Terms and Conditions

General Terms & Conditions – for employee leasing and employee recruitment via main apron GmbH („GTC“) (Version 09/2022)

A. Preliminary note

These GTC regulate the temporary leasing of employees by main apron GmbH to its clients as well as the placement of personnel for permanent employment by the clients. They apply exclusively, unless otherwiseotherwise agreed in writing.

B. Employee Leasing

§ 1 Services of main apron GmbH
(1) main apron GmbH shall provide the client with the employee specified in the employee leasing agreement (German “AÜV”). The conclusion of this AÜV does not establish any employment relationships between the employee and the client.
(2) The AÜV must be concluded in writing. Pursuant to Section 126a of the German Civil Code (BGB), the written form may be replaced by the electronic form with a qualified electronic signature. (3) The employee has the professional qualification and is capable of carrying out the specific client request. He may therefore also only perform the activities corresponding to his job description. In case of a change of the order (e.g. relocation of the employee, change of the activity to be performed, etc.) the client is obliged to inform main apron GmbH immediately so that possibly required protective measures (e.g. additional personal protective equipment, occupational health precautions, etc.) can be clarified and implemented. main apron GmbH is to be granted access to the area of activity of the leased employee at any time.
(4) main apron GmbH is entitled to assign the task to another, equally qualified employee.

§ 2 Occupational Safety/PPE/Uniform/Training

(1) The client shall ensure and continuously monitor that all accident prevention and occupational safety regulations are applicable at the place of employment. The regulations of the Working Hours Act shall be complied with and the risk assessment in terms of the Occupational Health and Safety Act (ArbSchG) has been carried out and documented. Upon request the client will provide main apron GmbH with these. First aid facilities and actions must be ensured.

(2) The client shall instruct the employee on the workplace-specific hazards as well as on the measures to be taken to prevent such hazards prior to the start of employment. The occupational health precautions required in each case for the activity to be performed shall be specified in the employee leasing contract.

(3) In case of an accident at work, main apron GmbH must be informed immediately. A reportable accident at work will be jointly investigated and immediately reported by main apron GmbH to the Verwaltungs-Berufsgenossenschaft by means of a written accident report. A copy of the accident report has to be sent by the client to the responsible employers’ liability insurance association. (4) The client agrees to provide all client-specific training, apron driver’s license, uniform and PPE to the main apron GmbH temporary worker and covers related costs. The main apron GmbH is not liable for the return of the working utensils and for any repayment agreements.

§ 3 Termination of the Employee Leasing Agreement

In the first week, the temporary employment contract can be terminated with a notice period of one working day, until the end of the 5th month of the temporary employment with a notice period of 5 working days to the end of the calendar week and from the 6th month of the temporary employment with a notice period of 14 working days to the end of the calendar week. Saturdays, Sundays and public holidays do not count as working days. In particular, the following shall entitle main apron GmbH to terminate the employee leasing contract for extraordinary reasons:

– non-compliance with accident prevention regulations by the hirer
– the considerable worsening of the financial circumstances of the client as well as default of

payment by the client
– the immoral headhunting of main apron GmbH temporary workers
– the cases in which the work performance in the client’s company is not possible due to a strike,

lockout, force majeure or other reasons within the meaning of § 323 BGB.

§ 4 Takeover of Leased Employees

(1) If the client or a company affiliated with the client within the meaning of § 15 of the German Stock Corporation Act (AktG) establishes an employment relationship with the leased employee during or after the employee leasing, main apron GmbH shall be entitled to an agency fee. The same applies if the client concludes a contract for work, service or an AÜV contract with the employee or with a third party. A free takeover is possible 18 months after the start of the assignment. The placement fee is 25% of the annual gross target salary for commercial, industrial and technical positions and 35% for IT positions. It is reduced by 2 percentage points from the 4th month of the assignment, in which case it is temp-to-perm.

(2) The calculation basis is the client’s future annual gross target salary in accordance with § 14 SGB IV. The annual gross target salary is calculated including all bonuses and additional benefits such as annual special payments, Christmas and vacation bonuses, bonuses, company car, etc. The variable compensation is based on a target achievement of 100%. The company car is valued at a fixed amount of € 8,000.

(3) The claim to the placement fee arises with the conclusion of an employment contract between the client or a company affiliated with him in the sense of § 15 AktG and the employee. The client is obligated to immediately notify main apron GmbH of the conclusion of the contract and to communicate the remuneration components.

(4) If the employee of main apron GmbH is taken over by the client or a company affiliated with the client within the meaning of § 15 AktG (German Stock Corporation Act) within six months after the end of the assignment, the client is given the opportunity to prove that there is no causal connection between the assignment of the employee to the client and the subsequent takeover of the employee by the client. If this proof is provided, no agency fee shall be due.

(6) If the client or a company affiliated with him in the sense of § 15 AktG (German Stock Corporation Act) directly hires an employee proposed by main apron GmbH without prior leasing, an agency fee in the amount of 25% of the annual gross target salary is due.

(7) If the employee is leased via another lender within 6 months after termination of the assignment, main apron GmbH is entitled to a one-time fee in the amount of 200 times the hourly rate last paid by the client to main apron GmbH.

§ 5 Notification Obligations of the Client

(1) The client must provide main apron GmbH, in text form at least, with all information required for the employment and remuneration of the employees to be leased out in accordance with the statutory and collective agreement requirements, for example for the determination of the maximum permissible leasing period pursuant to § 1b AÜG and the application of the principle of equality from § 8 AÜG. In particular, main apron GmbH shall be provided with complete and truthful information about all applicable collective bargaining agreements, company agreements and their contents, the industry to which the employee belongs as well as all previous employment of the employee with the client or with a company affiliated with the client within the meaning of § 15 AktG (German Stock Corporation Act) prior to the start of the temporary employment. With regard to any previous employment, the Client shall, in particular, state whether the employee to be leased out has left an employment relationship with the Client or a company affiliated with the Client within the meaning of Section 15 of the German Stock Corporation Act (AktG) in the six months prior to the leasing out and/or whether the employee has already been leased out to the Client within the framework of the leasing out of employees in the three months prior to the start of the leasing out. If a collective bargaining agreement or a works agreement based on a collective bargaining agreement applies at the Client, which provides for a deviating maximum temporary employment period with a deviating pre-employment check, the Client shall be obliged to provide information in accordance with these periods. Deviating

The client shall provide evidence of any deviating provisions by submitting the collective bargaining agreements/works agreements.
(2) If an obligation to equalize the employee arises pursuant to Section 8 (4) sentence 1 AÜG, the client shall be obligated to immediately provide in writing all information regarding the remuneration of comparable employees of the client. In the case of Section 8 (3) AÜG, the obligation of the client extends to the essential working conditions including the remuneration. (3) If and insofar as the client does not provide any, incomplete or inaccurate information with regard to the above information and does not immediately notify any changes, main apron GmbH is entitled, in cases where this results in an inaccurate assumption about the wage to be paid to the employee, to recalculate the hourly billing rate based on the actual facts and to adjust it retroactively. The adjustment shall generally be made in the percentage ratio in which the hourly wage actually to be paid to the employee stands to the hourly wage originally taken as a basis. This does not affect the right of main apron GmbH to terminate the concluded contracts without notice and to assert claims for damages.

(4The same shall apply if, after the start of the temporary employment, there are changes to the statutory or collectively agreed provisions, relevant industry collective agreements, regulations on wage floors or other wage-relevant regulations and agreements and/or other wage-relevant changes occur, for example that the employee is to be placed on an equal footing with comparable employees of the client according to the law or at the request of the client within the meaning of § 8 AÜG. The client shall immediately point out any such changes.

§ 6 Charges/Fees/Payment

(1) The client shall reimburse main apron GmbH for the provision of the employee in accordance with the fee agreed upon in the AÜV.
(2) If, after the beginning of the assignment, there are changes in the statutory or collectively agreed provisions, relevant industry collective agreements, regulations on wage floors or other wage- relevant regulations and agreements that lead to a change in the wage and/or ancillary wage costs, main apron GmbH is entitled to recalculate the remuneration and adjust it accordingly.

(3) Time sheets are to be confirmed weekly by the client in a legally binding manner to main apron GmbH and the temporary worker. All main apron GmbH invoices are due immediately upon receipt without discount. In case of default, main apron GmbH is entitled to charge default interest in the amount of 4% above the respective discount rate of the Deutsche Bundesbank without concrete proof. The proof of a higher damage caused by default remains at the discretion of main apron GmbH.

(4) For the issuance of a hardcopy invoice, main apron GmbH shall charge a monthly amount of EUR 3.00,- and for the processing of service reports transmitted in a form other than specified in paragraph 4, an amount of EUR 6.00,- shall be charged.

§ 7 Liability

(1) main apron GmbH is only responsible for the proper selection of the leased employees.
(2) In case of damages caused by negligence, main apron GmbH’s liability is limited to the predictable damage at the time of conclusion of the contract, however, to a maximum amount of EUR 5,000,000.00,- for property damage per damage event.
(3main apron GmbH is not liable for damages caused by the employee to the equipment or to the work assigned to them, as well as those caused by the employees merely during the execution of their work. The liability of main apron GmbH is also excluded if the employee is entrusted with the care of money, transferred to the employee.
(4) In so far as this § 7 contains limitations of statutory liability, these limitations shall not apply in the event of injury to life, limb or health.

§ 8 Overtime and Surcharge Calculation

Surcharges for overtime, Sunday and holiday work are charged as follows: Overtime: from the 41st hour 25%; Saturday work: 25%; Sunday work: 50%; holiday work: 100%; night work in the period from 20.00 h to 6.00 h: 25%. If a main apron GmbH temporary employee is continuously deployed with the same client, a deployment-related surcharge (increase of the hourly rate) shall be due in the amount of 3.5% after three months of temporary employment, 1.5% after nine months of temporary employment, and another 1.5% after twelve months of temporary employment. A travel allowance shall be paid for each day of provision. The client shall bear travel and parking costs by mutual agreement.

C. Employee Recruitment


§ 1 Services of main apron GmbH


(1) main apron GmbH searches for suitable personnel for the client and places them with the client for permanent employment. main apron GmbH searches for and contacts the candidates deemed suitable based on the requirement profile provided by the client.
(2) main apron GmbH proposes pre-selected candidates to the client and arranges appointments between the client and the candidates. Unless otherwise requested by the client, main apron GmbH also attends these appointments.
(3) The information provided by main apron GmbH about a candidate is based on information provided by the candidate or third parties. Therefore, main apron GmbH cannot guarantee the correctness and completeness.

§ 2 Commission

(1) The placement fee for commercial, industrial and technical positions is 25% and for IT positions 35% of the annual gross target salary. With regard to the annual gross target salary, the provision in B. § 4 Para.3. shall apply accordingly.
(2) The claim to the placement fee arises with the conclusion of an employment contract between the client or a company affiliated with the client according to § 15 AktG and the proposed candidate. The client is obligated to notify main apron GmbH of the conclusion of the contract without delay and to communicate the remuneration components.

(3) main apron GmbH is also entitled to the placement fee if the candidate was initially rejected by the client but is hired by the client or a company affiliated with the client according to § 15 AktG within 24 months after presentation by main apron GmbH.
(4) A candidate is considered to be recommended by main apron GmbH as soon as information has been transmitted that allows the identification of the candidate by the client, regardless of whether the client already knew the candidate. This regulation does not apply in the case that a candidate has applied for one of his current vacancies or has been introduced by another company within the last 6 months before the date of introduction independently of this recommendation. However, the client is obligated to inform main apron GmbH of this at the earliest possible time, at the latest, however, before the start of the interview process. The aforementioned regulations also apply if the client or a company affiliated with him according to § 15 of the German Stock Corporation Act (AktG) concludes a contract for work or services with the candidate. In this case, the fee shall be determined from the remuneration due under the contract for the first year of performance.

(5) Unless otherwise agreed, the client shall bear the documented travel expenses of the candidates.

D. Payment Terms and Billing

(1) Unless otherwise agreed, invoice amounts shall be payable immediately upon receipt of the invoice without deduction. Otherwise, § 286 para.3 p.2 BGB applies.
(2) Employees of main apron GmbH are not authorized to accept payments.
(3) The fees are NET plus the legal VAT.

(4) main apron GmbH reserves the right in case of default of payment to stop the services until full payment as well as to assert claims according to § 288 BGB.

E. Data Privacy and Confidentiality

(1) In the case of employee leasing, main apron GmbH provides the client with the names, first names and date of birth of the employees to be leased, so that the client can fulfill its verification obligations according to AÜG. If no transfer should come about, the client assures to delete this data immediately. Otherwise, the data must be deleted four months after the end of the assignment, unless a longer retention period is justified by other legal grounds. If there is a collective agreement with a different maximum assignment period and a different pre-employment check, the client may store the data for this period plus 1 month after termination of the assignment, unless longer retention is justified by other legal bases.

(2) In the provision of temporary workers, the client and main apron GmbH are independent responsible parties for the processing of personal data within the meaning of data protection laws. Personal data is processed exclusively for the purposes agreed upon in the employee leasing contract. The client and main apron GmbH inform each other mutually and without delay about complaints, damage or loss of personal data on which the processing is based. The client and main apron GmbH are not jointly responsible persons in the sense of Article 26 of the European Data Protection Regulation.

(3) The information about the candidates that main apron GmbH provides to the client in the context of the personnel placement is strictly confidential and may not be disclosed by the client to third parties.
(4) Within the range of the business relations, the data necessary for electronic data processing are stored by main apron GmbH. In addition, data is exchanged with credit agencies for the purpose of credit checks and creditworthiness monitoring within the framework of the applicable laws. The client agrees to this.

F. Closing Provisions

(1) German law shall apply.
(2) Place of performance and place of jurisdiction is Frankfurt am Main.

Version 1 – 11.09.2022