ICOM Messebau GmbH
Am Hartholz 8
82239 Alling
Germany
Telephone: +49 (0) 8141-50147-0
E-Mail: info@icom-exhibits.com
Value added tax registration number: DE811319147
Tax identification number: 117/12910242
Finance Office: Alling
Jurisdiction: München
Registration number: HRB München 101909
Imprint of ICOM Messebau GmbH
Am Hartholz 8
82239 Alling
Germany
Managing Director
Bernd Eichenhofer
Terms and conditions
I. Contractual bases
1. The following sequence forms the basis of all orders placed with the Contractor:
- the offer
- these General Terms and Conditions
- the German Construction Tendering and Contract Regulations (VOB)
- the Official Scale of Fees for Services by Engineers and Architects (HOAI)
2. Deviations from these Terms and Conditions must be agreed in writing.
II. Contractual content
1. The following conditions shall apply exclusively to all deliveries and services. Contract conditions of the Customer shall become an integral part of the contract only if they are acknowledged in writing by the Contractor. Acceptance of the services of the Contractor shall be regarded as acknowledgement of these General Terms and Conditions.
III. Offer, offer and design documents
1. The prices stated in our offers are subject to change
2. The offers are prepared in accordance with information supplied by the Customer and the documents provided by the Customer and the respective exhibition management. The Contractor accepts no liability for the correctness of these documents, particularly those provided by the exhibition management.
3. Services not quoted in the offer that are performed in addition at the request of the Customer or become necessary due to incorrect documentation from the Customer or the exhibition management, shall be invoiced additionally.
4. Plans, designs, drawings, and production and installation documentation shall, together with all rights thereto, remain the property of the Contractor, unless otherwise agreed. Changes to plans, designs, etc. may only be made by the Contractor. These documents may not be reproduced or made accessible to third parties without the consent of the Contractor, and must be returned to the Contractor without undue delay if the contract is not awarded.
IV. Conclusion of the contract
1. The contract shall come into existence upon written confirmation of the order by the Contractor. However, orders that are placed shall also be regarded as accepted if they are not declined within one month of their receipt.
V. Prices
1. Offer prices are valid only when a complete order is placed for all items forming the subject of the offer.
2. Unless expressly stated in the offer, VAT shall be added to the prices quoted at the respective statutory rate.
3. All prices are strictly net, i.e. ex manufacturing works or dispatch warehouse, and do not include packaging, freight, postage, insurance, etc.
4. The offer prices are valid for four months from the date of the contract's conclusion. After the expiration of these four months, the Contractor shall be entitled to pass on any price increases by manufacturers or any wage increases to the Customer. The decisive date for the price calculation shall then be the date on which work starts on the contract's execution. The Customer can nevertheless rescind the contract if the price charged when execution commences is more than 4% higher than the price when the contract was concluded.
5. If the commencement, progress or completion of work is delayed for reasons for which the Contractor is not responsible, the Contractor shall be entitled to charge separately for any additional expenses incurred as a result. The valid calculation rates for working hours (including journey times and loading times), vehicle equipment, material prices and other prices of the Contractor on the date of execution shall then be decisive.
6. Services not quoted in the offer that are carried out at the request of the Customer, or additional expenditure that is incurred due to incorrect information from the Customer or the exhibition organisers, or to delays in transport that are not the fault of the Contractor, inadequate floor conditions, or preliminary services by third parties that are neither timely nor professional (unless they are agents of the Contractor), shall be invoiced additionally to the Customer. Clause 5 of Section V (above) shall form the basis of the calculation.
7. Services and procurements that are executed for the Customer at its request, as part of the planning and execution of its participation in the exhibition (full service) shall be invoiced separately. The Contractor is entitled to charge an advance commission for amounts disbursed in this respect. The Contractor is entitled to assign services of this nature to thirdparty companies on the Customer's behalf.
8. Unless otherwise expressly agreed in writing, plans, designs and drawings are subject to a charge even if no particular fee was designated for these in the offer or the order confirmation. This applies in particular if the contractual relationship comes to an end following the planning and completion of the design of an exhibition stand. The Official Scale of Fees for Services by Engineers and Architects (HOAI) shall form the basis of the calculation.
VI. Copyrights
1. Plans, designs, and drawings shall, together with all rights there to, remain the property of ICOM, as shall production facilities such as photocopies, negatives, films, repros, and slides. Transfers of ownership rights or copyrights must be made in writing. Changes to plans, designs, etc. may only be made by ICOM. ICOM is entitled to sign its work and use it for advertising.
VII. Delivery time and assembly
1. If an express deadline is not agreed for commencement of execution or completion, the named delivery deadline shall only be regarded as an approximation, unless it coincides with the beginning of a specific exhibition.
2. If modifications or changes to the execution are put forward by the Customer after the contract's conclusion, even confirmed delivery dates shall no longer be binding.
3. If disruptions in business operations occur, for which the Contractor is not responsible, in particular walk outs, strikes, or lockouts as well as cases of force majeure that are due to an unforeseeable event caused through no fault of the Contractor and that lead to grave business disruptions, both for the Contractor and for its upstream suppliers or subcontractors, the Contractor is entitled to perform or commission, on the account of the Customer, whichever services are necessary to ensure timely completion or to remedy obstructions during construction or dismantling work. If the contract cannot be fulfilled due to the above-mentioned disruptions, both Contracting Parties are entitled to withdraw from the contract. Claims for damages are excluded.
VIII. Freight and packaging
1. The Contractor’s products always travel at the Customer’s cost and risk, unless otherwise agreed. If the Contractor has assumed responsibility for the freight, it is at liberty either to deliver carriage paid or to reimburse the transportation charges provided for in the contract. Desired packaging or packaging deemed necessary by the Contractor shall be invoiced separately.
2. Customer parts that are intended to be used during manufacture or assembly must be delivered free of charge to the works or place of assembly by the agreed date. The return of such parts from the works or place of use is not free of charge and at the risk of the Customer.
IX. Transfer of risk
1. Unless otherwise agreed, all risk is transferred to the Customer when the goods leave the Contractor’s premises or are placed at the Customer’s disposal. This also applies to any cases where carriage-paid delivery has been agreed.
2. If any goods ready for shipment cannot be shipped due to reasons, for which the Customer is responsible, risk is transferred to the Customer on the date the goods are ready for shipment. The Contractor’s duties will be deemed to have been fulfilled after delivery to the Customer of a notification of readiness for shipment.
3. The destruction of the items during transportation through no fault of the Contractor, or any loss of the delivered materials at the place of assembly shall be charged to the Customer.
2. If any goods ready for shipment cannot be shipped due to reasons, for which the Customer is responsible, risk is transferred to the Customer on the date the goods are ready for shipment. The Contractor’s duties will be deemed to have been fulfilled after delivery to the Customer of a notification of readiness for shipment.
3. The destruction of the items during transportation through no fault of the Contractor, or any loss of the delivered materials at the place of assembly shall be charged to the Customer.
X. Rental provision
1. If items are provided on a hire or rental basis, they must be treated with care by the renter. The renter shall be liable for the items provided on a hire or rental basis up to the amount of their reinstatement costs or replacement value. This also applies even if the items have been partially or fully lost; in this context it is irrelevant whether the renter or its employees is/are to blame.
XI: Acceptance/handover
1. The provisions of Section 12 of the German Construction Tendering and Contract Regulations, Part B (VOB/B) apply with regard to acceptance and handover, provided that the acceptance takes place formally and immediately after completion. The Customer undertakes to be present at the acceptance or to arrange to be represented by an appropriately authorised representative. It is expressly acknowledged that scheduling the acceptance for up to 6pm on the eve of the trade fair's commencement or one hour before the trade fair's commencement is not reasonable.
2. If the Customer makes use of the service or a part of the service without formal acceptance prior to this, acceptance shall be regarded as having taken place upon use.
3. Any minor partial services that are still outstanding or the rectification of defects shall be made up for or remedied as soon as possible. Provided that they do not significantly impair the function of the contractual object, they shall not constitute an entitlement to refuse acceptance. Payments may be withheld only on a proportional basis.
4. If the assembly of the trade fair stand has not been agreed for a specific exhibition date and if the Customer does not accept the Contractor's performance despite a notification of completion, the Contractor can withdraw from the contract or claim damages due to non-fulfilment. The Contractor can demand 60% of the order value (80% in the case of rentals) as damages due to non-fulfilment. The Customer remains entitled to provide proof that no damage whatsoever, or no damage in amount of the sum stated, was incurred. The Contractor reserves the right to assert further, substantiated damages.
5. If the Contractor rented its services to the Customer, then, at the request of the Contractor, a formal handover of the rented objects must to take place immediately following the end of the trade fair. The Customer is obliged to be present at the handover or to arrange to be represented by an appropriately authorised representative.
2. If the Customer makes use of the service or a part of the service without formal acceptance prior to this, acceptance shall be regarded as having taken place upon use.
3. Any minor partial services that are still outstanding or the rectification of defects shall be made up for or remedied as soon as possible. Provided that they do not significantly impair the function of the contractual object, they shall not constitute an entitlement to refuse acceptance. Payments may be withheld only on a proportional basis.
4. If the assembly of the trade fair stand has not been agreed for a specific exhibition date and if the Customer does not accept the Contractor's performance despite a notification of completion, the Contractor can withdraw from the contract or claim damages due to non-fulfilment. The Contractor can demand 60% of the order value (80% in the case of rentals) as damages due to non-fulfilment. The Customer remains entitled to provide proof that no damage whatsoever, or no damage in amount of the sum stated, was incurred. The Contractor reserves the right to assert further, substantiated damages.
5. If the Contractor rented its services to the Customer, then, at the request of the Contractor, a formal handover of the rented objects must to take place immediately following the end of the trade fair. The Customer is obliged to be present at the handover or to arrange to be represented by an appropriately authorised representative.
XII. Warranty
1. Liability for defects is limited to a period of six months (maximum) after delivery or successful performance of the service. Notifications of defects shall not have the effect of suspending the warranty period.
2. If the Customer purchases the contractual object, any complaints about incomplete or incorrect deliveries or services or notices of obvious defects must be delivered directly to the Contractor in writing and without undue delay, i.e. no later than seven days after receipt, delivery, or completion. If, despite careful checking, a defect is only discovered at a later date, notification of this must be provided without undue delay and no later than seven days after its discovery.
3. If the trade fair stand erected on behalf of the Customer is rented, the Contractor must be notified of the complaints listed under Clause 2 without undue delay and no later than six hours before the end of the trade fair.
4. The Customer may only ever demand rectification under the warranty. The type and manner of the appropriate rectification shall be at the discretion of the Contractor. The Contractor has the option of a replacement delivery at any time. If the Customer purchases the exhibition stand, it can demand the rescission of the contract or a reduction in the price if at least two attempts to rectify the same defect are unsuccessful.
5. If the exhibition stand has been rented, the Customer can only assert its warranty rights in respect of defects that have occurred during the rental period.
6. The Contractor can refuse to remedy defects if the Customer has failed to properly fulfil its contractual obligations.
7. The warranty does not cover any loss or damage suffered by the Customer as a result of natural wear and tear, humidity, intense heat, improper handling, or improper storage.
8. Reasonable variations in the shape, dimensions, colour, and properties of the material are in conformity with the contract and do not constitute the basis for a notification of defects.
9. If defects are notified late or if no reservations due to known defects are stated at the time of acceptance, any entitlements to the warranty will lapse in their entirety. The same applies if the Customer undertakes modifications itself, or makes it difficult for the Contractor to identify the defects.
10. Defect claims may not be made against the Contractor in connection with deliveries or services supplied by third parties (full service), unless proof is provided to the Contractor that it breached its duty of care when selecting the third-party suppliers.
11. Rectifications or replacement deliveries shall not have the effect of hindering or interrupting the warranty period.
12. Claims for damages, particularly those arising from the obligation to rectify defects, shall be excluded unless the claims are based on gross negligence or intent. In the event of gross negligence, the damages shall be limited to the loss or damage foreseeable at the time of the contract's conclusion.
2. If the Customer purchases the contractual object, any complaints about incomplete or incorrect deliveries or services or notices of obvious defects must be delivered directly to the Contractor in writing and without undue delay, i.e. no later than seven days after receipt, delivery, or completion. If, despite careful checking, a defect is only discovered at a later date, notification of this must be provided without undue delay and no later than seven days after its discovery.
3. If the trade fair stand erected on behalf of the Customer is rented, the Contractor must be notified of the complaints listed under Clause 2 without undue delay and no later than six hours before the end of the trade fair.
4. The Customer may only ever demand rectification under the warranty. The type and manner of the appropriate rectification shall be at the discretion of the Contractor. The Contractor has the option of a replacement delivery at any time. If the Customer purchases the exhibition stand, it can demand the rescission of the contract or a reduction in the price if at least two attempts to rectify the same defect are unsuccessful.
5. If the exhibition stand has been rented, the Customer can only assert its warranty rights in respect of defects that have occurred during the rental period.
6. The Contractor can refuse to remedy defects if the Customer has failed to properly fulfil its contractual obligations.
7. The warranty does not cover any loss or damage suffered by the Customer as a result of natural wear and tear, humidity, intense heat, improper handling, or improper storage.
8. Reasonable variations in the shape, dimensions, colour, and properties of the material are in conformity with the contract and do not constitute the basis for a notification of defects.
9. If defects are notified late or if no reservations due to known defects are stated at the time of acceptance, any entitlements to the warranty will lapse in their entirety. The same applies if the Customer undertakes modifications itself, or makes it difficult for the Contractor to identify the defects.
10. Defect claims may not be made against the Contractor in connection with deliveries or services supplied by third parties (full service), unless proof is provided to the Contractor that it breached its duty of care when selecting the third-party suppliers.
11. Rectifications or replacement deliveries shall not have the effect of hindering or interrupting the warranty period.
12. Claims for damages, particularly those arising from the obligation to rectify defects, shall be excluded unless the claims are based on gross negligence or intent. In the event of gross negligence, the damages shall be limited to the loss or damage foreseeable at the time of the contract's conclusion.
XIII: Liability
1. No liability is assumed in relation to defective deliveries or services from third parties unless proof is provided to the Contractor that it breached its duty of care when selecting the third-party suppliers. The Customer can request that the Contractor's claims against these third parties be assigned to it, where appropriate.
2. The Contractor is not liable for the exhibitor's goods, unless their safekeeping has been confirmed in writing.
3. For special agreements involving the provision of advice or information, the Contractor shall be liable only up to the amount to be paid by the Customer as consideration.
4. If the object of the contract merely comprises plans and designs, no liability whatsoever is established for the Contractor. The Contractor shall only be responsible, in this regard, for being able to itself erect the exhibition stand that it has planned and/or designed.
5. No liability is accepted for free-of-charge advice, information, or other services.
6. The Contractor is not liable for the accuracy of the documents provided by the Customer or by the respective exhibition management teams. The reservations expressed by the exhibition management in this respect are also invoked by the Contractor.
7. Claims for compensation concerning loss or damage of any kind, including for any loss or damage not suffered by the object of delivery itself, due to default, impossibility of performance, positive breach of an obligation, fault when the contract is concluded, or liability in tort, are excluded, unless the loss or damage was caused due to intentional or grossly negligent actions, and insofar as by excluding such compensation claims, fulfilment of the contract is not prevented or jeopardized. This limitation of liability applies to the same extent to the Contractor’s agents and assistants. Claims for damages under the German Product Liability Act (ProdHaftG) are excepted from this.
8. The Customer is liable for all items supplied to it on a hire or rental basis, including the exhibition stand, if rental provision has been agreed, up to the amount of their reinstatement costs or, in case of loss, their replacement value. This also applies for the Contractor's tools and assembly accessories if the Customer takes these into its safekeeping.
XIV. Insurance
1. For any type of transport arranged or undertaken by the Contractor, the shipped items shall be insured at their replacement value, unless otherwise agreed, at the request and expense of the Customer.
2. The Contractor should be notified immediately of any damage incurred in transit. In case of shipment via forwarding agents, any damage must be marked on the consignment note immediately; in case of shipment by train, an official certificate of damage must be requested from the rail authorities immediately and sent to the Contractor.
3. Items belonging to the Customer and taken in by the Contractor for storage on the basis of written confirmation shall be insured at their replacement value against fire, water damage and burglary by the Contractor at the Customer’s expense.
4. If work documents and production records provided to the Contractor such as originals, drawings, negatives, etc. are required to be insured against any risk, the Customer must arrange this insurance cover. The Contractor shall be liable for the destruction or loss of documents of this type only if can be charged with intent or gross negligence.
5. Unless otherwise agreed, it is the responsibility of the Customer to insure the trade fair and exhibition stand against loss or damage in any form whatsoever during the assembly and disassembly time and for the duration of the event. It would be appropriate, for assemblies that are not carried out on the Contractor's premises, for the Customer to include the Contractor's tools and assembly accessories under this insurance cover.
2. The Contractor should be notified immediately of any damage incurred in transit. In case of shipment via forwarding agents, any damage must be marked on the consignment note immediately; in case of shipment by train, an official certificate of damage must be requested from the rail authorities immediately and sent to the Contractor.
3. Items belonging to the Customer and taken in by the Contractor for storage on the basis of written confirmation shall be insured at their replacement value against fire, water damage and burglary by the Contractor at the Customer’s expense.
4. If work documents and production records provided to the Contractor such as originals, drawings, negatives, etc. are required to be insured against any risk, the Customer must arrange this insurance cover. The Contractor shall be liable for the destruction or loss of documents of this type only if can be charged with intent or gross negligence.
5. Unless otherwise agreed, it is the responsibility of the Customer to insure the trade fair and exhibition stand against loss or damage in any form whatsoever during the assembly and disassembly time and for the duration of the event. It would be appropriate, for assemblies that are not carried out on the Contractor's premises, for the Customer to include the Contractor's tools and assembly accessories under this insurance cover.
XV. Credit basis
1. The Contractor's duty to render its services is conditional upon the creditworthiness of the Customer. If the Customer has provided inaccurate or incomplete details on matters relating to its creditworthiness or has suspended its payments, or if bankruptcy or composition proceedings have been applied for over his assets, the Contractor is not obliged to render its services. In these events, the Contractor is entitled to withdraw from the contract before delivering or completing the trade fair or exhibition stand and/or the goods, and to claim damages due to non-fulfilment. With regard to the amount, the provision under Section XI. 3 shall apply.
XVI. Reservation of title
1. If the purchase of the Contractor's deliveries and services has been agreed between the Parties, all delivery items shall remain the property of the Contractor until all liabilities under this contractual relationship have been met in full.
2. The Customer is entitled the resell the reserved goods only in the ordinary course of its business. However, it is not permitted to pledge or assign these goods as security. The Customer hereby assigns to the Contractor its receivables from the resale of the reserved goods, and the Contractor accepts this assignment. The Customer must, upon request, provide the Contractor with the information necessary to collect the assigned receivables and inform its debtors of the assignment.
3. Any treatment or processing of the reserved goods shall be carried out by the Customer for the Contractor without this giving rise to any obligations for the latter. If the reserved goods are processed, combined, mixed or blended with other goods and items that do not belong to the Contractor, the Contractor shall acquire co-ownership of the new object in the ratio of the value of the reserved goods to the remaining processed goods at the time that these were processed, combined, mixed, or blended. Should the Customer acquire sole ownership of the object, the Contracting Parties agree that the Customer shall grant the Contractor co-ownership of the new object in the ratio of the value of the processed and/or combined, mixed, or blended reserved goods and shall store this for the Contractor free of charge. If the reserved goods are resold along with other goods, regardless of whether they are resold after processing, combining, mixing, or blending, the advance assignment agreed above shall be valid only for the amount of the value of the reserved goods that are sold along with the other goods.
4. The Customer must inform the Contractor in writing and without undue delay of any compulsory enforcement measures by third parties against the reserved goods, and must provide the Contractor with the documents required for an intervention. Should the Customer suffer a financial collapse or experience payment difficulties, the Customer shall no longer be entitled to sell the reserved goods. The Customer is obliged, at the Contractor's request, to return to the latter the goods supplied subject to reservation of title without undue delay.
2. The Customer is entitled the resell the reserved goods only in the ordinary course of its business. However, it is not permitted to pledge or assign these goods as security. The Customer hereby assigns to the Contractor its receivables from the resale of the reserved goods, and the Contractor accepts this assignment. The Customer must, upon request, provide the Contractor with the information necessary to collect the assigned receivables and inform its debtors of the assignment.
3. Any treatment or processing of the reserved goods shall be carried out by the Customer for the Contractor without this giving rise to any obligations for the latter. If the reserved goods are processed, combined, mixed or blended with other goods and items that do not belong to the Contractor, the Contractor shall acquire co-ownership of the new object in the ratio of the value of the reserved goods to the remaining processed goods at the time that these were processed, combined, mixed, or blended. Should the Customer acquire sole ownership of the object, the Contracting Parties agree that the Customer shall grant the Contractor co-ownership of the new object in the ratio of the value of the processed and/or combined, mixed, or blended reserved goods and shall store this for the Contractor free of charge. If the reserved goods are resold along with other goods, regardless of whether they are resold after processing, combining, mixing, or blending, the advance assignment agreed above shall be valid only for the amount of the value of the reserved goods that are sold along with the other goods.
4. The Customer must inform the Contractor in writing and without undue delay of any compulsory enforcement measures by third parties against the reserved goods, and must provide the Contractor with the documents required for an intervention. Should the Customer suffer a financial collapse or experience payment difficulties, the Customer shall no longer be entitled to sell the reserved goods. The Customer is obliged, at the Contractor's request, to return to the latter the goods supplied subject to reservation of title without undue delay.
XVII. Property rights, designs, drawings, etc.
1. Plans, designs, drawings, and production and installation documentation shall, together with all rights thereto, remain the property of the Contractor, even if they are handed over to the Customer, unless the contractually agreed services of the Contractor merely comprise the preparation of designs in the written form.
2. Changes to plans, designs, etc. may only be made by the Contractor, even if these documents have become the Customer's property, unless the exclusive rights to use said documents have been transferred in writing. The Contractor is always entitled to sign its documents and use them for advertising.
3. In the event that the Customer reproduces the documents specified under Clause 1 without the consent of the Contractor or makes these available to third parties without such consent, the Contractor shall be entitled to claim flat-rate damages in accordance with Section XI.3.
4. For the execution of orders in accordance with specifications or documents provided by the Customer, the latter shall guarantee that the property rights of third parties are not violated through the production and delivery of work performed in accordance with its documents. The Contractor is not obliged to verify whether the specifications or documents provided by the Customer for production and delivery violate third-party rights.
5. The Customer is obliged to indemnify the Contractor immediately against all and any third-party claims for damages and to pay for any damages arising from the violation of property rights and, if requested, to make advance payments.
2. Changes to plans, designs, etc. may only be made by the Contractor, even if these documents have become the Customer's property, unless the exclusive rights to use said documents have been transferred in writing. The Contractor is always entitled to sign its documents and use them for advertising.
3. In the event that the Customer reproduces the documents specified under Clause 1 without the consent of the Contractor or makes these available to third parties without such consent, the Contractor shall be entitled to claim flat-rate damages in accordance with Section XI.3.
4. For the execution of orders in accordance with specifications or documents provided by the Customer, the latter shall guarantee that the property rights of third parties are not violated through the production and delivery of work performed in accordance with its documents. The Contractor is not obliged to verify whether the specifications or documents provided by the Customer for production and delivery violate third-party rights.
5. The Customer is obliged to indemnify the Contractor immediately against all and any third-party claims for damages and to pay for any damages arising from the violation of property rights and, if requested, to make advance payments.
XVIII. Terms of payment
1. Unless otherwise agreed, invoiced amounts shall be due for payment immediately upon receipt of the invoice.
2. Invoiced amounts are always net; no deductions apply. One third of the invoiced amount is payable on placing the order, one third 14 days before the start of the trade fair, and one third on handover of the stand. Only those persons with a written authorisation from the Contractor are permitted to collect payments. The due date is the invoice date.
3. Deductions of any kind are excluded. Interest shall not be paid on advance payments. Bills of exchange shall be accepted only with prior agreement and only on account of payment and subject to the possibility of discounting. If payment is effected by means of bills of exchange, cheques, or other remittance orders, the Customer shall bear the costs of discounting and collection. The Contractor is not obliged to protest bills of exchange that have been accepted.
4. In the event of default and after a reminder has been issued, the Contractor is entitled, without prejudice to further claims, to demand damages for delay in the amount of the usual minimum interest and commission charged by major banks (however at least 3% above the prevailing discount rate of the Deutsche Bundesbank). After setting a time limit including the threat to refuse further performance, the Contractor is also entitled to withdraw from the contract or to claim damages due to non-fulfilment. The provision under Section XI.3 shall apply with regard to the amount.
2. Invoiced amounts are always net; no deductions apply. One third of the invoiced amount is payable on placing the order, one third 14 days before the start of the trade fair, and one third on handover of the stand. Only those persons with a written authorisation from the Contractor are permitted to collect payments. The due date is the invoice date.
3. Deductions of any kind are excluded. Interest shall not be paid on advance payments. Bills of exchange shall be accepted only with prior agreement and only on account of payment and subject to the possibility of discounting. If payment is effected by means of bills of exchange, cheques, or other remittance orders, the Customer shall bear the costs of discounting and collection. The Contractor is not obliged to protest bills of exchange that have been accepted.
4. In the event of default and after a reminder has been issued, the Contractor is entitled, without prejudice to further claims, to demand damages for delay in the amount of the usual minimum interest and commission charged by major banks (however at least 3% above the prevailing discount rate of the Deutsche Bundesbank). After setting a time limit including the threat to refuse further performance, the Contractor is also entitled to withdraw from the contract or to claim damages due to non-fulfilment. The provision under Section XI.3 shall apply with regard to the amount.
XIX. Set-off and assignment
1. Any set-off against disputed counter claims by the Customer is excluded.
2. The rights of the Customer under this contractual relationship are assignable only with the prior consent of the Contractor. This applies particularly to such cases where the contractual relationship comes to an end following the planning and completion of the design of an exhibition stand.
2. The rights of the Customer under this contractual relationship are assignable only with the prior consent of the Contractor. This applies particularly to such cases where the contractual relationship comes to an end following the planning and completion of the design of an exhibition stand.
XX. Data protection
Please note that under the scope of this business relationship or in connection therewith, personal data will be processed in accordance with the Federal Data Protection Act (BDSG), regardless of whether said data originates from the Contractor itself or from third parties.
XXI. Place of performance and place of jurisdiction
The place of performance and the place of jurisdiction for all disputes between the Parties arising out of the contractual relationship shall, at the Contractor's option, be the Contractor's place of business in Munich, provided that the Customer is a merchant, a legal entity under public law, or a special fund under public law. The contractual relationship shall be governed by German law.
Final provision
Should a provision within this contract be invalid or void, the remainder of the contract shall remain in force.