TERMS AND CONDITIONS

General Terms and Conditions

The following conditions apply to all transactions between i-Hotel Services Germany GmbH & Co. KG and its clients. In commercial transactions, they shall apply to all future business relationships between the parties, even if they have not been referred to separately again at the time of conclusion of the contract. Deviating, conflicting or supplementary general terms and conditions of the customer shall not become part of the contract, even if they are known, unless i-Hotel Services Germany GmbH & Co. KG has expressly agreed to their validity.

1. Content of the contract
1.1. Insofar as i-Hotel Services Germany GmbH & Co. KG undertakes to provide consulting services, their scope is determined exclusively by a consulting contract to be concluded in writing. Consulting services not expressly mentioned therein are to be provided only if i-Hotel Services Germany GmbH & Co. KG has expressly committed itself to this by a separate declaration.
1.2. Insofar as i-Hotel Services Germany GmbH & Co. KG undertakes to provide project services and outsourcing services, a successful performance is owed only if and only to the extent that this has been expressly agreed between the parties.
1.3. Insofar as i-Hotel Services Germany GmbH & Co. KG undertakes to provide training services, solely the presentation of the agreed content is due.
1.4. In case of doubt, a service not agreed in writing at the time of conclusion of the contract is not an integral part of the contract, unless its additional remuneration has been expressly agreed.
1.5. Deadlines, in particular those for completion or execution, are only considered binding and essential for the execution of the contract if the parties have expressly agreed to this.

2. Services
2.1. The contractually agreed services are provided by employees of i-Hotel Services Germany GmbH & Co. KG.
2.2. i-Hotel Services Germany GmbH & Co. KG stores information, documents, or other items that the client has provided for the purpose of fulfilling the contract with the usual care. After termination of the contract, they are returned at the request of the client. If the client has not requested a return within six months after the termination of the contract, i-Hotel Services Germany GmbH & Co. KG is entitled to their deletion or destruction.

3. Liability
3.1. i-Hotel Services Germany GmbH & Co. KG is only liable for damages that are based on its own intentional or grossly negligent breach of duty, or that of its representatives or subcontractors. Liability for injury to life, limb and health and for the violation of essential contractual obligations remains unaffected.
3.2. If an agreed deadline for the provision of services cannot be met due to force majeure, illness, strike, accident or other circumstances for which i-Hotel Services Germany GmbH & Co. KG is not responsible, i-Hotel Services Germany GmbH & Co. KG is entitled to make up for the agreed service, excluding any compensation for damages. This does not apply if the customer cannot reasonably be expected to accept making up for the agreed service in exceptional cases.
3.3. Notifications of defects on the part of the client must be registered immediately after the provision of the service by i-Hotel Services Germany GmbH & Co. KG. In particular, for actions performed by i-Hotel Services Germany GmbH & Co. KG after approval and on behalf of the client, we would like to point out that such a measure must be checked immediately.

4. Fees, service fees and costs
4.1. The amount of the fee depends on the agreement made with the client. At a minimum, remuneration in accordance with local market rates is due. In case of doubt, any service shall be remunerated, unless i-Hotel Services Germany GmbH & Co. KG has expressly waived any remuneration.
4.2. All prices are net and are subject to the applicable VAT rate.
4.3. If a flat rate has been agreed, all predictable costs are included.
4.4. However, travel, transport, shipping and other expenses will be charged separately, unless expressly agreed otherwise.

5. Payment terms
5.1. Invoices are payable without deduction within 14 days from the invoice date.
5.2. I-Hotel Services Germany GmbH & Co. KG is entitled to issue interim invoices in accordance with the progress of services if the agreed service performance extends over more than one month.
5.3. If a time-based fee has been agreed, the amount of the invoice is determined by the number of time units worked and the agreed fee per time unit.
5.4. If a flat-rate remuneration has been agreed, the amount is determined according to the value ratio of the service provided to the agreed total service
5.5. If the client does not pay due interim invoices, i-Hotel Services Germany GmbH & Co. KG may withhold further services until payment has been settled in full. Further rights remain unaffected.
5.6. I-Hotel Services Germany GmbH & Co. KG is entitled to outsource the receivables management and any collection measures to third-party providers. The client also agrees that the i-Hotel Services Germany GmbH & Co. KG transfers the claims to which it is entitled to a third-party service provider within the framework of a factoring agreement.
5.7. Deviating terms of payment require express agreement.

6. Cancellation
6.1. If the execution of the order is prevented by the client after conclusion of the contract (e.g. due to cancellation), i-Hotel Services Germany GmbH & Co. KG reserves the right to payment of the agreed fee minus saved expenses and crediting of any other acquisition.
6.2. If the client cancels the order less than one month before the start of execution, he owes at least 50% of the agreed order volume. If the cancellation takes place less than one week before the start of the execution, he owes at least 75% of the agreed fee.
6.3. In addition, the client must bear the full amount of travel, transport, shipping and other expenses that have already been incurred at the time of cancellation.

7. Intellectual property and usage rights
7.1. All property rights, such as intellectual property rights and licensing rights to the documents or other work results prepared by i-Hotel Services Germany GmbH & Co. KG within the framework of the contractual relationship, as well as the know-how developed or used in the process, are the exclusive property of i-Hotel Services Germany GmbH & Co. KG.
7.2. However, the client receives a non-exclusive and non-transferable right of use for his own use of the documents and other work results provided to him, including the associated know-how.
7.3. The client may only pass on documents and other work results or parts thereof as well as individual technical statements to third parties with the express consent of i-Hotel Services Germany GmbH & Co. KG.

8. Confidentiality / Data Protection
8.1. i-Hotel Services Germany GmbH & Co. KG is obliged for an unlimited period of time to keep confidential all matters that become known to it in connection with its activities for the client.
8.2. The transfer of such information to third parties not involved in the execution of the order may only take place with the express consent of the client.
8.3. i-Hotel Services Germany GmbH & Co. KG is entitled to process personal data transmitted to it within the scope of the purpose of the contractual relationship or to have it processed by third parties.
8.4. The client warrants to i-Hotel Services Germany GmbH & Co. KG that the data transmitted by him (in particular personal data) have been lawfully processed by him and that he is entitled to transfer them to i-Hotel Services Germany GmbH & Co. KG.

9. Jurisdiction
The place of jurisdiction for all disputes arising from the contractual relationship is the registered office of i-Hotel Services Germany GmbH & Co. KG. However, i-Hotel Services Germany GmbH & Co. KG is also entitled to take legal action against the client at his business location.

10. Effectiveness and validity of these Terms and Conditions
The invalidity of individual provisions does not affect the legal validity of the above General Terms and Conditions as a whole. The ineffective provision should be replaced by an appropriate provision that is legally effective and that comes closest to what the parties wanted or would have wanted if they had considered the ineffectiveness of the provision.

As of: November 2023