AGBs ENGLISCH

General Conditions of Business CEC Creative-Event-Consulting

 

1. Scope of Application, General Information

1.1. The following General Terms and Conditions of Business („T&Cs“) are valid as of 5th July 2013 and apply to all contractual services and legal relationships with the company Creative-Event-Consulting Helberg Bergmann GbR (also referred to as „CEC“).

1.2 The offers we make are not binding. Unless otherwise expressly agreed, any orders for services, the provision of services and/or work, or the conclusion of any purchase contract, will only come about once a further, written order confirmation has been sent. This order confirmation becomes a part of the contract relating to the specific production activities/project.

1.3. Upon this confirmation being sent, the client recognises the prices and terms of payment entered in the offer as well as these Terms and Conditions of Business By signing the contractual terms, the customer also declares that he has read the current price list of the company CEC Creative-Event-Consulting Helberg Bergmann GbR and agrees with it.

1.4. Furthermore, in other cases, the lessee or buyer accepts these Terms and Conditions of Business upon placing the order, and, at any rate, no later than when the goods or equipment are received.

1.5. Deviating terms and conditions/individual agreements of any client/buyer or lessee are not valid unless they are expressly agreed to. All agreements must be made in writing in order to be valid, unless the contractual partner is a consumer.

1.6. Our claims due to possible defects in the deliveries of items purchased by us expire after 36 months, calculated from the point of delivery. This does not apply if the prerequisites for recourse against a supplier are met between us and the supplier.

1.7. The company is represented exclusively by its shareholders.

1.8. Unless otherwise agreed, all prices apply in euros and from the place of business in 30880 Laatzen without any discount; the regulations under 6.7. – 6.10 and 6.14. apply mutatis mutandis.

1.9. Compliance with deadlines for deliveries and services requires that all documents, permits and approvals to be provided by the contractual partner for the execution of the order are available and that the terms of payment have been complied with. If these requirements are not met in a timely manner, the deadlines will be extended appropriately, unless we are responsible for the delay. Likewise, the deadlines will be extended appropriately if the delay is due to force majeure.

1.10. The contractual partner can only offset amounts against our payment claims if his counterclaims have been established by a court of law or are undisputed. The exercise of rights of retention due to counterclaims from other contracts is excluded.

 

2. Severability Clause

Should regulations of these General Terms and Conditions of Business or any other agreement be ineffective, the effectiveness of the remaining regulations shall not not affected. The parties agree that the ineffective provision shall be replaced by an effective provision that comes as close as possible to the intent of the ineffective provision.

 

3. Place of Performance, Legal Jurisdiction, Applicable Law

3.1. The place of fulfilment for deliveries and payments is our office in 30880 Laatzen.

3.2. Hanover is the exclusive place of jurisdiction for all types of action against registered traders and public corporations/institutions. Hanover is the place of jurisdiction for all customers if the customer is based abroad or moves abroad after the contract has been concluded.

3.3 The law of the Federal Republic of Germany applies exclusively, to the exclusion of the UN Convention on Contracts for the International Sale of Goods.

 

4. Liability

4.1. Unless otherwise set out in these Terms and Conditions of Business, including the following provisions, we shall be liable in the event of any breach of contractual and extra-contractual duties in accordance with the statutory provisions.

9.2 We shall be liable for damages – irrespective of the legal grounds – within the scope of fault-based liability in the event of intent and gross negligence. In the event of simple negligence, we shall only be liable subject to a milder standard of liability in accordance with statutory provisions (e.g., for diligence in our own affairs), as follows:

1. a) For damages resulting from injury to life, body or health
2. b) For damages arising from a significant breach of a material contractual obligation (an obligation whose fulfilment is essential to the proper execution of the contract and on whose fulfilment the contractual partner regularly relies and may rely). In this case, however, our liability shall be limited to compensation for foreseeable, typically occurring damages.

4.3 The limitations of liability resulting from paragraph 2 shall also apply in the case of breaches of duty by or in favour of persons for whom we are responsible under statutory provisions. They do not apply if we have fraudulently concealed a defect or assumed a guarantee for the quality and nature of the goods and for claims of the Buyer under the Product Liability Act.

4.4. The contractual partner may only rescind or terminate an agreement owing to a breach of duty which does not consist in a defect if we are responsible for that breach of duty. A general right of termination on the part of the contractual partner without cause (in particular, in accordance with §§ 651, 649 of the German Civil Code [BGB]) is excluded. In all other respects, the statutory requirements and legal consequences apply.

 

5. Special Regulations for Rentals

5.1. Pledging or any other encumbrance of the rented property is not permitted and shall not have any effect in relation to us. We are to be notified immediately in the event of any questions of doubt and/or violations.

5.2. The customer is obliged to ensure that the devices are complete and free of defects when they are handed over. Obvious defects in the devices must be reported immediately. If the customer or a person appointed by him receives the devices without notifying us of any defects, this shall be considered confirmation of receipt of the complete and defect-free devices. In the event of undetectable defects, the customer reserves the right to provide evidence that he already received a defective device at the point of handover.

5.3. The rental period is always measured in full days. The day of collection is considered the day of rental. The customer shall receive the devices on the first day of rental by 12 noon at the latest. The devices must be returned by 12 noon on the last day of rental. Any delays must be reported immediately.

5.4. If the scheduled transport time to the place of use is more than 24 hours, the rental price will be reduced to 50% of the list price for each full day of transport. It is only possible to return devices on Sundays and public holidays by express agreement.

5.5. If the lessee wishes for the devices to be sent by a third party, the rental period shall begin upon the point of handover to the carrier and shall end upon the return of the devices to us by the carrier.

5.6. The customer owes the full rent regardless of whether or not he actually used the equipment. The prices are dictated by the offer or the order confirmation.

5.7. If the customer notifies in writing up to 48 hours before the agreed handover of the rental item(s) that he does not want to accept the device(s), the rental price shall be reduced to 50% of the list price. The customer retains the right to prove that we incurred lower damages.

5.8. If the rented equipment is defective, in whole or in part, the rent shall be reduced proportionally from the time the defect is reported until our remedial action. If the defect is obviously not able to be rectified, there is no need to report the defect. The right to a reduction in price and to a remedy does not apply if the customer or a third party culpably caused the defect during the rental period.

5.9. The customer must report any defect, deficiency or loss immediately, preferably by telephone, in advance, or by fax/email.

5.10. Unless otherwise contractually agreed, the place of performance for remedial actions is our company headquarters in 30880 Laatzen. If we provide a remedy at the site of deployment at the customer’s request, the customer shall bear the transport costs and travel costs.

5.11. The customer is obliged to notify us of any damage to the devices without being asked to do so, at the latest when the devices are returned. This also applies if the customer only considers damage to be possible (e.g., in the event of contact with water, impact or unusual or dangerous use). If the customer fails to do this, then any defect that is found shall be deemed to be the fault of the customer, irrespective of any proof to the contrary.

5.12. We will report any obvious defects or damage after return of the devices. Furthermore, in the case of any defects that are not already noted in the handover protocol, it will be assumed that they arose during the rental period. The devices are therefore subjected to a visual inspection and functional test when they are returned. The customer remains free to prove that any defects found occurred between the point of handover and the inspection, or even before the point of handover.

5.13. The customer shall be liable for all financial disadvantages caused by a delayed return of the rented items. His fault shall be presumed in line with the statutory regulations. The same applies in the case of the return of damaged or defective devices. In particular, the following damages shall be considered, in addition to the repair costs: the inability to rent the items to another party, payment of justified damages to a subsequent lessee, and costs of a replacement rental or replacement procurement. Insofar as an insurance provider pays for such damage, the customer shall only be liable for damages not taken care of or not insured by the insurer. Any insurance for materials that is to be agreed separately will be billed to the lessee.

5.14. All devices (rental objects) must be insured by the lessee against the associated risk (e.g., damage, theft, loss, third-party liability). Evidence of the insurance must be presented. At the request of the lessee, CEC can take out insurance for a fee.

5.15. The limitation period of § 548 BGB is extended to one year.

5.16. Regardless of whether the devices have actually been used or received, the customer must pay the rental price for the duration of the agreed provision of the devices, as dictated by our offer or the order confirmation.

5.17. If the devices are returned late, the customer shall owe the current list price as compensation for use for the period in question, even if a lower price has been agreed for the rental period. If the customer returns devices that have suffered damage for which the customer is liable under these terms and conditions during the rental period, the customer shall owe not only the compensation for the damage, but also the rental price as per the price list up until the point when the devices are conclusively repaired or new devices are procured.

5.18. The organiser undertakes not to allow any unauthorised person to use the technical system during the event. Should damage or theft nevertheless occur, the resulting damages/costs will be charged to the client. The organiser cannot make any claims for the cancellation of the event due to technical or other reasons, unless intent or gross negligence on our part can be proven.

5.19. No-fault claims according to § 536 BGB are excluded.

 

6. Long-Term Rentals

6.1. If the rental period originally agreed for rental objects is more than two months, the following provisions shall also apply in addition. This also applies if the total rental period is more than two months due to a subsequently agreed extension of the rental period.

6.2. The lessee is obliged to maintain and repair the rental objects.

6.3. The lessee undertakes to have the legally prescribed technical checks as well as maintenance of the rental objects carried out independently and at his own expense. The desired inspection and maintenance times will be announced at the request of the lessee.

6.4. If the rental items are returned contrary to 6.2./6.3., CEC Creative-Event-Consulting shall be entitled, without issuing any further warning or setting a deadline, to carry out the necessary work at the expense of the lessee or to have it carried out by third parties.

 

7. Special Regulations for Purchases

7.1. Our offers are always non-binding.

7.2. We endeavour to adhere to the delivery dates we have specified. However, dates are essentially target dates. The agreement of a fixed delivery date requires our express confirmation.

7.3. If we are in default of delivery, a reasonable subsequent delivery period must be granted. Fixed dates are not recognised by us without express agreement.

7.4. Shipping costs will not be assumed unless expressly agreed.

7.4.1 CEC delivers against invoice or for cash on delivery – at the customer’s request. CEC reserves the right to process the order against cash on delivery, partial prepayment or total prepayment. If necessary, the customer will be given appropriate information in advance.

7.5. Invoices are due and payable within 10 working days of issuance of the invoice without deduction.

7.6. If the customer is not a consumer and is in default of payment, CEC shall be entitled to charge the statutory default interest in the amount of nine percentage points (9%) above the respective base rate. CEC reserves the right to prove and assert higher damages due to the delay. The customer is entitled to prove that CEC suffered no or only minor damage as a result of the delay. In any case, CEC may charge the statutory interest rate. If the customer is a consumer, an interest rate of 5 percentage points above the statutory base rate shall be owed as the statutory interest rate within the meaning of the above regulation after no. 2. CEC remains free to prove it suffered higher damages, and the customer, to prove CEC suffered lesser damages.

7.9. The buyer waives the assertion of a right of retention in relation to previous or other transactions in the ongoing business relationship. Mandatory statutory rights of retention remain unaffected. For the buyer, the offsetting of counterclaims is only permitted if these have been recognised by us and are due for payment or have been established by a court of law.

7.10. In order to have the effect of discharging the buyer’s payment obligation, all payments by the buyer must be made to us, and not to any representative of ours, unless a corresponding power of attorney is in place.

7.11. The delivered goods shall remain our property as goods subject to retention of title until the full purchase price has been paid. The retention of title is not cancelled by the addition of individual claims to an open account or by settlement of the balance and acknowledgment of this. The provision of bills of exchange in relation to payment of the purchase price shall not necessarily result in forfeiture of the retention of title. Rather, the retention of title shall only be forfeited when such bills of exchange are redeemed by the buyer as the drawee and following the settlement of all existing claims held in relation to the buyer.

7.12. In the event of payment delays by the buyer, we shall be entitled, after issuing a warning, to retrieve any goods subject to retention of title, and the buyer shall be bound to hand over such goods.

7.13. The newly created goods resulting from the processing of the goods subject to retention of title delivered by us shall be deemed to have been manufactured for us and shall become our property. The combination, mixing or blending of the goods subject to retention of title with goods that do not belong to us shall lead to co-ownership by us in accordance with the statutory provisions. In the cases mentioned, the buyer must hold the goods subject to retention of title that are in our ownership or co-ownership in safekeeping free of charge.

7.14. If we are in default of delivery, our liability for damages in the case of simple negligence shall be limited to five percent of the purchase price. Further claims of the customer’s remain unaffected.

7.15. Insofar as no consumer goods are purchased and no new goods are sold, all warranty rights are expressly excluded within the framework of the statutory provisions, unless express assurances are in place. The limitation period for any claims for defects by the customer when purchasing used items is limited to one year, calculated from the point of transfer of risk.

7.16. Defects in transactions with traders are only taken into account within the framework of Section 377 of the German Commercial Code (HGB) if they are reported in writing within one week of receipt of the goods at the latest.

7.17. Upon receipt of the delivery, the recipient must immediately check that it is complete (Section 377 HGB). Damage to the outer packaging or opened outer packaging must be confirmed by the transport company upon receipt.

7.18. In the event that a complaint is justified, we shall make amends for the error according to our own judgement by either repairing the goods, providing a replacement delivery, or providing a credit note. The buyer remains free to prove unreasonableness. The buyer’s right to choose in the context of a consumer goods purchase remains unaffected.

7.19. If the customer sets us a reasonable deadline for subsequent performance but this is to no avail, then, after the deadline has passed, the customer’s rights in the event of a negligent breach of duty shall be limited to a right to withdrawal or a right to reduction of the price.

 

8. Special Regulations for the Provision of Services/the Provision of Work and Services

8.1. The client commissions the contractor to provide advice for and/or hold events and/or broker/rent materials. The contractor shall create an offer based on the information provided by the client and guarantees that it has created it to the best of its knowledge and belief.

8.2. The scope of the services to be provided by the contractor are dictated by its own order confirmation, which becomes part of the contract. If the client commissions further services outside of the agreed scope of services, these are to be remunerated according to expenditure, unless a separate agreement on fees has been reached.

8.3. The material that is made available to the client by the contractor for carrying out the order must be in a safe and usable condition. Furthermore, the generally accepted rules of technology (including DIN and VDE), and the generally accepted rules of occupational safety, accident prevention, occupational medicine and the relevant professional associations must be observed. These regulations are to be observed, in particular, when making personnel available, whether on loan or for a fee.

8.4. The client has a duty to inform the contractor about the timings and the planned deployment time of the event in question.

8.5. The client shall provide the contractor with all necessary documents that enable the work to be carried out properly within the agreed time frame. These can include, among others:

– official approvals (approvals under public law)

– technical plans and drawings

– floor plans

– seating plans

– escape and rescue route plans

– detailed drawings

– stage plans, etc.

They also include other documents that are required to carry out the project/production. If the documents are not sufficient, an arrangement will be found by mutual agreed in order for the necessary documents to be created. The client must bear the costs incurred in this respect.

8.6. The client is responsible for coordinating the work.

8.7. Unless otherwise specified, all prices listed in our price list are based on one-day productions with a maximum overnight time of ten hours. Additional services, such as night surcharges, work on Sundays, accommodation costs, meals, etc., but also any discounts for individual and long-term productions are not taken into account and must be negotiated on a case-by-case basis. Additional costs, e.g., for transport, the creation of services such as under 8.2., and, if desired, insurance policies for materials, will be billed to the client. Costs for any registrations by the contractor will be invoiced separately.

8.8. The contractor is liable for any damage (including financial losses and loss of profit due to planning errors and/or advisory errors). This restriction also extends to claims by third parties, insofar as these are clearly included in the scope of protection of the contract. This also applies to all technical failures that occur in the course of fulfilment of the order.

8.9. The client is obliged to inform the contractor in good time about any risks and dangers at the planned deployment location before starting work.

8.10. If personnel are made available to the contractor by the client or third parties in order to plan or carry out the event, the contractor is not obliged to comply with the Working Hours Act, the Youth Labor Protection Act, the provisions of the Occupational Safety Act or other labour law regulations without a special agreement.

8.11. Without a special order, the contractor is not obliged to consider whether the personnel made available to it by the client or a third party are employees, freelancers or interns; in particular, the contractor does not have any social security obligations in this respect. If special protective regulations are to be observed for individual employees, the client is obliged to name the employees concerned, explaining the protective regulations.

8.12. If the contractor takes care of monitoring the above/other protective regulations for the client on the basis of a special agreement, special remuneration will be agreed for this.

8.13. The client and the contractor have agreed to maintain secrecy regarding confidential data.

8.14 The service relationship ends after the period for which it was entered into. There is no right to ordinary termination (Section 620 para. 1 BGB). However, the customer is granted an ordinary contractual right of termination in accordance with the following conditions:

• In the event of cancellation up to four weeks before the start of the service, 60% of the contractually agreed remuneration is to be paid.

• In the event of cancellation up to three weeks before the start of the service, 70% of the contractually agreed remuneration is to be paid.

• In the event of cancellation up to two weeks before the start of the service, 80% of the contractually agreed remuneration is to be paid.

• In the event of cancellation up to one week before the start of the service, 90% of the contractually agreed remuneration is to be paid.

• In the event of cancellation within a week before the start of the service, 100% of the contractually agreed remuneration is to be paid.

 

9. GEMA, Third-Party Copyrights

9.1. The client must pay any GEMA fees whatsoever that may arise in the course of executing the contract. This also applies to the use of copied and digitised sound carriers. If required, the client will take care of registrations for the event. The client gives its assurance that it will not commit any copyright infringements during the entire contract term. Furthermore, the client will not use or make available any data that has been obtained through any copyright infringement.

9.2. The client is solely responsible for any violations of copyright that may occur; should third-party claims for damages be asserted against the contractor with regard to copyrights, the client must indemnify the contractor within the scope of their contractual relationship.

 

10. Own Copyrights

10.1. We reserve all property rights and copyrights in relation to designs, drawings, cost estimates, lighting designs, event plans and other documentation. They may only be made available to third parties by mutual agreement.

10.2. Insofar as our own services are based on drawings, models, samples or other documents that the purchaser/client has handed over, the latter shall assume a guarantee that no third-party property rights are infringed. Insofar as third parties assert property rights, no liability is assumed in this respect. Furthermore, we shall be entitled to withdraw from the contract in such cases and can also claim compensation for damages and reimbursement of expenses.

 

 

(Last updated: 17/03/2020 / DH)