SDRs of Germany - Consumer Terms and Conditions

You agree and understand that the SDRs of Germany Platform is not available to anyone under the age of sixteen (16). By entering into these Consumer Terms & Conditions, you agree that you are of the age of sixteen (16) years or older and will only create an account on the SDRs of Germany Platform by using your real full name.

These Consumer Terms & Conditions shall commence on the date upon which you confirm acceptance to these Consumer Terms & Conditions and subscribe to a specific package within the SDRs of Germany Platform. Each of the packages available can be found here (and includes an explanation of our free and paid packages).

These Consumer Terms & Conditions shall be for a minimum duration of one (1) year and shall automatically renew for annual periods and thereafter unless terminated by you or us accordance with clause 13.

You have fourteen (14) calendar days after accepting these Consumer Terms & Conditions to change your mind about the package for which you have subscribed for with SDRs of Germany.

You will lose this right outlined above, however, once you access the package (including streaming or downloading any content). If you change your mind, prior to accessing the package, you may contact our Customer Services Team on team@sdrsofgermany.com so that we can provide you with our cancellation form and subsequently refund you as soon as possible. We will not charge a fee to refund you.

We can also stop providing any part of the SDRs of Germany Platform provided that we have given you at least seven (7) calendar days’ notice in advance and we refund you any sums you’ve paid in advance for that specific part of the SDRs of Germany Platform which won’t be provided.

We may modify these Consumer Terms & Conditions, our Privacy Notice and Cookies Notice from time to time. If we make material changes to these documents, we will provide you with notice by email or other means to provide you with the opportunity to review the changes before they become effective.

Your continued use of the SDRs of Germany Platform after we publish or send a notice about changes to these Consumer Terms & Conditions means that you are consenting to the updated terms as of their effective date. If you object to any changes, you may notify us by emailing our Customer Services Team on team@sdrsofgermany.com.

SDRs of Germany grants you a personal non-exclusive, limited, revocable, non-sublicensable and non-transferable right to access and use the SDRs of Germany Platform subject to these Consumer Terms & Conditions.

Upon you providing SDRs of Germany with your full name, email address, payment details and confirming acceptance of these Consumer Terms & Conditions, we will issue you with a user license which will include a username and prompt you to create your own password.

You shall ensure that you do not disclose, share or allow your username and password to be used by anyone else. If you do share your username and password with another person, this will be deemed by SDRs of Germany to constitute a material breach of these Consumer Terms & Conditions.

You shall be responsible for installing any software and/or hardware and making any other arrangements required to use the SDRs of Germany Platform, including use of a network or other connection required to access our SDRs of Germany Platform.

We may suspend, withdraw or restrict the availability of all or any part of the SDRs of Germany Platform for operational reasons such as scheduled or emergency maintenance. We will try to give you reasonable notice of any suspension, withdrawal or restriction to the accessibility of all or part of the SDRs of Germany Platform.

If we suspend, withdraw or restrict the availability of the SDRs of Germany Platform for longer than three (3) consecutive calendar days in a six (6) month period, you may contact our Customer Services Team on team@sdrsofgermany.com and request a refund (on a pro-rata basis) for the time of the inaccessibility to the SDRs of Germany Platform.

Prize draws. From time to time, SDRs of Germany may conduct prize draws through the SDRs of Germany Platform. By participating in any prize draw, you agree to comply with these Consumer Terms & Conditions.

Eligibility. Prize draws are open to all members of the SDRs of Germany Platform aged 18 years or older except employees of SDRs of Germany. By entering a prize draw, participants confirm that they are eligible to do so and eligible to claim the prize. SDRs of Germany may require participants to provide proof that they are eligible to enter the prize draw.

Winner selection. The process for selecting the winner(s) of each prize draw will be clearly defined and communicated in the respective prize draw announcement. The winner(s) will be determined according to the criteria outlined in the prize draw announcement.

Prizes. Prizes offered in each prize draw will be specified in the respective prize draw announcement. Prizes are non-transferable and non-exchangeable, unless otherwise stated in the prize draw announcement.

Claiming the prize. If the winner does not respond within 14 days of being notified by SDRs of Germany, then the winner’s prize will be forfeited, and SDRs of Germany will be entitled to select another winner in accordance with the process described in the respective prize draw announcement. The prize may not be claimed by a third party on behalf of the winner. SDRs of Germany does not accept any responsibility if the winner is not able to take up the prize. 

Announcing winners. We may publicly share the names of prize draw winners on the SDRs of Germany’s social media  LinkedIn page as a way to celebrate their achievements and engage our community. We will only share your name if you agree for us to do so. If you are selected as a winner, but prefer not to have your name mentioned on LinkedIn, please contact our Customer Services Team on team@sdrsofgermany.com. Your privacy preferences are important to us. If you choose not to have your name disclosed on LinkedIn, we will respect your decision and celebrate your success in an alternative manner while keeping your identity confidential.

Disqualification. SDRs of Germany reserves the right to disqualify a participant if, in SDRs of Germany’s sole discretion, the participant’s conduct is contrary to the spirit or intention of the prize draw.

The SDRs of Germany Platform is an interactive website which allows you, for example, to send direct messages to other individuals, contribute to forums and submit reviews following the completion of part or all of the courses available on the SDRs of Germany Platform.

You must submit content which is accurate, genuinely held and complies with laws and regulations and the content standards in clause 7. 

SDRs of Germany has the right to remove any content posted by you which violates clause 7.

All intellectual property subsisting in, created during, or used in connection with the SDRs of Germany Platform, including any modifications and amendments thereto, provided to you by SDRs of Germany, shall be and remain the sole property of SDRs of Germany or our licensors (and shall be SDRs of Germany’s “Intellectual Property”).

You shall not, without our prior written consent, use or adopt any name, trade name, trading style or commercial designation used by us, or do or omit anything to infringe on any “Intellectual Property Rights” (as defined in this clause) relating to the SDRs of Germany Platform. You agree to notify us immediately if you become aware of any unauthorised use of our Intellectual Property.

“Intellectual Property Rights” refers to patents, rights to inventions, copyright and related rights, trade marks, business names and domain names, rights in get-up, goodwill and the right to sue for passing off, rights in designs, database rights, rights to use, and protect the confidentiality of, confidential information (including know-how and trade secrets) and all other intellectual property rights, in each case whether registered or unregistered and including all applications and rights to apply for and be granted, renewals or extensions of, and rights to claim property from, such rights and all similar or equivalent rights or forms of protection which subsist or will subsist now or in the future in any part of the world.

We are a data controller and comply with applicable data protection law.

How we use any personal data that you give us is set out in our Privacy Notice which you can find here.

We offer a free package and certain paid package options to the SDRs of Germany Platform. You can find the details for each of our packages, and where applicable, the fees here.

Where you are purchasing a package which has a fee, we require the fee to be paid upfront via the SDRs of Germany website for the minimum one (1) year duration of the contract. We have appointed Stripe Inc. as the payment processor for the purposes of collecting and processing the fees.

We reserve the right to amend the fees that we charge for our packages. As your contract with us will automatically renew unless you provide us with thirty (30) calendar days’ notice prior to the one (1) year anniversary of the contract, we will ensure to email you sixty (60) calendar days in advance so that you can see the fees that would be payable unless you terminate the contract.

We make no representations or warranty about the SDRs of Germany Platform, including any representation that the services will be uninterrupted or error-free and provide the SDRs of Germany Platform (including content and information) on an “as is” basis.

To the fullest extent permitted under applicable law, we disclaim any implied or statutory warranty, including any implied warranty of title, accuracy of data, non-infringement, merchantability or fitness for a particular purpose.

References to liability in this clause 12 includes every kind of liability arising under or in connection with these Consumer Terms & Conditions including but not limited to liability in contract, tort (including negligence), misrepresentation, restitution or otherwise.  

In no event shall we be liable for special, incidental, consequential, indirect or punitive damages including, but not limited to, loss of revenue or profit, loss of data, loss of use of any property or costs of substitute performance, equipment or service.

Subject to clause 12 (b) and clause 12 (c), our total liability for all claims, losses, expenses, or damages arising under these Consumer Terms & Conditions shall in no event exceed the total fees that you have paid in a one (1) year period to use the SDRs of Germany Platform immediately preceding the date on which the event giving rise to the claim took place.

The provisions of this clause 12 shall apply to the fullest extent of the law, whether in contract, statute, tort (such as negligence), or otherwise.

If we terminate these Consumer Terms & Conditions due to clause 13 (a) (ii) or (iii), we will not provide you with a refund of any fees that you have paid (where applicable).

You may terminate these Consumer Terms & Conditions by providing thirty (30) calendar days’ notice to expire on the relevant anniversary of these Consumer Terms & Conditions stating that you do not wish to renew them (and the package that you have selected with SDRs of Germany) for a further year. To terminate the contract, you may contact our Customer Services Team on team@sdrsofgermany.com and notify them.

Any clause in these Consumer Terms & Conditions that by implication are intended to come into or continue in force on or after termination of this contract shall remain in full force and effect.

Termination of these Consumer Terms & Conditions shall not affect any rights, remedies, obligations or liabilities of you or us that have accrued up to the date of termination, including the right to claim damages in respect of any breach of these Consumer Terms & Conditions which existed at or before the date of termination.

Events beyond our control. If our supply of the SDRs of Germany Platform is restricted or unavailable entirely by an event outside of our control, we will contact you as soon as possible to let you know and do what we can to reduce the restriction or unavailability. As long as we do this, we won’t compensate you for the restriction or unavailability for up to fourteen (14) calendar days, but if the restriction or unavailability is substantial and continues for more than fourteen (14) calendar days, you can contact our Customer Services Team on team@sdrsofgermany.com to end the contract and receive a refund on a pro-rata basis less reasonable costs that we have already incurred.

Entire agreement. These Consumer Terms & Conditions and any documents (and weblinks) referred to in it, constitutes the entire agreement between the parties and supersedes and extinguishes all previous agreements, promises, assurances, warranties, representations and understandings between them, whether written or oral, relating to its subject matter.

Severance of a term. If a court or other authority invalidates some of these Consumer Terms & Conditions, the rest of it will still apply.

Waiver. Even if we are delayed in enforcing this contract, we can still enforce it later. We might not immediately chase you for not doing something (like paying) or for doing something you’re not allowed to, but that doesn’t mean we can’t do it later on.

Transferring the contract. We may transfer these Consumer Terms & Conditions with you so that a different organisation is responsible for supplying the SDRs of Germany Platform. We will tell you in writing if this happens and we’ll ensure that the transfer won’t affect your rights under these Consumer Terms & Conditions. If you’re unhappy with the transfer, you can contact our Customer Services Team on team@sdrsofgermany.com to end the contract within seven (7) calendar days of us telling you about it and we will refund you part of your payment (calculated on a pro-rata basis).  

Rights of other individuals or businesses. These Consumer Terms & Conditions are between you and us. Nobody else can enforce it and neither of us will need to ask anybody else to sign-off on ending or changing it.

Governing law. These Consumer Terms & Conditions, and any dispute or claim (including non-contractual disputes or claims) arising out of or in connection with it or its subject matter or formation, shall be governed by, and construed in accordance with, the law of England and Wales.

Jurisdiction. We and you irrevocably agree that the courts of England and Wales shall have exclusive jurisdiction to settle any dispute or claim (including non-contractual disputes or claims) arising out of or in connection with these Consumer Terms & Conditions or its subject matter or formation.

Applicable Laws: refers to all applicable laws, statutes, regulations, and codes from time to time in force (including on anti-bribery and corruption requirements and anti-slavery and human trafficking requirements).

Business Day: refers to a day other than a Saturday, Sunday or public holiday in England, when banks in London are open for business.

Business Hours: refers to the time period from 09:00 – 17:30 during a Business Day.

Calendar Day: refers to each day in the week including Saturday, Sunday or a public holiday in England.

Data Protection Laws: refers to all laws and regulatory requirements in force from time to time relating to the use of personal data and the privacy of electronic communications, including, without limitation (i) the UK GDPR (ii) the European Union’s General Data Protection Regulation 2016/679 and any other directly applicable European Union regulation relating to data protection and privacy.

Fees: refers to the fees payable by the Customer for the subscription to the SDRs of Germany Platform as set out in clause 13.

Intellectual Property Rights (“IPR”): refers to patents, rights to inventions, copyright and related rights, trade marks, business names and domain names, rights in get-up, goodwill and the right to sue for passing off, rights in designs, database rights, rights to use, and protect the confidentiality of, confidential information (including know-how and trade secrets) and all other intellectual property rights, in each case whether registered or unregistered and including all applications and rights to apply for and be granted, renewals or extensions of, and rights to claim property from, such rights and all similar or equivalent rights or forms of protection which subsist or will subsist now or in the future in any part of the world.

SDRs of Germany Platform: refers to the web-based learning, development and collaboration platform found at https://community.sdrsofgermany.com/login and owned by SDRs of Germany. The SDRs of Germany Platform includes an online academy, job board and access to SDR Coaches and SDR Mentors.

SDR Coach: refers to an individual listed as a SDR Coach on the SDRs of Germany Platform. The SDR Coach has a number of responsibilities including providing bespoke live sessions for a Customer and providing one-to-one coaching to individuals that work in the Customer.

SDR Mentor: refers to an individual listed as a SDR Mentor on the SDRs of Germany Platform. The SDR Mentor has a number of responsibilities including providing one-to-one support and guidance to individuals that work in the Customer.

UK GDPR: refers to the retained European Union law version of the General Data Protection Regulation 2016/679 as it forms part of the law of England and Wales, Scotland and Northern Ireland by virtue of section 3 of the European Union (Withdrawal) Act 2018 and as amended by Schedule 1 to the Data Protection, Privacy and Electronic Communications (Amendments etc) (EU Exit) Regulations 2019 (SI 2019/419).

A reference to a statute or statutory provision is a reference to it as amended, extended or re-enacted from time to time. A reference to a statute or statutory provision includes any subordinate legislation made from time to time under that statute or statutory provision.

Any words following the terms including, include, in particular, for example or any similar expression shall be construed as illustrative and shall not limit the sense of the words, description, definition, phrase or term preceding those terms.

Unless the context otherwise requires, words in the singular shall include the plural and in the plural shall include the singular.

A reference to writing or written includes email.

These Business Terms & Conditions shall commence on the date upon which the Customer confirms acceptance to these Business Terms & Conditions and subscribes to a specific package within the SDRs of Germany Platform. Each of the packages available and their respective Fees can be found here.

These Business Terms & Conditions shall be for a minimum duration of one (1) year and shall automatically renew for annual periods and thereafter unless terminated by either party in accordance with clause 15.

SDRs of Germany grants the Customer a personal non-exclusive, limited, revocable, non-sublicensable and non-transferable right to access and use the SDRs of Germany Platform subject to these Business Terms & Conditions.

Upon the Customer providing SDRs of Germany with the full name and email addresses of all users within the Customer, SDRs of Germany shall issue the user licenses which will include a username and prompt the user to create a password. All employees, officers and agents from the Customer which are issued with a user license to the SDRs of Germany Platform are known as “Authorised Users”.

The Customer shall ensure that Authorised Users do not disclose, share or allow their username and password with any other party including other individuals within the Customer and for which the Customer has not purchased a license. The sharing or disclosure of the username and password by any Authorised User will be deemed by SDRs of Germany to constitute a material breach of the terms of these Business Terms & Conditions. The Customer shall ensure that the Authorised Users agree to and abide by these Business Terms & Conditions.

The Customer shall be responsible for installing any software and/or hardware and making any other arrangements required to use the SDRs of Germany Platform, including use of a network or other connection required to access our SDRs of Germany Platform.

SDRs of Germany may suspend, withdraw or restrict the availability of all or any part of the SDRs of Germany Platform for operational reasons such as scheduled or emergency maintenance. SDRs of Germany will try to give the Customer reasonable notice of any suspension or withdrawal as soon as possible.

The Customer shall inform SDRs of Germany immediately upon becoming aware of any breach of clause 5 (b) and shall provide any assistance required by us to identify any such third party and to protect our or our licensors’ IPR.

Prize draws. From time to time, SDRs of Germany may conduct prize draws through the SDRs of Germany Platform. By participating in any prize draw, the Customer agrees to comply with these Business Terms & Conditions.

Eligibility. Prize draws are open to all Authorised Users of the SDRs of Germany Platform aged 18 years or older. By entering a prize draw, the Customer must ensure that its Authorised Users are eligible to do so and eligible to claim the prize. SDRs of Germany may require Authorised Users to provide proof that they are eligible to enter the prize draw.

Winner selection. The process for selecting the winner(s) of each prize draw will be clearly defined and communicated in the respective prize draw announcement. The winner(s) will be determined according to the criteria outlined in the prize draw announcement.

Prizes. Prizes offered in each prize draw will be specified in the respective prize draw announcement. Prizes are non-transferable and non-exchangeable unless otherwise stated in the prize draw announcement.

Claiming the prize. If the winner does not respond within 14 days of being notified by SDRs of Germany, then the winner’s prize will be forfeited, and SDRs of Germany will be entitled to select another winner in accordance with the process described in the respective prize draw announcement. The prize may not be claimed by a third party on behalf of the winner. SDRs of Germany does not accept any responsibility if the winner is not able to take up the prize. 

Announcing winners. We may publicly share the names of prize draw winners on the SDRs of Germany’s social media. We will only do this if the winner agrees for us to do so.

Disqualification. SDRs of Germany reserves the right to disqualify a participant if, in SDRs of Germany’s sole discretion, the participant’s conduct is contrary to the spirit or intention of the prize draw.

The SDRs of Germany Platform is an interactive website which allows Authorised Users, for example, to send direct messages to other individuals, contribute to forums and submit reviews following the completion of part or all of the courses available on the SDRs of Germany Platform. The Customer must ensure that its Authorised Users adhere to the standards outlined in clause 7 (b) and clause 7 (c) when using the SDRs of Germany Platform.  

Authorised Users must submit content which is accurate, genuinely held and comply with Applicable Laws.

SDRs of Germany has the right to remove any content posted by Authorised Users which violates clause 7.

To the maximum extent permitted by law and except as expressly set forth in these Business Terms & Conditions, SDRs of Germany expressly disclaims any warranty of any kind relating to the SDRs of Germany Platform, whether express, implied, statutory or otherwise, including without limitation, any implied warranty of merchantability, fitness for a particular purpose or the reasonable use of skill and care. The SDRs of Germany Platform is provided on an “as is” basis and, to the maximum extent permitted by law, without any warranty of any kind.

SDRs of Germany will make reasonable commercial efforts to ensure its systems are free from virus or other technologically harmful material that may infect Customer’s computer equipment or systems due to the Customer’s use of the SDRs of Germany Platform. To the maximum extent permitted by law, SDRs of Germany disclaims all liability for any loss or damage caused by any technologically harmful material accessed or arising from use of the SDRs of Germany Platform.

The Customer agrees to and permits SDRs of Germany to use the Customer’s logo and/or trademark(s) on the SDRs of Germany website, social media channels and in any of its marketing material for the sole purposes of demonstrating that SDRs of Germany has a business relationship with the Customer.

All intellectual property subsisting in, created during, or used in connection with the SDRs of Germany Platform, including any modifications and amendments thereto, provided to the Customer by SDRs of Germany, shall be and remain the sole property of SDRs of Germany or our licensors (and shall be SDRs of Germany’s “Intellectual Property”).

The Customer shall not, without our prior written consent, use or adopt any name, trade name, trading style or commercial designation used by us, or do or omit anything to infringe on any IPR relating to the SDRs of Germany Platform. The Customer agrees to notify SDRs of Germany immediately if it becomes aware of any unauthorised use of our Intellectual Property.

In the event that new intellectual property, inventions, designs or processes evolve in the performance of or as a result of the SDRs of Germany Platform, including where modifications recommended by the Customer are incorporated by SDRs of Germany into the SDRs of Germany Platform, the Customer acknowledges that the same shall be SDRs of Germany’s Intellectual Property unless otherwise agreed in writing by us.

Each party recognises that under these Business Terms & Conditions it may receive trade secrets and/or confidential or proprietary information belonging to the other. Subject to the exclusions detailed in clause 11 (c) all such information which is designated as confidential, or which is otherwise clearly confidential in nature constitutes “Confidential Information”.

Each party undertakes that it shall not at any time during these Business Terms & Conditions, and for a period of two (2) years after termination or expiry of these Business Terms & Conditions disclose to any person any Confidential Information (including information concerning the business, affairs, customers or suppliers of the other party), except as permitted by clause 11 (c).

Neither party shall use the other party’s Confidential Information for any purpose other than to perform its obligations under these Terms & Conditions.

Both parties shall comply with all applicable requirements included in the Data Protection Laws. Each party is an independent data controller as defined in the Data Protection Laws.  

Each party shall ensure that it has appropriate technical and organisational measures to protect against unauthorised or unlawful processing of personal data and against accidental loss or destruction of, or damage to, personal data, appropriate to the harm that might result from the unauthorised or unlawful processing or accidental loss, destruction or damage and the nature of the data to be protected, having regard to the state of technological development and the cost of implementing any measures.

This clause 12 is in addition to, and does not relieve, remove or replace, a party’s obligations or rights under the Data Protection Laws.

The Fees applicable for all of the packages in the SDRs of Germany Platform can be found here.

The Customer shall pay SDRs of Germany the relevant Fees upfront via the SDRs of Germany’s website for a minimum one (1) year period. SDRs of Germany has appointed Stripe Inc. as the payment processor for the purposes of collecting and processing the Fees.

SDRs of Germany reserves the right to amend the Fees for any of its packages. The Customer is advised to review the latest Fees posted on the SDRs of Germany website before the anniversary of the one (1) year period as these Business Terms & Conditions shall automatically renew and the new Fees shall subsequently be applicable unless these Business Terms & Conditions have been terminated in accordance with clause 13.

References to liability in this clause 14 includes every kind of liability arising under or in connection with these Business Terms & Conditions including but not limited to liability in contract, tort (including negligence), misrepresentation, restitution or otherwise.  

In no event shall SDRs of Germany be liable for special, incidental, consequential, indirect or punitive damages including, but not limited to, loss of revenue or profit, loss of data, loss of use of any property or costs of substitute performance, equipment or service.

Subject to clause 14 (b) and clause 14 (c), SDRs of Germany’s total liability for all claims, losses, expenses, or damages arising under these Business Terms & Conditions shall in no event exceed the total Fees paid for three (3) months’ use of SDRs of Germany Platform immediately preceding the date on which the event giving rise to the claim took place.

The Customer shall be responsible for all actions or omissions of the Authorised Users, and any breaches of these Business Terms & Conditions, as if they were the Customer’s acts, omissions or breaches.

The provisions of this clause 14 shall apply to the fullest extent of the law, whether in contract, statute, tort (such as negligence), or otherwise.

Either party may provide thirty (30) Calendar Days’ notice to expire on the relevant anniversary of these Business Terms & Conditions stating that it does not wish to renew these Business Terms & Conditions for a further year.

In the event that either party terminates the contract in accordance with clause 15 (a) or clause 15 (b), no Fees that have been paid by the Customer to SDRs of Germany shall be refundable.

On termination or expiry of these Business Terms & Conditions, the following clauses shall continue in force: clause 1 (Definitions and Interpretation), clause 9 (Publicity and Marketing), clause 10 (Ownership of IPR), clause 11 (Confidentiality), clause 12 (Data Protection and Information Security), clause 13 (Fees and Payment), clause 14 (Liability), this clause 15 (Termination) and clause 16 (General).

Termination or expiry of these Business Terms & Conditions shall not affect any rights, remedies, obligations or liabilities of the parties that have accrued up to the date of termination or expiry, including the right to claim damages in respect of any breach of these Business Terms & Conditions which existed at or before the date of termination or expiry.

Applicable Laws. Each party shall ensure to comply with Applicable Laws at all times.

Force majeure. Neither party shall be in breach of these Business Terms & Conditions nor liable for delay in performing, or failure to perform, any of its obligations under these Business Terms & Conditions if such delay or failure result from events, circumstances or causes beyond its reasonable control. If the period of delay or non-performance continues for thirty (30) Calendar Days, the party not affected may terminate these Business Terms & Conditions by giving seven (7) Calendar Days’ written notice to the affected party.

No partnership or agency. Nothing in these Business Terms & Conditions is intended to, or shall be deemed to, establish any partnership or joint venture between any of the parties, constitute any party to be the agent of another party, or authorise any party to make or enter into any commitments for or on behalf of any other party. Each party confirms it is acting on its own behalf and not for the benefit of any other person.

Entire agreement. These Business Terms & Conditions and any documents referred in it, constitutes the entire agreement between the parties and supersedes and extinguishes all previous agreements, promises, assurances, warranties, representations and understandings between them, whether written or oral, relating to its subject matter.

Waiver. A waiver of any right or remedy under these Business Terms & Conditions or by law is only effective if given in writing and shall not be deemed a waiver of any subsequent right or remedy. A failure or delay by a party to exercise any right or remedy provided under these Business Terms & Conditions or by law shall not constitute a waiver of that or any other right or remedy, nor shall it prevent or restrict any further exercise of that or any other right or remedy. No single or partial exercise of any right or remedy provided under these Business Terms & Conditions or by law shall prevent or restrict the further exercise of that or any other right or remedy.

Severance. If any provision or part-provision of these Business Terms & Conditions is or becomes invalid, illegal or unenforceable, it shall be deemed modified to the minimum extent necessary to make it valid, legal and enforceable. If such modification is not possible, the relevant provision or part-provision shall be deemed deleted. Any modification to or deletion of a provision or part-provision under this clause 16 (g) shall not affect the validity and enforceability of the rest of these Business Terms & Conditions.

Assignment. SDRs of Germany may assign, charge, transfer or deal in any other manner with any of its rights and obligations under these Business Terms & Conditions without the prior written consent of the Customer.

Third party rights. Unless it expressly states otherwise, these Business Terms & Conditions does not give rise to any rights under the Contracts (Rights of Third Parties) Act 1999 to enforce any term of these Business Terms & Conditions.

Misrepresentation. Each party agrees that it shall have no remedies in respect of any statement, representation, warranty or understanding (whether made innocently or negligently) that is not expressly set out in these Business Terms & Conditions. No party shall have any claim for innocent or negligent misrepresentation based on any statement other than as set out in these Business Terms & Conditions.

Non-Solicitation. The Customer shall not directly or indirectly solicit, offer employment or a contract to SDRs of Germany’s personnel (including the SDR Coaches) while these Business Terms & Conditions are in place and for a period of six (6) months thereafter.

Governing law. These Business Terms & Conditions, and any dispute or claim (including non-contractual disputes or claims) arising out of or in connection with it or its subject matter or formation, shall be governed by, and construed in accordance with, the law of England and Wales.

Jurisdiction. Each party irrevocably agrees that the courts of England and Wales shall have exclusive jurisdiction to settle any dispute or claim (including non-contractual disputes or claims) arising out of or in connection with these Business Terms & Conditions or its subject matter or formation.