DIMAH Messe + Event GmbH
DIMAH Messe + Event GmbH
Nielsenstraße 12
73760 Ostfildern

T +49(0)711/341690-30
F +49(0)711/341690-59
info@dimah.de

Basis for the Contract

1.
All orders placed with DIMAH Messe + Event GmbH shall be based on the following items in the following order:

  • The quotation
  • The contents of a contract concluded between the parties or of the service specification
  • The confirmation of the rental order
  • These General Terms and Conditions
  • The legal provisions of the Civil Code of the Federal Republic of Germany, in particular the regulations governing rental and work contracts

2.
Any deviations from these terms and conditions shall require a written agreement.

  1. Content

1.

The following conditions shall apply to all deliveries and services. They shall also apply to all future legal relationships between DIMAH Messe + Event GmbH and the client. The contractual conditions of the client shall become part of the contract only if they are acknowledged in writing by DIMAH Messe + Event GmbH.

2.

The signing of the rental order confirmation by the client shall be deemed to be its acceptance of these General Terms and Conditions of DIMAH Messe + Event GmbH.

III. Quotation and design documents

1.

Unless otherwise stated in the quotation, it is non-binding.

2.

If quotations are prepared according to the information provided by the client and the documents made available by the respective exhibition management or the organizer, DIMAH Messe + Event GmbH shall assume no liability for the correctness of the information and documents received, unless their incorrectness or unsuitability remains undiscovered due to intent or gross negligence.

3.

The client pledges to refrain from any other use of this information in any form, especially duplication and distribution, disclosure to third parties, and from making changes without the express consent of DIMAH Messe + Event GmbH. If this obligation is violated by the client, it pledges to pay the expenses for the preparation of the documents plus a reasonable user fee, without prejudice to further injunctive relief and compensation claims.

  1. Conclusion of the contract

The contract shall be concluded with the written order confirmation or with the written confirmation of the rental contract countersigned by DIMAH Messe + Event GmbH.

The obligation to refrain from the actions mentioned in section III, 3. of these conditions shall not be affected by the placing of an order or by the conclusion of an additional contract.

  1. Prices

1.

The quotation prices shall apply only to an undivided order for the item offered or service used.

2.

All prices are quoted net from the factory or shipping center and do not include packaging, freight, postage, insurance, etc. Deviations must be indicated in writing in the quotation, rental order confirmation, or specifications. The legal value added tax rate in force at the time of the service shall apply.

3.

The quotation prices shall be valid for 4 months from the conclusion of the contract. After these 4 months have expired, DIMAH Messe + Event GmbH shall be entitled to pass on any price increases by the manufacturers or suppliers, or wage increases, to the client. The client may withdraw from the contract if the price is more than 10% above the price at the time of conclusion of the contract. In this case, DIMAH Messe + Event GmbH shall be entitled to compensation for the services rendered to date, including claims for services performed by third parties that DIMAH Messe + Event GmbH commissioned in reliance on the execution of the contract. Any further claims by either party shall be excluded.

4.

If the beginning, continuation, or completion of the work is delayed for reasons for which DIMAH Messe + Event GmbH is not responsible, it shall be entitled to charge separately for the resulting additional expenses. The rates for working hours (including travel and loading times), vehicle equipment, material prices, and other prices charged by DIMAH Messe + Event GmbH that are valid on the day of execution shall apply.

5.

Services that are not priced in the quotation and are performed at the request of the client, or additional expenses due to incorrect information provided by the client, by the exhibition organizer, due to transport delays through no fault of our own, inadequate hall and floor conditions, delayed or unprofessional advance services of third parties, insofar as they are not vicarious agents of DIMAH Messe + Event GmbH, shall be charged additionally to the client. The calculation shall be based on section V.4. of these conditions.

6.

Services and errands that are carried out at the request of the client as part of the planning and execution of the client’s participation in the exhibition must be compensated for separately. DIMAH Messe + Event GmbH shall be entitled to charge a disbursement fee for any amounts paid out in this respect. DIMAH Messe + Event GmbH shall be

further entitled to assign such services to external companies on behalf of the client.

7.

After the order has been placed, DIMAH Messe + Event GmbH shall be entitled to charge a surcharge of up to 15% of the order value for changes requested by the client within 4 weeks prior to the start of the trade fair/event. For changes requested by the client within 2 weeks prior to the start of the trade fair/event after the order has been placed, DIMAH Messe + Event GmbH shall be entitled to charge a surcharge of up to 25% of the order value. For changes requested by the client within 7 day prior to the start of the trade fair/even after the order has been placed, DIMAH Messe + Event GmbH shall be entitled to charge a surcharge of up to 50% of the order value. Additional costs (e.g. additional transport, material, and installation costs) arising from changes requested by the client shall be billed separately according to the expenditure.

  1. Delivery time and installation

1.

If no explicit deadline has been agreed for the start of execution or completion, the said completion/delivery date shall only be approximate.

2.

In the event of changes or adjustments to the execution submitted by the client after the conclusion of the contract, even firmly agreed execution/delivery dates shall no longer be binding. The same shall apply to hindrances not attributable to DIMAH Messe + Event GmbH, in particular for the delayed

provision of documents and materials by the client.

3.

If disruptions in business operations occur for which DIMAH Messe + Event GmbH, its suppliers, or subcontractors are not responsible, especially cases of force majeure, strikes, and lockouts, which are based on an unforeseeable and unrelated event and lead to serious breakdowns, the delivery/completion deadline shall be extended accordingly. If the fulfillment of the contract becomes impossible due to the aforementioned disruptions, both parties shall be entitled to withdraw from the contract.

In this case, DIMAH Messe + Event GmbH shall be entitled to compensation for the services rendered to date, including claims for services performed by third parties that DIMAH Messe + Event GmbH commissioned in reliance on the execution of the contract. Any further claims for damages by either party shall be excluded.

VII. Freight and packaging / transfer of risk

1.

Unless otherwise agreed in writing, the products of DIMAH Messe + Event GmbH shall always travel at the expense and risk of the client. Desired packaging deemed necessary by DIMAH Messe + Event GmbH shall be invoiced separately. The same shall apply to shipped goods of the client.

2.

Parts to be provided by the client to be used during production or installation must be delivered to the factory or installation location duty paid by the agreed date. Unless otherwise agreed, such parts shall be returned freight collect from the factory or place of use at the risk of the client.

3.

Unless otherwise agreed, every risk shall be transferred to the client when the goods leave the operations of DIMAH Messe + Event GmbH or are made available to the client. This shall also apply in cases where carriage paid delivery has been agreed. Unless otherwise agreed, the client shall be responsible for the corresponding insurance of the goods and rental objects delivered by DIMAH Messe + Event GmbH. The respective value of the goods must be requested from DIMAH Messe + Event GmbH in writing.

4.

If the goods ready for shipping cannot be delivered for reasons for which the client is responsible, the risk shall pass to the client on the day of readiness for shipment. The services of DIMAH Messe + Event GmbH shall be deemed to have been fulfilled after delivery of the notification of readiness for shipping to the client.

5.

If any exhibits of the client are to be transported, the above regulations shall apply accordingly.

VIII. Acceptance/handover

1.

Acceptance or handover shall occur formally and immediately after completion. The client pledges to be present itself at the time of the acceptance or to be represented by a suitably authorized representative. In this respect, it is expressly acknowledged that an acceptance time one hour before the start of the trade fair is not inappropriate, even in special cases.

2.

Any deliveries or services that are still outstanding or any defects that have been reported shall be performed or corrected as soon as possible. Unless they significantly impair the function of the subject of the contract, they shall not entitle the client to refuse acceptance.

3.

If the client has used the goods or service or any part thereof without a prior formal acceptance, the acceptance shall be deemed to have taken place with the act of using the goods or service.

4.

If deliveries and services of DIMAH Messe + Event GmbH have been rented to the client, upon request, DIMAH Messe + Event GmbH shall arrange a formal handover of the rented object immediately after the end of the trade fair. The

client shall be obliged to be present at the time of the transfer or be represented by a suitably authorized representative.

  1. Guarantee

1.

The guarantee shall be based on the provisions of the German Civil Code for the service contract, and on the provisions of the rental contract for rented items.

2.

Initially, the client can only demand supplementary performance in the form of rectification as a guarantee. The manner in which the rectification is performed shall be at the discretion of DIMAH Messe + Event GmbH. DIMAH Messe + Event GmbH is always open to a replacement. Any further claims, especially claims for reduction or withdrawal from the contract, may be asserted by the client only if two attempts at improvement have failed because of the same defect.

3.

The guarantee does not extend to defects caused by natural wear and tear, moisture, excessive heat, or improper handling or storage. Likewise, the guarantee does not extend to reasonable deviations in the form, dimensions, color, and condition of the material.

4.

The client shall be obliged to notify DIMAH Messe + Event GmbH immediately of any defects and to give it the opportunity to determine the appropriate findings.

5.

If the notice of defects is submitted late or reservations were not made on acceptance due to known defects, the guarantee claims shall lapse completely.

6.

The guarantee claims shall also lapse if the client makes changes itself or makes it difficult or impossible for DIMAH Messe + Event GmbH to determine and rectify the defects, which is regularly the case with a notice of defects after the end of the trade fair for defects that occur or become known during the fair.

  1. Liability

1.

Claims for defects and damages arising from errands or deliveries and services by external companies carried out on behalf of the client shall be excluded unless DIMAH Messe + Event GmbH has violated its duty to do due diligence in the selection of external companies.

2.

DIMAH Messe + Event GmbH shall not be liable for the exhibitor’s goods, unless safekeeping of the same has been expressly agreed in writing. In this case, DIMAH Messe + Event GmbH shall be liable only for the amount of the insurance benefits, unless it is accused of intent or gross negligence.

3.

If only planning and designs are the subject of the contract, DIMAH Messe + Event GmbH shall be responsible only for ensuring that it is in a position to implement the plans or designs accordingly. Any further claims shall be excluded.

4.

No liability is assumed for advice, information, or other services provided free of charge.

5.

Claims for compensation for damages of any kind, including those damages that did not occur to the delivery item itself, for example due to delay or breach of duty, shall be excluded unless the damage was caused deliberately or by gross negligence and insofar as the exclusion of compensation claims does not thwart or endanger the fulfillment of the contract. The limitation of liability shall apply equally to the vicarious agents and assistants of DIMAH Messe + Event GmbH. Claims for damages arising from injury to life, body, and health as well as claims under the Product Liability Act shall remain unaffected.

6.

From the date of delivery to the client, the client shall be liable to DIMAH Messe + Event GmbH for the total amount of the restoration costs (for repairable damages) or for the amount of the replacement value (in the event of destruction and loss) for all items lent and rented to it, including the exhibition stand, the event equipment, and furniture rental.

  1. Insurance

1.

For shipments initiated or carried out by the client, the goods to be shipped shall be insured only at the express instruction and cost of the client for the amount of the replacement value. The appropriate insurance must be taken out separately and, unless expressly agreed in writing in the quotation, is not part of the normal quotation.

2.

Transport damages must be reported to DIMAH Messe + Event GmbH immediately. In the case of shipment via forwarding agents, damage must be noted immediately on the bill of lading; in the case of rail transport, a railway authority certificate of the damage must be requested and sent to DIMAH Messe + Event GmbH.

3.

Unless otherwise agreed, goods belonging to the client accepted for storage by DIMAH Messe + Event GmbH shall be insured by DIMAH Messe + Event GmbH against fire, water damage, and theft for the amount of the replacement value at the client’s expense for the storage period.

XII. Basis for credit

A good credit rating for the client is a requirement for DIMAH Messe + Event GmbH to perform the services. If the client has provided incorrect or incomplete information about his person or about the facts that determine his credit rating, has stopped payments, or if insolvency proceedings have been instituted or applied for, DIMAH Messe + Event GmbH shall not be obliged to provide the services.

In these cases, DIMAH Messe + Event GmbH may demand advance payment or other suitable guarantees to safeguard of its claim for remuneration. If the client does not comply with this request, DIMAH Messe + Event GmbH may terminate the contract for good cause according to section XVII of these conditions or withdraw from the contract and claim damages. With respect to the amount, the provision under item XVII, 3 of these conditions shall apply.

XIII. Reservation of title

1.

All delivery items shall remain the property of DIMAH Messe + Event GmbH until complete fulfillment of all obligations arising from the contractual relationship between the parties.

2.

The client shall not be entitled to resell, handle, or process the goods subject to reservation of title without the express consent of DIMAH Messe + Event GmbH. Notwithstanding the above, the client does hereby assign any claims from a resale of the goods subject to reservation of title to DIMAH Messe + Event GmbH. DIMAH Messe + Event GmbH accepts this assignment.

XIV. Intellectual property rights, designs, drawings

1.

Plans, designs, drawings, production and assembly documents, concept descriptions, etc. shall remain the property of DIMAH Messe + Event GmbH with all rights, even if they have been handed over to the client. In this respect, they are entrusted to the client according to §18 of the German Unfair Competition Act. The transfer of ownership and rights of use shall require an express written agreement.

2.

Unless otherwise agreed in writing, changes in plans, designs, concepts etc., may be made only by DIMAH Messe + Event GmbH. This shall also apply if these documents have become the property of the client.

3.

If the client submits materials or documents for the manufacture of the subject matter of the contract, the client guarantees that the production and delivery of the work carried out in accordance with its documents does not violate the rights of third parties. DIMAH Messe + Event GmbH is not obligated to verify whether the information and documents provided by the client for the production and delivery violate industrial property rights of third parties. The client pledges to exempt DIMAH Messe + Event GmbH immediately from any claims for damages by third parties and to pay for any damages resulting from the infringement of property rights.

  1. Conditions of payment

1.

Unless otherwise agreed, invoices shall be payable immediately upon receipt. No deductions of any kind shall be allowed, and interest shall not be paid on deposits.

2.

Unless otherwise agreed, DIMAH Messe + Event GmbH shall be entitled to issue intermediate invoices or to require partial payments. For exhibition stand constructions and rental objects, 50% of the order amount shall be payable when the order is placed and 50% upon handover of the stand.

3.

If the client does not fulfill its payment obligations or does not do so in an appropriate manner, it shall not be entitled to use the services of DIMAH Messe + Event GmbH. In the case of equipment services surrendered as a loan for an event or a trade fair stand, the client pledges to return the services and materials handed over or the exhibition stand altogether to the possession of DIMAH Messe + Event GmbH immediately on request.

XVI. Offsetting and assignment

1.

The client may not offset disputed and counterclaims not legally acknowledged. The same shall apply to the assertion of rights of retention.

2.

The rights of the client arising from this contractual relationship may be transferred only with the prior consent of DIMAH Messe + Event GmbH.

XVII. Termination/cancellation

1.

If the client terminates or cancels the contract without DIMAH Messe + Event GmbH having given good cause for this action, DIMAH Messe + Event GmbH shall be entitled to the agreed remuneration as follows:

In this case, DIMAH Messe + Event GmbH shall be entitled to compensation for the services rendered to date, including claims for services performed by third parties that DIMAH Messe + Event GmbH commissioned in reliance on the execution of the contract. With respect to services not yet performed, 30% of the agreed remuneration is agreed as expenses saved. DIMAH Messe + Event GmbH shall have this claim deducted from your claim for remuneration, unless DIMAH Messe + Event GmbH proves that in fact only less expenses were saved. Conversely, the client shall be at liberty to prove that DIMAH Messe + Event GmbH has saved greater expenses.

2.

The right to termination for good cause shall remain unaffected. However, a prerequisite is that a corresponding written request for the elimination of the good cause has been given within a reasonable period of time and that the deadline has passed without result. Good cause shall exist especially if the client does not meet its payment obligations or violates the obligation to refrain from the actions specified in these conditions.

3.

In the case of termination for good cause by DIMAH Messe + Event GmbH or the withdrawal for reasons for which the client is responsible, the above provision of paragraph 2 shall apply accordingly. The client shall be at liberty to prove that no damage or damage in a lower amount has occurred. The assertion of additional claims for damage shall not be excluded.

XVIII. Data protection

It is noted that personal data, whether it originates from DIMAH Messe + Event GmbH itself or from third parties, is processed according to the German Federal Data Protection Act as part of or in connection with the business relationships.

XIX. Place of fulfillment and court of jurisdiction

The place of fulfillment and court of jurisdiction for all disputes between the parties resulting from the contractual relationship shall be the registered office of DIMAH Messe + Event GmbH, if the client is a registered trader, a legal entity under public law, or special fund under public law. The contractual relationship shall be governed by German law.

  1. Final provisions

In the event that any of the provisions of this contract should be fully or partially invalid, the validity of the remainder of the Contract shall not be affected.

 

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