paragraph 33 of the German Payment Services Supervision Act (ZAG) or an account information service within the meaning of Section 1 Paragraph 1 Sentence 2 No. 8, Paragraph 34 of the ZAG, the provisions of the ZAG remain unaffected.
Section 12 Assignment and Set-Off
(1) A partial or complete transfer of the user's rights under the contract with GMA to third parties is excluded.
(2) The user is only entitled to set off undisputed or legally enforceable counterclaims against GMA.
Section 13 Contract Duration
(1) The contract underlying these Terms of Use is concluded for an indefinite period. It commences upon approval by GMA pursuant to Section 3.
(2) The contract may be terminated by either party with three months' notice to the end of the month.
(3) Each party has the right to terminate the contract for good cause without notice. An important reason for termination by A is, in particular:
(a) a user's breach of the provisions of these Terms of Use, which is not remedied even after a deadline has been set;
(b) a user's tortious act or attempted tortious act, eg, fraud;
(c) a user's default on the payment obligation pursuant to Section 3, paragraphs 2 and 3, for more than six weeks;
(d) ongoing operational disruptions due to force majeure beyond A's control, such as natural disasters, fire, or the failure of network infrastructure through no fault of A.
(4) All terminations must be in writing. Terminations by fax or email satisfy the written form requirement.
Section 14 Final Provisions
(1) The laws of the Federal Republic of Germany shall apply, excluding the UN Convention on Contracts for the International Sale of Goods (CISG). The place of jurisdiction for all legal disputes is Berlin. GMA is also entitled to bring legal action at the user's general place of jurisdiction.
(2) Should individual provisions of these Terms of Use be or become invalid and/or conflict with statutory regulations, the validity of the remaining provisions shall not be affected. The invalid provision shall be replaced by the contracting parties by mutual agreement with a provision that most closely approximates the economic purpose of the invalid provision in a legally effective manner. The foregoing provision shall apply mutatis mutandis to any gaps in these Terms of Use.