General Terms & Conditions
General Terms & Conditions of Partner-On-Demand, Engineering & Consulting (hereinafter called POD) – Issued December 1st, 2013
1 Performance
1.1 Scope
For any performance, including those from future business transactions, including all contracts, which are subject of engineering, consulting, training or coaching of POD for the principal, are subject to the following conditions, even if no reference is made in individual cases. Deviating conditions of the contracting authority are also not effective if we do not expressly object. Verbal agreements or amendments to the contract or these terms and conditions shall only be valid if they are confirmed in writing by POD.
1.2 Copyright
The services provided in the context of the performance of POD know- how is protected by international copyright laws. The contracting authority receives the right to use the know-how provided under the contract (e.g. in the form of checklists, forms, surveys and the like) for internal use. The copyright to third parties is excluded. The passing of the services provided in connection with the contract know-how, documents, etc. to third parties without written approval of POD is excluded.
1.3 Information
The contracting authority provides POD the necessary documents and information for the fulfillment of the contract in a timely manner.
1.4 Destruction of documents
POD is entitled to destroy the documents of the contracting authority in their possession after the expiration of one year after completion of mandate, unless the latter are not reclaimed by the contracting authority.
1.5 Contract fulfillment by third parties
POD is entitled to call for the fulfillment of the contract third parties. POD is liable only for those of third parties brought-in alone and then only for the careful selection and instruction of third parties. For third parties who are jointly selected and invited to attend, POD will not take over any liability. To third parties POD acts as representative and on behalf of the principal and the principal's account.
External seminars
1.6 Application
Applications are possible by phone, in writing, be made by fax or email. Each registration will become binding for both parties only after written confirmation by POD.
1.7 Training in hotels or educational facilities
Costs for accommodation and meals in hotels or educational facilities are to be borne by the participants. Expenses incurred by a cancellation of the participant are to be borne by the participant. The participant is obliged to observe the safety regulations of the venue.
1.8 Cancellation / Withdrawal
POD may at any time withdraw from the contract if an event is dependent on a minimum number of participants, which is not reached; the event has to be canceled due to illness of the instructor or technical reasons. POD, before exercising its right of withdrawal, shall try to post the applications to another date and / or a different venue, if possible, and the contractor hereby agrees. Changes shall be notified immediately.Rejections of the parties must be in writing. In case of cancellation by participants at least 6 weeks prior to the event no conference fees will be charged. In case of cancellation 6-2 weeks before the event 50 % of the seminar fees will be charged. If you cancel within the last two weeks before the event or in case of non-attendance, the full conference fee will be due. The date of receipt of the written cancellation at POD shall be binding.The contractor shall at all times have the possibility to appoint a suitable substitute participant from his company.
1.9 Training Contents
POD will carry out the booked event as described in the event program or quotation. Minor differences in the content are reserved.
2 Management Consulting / internal Seminars / Value Networking
2.1 Performance Object
Details of the contract are governed by a separate agreement. Not subject of this contract is to achieve a certain economic success or the guarantee of a successful implementation of the recommendations.POD is entitled, in justified cases, to replace its Consultants in consulting and training projects by another Consultant, equally qualified employees. The names of the employee and the date of replacement must be communicated to the contracting authority in time. On the other hand, the customer is entitled to demand a replacement employee, if the level of advice is not completed to his satisfaction.
2.2 Effort estimates
All details of POD to the time spent on consulting and training performance and the time frame for the provision of services will be made solely on the basis of information received from the contracting authority. Should it become apparent during the contract processing by changing the input condition that information cannot be complied with, POD will show this to the contracting authority, stating the reasons and possible consequences for performance of the contract and its budget immediately.
2.3 Rights to the work results
The contracting authority may use the work results in the context of the work contract for his purposes to the exclusion of cross- utilization possibilities. POD is also entitled to use the results and documentation for its own purposes. It will be ensured that third parties will neither get aware of the contracting authority nor any business secrets of the contracting authority.
2.4 Travel Time / Travel Costs
Travel cost and expenses are reported separately in the quotation, properly accounted for and shall be reimbursed by the contracting authority.
2.5 Cancellation / Withdrawal
The details for the cancellation and rescission of contracts are regulated in detail in Section 6.3
3 Confidentiality
POD obliges itself to maintain confidentiality of all known information about the contracting authority in connection with this contract. The Contracting authority undertakes to use all information and documents of POD obtained in connection with the contract solely for the purpose formulated in contract.
For the security and confidentiality of data, know-how, documents, etc. within this project at the contracting authority, the contracting authority is responsible. He has to take the necessary measures and to instruct the consultant and project participants accordingly. The further use of documents and the information related to the contract and disclosure to third parties by the contracting authority is not permitted without the written permission of POD.
4 Prices and Payment Terms
Basis for all prices constituting is the quotation of POD and POD scheme for compensation and associated costs. All invoices of POD are issued in € (EUR). For events of POD prices include the necessary course materials and the necessary use of technical facilities. A temporary participation is not entitled to a price reduction.
The performance of POD will be invoiced immediately after delivery or in monthly progress invoices. Furthermore, POD is entitled to demand payment on account to the extent of services provided. The fees for attending our training courses are due 14 days prior to seminar date.
Engineering and consulting services of POD are payable in full within 7 days after receipt of invoice.Counterclaims not recognized by POD in writing or legally established neither entitle the contractor to compensation nor to withhold payment. In case of default, subject to the assertion of additional claims for damages, are interests at the rate of 5 % above the current base rate of the EZB to be paid.For contracting authorities in the Federal Republic of Germany the invoice amount plus the applicable VAT rates applies. For foreign contracting authorities, the prices of POD are net excluding VAT. The foreign sales taxes are to be borne by the contracting authority and are provided by the contracting authority.
5 Cancellation / Contract Resolution
5.1 Cancellation of a Contract
In case of cancellation of a contract by the contracting authority before contract processing, will be charged, subject to clause 6.2, with 20 % of the agreed fee as a cancellation fee.
5.2 Revocation of a Contract
For cancellation of a contract by the contracting authority it must reimburse POD for all expenses already incurred expenses and services as well as possibly caused damages.
5.3 Rejection / Cancellation / Postponement of a defined contract
If a contract for a verified in-house training and / or workshop will be canceled or rescheduled by the contracting authority within the last 8 weeks prior to the event, subject of 6.2, 100% of the agreed fee (total cost) will be due for payment and invoiced.
In case of cancellation or postponement of a confirmed in-house training and / or workshops by the contracting authority within 12 to 9 weeks before the contract, 60% of the confirmed total cost will be charged. This also applies to cancellations or postponements of in-house training and workshops that are part of a consulting project. Claims for compensation for extra services, according to section 6.2, is reserved.
Both the contracting authority and POD has the right to terminate the contract of an ongoing consulting contract with a notice period of 4 weeks. The termination of the contract must be in writing. If the contracting authority cancels the contract, he pays for each consultant used a fee that compensates for the loss of sales until another consulting project starts. The maximum fee is limited by the contract volume.
5.4 Repeated Postponement
A postponement initiated by the contracting authority and led three-time shift of a confirmed contract within one year is equivalent to a refusal / cancellation and entitles POD according to section 6.1 to 6.3 to invoice corresponding cost.
6 Changes of POD Terms & Conditions
Changes to this POD Terms & Conditions shall be effective unless in writing.
7 Miscellaneous
7.1 Quotations
Quotations are always subject to change. Deviations from the illustrations, descriptions, etc., as well as errors, we reserve the right to.
7.2 Claims for Damages / Liability
The contracting authority has to claim problems immediately, but no later than within 10 days after the announcement, respectively. to end of the training, in writing.POD is only liable for intent and gross negligence by its legal representative and the persons to whom it employs to perform its contractual performance, but max. to the contract value. Claims for damages from delay, impossibility of performance, positive breach, and negligence in contracting and non-contractual actions are excluded.
7.3 Poaching
The contracting authority agrees to respect solicitation on behalf of the POD employees involved related to this contract and not to take action. Be assumed that, by prior consultation, POD staff will be hired by the contracting authority the contracting authority shall pay to POD 30% of the gross annual salary of the employee as a commission.
7.4 Additional Agreements / Jurisdiction
Supplementary agreements require the written form.
8 Final Provisions
With the written issuing of the contract, the contracting authority confirms that he has read the Terms & Conditions of POD and is in awareness and recognition. This contract is subject to German law. Jurisdiction for all disputes existing between the parties is exclusively the registered office of each POD commissioned consultant.