§ 1 Scope
- FRAlocation e.K. offers Relocation Management services. These General terms and conditions apply to all advisory and other services provided by FRAlocation e.K.. Any conflicting or deviating general terms and conditions of the customer are only applicable to the services by FRAlocation e.K. in case of explicit prior written consent thereto by FRAlocation e.K.
§ 2 Offer and contract conclusion
- All offers by FRAlocation e.K. are non-binding.
- A contract comes into effect only either upon the customer's written order confirmation (per mail, fax or e-mail) or upon direct execution of the order by the FRAlocation e.K.
§ 3 Scope of services
- The contractual duties of FRAlocation e.K. are determined by the respective written offer submitted by FRAlocation e.K., the prices set out in that offer and the customer's respective written order confirmation.
- A representation of the customer or service recipient by FRAlocation e.K. in legal transactions implying legal obligations, in particular payment obligations and liabilities of the customer or service recipient, is excluded by FRAlocation e.K., unless the parties have agreed otherwise in writing.
- FRAlocation e.K. is also entitled to have its services for the customer performed by third parties, unless the parties have agreed otherwise in writing.
§ 4 Customer’s duties
- The customer is obliged to provide FRAlocation e.K. with all records, documents and information, which are needed for the execution of respective services by FRAlocation e.K., at his (customer’s) own expense, on time and in full.
- FRAlocation e.K. is not liable for failures and consequences resulting from the lack of records and information needed and to be procured by the customer, as well as from the non-adherence to deadlines of the customer or service recipient.
- All records, data and information made available by FRAlocation e.K. to the customer can be used by the customer for internal purposes only. Forwarding thereof to third parties is only admissible with prior written consent by FRAlocation e.K.
§ 5 Prices
- The prices are valid for 30 calendar days from the date of the offer and do not include VAT, other taxes, travel and accommodation expenses, administrative fees, translation costs, forwarding costs, real estate broker's fees, rental payments etc., unless otherwise agreed between the customer and FRAlocation e.K. in writing. Any disbursed costs of third parties will be charged against receipt with a handling fee amounting to 5%.
- A cost mark-up of 50% is charged for services rendered on demand on a work-free day.
- Other deliveries and services, which were not agreed upon contract conclusion or which prices were not agreed on the date of placing the pertinent order, are charged at the service prices valid on the day of performance.
- If and when FRAlocation e.K. adjust its services upon the customer's request, the customer is informed about the resulting additional costs, such costs are invoiced to the customer and born by the customer.
§ 6 Terms of payment
- Services provided by FRAlocation e.K. are remunerated on the basis of the respective order.
- All invoiced services and disbursements are due for payment within 14 calendar days from the invoice date without deduction, unless otherwise agreed in writing. Payments must be made such that the full invoiced amount is received by FRAlocaiton e.K. All country or region-specific fees and / or taxes are the sole responsibility of the customer. In case of a delayed payment FRAlocaiton e.K. reserves the right to claim default interest in the amount of the currently valid statutory regulations. This shall not affect the assertion of a claim for any additional damage arising from the delayed payment.
- The claim for remuneration of FRAlocation e.K. exists irrespective of any third party claims arising against the customer and/or the service recipient, especially in consequence of their unauthorised measures.
- FRAlocation e.K. reserves the right to demand an advance payment in a reasonable amount prior to order execution, and to issue interim and advance payment invoices.
- In the event of an unfounded notice of termination subsequent to contract conclusion, the customer bears any and all cancellation costs incurred.
- If the customer no longer operates a proper business, especially in cases where the customer's business assets are seized, where a cheque or bill of exchange is protested, or where a stoppage or even cessation of payment occurs, or where the customer applies for institution of judicial or extra-judicial composition proceedings or proceedings concerning the customer in accordance with the German Federal Insolvency Code, FRAlocation e.K. is entitled to immediately make all corresponding claims arising from the business relationship due for payment, even if FRAlocation e.K. accepted any bills or cheques. The same applies in cases where the customer defaults with his payments to FRAlocation e.K., or if other circumstances become known which raise doubts concerning the customer's creditworthiness. Moreover FRAlocation e.K. is in such event entitled to demand advance payments or provision of security, or to withdraw from the contract.
§ 7 Cancellation
- The cancellation of services must in each case be communicated in writing, via post, fax or e-mail. Decisive for the timeliness of the customer's cancellation via post, fax or e-mail is the date of receipt of the letter of cancellation by FRAlocation e.K.
- In case of cancellation of commissioned services, the effectively accrued hours in addition to an additional processing fee of 15% as well as the statutory VAT amount will be charged, it being understood that the minimum additional processing fee amounts EUR 75.
§ 8 Set-off and right of retention
- The customer is only entitled to claim a set-off, retention or reduction, if his counter-claims asserted in that respect have been established by declaratory judgment, or have been expressly recognized by FRAlocation e.K.
§ 9 Liability
- FRAlocation e.K. is liable without limitation for intent and gross negligence, and according to the German Federal Product Liability Act. In case of slight negligence, FRAlocation e.K. is only liable for damages arising from injury to life, the body and health of persons.
- In other respects the following limited liability is applicable: In case of slight negligence FRAlocation e.K. is only liable upon violation of an essential contractual duty, fulfilling of which is essential for proper execution of the contract, and observance of which the customer may regularly rely upon (cardinal obligation). The liability for slight negligence is limited in amount to the damages foreseeable upon contract conclusion, the occurrence of which must typically be expected. This limitation of liability also applies in favour of our staff, employees, workforce, representatives and vicarious agents.
- FRAlocation e.K. is not liable for damages caused beyond the scope of its responsibility by third parties not acting as vicarious agents of FRAlocation e.K., as well as for information and data which are based on information provided by third parties.
- FRAlocation e.K. is likewise not liable for translations, which are made at the customer's request by FRAlocation e.K., or which are assigned to external professional translators as ordered.
§ 10 Force majeure
- Events of force majeure, industrial disputes, riots, administrative measures and other unforeseeable, unpreventable and serious occurrences will release the contracting partners from their performance obligations for the duration of the disturbance and to the extent of their effect. This also applies in cases where these events occur at a time when the affected contracting partner is in default. The contracting partners are obliged to immediately furnish the required information within reasonable limits, and to adjust their obligations to the changed circumstances in good faith.
§ 11 Term of the contract and termination
- The term of contract depends on the contract period agreed in the respective case.
- Without prejudice to any ordinary period of notice existing by act of law or ag-reed by contract, either party is entitled to terminate the contract for good cause. A good cause is especially existent in a case where either party is in breach of essential duties under the contract, and where consequently a continuation of the contractual relationship is deemed unreasonable in the light of all circumstances.
§ 12 Confidentiality and data protection
- FRAlocation e.K. collects, processes and uses personal data only for the orders and projects placed by the customer as data earmarked for specific purposes and bound by instructions. The personal data may only be forwarded for specific purposes to third parties after prior written consent given by the customer and the service recipient.
- Personal data are only accessible to the involved employees of FRAlocation e.K. and to the commissioned service provider to the extent necessary for the order processing.
- All employees of FRAlocation e.K. and the service providers commissioned by us are obliged to maintain secrecy and to comply with the provisions laid down in the German Federal Data Protection Act.
- Personal data is deleted after completion of the orders and projects placed, un-less otherwise agreed with the customer and the service recipient.
§ 13 FRAlocation Cloud
- FRAlocation e.K. provides the customer with access to the FRAlocation Cloud for the purpose of data protection of personal date regarding the customer’s employees who are supported by FRAlocation e.K. based on the mandate issued by the customer.
- The FRAlocation Cloud is provided on an Internet server connected to the World Wide Web (www) for use in online access. The place of performance is the location of the Internet server in Frankfurt on the Main. The point of handover of the services of FRAlocation e.K. to the user is the interface between the internal operating network of FRAlocation e.K. in Frankfurt on the Main and the public data network (Internet).
- The user is obliged to keep the access authorization / passwords secret. Furthermore the user is obliged to take the necessary precautions to prevent the access authorization and password from being disclosed to unauthorized person, in particular through a regular change of passwords. If the user has a suspicion or evidence that access data were made accessible to unauthorized persons or are used by unauthorized persons, the user is obliged to inform FRAlocation e.K. immediately, so that the relevant user account can be blocked.
- FRAlocation e.K. will collect, store and process user-related data within the scope of the statutory data protection rules and to the extent required for proper execution of the contract.
§ 14 Jurisdiction
- Where the contracting parties are merchants, legal entities under public law or public law special funds, the parties agree that the place of jurisdiction for all disputes arising from the contractual relationship is the legal venue of FRAlocation e.K.in Frankfurt on the Main as the place of trial.
- FRAlocation e.K.is also entitled to take legal action before a court which has jurisdiction over the registered seat or a branch office of the customer.
- If the customer has no general place of jurisdiction within the domestic territory, or has after contract conclusion moved his place of residence or his habitual abode outside the scope of application of this law, or if the customer's place of residence or habitual abode is not known at the time when the action is filed, the place of jurisdiction of FRAlocation e.K. shall also be applicable.
- The governing law is exclusively the law of the Federal Republic of Germany. The application of the United Nations Convention on Contracts for the International Sale of Goods (CISG) is excluded.
§ 15 Final provisions
- Any ancillary agreements as well as amendments and supplements to the contract must be made in writing and require the written consent of both contracting parties. Verbal ancillary agreements are excluded.
- The invalidity of individual provisions of this contract or of contractual components shall not affect the legal validity of the remaining provisions. The contracting partners are obliged to find a valid regulation in good faith and in the light of the purpose and intent of the contract and mutual interests, which will not lead to any substantial change of the contract's contents. This also applies, if a gap in the contract becomes obvious and requires a regulation.