Terms and Conditions

1.1 Scope of Application

These General Terms and Conditions (GTC) apply to all business relationships between the

(hereinafter „IPSM", „wir" or „uns") and our customers („Customer", „You").

1.2 Deviating Conditions

Deviating, conflicting or supplementary General Terms and Conditions of the customer - even if known - will not become part of the contract, unless their validity is expressly agreed to in writing.

1.3 Definitions

2.1 Formation of Contract

A contract between IPSM and the customer is formed through:

• Signing a written consultation and mediation contract, or
• Written order confirmation from IPSM (email is sufficient), or
• Implicitly through commencement of service provision after commissioning

2.2 Offer and Acceptance

The presentation of our services on the website and in brochures does not constitute a binding offer, but a non-binding invitation to submit an offer (invitatio ad offerendum).

2.4 Written Form and Text Form

Changes and additions to the contract as well as these GTC require text form (§ 126b BGB) to be effective. Email is sufficient.

4.1 Information Obligations

The customer is obligated to:

• Provide complete and truthful information
• Immediately communicate changes to personal data (address, contact details, club affiliation)
• Disclose relevant health information to the extent it is significant for the placement
• Disclose existing contractual obligations (e.g., current player contracts, other advisor contracts)

4.2 Cooperation Obligations

• Timely provision of required documents (IDs, contracts, certificates, medical documents)
• Participation in agreed appointments (meetings, trial trainings)
• Timely cancellation of appointments in case of unavailability (min. 48 hours in advance)
• Provision of image and video material for marketing purposes
• Active communication and timely responses to inquiries

4.3 Compliance with Regulations

4.4 Consequences of Insufficient Cooperation

In case of culpable violation of the cooperation and information obligations by the customer, IPSM is released from its own performance obligation. Resulting additional expenses can be invoiced to the customer. Services already rendered remain subject to remuneration.

5.1 Remuneration Models

The remuneration is based on the individual agreement and can be structured as:

5.2 Success Commissions in Detail

For performance-based remuneration, the following principles apply:

• The commission becomes due upon conclusion of a player or sponsorship contract
• The basis for calculation is the agreed gross salary or the transfer fee/sponsorship volume
• Commission rates are based on FIFA and national guidelines (maximum 3-10% depending on contract type)
• The exact amount is determined individually by contract

5.3 Expenses and Additional Costs

5.4 Payment Terms

• Invoices are due for payment within 14 days of the invoice date without deduction - unless otherwise agreed
• In case of late payment, default interest of 5 percentage points (consumer) or 9 percentage points (entrepreneur) above the base interest rate will be charged
• In case of late payment, IPSM is entitled to withhold further performance until full payment
• Reminder fees of €5.00 per reminder will be charged

5.5 Set-off and Retention

The customer may only set off against undisputed or legally established claims. The customer only has a right of retention if his counterclaim is based on the same contractual relationship.

5.6 Price Adjustments

For contracts with a term of more than one year, IPSM reserves the right to adjust the remuneration annually according to the development of the consumer price index. The customer will be informed about price increases at least 6 weeks in advance.

6.1 Subcontractors and Cooperation Partners

IPSM is entitled to employ qualified subcontractors and cooperation partners to fulfill its contractual obligations (e.g., specialized lawyers, tax advisors, marketing agencies). IPSM remains the main contact and is liable for proper service provision.

6.2 Duty of Care

IPSM commits to:

• Represent the customer's interests conscientiously and with the required professional care
• Advise the customer comprehensively and honestly
• Disclose conflicts of interest
• Comply with the professional duties of care of a player agent

6.3 Confidentiality and Privacy

6.4 Duty to Inform

IPSM regularly informs the customer about the status of the placement and consulting activities. Upon request, IPSM provides information about measures carried out.

7.1 Rights to Work Results

For concepts, strategies, texts, presentations, graphics and other work results created by IPSM in the course of contract fulfillment, IPSM grants the customer - to the extent agreed - simple, non-transferable usage rights for the agreed purpose.

Any further use, in particular transfer to third parties or commercial exploitation, requires the prior written consent of IPSM.

7.2 Right of Reference

IPSM is entitled to mention the customer (name, logo, club affiliation) for reference purposes on the website and in marketing materials and to use corresponding image and video materials, unless the customer expressly objects to this.

The objection can be declared informally at any time.

7.3 Rights Warranty by Customer

8.1 Data Processing

The processing of personal data takes place exclusively within the framework of legal provisions (DSGVO, BDSG). Detailed information can be found in our Privacy Policy.

8.2 Consent to Data Use

By concluding the contract, the customer agrees that IPSM collects, stores and transfers the data required for contract fulfillment to third parties (clubs, cooperation partners). The consent can be revoked at any time with effect for the future.

8.3 Mutual Confidentiality

Both contracting parties undertake not to pass on confidential information that becomes known to them in the course of the business relationship to third parties and to use it only for the intended purpose.

9.1 Liability for Intent and Gross Negligence

IPSM is fully liable for damages resulting from injury to life, body or health as well as for damages that are based on intentional or grossly negligent behavior.

9.2 Liability for Simple Negligence

9.3 Exclusions of Liability

Liability for indirect damages, consequential damages, lost profits and unachieved sporting or commercial successes is excluded - to the extent legally permissible.

9.4 Liability for Third Parties

IPSM is not liable for the behavior of third parties (clubs, cooperation partners, medical service providers), unless IPSM has culpably selected or supervised these third parties.

9.5 Product Liability Act

Liability under the Product Liability Act remains unaffected.

9.6 Statute of Limitations

Claims due to defects become statute-barred after 12 months from knowledge of the defect, unless longer periods are prescribed by law.

10.1 Contract Term

The contract term results from the individual agreement. Unless otherwise agreed, the contract runs for an indefinite period.

10.2 Ordinary Termination

• For contracts of indefinite duration: Notice period of 3 months to the end of the month, unless otherwise agreed
• For fixed-term contracts: Ordinary termination excluded, unless otherwise agreed
• Termination must be in text form (email is sufficient)

10.3 Extraordinary Termination

10.4 Consequences of Termination

• Upon contract termination, services already provided must be remunerated
• Commission claims for mediated contracts remain valid, even if the mediation contract has already been terminated
• Documents provided by the customer will be returned
• Personal data will be deleted, unless retention obligations exist

10.5 Force Majeure

Events of force majeure (e.g., natural disasters, war, strikes, pandemics, official orders) release both parties, for the duration of the disruption and to the extent of its effects, from their performance obligations, without giving rise to claims for damages.

12.1 Applicable Law

The law of the Federal Republic of Germany shall apply to all legal relationships between IPSM and the customer, excluding the UN Convention on Contracts for the International Sale of Goods (CISG). Mandatory consumer protection provisions of the state in which the customer has his habitual residence remain unaffected.

12.2 Place of Jurisdiction

• If the customer is a merchant, legal entity under public law or a special fund under public law, the exclusive place of jurisdiction for all disputes arising from this contract shall be the registered office of IPSM (Homburg)
• For lawsuits against consumers, the consumer's place of residence is decisive

12.3 Online Dispute Resolution

12.4 Consumer Arbitration

IPSM is neither willing nor obliged to participate in dispute resolution proceedings before a consumer arbitration board in accordance with the ADR Directive and the Consumer Dispute Resolution Act (VSBG).

12.5 Severability Clause

If individual provisions of these GTC are or become invalid in whole or in part, the validity of the remaining provisions shall not be affected. In place of the invalid provision, a valid provision shall apply that comes closest to the economic purpose of the invalid provision.

12.6 Changes to the T&C

IPSM reserves the right to amend these GTC. Changes will be communicated to the customer in text form at least 6 weeks before they take effect. If the customer does not object to the validity of the new GTC within 6 weeks of receipt of the notification, the amended GTC shall be deemed accepted. IPSM will specifically draw the customer's attention to the significance of this period in the notification.

12.7 Written Form

Changes and additions to this contract require text form. This also applies to the waiver of this formal requirement.