General Terms and Conditions for Advertising Partners

The offer to use corplife Benefits (idF CL) as an advertising platform is directed exclusively at business customers. The contract is concluded with Corplife GmbH, Wasserzeile 27, 3400 Klosterneuburg (Austria). Further contact details, company register number and the name of an authorised representative of Corplife GmbH can be found in the imprint at www.corplife.at.

Status: March 2024

1. Subject

corplife creates, arranges and administers on behalf of its corporate partners all employee benefit offers that are advertised in the cooperating companies by means of a specially created platform. CL plans to enrol the advertising partner (idF "Partner") in its employee benefit programme.

Subject to the following conditions, the partner is prepared to grant a benefit to the CL partner companies or their employees if the valid and agreed promotional code is named or entered or a voucher attributable to CL is presented.

2. Benefits of the partner

1. The partner grants the following benefits:

• The Partner undertakes to grant a benefit (discount, goodie, etc.) to the employees of the participating companies. This benefit will be determined together with the Partner and can be changed at any time.

2. The partner undertakes to grant the agreed benefit to all CL corporate partners and their employees during the entire term of the contract upon naming or entering the valid and agreed promotion code or presenting a voucher that can be assigned to CL - subject to availability..

3. In addition, the Partner undertakes to provide and maintain the following services for the entire term of the contract:

• Keeping records of the use of the service by CL members and transmitting these to CL on request.

• ‍Regular and prompt information in the event of changes (e.g. new branch, change of address,...).

3. Services provided by CL

1. CL will provide the Partner with the following services during the term of the agreement:

• Advertising on all CL company platforms, provided that the requirements of the represented companies are met.

• Regular integration and advertisement in the general and topic-specific newsletter

• ‍Presentation as a new provider for the corporate partners incl. linking to all homepages

• ‍Findability according to keywords requested by the partner‍

2. During the term of the contract, CL is entitled to conduct irregular tests with regard to the services to be provided by the partner to the members within the framework of the partnership.

4. Contract term & termination

1. The contract initially runs for the period booked by the company. Thereafter, the contract is renewed continuously for the same period specified in the contract at the currently valid list price of the booked offer and can be cancelled up to 90 days before the automatic renewal. Cancellation must be made in writing (by e-mail, letter or fax). Early cancellation and an aliquot refund of the amount already paid is not possible.

2. If the partner only books a product without a minimum usage period (= special form of advertising such as newsletter, banner, social media post, etc.), the contract shall run for an indefinite period until the product has been used by the partner.

3. If CL is unable to meet its performance obligation for reasons for which it is responsible, it must inform the partner of this within 5 days. In this case the client has the right to terminate this agreement extraordinarily.

4. The termination/dissolution shall have no effect on the Partner's obligation to perform and on the validity of the issued vouchers/codes.

5. If the partner does not fulfil his payment obligation, the contractor has the right to extraordinarily terminate this agreement.

6. Campaigns on certain occasions (e.g. Black Friday, Advent, Easter, etc.), which are designated as such in the offer, are excluded from automatic renewal.

5. Charges, invoicing, price adjustment

1. The fee for the use of the corplife advertising platform depends on the selected offer.

2. Fees are due for payment immediately in advance upon invoicing, both for products with or without a minimum usage period.

3. The payment term is shown on the selected offer and is generally 14 days from the date of signature of the offer or invoicing. In any case, the payment term stated on the offer shall take precedence.

4. The invoice shall be paid by bank transfer without deductions. The Partner expressly consents to CL sending invoices by e-mail.

5. In the event of late payment, interest on arrears in the amount of 10% p.a. shall be deemed to have been agreed. Default in payment shall be deemed to have occurred if payment has not been made within 2 calendar days after a written reminder (e-mail is sufficient).

6. The fee shall be due irrespective of advertising success, "leads", bookings, sales increases or similar.

7. CL reserves the right to change the fee with effect from the next renewal period. CL will notify the Company of the change in the fee in the invoice sent to the Company for the renewal period. In the event of a price increase, the Company has the right, within four weeks of the date of the invoice, to withdraw from the contract with retroactive effect to the date of the extension by submitting a written declaration to CL.

6. Obligations towards third parties

1. The Partner undertakes to observe the applicable laws and all rights of third parties. Content posted by the Partner on CL, whether its own or that of third parties, must not violate applicable law, infringe the rights of third parties or in any way jeopardise the reputation of CL.

2. If obligations under this contract, statutory provisions or third party rights are violated, or if CL has another justified interest, CL may impose the following sanctions:

• Deletion of content provided by the Partner,

• temporary or permanent deactivation of the offer

• Termination of the contract for the use of corplife Benefits

3. The partner bears sole responsibility for ensuring that the hyperlinks provided by the partner do not refer to third-party content that violates applicable law.

4. Complaints from CL corporate partners may lead to temporary deactivation of the offer.

7. Other rights and obligations of the company

1. The Partner is obliged to keep access data, in particular to the Partner portal, secret from unauthorised third parties. In particular, the Partner shall store user names and passwords in such a way that access to these data by unauthorised third parties is impossible. The Partner undertakes to inform CL immediately as soon as it becomes aware that unauthorised third parties are aware of the password.

2. The Partner shall inform CL without delay as soon as important changes occur in the status of the Partner which may be relevant to the contractual relationship.

3. The Partner may only transfer rights under the contract to third parties with CL's prior written consent.

8. Repayment of fees already paid in advance

In the following cases, the Partner's claim to repayment of fees already paid in advance is excluded:

• CL terminates the contract for good cause,

• CL imposes one or more of the sanctions based on § 6 and § 7.

• the Partner terminates the Agreement; however, the Partner's claim to repayment of fees already paid in advance is not excluded if the Partner terminates the Agreement for good cause attributable to CL.

9. Changes to the scope of functions

CL reserves the right to change the scope of functions of corplife Benefits and their general design or to offer deviating services, provided that this is not unreasonable for the customer in the individual case.

10. Intellectual property rights

1. The Partner is entitled to use the CL logo exclusively within the framework of this agreement and during its period of validity as a Partner. Any use beyond this is expressly prohibited.

2. CL is entitled to use the Partner's logo and the images provided by the Partner within the framework of this agreement and for its own advertising measures.

11 Availability

The Customer acknowledges that 100% availability of CL is technically impossible. However, CL shall endeavour to keep corplife Benefits available as constantly as possible. In particular, maintenance, security or capacity issues as well as events beyond CL's control (such as disruptions of public communication networks, power failures, etc.) may lead to short-term disruptions or the temporary discontinuation of CL. All claims against CL attributable to impairments and/or interruptions, irrespective of the legal grounds, are excluded to the extent permitted by law.

12. Data protection

1. The contracting parties shall treat as confidential and keep secret from third parties all information and documents which come to their knowledge through their business relationship and which are not generally known, in particular trade and business secrets - also and to the extent that they relate to third parties. Trade secrets also include technical know-how, operating methods and safety measures (hereinafter collectively referred to as "Information").

2. The obligation to maintain secrecy pursuant to para 1 shall not apply if and to the extent that the party subject to the obligation to maintain secrecy proves that (i) the information concerned was in the public domain, i.e. published or generally accessible, at the time it was obtained, or (ii) it became in the public domain after it was obtained through no fault of the parties, or (iii) it was already known to the party at the time it was obtained, or (iv) it was made in the public domain by third parties after it was obtained in a lawful manner, i.e. without breaching any obligation to maintain secrecy.

3. The confidentiality obligation shall also not apply to information that must be disclosed due to official or court orders or legal obligations. However, the parties shall immediately agree on such measures among themselves.

4. corplife undertakes to comply with the relevant data protection provisions as amended from time to time and to require its employees to comply with these provisions and to take and maintain the necessary technical and organisational measures to ensure data protection. The corporate partner shall ensure the security measures for the protection of personal data provided for under the relevant data protection provisions as amended from time to time.

5. corplife processes the data of its advertising partners (contact person, contact details, company, terms of contract) for the fulfilment of the respective contract. This data is processed for the term of the contract and thereafter for the retention period under tax law. With regard to the customer data of the advertising partners, corplife is the order processor under data protection law and the company partner is the responsible party. The order processor agreement attached to these GTC is an integral part of this agreement. Details of data processing can be found in corplife's data protection declaration in the currently valid version, available at https://www.corplife.at/datenschutz.

‍CL undertakes to use the data of employees received in the course of online purchases in compliance with the provisions of the DSG as amended and further declares that the data protection provisions applied comply with the minimum legal requirements in each case.

13 Others

1. CL reserves the right to amend these GTC at any time without stating reasons, unless this is unreasonable for the Partner. CL shall notify the Partner of any amendments to the GTC in good time. The Partner expressly gives CL its consent to the transmission of the amended GTC via e-mail. If the Partner does not object to the validity of the new GTC within six (6) weeks of notification, the amended GTC shall be deemed accepted by the Partner. CL will inform the Partner in the notification of its right to object and the significance of the objection period.

2. The exclusive place of jurisdiction and performance shall be Vienna.

3. Austrian law shall apply to the exclusion of conflict of laws and the UN Convention on Contracts for the International Sale of Goods.

4. Should individual provisions of the contract be or become legally ineffective, the remaining provisions shall remain unaffected.