General Terms and Conditions

As of November 2024

§ 1 Scope, Definitions

  1. These General Terms and Conditions (GTC) apply to all contracts, services, and other performances or business relationships between RE-ALIS GmbH, headquartered at 67346 Speyer, Im Vogelgesang 20 F, HRB AG Speyer 67242, VAT ID DE339903522 (hereinafter: RE-ALIS), and healthcare institutions (for example, clinics, hospitals, hospital networks, facilities, and sponsors wishing to recruit specialists), as well as healthcare personnel (specialists who wish to work in healthcare institutions, such as nurses, midwives, etc.) and business partners (for example, language schools). Deviating general terms and conditions of the healthcare institutions or business partners are not recognized unless the parties explicitly agree otherwise.
  2. The above statement on responsible corporate governance for "Fair Recruitment and Placement of Healthcare Personnel from Abroad" is part of these GTC.
  3. In individual cases, specific agreements (including ancillary agreements, supplements, and amendments) shall take precedence over these terms and conditions in any event. The content of such agreements, subject to evidence to the contrary, shall be determined by a written contract or text form.
  4. A consumer is anyone whose purpose in concluding the contract or receiving services cannot predominantly be attributed to their commercial or independent professional activity. Conversely, an entrepreneur is any natural or legal person under private or public law, public-law special assets within the meaning of Section 310 (1) of the German Civil Code (BGB), or a legally capable partnership that acts in the exercise of its commercial or independent or statutory professional activity when concluding the contract. The term "healthcare personnel" also includes persons who are in training or intend to begin such training.

§ 2 Conclusion of Contract

  1. The contract between RE-ALIS, the company, and the healthcare personnel is generally concluded through individual written contracts.
  2. The prices for RE-ALIS's services or other performances are quoted in euros and, for companies, are generally understood to be exclusive of the applicable statutory value-added tax unless otherwise stated. For consumers, final prices include the applicable and relevant value-added tax.
  3. The contract is generally concluded in German. However, RE-ALIS aims to act transparently and clearly. Therefore, when contracting with foreign healthcare personnel, an informational translation of the contracts with the placement conditions is provided in the respective working language. 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 personnel must comply with German law and, in addition, the local law of the countries of origin from which the foreign healthcare personnel come, and must be terminable on a monthly basis. No preventive payments such as deposits or security and, in principle, no subsequent payments such as penalties may be demanded from the healthcare personnel for the placement. Companies entering into a placement contract with RE-ALIS for foreign healthcare personnel agree to include corresponding provisions in their contracts.

§ 3 Services Provided by RE-ALIS

  1. As part of a placement contract, RE-ALIS supports the healthcare institution in the placement of healthcare personnel for the exercise of a profession or for training in the Federal Republic of Germany.
  2. The services include all stages of the service chain: in addition to recruitment through placement, there is also qualification via the referral to language schools for language training, as well as integration through support with the entry and recognition procedures for healthcare personnel in Germany.
  3. RE-ALIS places the healthcare personnel and does not become a party to the training or employment contract or the language training, nor is it an employer or trainer of the respective healthcare personnel.

§ 4 Obligations of the Healthcare Institutions

  1. The healthcare institution is obliged to provide RE-ALIS with all documents requested, which RE-ALIS requires for the purpose of placing the healthcare personnel. Without being requested, and unless otherwise agreed, the job description and requirements profiles in particular must be submitted to RE-ALIS. RE-ALIS treats these provided documents confidentially and, at the end of the contract, will return these documents to the healthcare institution if it requests their return.
  2. The healthcare institution is obliged to form its own opinion regarding the suitability of the healthcare personnel on the basis of the submitted applicant documents, which are based on information provided by the candidate or third parties.
  3. By concluding the contract, the healthcare institution confirms that it has measures and instruments for operational and social integration, language promotion, and support during the induction of the healthcare personnel.
  4. The healthcare institution undertakes to inform RE-ALIS without delay if circumstances arise that could affect the execution of the placement activity. The placement activity ends, unless otherwise agreed, when the candidate enters Germany. The remuneration is due 14 days after receipt of the invoice.

§ 5 Principles for the Placement of Healthcare Personnel from Abroad

The following principles are compulsory components of all contracts between RE-ALIS and the healthcare institution as well as the business partners.

  1. The contracting parties affirm their commitment to a fair and ethically justifiable recruitment and placement practice. In doing so, they align themselves—where applicable to them and the contractual relationship—with
    1. the WHO Code of Practice for the international recruitment of health personnel,
    2. the ILO core labor standards,
    3. the ILO General principles and operational guidelines for fair recruitment and definition of recruitment fees and related costs,
    4. the United Nations Guiding Principles on Business and Human Rights,
    5. as well as the international UN Human Rights conventions,
    6. and the principles of the foundational declaration contained in the preamble of these GTC.
  2. The contracting parties commit to the "Employer Pays" principle. This means that placement costs or costs directly associated with the placement services may not be charged, either directly or indirectly, to the healthcare personnel. The contracting parties undertake to include any provisions regarding payment of bonding and repayment clauses at the expense of the foreign healthcare personnel they aim to recruit only for the reasons set out in these GTC. The obligations must not contradict the framework established by German employment law. This also applies to possible side agreements and/or arrangements that contradict the "Employer Pays" principle.
  3. RE-ALIS agrees not to charge the healthcare personnel any costs if the employment relationship is terminated in a regulated manner by the healthcare personnel during the first 50 language training lessons.
  4. The contracting parties undertake not to provide for any repayment obligation in cases not caused by the candidates themselves. This particularly applies in the event of illness, pregnancy, the death of a direct family member, a lack of linguistic aptitude, operational difficulties in the recognition process, or if the company demonstrably violates the criteria in the requirement catalog for the RAL quality mark "Fair Recruitment Nursing Germany," or if the healthcare institution is not an appropriate employer.
  5. Bonding and repayment clauses to the detriment of the healthcare personnel must be presented in a complete, clear, and transparent manner and must be explicitly accepted by them. The individual cost items for repayment and the amount of the maximum repayment sum must be indicated before concluding the contract and displayed in a highlighted manner (e.g., bold print).
  6. Contracts concluded as part of the recruitment process with foreign nursing staff, which the healthcare institution or business partners conclude with foreign nursing staff from abroad, may not provide for preventive payments such as deposits or guarantees, nor for subsequent payments such as penalties to be charged to the healthcare personnel for recruitment. Exceptions are only permissible in accordance with these GTC.
  7. A repayment obligation is permissible only if termination of the ongoing language course in the country of origin occurs for reasons attributable to the healthcare personnel. In such a case, the possibility of an installment payment agreement must also be offered. Only costs actually incurred up to the point of withdrawal in the country of origin may be included in the repayment amount, specifically for
    1. participation in the language course in the country of origin,
    2. the language exam in the country of origin,
    3. any payments made to the healthcare personnel
    4. to secure their livelihood
    5. during language acquisition in the country of origin,
    6. administrative fees for translations, certifications, visas, and the determination of equivalence.

  8. The healthcare institution undertakes to present, implement, and apply an integration management concept in accordance with the DKF pilot standard for the nurse's employment contract and in the working language of the healthcare personnel, which shall contain the following regulations/points:

    • Preface / Introduction
    • Preparations after recruitment
    • Support with so-called relocation management
    • Establishing integration management
    • Sponsorships and mentoring
    • Organizing the recognition process
    • Adapting onboarding
    • Guiding team building
    • Expanding skills
    • Handling conflicts
    • Enabling social participation
    • How to deal with termination and poaching

    If there is not yet a corresponding integration concept, the healthcare institution is obliged to develop one.

  9. The healthcare institutions and the business partners undertake to include a reference in the recruitment conditions or in the written contractual agreements to the statutory regulations on the recognition procedure in Germany, particularly regarding the compensation measures generally available in Germany in accordance with the Nursing Professions Act (Pflegeberufsgesetz), as well as the generally existing freedom of choice for the applicant between the different compensation measures.
  10. In the event that RE-ALIS must pay damages to the healthcare personnel due to a breach of contractual or statutory provisions by the business partner, RE-ALIS is entitled to request reimbursement from the affected business partner upon first demand or to demand indemnification by the business partner in favor of the healthcare personnel.
  11. The healthcare institutions and the business partners undertake to establish an internal complaints procedure in favor of the healthcare personnel. The complaints procedure must be clearly regulated, freely accessible, and transparent. The business partner and the healthcare institution define how complaints are handled, how a complaint can be remedied, provide quality and review standards, name contact persons for the addressees, and set a time frame for the procedure. The healthcare personnel will be informed that a complaints procedure is in place. The regulations of the Whistleblower Protection Act (Hinweisgeberschutzgesetz) apply accordingly. The processing period for each complaint must not exceed three weeks until a decision is made.

§ 6 Right of Examination and Termination as well as Right of Withdrawal

  1. The healthcare institutions or the business partners each grant RE-ALIS a general as well as event-related right to information and inspection of the documents pertaining to the placed healthcare personnel, insofar as it serves to verify compliance with the requirements of these GTC and the foundational declaration, and insofar as the rights of the healthcare personnel do not conflict with it.
  2. RE-ALIS has an extraordinary right of termination under § 314 of the German Civil Code (BGB) toward the healthcare institutions or the business partners if non-compliance with the GTC and the foundational declaration is established. Any claim for damages remains unaffected. Instead of termination, RE-ALIS reserves the right to withdraw from the contract in accordance with §§ 345 et seq. BGB in relation to the healthcare institutions or the business partners.

§ 7 Prohibition of Assignment

The healthcare institutions or the business partners may not assign or transfer their rights, liabilities, or obligations arising from this agreement or from any agreements for which these GTC apply without the prior written consent of RE-ALIS. RE-ALIS may refuse consent only for good cause.

§ 8 Documents Provided

  1. RE-ALIS retains ownership and copyright to all documents provided in connection with the order placed with RE-ALIS – including electronic documents. These documents may not be made accessible to third parties unless it is legally required or RE-ALIS grants its explicit consent in text form to the healthcare institutions, the healthcare personnel, or the business partners.
  2. All documents or data sent to RE-ALIS without being requested do not bind RE-ALIS, unless mandatory legal provisions specify otherwise. RE-ALIS assumes no liability for unsolicited documents or data. This does not apply to damages caused by willful misconduct or gross negligence on the part of RE-ALIS.

§ 9 Liability

  1. RE-ALIS is only liable for the proper selection of the healthcare personnel in terms of the contractually agreed placement activity. Liability for selection errors is limited to damages arising from willful misconduct or grossly negligent breach of the selection obligation. Furthermore, the total amount of liability for any damages resulting therefrom is limited to a maximum amount of 50,000.00 euros per calendar year.
  2. Regarding other contractual or statutory obligations, RE-ALIS is liable for willful misconduct and gross negligence. In the case of damages caused by slight negligence, RE-ALIS is only liable in the event of a breach of a material obligation (cardinal obligation) for the foreseeable and contract-typical damages at the time of conclusion of the contract. Furthermore, the total amount of liability for any damages arising therefrom is limited to a maximum amount of 50,000 euros per calendar year. Material contractual obligations are those whose fulfillment is necessary to achieve the contract’s objective.
  3. RE-ALIS is not liable for any further claims. Liability for indirect damages and consequential damages is excluded. The above limitations of liability do not apply in cases of personal injury, harm to health, or death, nor if RE-ALIS has fraudulently concealed a defect or has given a corresponding assurance/guarantee.
  4. Where liability is excluded or limited as stated above, this also applies to the statutory representatives, corporate bodies, and vicarious agents of RE-ALIS in the event that claims are asserted directly against them.
  5. RE-ALIS is released from liability if, within three calendar months after the occurrence of the damage, a written notification of the claim for damages is not submitted, and in the event of rejection by RE-ALIS, legal proceedings are not initiated within one further calendar month (exclusion period).

§ 10 Final Provisions

  1. The legal relationship between the parties is governed by the law of the Federal Republic of Germany to the exclusion of all provisions that would lead to the application of any other national law.
  2. The exclusive place of jurisdiction for all disputes arising from the contractual relationship is Speyer. RE-ALIS is at its discretion also entitled to bring an action before the court having jurisdiction over the registered office of the contracting party. This does not apply to consumers.
  3. Statutory provisions on the restriction of choice of law and the applicability of mandatory provisions, especially of the state in which the consumer has their habitual residence, remain unaffected.
  4. If one clause of this agreement is invalid or unenforceable, this does not affect the remaining provisions of the agreement. In place of the invalid provisions, the relevant statutory regulations apply, provided they exist. If this constitutes an unreasonable hardship for one of the parties, however, the agreement becomes invalid in its entirety.
  5. RE-ALIS is not obliged to participate in any dispute resolution proceedings before a consumer arbitration board and is therefore not available for such proceedings.
  6. For reasons of readability, masculine or feminine forms of personal and noun references are used exclusively. As far as applicable, corresponding terms generally apply to all genders.

By agreeing to comply,
Simon Jäger, Managing Director