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General Terms and Conditions

General Terms and Conditions for Fairs and Exhibitions/Events (GTC)

 of the Einstieg GmbH (hereinafter ‘organizer’)

September 2014

1. Registration

Registration for the fair is through submission of the registration form which must be filled out in full and legally signed. The organizer provides an order acknowledgement within five working days from receipt of the registration.

2. Stand allocation

The organizer will arrange the stand allocation in accordance with contextual criteria as determined by the subject matter of the event; the date of receipt of the registration is not decisive. Special requests on the part of the exhibitor will be considered as far as possible. Objections are to be submitted in writing within seven days from receipt of stand allocation information. After this date, the allocation is considered accepted. Allocation of a stand area in specific sections of a hall cannot be guaranteed. Furthermore, the organizer reserves the right change location and size of a stand to an adequate extent considering the exhibitor‘s purposes if such changes are necessitated by official requirements.

3. Stand structure and equipment

The construction and structure of the stand must comply with all legal requirements and the specific regulations valid at the respective fair, particularly fire safety and building regulations and any other applicable safety provisions (see # 14 for information about these regulations). The organizer may demand removal of exhibit items which might cause considerable disruption of the execution of the fair and/or pose a threat to the safety of exhibitors and visitors. Should the exhibitor fail to remove such items immediately after monition, the organizer is entitled to arrange for removal of the unacceptable exhibit items at the exhibitor’s cost and risk. In the case of hired stands or items of equipment, the exhibitor is obliged verify the due and proper condition, safety and completeness of the hired objects directly upon handover and to inform the organizer of any complaints immediately. Where the fair stand is not staffed upon supply, the hired objects are considered duly handed over upon deposit at the stand.  

4. Assembly

The exhibitor is obliged to erect the stand within the assembly period notified and within the allocated stand area. Emergency escape routes are to be kept clear, fire protection equipment, such as fire extinguishers, must not be blocked and all warning signs must remain clearly visible. All construction materials must be flame resistant.

5. Stand staff/promotion

The exhibitor is obliged to ensure that the stand is staffed by competent personnel during the entire event. Presentations of machines, acoustic or slide show devices and other acoustic or visual and/or radio wave devices (particularly WLAN or mobile phone access points, radio link systems) may be restricted or prohibited if they might disturb the proper maintenance of the fair execution. The organizer, however, reserves the right to use public address systems for broadcasts and announcements.

6. Dismantling

The success of the event also depends on the maintenance of the exhibitors‘stands during the entire event. Therefore, the exhibitors must not (whether partly or wholly) dismantle their stands before the end of the exhibition. In cases of intentional violation of this regulation the exhibitor is obliged to pay the organizer a contract violation fine in the amount of the stand rental fee. The fair stand must be returned in its original state not later than on the notified date after the dismantling period. After this date, the return is automatically considered delayed unless the late dismantling is not owed to the exhibitor. After the notified date for dismantling, not-dismantled stands or remaining exhibition items are removed by the organizer at the exhibitors‘costs. In such cases the organizer does not assume any liabilities for loss or damage unless losses and/or damages occur due to intention or gross negligence of the organizer. 

7. Electricity, gas, water and waste water connections

If the exhibitor requires utility connections, all such facilities are to be ordered from the organizer in good time and at cost of the exhibitor. All connections and equipment must comply with the applicable statutory provisions and may, if not compliant, be removed or disabled by the organizer at the exhibitor’s cost. The exhibitor is fully liable for any damage resulting from the use of non-registered supplies or equipment that has not been installed by personnel appointed by the organizer. The organizer assumes no responsibility for disruptions or operational variations in gas, water or electricity supplies unless such occurrences are owed to the organizer or vicarious agents.

8. Subletting

Any partial or complete subletting of the stand or the offering of third-party goods or services is subject to prior written authorization through the organizer. In the event of any unauthorized subletting, other relinquishment of stand areas to third parties, or the unauthorized offering or sale of goods or services, the exhibitor is obliged to rectify the unauthorized state immediately upon request. In the event of any such occurrence, the exhibitor will also be required to pay the contract violation fine in the amount of the stand rental fee. If the organizer does not require the sublessee to clear the stand, a minimum of 50 percent of the stand rental fee is charged. 

9. Exhibitor co-operations/joint and several liability

Where several exhibitors/sub-exhibitors jointly hire a stand, each assumes joint and several liability. The organizer‘s contact person is the party that registered providing the full address in the registration. All correspondence is exclusively made via this exhibitor. The contact exhibitor is the authorized receiving and forwarding agent and also authorized to declare intent. Notifications to the registered contact exhibitor are regarded as notifications to all exhibitors/sub-exhibitors. This particularly applies on notices of contract terminations and acceptances and statements of alteration offers. 

10. Terms of payment

Invoices are payable within 21 days from invoice date unless other-wise stated in the acknowledgement of order. Payment qualifies for fair attendance. 

11. Default/default interest/withdrawal

Default interest on fees are charged at 8 percent per annum above the base interest rate according to §288 BGB, other default interest at 5 per cent above this rate. If the organizer can verify higher default damage, a higher rate is charged. The exhibitor has the right to verify no or lesser damage in individual cases. Termination of the contract by the exhibitor exceeding legal regulations must be accepted by the organizer in writing. The organizer has the right to make the acceptance dependent on whether the booked stand can be re-let. Re-letting is considered as acceptance of withdrawal. The exhibitor, however, is charged the difference between the fee originally agreed upon and the actually obtained amount as well as the organizer’s costs resulting from the re-letting. If the exhibitor rightlessly withdraws from a contract, the organizer can claim at least 30% of the original rental charge for the processing of the booking without waiving a possible higher claim. This percentage increases according to the amount of time between the withdrawal and the event and can rise up to 100% if the exhibitor withdraws shortly before the event.  The exhibitor retains the right to deliver evidence for lesser damage while the organizer retains the right to claim payment for graver damage. If the stand cannot be re-let, the organizer has the right to place an alternate exhibitor at the stand or to use the stand for other purposes for reasons of the overall fair picture. This, however, does not entitle the lessee to claim discount on the rental fee. The organizer reserves the right to withdraw from the contract if payments are not made in spite of repeated monition. In such cases, the exhibitor remains obliged to pay the stand fee.   

12. Liability

Indemnity claims, irrespective of their legal foundation, and claims for repayment of unavailing effort are only possible if the damage is caused by grossly negligent or willing violations of duty or, at least, careless violation of duties, i.e. such duties that, if not carried out, lead to termination of the contract. The exhibitor may trust that the organizer assumes all contractual liabilities. In cases of willing violation of such duties, however, the liability remains limited to the damage typically foreseeable when the contract was made. The damage definitions above do not apply on lethal and physical injury and violation of health, damages according to the Product Liability Act, and damages for which the organizer has assumed exceptional liability. The organizer particularly assumes no liability for damage of exhibiting items and stand equipment. Exceptions from this regulation only apply to damages covered in this # 12.  Also, no liability is assumed for the legal correctness of the (in particular via the online exhibitor service) provided advertising material and other items. The exhibitor assumes liability according to legal regulations; in particular the exhibitor assumes liability for all damage of property and physical injury within the exhibition spaces provided and all areas and items used and rented by the exhibitor and all legal representatives/assistants. 

13. Alterations / Force majeure

Temporary or ultimate clearance of exhibition spaces and parts thereof, postponement, shortening, prolonging or cancellation of an event caused by reasons beyond the organizer’s power do not authorize the exhibitor to claim for compensation. 

14. Photographic and film recordings

Photographic and film recordings (“visual recordings”) will be generated during the fair and distributed publicly by Einstieg in reports about the company and its services, especially on the website, Facebook page and other online media as well as print media. To this end the visual recordings are entered in databases and are archived. The visual recordings are transmitted to the press and other media to be used for editorial reports about Einstieg and its services, notably the Einstieg fairs. The client recognises the usage of visual recordings by Einstieg to this extent and ensures that its employees, if they are depicted in the visual recordings, consent to this usage. An objection towards this usage or a revocation is possible for a just cause

15. Acknowledgement of Terms and Conditions

Upon registration, the exhibitor and all staff at the fair bindingly acknowledge these Terms and Conditions for the according event (fair, exhibition, congress, festivity, conference, etc.), the fire protection, building and other regulations of the accordant fair and possible specifically valid fair and exhibition regulations as well as the house rules. The texts are available from the organizer and can be provided permanently upon request. (Please note the regulations for places of public assembly in the accordant Federal Land.)The organizer exercises property rights at each fair. The legal employment and trade regulations must be followed. 



Print

Terms and conditions / January 2012

1.   “Advertising order” for the purposes of these General Terms and Conditions of Business, is the contract governing the publication of one or more advertisements from an advertising customer or other interested party, in printed form, for publication purposes.

2.   Advertising orders must be completed within one year of the conclusion of contract. Discounts stated in the advertising price lists are only granted for advertising clients’ advertisements appearing in print within one year. The time limit begins with the appearance of the first advertisement. The advertising customer has a retrospective claim to the discount corresponding to his actual advertisement purchases, provided he has concluded an order at the star t of the period which entitles him to a discount from the outset on the basis of the price list.

3.   If an order is not fulfilled due to circumstances for which the Publisher is not responsible, then without prejudice to any other obligations, the Customer must reimburse the Publisher with the dif ferential amount between the discount granted and that corresponding to the actual purchase. The reimbursement does not apply if the non-fulfillment is due to force majeure within the Publisher’s risk area.

4.   The Publisher does not guarantee the admission of advertisements in particular issues, particular editions or in particular positions unless the customer has made the order’s validity dependant on this.

5.   Advertisements not identifiable as advertisements due to their design will be made clearly identifiable as such by the Publisher. 

6.   The Publisher reserves the right to refuse advertisements and inserts - including individual call-ups within the scope of a contract - on account of the content, the origin or the technical form, according to the Publisher’s uniform basic principles. Orders for inserts are only binding after a sample insert has been presented and accepted. Inserts having a form or appearance giving readers the impression of being par t of the magazine or containing third party advertisements will not be accepted. If an order is refused, the Customer will be notified immediately.

7.   The Customer is responsible for delivering the advertisement text in good time and for faultless print material or insert. The Publisher will require immediate replacement of any evidently unsuitable or damaged material. The Publisher guarantees the typographically faultless reproduction of the advertisement. In the event of complaints, if in doubt, the Publisher will comply with the opinion of the evaluation commission for print com-plaints.

8.   In the event of fully or partly unreadable, incorrect or incomplete advertisement reproductions, the Customer has the right to a reduction in payment or a replacement advertisement, but only to the extent to which the purpose of the advertisement was impaired. Further liability for the Publisher is excluded. Missing or incorrectly printed control information does not entitle the Customer to make a claim, insofar as not otherwise agreed. Com-plaints must be made within four weeks after receipt of invoice and voucher.

9.   Proofs will only be supplied when expressly requested. The Customer bears the responsibility for the correctness of the proofs sent. If the Customer does not return proofs sent to him in good time within the agreed period, permission to print shall be deemed granted.

10.   Upon request, the Publisher will deliver an advertisement copy together with the invoice. Up to two voucher copies or complete issues are supplied if this is justified by type and or size of the order. If a voucher copy can no longer be provided, it is replaced by a legally binding written confirmation from the Publisher.

11.   The Customer bears the costs of preparing ordered material as well as for alterations, desired or occasioned by him, to the originally agreed layout. The customer will effect payment to Einstieg in accordance with the currently applicable price lists.  

 

12.   A reduction in circulation only affects the contractual relationship if a circulation rate has been assured and if it sinks by more than 10 percent.

13.   The Publisher assumes no liability for the correctness of the reproduction for orders and alterations given by telephone.

14.   The obligation to keep the advertising material ceases 3 months after the appearance of the respective advertisement, insofar as not otherwise expressly agreed.

15.   In the case of force majeure, the Publisher is discharged from any obligation to fulfill orders and pay damages. In particular, no damages are paid for advertisements not published or those not published in time.

16.   In the event of malfunctions or disruptions caused by force majeure, or industrial disputes, confiscation and similar, the Publisher has the right to claim full payment for the published advertisements, provided the orders have been fulfilled with 80 percent of the assured circulation. Reduced performance is to be paid at the cost-per-thousand price, in accordance with the calculation table.

17.   Place of fulfillment and legal venue is the Publisher’s headquarters.

 

Online

 General Terms and Conditions of Einstieg GmbH for Online Advertising within the scope of the Einstieg Internet Site 

January 2012

1.  Scope of application and basis of contract

1.1       These General Terms and Conditions (hereinafter GTC) are an integral contractual element in

respect of all contracts concluded between Einstieg GmbH, Venloer Str. 241, D-50823 Cologne (hereinafter Einstieg) and any advertiser or other third party (hereinafter “customer”) for the publication of single or multiple advertising media on EINSTIEG Internet pages, in particular at www.einstieg.com (hereinafter “online advertisement”), effected for the purpose of disseminating and publishing such advertisements.

1.2   These GTC apply to natural persons and legal persons, in addition to unincorporated companies holding legal capacity that, in placing their order, are exercising their commercial or self-employed professional activity (enterprise); hereinafter “customer”.

1.3   Insofar as not otherwise stated in these GTC or alternative individual contractual agreements, and particularly within written advertising orders, Einstieg’s published advertisement prices and service descriptions contained within the current price lists at the time of conclusion of contract apply.

1.4   Through its acceptance without objection of these conditions, the customer agrees that these conditions apply exclusively in respect of the contractual relationship and any subsequent transactions. The authority of any deviating general terms and conditions of the customer is hereby rejected, including where EINSTIEG is notified of such terms and conditions in confirmation communications or by any other manner.

2.   Formation of contract and withdrawal 

2.1   The advertising order is binding upon the customer with legal effect. Subject to alternative agreements, formation of contract is principally effected through the written or emailed order acknowledgement from EINSTIEG. These GTC also apply to the contract in the event of any verbal or telecommunicated acknowledgement. Subsequent amendments to performance and/or remuneration are subject to written agreement in respect of their nature, extent and the commensurate adjustment in value. Prior to agreement and subject to alternative effective individual agreements, EINSTIEG is entitled to suspend execution of the contract.

2.2   Subject to alternative written agreement, insofar as orders are placed by advertising agencies, in the event of doubt the contract is concluded with the respective advertising agency. Where an advertiser is the customer, the advertising agency must state the name of the customer. Einstieg is entitled to require that the advertising agency provide evidence of the customer mandate.

2.3   Einstieg reserves the right to refuse advertising orders, including individual call-offs within the scope of a framework agreement, particularly where, at the due discretion of Einstieg.

2.3.1   - their content infringes the law and/or official regulations;

2.3.2   - their content and/or form has been the subject of objection in a complaints procedure by the German Advertising Council (Deutscher Werberat) or the German Press Council (Deutscher Presserat);

2.3.3   - publication is unacceptable on the part of EINSTIEG owing to the content, design, origin or technical format.

2.4   Einstieg is not obliged to examine the advertisement in respect of its legal permissibility. In placing the order, the customer guarantees that publication of the online advertisement is not contrary to any laws or official regulations.

2.5   Further, in placing the order, the customer also guarantees that it holds all necessary copyrights, ancillary copyrights and any other rights (particularly the right to copy, disseminate, transfer, send, publish, retrieve from a databank and call-up) required for the use and dissemination of the advertisement, which exist in relation to the advertising documentation and intellectual works provided by the customer.

2.6   Einstieg is entitled to withdraw from the contract for important reason, of which it has only first become aware following conclusion of the contract. Circumstances deemed to be important reason include, in particular, those stated under 2.3 above.

3.   Implementation of contract and additions to order 

3.1   Where the customer is granted the right to call-off individual advertisements and subject to alternative effective individual agreements, all such advertisements are to be called-off by no later than one year following conclusion of contract.  

3.2   Subject to available capacity, within the agreed period - or in the absence of an agreed period, within the period stated under 3.1 above - the customer is also entitled to call-off additional advertisements above the quantity stated in the order.

4.   Cancellation  

Cancellation of the contract is to be effected in writing or via email.

5.   Performance by Einstieg

5.1   Einstieg will render performance of the due services in accordance with all applicable statutory and contractual provisions with the due care and diligence of a prudent businessman. In particular, performance comprises the dissemination and publication of advertisements in the Internet, on the agreed Internet page, within the scope of possible options afforded by the advertising documentation and to the extent specified below:

5.1.1   Einstieg is under no obligation to disseminate and publish the advertisement while maintenance work is being carried out on the said Internet page, provided such maintenance work does not extend for a period of more than 24 hours (continuously or in total) within any given month.

5.1.2   The same shall apply in the event of failure of the Ad-Server extending for a period of not more than 24 hours (continuously or in total) within 30 days following commencement of the contractually agreed placement.

5.1.3   The precise extent of performance and order processing procedure are determined within the scope of the written advertising order.

5.2   Einstieg will not supply proofs or advertising documentation unless performance of this service and the commensurate fees for such have been expressly agreed.

5.3   The obligation incumbent upon EINSTIEG to store the advertisement expires three months following the advertisement’s last publication.

6.   Customer cooperation obligations

6.1   The customer will fulfill its statutory and contractual cooperation obligations with the due care and diligence of a prudent businessman.

6.2   The customer is responsible for ensuring the prompt provision of advertising material, technical artwork and/or any information necessary for the purpose of implementing the order (hereinafter „advertising documentation“). Within the scope of possible options afforded by the advertising docu-

mentation, Einstieg will ensure provision of print and display quality as is standard for online media.

6.3   In the event of incorrect advertising documentation, Einstieg reserves the right to make commensurate corrections in agreement with the customer and against charge. Advertising documentation submitted by the customer may be checked for defects by Einstieg; in the event of which Einstieg will advise the customer of evidently incorrect documentation. Where Einstieg is unable to identify possible defects in advertising documentation submitted by the customer, or where such defects can only first be identified during implementation of the order, in the event of defective performance by Einstieg as a result of such defects the customer will not be entitled to assert any claims for compensation, performance or in relation to the defect. Following consultation with the customer, any such hidden defects will be eliminated either by the customer or at the cost of the customer. Individual requirements for advertising documentation submitted by the customer are regulated here.

6.4   The customer will submit all necessary documentation required to process the order by the agreed date (advertising documentation deadline). In the absence of alternative effective agreement, this deadline shall be no later than five working days prior to the date of publication of the advertisement. The scheduled date of publication can only be adhered to where the advertising documentation is submitted by the customer by the due deadline. In the event that, as a result of a temporal delay on the part of the customer, additional performance becomes necessary in order to observe the agreed advertisement date, the customer will bear any resulting additional costs that are in excess of the agreed remuneration. Insofar as the contract cannot be fulfilled owing to the delay on the part of the customer, Einstieg is entitled to require full payment less the value of any expenditure spared.

6.5   The customer will bear the cost of producing the ordered advertising documentation, in addition to the cost of any significant changes to the originally agreed order that are requested or occasioned by the customer.

6.6   In the event that defects in the submitted advertising documentation are not immediately apparent, or only first become apparent during processing, the customer will bear all additional costs or losses incurred during production of the advertisement.

6.7   Advertising documentation that is not recognisable as advertising owing to its design will be designated with the word „advertisement“ by Einstieg, or will be made clearly distinguishable from the editorial section by means of spatial separation.

6.8   The customer hereby assigns to EINSTIEG all necessary copyrighted rights of use, ancillary copyrights and any other rights, particularly the right to copy, disseminate, transfer, send, publish, retrieve from a databank and call-up, as required for the purposes of publishing the advertisement and to the temporal and contextual extent necessary to implement the order. In all cases, the aforementioned rights are assigned without geographical restriction.

7.   Payment and invoicing

7.1   The customer will effect payment to Einstieg in accordance with the currently applicable price lists. Additional services will be invoiced on the basis of separate agreement. All amounts payable are subject to value added tax at the statutory rate.   

7.2   Einstieg will only be bound by the agreed prices and conditions subject to the timely submission by the customer of all relevant documentation and information necessary to process the order. Where the customer delays in submitting such documentation or information, thereby preventing fulfillment of the order, EINSTIEG is entitled to apply the prices and conditions valid at the time the documentation or the information is submitted.

7.3   In the event that the customer cancels an order prior to its completion, Einstieg is entitled to require proportional payment in accordance with Section 649 of the German Civil Code (BGB); whereby the following flat-rate cancellation provisions will apply:

      * as of 30 working days prior to advertising documentation deadline:  

10% of the order value

      * as of 20 working days prior to advertising documentation deadline:  

25% of the order value

      * as of 10 working days prior to advertising documentation deadline:  

50% of the order value

      * as of 5 working days prior to advertising documentation deadline:  

75% of the order value 

The customer remains at liberty to furnish evidence that Einstieg has not incurred any losses or that losses incurred were for a lesser amount.

7.4   In the absence of any alternative agreement, the agreed remuneration is due and payable without deduction immediately following initial publication of the advertisement and invoicing by Einstieg. 

8.   Default in payment 

8.1   Interest and collection costs will be charged in the event of default in payment or any deferment of payment. Upon default in payment, Einstieg is entitled to suspend further implementation of the current order until such time as payment is received and require advance payment in respect of the remaining advertisement placement period.

8.2   In the event of objectively justified doubt as to the customer’s ability to pay, Einstieg is entitled to make the placement of further advertisements conditional upon advance payment of the due amount and settlement of any outstanding invoices, including where this occurs during the contract period and irrespective of the originally agreed payment term.

9.   Discount 

Where a contract is not fulfilled for reasons not occasioned by Einstieg, irrespective of any other legal obligations, the customer will reimburse Einstieg with the difference between the discount price granted and that relating to actually purchased goods (discount).

10.   Liability for defects

10.1   In the event of defects, the customer is initially entitled to require supplementary performance. Where the defect relates to wholly or partially unreadable, incorrect or incomplete publication of the advertisement, supplementary performance is to be effected through publication of a flawless replacement advertisement to the extent to which the purpose of original advertisement was adversely affected by the defect.

10.2   Should supplementary performance prove unsuccessful, the customer may reduce payment or withdraw from the contract as it so chooses. Any claims to compensation for loss remain without prejudice; such claims are, however, limited in accordance with Section 11 below.

10.3   Complaints in respect of obvious defects must be notified by the customer immediately upon its gaining knowledge of the defect. Complaints in respect of non-obvious defects are to be submitted within six weeks from the initial placement of the advertisement.

11.   Liability

11.1   The customer bears sole, unlimited responsibility and liability for the content and legal permissibility of the advertisement. In particular, the customer guarantees that the content of all documentation submitted by it (including any changes initiated on its part) and the publication of the advertisement in the agreed format do not infringe any statutory provisions, official regulations and/or third-party rights (particularly, copyright and personal rights). To this extent, the customer hereby indemnifies Einstieg against all third-party claims irrespective of their nature, which are asserted against Einstieg on the basis of an infringement of the above-stated guarantee. This indemnification also applies in respect of all necessary costs associated with the legal defence of such claims.

11.2   Irrespective of cause in law, claims to compensation as well as claims to compensation of futile expenditure on the part of the customer are precluded, provided that the cause of loss is not founded on a grossly negligent or intentional breach of duty, or at the least, on the negligent breach of a substantial contractual obligation (cardinal obligations); whereby, in the latter case, liability is limited to typically foreseeable damages.

11.3   The above-stated limitation of liability does not apply in respect of damages resulting from injury to life, body or health, any liability in accordance with German product liability law (Produkthaftungsgesetz), or to the extent that Einstieg has - as an exception - assumed a guarantee.

12.   Limitation of actions

12.1   Claims for payment by Einstieg are barred by limitation upon expiry of a five-year period. 

12.2   Contractual claims to compensation and any claims to compensation for futile expenditure on the part of the customer are barred by limitation upon expiry of a two-year period.

12.3   In deviation to Section 12.2 above, contractual claims to compensation and any claims to compensation for futile expenditure on the part of the customer in respect of a defect in the advertisement, in addition to the customer’s right to require supplementary performance in accordance with Section 10.1 above, are barred by limitation upon expiry of a period of one year.

12.4   Sections 12.2 and 12.3 above will not apply in the event of an intentional or grossly negligent breach of duty, any infringement of a substantial contractual obligation (cardinal rights), or in cases specified in Section 11.3 above. In all such cases, the statutory periods of limitation will apply.

13.   Other provisions  

13.1   Verbal supplementary agreements and any exclusions, amendments and/or supplements to these terms and conditions will not be valid without express written confirmation from EINSTIEG. The same applies for any elimination by agreement of this written form requirement.

13.2   Assignment of rights by the customer is subject to the prior written approval of Einstieg. Any offsetting or retention by the customer in respect of claims asserted by Einstieg will only be permissible insofar as the outstanding counterclaim is judicially non-appealable or uncontested.

13.3   The effectiveness of this contract will not be prejudiced by the inoperativeness of any individual terms of these GTC, other contract terms or any gaps in the provisions. Any inoperative term or gap in the provisions is to be replaced or remedied by means of a valid term that most closely meets the intended meaning and purpose of the inoperative term and all remaining provisions of the contract.

13.4   Place of performance and exclusive legal venue for all disputes arising from or in connection with services forming the object of these GTC is Cologne. German law exclusively applies to the exclusion of the United Nations Convention on Contracts for the International Sale of Goods.