General Terms and Conditions
Rocket Rigging GmbH
-These General Terms and Conditions of Business are protected by copyright-
The company Rocket Rigging GmbH, which provides and has prepared these General Terms and Conditions, is hereinafter referred to as Rocket Rigging or RR; the Interested Parties are referred to as the Client, Customer, Buyer, Purchaser or Consumer.
§2 Scope of application
- These General Terms and Conditions of Business apply exclusively to entrepreneurs, legal entities under public law or special funds under public law within the meaning of Section 310 (1) of the German Civil Code (BGB). We shall only recognise terms and conditions of the client that conflict with or deviate from our terms and conditions of sale and services if we expressly agree to their validity in writing. By placing orders, the customer accepts these terms and conditions, even if his GTC should contradict these terms and conditions.
- These General Terms and Conditions shall also apply to all future transactions with the customer, insofar as they are legal transactions of a related nature. As a precaution, the terms and conditions shall in any case be attached to the order confirmation.
- Individual agreements made with the client in individual cases (including ancillary agreements, supplements and amendments) always take precedence over these terms and conditions of sale. Subject to proof to the contrary, a written contract or written confirmation by Rocket Rigging is decisive for the content of such agreements.
§3 Offer and conclusion of contract
- Rocket Rigging's offers are always non-binding and subject to change. An order is considered accepted when it has been confirmed in writing by RR. Verbal supplementary agreements only become effective on the basis of a written agreement (e-mail is sufficient).
- If an order is to be regarded as an offer in accordance with § 145 BGB, RR reserves the right to accept it within 14 days. The order or order confirmation signed by the purchaser is a binding offer.
- The contract is transferred with the written order confirmation (e-mail is sufficient) by RR, or at the latest by an unconditional provision of services or the acceptance of services by Rocket Rigging.
§4 Documents handed over
- RR reserves the property rights and copyrights to all documents provided to the purchaser in connection with the placing of the order - also in electronic form - such as calculations, drawings, documents, plans, product descriptions, etc.. These documents may not be made accessible to third parties unless RR has given the purchaser its express written consent (e-mail is sufficient). If RR does not accept the purchaser's offer within the period of §3, these documents are to be returned to RR without delay and all copies destroyed and stored files deleted.
- All copyrights, design rights, trademark rights, patent rights, utility model rights or other industrial property rights to the materials are the exclusive property of Rocket Rigging. The customer may not make the materials available to third parties or pass them on to third parties and may not reproduce them for this purpose.
- Reproductions of materials are only permitted if expressly agreed in writing with RR (e-mail is sufficient). RR may demand the return of the materials at any time. The customer must return the materials to RR at RR's request. In this case, the customer must also destroy any copies, including digital copies, and insure their complete destruction.
§5 Prices and payment
- The agreed price shall be ex works - unless the contracting parties have agreed otherwise - in particular excluding packaging and transport and plus the legally owed value added tax.
- If the costs on which the Company's calculation is based, in particular for personnel, materials, raw materials or energy, change after conclusion of the contract, RR shall adjust the agreed price to compensate accordingly for the change in the profit originally calculated by the Company. In this case, the Company shall immediately justify the change in costs to the Customer in a comprehensible manner and shall notify the Customer of the change in price. The price change shall be valid upon receipt of the notification and shall take effect from the time at which the underlying costs have changed. Insofar as a price increase is based on a circumstance for which the Company is responsible and which is contrary to the diligence of a prudent businessman, a price increase may not be effected. If a price increase exceeds 10%, the customer shall have an extraordinary right of termination without notice for a fortnight from receipt of the notification by the Company. The termination must be in writing. The Company is not obliged to take measures and to look for measures which result in a reduction of the agreed prices.
- Invoices received shall be paid without deduction immediately upon receipt of the invoice, unless the contracting parties have agreed otherwise. Payment of the invoices shall be made exclusively to the account specified by the Company.
- Rocket Rigging reserves the right to charge and demand from the Customer up to 100% of the agreed price prior to performance of the service if the order is for the first time, if the Customer repeatedly fails to meet his payment or cooperation obligations towards the Company or if the Customer suffers a significant deterioration in his financial circumstances which jeopardises the Company's claims.
- If the customer does not pay an invoice received within 2 weeks of the invoice date or after the agreed payment deadline, default shall occur without prior reminder. The customer shall also be in default if he receives a reminder after the due date of the invoice.
- Rocket Rigging is entitled to invoice each individual (partial) service immediately after it has been provided.
- If the Customer is in arrears with a payment, he shall owe the Company interest on arrears at a rate of 9 percentage points above the base rate per annum, but at least 10% per annum. Rocket Rigging reserves the right to claim higher damages for default.
§6 Set-off, right of retention, assignment
- The Company is entitled to set off its own claims against claims of the Customer and to assert rights of retention to the extent permitted by law.
- The customer may only set off his own claims against claims of the company or exercise rights of retention insofar as his counter-rights or claims are legally established, recognised by RR, undisputed or at least ready for decision. A set-off or the exercise of a right of retention is likewise possible insofar as the customer's claim and the Company's claim are legally based on a reciprocal relationship.
- Rocket Rigging is entitled to assign the claims arising from the business relationship with the customer to third parties. The customer may not assign or transfer any claims or rights against the company to third parties. The provision of § 354 a HGB remains unaffected.
§7 Execution of the order and duties to cooperate
- The customer shall provide Rocket Rigging with all information relevant to the performance of its services. As a matter of principle, RR is not obliged to check data, information or other services provided by the customer for completeness and correctness, unless there is no reason to do so, taking into account the respective circumstances of the individual case, unless the order expressly includes this. Should the use of third party data be necessary for RR's services, the provisions in Section 10 Rights of Use shall also apply.
- Insofar as Rocket Rigging provides the contracting party with drafts, specifying a reasonable period for checking for correctness and completeness, the drafts shall be deemed to have been approved upon expiry of the period, insofar as RR does not receive a request for correction. The contracting party is responsible for providing sufficient information within the scope of its duty to cooperate.
- The client shall provide Rocket Rigging with all necessary information in good time before the services are provided. In particular, the customer shall inform Rocket Rigging about access routes, peculiarities of the event or production (open-air, indoor events, special risks) as well as all technical requirements and prerequisites. The client is responsible for ensuring that the necessary power connections are available in good time, in accordance with the number and specification given by Rocket Rigging. The customer shall ensure safe access for RR's employees or authorised persons to the event / production site or premises and guarantees compliance with health and safety regulations. For the entire duration of the contract, the customer shall provide an organisational manager who shall act as a contact person and be authorised to make decisions. The securing of the equipment and material provided by Rocket Rigging - regardless of whether within the framework of orders, rental, service or work contracts - is the responsibility of the customer. He shall provide the necessary security personnel, including any necessary night guards. The personnel provided by Rocket Rigging shall be catered for by the customer, unless otherwise agreed. In the case of out-of-town productions, the customer must also provide adequate accommodation (single room with breakfast) for RR's personnel at his own expense. If no catering is provided for the personnel, Rocket Rigging is entitled to charge an additional catering fee of € 40.00 net per person per day, unless otherwise agreed. The liability provision in §11 also applies if RR provides its own personnel. If their instructions are not followed and damage occurs as a result, the customer is liable in accordance with §11 of these terms and conditions.
- The contracting party shall immediately accept the services of Rocket Rigging in accordance with the checklists provided by RR as soon as RR notifies the contracting party that the services are ready for acceptance. RR's services shall be deemed to have been accepted if RR has notified the contracting party of readiness for acceptance, indicating the significance of failure to declare acceptance, and the contracting party does not thereupon declare acceptance within a period of time that allows him to detect material defects upon the required careful inspection, but no later than after five working days, declares acceptance or refuses acceptance stating defects to be detailed to the best of his ability, or the contracting party makes the work delivered by RR, or parts thereof, available to third parties without further inspection, uses it himself, or commissions RR to do so, unless the non-acceptance is due to a substantial defect in the services provided by RR.
- If readiness for acceptance is not notified, the time at which the contractual partner should reasonably have been aware of the services shall apply instead of the time of notification.
§9 Deadlines and dates
- Statements of delivery dates by Rocket Rigging are non-binding and do not constitute a binding delivery date, unless they have been expressly agreed as "binding". In such cases, RR shall only be in default if the principal has previously set it a reasonable deadline for the performance of the owed service in writing without result. Performance deadlines only start to run from the complete performance of all cooperation actions owed by the principal and - if a down payment has been agreed - from its receipt. Subsequent requests for changes or delayed cooperation on the part of the customer shall extend the performance periods appropriately.
- If the performance owed by Rocket Rigging is delayed due to unforeseeable circumstances for which RR is not responsible (e.g. strikes, lawful lockouts, operational disruptions, war, transport obstacles, shortage of raw materials, official measures - in each case also at RR's upstream supplier), RR is entitled to postpone the performance by the duration of the hindrance plus any necessary resumption period. In case the impediment lasts for more than six weeks, RR is entitled to withdraw from the contract. RR will inform the principal without delay about the unavailability of the service or partial service and, in case of withdrawal from the contract, will reimburse him without delay for any counter-performance already made. Claims for damages are excluded.
- Should RR be unable to complete the service for reasons for which it is not responsible, the contract shall be deemed terminated. In this case, RR can demand reimbursement of its own proven costs.
- If the principal is in default of acceptance or violates other obligations to cooperate, RR is entitled to demand compensation for any additional expenses incurred as a result. Further legal claims for damages remain unaffected.
- If Rocket Rigging is in default with the performance of the service due to slight negligence, the liability for damages caused by delay (damages in addition to performance) shall be limited to 5% of the contract price. Claims for damages in lieu of performance shall be determined in accordance with §11 Liability.
§10 Rights of use
- Rocket Rigging grants the contracting partner an exclusive and non-transferable right of use. The contracting party acquires this right upon full payment of RR's services. Upon request, the contracting party is obliged to provide RR with written information about the scope of use. When using the customer's templates, RR assumes that they are not encumbered with third-party rights or that the contracting partner has the right of use required for the order.
- RR may also claim rights of third parties (e.g. third-party licence material) for the execution of the order, which can only be transferred to the contracting partner - in particular for a limited period of time. The limited transfer may, among other things, result in third-party licence material no longer being available or being available at significantly changed conditions over which RR has no influence. In this case, RR will use its best efforts to use similar material. RR may invoice the contracting party for the costs of third-party licence material by presenting the licensor's statement of account with a service surcharge of 15%. No further disclosure of components of the work encumbered with third-party rights shall be made.
- The contracting party may only use third-party licence material in connection with and within the scope of the respective order. If a claim is made against RR by the licensor because the third-party licence material was not used appropriately, the contracting party is liable to compensate RR for the resulting damage. The contracting party is obliged to inform RR of any unlawful use of the licence material of which he becomes aware, and to take legal action against an infringer of industrial property rights or to support RR in doing so. If the contracting partner becomes aware of infringements of rights of use through RR's services, e.g. through warnings from third parties, he will inform RR immediately.
- Rocket Rigging shall be liable for damages in accordance with the statutory provisions if the client asserts claims for damages based on intent or gross negligence, including intent or gross negligence on the part of RR's representatives or vicarious agents, or if RR culpably breaches a material contractual obligation. Material contractual obligations are those whose fulfilment makes the proper performance of the contract possible in the first place and on whose compliance the contractual partner regularly relies and may rely.
- Insofar as Rocket Rigging cannot be accused of intentional or grossly negligent breach of contractual duty, liability for damages in the aforementioned cases is limited to the foreseeable damage typically occurring in such contracts. Accordingly, RR is liable in these cases for property damage and financial loss up to three times the remuneration of the respective contract.
- Liability for culpable injury to life, limb or health shall remain unaffected by the above provisions.
- Unless otherwise provided for in these terms and conditions, any further liability for damages other than provided for in the aforementioned clauses 1.-3. shall be excluded, irrespective of the legal nature of the asserted claim.
- To the extent that Rocket Rigging's liability for damages is excluded or limited under the foregoing provisions, this shall also apply with regard to the personal liability for damages of RR's employees, representatives and vicarious agents.
- The limitations according to clauses 1 and 2 shall also apply insofar as the client demands compensation for useless expenses instead of a claim for compensation for damage instead of performance.
- Should Rocket Rigging provide a service that relies on data material from the customer or third parties (such as, for example, usually in the preparation of structural analyses, data and information from manufacturers, approved suspension points and their load information, etc.), RR will not check this third party data for accuracy, up-to-dateness and completeness. Consequently, RR cannot assume any warranty or liability for this data. RR is exempt from any liability with regard to third party data and the principal will indemnify RR from any liability in this respect.
- The principal is therefore advised and acknowledges that all his decisions, whether commercial, technical, fiscal or legal, based on RR's services are his sole responsibility.
- The customer is liable for any culpable damage, destruction or loss of RR's equipment or material rented by RR during the rental period, regardless of whether the damage is caused by the customer himself, by his vicarious agents or by third parties. The customer is responsible for ensuring that the rented equipment is only used in accordance with the applicable statutory provisions and the TÜV and DIN regulations.
- If the customer does not return the equipment in proper condition, he will also be liable for Rocket Rigging's loss of rent for the duration of the repair. This amounts to a flat rate of 50% of the rent to be earned during the period of the repair in accordance with the rent agreed with the customer, but without taking into account discounts and other price reductions. The customer reserves the right to prove to the contrary that no damage or only a lesser damage was incurred by RR. RR reserves the right to claim higher damages actually incurred.
§12 Right of inspection and examination of rented property
- Rocket Rigging is entitled to inspect the rented items and services at any time or to have them inspected by an authorised representative. The customer is obliged to facilitate RR's inspection in every way. The costs of the inspection shall be borne by RR.
- If RR and the customer disagree about the condition of the leased goods, the leased goods or the work performed shall be inspected by an expert at the request of one of the parties. If the parties do not agree, the expert shall be appointed by the President of the Chamber of Commerce and Industry in whose district the leased goods or the work performed are located. The expert shall ascertain the extent of the defects and damage and the probable costs of remedying them, as well as the time required for the work, and shall record this in an expert report. The expert's report shall be binding on both parties. The expert shall also determine who is to bear the costs of the expert opinion.
§13 Confidentiality of business secrets
- Both Rocket Rigging and the client are obliged to maintain confidentiality about confidential information of the other contracting party. Both contracting parties are obliged to keep confidential all business secrets of the other contracting party that come to their knowledge in the course of the cooperation and to treat all information and documents relating to this confidentially and to use them only for the execution of the order. This obligation shall also apply up to 5 years beyond the end of the contractual relationship.
- Business partners, vicarious agents and the company's own employees shall be bound accordingly even after they have left the employment relationship.
- The confidentiality obligation does not extend to information that was demonstrably already known at the time of transmission or acquisition of knowledge, that is generally known or becomes generally known without a breach of the obligations contained in this agreement, that has been released for disclosure in writing by the other contracting party, that the respective contracting party has lawfully received from a third party without the imposition of a confidentiality obligation or that must be disclosed by the respective contracting party due to legal obligations towards third parties, in particular within the framework of legal proceedings or due to official orders. The contracting parties are obliged, in the event of an obligation to disclose, to fully inform the other contracting party of the obligation immediately after the obligation becomes known.
§14 Data protection
§15 Termination & Cancellation
- The client has the right to terminate in writing (cancellation) in accordance with the following regulations. The cancellation must be in writing in order to be effective.
- in the event of a cancellation, the client is obliged to pay a fixed part of the agreed remuneration in accordance with §5:
- if cancellation is made no later than 30 days before the order date, 20 % of the agreed remuneration.
- if cancellation is made no later than 10 days before the order date, 70 % of the agreed remuneration.
- if cancellation is made no later than 3 days before the order date, 90 % of the agreed remuneration.
- The date of receipt of the cancellation letter by Rocket Rigging is decisive for the date of cancellation. The obligation to pay damages does not apply insofar as the client proves that RR has not suffered any damage or that the damage is significantly lower.
- A contract can be terminated by either party for good cause, apart from the provisions in paragraphs §15 2.a) - c) and the provisions listed below for the respective contract types.
- In favour of RR, good cause is deemed to exist in particular if:
- the client uses material, personnel, rented objects or plans and calculations contrary to the contract
- the client demands realisations that violate applicable law or recognised guidelines or rules of technology, or a hazard can be substantiated that, according to RR's assumption, cannot be reduced to an acceptable level by reasonable means and is therefore unacceptable.
- the client is in default with payment obligations from another project to such an extent that payment of the order appears to be at risk.
- the client moves or uses the equipment or the planning at a location other than the agreed location.
- the principal transfers the equipment or the planning to third parties without RR's written consent.
- The place of performance for all services and the place of jurisdiction is the registered office of Rocket Rigging.
- Should individual provisions of this contract be invalid or unenforceable or become invalid or unenforceable after the conclusion of the contract, the validity of the rest of the contract shall remain unaffected. The invalid or unenforceable provision shall be replaced by a valid and enforceable provision the effects of which come closest to the economic objective pursued by the contracting parties with the invalid or unenforceable provision. The above provisions shall apply mutatis mutandis in the event that the contract proves to be incomplete.
- The assignment or pledging of claims to which the client is entitled from the business relationship with Rocket Rigging is excluded.
- All business and legal relations between the client and Rocket Rigging shall be governed exclusively by the laws of the Federal Republic of Germany. The application of the United Nations Convention on Contracts for the International Sale of Goods (CISG) is excluded.