Alpha Service provides information on the general terms and conditions of business for trade fair construction and trade fair stands for hire.
General terms and conditions of business
All legal transactions and offers of Alpha Medien UG. are based only on the following terms and conditions of business. This also applies to all future legal transactions. Customer terms and conditions that differ from these terms and conditions are not valid; this applies even if there is no express objection to the former. The terms and conditions of business apply to both rented trade fair stands made up of system components and individually made trade fair stands offered for sale.
As a rule, the system stands are only available for hire for the duration of the trade fair. Therefore expressly all delivered parts are only let unless the parts are expressly designated as being for sale in the offer and/or in the order confirmation.
Offers that we submit are only to initiate a contract and are subject to change and non-binding unless they have expressly been declared as binding in writing. A contract is only deemed to have been concluded at the point that we issue the customer with an order confirmation following an offer. If our order confirmation is not opposed within 14 days, then the contract is regarded as concluded.
All agreements, orders, amendments and cancellations require written form. If the customer has not received an order confirmation by 14 days prior to the commencement of the trade fair, then we should be notified accordingly in writing without delay.
These general terms and conditions of business constitute part of our order confirmation. This is pointed out on all correspondence with our customers.
Unless agreed otherwise, all prices are quoted exclusive of VAT. Unless agreed otherwise, all prices quoted for rental are for the relevant duration of the trade fair.
The price does not include the trade fair's own stand rental costs, connection costs, costs for approval procedures (e.g. structural calculations) and all types of fees charged by exhibition corporations. This also includes the costs for waste material disposal, floor coverings and other residual waste, as well as all consumption costs such as power and water.
Additional services become valid by virtue of a new order confirmation or the client's signature. Additional assembly services commissioned during the set-up period will be charged at an hourly rate of EUR 75.00.
Delivery time and default of delivery
Alpha's compliance with its obligations in respect of delivery and performance requires the timely and proper fulfilment of the customer's obligations. These include the timely receipt of all documents to be provided by the customer, the timely clarification and approval of plans, the absence of any construction obstacles or hindrances, observance of the agreed payment terms and other obligations of the customer. If such requirements are not complied with in good time and in full, then the delivery date shall be put back as appropriate.
If delivery on our part is delayed or rendered impossible due to unavoidable circumstances beyond our control, then we shall be released from our obligation for the duration of the hindrance and its repercussions. Claims for damages against us are not possible.
Payment must be made in full and without delay upon receipt of our invoice.
A charge equivalent to 50% of the order total will be levied for rental stands approximately 4 - 6 weeks prior to commencement of the trade fair, with the outstanding amount due immediately after commencement of the trade fair. We invoice 30% of the order total for stands of conventional or partially conventional construction when the order is confirmed, 40% a few weeks before the start of the trade fair, and the balance immediately after the trade fair has begun. We reserve the right to apply other payment terms; any such terms will be expressly referred to in the order confirmation.
The customer shall only be entitled to rights of set-off if its counterclaims are recognised by us, or are undisputed or established in law as final and absolute.
In the event of a delay in payment, we are entitled to withdraw from the contract after an appropriate deadline without penalty of denial of service, and to demand compensation in damages for planning and preparation services rendered. In the event of a delay in payment after a service has been rendered, an administrative fee of EUR 19.00 will be charged for each reminder letter or e-mail issued. Costs incurred after a second reminder shall be charged separately by a mandated collection service. Interest on arrears shall be set within the framework of statutory provisions.
Safety precautions / Obligations of the customer
Cubicles, display cabinets and other articles of furniture are not burglar-proof. The locking mechanisms used are intended to serve only as a psychological deterrent to burglars. For this reason, it is strongly recommended that other security measures be adopted. Customers are also advised to take out appropriate insurance for both the leased property in its entirety (the trade fair stand) and exhibits or the like (value approx. EUR 600.00 per m² - exhibition stand construction). We are not liable for any objects left behind at the stand by the client (customer).
The customer shall be responsible for any graphics or other documents drawn up, applied or set up by us at the customer's behest. We shall not verify the accuracy of such graphics/documents or that they do not contravene any industrial property rights. The client shall exempt us from any claims for damages in consequence of a violation of rights, typing errors or defects in colour.
It is the responsibility of the customer to arrange the provision of stand boundaries. In accordance with the guidelines of most exhibition corporations, it is not permitted to use the back or side walls of a neighbouring stand as a boundary.
In principle, no objects belonging to the customer will be put in storage. Where such storage is requested, permission may be granted in individual cases provided that a request has been issued in writing and confirmed. Where such objects are put in storage, we shall only be liable if we have acted with wilful intent or gross negligence.
Rule for rental agreements
The rental property shall only be handed over for the purpose and period of time agreed. Statutory notice of termination of the rental agreement is excluded. Stands may only be sublet to co-exhibitors on the same stand, in which case liability for the rental property remains with our client.
The condition and completeness of the rental property must be checked by the customer upon its receipt. A handover log will be drawn up in respect of the handover (acceptance). Acceptance shall take place at an agreed time. The customer is obliged to accept the rental property if the preconditions for such acceptance are in place. If the client (customer) or person commissioned by it is not present at the agreed handover time, then the Alpha employee shall wait 1 one hour without any costs falling due. If, however, the customer exceeds the handover time by more than 2 hours, then the stand and rental objects shall be deemed to have been handed over correctly and free from defects even if a signed handover log has not been produced.
As rental property necessarily involves used materials and objects, normal dirty marks do not constitute grounds for claims for them to be improved, replaced or taken back. This shall also apply to deviations in terms of colour and surface that are typical for the material concerned. The rental property was cleaned after the stand was completed. It is not possible to demand that soiling caused by the surrounding stand construction work in the trade fair hall be made good. We strongly advise that the stand be cleaned professionally on the evening before the commencement of the trade fair, as experience shows that the dust in the trade fair halls does not settle until the evening before the fair itself.
The risk of accidental loss or damage passes from us to the lessee at the point that the rental property is handed over. The customer should notify us immediately of any loss of or damage to the rental property. The customer's assumption of risk shall end when the rental property is returned to us. If the customer leaves after the trade fair has ended, then all mobile objects such as chairs, stools, brochure stands etc. should, wherever possible, be locked away in the cubicles and the keys deposited at the agreed location.
Irrespective of fault, the customer shall be liable for any loss of or damage to the rental property during the period in which the rental property is in its custody. The customer shall reimburse any expenses that may be necessary for the manufacture of or repair to the rental property up to the maximum value of the property at the time of its handover to the customer. We recommend that the customer insures the rental property against loss, damage and vandalism. If requested, we will inform the customer of the insurance value of the rental property. Damaged system trade fair walls will be charged for at a unit price of EUR 75.00 plus VAT.
Unless agreed otherwise, the lease shall end at the end of the relevant event (trade fair), and dismantling shall commence immediately after the trade fair has ended. Objects left behind at the stand will be disposed of without compensation.
The customer has a duty of care and supervision in respect of the entire rental object from the point of its handover up until 2 hours after the trade fair has ended. If the customer breaches its obligation in respect of its duty of care and supervision, then it shall pay compensation for any damage resulting from such breach.
There shall be no pro rata repayment of rent for individual objects included in the order confirmation which the customer does not require. Nor may such objects be replaced or offset against other services rendered.
Limitation of liability
We shall be liable, in accordance with the statutory provisions, for damage resulting from injury to life, limb or health. In the case of other damage, we shall only be liable if we have acted with wilful intent or gross negligence. Likewise, we shall be liable for other damage caused by negligence where such damage is based on the violation of a substantial contractual obligation, though limited to foreseeable damage. The above regulations in respect of limitations of liability apply to both statutory and contractual claims, and in particular to compensation of damages based on warranty regulations.
Copyright and other industrial property rights
The draft documents, as well as the planning, drawing, production and assembly documents and the design and description of the concept shall remain our intellectual property. The customer is not entitled, without our approval, to replicate the resulting documents, or to use them itself or pass them on to third parties. Nor is the customer entitled to create reproductions from them.
If the customer breaches the copyright or industrial property rights, then it shall pay a contractual penalty of 80% of the rental payment agreed between the parties for the rental property concerned, and in any event a minimum of EUR 6,000.00. The contractual penalty shall take into account any compensation claim. Claims for omission shall not be affected thereby.
We shall retain the copyright to the stated documents even after payment of the agreed rent.
We shall be entitled to attach our company name or that of the company that we have commissioned to the objects - in particular the trade fair stands - created by us or in accordance with the customer's plans. Such company names shall be of an appropriate size. We are also entitled to publish image material relating to the services rendered free of charge and without the need for the separate agreement of the customer, or to use such material for advertising purposes.
We are entitled to process and store the data on the customer received in respect of business relations or in connection with them, regardless of whether such data comes from the customer itself or from third parties. Such processing and storage shall be carried out in accordance with the German Data Protection Act. We guarantee that customer data will not be passed on if it is not required for the purpose of fulfilling the order.
Place of fulfilment and place of jurisdiction
The place of fulfilment for customer payment is Neuss, Germany.
The following rule shall apply to customers whose registered office is within the Federal Republic of Germany: If the customer is a business person, legal person under public law or a special fund under public law, then it is agreed that Neuss shall be the place of jurisdiction. We are entitled, optionally, to bring an action against the customer at the court with jurisdiction for its place of business. The following rule applies to customers whose registered office is outside the Federal Republic of Germany but within the scope of ordinance (EC) no. 44/2001, of the EuGVÜ or the Lugan Agreement: If the customer operates commercially and does not have a general place of jurisdiction in the Federal Republic of Germany, then it is agreed that Neuss shall be the place of jurisdiction for any disputes arising from the contract or in connection with it. We are entitled, optionally, to bring an action against the customer at the court with jurisdiction for its place of business. The following rule applies to customers whose registered office is outside the Federal Republic of Germany and outside the scope of the ordinance (EC) no. 44/2001, of the EuGVÜ or the Lugan Agreement: All disputes arising from this contract or in connection with it, where the value does not exceed EUR 100,000.00, shall be settled by arbitration as part of the arbitration process of the European network REAM. It is agreed that the arbitration process will be based at the court of arbitration of ICC Krefeld. Krefeld shall be the place of arbitration. The arbitration proceedings will be conducted in German. A single arbitrator shall have the final decision on the dispute in accordance with the principles of equity. The parties undertake to accept the ruling in each case. Where the value of the dispute exceeds EUR 100,000.00, the parties shall comply with the arbitral jurisdiction of the court of arbitration of ICC Krefeld, with due application of its rules of arbitration. Krefeld shall be the place of arbitration. The arbitration proceedings will be conducted in German. A single arbitrator shall have the final decision on the dispute. The parties undertake to accept the ruling in each case.
The law of the Federal Republic of Germany shall apply to all legal relations between us and the customer, excluding the 1980 Vienna Sales Convention (CISG), even if the customer has its registered office or residence outside Germany.
If one of the provisions of these terms and conditions is or becomes ineffective, the effectiveness of the remaining provisions of these terms and conditions shall remain unaffected. Any ineffective provision of these terms and conditions shall be replaced by one which most closely approximates to the void provision in terms of its validity.
We reserve the right to adapt these general terms and conditions to the applicable court decisions at any time and without advance notice.
As at: 04.12. 2013