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Infoteam General Terms and Conditions of Business for the provision of training, consultancy and/or coaching activities
1. General terms
1. These General Terms and Conditions apply to all contractual relationships between infoteam (“infoteam”) and the Customer. Individual agreements shall take precedence in each case.
2. The General Terms and Conditions of the Customer shall not be binding upon infoteam, even if they have not been expressly disputed.
2. Conclusion of contract
2.1 The contract between infoteam and the Customer shall come into being when infoteam confirms the Customer’s order or enrolment in writing. Confirmation of enrolment by fax or e-mail shall satisfy the requirement of written form.
- vent, with particular reference to the following:
- Provide all information and documentation that is required or become -necessary to implement the order while the order is being implemented, in the form desired by infoteam. Infoteam shall not be obliged to check the accuracy and completeness of the documentation and information that is supplied.
- Provide the appropriate event and working rooms for the participants and trainers, either in-house or externally
- Provide appropriate accommodation for the participants and trainers
- Provide written invitations to participants in good time
- Prepare necessary teaching materials (e.g. metaplan boards, flip charts, facilitator’s toolboxes, etc.), by individual agreement
- Enable unrestricted access of infoteam’s trainers and agents should the event take place at the Customer’s premises.
4.3 Duplicating event documentation for the participants’ folders and provision of appropriate folders / clipboards shall be assumed by the Customer unless otherwise agreed.
4.4. Infoteam shall assume the organisational implementation of paras 4.2 and 4.3 if expressly requested in writing, providing the Customer assumes all costs thereof.
5. Obstacles to performance
5.1 Infoteam shall be entitled to cancel the event on substantive grounds (e.g. in the absence of a trainer and if a substitute cannot be committed in good time, or other impediments to performance of a lasting or temporary nature). If infoteam has to cancel an event for the above reasons, the contractual partners shall agree upon a new date within two weeks after the Customer receives the immediate cancellation.
If the parties cannot reach agreement, the Customer shall still be obliged to make payment if the obstacle to performance lies within the Customer’s area of influence. Infoteam shall have no claim to payment if the obstacle of performance lies within its own area of influence.
Further-reaching claims by either party, particularly for the reimbursement of travel and accommodation costs or lost income that may arise as a result of a cancelled seminar as described herein, are excluded.
6. Cancellation of an event by the Customer
6.1. If the Customer cancels the entire project, including all constituent events, infoteam shall be entitled to demand the following cancellation fee (as a percentage of the agreed remuneration) from the Customer:
- For cancellation no later than two months before the start of an event: no charge
- For cancellation no later than four weeks before the start of an event: 50% of the agreed remuneration
- For cancellation less than four weeks before the start of an event: 100% of the agreed remuneration.
6.2. Costs incurred for training course development and design are not covered by this provision and must be assumed in full by the Customer in the event of a cancellation.
6.3 This cancellation fee covers processing costs, expenses and damages. The Customer is expressly given the opportunity to prove that damages or a loss in value did not at all occur or is significantly less than the lump-sum amount in question.
6.4 Postponement of an event shall require explicit agreement by infoteam. Irrespective of agreement being given, in the event of a postponement, the Customer shall be required to pay infoteam a lump sum of 10% of the total remuneration to cover additional costs incurred. If only one of several event modules is postponed, the lump-sum cost payment shall be calculated on the basis of the remuneration applicable to the module that is postponed.
7. Copyrights
7.1 All publications, with particular reference to workshop content, workshop documents and prospectuses from infoteam and its trainers, are protected under copyright. The Customer is entitled to use the information and publications acquired in the context of workshops booked and paid for, exclusively for its own business purposes.
7.2 The Customer is prohibited from distributing documentation to third parties or duplicating it for third parties, whether payment is made therefore or not. The Customer shall ensure that this obligation is observed by participants, by means of appropriate agreements with the participants in question.
By way of precaution the Customer is advised that violation of copyright may result in damages and justifies negative covenant and may be subject to legal action.
8. Sect membership clause
Infoteam assures that neither its employees nor trainers are members of the International Association of Scientologists (IAS), the Church of Scientology, the World Institute of Scientology Enterprises (WISE) or any other Scientology organisation, and that they do not work on the basis of the technologies of L. Ron Hubbard. This declaration also applies to other sects of any nature.
For its part, the Customer assures that neither it nor the person it appoints to participate in the infoteam event is a member of any of the above-mentioned sects or has participated in similar courses or training activities with the knowledge of the organiser’s sect affiliation.
9. Remuneration / payment conditions
9.1 The remuneration agreed upon when the contract is concluded shall apply. All remuneration is deemed to be net of seminar-specific additional costs, as per para 9.6 below, plus the applicable rate of VAT at the time (currently 19%).
9.2 Unless otherwise arranged upon contract conclusion, the remuneration shall be payable as follows immediately, or within a maximum of 14 days, with no deductions:
- 50% of the order fee upon receipt of order confirmation / invoice;
- The remaining 50% of the order fee and 100% of the seminar-specific additional costs following receipt of the final invoice.
The same payment terms shall apply for the invoicing of individual event modules if these are distributed over a longer period.
9.3 If payment is not made at due date, the Customer shall be deemed to be in default following the issue of a warning, but no earlier than 30 days following receipt of the infoteam invoice.
9.4 If the Customer is in default, it shall have no claim to execution of / participation in the event in question (German Civil Code, § 273).
9.5 Whilst the Customer is in default, infoteam shall be entitled to charge the currently applicable rate of default interest of five percentage points over the base lending rate for consumers and eight percentage points over the base lending rate for businesses. This shall not exclude the assertion of further-reaching damages.
9.6 Additional costs are calculated as follows, unless otherwise agreed:
- Travel costs, per km (passenger vehicle): EUR 0.50 from the trainer’s place of residence
- 1st class rail / economy flight + taxi: based on actual expenditure
- Hotel expenses: based on actual expenditure
- Per diem EUR 35
- Reimbursement of materials and expenses: by arrangement
10. Premature termination of contract
10.1 Infoteam expressly reserves the right to terminate the contractual relationship on substantive grounds. Substantive grounds comprise the following, in particular:
- Non-payment of infoteam invoices due, despite a reminder
- Violation of key obligations by the Customer to co-operate pursuant to para 4
- Violation of obligations pursuant to para 8
- Active or passive violations of current legislation.
In such cases, infoteam expressly reserves the right to make further claims for damages.
10.2 In the case of premature termination of contract, claims by infoteam for remuneration that have accrued up to the date of termination shall be immediately payable.
11. Data protection
11.1 The Customer is aware that the data needed to implement the contract shall be stored by infoteam. By awarding the contract, the Customer gives its consent to the processing of this data. Infoteam shall not disclose such data to third parties.
11.2 Infoteam shall treat all business and operational secrets of which it becomes aware through its co-operation with the Customer as confidential.
12. Liability
12.1 Infoteam shall not be liable for the loss or theft of personal objects belonging to the participants during an event, regardless of where the event takes place.
12.2 Infoteam’s liability shall be restricted to cases where it violates a key contractual obligation (cardinal obligation) in a way that threatens the execution of the contract or if the loss can be attributed to gross negligence or intent. If the culpable violation of a key contractual obligation is not negligent or intentional, liability in each case shall be limited to losses that were objectively foreseeable by the contract partner upon concluding the contract.
12.3 The Customer may only offset undisputed claims or legally established claims against claims by infoteam.
13. Fairness agreement
The Customer shall refrain from enticing trainers or other personnel working for infoteam in the context of the contractual relationship and from hiring them within twelve months following the end of the training project. For each instance of violation of this obligation, the Customer shall pay infoteam damages equal to the costs incurred by infoteam in obtaining a new trainer or personnel.
14. Other provisions
14.1 The contractual relationship is governed exclusively by the laws of the Federal Republic of Germany.
14.2 If the Customer is a businessman, place of jurisdiction shall be the registered office of infoteam in Wuppertal.
Wuppertal, August 2007
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