General Terms and Conditions

§ 1. Scope of application, definitions

  1. These General Terms and Conditions (GTC) apply to all contracts, services, and other performances or business relationships between RE-ALIS GmbH, with its registered office at Im Vogelgesang 20 F, 67346 Speyer, HRB AG Speyer 67242, UST.-DE339903522 (hereinafter: RE-ALIS) and healthcare facilities (e.g., clinics, hospitals, hospital networks, institutions, and organizations seeking to recruit skilled personnel) as well as healthcare professionals (skilled personnel seeking to work in healthcare facilities, e.g., nurses, midwives, etc.) and business partners (e.g., language schools). The term “healthcare professional” also includes persons who are in training or seeking such training. Deviating general terms and conditions of healthcare facilities or business partners are not recognized unless the parties expressly agree otherwise.
  2. The “Declaration of Principles on Fair and Ethical Recruitment and Placement Practices” published by RE-ALIS, in particular the employer-pays principle, is an integral part of these General Terms and Conditions.
  3. Individual agreements made in specific cases (including collateral agreements, supplements, and amendments) shall in all cases take precedence over these Terms and Conditions. Subject to evidence to the contrary, a written contract or text form shall be decisive for the content of such agreements.
  4. A consumer is someone for whom the purpose of the contract or the services cannot be predominantly attributed to their commercial or self-employed professional activity, cf. § 13 BGB (German Civil Code). In contrast, an entrepreneur is any natural or legal person under private or public law, a special fund under public law within the meaning of Section 310 (1) BGB, or a partnership with legal capacity who, when concluding the contract, is acting in the exercise of their commercial or independent professional activity, cf. Section 14 BGB.

§ 2. Conclusion of contract

  1. The contract between RE-ALIS and the company or healthcare professional is generally concluded by means of individual written contracts.
  2. The prices for the services or other benefits provided by RE-ALIS are stated in euros and, unless otherwise specified, are generally subject to the applicable statutory value added tax for companies. For consumers, the final prices include the applicable and applicable value added tax.
  3. The contract is generally concluded in German. However, RE-ALIS is committed to acting in a transparent and comprehensible manner. In the case of contracts with healthcare professionals from abroad, an informative translation of the contracts with the agency terms and conditions is therefore provided in the respective lingua franca. In the case of multilingual documents or separate translations, however, only the German version is legally binding.
  4. Contracts between RE-ALIS and the healthcare professional must be permissible under German law and also under the local law of the country of origin from which the foreign healthcare professional comes, and must be terminable on a monthly basis. No preventive payments such as deposits or security deposits and, as a matter of principle, no subsequent payments such as contractual penalties may be demanded from the healthcare professional for the placement. Companies that conclude a placement contract with RE-ALIS for a healthcare professional from abroad undertake to include corresponding provisions in their contracts.

§ 3. Services provided by RE-ALIS GmbH

  1. RE-ALIS supports the healthcare facility in placing healthcare professionals for employment or training in the Federal Republic of Germany within the framework of a cooperation agreement.
  2. The services cover all stages of the service chain: in addition to recruitment through placement, qualification is also provided through the placement of language schools for language training and integration through support with the entry and recognition procedures for healthcare professionals in Germany.
  3. RE-ALIS places the healthcare professional and does not become a party to the training or employment contract or language training. Nor is it the employer or trainer of the respective healthcare professional.

§ 4. Obligations of the healthcare facility

  1. The healthcare facility is obliged to provide RE-ALIS with all documents requested by RE-ALIS for the purpose of placing the healthcare professional. Unless otherwise agreed, job descriptions and requirement profiles in particular must be sent to RE-ALIS without being requested. RE-ALIS treats these documents as confidential and will return them to the healthcare facility after the contract has ended, provided that the facility requests their return.
  2. The healthcare facility is obliged to form its own opinion of the suitability of the healthcare professional based on the applicant documents provided, which are based on information provided by the healthcare professional or third parties.
  3. By concluding the contract, the healthcare facility confirms that it will provide measures and instruments for operational and social integration, language support, and assistance with the healthcare professional's induction.
  4. The healthcare facility undertakes to inform RE-ALIS immediately if circumstances arise that could affect the performance of the placement activity. Unless otherwise agreed, the placement activity ends when the healthcare professional enters Germany. The remuneration for the placement fee within the meaning of § 4.2 of the cooperation agreement is due 14 days after receipt of the invoice.

§ 5. Principles for the placement of healthcare professionals from abroad

The following principles are a mandatory part of all contracts between RE-ALIS and the healthcare facilities and business partners.

  1. The contracting parties are committed to fair and ethically acceptable recruitment and placement practices. In doing so, the contracting parties shall comply with the following, insofar as it is applicable to them and the contractual relationship
    • the WHO Code of Practice on the Recruitment of Health Personnel,
    • ILO Core Labor Standards,
    • the ILO General Principles and Operational Guidelines for Fair Recruitment and Definition of Recruitment Fees and Related Costs,
    • the United Nations Guiding Principles on Business and Human Rights,
    • as well as the International UN Human Rights Agreement,
    • the principles of the “Declaration of Principles on Fair and Ethical Recruitment and Placement Practices” (available on the RE-ALIS website).
  2. The contracting parties are committed to the “employer pays” principle. This means that placement costs or costs for services directly related to the placement of healthcare personnel may not be charged either directly or indirectly. The contracting parties undertake to include provisions on the payment of commitment and repayment clauses in letters of intent, employment contracts, and/or placement agreements at the expense of the healthcare personnel to be recruited from abroad only for the reasons listed in these General Terms and Conditions. The obligations may not conflict with the framework specified in German labor law. This also applies to any ancillary agreements and/or arrangements that contradict the “employer pays” principle.
  3. If payments of any kind are nevertheless made to the healthcare professional, RE-ALIS undertakes to check the reported payments for compliance with internal guidelines and the seal of approval and, in the event of an unauthorized payment, to refund the amount paid to the healthcare professional within 30 days. This also applies if the healthcare professional made the payment in reliance on the agreement with the business partner, in which case the company will initiate the recovery of the amount directly from the business partner or healthcare institution concerned in the event of unauthorized payments, or will have a claim for reimbursement against the business partner or healthcare institution in the event of a refund made by itself.
  4. RE-ALIS undertakes not to charge the healthcare professional any costs for the first 50 teaching units of language training in the event of a regulated termination of the employment relationship on the part of the healthcare professional (see also “Policy Statement on Fair and Ethical Recruitment and Placement Practices,” section 2).
  5. The contracting parties undertake not to impose any repayment obligation in cases for which the healthcare professional is not responsible. This is particularly the case in the event of illness, pregnancy, death in the immediate family, lack of language skills, operational difficulties in the recognition process, or if the company demonstrably violates the criteria set out in the requirements catalog for the RAL quality mark “Fair Recruitment Care Germany” or if the healthcare facility is not a suitable employer.
  6. Retention and repayment clauses at the expense of the healthcare professional must be presented in a complete, clear, and transparent manner and must be expressly accepted by the healthcare professional. The individual cost items for repayment and the maximum repayment amount must be specified before the contract is concluded and highlighted (e.g., in bold print).
  7. Contracts concluded with healthcare professionals as part of the placement process, which are concluded by the healthcare facility or business partners with foreign healthcare professionals from abroad, may not provide for advance payments such as deposits or security deposits, nor may they provide for subsequent payments such as contractual penalties for the recruitment of healthcare professionals. Exceptions are only permitted in accordance with the provisions of these General Terms and Conditions.
  8. A repayment obligation is only permissible if the withdrawal from the ongoing language course in the country of origin is for reasons for which the healthcare professional is responsible. In this case, the option of an installment payment agreement must also be offered. Only costs actually incurred up to the time of withdrawal in the country of origin may be included in the repayment amount for
    • participation in the language course in the country of origin,
    • the language exam in the country of origin,
    • any payments made to the healthcare professional,
    • living expenses during language acquisition in the country of origin,
    • administrative fees for translations, certifications, visas, and equivalence assessments.
  9. The healthcare facility undertakes to submit, implement, and apply an integration management concept in accordance with the DKF pilot standard for nursing staff to the employment contract and in the healthcare professional's working language, which contains the following regulations/points:
    • Foreword/introduction
    • Preparations after recruitment
    • Support with relocation management
    • Establishment of integration management
    • Sponsorships and mentoring
    • Organizing the recognition process
    • Adapting induction training
    • Supporting team building
    • Expanding skills
    • Resolving conflicts
    • Enabling social participation
    • Information regarding termination and poaching

    If a corresponding integration concept is not yet available, the healthcare facility undertakes to develop one immediately.

  10. The healthcare facilities and business partners undertake to include a reference to the statutory regulations on the recognition procedure in Germany in the advertising conditions or in the written contractual agreements, in particular with regard to the compensatory measures generally available in Germany in accordance with the Nursing Profession Act and the applicant's fundamental freedom of choice between the various compensatory measures in accordance with Section 40 (3) sentence 3 PflBG.
  11. In the event that RE-ALIS has to pay damages to the healthcare professional due to a breach of contractual or statutory provisions by the business partner, RE-ALIS is entitled to demand the corresponding payment from the business partner concerned upon first request or to demand that the business partner indemnify the healthcare professional.
  12. Healthcare facilities and business partners undertake to establish an internal complaints procedure for the benefit of healthcare professionals. The complaints procedure must be clearly regulated, freely accessible, and transparent. The business partner and healthcare facilities shall explain how complaints are handled and how a complaint can be remedied, specify conciliation and review provisions, name contact persons for the addressees, and set a time frame for the procedure. The healthcare professional is informed that a complaint procedure is in place. The provisions of the Whistleblower Protection Act apply accordingly. The processing period until a decision is made may not exceed three weeks per complaint received.

§ 6. Reservation of review and right of termination and right of revocation

  1. The healthcare facilities or business partners grant RE-ALIS a general and event-related right to information and access to the documents relating to the healthcare professional placed, insofar as this serves to verify compliance with the provisions of the General Terms and Conditions and the “Declaration of Principles on Fair and Ethical Recruitment and Placement Practices” and insofar as this does not conflict with the rights of the healthcare professional.
  2. RE-ALIS shall have an extraordinary right of termination vis-à-vis the healthcare facilities or business partners in accordance with Section 314 of the German Civil Code (BGB) if non-compliance with the General Terms and Conditions and the Declaration of Principles is established. Any claims for damages remain unaffected by this. RE-ALIS reserves the right to withdraw from the agreement with healthcare facilities or business partners in accordance with Sections 346 et seq. of the German Civil Code (BGB) instead of terminating it.

§ 7. Prohibition of assignment

  1. Healthcare facilities or business partners may not assign or transfer their rights, liabilities, or obligations arising from this agreement or from agreements to which these General Terms and Conditions apply without the prior written consent of RE-ALIS.
  2. RE-ALIS may only refuse consent for good cause.

§ 8. Documents provided

  1. RE-ALIS reserves the property rights and copyrights to all documents provided in connection with the placing of orders with RE-ALIS, in particular the contract templates, including those in electronic form. These documents may not be made accessible to third parties unless this is required by law or RE-ALIS gives its express consent in writing to the healthcare facilities, healthcare professionals, or business partners.
  2. All documents or data sent to RE-ALIS unsolicited are not binding on RE-ALIS, unless mandatory legal provisions stipulate otherwise. RE-ALIS accepts no liability for unsolicited documents or data. This does not apply to damage caused by intent or gross negligence on the part of RE-ALIS.

§ 9. Liability

  1. RE-ALIS shall only be liable for the proper selection of the healthcare professional in relation to the contractually agreed placement activity. Liability for selection errors is limited to damages resulting from intentional or grossly negligent breach of the selection obligation. Furthermore, the amount of liability for all resulting damages is limited to a maximum total amount of EUR 50,000.00 per calendar year.
  2. With regard to other contractual or statutory obligations, RE-ALIS shall be liable for intent and gross negligence. In the case of damage caused by slight negligence, RE-ALIS shall only be liable in the event of a breach of a material obligation (cardinal obligations) with regard to damage that was foreseeable at the time of conclusion of the contract and typical for the contract. The amount of liability for all resulting damages is further limited to a maximum total amount of EUR 50,000 per calendar year. Essential contractual obligations are those whose fulfillment is necessary to achieve the contractual objective.
  3. RE-ALIS shall not be liable for any further claims. Liability for indirect damage and consequential damage is excluded. The aforementioned limitations of liability shall not apply to damage to health/physical injury/death and insofar as RE-ALIS has fraudulently concealed a defect or has given a corresponding assurance/guarantee.
  4. Insofar as liability is excluded or limited in the present case, this also applies in favor of the legal representatives, members of executive bodies, and vicarious agents of RE-ALIS if claims are asserted directly against them.
  5. RE-ALIS shall not be liable unless a written notification of the claim for damages is submitted within three calendar months of the occurrence of the damage and, in the event of rejection by RE-ALIS, legal action is taken within a further calendar month (preclusive period).

§ 10. Final provisions

  1. The contractual relationship between the parties shall be governed by the laws of the Federal Republic of Germany, excluding all provisions that would lead to the application of another national law.
  2. The exclusive place of jurisdiction for all disputes arising from the contractual relationship is Speyer. RE-ALIS is entitled, at its discretion, to also bring proceedings before the court responsible for the contractual partner's place of business. This does not apply to consumers within the meaning of § 13 BGB (German Civil Code).
  3. The statutory provisions restricting the choice of law and the applicability of mandatory provisions, in particular those of the country in which the consumer has his habitual residence, remain unaffected.
  4. The invalidity or unenforceability of any clause of this agreement shall not affect the remainder of the agreement. The invalid points shall be replaced by the statutory provisions, if any. However, if this would constitute an unreasonable hardship for one of the contracting parties, the contract shall become invalid in its entirety.
  5. RE-ALIS is not obliged to participate in dispute resolution proceedings before a consumer arbitration board and is therefore not available for such proceedings.
  6. For reasons of better readability, only the masculine or feminine form is used for personal designations and personal nouns. Where applicable, the corresponding terms apply to all genders.

Speyer, September 1, 2025