General Terms and Conditions

General Terms and Conditions Spreefreunde GmbH

1. General remarks

1.1 The General Terms and Conditions apply to project planning services of SPREEFREUNDE towards its customers. SPREEFREUNDE contradict any possible general terms and conditions of the customer.

1.2 The customer commissions SPREEFREUNDE with the planning, execution and support of an event or marketing service. SPREEFREUNDE performs the contract as agreed between itself and the customer. The customer commits itself to pay the agreed remuneration to SPREEFREUNDE. The amount of the remuneration arises from the order confirmation.

1.3 The customer allows SPREEFREUNDE to subcontract its contractual services to third parties. SPREEFREUNDE act as general contractor. SPREEFREUNDE conclude the contracts with the subcontractors. The communication with the sub-contractors will only be through SPREEFREUNDE. The customer is not allowed to contact the subcontractors.

2. Performance of the contractual services

2.1 The contractual services are performed at all times in close cooperation with the customer. SPREEFREUNDE informs the customer about the status of the project planning.

2.2 The customer informs SPREEFREUNDE immediately of any reasonable change requests. The notification of the change requests is made in writing.

2.3 The customer bears the costs of any subsequent changes requested. SPREEFREUNDE expressly points out to the customer that changes can lead to a postponement of binding and non-binding delivery dates and deadlines. SPREEFREUNDE is not liable for these delays.

2.4 The customer ensures that all necessary and/or all acts of cooperation of the customer or its vicarious agents agreed upon when placing the order are provided in due time, to the required extent and free of charge.

2.5 If the customer omits to carry out a necessary act of cooperation and the customer is in default of acceptance as a result, SPREEFREUNDE can demand a reasonable compensation from the customer. The amount of the compensation is determined by the duration of the delay and the amount of the agreed remuneration.

2.6 The expenses saved by SPREEFREUNDE or other gains of SPREEFREUNDE
are considered when calculating the amount of the compensation.

3. Remuneration

3.1 The customer is obliged to pay to SPREEFREUNDE the fixed remuneration as well as the remuneration resulting from the annexes plus the respective statutory VAT. The payment is made to the business account of SPREEFREUNDE. SPREEFREUNDE issues an invoice to the customer.

3.2 SPREEFREUNDE is entitled to charge variable costs to the customer after prior approval. These include in particular, traveling costs, travel expenses, hotel accommodation, etc.

3.3 The travel expenses comprise:

  • Flight costs in the Economy category for air travel within Europe,
  • Flight costs in the Business category for intercontinental flights or flights with a flight time of more than six hours,
  • Travel expenses of Deutsche Bahn for train journeys in second class,
  • Travel expenses and rental of a compact class vehicle, whereby SPREEFREUNDE is entitled to rent an Intermediate class car from a distance of two driving hours,
  • reasonable taxi costs of SPREEFREUNDE.

3.4 SPREEFREUNDE is entitled to rent a hotel room in a four-star hotel for overnight stays. The customer bears the expenses according to the general maximum tax rates.

3.5 The customer pays for all costs for the production of advertising and marketing material, provided that SPREEFREUNDE has been commissioned to produce it.

3.6 Services outside the scope of the offer are provided against separate remuneration.

3.7 Payments are made in instalments.

3.8 The first instalment in the amount of 75% of the total amount is due 14 days after conclusion of the contract.

3.9 A final invoice will be issued after the event has been performed. This will include all outstanding invoice items. The final invoice is due for payment ten days after the invoice date.

4. Liability

4.1 SPREEFREUNDE is only liable within this contract for intent and gross negligence. This does not apply to the violation of essential contractual obligations, as well as to the injury of life, body or health, as well as to claims arising from the Product Liability Act.

4.2 This contract is only valid between SPREEFREUNDE and the customer. Third parties cannot derive their own rights from this contract, in particular not demand the performance owed in the contract. The contract is not a contract in favor of third parties.

4.3 SPREEFREUNDE is only liable towards third parties for intent and gross negligence of its vicarious agents. This does not apply to the violation of essential contractual obligations, to the injury of life, body or health, as well as to claims arising from the Product Liability Act.

5. Warranty

5.1 The Customer immediately notifies SPREEFREUNDE of all deficiencies.

5.2 The Customer may require SPREEFREUNDE to remedy all reported deficiencies within a reasonable period of time. The duration of this period of time depends on the nature of the deficiency. SPREEFREUNDE has the right to refuse to remedy the deficiency if the costs of remedying the deficiency are economically disproportionate compared to the deficiency itself.

5.3 The customer has the right to withdraw from the project planning contract after expiry of a reasonable period of time. The withdrawal has to be declared to SPREEFREUNDE. In case of withdrawal the customer pays compensation and the lost profit of SPREEFREUNDE. The amount of the compensation is calculated according to the amount of the agreed remuneration and the incurred production costs.

5.4 The customer may demand a reduction of the remuneration after expiry of a reasonable period to remedy the defect. The customer declares the reduction to SPREEFREUNDE.

5.5 The warranty rights of the customer expire after one year. The statute of limitations begins with the acceptance of the contractual service. As a rule, this is the time of the event. This applies to damages due to intent or gross negligence, as well as to injury to life, body or health or the violation of essential contractual obligations or claims arising from the Product Liability Act.

6. Termination

6.1 SPREEFREUNDE is entitled to terminate the project planning contract with the customer in case the customer fails to fulfill its cooperation obligation even upon request within the meaning of these terms.

6.2 The customer may terminate the project planning contract with SPREEFREUNDE at any time up to the time of the event. The notice of termination has to be made in writing.

6.3 In the event of termination, the customer commits itself to pay compensation in the amount of 85 % of the agreed remuneration. In addition, the customer pays further cancellation costs resulting from additional agreements, e.g. catering, technical equipment, seating, personnel etc. These additional cancellation costs will be disclosed and invoiced separately.

6.4 The customer is obliged to pay the remaining 15 % of the agreed remuneration if the notice of cancellation is given less than two weeks before the event.

6.5 Discounts or special agreements within the scope of the event offer will not be credited.

7. Exclusion of set-off

The offsetting of the customer against a claim of SPREEFREUNDE is excluded. This does not apply if the claim is undisputed or legally established.

8. Confidentiality obligation

Both parties keep secret any business and trade secrets of the other party and any information they have received from the other party which is not publicly available. The duration of the confidentiality obligation extends beyond the duration of the contractual relationship.

9. Copyright / self-advertising

9.1 If the creation of works protected by copyright has been agreed upon in the contract, the customer preserves the copyright of all works, i.e. in particular designs, drawings, graphics, texts etc., of SPREEFREUNDE or third parties commissioned by SPREEFREUNDE.

9.2 The customer is granted the right of use with regard to the project described in point 1.2 of these terms and conditions. The protected work may not be processed without the prior consent of SPREEFREUNDE and/or the originator.

9.3 The rights of use for designs rejected or not executed by the customer remain with the originator. If the customer uses concepts which represent or contain an intellectual, artistic or other creation of SPREEFREUNDE or a third party commissioned by SPREEFREUNDE outside or after termination of this contract, a separate fee agreement is made on reasonable terms. The customer‘s request for use is communicated in advance and approved by SPREEFREUNDE.

9.4 The customer permits SPREEFREUNDE to use its work results or excerpts thereof for the purpose of self-promotion free of charge even after termination of the contract period. SPREEFREUNDE retains the right to name the originator.

10. Organizer of the event

10.1 The customer is the organizer of the event. The customer, as organizer, assumes responsibility for all legal liability matters toward everyone. SPREEFREUNDE will only be the organizer if this has been expressly agreed in writing in the contract.

10.2 The organizer is obliged to comply with all requirements according to the Regulations on Places of Assembly („VStättVO“).

10.3 The Organizer commits itself to conclude liability insurance for personal injury and property damage relating to the day of the event or to provide a corresponding policy.

11. Exclusivity of the assignment

The customer obliges SPREEFREUNDE exclusively to plan and execute the project. SPREEFREUNDE is entitled to terminate the project without notice if the customer violates this obligation.

12. Other fees

Should GEMA / KSK fees become due during the execution of the event, these are paid by the customer. The customer also commits itself to provide for the relevant registrations, unless otherwise agreed in writing.

13. Place of jurisdiction

SPREEFREUNDE and the customer determine Berlin as place of jurisdiction.

14. Choice of law

Contracts and all orders placed are subject to the law of the Federal Republic of Germany.

15. Amendments

Amendments and supplements to this contract must be made in writing.

16. Severability clause

Should individual provisions of this agreement be invalid, the remaining provisions remain valid. In the event of the invalidity of a provision, this contractual relationship will be based on a provision which comes as close as possible to the original provision in terms of its economic purpose.

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