General Terms and Conditions (GTC) for the Magazine "VANGUARD - Lead & Innovate"

Advertisement Placements in ZRK HUB and the Magazine "VANGARD - Lead & Innovate"

PREAMBLE

The CRC (abbreviated ZRK) is an association registered in the Austrian Register of Associations, ZVR: 796766303, Regional Police Directorate Vienna (www.bmi.gv.at), Austria, with its registered office at Reisnerstraße 5/20a, 1030 Vienna. ZRK Beteiligung-, Service und Asset Management GmbH (abbreviated ZRK BSM GmbH), Reisnerstraße 5/20a, 1030 Vienna, is a wholly owned subsidiary of the association ZRK and acts on behalf of and in the name of ZRK as the media proprietor of the VANGARD Magazine - LEAD & INNOVATE - and is also the billing partner for all advertisement placements and similar services in ZRK HUB and the VANGARD Magazine - LEAD & INNOVATE -.

The general GDPR guidelines as stated on the homepage www.zfrk.org apply.

§ 1 GENERAL PROVISIONS

1.1. These General Terms and Conditions apply to all agreements relating to the VANGARD Magazine - LEAD & INNOVATE - and ZRK HUB published by ZRK, which are concluded by ZRK by telephone or email with clients (advertisers). Deviating conditions of clients = advertisers shall only be recognised upon express written confirmation by ZRK. The client acknowledges that ZRK acts as contractor for the VANGARD Magazine - LEAD & INNOVATE - and ZRK HUB. By signing the agreement or order (advertisement placement), the signatory expressly declares that they are authorised to sign for this agreement and consent to the execution of the order. In addition to the client, the signatory shall be liable for the fulfilment of the agreement.

1.2. Correspondence and ancillary agreements: Enquiries, communications and the like shall be addressed solely to ZRK. Written form is exclusively agreed for this agreement - order for advertisement placement in the VANGARD Magazine - LEAD & INNOVATE - and ZRK HUB. Employees and agents of ZRK are not authorised to make oral commitments beyond the written contractual text - order. Oral agreements shall therefore be deemed not to have been made unless expressly confirmed in writing by ZRK.

1.3. Liability: For specified placements, the client shall also be liable for the correct receipt of printing and publication materials. The client shall be exclusively liable for the textual and pictorial content of advertisements and shall also be responsible for the legality of the content of the advertisements. The client shall indemnify and hold ZRK harmless in the event of claims by third parties (in particular due to copyright claims or unfair competition law violations regarding the content of the advertisement), which also includes any costs of publication of judgments, counter-statements, etc. The client guarantees that the placement - advertisement or advertorial - does not violate any legal provisions and does not infringe the rights of third parties. ZRK is not obliged to review the advertisement or any objection raised against publication, but is entitled to make legally necessary adaptations to a placement without prior consultation with the client.

1.4. Place of performance and jurisdiction: The place of performance for delivery and payment and the exclusive place of jurisdiction shall be the registered office of ZRK and ZRK BSM GmbH. Austrian law shall apply, excluding international private law.

§ 2 REQUIREMENTS AND PLACING OF ORDERS

2.1. Terms and conditions: The conditions set out in the respectively valid advertising price lists of the VANGARD Magazine - LEAD & INNOVATE - and ZRK HUB and the written order confirmation shall be primarily decisive for the order. This can only be done by email. In addition to the agreed net price, a 5% advertising levy shall be charged. All prices are quoted in euros. Invoicing shall be carried out by ZRK Beteiligung-, Service und Asset Management GmbH, Reisnerstraße 5/20a, 1030 Vienna, a wholly owned subsidiary of the association ZRK. The corresponding VAT rates shall also be invoiced to the clients.

2.2. Orders via advertising agencies: Advertisement orders placed by an agency shall be accepted in their name and for their account. Advertising agencies are obliged to adhere to the ZRK price list in their offers, contracts and invoices with advertisers. Orders from advertising agencies shall only be accepted for specifically named advertisers. ZRK is entitled to request proof of mandate from the advertising agency.

2.3. Orders for a ZRK HUB BASIC entry: Orders for a Basic entry require at least an associate ZRK membership for natural and legal persons.

2.4. Rejection: ZRK reserves the right to reject legally binding advertisement orders without stating reasons or due to their content, origin or for technical reasons, or to block their publication in whole or in part, as soon as ZRK becomes aware that the advertisement violates the law, official regulations or public decency, or its publication is unreasonable for ZRK, in particular for advertisements for competing offers. Rejection or changes to the contractual conditions shall be communicated to the client without delay. Data material provided by the client shall only be returned upon specific request. The obligation of ZRK or ZRK BSM GmbH on behalf of ZRK to retain data shall end two weeks after the expiry of the order.

2.5. Withdrawal: The Client shall only have the right to withdraw from the agreement - Advertisement Placement Order for good cause. The declaration of withdrawal must be received by ZRK in writing no later than one week before the advertisement closing date. For all firmly confirmed preferential positions including cover pages, ZRK does not accept withdrawal for reasons attributable to the Client.

§ 3 EXECUTION OF ORDERS

3.1. Timing and Placement: No guarantee is given for the execution of insertions in specific positions. Excepted are orders whose validity is expressly made dependent on compliance with specific dates or - upon payment of the placement surcharge provided for in the rate card - on a specific placement.

3.1.1. Information regarding the commencement and duration of the placement is binding.

3.1.2. If the commencement of the placement period is not specified, the next possible period shall apply.

3.1.3. If the agreed placement in the ZRK HUB is prevented by an obstacle attributable to the Client, e.g. in the event of late delivery of the advertisement/placement materials and data to ZRK, the delivery date shall be postponed by the period of the delay, but by no more than one week (7 days). If delivery is not possible within this period due to the fault of the Client, the delivery date shall be renegotiated between the Client and ZRK. If no agreement is reached within two weeks (14 days), ZRK BSM GmbH may demand and invoice 50 per cent of the order value as a contractual penalty.

3.2. Print Materials: The Client is responsible for the timely provision of print materials. In the event of delay, the order shall be deemed fulfilled if the insertion is made using other print materials provided by the Client or if only the name and address of the Client is inserted. The obligation to retain print materials ends two weeks (14 days) after the appearance of the insertion.

3.4. Reproduction: ZRK and/or ZRK BSM GmbH guarantee the technically flawless reproduction of insertions on the basis of the print materials provided. In the event of significant defects, ZRK BSM GmbH shall provide compensation in the form of a replacement insertion or, if the purpose of the advertisement can no longer be fulfilled by a replacement insertion, by granting an appropriate price reduction of 50 per cent. Any further claims are expressly excluded.

3.5. Print Approval: Proofs are sent by post only upon express request and at the Client's expense; proofs by email are sent upon request free of charge. In this case, the Client is obliged to approve the correction proofs with a release note within the specified period. The Client bears responsibility for the correctness of the returned proofs. If the Client does not return the proof sent to them in good time within the deadline, approval for printing shall be deemed granted.

3.6. Complaints: Complaints regarding insertions are only accepted within eight days of the publication appearing.

3.7. Cancellation: Free cancellation of the order is only possible if received by ZRK in writing no later than 14 working days before the respective editorial deadline. After the editorial deadline, a cancellation fee of 80% of the order value will be invoiced by ZRK BSM GmbH.

§ 4 INVOICING / PAYMENT TERMS / WARRANTY / LIABILITY

4.1. Invoice: If no advance payment is made, the invoice will be sent before dispatch of the agreed copies of the VANGARD Magazine-LEAD & INNOVATE-. The invoice amount is to be paid without deductions within the period shown on the invoice. In the event of late payment or deferment, interest of 9.5% p.a. and reminder fees of EUR 20.00 will be charged.

4.2. Print Material Costs: Costs for the production of print materials for advertisements and advertorials in the VANGARD Magazine-LEAD & INNOVATE- shall be borne by the Client.

4.3. Complaint: Invoice complaints are only accepted upon receipt of the invoice.

4.4. Prices: The prices for placing advertisements in the VANGARD Magazine-LEAD & INNOVATE- and/or ZRK HUB are based on the prices stated in the media data on the website www.zfrk.org/hub and https://vanguardmag.eu of ZRK at the time of ordering.

4.5. Late Payment: In the event of late payment by the Client, ZRK or ZRK BSM GmbH may suspend further execution of the current order until full payment is received and demand advance payment for further advertisement orders from the Client. In the event of justified doubts regarding the Client's ability to pay, ZRK or its ZRK BSM GmbH is entitled to demand advance payments for further advertisements during the term of an advertisement contract and to make their publication dependent on the settlement of outstanding invoice amounts.

4.6. Liability: ZRK and/or its ZRK BSM GmbH assume no liability for the content of advertisements, or for the content of other websites to which the advertisement refers, as well as for errors in the advertisement attributable to the Client.

4.7. Warranty: ZRK and/or its ZRK BSM GmbH assume no warranty for the functionality of communication networks. No warranty is assumed in the event of computer failure of the internet providers on whose servers the services of ZRK or its ZRK BSM GmbH are hosted, nor for non-updated or incomplete offers on so-called proxy servers of commercial online services.

4.7.1. If the execution of the contract is not possible by ZRK or its ZRK BSM GmbH for technical reasons, in particular computer failure, force majeure, disruptions within the responsibility of providers, network operators or line providers, or for comparable reasons, the contract shall be fulfilled at a later date where possible. If the postponement of the performance period is not insignificant, the Client shall be informed thereof.

4.7.2. If the contract is not fulfilled due to circumstances for which ZRK and/or its ZRK BSM GmbH are not responsible, the Client shall, without prejudice to any legal obligations, reimburse the difference between the discount granted and the discount corresponding to the actual acceptance by ZRK and/or its ZRK BSM GmbH, i.e. remunerate any partial services rendered.

§ 5 DATA PROTECTION

5.1. The Client agrees that personal data may be stored where applicable.

5.2. The stored data shall be collected, processed and used exclusively insofar as this is necessary for the establishment, execution or modification of the contract.

5.3. The general GDPR guidelines as published on the website www.zfrk.org shall apply.

§ 6 MISCELLANEOUS PROVISIONS

6.1. Supplements or amendments to these General Terms and Conditions, as well as amendments to this provision, may only be made in writing.

6.2. Should any provision of these General Terms and Conditions be legally invalid, the validity of the remaining provisions shall remain unaffected. In place of the invalid provision, an appropriate regulation shall apply which, insofar as legally possible, comes closest to what the contracting parties intended and would have intended according to the meaning and purpose of the agreement, had they considered this point when concluding the agreement.

Vienna, 25 March 2024