Armory Market 35
Phone: +49 (0) 40 253185-111
Fax: +49 (0) 40 253185-311
Management: Jörg Forthmann, Carola Klaus, Andreas Quest
Registered office: Hamburg
Commercial Register: Hamburg Local Court HRB 178639
Sales tax identification number: DE253216452
§ 1 Placing of order
The order is placed in writing by signing the enclosed contract.
§ 2 Cancellation
Cancellation by the Client is possible by telephone within two hours of receipt of the order, without the Contractor being required to
further costs arise. In the event of a later cancellation, the customer undertakes to pay all costs incurred by IMWF in the course of fulfilling the order.
to pay the costs incurred.
§ 3 Execution of orders
When carrying out a research assignment, the IMWF makes use of fee-based databases from various independent providers, the Internet or other information pools. The timeliness of the data determined is thus dependent on the timeliness of the sources, over which the IMWF, as a pure research service that does not provide its own databases, has no influence. Each research is carefully conducted using the most current sources available. However, the IMWF does not guarantee that all publications are covered by the information processing. The customer receives the results of the research once in the agreed form, unless otherwise agreed, as an e-mail.
The IMWF prepares studies on a wide variety of issues. Although the content of these studies is researched with the greatest possible care, IMWF does not guarantee the accuracy of the content of individual studies, regardless of the purpose for which they were provided. Furthermore, the availability of the studies as well as possible changes in the offer are reserved by IMWF. IMWF expressly points out to the customer that data, information and studies are also obtained from third parties. While IMWF carefully selects information and data providers and implements control measures as far as possible. However, it is not possible for IMWF to verify all information and data provided by third parties due to the large amount of information and data provided and the constant updating. The IMWF therefore does not guarantee the accuracy, completeness and timeliness of data, information and studies obtained from third parties.
3.3 Editorial services
IMWF guarantees that the provision of editorial services complies with the specifications of the client’s concept. However, the above warranty does not include such defects that are due to changes in the presentation of the customer by his employees, agents or other persons who do not belong to the sphere of IMWF. The release of production and publication of the results of editorial services provided by IMWF
Service is the responsibility of the customer. The IMWF has freedom of design within the scope of the contract. The templates (e.g. texts, photos, samples) provided to IMWF are used on the condition that the customer is authorized to use them. The customer shall indemnify IMWF against claims of third parties.
§ 4 Correction
All texts and other materials prepared by IMWF for publication will be sent to the customer for correction. In the case of lump-sum offers that include a right of correction, the customer may request up to two correction passes. Requests for changes beyond this are only possible after a corresponding adjustment of the fee according to the currently valid rates of remuneration. The customer shall in any case check the contractual conformity of the delivered goods as well as the preliminary and intermediate products sent for correction. The risk of any errors shall pass to the customer upon release, unless the errors arose or could only be detected in the processes following release.
§ 5 Copyrights
The rights to the work results remain with the IMWF, provided that this does not affect the rights of third parties. In general, the copyrights of the database operators or authors apply to searches. The commercial use or reproduction of the search results by the client is therefore not permitted.
§ 6 Rights of use
Upon full payment of the agreed remuneration, the customer shall receive the simple, temporally and spatially unlimited right to use, reproduce and process the products for internal applications and purposes. In the case of PR services, the customer also receives the right to use the work products for external communication purposes. However, any use of IMWF’s concepts that goes beyond the purpose contractually agreed with the customer is not permitted. In any case, IMWF retains the right to archive the products and to continue to use the know-how acquired in the development of the products concerned without restriction. Furthermore, IMWF is not prevented from developing new products based on this know-how and from providing these new products, which are similar to the products delivered to the customer, to third parties. In doing so, IMWF will not pass on the original of the products or copies thereof, either in whole or in part, to third parties. Company secrets of the customer as well as the agreed confidentiality will be respected.
§ 7 Disclaimer
IMWF is liable for fraudulent intent as well as for damages for which IMWF is responsible for intent or gross negligence in accordance with the statutory provisions. Damage caused by slight negligence shall only be compensated if this involves the breach of a material obligation (cardinal obligation or material secondary obligation). In cases of a slightly negligent breach of a material obligation, the liability shall be limited to the amount of the damage typical for comparable orders of this type that was foreseeable at the time the order was placed or at the latest when the breach of obligation was committed, but no more than the amount of the order value. Claims for damages under the Product Liability Act and for damages arising from injury to life, limb or health shall remain unaffected by the above limitations of liability. Liability for any loss or corruption of data is limited to the effort that would be required to restore the data from the backed up data material if the data had been properly backed up. The above limitations of liability also apply to any legal representatives and vicarious agents of IMWF involved. Liability claims become time-barred after one year.
The IMWF excludes any liability that might result from the publication and use of information provided by third parties. The customer is exclusively responsible for compliance with legal regulations, in particular competition law regulations, even for services proposed or offered by IMWF. The latter will only approve a service proposed or offered by the IMWF once it has ascertained that it is unobjectionable under competition or intellectual property law. Any liability of IMWF for claims made against the contractual partner due to the services of IMWF is expressly excluded. Should IMWF itself be called upon due to its services, the contractual partner shall hold IMWF harmless. The IMWF assumes no liability for consequential damages resulting from the use of transmitted research results. In the case of database searches, no guarantee is given for the correctness of the data provided. No responsibility is taken for internet, press and library research. IMWF assumes no liability for the extension of the processing time due to force majeure, failure of databases or unavailability of Internet services. Claims for damages due to the above events are excluded. IMWF reserves the right to reject orders without giving reasons.
§ 8 Terms of payment
The respective price list from IMWF applies. Unless expressly stated otherwise, all prices are exclusive of the applicable sales tax. The service provided will be invoiced after or with transmission. Invoices are due for payment upon receipt and payable without deduction within 14 calendar days. Sales tax shall be invoiced at the sales tax rate applicable at the time of performance.
§ 9 Confidentiality
IMWF and the customer will treat essential and not generally known matters of the other as confidential. Documents may only be used for the contractually intended purpose. Any further reproduction or transfer to third parties is not permitted. IMWF and the customer shall process and use personal data of the other in compliance with the provisions of data protection laws and only for contractually agreed purposes. In particular, you will secure this data against unauthorized access and disclose it to third parties only with the consent of the other contracting party or the persons concerned.
§ 10 References
IMWF reserves the right to name the clients as reference customers.
§ 11 Choice of Law, Place of Jurisdiction
All contracts are subject to German law to the exclusion of the UN Convention on Contracts for the International Sale of Goods. Place of performance and jurisdiction for all services is Hamburg.
§ 12 Written form, severability clause
The offer and these terms and conditions conclusively regulate the subject matter of the contract. There are no ancillary agreements. Changes and additions must be made in writing. This also applies to the cancellation of this written form requirement. If any provision of these terms and conditions is or becomes void or voidable or for any other reason, the remaining terms and conditions shall remain in full force and effect. In such a case, IMWF and the customer undertake to agree on a provision instead of the void, voidable or ineffective provision which comes as close as possible to its intended purpose and ensures a corresponding economic success.
Status: February 27, 2007
General Terms and Conditions of IMWF Institut für Management- und Wirtschaftsforschung GmbH (IMWF GmbH) for the Purchase of Studies on the Internet
§ 1 Scope
The purchase of studies of IMWF GmbH by the customer shall be exclusively subject to the following General Terms and Conditions of Contract in the version valid at the time of the order. Deviating conditions of the customer are valid only after written consent of IMWF GmbH.
§ 2 Conclusion of contract and withdrawal
The information about studies and prices on the website of MWF GmbH does not constitute a binding offer to conclude a contract. Much more, your order represents an offer to IMWF GmbH to conclude a purchase contract. The purchase contract for the item(s) selected by the customer is concluded when IMWF GmbH accepts the order by confirmation of the contract or delivery of the goods; the confirmation of receipt of the order does not yet constitute an acceptance of your offer and thus does not effect a conclusion of the contract, but informs about the receipt of the order. The Purchaser is obliged to check the confirmation of the order for obvious spelling and calculation errors and to point out any discrepancies between the order, confirmation and delivery. Because of such a discrepancy IMWF GmbH can withdraw from the contract. In the event of a discrepancy becoming known to the customer, he shall not open or use the goods, as IMWF GmbH may otherwise demand compensation for any loss in value incurred as a result, if opening was not necessary to determine the discrepancy. In case of a discrepancy, the customer is obliged to return the goods to IMWF GmbH, whereby IMWF GmbH bears the costs of the return shipment, unless the customer could have already recognized the discrepancy upon receipt of the order confirmation.
§ 3 Delivery
Unless otherwise agreed, delivery shall be ex warehouse to the delivery address specified by the customer. Information on the delivery period is non-binding, unless the delivery date has been bindingly promised as an exception. IMWF GmbH is entitled to make partial deliveries. Delivery is made at the shipping costs shown in each individual case. All risks and dangers of the shipment are transferred to the customer as soon as the goods are handed over by IMWF GmbH to the assigned logistics partner.
§ 4 Right of withdrawal for consumers
A consumer is any natural person who enters into a legal transaction for purposes that are predominantly neither commercial nor self-employed.
You have the right to cancel this contract within fourteen days without giving any reason. The withdrawal period is fourteen days from the day on which you or a third party named by you, who is not the carrier, have taken possession of the goods. To exercise your right of withdrawal, you must send us
IMWF Institute for Management and Economic Research GmbH
Armory Market 35
Fax: +49 (40) 253185-311
by means of a clear declaration (e.g. a letter sent by mail, fax or e-mail) about your decision to revoke this contract. You can use the enclosed sample revocation form for this purpose, but it is not mandatory. In order to comply with the withdrawal period, it is sufficient that you send the notification of the exercise of the right of withdrawal before the expiry of the withdrawal period.
Consequences of the revocation
If you withdraw from this contract, we must return to you all payments that we have received from you, including the delivery costs (with the exception of additional costs resulting from the fact that you have chosen a type of delivery other than the cheapest standard delivery offered by us), without delay and at the latest within fourteen days from the day on which we received notification of your withdrawal from this contract. For this repayment, we will use the same means of payment that you used for the original transaction, unless expressly agreed otherwise with you; in no case will you be charged for this repayment. We may refuse to refund you until we have received the goods back or until you have provided proof that you have returned the goods, whichever is the earlier. You must return or hand over the goods to us immediately and in any case no later than within fourteen days from the day on which you notify us of the revocation of this contract. The deadline is met if you send the goods before the deadline of fourteen days. We bear the cost of returning the goods. You only have to pay for any loss of value of the goods if this loss of value is due to the handling of the goods which is not necessary for the inspection of the condition, properties and functioning of the goods.
End of the cancellation policy
Exclusion of the right of withdrawal
The above right of withdrawal applies only to consumers within the meaning of § 13 BGB. Consumers in this sense are natural persons who enter into a business relationship with us without this being attributable to their commercial or independent professional activity. The right of withdrawal is excluded for entrepreneurs in the sense of § 14 BGB. Entrepreneurs are therefore natural and legal persons or partnerships with legal capacity who enter into a business relationship with us in the exercise of their commercial or independent professional activity. In the case of contracts for digital content that is not delivered on a physical medium, the right of withdrawal may be excluded if the consumer agrees that the right of withdrawal expires upon execution of the contract by the entrepreneur.
§ 5 Due date, payment, default
All prices are exclusive of value added tax. The shipping costs will be paid by IMWF GmbH. IMWF GmbH only accepts the payment methods displayed to the customer during the order process. The purchase price is due immediately with the order. If the customer is in default of payment, IMWF GmbH is entitled to demand interest on arrears in the amount of 5% above the base interest rate p.a. announced by the European Central Bank. If a higher damage caused by delay can be proven, IMWF GmbH is entitled to claim it.
§ 6 Offsetting, right of retention
The customer shall only be entitled to set-off with undisputed or legally established claims. Furthermore, he shall only be entitled to exercise a right of retention insofar as his counterclaim is based on the same contractual relationship and is also undisputed or legally established.
§ 7 Retention of title
Until the complete settlement of all claims existing against the customer, the delivered goods remain the property of IMWF GmbH.
§ 8 Rights of use
Upon full payment of the agreed remuneration, the customer shall receive the simple, non-exclusive, spatially limited, non-transferable and temporally unlimited right to use, reproduce and process the studies for internal applications and purposes. However, any use of the concepts of IMWF GmbH that goes beyond the purpose contractually agreed with the customer is not permitted. The rights do not include resale or commercial use. Any extension of the scope, such as the extension to further branches, subsidiaries, affiliates and other participations, shall require a separate agreement.
§ 9 Copyrights
The rights to the studies remain with IMWF GmbH, provided that this does not affect the rights of third parties. In general, the copyrights of the database operators or authors apply to searches. The commercial use or reproduction of the research results by the client is therefore not permitted. Trademarks, company logos, other marks or protective notices, copyright notices, and all other features serving to identify IMWF GmbH may not be removed or changed.
§ 10 Warranty
IMWF GmbH shall be liable for defects existing at the time of delivery of the goods for a warranty period of one year according to the following rules: – The customer shall immediately notify IMWF GmbH in writing of any defects that may occur. If there is a defect for which IMWF GmbH is responsible, IMWF GmbH shall remedy it at the customer’s option by removal or by replacement delivery. – If the rectification of defects or replacement delivery fails, if IMWF GmbH is not willing or able to do so, or if this is delayed beyond unreasonable periods for reasons for which IMWF GmbH is responsible, the customer shall be entitled to withdraw from the contract or to demand a reduction of the purchase price without prejudice to any claims for damages.
§ 11 Liability
IMWF GmbH shall be liable, irrespective of the legal grounds, as follows: In the absence of a quality for which IMWF GmbH has assumed a guarantee, for fraudulent intent as well as for damages for which IMWF GmbH has acted with intent or gross negligence, in accordance with the statutory provisions. Damage caused by slight negligence shall only be compensated if this involves the breach of a material obligation (cardinal obligation or material secondary obligation). In cases of a slightly negligent breach of a material obligation, liability shall be limited in amount to the damage typical for comparable contracts of this type that was foreseeable at the time the contract was concluded or at the latest when the breach of obligation was committed. Claims for damages under the Product Liability Act and for damages arising from injury to life, limb or health shall remain unaffected by the above limitations of liability. Liability claims become time-barred after one year. Liability for any loss or damage of data is limited to the effort that would be required to restore the data from the backed up data material if the data had been properly backed up. The above limitations of liability shall also apply in favor of any legal representatives and vicarious agents of IMWF GmbH who may be involved.
§ 12 Applicable law and place of jurisdiction
This contract is exclusively subject to the substantive law of the Federal Republic of Germany with the exception of the UN Convention on the International Sale of Goods and IPR. If the customer is a merchant, Hamburg shall be the exclusive place of jurisdiction for all claims in connection with the business relationship.
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